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 May 2008

 

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

 

 



 

Index

 

Item

 

Description of Item

 

 

 

1.

 

Financial Statements of Companhia Energética de Minas Gerais, as of and for the Three Months Ended March 31, 2008

 

 

 

2.

 

Financial Statements of CEMIG Distribuição S.A., as of and for the Three Months Ended March 31, 2008

 

 

 

3.

 

Financial Statements of CEMIG Geração e Transmissão S.A., as of and for the Three Months Ended March 31, 2008

 

 

 

4.

 

Summary of Minutes of the 431th Meeting of the Board of Directors, May 8, 2008

 

 

 

5.

 

CEMIG Geração e Transmissão S.A., Summary of Minutes of the 66th Meeting of the Board of Directors, May 8, 2008

 

 

 

6.

 

Summary of Minutes of the 432nd Meeting of the Board of Directors, May 13, 2008

 

 

 

7.

 

CEMIG Geração e Transmissão S.A., Summary of Principal Decisions, May 13, 2008

 

 

 

8.

 

CEMIG Distribuiçao S.A., Summary of Principal Decisions, May 13, 2008

 

 

 

9.

 

Summary of Minutes of the 433rd Meeting of the Board of Directors, May 15, 2008

 

 

 

10.

 

CEMIG Distribuição S.A., Summary of Principal Decisions, May 15, 2008

 

2



 

 

SIGNATURES

 

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

 

 

 

 

COMPANHIA ENERGETICA DE MINAS
GERAIS – CEMIG

 

 

 

 

 

 

 

 

By:

 /s/ Luiz Fernando Rolla

 

 

 

Name:

Luiz Fernando Rolla

 

 

 

Title:

Chief Financial Officer,
Investor Relations Officer and
Control of Holdings Officer

 

 

 

 

 

Date: May 27, 2008

 

 

 

 

 

 

3



 

 

1.                                                               Financial Statements of Companhia Energética de Minas Gerais, as of and for the Three Months Ended March 31, 2008

 

 

4



 

 

CONTENTS

 

 

 

BALANCE SHEETS

6

 

 

INCOME STATEMENT

8

 

 

EXPLANATORY NOTES TO THE FINANCIAL STATEMENTS

9

1) – OPERATIONAL CONTEXT

9

2) – PRESENTATION OF THE QUARTERLY INFORMATION

12

3) – CASH AND CASH EQUIVALENTS

15

4) – CONSUMERS AND RESELLERS

15

5) – REGULATORY ASSETS AND LIABILITIES

16

6) – THE EXTRAORDINARY TARIFF RECOMPOSITION, AND “PORTION A”

16

7) – TRADERS – TRANSACTIONS IN FREE ENERGY

18

8) – ANTICIPATED EXPENSES AND REGULATORY LIABILITIES – CVA

19

9) – TAXES SUBJECT TO OFFSETTING

20

10) – TAX CREDITS

21

11) – DEFERRED TARIFF ADJUSTMENT

22

12) – ACCOUNTS RECEIVABLE FROM THE GOVERNMENT OF THE STATE OF MINAS GERAIS AND THE RECEIVABLES FUND (“FIDC”)

23

13) – REGULATORY ASSET – PIS/PASEP AND COFINS

25

14) – INVESTMENTS

26

15) – ASSETS AND INTANGIBLE ASSETS

32

16) – SUPPLIERS

34

17) – TAXES, CHARGES AND CONTRIBUTIONS

34

18) – LOANS, FINANCINGS AND DEBENTURES

35

19) – REGULATORY CHARGES

37

20) – POST-EMPLOYMENT OBLIGATIONS

37

21) – CONTINGENCIES FOR LEGAL PROCEEDINGS

39

22) – STOCKHOLDER’S EQUITY AND REMUNERATION TO STOCKHOLDERS

45

23) – GROSS RETAIL SUPPLY OF ELECTRICITY

45

24) – REVENUE FROM USE OF THE NETWORK – FREE CONSUMERS

46

25) – OTHER OPERATIONAL REVENUES

46

26) – DEDUCTIONS FROM OPERATIONAL REVENUE

47

27) – OPERATIONAL COSTS AND EXPENSES

47

28) – NET FINANCIAL REVENUE (EXPENSES)

49

29) – RELATED PARTY TRANSACTIONS

50

30) – FINANCIAL INSTRUMENTS

51

31) – PERIODIC TARIFF REVIEW OF CEMIG DISTRIBUIÇÃO

52

32) – SUBSEQUENT EVENT

52

33) – STATEMENT OF CASH FLOWS

53

34) – INCOME STATEMENTS SEPARATED BY COMPANY

55

 

 

ECONOMIC AND FINANCIAL PERFORMANCE

56

 

 

OTHER INFORMATION THAT THE COMPANY BELIEVES TO BE MATERIAL

62

 

 

AUDITORS’ REPORT ON SPECIAL REVIEW

71

 

 

5



 

BALANCE SHEETS

 

At March 31, 2008 and December 31, 2007

 

ASSETS

 

(R$ ’000)

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

 

 

 

 

 

 

 

 

 

 

CURRENT

 

 

 

 

 

 

 

 

 

Cash and cash equivalents (Note 3)

 

2,458,775

 

2,066,219

 

62,922

 

21,953

 

Consumers and Resellers (Note 4)

 

2,062,425

 

2,025,124

 

––

 

––

 

Tariff Recomposition and “Portion A” (Note 6)

 

387,921

 

450,817

 

––

 

––

 

Concession holders - power transportation

 

523,781

 

474,450

 

––

 

––

 

Taxes subject to offsetting (Note 9)

 

897,792

 

810,293

 

21,918

 

32,996

 

Anticipated expenses – CVA (Note 8)

 

147,544

 

519,699

 

––

 

––

 

Traders – Transactions In Free Energy (Note 7)

 

16,002

 

31,426

 

––

 

––

 

Tax credits (Note 10)

 

513,338

 

489,757

 

104,799

 

92,975

 

Dividends receivable

 

––

 

––

 

1,322,878

 

1,383,893

 

Regulatory asset - PIS-Pasep/Cofins (Note 13)

 

62,969

 

57,593

 

––

 

––

 

Deferred Tariff Adjustment (Note 11)

 

432,616

 

463,491

 

––

 

––

 

Inventories

 

36,926

 

42,415

 

17

 

––

 

Other credits

 

378,562

 

290,726

 

9,628

 

9,831

 

TOTAL, CURRENT

 

7,918,651

 

7,722,010

 

1,522,162

 

1,541,648

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT

 

 

 

 

 

 

 

 

 

Long term assets

 

 

 

 

 

 

 

 

 

Accounts receivable from Minas Gerais state government (Note 12)

 

1,739,214

 

1,763,277

 

––

 

––

 

Receivables fund – FIDC (Note 12)

 

––

 

––

 

783,237

 

772,891

 

Tariff Recomposition and “Portion A” (Note 6)

 

714,974

 

721,529

 

––

 

––

 

Anticipated expenses – CVA (Note 8)

 

658,985

 

177,842

 

––

 

––

 

Tax credits (Note 10)

 

699,150

 

694,888

 

178,303

 

174,557

 

Traders – Transactions In Free Energy (Note 7)

 

8,737

 

13,646

 

––

 

––

 

Taxes subject to offsetting (Note 9)

 

379,402

 

365,101

 

265,101

 

259,626

 

Deposits linked to legal actions

 

269,724

 

271,915

 

87,655

 

92,843

 

Consumers and resellers (Note 4)

 

115,217

 

125,986

 

––

 

––

 

 

 

 

 

 

 

 

 

 

 

Regulatory asset – PIS, Pasep, Cofins (Note 13)

 

––

 

60,880

 

––

 

––

 

Deferred Tariff Adjustment (Note 11)

 

12,201

 

81,742

 

––

 

––

 

Other credits

 

43,675

 

38,427

 

11,753

 

7,834

 

Long term assets

 

4,641,279

 

4,315,233

 

1,326,049

 

1,307,751

 

 

 

 

 

 

 

 

 

 

 

Fixed assets

 

 

 

 

 

 

 

 

 

Investments (Note 14)

 

1,078,496

 

1,070,854

 

7,527,902

 

7,068,513

 

Property, plant and equipment (Note 15)

 

10,499,891

 

10,563,200

 

2,107

 

1,986

 

Intangible (Note 15)

 

533,999

 

531,724

 

461

 

506

 

Deferred

 

61,129

 

63,482

 

––

 

––

 

Total of Fixed assets

 

12,173,515

 

12,229,260

 

7,530,470

 

7,071,005

 

TOTAL, NON-CURRENT

 

16,814,794

 

16,544,493

 

8,856,519

 

8,378,756

 

TOTAL ASSETS

 

24,733,445

 

24,266,503

 

10,378,681

 

9,920,404

 

 

The Explanatory Notes are an integral part of the quarterly information.

 

6



 

BALANCE SHEETS

 

At March 31, 2008 and December 31, 2007

 

LIABILITIES

 

(R$ ’000)

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

 

 

 

 

 

 

 

 

 

 

CURRENT

 

 

 

 

 

 

 

 

 

Suppliers (Note 16)

 

760,300

 

935,905

 

9,113

 

11,781

 

Regulatory charges (Note 19)

 

412,313

 

395,894

 

 

 

Profit shares

 

34,625

 

102,329

 

2,953

 

6,642

 

Taxes, charges and contributions (Note 17)

 

1,210,067

 

1,078,159

 

27,702

 

39,192

 

Interest on Equity and dividends

 

881,457

 

881,457

 

881,457

 

881,457

 

Loans and financings (Note 18)

 

1,054,954

 

969,603

 

8,126

 

5,735

 

Debentures (Note 18)

 

82,220

 

50,638

 

 

 

Salaries and social contributions

 

211,155

 

236,285

 

10,451

 

9,168

 

Regulatory liabilities – CVA (Note 8)

 

259,396

 

549,133

 

 

 

Post-employment obligations (Note 20)

 

100,144

 

107,061

 

3,926

 

4,362

 

Provision for losses on financial instruments (Note 30)

 

169,964

 

166,448

 

 

 

Debt to related parties

 

 

 

1,925

 

76,949

 

Other obligations

 

299,581

 

388,523

 

21,721

 

30,772

 

TOTAL, CURRENT

 

5,476,176

 

5,861,435

 

967,374

 

1,066,058

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT

 

 

 

 

 

 

 

 

 

Long term liabilities

 

 

 

 

 

 

 

 

 

Suppliers (Note 16)

 

341,128

 

340,792

 

 

 

Regulatory liabilities – CVA (Note 8)

 

476,374

 

196,140

 

 

 

Loans and financings (Note 18)

 

4,923,685

 

4,961,138

 

73,587

 

73,587

 

Debentures (Note 18)

 

1,671,129

 

1,657,655

 

 

 

Taxes, charges and contributions (Note 17)

 

326,260

 

319,140

 

86,660

 

85,179

 

Provisions for contingencies (Note 21)

 

712,274

 

634,786

 

318,999

 

254,197

 

Post-employment obligations (Note 20)

 

1,370,256

 

1,363,833

 

51,574

 

51,176

 

Other obligations

 

139,639

 

136,622

 

30

 

30

 

TOTAL, NON-CURRENT

 

9,960,745

 

9,610,106

 

530,850

 

464,169

 

 

 

 

 

 

 

 

 

 

 

Future earnings

 

85,097

 

86,236

 

 

 

 

 

 

 

 

 

 

 

 

 

MINORITY INTEREST

 

330,970

 

318,549

 

 

 

 

 

 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY (Note 22)

 

 

 

 

 

 

 

 

 

Registered capital

 

2,432,307

 

2,432,307

 

2,432,307

 

2,432,307

 

Capital reserves

 

4,032,222

 

4,032,222

 

4,032,222

 

4,032,222

 

Profit reserves

 

1,898,525

 

1,898,525

 

1,898,525

 

1,898,525

 

Net profit

 

490,280

 

 

490,280

 

 

Funds retained for capital increase

 

27,123

 

27,123

 

27,123

 

27,123

 

STOCKHOLDERS’ EQUITY

 

8,880,457

 

8,390,177

 

8,880,457

 

8,390,177

 

TOTAL LIABILITIES

 

24,733,445

 

24,266,503

 

10,378,681

 

9,920,404

 

 

The Explanatory Notes are an integral part of the quarterly information.

 

7



 

INCOME STATEMENT

 

For the quarters ended on March 31, 2008 and 2007

 

(R$ ’000, except net profit per thousand shares)

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007
Reclassified

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL REVENUE

 

 

 

 

 

 

 

 

 

Gross retail supply of electricity (Note 23)

 

3,575,243

 

3,034,879

 

 

 

Revenue for use of the network– Free consumers (Note 24)

 

481,592

 

510,351

 

 

 

Other operational revenues (Note 25)

 

146,302

 

139,755

 

97

 

284

 

 

 

4,203,137

 

3,684,985

 

97

 

284

 

DEDUCTIONS FROM OPERATIONAL REVENUE (Note 26)

 

(1,448,478

)

(1,348,839

)

 

(10

)

NET OPERATIONAL REVENUE

 

2,754,659

 

2,336,146

 

97

 

274

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS

 

 

 

 

 

 

 

 

 

Cost of electricity and gas (Note 27)

 

 

 

 

 

 

 

 

 

Electricity purchased for resale

 

(725,366

)

(600,288

)

 

 

Charges for the use of the basic transmission grid

 

(172,324

)

(181,415

)

 

 

Gas purchased for resale

 

(53,420

)

(30,024

)

 

 

 

 

(951,110

)

(811,727

)

 

 

Cost of operation (Note 27)

 

 

 

 

 

 

 

 

 

Personnel and managers

 

(245,204

)

(217,966

)

 

 

Private pension plan entity

 

(53,499

)

(28,293

)

 

 

Materials

 

(25,214

)

(21,266

)

 

 

Raw materials and inputs for production

 

(21,785

)

 

 

 

Outsourced services

 

(117,655

)

(100,918

)

 

 

Depreciation and amortization

 

(178,427

)

(175,171

)

 

 

Operational provisions

 

(8,116

)

(32,164

)

 

 

Financial compensation for use of water resources

 

(33,786

)

(37,072

)

 

 

Others

 

(22,020

)

(34,145

)

 

 

 

 

(705,706

)

(646,995

)

 

 

TOTAL COST

 

(1,656,816

)

(1,458,722

)

 

 

 

 

 

 

 

 

 

 

 

 

GROSS PROFIT

 

1,097,843

 

877,424

 

97

 

274

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL EXPENSES (Note 27)

 

 

 

 

 

 

 

 

 

Selling expenses

 

(54,672

)

(48,149

)

 

 

General and administrative expenses (recovery of expenses)

 

(126,159

)

(77,469

)

(48,730

)

(46,589

)

Other operational revenues (expenses)

 

(30,943

)

(41,786

)

 

16,728

 

 

 

(211,774

)

(167,404

)

(48,730

)

(29,861

)

 

 

 

 

 

 

 

 

 

 

Operational profit before equity income and financial revenues (expenses)

 

886,069

 

710,020

 

(48,633

)

(29,587

)

Equity income from subsidiaries

 

 

 

539,864

 

423,532

 

Net financial revenue (expenses) (Note 28)

 

(79,112

)

(66,906

)

(4,596

)

4,065

 

 

 

 

 

 

 

 

 

427,597

 

OPERATIONAL PROFIT

 

806,957

 

643,114

 

486,635

 

398,010

 

NON-OPERATIONAL REVENUE (EXPENSES)

 

(6,102

)

(6,196

)

(1,514

)

(2,316

)

 

 

 

 

 

 

 

 

 

 

Profit before tax and profit shares under Bylaws

 

800,855

 

636,918

 

485,121

 

395,694

 

 

 

 

 

 

 

 

 

 

 

Income tax and Social Contribution (Note 10)

 

(331,130

)

(281,714

)

(8,549

)

(761

)

Deferred income tax and Social Contribution (Note 10)

 

55,033

 

77,228

 

14,479

 

11,699

 

Employees’ and managers’ shares in results

 

(22,058

)

(21,046

)

(771

)

 

 

 

 

 

 

 

 

 

 

 

Minority interest

 

(12,420

)

(4,754

)

 

 

NET PROFIT FOR THE PERIOD

 

490,280

 

406,632

 

490,280

 

406,632

 

NET PROFIT PER SHARE – R$

 

 

 

 

 

1.01

 

2.51

 

 

The Explanatory Notes are an integral part of the quarterly information.

 

8



 

EXPLANATORY NOTES TO THE QUARTERLY INFORMATION

 

In R$ ’000, except where otherwise stated.

 

1) – OPERATIONAL CONTEXT

 

Companhia Energética de Minas Gerais, “Cemig” or “the holding company”, a listed corporation registered in the Brazilian Registry of Corporate Taxpayers (CPNJ) under number 17.155.730/0001-64, has been operating exclusively as a holding company since January 1, 2005, with stockholdings in companies controlled individually and jointly, the principal objectives of which are the construction and commercial operation of systems for production, transformation, transmission, distribution and sale of electricity, and also activities and commercial operation in the various fields of energy.

 

On March 31, 2008 Cemig had stockholdings in the following companies in operation (the information on markets served, and installed capacity, has not been reviewed by our external auditors):

 

·                  Cemig Geração e Transmissão S.A. (subsidiary, 100% stake): Registered with the CVM (Securities Commission). Generation and transmission of electricity, through 46 power plants, 43 being hydroelectric, one a wind power plant and two thermal plants, and their transmission lines, most of them being part of the Brazilian national generation and transmission grid system. Cemig Geração e Transmissão S.A. has stockholdings in the following subsidiaries that are at development phase:

 

· Hidrelétrica Cachoeirão S.A. (jointly controlled, 49.00% stake): Production and sale of electricity as an independent power producer, through the Cachoeirão hydroelectric power plant located at Pocrane, in the State of Minas Gerais. The power plant is in the construction phase, with startup expected in September 2008. It has generation capacity of 27 MW.

 

· Guanhães Energia S.A. (jointly controlled – 49.00% stake): Production of sale and sale of electricity through building and commercial operation of the following Small Hydro Plants: Dores de Guanhães, Senhora do Porto and Jacaré, in the municipality of Dores de Guanhães; and Fortuna II, in the municipality of Virginópolis; both in Minas Gerais State. The plants are in construction phase, with start of operation scheduled in 2009, and will have aggregate installed capacity of 44MW.

 

· Cemig Baguari Energia S.A. (subsidiary – 100% stake): Production and sale of electricity as an independent producer. Cemig Geração and Transmissão expects to transfer the assets from the Baguari Consortium to this subsidiary. Operational startup of this plant is scheduled for 2009.

 

· Madeira Energia S.A. (jointly controlled – 10.00% stake): Implementation, construction, operation and commercial operation of the Santo Antônio hydroelectric plant in the Madeira River Basin, in the State of Rondônia, with generation capacity of 3,150 MW (information not revised by the external auditors) and commercial startup scheduled for 2012).

 

·                  Cemig Distribuição S.A. (subsidiary – 100% stake): Registered with the CVM: Distribution of electricity through distribution networks and lines in approximately 97% of the Brazilian State of Minas Gerais.

 

9



 

·                  Rio Minas Energia Participações (“RME”) (jointly-controlled subsidiary – 25.00% stake): This company holds 52.25% of the registered capital of Light S.A. (“Light”), the holding company that has 100% control of the distribution concession holder Light Serviços de Eletricidade S.A, with 3.9 million consumers in 31 municipalities of the state of Rio de Janeiro, and the generating company Light Energia S.A., which has generating capacity of 855 MW.

 

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

 

·                  Usina Térmica Ipatinga S.A. (subsidiary – 100% stake): Production and sale, under the independent production regime, of thermally produced electricity, through the Ipatinga thermal plant, located on the premises of Usiminas (Usinas Siderúrgicas de Minas Gerais S.A. – Usiminas);

 

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

 

·                  Empresa de Infovias S.A. (“Infovias”) (subsidiary – 100% stake): Specialized service in the area of telecommunications, through an integrated multi-service network consisting of fiber optic cables, coaxial cables, and electronic and associated equipment.

 

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

 

·                  Horizontes Energia S.A. (subsidiary – 100% stake): Production and sale of electricity, in the independent product mode, 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 plants in the State of Santa Catarina;

 

·                  Central Termelétrica de Cogeração UTE Barreiro S.A (subsidiary – 100% stake): Production and sale of thermally generated electricity, as an independent producer, through the construction and operation of the UTE Barreiro thermal generation plant, located on the premises of V&M do Brasil S.A., in the State of Minas Gerais. The concession was transferred to UTE Barreiro S.A. in the first quarter of 2006.

 

·                  Rosal Energia S.A. (subsidiary – 100% stake): 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 Cemig PCH S.A. (subsidiary – 100% stake): Production and sale of electricity as an independent power producer, through the Pai Joaquim hydroelectric power plant. The concession was transferred to Cemig PCH S.A. in the first quarter of 2006.

 

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

 

10



 

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

 

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

 

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

 

·                  Cemig Trading Cemig Trading S.A. (subsidiary – 100% stake): Energy sales and intermediation in energy transactions.

 

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

 

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

 

·                  Empresa Paraense de Transmissão de Energia S.A. (“EPTE”) (jointly controlled – 18.63% stake): Holder of a public service electricity transmission concession for the 500kV transmission line linking the Tucuruí Substation to the Vila do Conde Substation in the Brazilian state of Pará.

 

·                  Empresa Norte de Transmissão de Energia S.A. (“ENTE”) (jointly controlled – 18.35% stake): Holder of a public service electricity transmission concession, for two 500kV transmission lines, the first from the Tucuruí Substation to the Marabá Substation in the Brazilian state of Pará, and the second from the Marabá Station to the Açailândia Substation in the Brazilian state of Maranhão.

 

·                  Empresa Regional de Transmissão de Energia S.A. (“ERTE”) (jointly controlled – 18.35% holding): Holder of a public service electricity transmission concession for the 230kV transmission line from the Vila do Conde Substation to the Santa Maria Substation in the State of Pará.

 

·                  Empresa Amazonense de Transmissão de Energia S.A. (“EATE”) (jointly controlled – 16.36% stake): Holder of the public service electricity transmission concession for the 500kV transmission lines between the sectionalizing substations of Tucuruí, Marabá, Imperatriz, Presidente Dutra and Açailândia.

 

·                  Empresa Catarinense de Transmissão de Energia S.A. (“ECTE”) (jointly controlled, with 7.50% stake): Holder of the public service electricity transmission service concession for the 525kV transmission line from the Campos Novos Substation to the Blumenau Substation in the state of Santa Catarina.

 

11



 

Cemig also has stockholdings in the companies listed below, which were at pre-operational stage on March 31, 2008:

 

·                  Companhia de Transmissão Centroeste de Minas (jointly controlled – 51.00% stake): Construction, implementation, operation and maintenance of the 345kV Furnas-Pimenta transmission line, a component of the national grid.

 

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

 

·                  Focus Soluções Tecnológicas S.A. (“Axxiom”) (jointly controlled – 49.00% stake): Formed in August 2007 to provide services of implementation and management of systems for electricity sector companies. Start of operations is scheduled for 2008.

 

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

 

2) – PRESENTATION OF THE QUARTERLY INFORMATION

 

The quarterly financial statements were prepared according to accounting principles adopted in Brazil, namely: the Brazilian Corporate Law; rules of the Brazilian Securities Commission (CVM – Comissão de Valores Mobiliários); and rules of the specific legislation applicable to holders of electricity concessions, issued by the National Electricity Agency, ANEEL.

 

The quarterly financial statements were prepared according to accounting principles, methods and criteria that are uniform in relation to those adopted in December 31, 2007.

 

The statements of cash flow were prepared in accordance with the criteria of FAS 95 – Statement of Cash Flows, with references made to the format of presentation, in the context of registry of the financial statements with the Securities and Exchange Commission (SEC).

 

Additionally, Cemig is presenting Explanatory Note 33 and 34, on the Income Statements Separated by Company, respectively.

 

As a result of inclusion in the Company’s Bylaws in 2007 of a provision for payment of profit shares to the employees and managers of the company, this profit share has now begun to be posted as an amount reducing net profit before tax and profit shares, where in 2007 it was posted under Personnel Expenses.

 

Criteria for consolidation of the Quarterly Information

 

The financial statements of the subsidiaries and jointly controlled companies mentioned in Explanatory Note 1 were consolidated. The data of the controlled subsidiaries as a whole was consolidated based on the method of proportional consolidation, applicable to each component of the financial statements of the investees. All the subsidiaries, including those that are jointly controlled, follow accounting practices that are consistent with those of the holding company.

 

12



 

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

 

The portion relating to the minority holdings in stockholders’ equity of the subsidiaries is shown separately in Liabilities.

 

The financial information of Transchile, for the purpose of consolidation, are converted from Chilean accounting principles to Brazilian accounting principles, with Chilean pesos being converted to Reais at the exchange rate of the last day of the quarter.

 

The dates of the financial information of the investee companies used for calculation of equity income and consolidation coincide with those of the holding company, except of Companhia de Transmissão Centroeste de Minas, that was used the information of February 29, 2008.

 

Change in the Brazilian Corporate Law

 

On December 28, 2007, Law 11638/07 was passed, altering, repealing and creating new provisions in the Brazilian Corporate Law in the chapter relating to disclosure and preparation of financial statements. Among other aspects, this changes the criterion for recognition and valuation of certain assets and liabilities. These changes in accounting practices come into effect as from January 1, 2008.

 

The aim of these changes is to increase the transparency of financial statements of Brazilian companies and eliminate some regulatory barriers that were an obstacle to the process of convergence of these financial statements with international financial reporting standards (IFRS):

 

The main changes to the Law, coming into effect as from 2008, with the possibility of impacting the company’s financial statements, are as follows:

 

·

Replacement of the Statement of Origins and Uses of Funds by the Cash Flow Statement.

 

 

·

Inclusion of the Added Value Statement in the group of financial statements prepared, disclosed and which are to be approved by the Ordinary General Meeting of stockholders.

 

 

·

A new possibility was created, further to that originally specified in the Corporate Law, of separation of trading reporting and tax reporting, by establishing the alternative for the company of adopting in its trading reporting, and not only in auxiliary books, the provisions of the Tax Law, provided that, immediately afterward, after the calculation of the taxable profit base amount, the necessary adjustments are made for the financial statements to be in harmony with the Corporate Law and the fundamental principles of accounting.

 

 

·

Creation of two new subgroups of accounts: Intangible, in permanent assets, and Adjustments to valuations of assets and liabilities, in Stockholders’ equity. The subgroup of “Adjustments to valuation of assets and liabilities” will essentially have the purpose of containing the counterpart of certain valuations of assets at market price, the valuation of certain financial instruments and, also, conversion adjustments as a result of FX variation on holdings in companies outside Brazil, still pending specific regulation by the CVM (Brazilian Securities Commission).

 

13



 

·

New criteria for classification and valuation of investments and financial instruments, including derivatives. These financial instruments will be classified in three categories (held for trading, held until maturity and available for sale) and their valuation at cost plus return or at market value will be made as a function of their classification in one of these categories.

 

 

·

Introduction of the concept of Adjustment to Present Value for long-term asset and liability transactions and for significant short-term transactions, still awaiting specific regulation by the CVM.

 

 

·

In absorption, merger or split transactions (combination of companies), when carried out between non-related parties and linked to effective transfer of control, all the assets and liabilities of the absorbed, split or merged company must be identified, valued and accounted at market value.

 

 

·

Elimination of the possibility of spontaneous revaluations of fixed assets being made.

 

 

As communicated to the market, the CVM intends, by the end of 2008, to complete its process of issue of regulations for the provisions of the corporate law that were altered and which need regulation, and will review all its normative acts that deal with accounting matters, so as to verify and eliminate any divergences in relation to the specific alterations produced by the new law.

 

As the instruction of CVM n° 469 of May 2, 2008, the company’s management and its subsidiaries had evaluated the potential impacts of this new law and the mainly changes in the financial statements throw the adoption of the Law 11.638 mentioned in the paragraphs above are basically the adjust of the present value of some assets and long term liabilities. Part of the amount estimate of R$ 112,406, would not affect the shareholders’ equity and the net income of the period in balancing it of the fixed assets.

 

The estimates impacts in the shareholders’ equity and in the net income of the period in the consolidated financial statements, in case of the changes as result of the new law, would be in the first quarter of 2008 the amount of R$ 2,921.

 

Reclassification of accounting balances

 

The following changes for the reason of comparability were made in the financial statement in 2007 presented before:

 

Original line

 

Consolidated
Net amounts

 

Reclassified to

 

Consolidated
Net amounts

 

 

 

 

 

 

 

 

 

Operational costs – Cost of operation

 

 

 

Income statement

 

 

 

Charges for the use of the basic transmission grid

 

34,360

 

Revenue for use of the network

 

(34,360

)

Personnel and managers

 

21,046

 

Employees’ profit shares

 

(21,046

)

 

 

55,406

 

 

 

(55,406

)

 

14



 

3) – CASH AND CASH EQUIVALENTS

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

 

 

 

 

 

 

 

 

 

 

Bank accounts

 

63,024

 

443,490

 

6,132

 

5,739

 

Cash investments

 

 

 

 

 

 

 

 

 

Bank deposit certificates

 

2,243,861

 

1,351,880

 

56,790

 

16,214

 

Treasury Financial Notes (LFTs)

 

44,411

 

97,101

 

 

 

National Treasury Notes (LTNs)

 

76,646

 

105,869

 

 

 

Others

 

30,833

 

67,879

 

 

 

 

 

2,395,751

 

1,622,729

 

56,790

 

16,214

 

 

 

 

 

 

 

 

 

 

 

 

 

2,458,775

 

2,066,219

 

62,922

 

21,953

 

 

Cash investments consist of transactions carried out with Brazilian financial institutions, contracted on normal market conditions and under normal market rates, which are available to be used in the Company’s operations.

 

4) – CONSUMERS AND RESELLERS

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

Current assets

 

 

 

 

 

 

 

 

 

Retail supply invoiced

 

1,867,943

 

2,101,670

 

63,028

 

64,326

 

Retail supply not invoiced

 

581,720

 

296,497

 

 

 

Supply to other concession holders

 

106,495

 

90,154

 

 

 

(-) Provision for doubtful receivables

 

(493,733

)

(463,197

)

(63,028

)

(64,326

)

 

 

2,062,425

 

2,025,124

 

 

 

 

Receivables in the amount of R$ 40,480 are recorded in non-current assets (long-term receivables) at Mach 31, 2008 (R$ 44,469 at December 31, 2007), in relation to the renegotiation of receivables owed by Copasa (Minas Gerais Water Company) and the prefecture of Belo Horizonte, to be paid by September 2012 and March 2010, respectively.

 

Credits receivable from an industrial consumer in the amount of R$ 90,834, not paid due to an injunction that allowed this payment not to be made until final judgment of a legal action challenging the tariff increase during the Cruzado Economic Plan, by Ministerial Order 045/86, are recorded in the accounts. The company expects this legal action to be concluded before the end of 2008, and that the amounts referred to will be received in full.

 

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

 

The provision for doubtful credits made is considered to be sufficient to cover any losses in the realization of these assets.

 

 

15



 

 

5 – REGULATORY ASSETS AND LIABILITIES

 

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

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

Assets

 

 

 

 

 

 

 

 

 

Extraordinary Tariff Recomposition, and “Portion A” – Note 6

 

1,102,895

 

1,172,346

 

 

 

Traders – transactions in free energy during Rationing – Note 7

 

24,739

 

45,072

 

 

 

Deferred tariff adjustment – Note 11

 

444,817

 

545,233

 

 

 

PIS, Cofins and Pasep taxes – Note 13

 

62,969

 

118,473

 

 

 

Pre-paid expenses – CVA – Note 8

 

806,529

 

697,541

 

 

 

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

 

15,414

 

13,313

 

 

 

Recovery of discounts on the TUSD

 

30,064

 

 

 

 

Subsidy for low-income users

 

148,624

 

116,361

 

 

 

Light for all Program

 

50,435

 

 

 

 

Others regulatory assets

 

13,469

 

3,327

 

 

 

 

 

2,699,955

 

2,711,666

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

Suppliers – Passthrough to generators for supply of free energy – Note 16

 

(327,689

)

(342,370

)

 

 

Purchase of energy during Rationing – Note 16

 

(47,391

)

(51,600

)

 

 

Review of transmission revenue

 

(19,831

)

(23,448

)

 

 

Amounts to be restituted in the tariff – CVA – Note 8

 

(735,770

)

(745,273

)

 

 

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

 

(15,955

)

(15,955

)

 

 

Others regulatory liabilities

 

(9,099

)

 

 

 

 

 

(1,155,735

)

(1,178,646

)

 

 

Taxes, Charges and contributions – Deferred liabilities – Note 17

 

(388,474

)

(625,712

)

(86,660

)

(85,179

)

 

 

(1,544,209

)

(1,804,358

)

(86,660

)

(85,179

)

 

 

 

 

 

 

 

 

 

 

Total

 

1,069,085

 

1,009,798

 

(86,660

)

(85,179

)

 

6) – THE EXTRAORDINARY TARIFF RECOMPOSITION, AND “PORTION A”

 

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

 

a) The Extraordinary Tariff Recomposition

 

Resolution 91 of the Emergency Electricity Council (GCE), of December 21, 2001 and Law 10438 of April 26, 2002, established the procedures for implementation of the Extraordinary Tariff Recomposition (RTE), coming into force on December 27, 2001. The tariff adjustments were laid down by Resolution 130 of the GCE, on April 30, 2002, as follows:

 

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

 

·                       Increase of 7.90% for other consumers.

 

16



 

The RTE described above is being used to compensate the following items:

 

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

 

·                       Passthrough to be made to the generators who bought energy in the MAE – which was succeeded in 2004 by the Electricity Sale Chamber (the “CCEE/MAE”) – in the period from June 1, 2001 to February 28, 2002, for a price in excess of R$ 49.26/MWh (“Free Energy”).

 

The period in which the RTE of Cemig Distribuição S.A., of 74 months, expired in February 2008, and the Company accounted losses of R$ R$ 459,342 (R$ 452,633 in December 31, 2007) due to the period not having been sufficient for receipt of the total of the asset representing losses as a result of rationing.

 

The company also ceased to transfer amounts to the generators, due to the termination of the period.

 

b) “Portion A”

 

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

 

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

 

The “Portion A” credits are updated by the variation in the Selic rate up to the month in which they are actually offset.

 

17



 

c) Composition of the balances of the RTE and “Portion A”

 

The amounts to be received in relation to the RTE and “Portion A”, recorded in Assets, are:

 

 

 

Consolidated

 

 

 

03/31/2008

 

12/31/2007

 

 

 

 

 

 

 

Cemig – holding company

 

 

 

 

 

Losses from rationing

 

254,884

 

250,527

 

(-) Provision for losses in realization of the RTE

 

(254,884

)

(250,527

)

 

 

 

 

Cemig Distribuição S.A

 

 

 

 

 

Losses from rationing

 

93,935

 

127,806

 

(-) Provision for losses in realization of the RTE

 

(93,935

)

(92,329

)

Passthrough to be made to the generators

 

323,122

 

333,866

 

Portion A

 

699,097

 

707,422

 

 

 

1,022,219

 

1,076,765

 

RME – Light

 

 

 

 

 

Losses from rationing

 

72,862

 

79,876

 

(-) Provision for losses in realization of the RTE

 

(110,523

)

(109,777

)

Passthrough to be made to the generators

 

37,661

 

40,640

 

Portion A

 

80,676

 

84,842

 

 

 

80,676

 

95,581

 

 

 

 

 

 

 

Total of RTE and “Portion A”

 

1,102,895

 

1,172,346

 

 

 

 

 

 

 

Current assets

 

387,921

 

450,817

 

Non-current assets

 

714,974

 

721,529

 

 

The amount of the RTE that should be passed through to the generators referring to Free Energy and that was not transfer because of the due date of the charge of the RTE is posted in current assets and long-term assets, in the Suppliers account, in the amounts, on December 31, 2207, of R$ 327,689 (R$ 27,381 in Current liabilities and R$ 314,989 in Non-current liabilities, respectively).

 

7) – TRADERS – TRANSACTIONS IN FREE ENERGY

 

The rights of the subsidiary Cemig Geração e Transmissão in relation to the transactions in Free Energy in the Electricity Trading Chamber (CCEE, formerly MAE) during the Rationing Program are as follows:

 

 

 

Consolidated

 

 

 

03/31/2008

 

12/31/2007

 

ASSETS

 

 

 

 

 

Amounts to be received from distributors

 

425,910

 

436,084

 

Provision for losses in realization

 

(401,171

)

(391,012

)

 

 

24,739

 

45,072

 

 

 

 

 

 

 

Current

 

16,002

 

31,426

 

Non-current

 

8,737

 

13,646

 

 

The amounts to be received are the difference between the prices paid by Cemig Geração e Transmissão S.A. in the transactions in energy on the CCEE/MAE during the period when the Rationing Program was in force, and the amount for these volumes if the rate were R$ 49.26/MWh. This is to be reimbursed through the amounts raised by means of the RTE, as defined in the General Accord for the Electricity Sector.

 

18



 

In accordance with ANEEL Resolution 36 of January 29, 2003, the electricity distributors raise and pass through the amounts obtained monthly by means of the RTE to the generators and distributors who have amounts to be received, among which Cemig Geração e Transmissão S.A. is included, since March 2003.

 

The rights of the subsidiary Cemig Geração e Transmissão are updated by the variation in the Selic rate plus 1.00% interest per year.

 

The conclusion of some court proceedings in progress, brought by market agents, in relation to the interpretation of the rules in force at the time of the realization of the transactions in the ambit of the CCEE/MAE, may result in changes in the amounts recorded.

 

Provision for losses in realization

 

The subsidiary Cemig Geração e Transmissão receives the amounts of the RTE from distributors, who have a limit period, stipulated by ANEEL, to raise the RTE from consumers and pass through the amounts owed to the company.

 

A study was carried out of the amounts of average passthroughs received by the distributors, to verify whether the period stipulated for the distributors to make the passthrough would be enough for recovery of the amounts homologated by ANEEL. Based on this study, the provision for losses on realization of the free energy credits on March 31, 2008 was estimated at R$ 401,171 (R$ 391,012 on December 31, 2007), and this was registered as an amount reducing the respective asset.

 

8) – ANTICIPATED EXPENSES AND REGULATORY LIABILITIES – CVA

 

The balance on the Account to Compensate for Variation of “Portion A” items (CVA) refers to the positive and negative variations between the estimate of Cemig’s non-manageable costs, used for deciding the tariff adjustment, and the payments actually made. The variations ascertained are compensated in the subsequent tariff adjustments.

 

The balance on the CVA is shown below:

 

 

 

Consolidated

 

 

 

03/31/2008

 

12/31/2007

 

 

 

 

 

 

 

Cemig Distribuição

 

72,409

 

(35,092

)

RME – Light

 

(1,650

)

(12,640

)

 

 

70,759

 

(47,732

)

 

 

 

 

 

 

Current assets

 

147,544

 

519,699

 

Non-current assets

 

658,985

 

177,842

 

Current liabilities

 

(259,396

)

(549,133

)

Non-current liabilities

 

(476,374

)

(196,140

)

Net amounts

 

70,759

 

(47,732

)

 

19



 

9) – TAXES SUBJECT TO OFFSETTING

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

Current

 

 

 

 

 

 

 

 

 

ICMS recoverable

 

188,786

 

193,055

 

3,561

 

3,561

 

Income tax

 

446,897

 

314,245

 

 

 

Social Contribution

 

153,274

 

104,564

 

 

 

PASEP

 

22,281

 

35,782

 

2,597

 

4,571

 

COFINS

 

73,801

 

135,960

 

12,090

 

21,184

 

Others

 

12,753

 

26,687

 

3,670

 

3,680

 

 

 

897,792

 

810,293

 

21,918

 

32,996

 

Non-current

 

 

 

 

 

 

 

 

 

ICMS recoverable

 

93,659

 

84,774

 

426

 

367

 

Income tax

 

232,532

 

233,275

 

232,532

 

233,275

 

Social Contribution

 

32,143

 

25,984

 

32,143

 

25,984

 

Pasep and Cofins taxes

 

21,068

 

21,068

 

 

 

 

 

379,402

 

365,101

 

265,101

 

259,626

 

 

 

 

 

 

 

 

 

 

 

 

 

1,277,194

 

1,175,394

 

287,019

 

292,622

 

 

The amounts of the Pasep and Cofins taxes registered in the holding company refer to the constitution of assets recoverable corresponding to the difference of taxation of these contributions under the non-cumulative regime (9.25%) and the cumulative regime (3.65%) applied to revenues from transmission from the period February-December 2004, arising from contracts signed on dates prior to October 31, 2003 (pre-set price).

 

The balances of income tax and Social Contribution refer to tax credits in corporate income tax returns of previous years, and payments made in 2008, which will be offset in the income tax and Social Contribution payable in the year, register in initial of Taxes, charges and contributions.

 

The credits of ICMS recoverable, posted in Non-current assets, arise from acquisitions of fixed assets and are offset in 48 months. The company is in the process of adaptation to the new requirements for electronic information laid down by the government of the state of Minas Gerais, which will allow for the offsetting of the credits in 2008.

 

20



 

10) – TAX CREDITS

 

Deferred income tax and Social Contribution

 

Cemig and its subsidiaries have deferred income tax credits posted in Current assets and Non-current assets, constituted at the rate of 25.00% and deferred Social Contribution credits, at the rate of 9.00%, as follows:

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

Tax credits on temporary differences -

 

 

 

 

 

 

 

 

 

Tax loss / negative basis

 

279,862

 

283,859

 

82,595

 

81,712

 

Contingency provisions

 

208,829

 

190,426

 

90,644

 

76,326

 

Provisions for losses on realization of amounts receivable under the Extraordinary Tariff Recomposition and Free Energy

 

269,854

 

249,515

 

86,660

 

85,179

 

Post-employment obligations

 

56,460

 

54,132

 

1,290

 

1,101

 

Provision for doubtful receivables

 

194,851

 

185,015

 

21,429

 

21,871

 

Provision for Pasep/Cofins – Extraordinary Tariff Recomposition

 

15,102

 

19,315

 

 

 

Provision for non-recovery of tax credits – Light

 

(29,616

)

(29,616

)

 

 

Financial instruments

 

96,735

 

79,625

 

 

 

FX variation

 

69,362

 

66,924

 

 

 

Others

 

51,049

 

85,450

 

484

 

1,343

 

 

 

1,212,488

 

1,184,645

 

283,102

 

267,532

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

513,338

 

489,757

 

104,799

 

92,975

 

Non-current assets

 

699,150

 

694,888

 

178,303

 

174,557

 

 

At its meeting on March 06, 2008, the Board of Directors approved the technical study prepared by the CFO’s department on the forecasts for future profitability adjusted to present value, which show capacity for realization of the deferred tax asset in a maximum period of 10 years, as defined in CVM Instruction 371. This study includes Cemig and its subsidiaries Cemig Geração e Transmissão and Cemig Distribuição and was also submitted to the Audit Board of Cemig on March 6, 2008,

 

In accordance with the individual estimates of Cemig and its subsidiaries, future taxable profits enable the deferred tax asset existing on March 31, 2008 to be realized according to the following estimate:

 

 

 

Consolidated

 

Holding
company

 

 

 

 

 

 

 

2008

 

473,294

 

93,861

 

2009

 

205,880

 

43,752

 

2010

 

121,235

 

38,873

 

2011

 

127,160

 

36,377

 

2012

 

109,710

 

35,458

 

2013 to 2015

 

121,683

 

34,523

 

2016 and 2017

 

83,142

 

258

 

(-) Provision for non-recovery of tax credits - Light

 

(29,616

)

 

 

 

1,212,488

 

283,102

 

 

As well as the provision for non-recovery of tax credits of Light, on March 31, 2008 the holding company had tax credits not recognized in its quarterly information, in the amount of R$ 449,057 (R$ 444,269 on December 31, 2007).

 

21



 

The credits not recognized refer basically to the effective loss arising from the assignment of the credits of accounts receivable from the state government to the Credit Receivables Fund in the first quarter of 2006 (as per Explanatory Note 12). 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 the calculation of income tax, and of the Social Contribution tax. The portion not recognized in relation to this issue is R$ 437,509.

 

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

 

The reconciliation of the nominal expense on income tax (rate 25%) and Social Contribution (rate 9%) with the actual expense shown in the Income Statement is as follows:

 

 

 

Consolidated

 

Holding company

 

 

 

 

 

03/31/2007

 

 

 

 

 

 

 

03/31/2008

 

Reclassified

 

03/31/2008

 

03/31/2007

 

Profit before income tax and Social Contribution

 

800,855

 

636.918

 

485,121

 

395,694

 

Income tax and Social Contribution – nominal expense

 

(272,291

)

(216.552

)

(164,941

)

(134,536

)

Tax effects applicable to:

 

 

 

 

 

 

 

 

 

Reversal relating to Social Contribution tax on complementary monetary adjustment

 

(8,549

)

(762

)

(8,549

)

(762

)

Equity income from subsidiaries

 

 

 

183,554

 

141,941

 

Employees’ profit shares

 

7,500

 

7.156

 

262

 

 

Non-deductible contributions and donations

 

(1,065

)

(890

)

(51

)

(68

)

Tax credits not recognized

 

(3,329

)

6,900

 

(3,329

)

6,949

 

Amortization of goodwill

 

(1,387

)

 

(1,387

)

 

Others

 

3,024

 

(338

)

371

 

(2,586

)

Income tax and Social Contribution – effective expense

 

(276,097

)

(204,486

)

5,930

 

10,938

 

 

11) – DEFERRED TARIFF ADJUSTMENT

 

ANEEL, through Homologating Resolution 71, which was published with backdated effect on April 4, 2004, defined the results of the periodic tariff revision of Cemig Distribuição.

 

The periodic tariff revision includes the repositioning of the electricity retail supply tariffs at a level compatible with the preservation of the economic-financial equilibrium of the concession contract, providing sufficient revenue to cover efficient operational costs and adequate remuneration of the investments.

 

The average adjustment applied to Cemig’s tariffs on April 8, 2003, on a provisional basis, was 31.53%. However, as described in the Resolution mentioned, the final tariff repositioning for Cemig should be 44.41%. The percentage difference of 12.88% is being compensated in the tariffs.

 

The last installment for receipt of the difference between the tariff adjustments was granted on April 8, 2008, and included in the tariff adjustment made on April 8, 2008.

 

22



 

The amounts relating to the deferred tariff adjustment are updated in monetary terms by the IGP-M Index plus interest of 11.26% per year.

 

 

 

Consolidated

 

 

 

03/31/2008

 

12/31/2007

 

Deferred tariff adjustment – since April 8, 2003

 

949,612

 

949,612

 

Interest (defined by ANEEL – 11.26% p.a.)

 

447,881

 

434,188

 

Monetary updating – IGP-M Inflation Index

 

201,967

 

189,763

 

(-) Amounts raised

 

(1,154,643

)

(1,028,330

)

 

 

444,817

 

545,233

 

 

 

 

 

 

 

Current assets

 

432,616

 

463,491

 

Non-current assets

 

12,201

 

81,742

 

 

Additionally, deferred taxes applicable to actual revenue were recognized, the balance of which on March 31, 2008 was R$ 192,383

 

12) – ACCOUNTS RECEIVABLE FROM THE GOVERNMENT OF THE STATE OF MINAS GERAIS AND THE RECEIVABLES FUND (“FIDC”)

 

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

 

On January 24, 2001 the First Amendment was signed, replacing the inflation indexation unit in the contract, the Ufir, with the IGP-DI, backdated to November 2000, due to the abolition of the Ufir in October 2000.

 

In October 2002 the Second and Third Amendments to the CRC Contract were signed, establishing new conditions for the amortization of the credits by the Minas Gerais state government, the principal clauses being: (i) updating by the IGP-DI Index; (ii) amortization of the two amendments by May 2015; (iii) interest rates of 6.00% for the second amendment, and 12.00% for the third amendment; and (iv) guarantee of 100% retention of the dividends owed by the state government for settlement of the Third Amendment.

 

a) The Fourth Amendment to the CRC contract

 

As a result of the default in the receipt of the credits referred to in the Second and Third Amendments, the Fourth Amendment was signed with the aim of making possible the full receipt of the CRC through retention of dividends as and when the government of the state becomes entitled to them. 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, which totaled R$ 3,737,341 on March 31, 2008.

 

23



 

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 installments for amortization of the value of the principal, updated by the IGP-DI Index, have increasing values, the first being R$ 28,828 and the 61st being R$ 84,832 (in March 31, 2008 currency).

 

The amortization of the debt will primarily be effected by means of retention of 65.00% of the minimum obligatory dividends payable to the government of the State. If the amount is not sufficient to amortize the portion becoming due, the retention may be of up to 65% of all and any amount of extraordinary dividends or Interest on Equity. These dividends retained are used to amortize the contract 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, 2008 the installments of the contract becoming due on June 30 and December 31, 2008 had already been amortized.

 

The signature of the Fourth Amendment to the contract provides that, so as to ensure complete receipt of the credits, the provisions of Clause 11 of the Bylaws must be obeyed — they define certain targets to be met annually in conformity with the Strategic Plan, which must be complied with.

 

Ratio

 

Index required

Debt / Ebitda

 

Less than 2 (1)

Debt / (Debt plus Stockholders’ equity)

 

Less or equal to 40% (2)

Capital expenditure and acquisition of assets

 

Less or equal to 40% of Ebitda (3)

 

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

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

(2)    Less than equal to 50% in certain situations 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, estimating the dividends that will be retained for amortization of the outstanding debtor balance on the CRC contract. Based on these projections the FIDC was valued on that date 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 with amortization of 20 half-yearly installments, from June 2006, updated by the variation of the CDI plus 1.7% of interest per year, guaranteed by Cemig.

 

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

 

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

 

24



 

The movement on the FIDC account in the first quarter of 2008 was as follows:

 

 

 

Consolidated and
Holding company

 

 

 

 

 

Balance at December 31, 2007

 

1,763,277

 

Monetary updating on the senior units

 

27,843

 

Monetary updating on the subordinated units

 

11,245

 

Amortization of the senior units

 

(62,252

)

Amortization of the subordinated units

 

(899

)

Balance at March 31, 2008

 

1,739,214

 

 

 

 

 

Composition of the FIDC on March 31, 2008

 

 

 

- Senior units held by third parties

 

955,977

 

 

 

 

 

- Subordinated units held by Cemig

 

782,509

 

Dividends held by the Fund

 

728

 

 

 

783,237

 

 

 

 

 

TOTAL

 

1,739,214

 

 

The dividends and Interest on Equity proposed by the Executive Board to the Board of Directors, to be distributed to stockholders for the business year 2007, are posted in Current Liabilities. Of the dividends to be distributed, R$ 193,350 is payable to the Minas Gerais state government, of which R$ 125,677 will be retained for settlement of part of the CRC credits that have become due. The remaining amount of R$ 67.673 is to be paid to the Minas Gerais state government.

 

c) Consolidation criterion of 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 present the balance of the FIDC registered in full in Cemig and the senior units are presented as a debt under loans and financings in short and long-term liabilities. Similarly, in the consolidation the monetary updating of the FIDC was recognized in full as a financial expense, and in counterpart the amount of the monetary updating of the senior units was registered as a cost of debt.

 

13) – REGULATORY ASSET – PIS/PASEP AND COFINS

 

Federal Laws 10637 and 10833 changed the bases of application, and increased the rate, of the PIS, Pasep and Cofins taxes. As a result of these alterations there was an increase in PIS and Pasep expenses from December 2002 to March 2005 and in expenses on the Cofins tax from February 2004 to June 2005.

 

In view of the fact that this increase in the expense should be repaid to the company through tariffs, the credits were registered, in accordance with a criterion defined by ANEEL, as a regulatory asset and there was a counterpart reduction in the expense on PIS/Pasep and Cofins taxes.

 

25



 

 

 

 

Consolidated

 

 

 

03/31/2008

 

12/31/2007

 

 

 

 

 

 

 

Cemig Distribuição

 

61,224

 

116,127

 

Cemig Geração e Transmissão

 

688

 

826

 

RME – Light

 

1,057

 

1,520

 

 

 

62,969

 

118,473

 

 

 

 

 

 

 

Current assets

 

62,969

 

57,593

 

Long term assets

 

 

60,880

 

 

14) – INVESTMENTS

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

In subsidiaries and jointly controlled companies

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão

 

 

 

3,193,991

 

2,988,263

 

Cemig Distribuição

 

 

 

2,711,201

 

2,440,542

 

Rio Minas Energia Participações

 

 

 

280,255

 

265,557

 

Infovias

 

 

 

259,609

 

329,705

 

Gasmig

 

 

 

201,973

 

192,098

 

Rosal Energia

 

 

 

93,594

 

90,292

 

Sá Carvalho

 

 

 

100,574

 

94,078

 

Horizontes Energia

 

 

 

68,598

 

66,349

 

Usina Térmica Ipatinga

 

 

 

67,757

 

65,848

 

Cemig PCH

 

 

 

53,493

 

51,690

 

Cemig Capim Branco Energia

 

 

 

60,470

 

51,706

 

Companhia Transleste de Transmissão

 

 

 

14,424

 

13,943

 

UTE Barreiro

 

 

 

5,436

 

6,690

 

Companhia Transudeste de Transmissão

 

 

 

7,982

 

7,776

 

Central Hidrelétrica Pai Joaquim

 

 

 

498

 

477

 

Companhia Transirapé de Transmissão

 

 

 

5,904

 

5,767

 

Transchile

 

 

 

16,206

 

11,675

 

Efficientia

 

 

 

5,483

 

4,198

 

Central Termelétrica de Cogeração

 

 

 

18

 

334

 

Companhia de Transmissão Centroeste de Minas

 

 

 

6,703

 

6,703

 

Cemig Trading

 

 

 

131

 

154

 

Empresa Paraense de Transmissão de Energia-EPTE

 

 

 

15,021

 

14,362

 

Empresa Norte de Transmissão de Energia-ENTE

 

 

 

25,606

 

28,508

 

Empresa Regional de Transmissão de Energia-ERTE

 

 

 

5,020

 

6,266

 

Empresa Amazonense de Transmissão de Energia-EATE

 

 

 

52,564

 

46,445

 

Empresa Catarinense de Transmissão de Energia-ECTE

 

 

 

 

 

3,890

 

4,489

 

Focus Soluções Tecnológicas

 

 

 

1,548

 

235

 

 

 

 

 

7,257,949

 

6,794,150

 

In consortia

 

1,058,476

 

1,050,496

 

 

 

 

Goodwill on acquisition of the stake in Infovias

 

 

 

2,797

 

3,077

 

Goodwill on acquisition of the stake in Rosal Energia

 

 

 

37,298

 

38,680

 

Goodwill on acquisition of the stake in EPTE

 

 

 

26,016

 

26,297

 

Goodwill on acquisition of the stake in ENTE

 

 

 

38,593

 

38,984

 

Goodwill on acquisition of the stake in ERTE

 

 

 

8,838

 

8,927

 

Goodwill on acquisition of the stake in EATE

 

 

 

146,161

 

147,739

 

Goodwill on acquisition of the stake in ECTE

 

 

 

7,075

 

7,153

 

In other investments

 

20,020

 

20,358

 

3,175

 

3,506

 

 

 

1,078,496

 

1,070,854

 

269,953

 

274,363

 

 

 

1,078,496

 

1,070,854

 

7,527,902

 

7,068,513

 

 

26



 

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

 

 

 

 

 

on 31 March 2008

 

January to March 2008

 

Controlled companies

 

Number of
shares

 

Cemig stake
%

 

Registered
capital

 

Stockholders’
equity

 

Dividends

 

Profit (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão

 

2,896,785,358

 

100.00

 

2,896,785

 

3,193,991

 

 

205,728

 

Cemig Distribuição

 

2,261,997,787

 

100.00

 

2,261,998

 

2,711,202

 

 

270,659

 

Infovias

 

331,066,000

 

100.00

 

255,082

 

259,609

 

259

 

4,619

 

Rosal Energia

 

86,944,467

 

100.00

 

86,944

 

93,594

 

 

3,333

 

Sá Carvalho

 

860,000,000

 

100.00

 

86,833

 

100,574

 

 

6,549

 

Gasmig

 

196,155,000

 

55.19

 

154,657

 

365,941

 

5,977

 

20,240

 

Horizontes Energia

 

64,257,563

 

100.00

 

64,258

 

68,598

 

 

2,272

 

Usina Térmica Ipatinga

 

64,174,281

 

100.00

 

64,174

 

67,757

 

 

1,930

 

Cemig PCH

 

50,952,000

 

100.00

 

50,953

 

53,493

 

 

1,806

 

Cemig Capim Branco Energia

 

45,528,000

 

100.00

 

45,528

 

60,470

 

 

8,380

 

Companhia Transleste de Transmissão

 

33,051,000

 

25.00

 

49,569

 

57,696

 

 

1,919

 

UTE Barreiro

 

11,918,000

 

100.00

 

11,918

 

5,436

 

 

(519

)

Companhia Transudeste de Transmissão

 

301,000

 

24.00

 

30,000

 

33,257

 

 

807

 

Central Hidrelétrica Pai Joaquim

 

1,000

 

100.00

 

1

 

498

 

 

25

 

Companhia Transirapé de Transmissão

 

1,000

 

24.50

 

22,340

 

24,101

 

 

501

 

Transchile

 

22,000

 

49.00

 

33,074

 

33,074

 

 

 

Efficientia

 

3,742,249

 

100.00

 

3,742

 

5,483

 

 

1,259

 

Central Termelétrica de Cogeração

 

1,000

 

100.00

 

1

 

18

 

 

11

 

Companhia de Transmissão Centroeste de Minas

 

51,000

 

51.00

 

51

 

13,143

 

 

 

Rio Minas Energia

 

12,000

 

25.00

 

709,310

 

1,121,019

 

 

58,795

 

Cemig Trading

 

160,000

 

100.00

 

160

 

131

 

 

(18

)

Empresa Paraense de Transmissão de Energia - ETEP

 

45,000,010

 

18.63

 

69,063

 

80,632

 

4,542

 

5,244

 

Empresa Norte de Transmissão de Energia - ENTE

 

100,840,000

 

18.35

 

120,128

 

139,532

 

29,047

 

9,846

 

Empresa Regional de Transmissão de Energia - ERTE

 

23,400,000

 

18.35

 

23,400

 

27,351

 

6,949

 

2,466

 

Empresa Amazonense de Transmissão de Energia - EATE

 

180,000,010

 

16.36

 

273,469

 

321,349

 

18,794

 

21,651

 

Empresa Catarinense de Transmissão de Energia - ECTE

 

42,095,000

 

7.50

 

42,095

 

51,875

 

13,020

 

5,050

 

Axxiom Soluções Tecnológicas

 

2,000

 

49.00

 

2,200

 

3,159

 

 

 

 

27



 

 

 

 

 

BALANCE AT DECEMBER 31, 2007

 

January-December 2007

 

Controlled companies

 

Number of
shares

 

Cemig stake
%

 

Registered
capital

 

Stockholders’ 
equity

 

Dividends

 

Profit
(loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão

 

2,896,785,358

 

100.00

 

2,896,785

 

2,988,263

 

709,673

 

747,024

 

Cemig Distribuição

 

2,261,997,787

 

100.00

 

2,261,998

 

2,440,542

 

680,648

 

771,208

 

Infovias

 

331,066,000

 

100.00

 

300,083

 

329,705

 

26,801

 

56,422

 

Rosal Energia

 

86,944,467

 

100.00

 

86,944

 

90,292

 

18,008

 

18,956

 

Sá Carvalho

 

860,000,000

 

100.00

 

86,833

 

94,078

 

22,842

 

24,044

 

Gasmig

 

196,155,000

 

55.19

 

154,657

 

348,051

 

13,044

 

83,593

 

Horizontes Energia

 

64,257,563

 

100.00

 

64,258

 

66,349

 

4,748

 

8,184

 

Usina Térmica Ipatinga

 

64,174,281

 

100.00

 

64,174

 

65,848

 

6,840

 

7,200

 

Cemig PCH

 

50,952,000

 

100.00

 

50,953

 

51,690

 

15,296

 

14,742

 

Cemig Capim Branco Energia

 

45,528,000

 

100.00

 

45,528

 

51,706

 

38,163

 

39,166

 

Companhia Transleste de Transmissão

 

33,051,000

 

25.00

 

49,569

 

55,776

 

2,363

 

7,572

 

UTE Barreiro

 

11,918,000

 

100.00

 

11,918

 

6,690

 

 

(2,742

)

Companhia Transudeste de Transmissão

 

301,000

 

24.00

 

30,000

 

32,400

 

179

 

3,148

 

Central Hidrelétrica Pai Joaquim

 

1,000

 

100.00

 

1

 

477

 

 

12

 

Companhia Transirapé de Transmissão

 

1,000

 

24.50

 

22,340

 

23,540

 

 

1,200

 

Transchile

 

22,000

 

49.00

 

23,827

 

23,827

 

 

 

Efficientia

 

3,742,249

 

100.00

 

3,742

 

4,198

 

205

 

1,195

 

Central Termelétrica de Cogeração

 

1,000

 

100.00

 

1

 

334

 

 

334

 

Companhia de Transmissão Centroeste de Minas

 

50,000

 

51.00

 

51

 

13,143

 

 

 

Rio Minas Energia

 

12,000

 

25.00

 

709,310

 

1,062,224

 

94,228

 

591,113

 

Cemig Trading

 

160,000

 

100.00

 

160

 

154

 

51

 

(8

)

Empresa Paraense de Transmissão de Energia - ETEP

 

45,000,010

 

18.19

 

63,475

 

78,183

 

5,840

 

20,613

 

Empresa Norte de Transmissão de Energia - ENTE

 

100,840,000

 

18.35

 

109,907

 

155,355

 

7,868

)

40,768

 

Empresa Regional de Transmissão de Energia - ERTE

 

23,400,000

 

18.35

 

23,400

 

34,146

 

1,542

 

9,749

 

Empresa Amazonense de Transmissão de Energia - EATE

 

180,000,010

 

15.79

 

250,009

 

289,561

 

25,227

 

90,469

 

Empresa Catarinense de Transmissão de Energia - ECTE

 

42,095,000

 

7.50

 

42,095

 

59,844

 

2,213

 

18,274

 

Focus Soluções Tecnológicas

 

2,000

 

49.00

 

200

 

1,150

 

 

 

 

28



 

The movement on investment in subsidiaries is as follows:

 

 

 

31.12.2007

 

Equity
income

 

Cash
injected
(reduction)

 

Dividends
proposed

 

Others

 

31.03.2008

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão

 

2,988,263

 

205,728

 

 

 

 

3,193,991

 

Cemig Distribuição

 

2,440,542

 

270,659

 

 

 

 

2,711,201

 

Infovias

 

329,705

 

4,619

 

(75,002

)

(259

)

546

 

259,609

 

Rosal Energia

 

90,292

 

3,333

 

 

597

 

(628

)

93,594

 

Sá Carvalho

 

94,078

 

6,549

 

 

984

 

(1,037

)

100,574

 

Gasmig

 

192,098

 

11,171

 

 

(3,297

)

2,001

 

201,973

 

Horizontes Energia

 

66,349

 

2,273

 

 

401

 

(425

)

68,598

 

Usina Térmica Ipatinga

 

65,848

 

1,930

 

 

397

 

(418

)

67,757

 

Cemig PCH

 

51,690

 

1,806

 

 

285

 

(288

)

53,493

 

Cemig Capim Branco Energia

 

51,706

 

8,380

 

 

 

384

 

60,470

 

Companhia Transleste de Transmissão

 

13,943

 

478

 

 

 

3

 

14,424

 

UTE Barreiro

 

6,690

 

(518

)

 

 

(736

)

5,436

 

Companhia Transudeste de Transmissão

 

7,776

 

194

 

 

(3

)

15

 

7,982

 

Central Hidrelétrica Pai Joaquim

 

477

 

25

 

 

 

(4

)

498

 

Companhia Transirapé de Transmissão

 

5,767

 

124

 

 

 

13

 

5,904

 

Transchile

 

11,675

 

 

4,531

 

 

 

16,206

 

Efficientia

 

4,198

 

1,259

 

 

 

26

 

5,483

 

Central Termelétrica de Cogeração

 

334

 

12

 

 

(405

)

77

 

18

 

Companhia de Transmissão Centroeste de Minas

 

6,703

 

 

 

 

 

6,703

 

Rio Minas Energia

 

265,557

 

14,700

 

 

 

(2

)

280,255

 

Cemig Trading

 

154

 

(18

)

 

 

(5

)

131

 

Empresa Paraense de Transmissão de Energia - ETEP

 

14,362

 

979

 

134

 

(856

)

402

 

15,021

 

Empresa Norte de Transmissão de Energia - ENTE

 

28,508

 

1,809

 

 

(5,330

)

619

 

25,606

 

Empresa Regional de Transmissão de Energia - ERTE

 

6,266

 

453

 

 

(1,700

)

1

 

5,020

 

Empresa Amazonense de Transmissão de Energia - EATE

 

46,445

 

3,541

 

698

 

373

 

1,507

 

52,564

 

Empresa Catarinense de Transmissão de Energia - ECTE

 

4,489

 

378

 

 

(977

)

 

3,890

 

Axxiom Soluções Tecnológicas

 

235

 

 

989

 

 

324

 

1,548

 

 

 

6,794,150

 

539,864

 

(68,650

)

(9,790

)

2,375

 

7,257,949

 

 

b) Stockholding in Light

 

A discount was ascertained on the acquisition, corresponding to the difference between the amount paid by RME and the book value of the stake in the stockholders’ equity of Light, in the amount of R$ 364,961 (Cemig’s portion is 25.00%). This discount arises from the estimate of the results of future years as a function of the commercial operation of the electricity distribution and generation concessions and thus is being amortized from October 2006 to May 2026, the date of the termination of the distribution concession, on a linear basis. In the consolidation the amount of the discount (R$ 85,097) is presented as Future earnings.

 

On May 16, 2007 the Brazilian Development Bank (“BNDES”) converted 90% of its debentures into shares in Light S.A., corresponding to 31.40% of the registered capital. This reduced the stake held by Rio Minas Energia Participações S.A. (“RME”) in Light S.A. from 79.39% to 54.20%, and consequently the stake held by Cemig from 19.85% to 13.55%. Subsequently, on October 19, 2007, the BNDES exercised the right given by 72,727 warrants, which reduced RME’s stake to 52.25%, and the stake held by Cemig to 13.06%.

 

29



 

c) Acquisition of stake in electricity transmission companies

 

The goodwill on the acquisition of transmission companies – Empresa Amazonense de Transmissão de Energia S.A. (EATE), Empresa Paraense de Transmissão de Energia S.A. (ETEP), Empresa Norte de Transmissão de Energia S.A. (ENTE), Empresa Regional de Transmissão de Energia S.A. (ERTE) and Empresa Catarinense de Transmissão de Energia S.A. (ECTE) – corresponding to the amount paid and the book value of the stake in the stockholders’ equity of the jointly controlled subsidiaries, arises from expectation of future earnings on the basis of the commercial operation of the transmission concessions. The amortization of the goodwill will take place over the remaining period of validity of the concessions (from August 2006 to 2030/2032). In the consolidated financial statements the value of the goodwill has been incorporated into Fixed assets – Intangible.

 

d) Investments in Infovias

 

The goodwill on the acquisition of Infovias is attributable to the expectation of future profitability, calculated on the projected cash flow and is being amortized in a linear manner over the period from January 2005, to June 2012. In the consolidation the amount of the goodwill was transferred to Deferred.

 

Sale of Way TV by Infovias

 

At an auction held on July 27, 2006, Way TV Belo Horizonte S.A., an indirect subsidiary of Cemig (through its investment of 65.25% in Infovias) was sold in full (100% of the shares) to TNL PCS Participações S.A., a subsidiary of Tele Norte Leste Participações S.A. Of the total sale price, R$ 103 million was payable to Infovias. The price represents a premium of 65% on the minimum auction price, and the sale was conditional upon approval by the Brazilian Telecoms Regulator, Anatel.

 

On October 23, 2007 Anatel approved the transaction, pending publication in the federal Official Gazette, after reconsidering a decision made on March 19, 2007, when it had refused approval for the transfer of stockholding control.

 

The profit of Infovias from this sale, in the amount of R$ 54,079,000, was recognized in the 4th quarter of 2007, when the approval was published in the federal Official Gazette.

 

Loan Contract

 

On November 14, 2007 Infovias and Cemig signed a loan contract in the amount of R$ 89,957,000, with financial charges equal to 101.5% of CDI variation. This loan was settled by Cemig in January 2008 by means of reduction of the capital in Infovias.

 

e) Consortia

 

Cemig participates in consortia for electricity generation concessions, for which companies with an independent legal existence were not constituted to administer the object of the concession. In these operations, the controls, of the specific portion equivalent to the investments made, are maintained in the books of account of Cemig, as follows:

 

30



 

 

 

Stake in the
energy
generated %

 

Average
annual
depreciation
rate
%

 

Consolidated
03/31/2008

 

Consolidated
12/31/2007

 

Holding company

 

 

 

 

 

 

 

 

 

In progress

 

 

 

 

 

 

 

 

 

Porto Estrela Plant

 

33,33

 

2,48

 

38,625

 

38,625

 

Igarapava Plant

 

14,50

 

2,58

 

55,554

 

55,554

 

Funil Plant

 

49,00

 

2,77

 

181,403

 

171,856

 

Queimado Plant

 

82,50

 

2,45

 

193,599

 

193,599

 

Aimorés Plant

 

49,00

 

2,50

 

512,946

 

512,946

 

Capim Branco I and II Plant

 

21,05

 

2,51

 

50,147

 

49,742

 

Accumulated depreciation

 

 

 

 

 

(92,439

)

(85,268

)

Total in operation

 

 

 

 

 

939,835

 

937,054

 

 

 

 

 

 

 

 

 

 

 

In progress

 

 

 

 

 

 

 

 

 

Queimado Plant

 

82,50

 

 

 

13,125

 

13,125

 

Funil Plant

 

49,00

 

 

 

71

 

9,531

 

Aimorés Plant

 

49,00

 

 

 

24,506

 

23,369

 

Baguari Plant

 

34,00

 

 

 

80,939

 

67,417

 

Total under construction

 

 

 

 

 

118,641

 

113,442

 

Total consortia

 

 

 

 

 

1,058,476

 

1,050,496

 

 

The depreciation of the goods contained in the property, plant and equipment of the consortia is calculated by the linear method, based on rates established by ANEEL.

 

31



 

15) – ASSETS AND INTANGIBLE ASSETS

 

 

 

Consolidated

 

 

 

03/31/2008

 

12/31/2007

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

Historic cost

 

depreciation

 

Net amounts

 

Net amounts

 

In progress

 

21,062,840

 

(8,984,341

)

12,078,499

 

12,116,771

 

- Distribution

 

10,962,102

 

(4,806,108

)

6,155,994

 

6,146,682

 

 

 

94,490

 

(55,949

)

38,541

 

40,393

 

Land

 

30,500

 

 

30,500

 

32,646

 

Reservoirs, dams and water courses

 

305,922

 

(153,264

)

152,658

 

154,864

 

Machines and equipment

 

10,444,455

 

(4,548,055

)

5,896,400

 

5,877,826

 

Vehicles

 

65,502

 

(32,300

)

33,202

 

35,822

 

Furniture and utensils

 

21,233

 

(16,540

)

4,693

 

5,131

 

 

 

 

 

 

 

 

 

 

 

- Generation

 

7,304,151

 

(2,994,373

)

4,309,778

 

4,350,823

 

 

 

87,364

 

(46,016

)

41,348

 

42,373

 

Land

 

202,332

 

 

202,332

 

202,333

 

Reservoirs, dams and water courses

 

3,890,910

 

(1,389,800

)

2,501,110

 

2,521,317

 

Reservoirs, dams and water courses

 

909,558

 

(351,520

)

558,038

 

563,492

 

Machines and equipment

 

2,207,289

 

(1,201,211

)

1,006,078

 

1,020,480

 

Vehicles

 

3,213

 

(2,864

)

349

 

402

 

Furniture and utensils

 

3,485

 

(2,962

)

523

 

426

 

 

 

 

 

 

 

 

 

 

 

- Transmission

 

1,836,812

 

(664,506

)

1,172,306

 

1,180,985

 

 

 

237,521

 

(2,459

)

235,062

 

237,609

 

Land

 

2,226

 

 

2,226

 

2,226

 

Reservoirs, dams and water courses

 

105,028

 

(54,633

)

50,395

 

49,999

 

Machines and equipment

 

1,490,986

 

(606,738

)

884,248

 

890,779

 

Vehicles

 

302

 

(156

)

146

 

167

 

Furniture and utensils

 

749

 

(520

)

229

 

205

 

 

 

 

 

 

 

 

 

 

 

- Administration

 

534,385

 

(353,573

)

180,812

 

191,507

 

 

 

146,096

 

(97,082

)

49,014

 

53,008

 

Land

 

2,947

 

 

2,947

 

3,662

 

Reservoirs, dams and water courses

 

73,036

 

(38,797

)

34,239

 

37,266

 

Machines and equipment

 

221,520

 

(149,214

)

72,306

 

74,061

 

Vehicles

 

44,190

 

(32,509

)

11,681

 

12,680

 

Furniture and utensils

 

46,596

 

(35,971

)

10,625

 

10,830

 

 

 

 

 

 

 

 

 

 

 

- Telecoms

 

327,369

 

(141,235

)

186,134

 

186,360

 

Land

 

70

 

 

70

 

70

 

Reservoirs, dams and water courses

 

55

 

(7

)

48

 

48

 

Machines and equipment

 

326,840

 

(140,958

)

185,882

 

186,098

 

Furniture and utensils

 

404

 

(270

)

134

 

144

 

 

32



 

 

 

Consolidated

 

 

 

03/31/2008

 

12/31/2007

 

 

 

Historic cost

 

Accumulated
depreciation

 

Net amounts

 

Net amounts

 

- Gas

 

98,021

 

(24,546

)

73,475

 

60,414

 

Intangible

 

1,243

 

 

1,243

 

780

 

Land

 

42

 

 

42

 

42

 

Reservoirs, dams and water courses

 

2,198

 

(509

)

1,689

 

1,719

 

Machines and equipment

 

94,139

 

(23,886

)

70,253

 

57,655

 

Vehicles

 

40

 

(1

)

39

 

 

Furniture and utensils

 

359

 

(150

)

209

 

218

 

 

 

 

 

 

 

 

 

 

 

In progress

 

1,457,210

 

 

1,457,210

 

1,496,755

 

- Distribution

 

 

 

 

 

 

 

 

 

Intangible

 

42,008

 

 

42,008

 

39,019

 

Fixed assets

 

741,085

 

 

741,085

 

812,814

 

- Generation

 

 

 

 

 

 

 

 

 

Intangible

 

26,449

 

 

26,449

 

26,969

 

Fixed assets

 

270,612

 

 

270,612

 

257,703

 

- Transmission

 

 

 

 

 

 

 

 

 

Intangible

 

344

 

 

344

 

364

 

Fixed assets

 

113,018

 

 

113,018

 

106,785

 

- Administration

 

 

 

 

 

 

 

 

 

Intangible

 

99,990

 

 

99,990

 

91,208

 

Fixed assets

 

126,844

 

 

126,844

 

126,185

 

- Telecommunications

 

6,345

 

 

6,345

 

6,810

 

- Gas

 

30,515

 

 

30,515

 

28,898

 

Total of fixed assets and intangible assets

 

22,520,050

 

(8,984,341

)

13,535,709

 

13,613,526

 

Special Obligations linked to the concession

 

(2,501,819

)

 

(2,501,819

)

(2,518,602

)

Fixed assets and intangible assets, net

 

20,018,231

 

(8,984,341

)

11,033,890

 

11,094,924

 

 

“Special obligations” refers basically to the contributions by consumers for execution of the undertakings necessary to comply with requests for retail supply of electricity, and any settlement of these obligations depends on the will of ANEEL, at the termination of the distribution concessions, by reduction of the residual value of the fixed asset for the purposes of determining the amount which the Concession-granting Power will pay to the concession holder.

 

Under ANEEL Resolution 234 of October 31, 2006, and ANEEL Circular 1314/2007, of June 27, 2007, the balances of the “Special obligations” linked to assets will now be amortized as from the second cycle of tariff reviews, which in the case of Cemig Distribuição is from April 8, 2008, at a rate yet to be set by ANEEL, corresponding to the average rate of the assets in service.

 

The amount of R$ 248,394 is recorded in Fixed assets in progress – Distribution on March 31, 2008 (R$ 307,389 on December 31, 2007), relating to the “Light for Everyone” program.

 

Some land sites and buildings of the subsidiaries which were given in guarantee in lawsuits involving tax, labor-law, civil and other disputes are recorded in Fixed assets – Administration. These were posted at the amount of R$ 10,051 on March 31, 2008, net of depreciation.

 

33



 

16) – SUPPLIERS

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

Current

 

 

 

 

 

 

 

 

 

Wholesale supply and transport of electricity -

 

 

 

 

 

 

 

 

 

Eletrobrás – energy from Itaipu

 

146,195

 

230,620

 

 

 

Furnas

 

40,485

 

78,231

 

 

 

CCEE

 

121.640

 

81,756

 

 

 

Purchase of Free Energy during Rationing

 

33.952

 

25,797

 

 

 

 

 

Passthrough to generators

 

 

27,381

 

 

 

Others

 

191,162

 

142,796

 

 

 

 

 

533,434

 

586,581

 

 

 

Materials and services

 

226,866

 

349,324

 

9,113

 

11,781

 

 

 

760,300

 

935,905

 

9,113

 

11,781

 

 

 

 

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

 

 

 

 

Wholesale electricity supply -

 

 

 

 

 

 

 

 

 

Passthrough to generators

 

327,689

 

314,989

 

 

 

Purchase of Free Energy during Rationing

 

13,439

 

25,803

 

 

 

 

 

341,128

 

340,792

 

 

 

 

Of the amounts owed to CCEE, a substantial part will be paid by September 2009, with inflation adjustment at the Selic rate plus 1.00% interest per year The conclusion of some court proceedings in progress, brought by market agents, in relation to the interpretation of the rules in force at the time of the realization of the transactions in the CCEE/MAE, may result in changes in the amounts recorded.

 

17) – TAXES, CHARGES AND CONTRIBUTIONS

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

 

 

Income tax

 

263,068

 

121,991

 

 

 

Social Contribution

 

91,486

 

47,974

 

 

 

ICMS

 

301,779

 

269,076

 

17,806

 

17,813

 

Cofins

 

95,803

 

92,880

 

6,344

 

15,436

 

Pasep

 

17,317

 

22,122

 

1,377

 

3,351

 

Social Security System

 

17,126

 

21,637

 

1,317

 

1,358

 

Others

 

35,014

 

32,711

 

858

 

1,234

 

 

 

821,593

 

608,391

 

27,702

 

39,192

 

Deferred obligations

 

 

 

 

 

 

 

 

 

Income tax

 

253,669

 

303,540

 

 

 

Social Contribution

 

91,321

 

109,420

 

 

 

Cofins

 

35,728

 

46,674

 

 

 

Pasep

 

7,756

 

10,134

 

 

 

 

 

388,474

 

469,768

 

 

 

 

 

1,210,067

 

1,078,159

 

27,702

 

39,192

 

Non-current

 

 

 

 

 

 

 

 

 

Deferred obligations

 

 

 

 

 

 

 

 

 

Income tax

 

246,895

 

240,655

 

63,720

 

62,632

 

Social Contribution

 

67,388

 

65,747

 

22,940

 

22,547

 

Cofins

 

3,473

 

3,834

 

 

 

Others

 

8,504

 

8,904

 

 

 

 

 

326,260

 

319,140

 

86,660

 

85,179

 

 

The net deferred obligations are related to the regulatory assets and liabilities and are owed to the extent that these assets and liabilities are received or paid, respectively. The other income tax and Social Contribution liabilities payable recorded in Current Liabilities will be compensated by prepaid expenses posted in Assets, in Taxes offsettable.

 

34



 

18) – LOANS, FINANCINGS AND DEBENTURES

 

 

 

 

 

 

 

 

 

Consolidated

 

 

 

 

 

 

 

 

 

03/31/2008

 

12/31/2007

 

 

 

Principal
maturity

 

Annual cost (%)

 

BRAZILIAN
CURRENCY

 

Current

 

Non-current

 

Total

 

Total

 

FINANCING SOURCES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FOREIGN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ABN AMRO Bank – N. ( ) (3)

 

2013

 

6.00

 

US$

 

1,399

 

87,455

 

88,854

 

88,639

 

ABN AMRO Real S.A. (4)

 

2009

 

6.35

 

US$

 

13,561

 

12,681

 

26,242

 

26,105

 

Banco do Brasil -A - Banco do Brasil S.A. – various bonds (1)

 

2024

 

Various

 

US$

 

14,467

 

79,091

 

93,558

 

92,621

 

Banco do Brasil S.A. (5)

 

2009

 

3.90

 

JPY

 

723

 

68,061

 

68,784

 

61,483

 

Banco Paribas

 

2012

 

5.89

 

EURO

 

3,149

 

9,224

 

12,373

 

13,389

 

Banco Paribas

 

2010

 

Libor + 1.875

 

US$

 

22,157

 

30,468

 

52,625

 

52,243

 

KFW

 

2016

 

4.50

 

EURO

 

1,944

 

14,566

 

16,510

 

15,485

 

UNIBANCO (6)

 

2009

 

6.50

 

US$

 

247

 

8,152

 

8,399

 

8,371

 

UNIBANCO (7)

 

2009

 

5.50

 

US$

 

74

 

3,566

 

3,640

 

3,636

 

UNIBANCO (8)

 

2009

 

5.00

 

US$

 

255

 

15,011

 

15,266

 

15,268

 

MBK Furukawa Sistemas S.A. / UNIBANCO

 

2008

 

Libor + 5.45

 

US$

 

6,110

 

 

6,110

 

5,615

 

Brazilian Treasury (10)

 

2024

 

Libor + Spread

 

US$

 

5,344

 

30,473

 

35,817

 

35,518

 

Inter-American Development Bank (13)

 

2026

 

6.34

 

US$

 

31,458

 

 

31,458

 

21,896

 

Others

 

2025

 

Various

 

Various

 

8,345

 

7,489

 

15,834

 

16,273

 

Debt in non-Brazilian currency

 

 

 

 

 

 

 

109,233

 

366,237

 

475,470

 

456,542

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BRAZILIAN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Banco Credit Suisse First Boston S.A.

 

2010

 

106.00 of CDI

 

R$

 

166

 

75,000

 

75,166

 

75,133

 

Banco do Brasil

 

2009

 

111.00 of CDI

 

R$

 

5,161

 

118,822

 

123,983

 

120,531

 

Banco do Brasil

 

2013

 

CDI + 1.70

 

R$

 

7,612

 

109,277

 

116,889

 

113,488

 

Banco do Brasil

 

2013

 

107.60 of CDI

 

R$

 

13,941

 

126,000

 

139,941

 

136,161

 

Banco do Brasil

 

2014

 

104.10 of CDI

 

R$

 

56,580

 

1,200,000

 

1,256,580

 

1,223,732

 

Banco Itaú – BBA

 

2008

 

IGP-M + 10.48

 

R$

 

188,620

 

 

188,620

 

179,846

 

Banco Itaú – BBA

 

2008

 

CDI + 2.00

 

R$

 

42,113

 

 

42,113

 

40,850

 

Banco Itaú – BBA

 

2014

 

CDI + 1.70

 

R$

 

22,462

 

304,338

 

326,800

 

318,371

 

HSBC Bank Brasil S.A

 

2008

 

CDI + 2.00

 

R$

 

63,169

 

0

 

63,169

 

61,275

 

Banco Votorantim S.A.

 

2010

 

113.50 of CDI

 

R$

 

1,635

 

54,372

 

56,007

 

57,081

 

Banco Votorantim S.A.

 

2013

 

CDI + 1.70

 

R$

 

2,049

 

101,316

 

103,365

 

106,553

 

Banco WESTLB do Brasil

 

2008

 

IGP-M + 10.48

 

R$

 

47,155

 

 

47,155

 

44,961

 

BNDES

 

2008

 

SELIC + 1.00

 

R$

 

 

 

 

25,820

 

Bradesco

 

2014

 

CDI + 1.70

 

R$

 

30,293

 

379,073

 

409,366

 

397,704

 

Debentures (12)

 

2009

 

CDI + 1.20

 

R$

 

16,632

 

349,556

 

366,188

 

355,958

 

Debentures (12)

 

2011

 

104.00 of CDI

 

R$

 

10,598

 

238,816

 

249,414

 

242,900

 

Debentures – Minas Gerais state government (12)

 

2030

 

IGP-M

 

R$

 

0

 

150,154

 

150,154

 

145,705

 

Debentures (12)

 

2014

 

IGP-M + 10.50

 

R$

 

24,235

 

284,978

 

309,213

 

294,669

 

Debentures (12)

 

2017

 

IPCA + 7.96

 

R$

 

8,774

 

408,019

 

416,793

 

401,939

 

Eletrobrás

 

2013

 

FINEL + 7.50 a 8.50

 

R$ 

 

16,051

 

56,898

 

72,949

 

78,884

 

Eletrobrás

 

2023

 

UFIR. RGR + 6.00 a 8.00

 

R$ 

 

45,728

 

283,448

 

329,176

 

337,622

 

Santander

 

2013

 

CDI + 1.70

 

R$

 

1,680

 

79,673

 

81,353

 

80,797

 

UNIBANCO

 

2009

 

CDI + 2.98

 

R$

 

6,076

 

104,095

 

110,171

 

106,609

 

UNIBANCO

 

2013

 

CDI + 1.70

 

R$

 

20,144

 

309,285

 

329,429

 

319,787

 

UNIBANCO (2)

 

2013

 

CDI + 1.70

 

R$

 

8,126

 

73,587

 

81,713

 

79,322

 

Caixa Econômica Federal

 

2008

 

101.50 of CDI

 

R$

 

205,669

 

 

205,669

 

200,425

 

Itaú and Bradesco (9)

 

2015

 

CDI + 1.70

 

R$

 

115,874

 

840,103

 

955,977

 

990,386

 

Minas Gerais Development Bank

 

2025

 

10.00

 

R$

 

656

 

10,155

 

10,811

 

11,014

 

BNDES – Finem (10)

 

2014

 

TLJP + 4.30

 

R$

 

232

 

60,678

 

60,910

 

60,874

 

Debentures I and IV (10)

 

2010/2015

 

TJLP + 4.00

 

R$

 

4,014

 

5,231

 

9,245

 

11,452

 

Debentures V (10)

 

2014

 

CDI + 1.50

 

R$

 

17,968

 

234,375

 

252,343

 

255,670

 

CCB Bradesco (10)

 

2017

 

CDI + 0.85

 

R$

 

5,996

 

112,500

 

118,496

 

115,162

 

BNDES – Principal Sub-credit A/B/C/D (11)

 

2014/2016

 

Various

 

R$

 

19,273

 

119,674

 

138,947

 

141,521

 

Others

 

2007/2017

 

Various

 

R$

 

19,259

 

39,154

 

58,413

 

50,290

 

Debt in Brazilian Currency

 

 

 

 

 

 

 

1,027,941

 

6,228,577

 

7,256,518

 

7,182,492

 

Total, consolidated

 

 

 

 

 

 

 

1,137,174

 

6,594,814

 

7,731,988

 

7,639,034

 

 


(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)           Loans 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;

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

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

(12)         Debentures not convertible into shares, unsecured, and without preference, nominal and book-entry.

(13)         Financing of Transchile.

 

35



 

 

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

 

 

 

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016 and
subsequent
years

 

Total

 

CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US dollar

 

102,002

 

71,321

 

46,430

 

33,761

 

30,762

 

27,737

 

3,027

 

209

 

58,194

 

373,443

 

Euro

 

3,556

 

4,895

 

4,896

 

4,896

 

3,358

 

1,821

 

1,821

 

1,821

 

1,819

 

28,883

 

Yen

 

723

 

68,061

 

 

 

 

 

 

 

 

68,784

 

UMBNDES (*)

 

467

 

656

 

440

 

329

 

329

 

329

 

329

 

329

 

1,152

 

4,360

 

 

 

106,748

 

144,933

 

51,766

 

38,986

 

34,449

 

29,887

 

5,177

 

2,359

 

61,165

 

475,470

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Indexors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expanded Consumer Price Index (IPCA)

 

8,774

 

 

 

 

 

 

 

136,006

 

272,013

 

416,793

 

Fiscal Reference Unit (UFIR)

 

30,489

 

47,629

 

37,753

 

37,537

 

34,059

 

29,099

 

28,807

 

28,807

 

57,710

 

331,890

 

Interbank CD rate - CDI

 

597,203

 

701,543

 

607,641

 

719,405

 

926,749

 

1,067,391

 

602,437

 

207,110

 

37,500

 

5,466,979

 

Eletrobrás Finel internal index

 

12,037

 

13,158

 

12,193

 

12,193

 

12,193

 

11,175

 

 

 

 

72,949

 

URTJ (*)

 

26,092

 

30,523

 

31,986

 

30,007

 

30,007

 

30,007

 

27,209

 

10,393

 

13,940

 

230,164

 

General Price Index – Market (IGP-M)

 

261,255

 

1,398

 

1,399

 

1,399

 

1,399

 

1,399

 

286,357

 

894

 

157,862

 

713,362

 

UMBNDES(**)

 

2,358

 

2,619

 

2,689

 

2,689

 

2,689

 

2,689

 

2,689

 

896

 

 

19,318

 

Other (IGP-DI, INPC and TR) (***)

 

2,857

 

273

 

182

 

182

 

318

 

318

 

684

 

249

 

 

5,063

 

 

 

941,065

 

797,143

 

693,843

 

803,412

 

1,007,414

 

1,142,078

 

948,183

 

384,355

 

539,025

 

7,256,518

 

 

 

1,047,813

 

942,076

 

745,609

 

842,398

 

1,041,863

 

1,171,965

 

953,360

 

386,714

 

600,190

 

7,731,988

 

 


( * )         URTJ = Interest Rate Reference Unit.

( ** )       UMBNDES = BNDES Monetary Unit.

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

INPC – National Consumer Price Index

TR – Reference Rate

 

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

 

Currency

 

Change in quarter
ended 03/31/2008
%

 

US dollar

 

(1.25

)

Euro

 

5.83

 

Yen

 

10.78

 

 

Indexors

 

Change in quarter
ended 03/31/2008
%

 

IGP-M

 

2.38

 

Finel

 

0.48

 

CDI

 

2.58

 

Selic

 

2.64

 

UMBNDES

 

(0.64

)

 

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

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2008

 

 

 

 

 

 

 

Balance at 12/31/2008

 

7,639,034

 

79,322

 

Initial balance – acquisition of subsidiaries

 

 

 

 

Loans and financings

 

21,213

 

 

Monetary and FX variation

 

54,737

 

 

Financial charges provisioned

 

171,334

 

2,391

 

Financial charges paid

 

(39,373

)

 

Amortization of financings

 

(114,957

)

 

Balance at 03/31/2008

 

7,731,988

 

81,713

 

 

36



 

19) – REGULATORY CHARGES

 

 

 

Consolidated

 

 

 

03/31/2008

 

12/31/2007

 

 

 

 

 

 

 

RGR – Global Reversion Reserve

 

30,704

 

25,529

 

CCC (fuel consumption) account

 

33,918

 

33,572

 

Energy Development Account – CDE

 

36,733

 

38,099

 

Eletrobrás – Compulsory loan

 

1,207

 

1,207

 

ANEEL inspection charge

 

3,471

 

3,199

 

Energy efficiency

 

147,647

 

138,630

 

Research and development

 

123,291

 

114,573

 

Energy system expansion research

 

17,661

 

17,928

 

National Scientific and Technological Development Fund

 

35,236

 

36,100

 

Alternative Energy Program – Proinfa

 

1,633

 

1,851

 

 

 

431,501

 

410,688

 

 

 

 

 

 

 

Current liabilities

 

412,313

 

395,894

 

Non-current liabilities

 

19,188

 

14,794

 

 

20) – POST-EMPLOYMENT OBLIGATIONS

 

a) The Forluz Pension Fund

 

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

 

The actuarial obligations and assets of the plan on December 31, 2004 were segregated between Cemig, Cemig Geração e Transmissão and Cemig Distribuição 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:

 

Mixed Social Security Benefits Plan (“Plan B”): A defined-contribution plan in the phase of accumulation of funds, for retirement benefits for normal time of service and defined-benefit coverage for disability or death of the active participant, and also on receipt of benefits for time of contribution. The contributions of the Sponsor are equal to the basic monthly contributions of the participants, and 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 invalidity or death for the active participant, and this is used for amortization of the defined obligation through an actuarial calculation. The remaining 72,48%, relating to the portion of the plan with defined-contribution characteristics, goes to the nominal accounts of the participants and is recognized in the income statement for the year by the cash method, under Personnel expenses.

 

Hence the obligations for payment of supplementary pension benefits under the Mixed Plan, with characteristics of defined contribution, and their respective assets, in the same amount of R$ 2,130,864, are not presented in this Explanatory Note.

 

Pension Benefits Balances Plan (“Plan A”): This includes all the active and assisted participants who opted to migrate from the previous Defined Benefit Plan, and are entitled to a proportional benefit by balances. In the case of the assets, this benefit was deferred to the retirement date.

 

37



 

Defined Benefit Plan: This is the benefit plan adopted by Forluz up to 1998, through which the average real salary of the last three years of activity of the employee in the Sponsor companies is complemented in relation to the amount of the Official Social Security benefit. After the process of migration that was carried out in June 2007, approved by the Private Pension Plans Secretariat (SPC), in which more than 80% of the participants migrated to Plans A and B, 51 participants remained in the defined benefit plan. Of these, seven are active employees, and 44 are retirees or pension holders.

 

Cemig, Cemig Geração e Transmissão and Cemig Distribuição 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 actuarial obligations

 

Part of the consolidated actuarial obligation for post-employment benefits in the amount of R$ 1,050,970 of March 31, 2008 (R$ 1,062,998 on December 31, 2007) was recognized as an obligation payable by Cemig and its subsidiaries, and is being amortized by June 2024, through monthly installments calculated by the system of constant installments (the so-called “Price” table). Part of the amounts is adjusted annually based on the actuarial indexor of the Defined Benefit plan (the index for salary adjustment of the employees of Cemig, Cemig Geração e Transmissão and Cemig Distribuição, excluding productivity); and for the Balances Plan, the adjustment is by the IPCA Index published by the IBGE (Brazilian Geography and Statistics Institute), plus 6% per year.

 

If Forluz presents technical surpluses for a period of three consecutive years, these may be used for the reduction of part of the obligations payable recognized. Based on this provision, the surplus obtained by Forluz in the 2007 business year, in the amount of R$ 89,462 million, will be used in the second quarter of 2008 for amortization of the debt recognized.

 

The liabilities and the expenses recognized by Light in connection with the Supplementary Retirement Plan are adjusted in accordance with the terms of CVM Decision 371 and an Opinion prepared by independent actuaries. The last actuarial valuation was made for the base date December 31, 2007.

 

b) The Braslight Pension Fund

 

Light, a subsidiary of RME, is the sponsor institution of Fundação de Seguridade Social Braslight, a non-profit private pension plan entity whose purpose is to guarantee retirement income to the employees of the company linked to the Foundation, and to provide pension income 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 benefit 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 benefits arising from risk (illness assistance, retirement for invalidity, pension for death of an active participant, or for an invalid participant receiving illness assistance), as well as those of continued income, once granted, are of the defined benefit type.

 

38



 

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. These items are being recorded in full, and 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$ 910,668 at March 31, 2008.

 

The liabilities and the expenses recognized by Light in connection with the Supplementary Retirement Plan are adjusted in accordance with the terms of CVM Decision CVM 371 and an Opinion prepared by independent actuaries. The last actuarial valuation was made for the base date December 31, 2007.

 

The movement in the net liabilities has been as follows:

 

 

 

Consolidated

 

 

 

Pension plans and
supplementary
retirement plans

 

 

 

 

 

 

 

 

 

Forluz

 

Braslight

 

Health plans

 

Dental plan

 

Life
insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2007

 

494,405

 

250,262

 

311,239

 

13,692

 

401,296

 

Expense recognized in the income statement

 

26,089

 

9,699

 

14,709

 

656

 

10,515

 

Contributions paid

 

(45,982

)

(5,010

)

(9,030

)

(182

)

(1,958

)

Net liabilities on March 31, 2008

 

474,512

 

254,951

 

316,918

 

14,166

 

409,853

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

79,801

 

20,343

 

 

 

 

 

 

 

Non-current liabilities

 

394,711

 

234,608

 

316,918

 

14,166

 

409,853

 

 

 

 

Holding company

 

 

 

Pension plans and
supplementary
retirement plans

 

 

 

 

 

 

 

 

 

FORLUZ

 

Health plans

 

Dental plan

 

Life
insurance

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2007

 

23,099

 

15,303

 

671

 

16,465

 

Expense recognized in the income statement

 

1,488

 

741

 

34

 

533

 

Contributions paid

 

(2,262

)

(451

)

(10

)

(111

)

Net liabilities on March 31, 2008

 

22,325

 

15,593

 

695

 

16,887

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

3,926

 

 

 

 

 

 

 

Non-current liabilities

 

18,399

 

15,593

 

695

 

16,887

 

 

The amounts registered in current liabilities refer to the contributions to be made by Cemig in 2007 for amortization of the actuarial liabilities.

 

21) – CONTINGENCIES FOR LEGAL PROCEEDINGS

 

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

 

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

 

39



 

Pasep and Cofins – widening of the calculation base

 

The holding company has legal proceedings challenging the expansion of the calculation base  of the Pasep and Cofins taxes to include financial revenue and other non-operational revenues, in the period from 1999 to January 2004, through Law 9718 of November 27, 1998; and has a  judgment  in favor at the first instance. In the event that this action is won in the final instance  (subject to no further appeal), and we would note that the Federal Supreme Court has ruled on  several proceedings in favor of the taxpayer, the gain to be registered in the results of the year  will be R$ 159,402, net of income tax and Social Contribution Tax.

 

Actions in which the company is debtor

 

For those contingencies whose negative outcomes are considered probable, the company and  its subsidiaries have constituted provisions for losses.

 

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

 

 

 

Consolidated

 

 

 

Net balance

 

 

 

 

 

 

 

Deposits

 

 

 

 

 

at end of

 

Additions

 

 

 

 

 

paid into

 

Balance on

 

 

 

2007 (*)

 

(Reversals)

 

Written off

 

Balance

 

court

 

03/31/2008

 

Labor-law contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

Various

 

118,179

 

(627

)

(759

)

116,793

 

(15,371

)

101,422

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Civil

 

 

 

 

 

 

 

 

 

 

 

 

 

Personal damages

 

8,183

 

16,393

 

 

24,576

 

 

24,576

 

Tariff increases

 

95,095

 

10,071

 

 

105,166

 

(11,686

)

93,480

 

Others

 

113,442

 

25,709

 

(1,400

)

137,751

 

(8,954

)

128,797

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax

 

 

 

 

 

 

 

 

 

 

 

 

 

Finsocial

 

20,893

 

77

 

 

20,970

 

(1,615

)

19,355

 

PIS, Cofins

 

160,267

 

2,124

 

 

162,391

 

 

162,391

 

ICMS

 

19,943

 

1,962

 

 

21,905

 

 

21,905

 

Taxes and contributions – demandabilities suspended

 

46,842

 

21,712

 

 

68,554

 

 

68,554

 

Social Contribution

 

6,521

 

54

 

 

6,575

 

 

6,575

 

Social security system

 

33,857

 

570

 

 

34,427

 

 

34,427

 

Others

 

14,498

 

190

 

 

14,688

 

(7,486

)

7,202

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Regulatory

 

 

 

 

 

 

 

 

 

 

 

 

 

ANEEL administrative proceedings

 

49,020

 

642

 

 

49,662

 

(6,072

)

43,590

 

Total

 

686,740

 

78,877

 

(2,159

)

763,458

 

(51,184

)

712,274

 

 


(*) Balance of contingencies without the effect of payments into court.

 

 

 

Holding company

 

 

 

Net balance

 

 

 

 

 

 

 

Deposits

 

 

 

 

 

at end of

 

Additions

 

 

 

 

 

paid into

 

Balance on

 

 

 

2007 (*)

 

(Reversals)

 

Written off

 

Balance

 

court

 

03/31/2008

 

Labor-law contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

Various

 

72,795

 

(2,865

)

 

69,930

 

(9,542

)

60,388

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Civil disputes

 

 

 

 

 

 

 

 

 

 

 

 

 

Personal damages

 

6,766

 

11,493

 

 

18,259

 

 

18,259

 

Tariff increases

 

69,845

 

9,413

 

 

79,258

 

(11,686

)

67,572

 

Others

 

51,310

 

24,951

 

 

76,261

 

(3,154

)

73,107

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax

 

 

 

 

 

 

 

 

 

 

 

 

 

Finsocial

 

20,893

 

77

 

 

20,970

 

(1,615

)

19,355

 

ICMS

 

2,191

 

561

 

 

2,752

 

 

2,752

 

Taxes and contributions – demandabilities suspended

 

46,842

 

21,712

 

 

68,554

 

 

68,554

 

Social security system

 

967

 

17

 

 

984

 

 

984

 

Others

 

7,933

 

111

 

 

8,044

 

(5,057

)

2,987

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Regulatory

 

 

 

 

 

 

 

 

 

 

 

 

 

ANEEL administrative proceedings

 

12,681

 

(1,568

)

 

11,113

 

(6,072

)

5,041

 

Total

 

292,223

 

63,902

 

 

356,125

 

(37,126

)

318,999

 

 


(*) Balance of contingencies without the effect of payments into court.

 

40



 

Details on the provisions constituted are as follows:

 

(a) Labor-law contingencies

 

The complaints under the labor laws are basically disputes on overtime and additional amounts for dangerous work.

 

(b) Civil disputes – tariff increase

 

Several industrial consumers filed actions against Cemig seeking reimbursement for the amounts paid as a result of the tariff increase during the federal government’s economic stabilization plan known as the “Cruzado Plan” in 1986, alleging that the said increase violated the control of prices instituted by that plan. Cemig estimates the amounts to be provisioned based on the disputed amounts billed and based on recent Court decisions. The total value of the exposure of Cemig and its subsidiaries in this matter, 100% provisioned, is R$ 105,166.

 

(c) The PIS and Cofins taxes

 

Light, controlled by RME, has challenged the changes made by Law 9718/98 in the system of calculation of the PIS and Cofins taxes (“Contributions”), in widening the taxable basis of those taxes and increasing of the rate of Cofins from 2% to 3%.

 

The amounts not paid are provisioned and have been updated by the Selic rate. On November 9, 2005, the full panel of the Federal Supreme Court ruled the widening of the base of the calculation of the Cofins tax unconstitutional. The same theory is applied to the PIS.

 

The amounts provisioned up to March 31, 2008 in the company are as follows:

 

·                  R$ 106,615 in relation to the widening of the calculation base — this has been the subject of a judgment in a similar action in which the Federal Supreme Court decided in favor of the taxpayers; and

 

·                  R$ 51,429 referring to the increase in the rate of Cofins from the rate of 2% to 3%, on which there has not yet been a judgment on the merits.

 

Light is awaiting judgment on the case, or a Resolution by the Senate, based on the Supreme Court decision, declaring this law unconstitutional. Either will make it possible to reverse the provision for the part related to expansion of the calculation base for the PIS and Cofins taxes.

 

The amounts given above are 25% of the total amounts, reflecting the proportionality of the consolidation, as recorded.

 

(d) ICMS

 

Since 1999, Light has suffered various inspections 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. Management, based on the opinion of its counsel and calculation of the amounts involved in the infringement notices, believes that only a part of the amounts represents “probable” risk of loss, and the amount of R$ 19,152 is provisioned.

 

(e) Taxes and contributions – demandabilities suspended

 

The provision constituted under this heading, of R$ 68,554 (R$ 46,842 on December 31, 2007), refers to the deduction from taxable profit (for the purposes of corporate income tax) of the expense on the Social Contribution tax paid since 1998. Cemig was awarded interim remedy by the 8th Federal Justice Court, on April 17, 1998, allowing it not to pay this tax.

 

41



 

(f) Social Security System

 

In December 1999 the National Social Security Institute (INSS) issued infringement notices against Light for alleged subsidiary responsibility to withhold payments at source on services of contractors and the applicability of the social security contribution on employees’ profit shares.

 

Light challenged the legality of Law 7787/89 which increased the Social Security contribution percentage applying to payrolls, believing that it also changed the basis of calculations of Social Security contributions during the period July to September 1989. Based on the anticipatory remedy given by the Court, the amounts to be paid as Social Security contribution by the Company were offset.

 

The chance of loss in these actions is assessed as “probable”, and the amounts provisioned for the actions brought by the INSS total R$ 34,427 (R$ 33,857 on December 31, 2007).

 

(g) ANEEL administrative proceedings

 

On January 9, 2007, ANEEL notified Cemig Distribuição S.A. that it considered certain criteria adopted by the company in calculation of the revenue arising from the subsidy for low-income consumers to be incorrect, questioning the criteria for identification of the consumers who should receive the benefit and also the calculation of the difference to be reimbursed by Eletrobrás, in the estimated amount of R$ 143,000. The company made a provision corresponding to the loss that it considers “probable” in this dispute, in the amount of R$ 38,549.

 

Cemig Geração e Transmissão 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 presented defense, and rates the risk of loss in this action as “probable”, in the amount of R$ 6,324.

 

(h) Others

 

This refers to various claims by people alleging damages, 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, 2008 represents the potential loss on these claims.

 

(i)  Actions in which the chances of loss are considered “possible” or “remote”

 

Cemig and its subsidiaries are disputing, in the courts, other actions for which they consider the possibility of an outcome of loss in the action to be “possible” or “remote”. The following are the details of the most important actions:

 

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

 

The federal tax authority, on October 11, 2001, issued a Notice of Infringement, in the updated amount of R$ 310,983, as a result of the use of tax credits which resulted in the rectification, for the reduction of taxes payable, of the income tax declarations for 1997, 1998 and 1999. The income tax returns were rectified as a result of the change in the method of accounting for liabilities for post-employment benefits. The additional post- employment benefits that resulted from the changes in the method of accounting were recognized in the tax years rectified, resulting in a tax loss, and a negative taxable amount for the Social Contribution tax.

 

42



 

Cemig presented an administrative appeal in the Finance Ministry Taxpayers’ Council, obtaining a favorable decision for the years of 1997 and 1998 and an adverse decision in relation to the year 1999. This adverse decision would result in reduction of the tax loss (negative basis), registered as tax credits, in the historic amount of R$ 26,631. The tax credits were not reduced, and no provision for contingencies was made to meet any losses as a function of this decision, in view of the fact that Cemig believes it has solid legal grounds and argument for the procedures adopted for recovery of the said tax credits, as defense in Court. Thus, it considers the possibility of loss in this action to be remote.

 

Cemig offset the tax credits constituted (mentioned in the previous paragraph) to reduce federal taxes and Contributions payable in 2002 and 2003. Due to this fact, the federal tax authority refused Cemig’s compensation proceedings, and Cemig would be exposed to an additional penalty, updated to March 31, 2008, of R$ 274,577. With the decision of the Taxpayers’ Council, mentioned above, Cemig considers that the refusal of this process of offsetting becomes null. Thus, no contingency provision was constituted to meet any losses, since Cemig believes that it has solid legal grounds for the procedures adopted and considers the likelihood of loss in this action to be remote.

 

(ii) Tax on Inheritance and Donations (ITCMD)

 

The State of Minas Gerais sued Cemig for non-payment of the tax on inheritance and donation (ITCMD) in relation to the contributions of consumers, the total amount involved on March 31, 2008 being R$ 142,203. No provision was made for this dispute, since the Company believes it has arguments on the merit for defense against this claim. The possibility of loss attributed to this action is “remote”.

 

(iii) Acts of the Regulatory Agency and the Federal Audit Court

 

ANEEL filed an administrative action against Cemig stating that the company owes R$ 670,546 to the federal government as a result of an alleged error in the calculation of credits under the CRC (Results Compensation) Account which were previously used to reduce the amounts owed to the federal government. On October 31, 2002 ANEEL issued a final administrative decision against Cemig. On January 9, 2004 the federal Treasury issued a notice of collection in the amount of R$ 516,246. Cemig did not make the payment because it believes that it has arguments on the merit for defense in the Courts and thus has not made a provision for this action. The likelihood of loss in this action is assessed as “possible”.

 

On November 14, 2003, the Federal Audit Court began an administrative proceeding against ANEEL to assess the criteria adopted by the agency in the Emergency Program to Reduce Electricity Consumption. The Audit Board requested Cemig to provide certain information relating to its tariffs, which, according to the Federal Audit Court, had been incorrectly approved by ANEEL.

 

Additionally, the Federal Audit Court contested the index and “X Factor” used by ANEEL in the tariff review of 2003. Cemig filed administrative proceedings requesting the Federal Audit Court to contest the decision.

 

The potential loss on these actions by the Federal Audit Court is R$ 84,979. The company has not posted any provision, and assesses the likelihood of loss in this action as “possible”.

 

(iv) Social Security and tax obligations – on the indemnity for the “Anuênio”, and profit shares.

 

43



 

Cemig and its subsidiaries Cemig Geração e Transmissão and Cemig Distribuição paid an indemnity to their employees in the amount of R$ 177,685, in exchange for rights to certain payments to be incorporated into salaries in the future, known as the “Anuênio”. The company and its subsidiaries did not make payments of income tax and social security contributions on this amount because it 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 the amount of any obligations, in the amount of R$ 121,835, posted in Deposits linked to legal actions. No provision was made for possible losses in this matter since the company and its subsidiaries classify the risk of loss in this action as “possible”.

 

In September 2006 Cemig was notified by the INSS as a result of non-payment of a total of R$ 103,098 as the Social Security contribution on the amounts paid as profit shares in the period 2000 to 2004. The company has appealed, in Administrative Proceedings, against this decision. No provision has been constituted for possible losses and Cemig believes it has arguments on the merit for defense. The chance of loss in this action is assessed as “possible”.

 

(V) ICMS tax

 

Since 2002 the company has received a subsidy from Eletrobrás for the discounts given to low-income consumers. The Minas Gerais State Tax Office served an infringement notice on Cemig, relating to the period from 2002 to 2005, on the argument that the subvention should be subject to the ICMS tax. The potential for loss in this action is R$ 106,276, not including the ICMS tax which might yet be claimed by the Tax Office for the period subsequent to the infringement notice. No provision was constituted for the result of this dispute, since the company believes the legal obligation is non-existent and that it has arguments on the merit for defense against this demand. The chances of loss in this action are assessed as is “possible”.

 

Cemig was served an infringement notice, as a co-responsible 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$ 26,306. If the Company does in the future have to pay the ICMS tax on these transactions, it will be able to charge consumers to recover the amount of the tax plus any penalty payment. The chances of loss in this action are classified as “possible”.

 

(vi) Civil claims – consumers

 

Several consumers and the Public Attorney of the State of Minas Gerais have brought civil actions against Cemig contesting tariff increases applied in previous years, including: the tariff subsidies granted to low-income consumers, the Extraordinary Tariff Recomposition, and the inflation index used to increase the tariff for electricity in April 2003, requesting 200% reimbursement on the amounts considered charge in error by the company. The company believes it has arguments on the merit for a legal defense and thus has not made a provision for these actions.

 

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$ 448,929. The company believes it has arguments of merit for defense in Court, and thus has not constituted a provision for this action. The chances of loss in this action are assessed as “possible”.

 

In addition to the issues described above, Cemig and its subsidiaries are involved, as Plaintiff or Defendant, in other cases, of less importance, related to the normal course of their operations. The management believes that it has adequate defense for this litigation, and significant losses relating to these issues which might have an adverse effect on the company’s financial position or consolidated result of its operations are not expected.

 

44



 

22) – STOCKHOLDER’S EQUITY AND REMUNERATION TO STOCKHOLDERS

 

Balance at December 31, 2007

 

8,390,177

 

Net profit for the quarter

 

490,280

 

Balance on 31 March 2008

 

8,880,457

 

 

Stockholders’ Agreement

 

In 1997 the Government of the State of Minas Gerais sold approximately 33% of the Company’s common shares to a group of investors led by Southern Electric Brasil Participações Ltda. (“Southern”). As part of this transaction the State of Minas Gerais and Southern signed a Stockholders’ Agreement which among other provisions contained the requirement for a specific quorum in decisions on significant corporate actions, certain changes to Cemig’s bylaws, issuance of debentures and convertible securities, distribution of dividends other than those specified in the bylaws, and changes in the stockholding structure.

 

In September 1999 the government of the State of Minas Gerais brought an action for annulment of this Stockholders’ Agreement, with a request for anticipatory remedy. The Appeal Court of the State of Minas Gerais annulled the Stockholders’ Agreement in 2003. Appeals brought by Southern are before the Federal Courts.

 

23) – GROSS RETAIL SUPPLY OF ELECTRICITY

 

The position in retail supply of electricity, by type of consumer, is as follows:

 

 

 

Consolidated

 

 

 

(Not reviewed by independent auditors)

 

 

 

 

 

 

 

Number of consumers

 

MWh (*)

 

R$

 

 

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

(*)

 

(*)

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

Residential

 

8,815,400

 

8,626,596

 

2,236,580

 

2,208,695

 

1,149,276

 

1,074,350

 

Industrial

 

86,349

 

84,538

 

6,101,503

 

5,690,629

 

891,848

 

734,683

 

Commercial, services and others

 

832,761

 

827,087

 

1,477,530

 

1,394,191

 

667,921

 

605,808

 

Rural

 

569,093

 

527,738

 

456,423

 

388,443

 

137,545

 

113,858

 

Public authorities

 

61,495

 

64,724

 

236,587

 

227,787

 

95,904

 

86,141

 

Public illumination

 

2,790

 

2,825

 

301,901

 

309,756

 

81,887

 

77,683

 

Public service

 

9,211

 

9,115

 

330,386

 

317,638

 

91,881

 

80,611

 

Sub-total

 

10,377,099

 

10,142,623

 

11,140,910

 

10,537,139

 

3,116,262

 

2,773,134

 

Own consumption

 

1,151

 

1,138

 

13,106

 

13,538

 

 

 

 

Subvention for low-income consumers

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

41,142

 

19,865

 

Retail supply not invoiced, net

 

 

 

 

 

99,190

 

(4,595

)

 

 

10,378,250

 

10,143,761

 

11,154,016

 

10,550,677

 

3,256,594

 

2,788,404

 

Supply to other concession holders (**)

 

82

 

50

 

2,722,220

 

3,697,304

 

294,355

 

218,251

 

Transactions in energy on the CCEE

 

 

 

 

 

 

24,294

 

28,224

 

Total

 

10,378,332

 

10,143,811

 

13,876,236

 

14,247,981

 

3,575,243

 

3,034,879

 

 


(*)

 

The table of consumers includes 100% of the consumers of Light, subsidiary of RME.

 

 

The table of MWh includes 25.00% of the total MWh sold by Light.

(**)

 

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

 

 

45



 

Low-income consumers

 

The federal government, through Eletrobrás (Centrais Elétricas Brasileiras) reimburses the distributors for the losses in revenue arising as a result of the criteria adopted as from 2002 for classification of consumers in the low-rental residential sub-category, in view of the lower tariff applied to their electricity bills.

 

The regulator, ANEEL, is reviewing the procedures for calculation by the company of revenue for the subsidy for low-income consumers. As a result of this review, the amounts posted in 2007 and 2008 were calculated on the basis of estimate, and their receipt for the period from February 2007 through March 2008 is pending.

 

ANEEL included the amounts to be reimbursed to the Company for the subsidy for low-income consumers, in the tariff review of April 2008.

 

24)  REVENUE FROM USE OF THE NETWORK – FREE CONSUMERS

 

The TUSD revenue is a charge made to free consumers for use of the distribution network.

 

 

 

Consolidated

 

 

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

Tariff for Use of the Distribution System (TUSD)

 

309,353

 

315,829

 

Revenue from use of the basic network

 

155,616

 

136,367

 

Revenue from connection to the system

 

16,623

 

23,795

 

 

 

481,592

 

475,991

 

 

Under the concession of some contracts between ANEEL and the transmission companies, the revenues to be earned in the final 15 years of the said contracts are 50.00% lower than those in the first 15 years of the concession. The company recognizes the revenues from these concessions in accordance with the said contracts.

 

25) – OTHER OPERATIONAL REVENUES

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

Retail supply of gas

 

92,039

 

64,350

 

 

 

Charged service

 

3,093

 

2,674

 

 

 

Telecommunications and cable TV service

 

22,957

 

34,106

 

 

 

Services provided

 

14,874

 

8,774

 

 

198

 

Rental and leasing

 

10,994

 

11,160

 

97

 

86

 

Others

 

2,345

 

18,691

 

 

16,728

 

 

 

146,302

 

139,755

 

97

 

17,012

 

 

46



 

26) – DEDUCTIONS FROM OPERATIONAL REVENUE

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

Taxes on revenue

 

 

 

 

 

 

 

 

 

ICMS

 

785,265

 

716,206

 

 

 

Cofins

 

344,314

 

258,386

 

 

 

PIS and Pasep

 

73,133

 

48,787

 

 

 

ISS tax on services

 

571

 

511

 

 

 

 

 

1,203,283

 

1,023,890

 

 

 

Sector charges

 

 

 

 

 

 

 

 

 

RGR – Global Reversion Reserve

 

42,855

 

47,580

 

 

 

Energy Efficiency Program – PEE

 

10,141

 

5,697

 

 

 

Energy Development Account – CDE

 

97,387

 

95,049

 

 

 

Fuel Consumption Account (CCC)

 

77,225

 

147,174

 

 

 

Research and development – R&D

 

6,933

 

7,479

 

 

 

National Scientific and Technological Development Fund

 

7,174

 

7,025

 

 

 

Energy system expansion research

 

3,480

 

14,832

 

 

 

Emergency capacity charge

 

 

113

 

 

10

 

 

 

245,195

 

324,949

 

 

10

 

 

 

1,448,478

 

1,348,839

 

 

10

 

 

Cemig pays ICMS tax applicable to the RTE, “Portion A” and the Deferred Tariff Adjustment in conformity with the invoicing of amounts on the customer’s electricity bill.

 

27) – OPERATIONAL COSTS AND EXPENSES

 

 

 

Consolidated

 

Holding company

 

 

 

 

 

03/31/2007

 

 

 

 

 

 

 

03/31/2008

 

Reclassified

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS AND EXPENSES

 

 

 

 

 

 

 

 

 

Personnel, managers and board members

 

284,363

 

239,421

 

3,880

 

4,109

 

Post-employment obligations

 

61,668

 

30,563

 

2,796

 

1,286

 

Materials

 

48,271

 

22,805

 

34

 

68

 

Outsourced services

 

144,752

 

120,732

 

1,352

 

1,383

 

Electricity purchased for resale

 

725,366

 

600,288

 

 

 

Depreciation and amortization

 

201,481

 

178,726

 

74

 

175

 

Financial compensation for use of water resources

 

33,786

 

38,102

 

 

 

Operational provisions

 

96,353

 

105,294

 

40,822

 

32,530

 

Charges for the use of the basic transmission grid

 

172,324

 

147,055

 

 

 

Gas purchased for resale

 

53,420

 

30,024

 

 

 

Other operational expenses, net

 

46,806

 

78,756

 

(228

)

7,038

 

 

 

1,868,590

 

1,591,766

 

48,730

 

46,589

 

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007 

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

PERSONNEL EXPENSES

 

 

 

 

 

 

 

 

 

Remuneration and salary-related charges and expenses

 

250,297

 

229,363

 

2,318

 

3,027

 

Supplementary pension contributions – Defined Contribution plan

 

17,198

 

17,698

 

685

 

507

 

Assistance benefits

 

29,950

 

27,122

 

724

 

575

 

 

 

297,445

 

274,183

 

3,727

 

4,109

 

 

 

 

 

 

 

 

 

 

 

Voluntary dismissal program - PPD

 

6,112

 

 

153

 

 

( - ) Personnel costs transferred to works in progress

 

(19,194

)

(34,762

)

 

 

 

 

284,363

 

239,421

 

3,880

 

4,109

 

 

47



 

THE VOLUNTARY DISMISSAL PROGRAM (PPD)

 

On March 11, 2008 the Executive Board approved the Company’s new Voluntary Dismissal Program (PPD), which is now permanent and applicable to any voluntary resignations from employment contracts. The main financial incentives of the program are: payment of three gross monthly salaries and six months’ contributions to the health plan after leaving the Company, deposit of the penalty payment of 40% on the balance of the FGTS fund applicable to dismissals, and payment of up to 24 months of contributions to the Pension Fund and the INSS (National Social Security System) after leaving the Company, in accordance with certain criteria established in the regulations of the PPD.

 

For employees over 55 years old with 35 years’ contributions if male, or 30 years’ contributions if female, the program’s financial incentives are only guaranteed if subscription to the program takes place within 90 days after the date on which the criteria for age and time of contribution are met.

 

On March 31, 2008 96 employees (23 from Cemig Geração e Transmissão S.A., 72 from Cemig Distribuição S.A. and one from Cemig Holding) had joined the program, and a provision for the financial incentives was made, in the amount of R$ 6,112.

 

 

 

Consolidated

 

 

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

ELECTRICITY PURCHASED FOR RESALE

 

 

 

 

 

From Itaipu Binacional

 

230,439

 

253,481

 

Short-term energy

 

87,085

 

15,670

 

Proinfa

 

17,846

 

17,501

 

‘Bilateral Contracts’

 

96,020

 

2,843

 

Electricity auctions

 

251,386

 

259,879

 

Others

 

42,590

 

50,914

 

 

 

725,366

 

600,288

 

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL PROVISIONS

 

 

 

 

 

 

 

 

 

Pension plan premiums

 

161

 

189

 

7

 

43

 

Provision (reversal) for credit of doubtful debts

 

42,923

 

37,180

 

(1,298

)

 

Provision for labor-law contingencies

 

(627

)

31,935

 

(2,865

)

32,486

 

Reversal of ANEEL administrative proceedings

 

642

 

29,272

 

(1,568

)

(728

)

Provision for legal contingencies – civil actions

 

30,316

 

1,030

 

26,851

 

134

 

Provision for civil actions on tariff increases

 

10,463

 

9,342

 

9,413

 

8,711

 

Others

 

12,475

 

(3,654

)

10,282

 

(8,116

)

 

 

96,353

 

105,294

 

40,822

 

32,530

 

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

OTHER NET OPERATIONAL EXPENSES

 

 

 

 

 

 

 

 

 

Leasings and rentals

 

7,797

 

10,683

 

89

 

112

 

Advertising

 

8,968

 

5,515

 

48

 

 

Own consumption of electricity

 

4,645

 

5,054

 

 

 

Subventions and donations

 

3,638

 

3,521

 

150

 

200

 

ANEEL inspection charge

 

10,433

 

8,720

 

 

 

Payments for concessions

 

4,326

 

3,068

 

 

 

Taxes and charges (IPTU, IPVA and others)

 

6,170

 

3,893

 

22

 

22

 

Insurance

 

1,940

 

1,657

 

32

 

12

 

Contribution to the MAE

 

974

 

840

 

1

 

1

 

Other expenses (expenses recovery)

 

(2,085

)

35,805

 

(570

)

6,691

 

 

 

46,806

 

78,756

 

(228

)

7,038

 

 

48



 

28) – NET FINANCIAL REVENUE (EXPENSES)

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

FINANCIAL REVENUES -

 

 

 

 

 

 

 

 

 

Revenue from cash investments

 

53,863

 

42,226

 

555

 

729

 

Arrears penalty payments on electricity bills

 

50,708

 

24,427

 

 

 

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

 

39,278

 

38,274

 

 

 

Monetary variation of CVA

 

7,467

 

22,571

 

 

 

Monetary variation – General Agreement for the Electricity Sector

 

45,206

 

62,353

 

4,357

 

6,802

 

Monetary variation – deferred tariff adjustment

 

25,897

 

36,433

 

 

 

FX variations

 

2,676

 

31,599

 

32

 

 

Pasep and Cofins taxes on financial revenues

 

(3,708

)

(6,385

)

 

(629

)

Gains on financial instruments

 

6,792

 

1,269

 

 

 

Gains on FIDC

 

 

 

11,435

 

6,199

 

Others

 

19,802

 

51,384

 

5,347

 

12,227

 

 

 

247,981

 

304,151

 

21,726

 

25,328

 

FINANCIAL EXPENSES -

 

 

 

 

 

 

 

 

 

Charges on loans and financings

 

(194,718

)

(222,954

)

(2,392

)

(2,787

)

Monetary variation – General Agreement for the Electricity Sector

 

(11,852

)

(11,827

)

 

 

Monetary variation of CVA

 

(4,806

)

(16,214

)

 

 

FX variations

 

(10,496

)

(2,124

)

(3

)

 

Monetary variation – loans and financings

 

(24,019

)

(7,065

)

 

(237

)

CPMF TAX

 

(5,774

)

(16,814

)

(1,612

)

(1,608

)

Provision for losses on recovery of Extraordinary Tariff Recomposition and free energy amounts - updating

 

(15,987

)

(16,981

)

(4,357

)

(6,802

)

Losses on financial instruments

 

(11,793

)

(36,230

)

 

 

Others

 

(47,648

)

(40,848

)

(17,958

)

(9,829

)

 

 

(327,093

)

(371,057

)

(26,322

)

(21,263

)

NET FINANCIAL REVENUE (EXPENSES)

 

(79,112

)

(66,906

)

(4,596

)

4,065

 

 

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

 

The financial charges on loans and financings linked to works in the first quarter of 2008, in the amount of R$ 2,038, were transferred to Fixed Assets. There was no monetary or exchange rate variation capitalized in the first quarter of 2007. The corresponding figures were: R$ 2,606 in financial charges, and no monetary or FX variations.

 

49



 

29) – RELATED PARTY TRANSACTIONS

 

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

 

 

 

Consolidated

 

 

 

ASSETS

 

LIABILITIES

 

REVENUES

 

EXPENSES

 

COMPANIES

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

12/31/2007

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Distribuição S,A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity and dividends

 

646,667

 

674,408

 

 

 

 

 

 

 

Retail supply of electricity

 

6,473

 

 

6,079

 

13,491

 

960

 

 

(23,348

)

 

Affiliated, subsidiary or parent companies

 

1,388

 

127

 

2,538

 

2,463

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Equity and dividends

 

535,398

 

564,780

 

 

 

 

 

 

 

Retail supply of electricity

 

6,079

 

22,277

 

6,473

 

 

23,348

 

 

(960

)

 

Affiliated, subsidiary or parent companies

 

351

 

351

 

(613

)

2,694

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Light S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail supply of electricity

 

374

 

366

 

 

 

20,351

 

 

 

 

Electricity purchased for resale

 

 

 

 

163

 

 

16,737

 

(1,270

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Minas Gerais state government

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumers and traders

 

2,021

 

2,021

 

 

 

17,878

 

13,266

 

 

 

Taxes offsettable – ICMS – current

 

273,510

 

167,308

 

300,733

 

268,302

 

659,384

 

(716,206

)

 

 

Accounts receivable from Minas Gerais state gov.

 

1,739,214

 

1,763,277

 

 

 

27,843

 

38,374

 

 

 

Taxes offsettable – ICMS – non–current

 

69,947

 

57,901

 

 

 

 

 

 

 

Consumers and traders

 

34,342

 

36,795

 

 

 

 

 

 

 

Interest on Equity and dividends

 

 

 

 

125,677

 

 

 

 

 

Debentures

 

 

 

150,154

 

146,705

 

 

 

(1,411

)

(3,449

)

Credit Receivables Fund

 

 

 

955,977

 

990,386

 

 

 

 

 

Financings – Minas Gerais Development Bank

 

 

 

19,935

 

18,392

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forluz

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Post–employment obligations – current

 

 

 

79,801

 

88,665

 

 

 

(51,969

)

(30,563

)

Post–employment obligations – non–current

 

 

 

1,135,648

 

1,131,967

 

 

 

 

 

Others

 

 

 

30,362

 

247,044

 

 

 

 

 

Personnel expenses

 

 

 

 

 

 

 

(17,198

)

(17,698

)

Current administration expense

 

 

 

 

 

 

 

(4,138

)

(1,519

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Others

 

7,407

 

4,785

 

 

75,045

 

 

 

 

 

Interest on Equity

 

140,408

 

141,391

 

 

 

 

 

 

 

 


The mainly condition for related party transaction are bellow:

 

(1)

 

The Company has contract of buying energy of Cemig Geração e Transmissão and Light Energia, throw the public action of energy in 2005, for 8 years since the initial;

(2)

 

Financial resources from CRC in the Investment Credit Funds in senior quotes and subordinate. See note nº 12;

(3)

 

Substantial part of the amount came from a renegotiation of the debt of selling energy to Copasa, with maturity until September 2012 and interest based IGPM (General Market Price Index) plus 0.5% per month.;

(4)

 

Issuance of debentures not convertible in stocks in the amount of R$ 120,000 million, with interest based IGP-M (General Market Price Index), for the conclusion of the construction of Irapé Hydroelectric , for 25 years since the issuance;

(5)

 

Senior Quotes from thirds, in the amount of R$ 900,000, amortized in 20 installment semiannual, since June, 2006, with interest based CDI (Interbank deposit rate) plus 1.7% per year. See note nº 12;

(6)

 

Financing controlled by Transudeste and Transirapé with maturity in 2019 (interest based TJLP (Brazilian Long-term Interest rate)+ 4.5% per year and UMBNDES 4.54% per year) and Transleste in 2017 and 2025 (interest rate of 5% per year and 10% per year);

(7)

 

Part of FORLUZ contracts are readjustment by IPCA (Consumer Price Index calculated by the Brazilian Institute of Geography and Statistics – IBGE) and part of them readjustment with based on the increase of salary of the employees from CEMIG,CEMIG GT e CEMIG D, excluding productivity, added of 6% per year. See note nº 20.

 

See further information relating to the principal transactions in Explanatory Notes 4, 9, 12, 17, 18, 20, 21, 22, 26 and 28.

 

The balance under Consumers and traders relating to the Minas Gerais state government, in the amount of R$ 34,342 on March 31, 2008 in the short and long term, includes amounts receivable from Copasa, which were renegotiated for payment in 96 months (R$ 34,622 on March 31, 2007).

 

50



 

30) – FINANCIAL INSTRUMENTS

 

Cemig’s use of financial instruments is restricted to: Cash and cash equivalents, Consumers and traders, Amounts receivable from the Minas Gerais state government, Loans and financings, and Debentures; and the gains and losses obtained on the transactions are posted in full by the accrual method.

 

Cemig has operational policies and strategies aiming for liquidity, profitability and security, and also procedures for monitoring balances, and has operated with banks that meet the requirements for financial solidity and reliability, according to defined management criteria. The control policy consists of permanent monitoring of the rates contracted vis-à-vis those currently applied in the market.

 

Derivative instruments

 

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

 

On March 31, 2008, Cemig had instruments to swap financial results with financial institutions, to protect against possible variations in the exchange rate between the Brazilian Real and: (i) the US dollar, in an amount equivalent to US$25,888 (R$ 45,281); and (ii) the yen, in the amount equivalent to ¥3,878,825 (US$38,901 or R$ 68,042).

 

The principal amounts of the transactions and derivatives are not posted in the balance sheet, since they refer to transactions which do not require cash payments, but only payments of the gains or losses that actually occur. The net results realized on these transactions amounted to consolidated losses in the first quarter of 2008 and 2007, of R$ 5,001 and R$ 34,961, respectively, posted in Financial revenue (expenses).

 

The recognition of the net result not realized in operations with derivative instruments is carried out by the accrual method, which can generate differences when compared with the estimated market value of such instruments. This difference arises from the fact that market value includes recognition at present value of future gains or losses to be incurred on the transactions, in accordance with the expectation of the market at the moment at which the market value is ascertained.

 

The table below shows (i) the derivative instruments contracted by the subsidiaries Cemig Geração e Transmissão and Cemig Distribuição; (ii) the gains (losses) not realized, and recorded; and (ii) the respective estimate of market value of these instruments March 31, 2008:

 

 

 

 

 

 

 

 

 

on 31 March 2008

 

 

 

 

 

 

 

 

 

Unrealized loss

 

Receivable by
Cemig

 

Payable by
Cemig

 

Maturity

 

Principal
value, ‘000

 

Price
Book value

 

Estimated
market value

 

 

 

 

 

 

 

 

 

 

 

 

 

¥  (Yen)
US$ exchange rate variation
+ 3.90% p.a.

 

R$
111.00% of CDI

 

12/2009

 

¥

3,878,825

 

(34,969

)

(42,017

)

 

 

 

 

 

 

 

 

 

 

 

 

 

US$
FX variation + rate
(5.58% p.a. to 7.48% p.a.)

 

R$
100% of CDI + rate
(1.50% p.a. to 3.01% p.a.)

 

From
04/2008
to 06/2013

 

US$

68,932

 

(135,023

)

(141,750

)

 

 

 

 

 

 

 

 

 

 

 

 

 

R$
106% of CDI rate

 

R$or US$
48% of CDI or FX variation,
whichever is greater

 

04/2008

 

US$

(43,044

)

28

 

28

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(169,964

)

(183,739

)

 

51



 

Additionally, the jointly controlled subsidiary Light uses swap transactions to reduce risks arising from FX variations. The non-realized net value of these transactions on March 31, 2008, is R$ 2,846 negative (R$ 2,532 on December 31, 2007).

 

31) – PERIODIC TARIFF REVIEW OF CEMIG DISTRIBUIÇÃO

 

On April 7, 2008 ANEEL published the result of its second Tariff Review of Cemig Distribuição. The impact perceived by consumers will be an average reduction of 12.24% in their electricity bills as from April 8, 2008. The tariff adjustments are at different levels for different categories of consumer. As an example, residential consumers had an increase of 17.11% on their energy bills, while high-voltage consumers had an increase of 8.02%.

 

The result of the Review takes place in the context of the regulatory framework, which requires that gains in productivity, resulting from the reduction of costs obtained in the years of the tariff cycle referred to, must be passed through to the tariff charged to consumers.

 

The Tariff for Use of the Distribution System (the TUSD), charged to Free Consumers for use of the network of Cemig Distribuição, was increased by 2.01%, the main component of which was an increase of 3.25% for consumers connected at 138kV.

 

A point that should be noted is that during the second cycle of Cemig’s tariff review, that is to say, starting on April 8, 2008, the “Special Obligations” will begin to be amortized, posted as credits in the income statement for the period, using the average depreciation rate of the assets that gave rise to them. The company estimates that the value to be posted as credit in the 2008 income statement relating to this depreciation will be approximately R$ 88,019.

 

32) – SUBSEQUENT EVENT

 

Increase in registered capital

 

The General Meeting of Stockholders held on April 25, 2008 approved an increase in Cemig’s registered capital from R$ 2,432,307 to R$ 2,481,508, upon capitalization of R$ 49,201 from the balance on the Capital RESERVE – Donations and subsidies for investment, distributing to stockholders, as a consequence, a bonus of 2.02% in new shares, of the same type as those held, and with nominal value of R$ 5.00.

 

This increase in the registered capital complies with Clause 5 of the agreement for assignment of the credit of the remaining balance on the CRC (Results Compensation) Account, which requires that a capital increase should be made in an amount corresponding to the total of the principal amortized under the CRC Contract, by the government of Minas Gerais State.

 

Acquisition of capital interest through TBE

 

On April 16, 2008 CEMIG through its subsidiary Empresa Amazonense de Transmissão de Energia S.A. – “EATE” required 80.00% of the interest of Companhia Transmissora de Energia Elétrica – “LUMITRANS” for R$ 28,069 and 80.00% of the interest of Sistema de Transmissão Catarinense S.A. - STC for R$ 49,086. The conclusion of this transaction is still depending on authorization by ANEEL, BNDES and of Conselho Administrativo de Defesa Econômica - CADE.

 

52



 

33) – STATEMENT OF CASH FLOWS

 

This statement is in accordance with the criteria for disclosure established by the US accounting statement FAS 95 - Statement of Cash Flows, considering that the company is registered with the SEC (Securities and Exchange Commission) of the US and also prepares financial statements in accordance with accounting principles generally accepted in the US (US GAAP).

 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

FROM OPERATIONS

 

 

 

 

 

 

 

 

 

Net profit for the year

 

490,280

 

406,632

 

490,280

 

406,632

 

Expenses (revenues) not affecting cash

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

201,481

 

178,726

 

74

 

175

 

Net write-offs of fixed assets

 

4,925

 

3,408

 

8

 

 

Equity income from subsidiaries

 

 

 

(539,864

)

(423,532

)

Interest and monetary variations – long-term

 

17,034

 

(61,116

)

(15,602

)

(12,764

)

Provision (reversal) of losses on recovery of extraordinary tariff recomposition amounts

 

15,987

 

16,981

 

4,357

 

6,802

 

Regulatory assets – PIS, Pasep and Cofins taxes

 

 

(6,418

)

 

 

Provisions (reversals) for operational losses

 

118,844

 

105,294

 

64,802

 

32,530

 

Post-employment obligations

 

61,668

 

30,563

 

2,796

 

1,286

 

Provisions for losses on accounts receivable from the Minas Gerais state government

 

(55,033

)

 

(14,479

)

 

Deferred federal taxes

 

21,318

 

(77,228

)

 

(11,699

)

Provision for losses on financial instruments

 

876,392

 

 

(7,628

)

 

Minorities

 

490,280

 

 

490,280

 

 

Others

 

 

12,419

 

 

8,044

 

 

 

876,504

 

609,261

 

74

 

7,474

 

(Increase) reduction of assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumers and traders

 

(93,981

)

3,754

 

 

 

Traders – transactions on the CCEE/MAE

 

13,521

 

36,402

 

 

 

Extraordinary tariff recomposition

 

95,251

 

54,490

 

 

 

Taxes subject to offsetting

 

(104,858

)

(228,901

)

5,603

 

(26,586

)

Deferred tariff adjustment

 

100,416

 

130,102

 

 

 

Other current assets

 

(26,843

)

42,432

 

186

 

1,353

 

Anticipated expenses – CVA

 

(101,941

)

(201,058

)

 

 

Tax credits

 

(25,245

)

(4,744

)

(15,570

)

(14,012

)

Transport of energy

 

(49,331

)

(47,398

)

 

 

Dividends received from subsidiaries

 

 

 

70,805

 

58,153

 

Accounts receivable from Minas Gerais state government

 

63,151

 

59,330

 

 

 

Other long term assets

 

(7,255

)

(33,069

)

1,270

 

(2,562

)

 

 

(137,115

 

(188,660

)

62,294

 

16,346

 

Increase (reduction) of liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Suppliers

 

(187,969

)

(148,373

)

(2,668

)

(652

)

Taxes and social contributions

 

191,108

 

207,638

 

4,470

 

12,084

 

Salaries and social contributions

 

(25,130

)

(903

)

1,283

 

(2,127

)

Regulatory charges

 

15,386

 

(48,044

)

 

 

Loans and financings

 

128,501

 

97,502

 

2,391

 

2,788

 

Post-employment obligations

 

(62,162

)

(62,125

)

(2,834

)

(2,838

)

Anticipated expenses – CVA

 

(7,447

)

272,611

 

 

 

Losses on financial instruments

 

3,516

 

32,510

 

 

 

Others

 

(158,480

)

(43,244

)

(87,764

)

(2,331

)

 

 

(102,677

)

307,572

 

(85,122

)

6,924

 

 

 

 

 

 

 

 

 

 

 

CASH GENERATED BY OPERATIONS

 

636,712

 

728,173

 

(30,456

)

34,377

 

 

53



 

 

 

Consolidated

 

Holding company

 

 

 

03/31/2008

 

03/31/2007

 

03/31/2008

 

03/31/2007

 

FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

Financings obtained

 

21,213

 

315,124

 

 

 

Receipt of units in the FIDC

 

 

 

899

 

 

Payment of loans and financings

 

(114,957

)

(511,570

)

 

(30,246

)

Short-term loans

 

 

200,000

 

 

 

Interest on Equity, and dividends

 

 

543

 

 

525

 

 

 

(93,744

)

4,097

 

899

 

(29,721

)

TOTAL INFLOW OF FUNDS

 

542,968

 

732,270

 

(29,557

)

4,656

 

 

 

 

 

 

 

 

 

 

 

CAPITAL EXPENDITURE

 

 

 

 

 

 

 

 

 

On investments

 

(12,385

)

(37,618

)

70,684

 

(2,868

)

On fixed assets

 

(106,941

)

(252,435

)

(158

)

(3

)

Special obligations – consumer contributions

 

(27,449

)

71,332

 

 

 

In deferred

 

(3,637

)

(5,530

)

 

 

 

 

(150,412

)

(224,251

)

70,526

 

(2,871

)

 

 

 

 

 

 

 

 

 

 

NET CHANGE IN CASH POSITION

 

392,556

 

508,019

 

40,969

 

1,785

 

 

 

 

 

 

 

 

 

 

 

STATEMENT OF CHANGE IN CASH POSITION

 

 

 

 

 

 

 

 

 

Beginning of period

 

2,066,219

 

1,375,501

 

21,953

 

23,389

 

End of period

 

2,458,775

 

1,883,520

 

62,922

 

25,174

 

 

 

392,556

 

508,019

 

40,969

 

1,785

 

 

54



 

34) – INCOME STATEMENTS SEPARATED BY COMPANY

(Not reviewed by independent auditors)

 

 

 

 

 

 

 

 

 

 

 

ETEP,ENTE,

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ERTE,EATE,

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

HOLDING

 

CEMIG - GT

 

CEMIG - D

 

RME Light

 

ECTE

 

GASMIG

 

INFOVIAS

 

SÁ CARVALHO

 

ROSAL

 

OUTRAS

 

ELIMINAÇÕES

 

TOTAL

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

10,378,681

 

7,958,279

 

10,311,887

 

2,166,770

 

266,383

 

395,429

 

282,935

 

143,924

 

122,476

 

512,673

 

(7,805,992

)

24,733,445

 

Cash and cash equivalents

 

62,922

 

976,326

 

928,196

 

99,051

 

29,123

 

113,517

 

34,701

 

52,088

 

42,191

 

120,660

 

 

2,458,775

 

Accounts receivable

 

2,106,115

 

375,926

 

1,836,738

 

407,215

 

8,627

 

160,911

 

7,502

 

5,629

 

2,720

 

29,385

 

(500,131

)

4,440,637

 

Regulatory assets

 

 

25,427

 

2,319,667

 

96,855

 

 

 

 

 

 

 

 

2,441,949

 

Other assets

 

679,174

 

674,743

 

1,241,105

 

543,186

 

3,792

 

26,974

 

47,849

 

14,503

 

3,723

 

31,432

 

(47,912

)

3,218,569

 

Investments/PP&E/Deferred

 

7,530,470

 

5,905,857

 

3,986,181

 

1,020,463

 

224,841

 

94,027

 

192,883

 

71,704

 

73,842

 

331,196

 

(7,257,949

)

12,173,515

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

10,378,681

 

7,958,279

 

10,311,887

 

2,166,770

 

266,383

 

395,429

 

282,935

 

143,924

 

122,476

 

512,673

 

(7,805,992

)

24,733,445

 

Suppliers

 

9,113

 

99,725

 

841,862

 

116,819

 

649

 

34,197

 

2,999

 

5,021

 

4,200

 

13,036

 

(26,193

)

1,101,428

 

Loans, financings and debentures

 

81,713

 

3,173,418

 

2,810,987

 

485,884

 

141,526

 

 

6,110

 

 

 

76,373

 

955,977

 

7,731,988

 

Dividends and Interest on Equity

 

881,457

 

535,398

 

646,667

 

 

14,635

 

11,434

 

7,866

 

20,970

 

17,411

 

68,497

 

(1,322,878

)

881,457

 

Post-employment obligations

 

55,500

 

275,256

 

884,693

 

254,951

 

 

 

 

 

 

 

 

1,470,400

 

Other liabilities

 

470,441

 

680,491

 

2,416,477

 

612,794

 

7,472

 

147,825

 

6,351

 

17,359

 

7,271

 

40,116

 

(154,949

)

4,251,648

 

Future earnings

 

 

 

 

85,097

 

 

 

 

 

 

 

 

85,097

 

Minority interests

 

 

 

 

330,970

 

 

 

 

 

 

 

 

330,970

 

Stockholders’ equity

 

8,880,457

 

3,193,991

 

2,711,201

 

280,255

 

102,101

 

201,973

 

259,609

 

100,574

 

93,594

 

314,651

 

(7,257,949

)

8,880,457

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INCOME STATEMENT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operational revenue

 

97

 

682,773

 

1,647,782

 

330,097

 

17,700

 

71,719

 

19,246

 

10,691

 

6,612

 

38,408

 

(70,466

)

2,754,659

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATIONAL COSTS AND EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

(3,880

)

(64,219

)

(194,660

)

(15,492

)

(540

)

(3,010

)

(1,527

)

(200

)

(236

)

(599

)

 

(284,363

)

Post-employment obligations

 

(2,796

)

(12,004

)

(37,169

)

(9,699

)

 

 

 

 

 

 

 

(61,668

)

Materials

 

(34

)

(2,863

)

(22,024

)

(978

)

(24

)

(292

)

(96

)

(50

)

(58

)

(67

)

 

(26,486

)

Raw materials

 

 

(21,785

)

 

 

 

 

 

 

 

 

 

(21,785

)

Outsourced services

 

(1,352

)

(16,945

)

(99,953

)

(15,585

)

(1,051

)

(888

)

(3,732

)

(573

)

(499

)

(4,174

)

 

(144,752

)

Royalties for use of water resources

 

 

(31,201

)

(1,048

)

 

 

 

 

(485

)

(247

)

(805

)

 

(33,786

)

Electricity bought for resale

 

 

 

(577,738

)

(174,670

)

 

 

 

 

(999

)

(5,145

)

33,186

 

(725,366

)

Charges for use of the grid

 

 

(64,437

)

(119,994

)

(21,626

)

 

 

 

 

(824

)

(2,723

)

37,280

 

(172,324

)

Depreciation and amortization

 

(74

)

(56,345

)

(110,515

)

(20,594

)

(1,874

)

(1,013

)

(6,644

)

(627

)

(543

)

(3,252

)

 

(201,481

)

Operational provisions

 

(40,822

)

932

 

(36,652

)

(19,035

)

 

 

 

 

 

(776

)

 

(96,353

)

Gas bought for resale

 

 

 

 

 

 

(53,420

)

 

 

 

 

 

(53,420

)

Other expenses, net

 

228

 

(8,773

)

(29,261

)

(5,544

)

(229

)

(1,074

)

(1,399

)

(113

)

(94

)

(547

)

 

(46,806

)

 

 

(48,730

)

(277,640

)

(1,229,014

)

(283,223

)

(3,718

)

(59,697

)

(13,398

)

(2,048

)

(3,500

)

(18,088

)

70,466

 

(1,868,590

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operational profit before equity income and Financial revenue (expenses)

 

(48,633

)

405,133

 

418,768

 

46,874

 

13,982

 

12,022

 

5,848

 

8,643

 

3,112

 

20,320

 

 

886,069

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial revenue (expenses)

 

(4,596

)

(79,686

)

10,541

 

(11,278

)

(3,355

)

4,360

 

1,083

 

1,307

 

956

 

1,556

 

 

(79,112

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operational profit (loss)

 

(53,229

)

325,447

 

429,309

 

35,596

 

10,627

 

16,382

 

6,931

 

9,950

 

4,068

 

21,876

 

 

806,957

 

Non-operational profit (loss)

 

(1,514

)

(7,847

)

(1,464

)

4,469

 

 

 

254

 

 

 

 

 

(6,102

)

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

 

(54,743

)

317,600

 

427,845

 

40,065

 

10,627

 

16,382

 

7,185

 

9,950

 

4,068

 

21,876

 

 

800,855

 

Deferred income tax and Social Contribution

 

5,930

 

(106,953

)

(141,031

)

(12,945

)

(3,467

)

(5,211

)

(2,566

)

(3,364

)

(701

)

(5,789

)

 

(276,097

)

Minority interests

 

 

 

 

(12,420

)

 

 

 

 

 

 

 

(12,420

)

Employee profit shares

 

(771

)

(4,919

)

(16,155

)

 

 

 

 

(37

)

(34

)

(142

)

 

(22,058

)

Net profit for the year

 

(49,584

)

205,728

 

270,659

 

14,700

 

7,160

 

11,171

 

4,619

 

6,549

 

3,333

 

15,945

 

 

490,280

 

 

 

55



 

ECONOMIC AND FINANCIAL PERFORMANCE

In R$ ’000, unless otherwise stated.

Profit in the period

 

Cemig reported in the first quarter of 2008, a consolidated net profit of R$ 490,280 compared to consolidated net profit of R$ 406,632 million in the first quarter of 2007, an increase of 20.57%. This primarily reflects net operational revenue 19.67% higher, partly offset by operational costs and expenses 16.09% higher.

 

Information on Ebitda (method of calculation not reviewed by our external auditors)

 

Cemig’s Ebitda in the first quarter of 2008 was R$ 1,087,550, vs. R$ 888,746 in the first quarter of 2007, or 22.37% higher year-on-year. Adjusted for non-recurring items, Ebitda was 17.73% higher.

 

As part of the tariff review of Cemig Distribuição, ANEEL included in the tariff to be applied as from April 8, 2008 certain financial items relating to previous business years which resulted in the recognition of regulatory assets and liabilities which will be received and/or discounted in the tariff to be received from consumers in the period April 8, 2008 to April 7, 2009. The impact on Ebitda of this non-recurring recognition of the financial items was R$ 58,134, as shown in this table:

 

Ebitda - R$ million

 

03/31/2008

 

03/31/2007

 

Change, %

 

 

 

 

 

 

 

 

 

Net profit

 

490,280

 

406,632

 

20.57

 

Provision for current and deferred income tax and Social Contribution

 

276,097

 

204,486

 

35.02

 

Employees’ and managers’ shares in results

 

22,058

 

21,046

 

4.81

 

 

 

 

 

 

 

 

 

Non-operational profit (loss)

 

6,102

 

6,196

 

(1.52

)

Financial revenue (expenses)

 

79,112

 

66,906

 

18.24

 

Amortization and depreciation

 

201,481

 

178,726

 

12.73

 

Minority interests

 

12,420

 

4,754

 

161.25

 

 

 

 

 

 

 

 

 

Ebitda

 

1,087,550

 

888,746

 

22.37

 

Non-recurring items:

 

 

 

 

 

 

 

Tariff review – Net revenue

 

(62,464

)

 

 

Tariff review – Operational expense

 

4,330

 

 

 

Adjustment to RGR charge – Homologation by ANEEL

 

 

14,899

 

 

Energy CVA

 

 

(29,245

)

 

ADJUSTED EBITDA

 

1,029,416

 

874,400

 

17.73

 

 

56



 

 

The higher Ebitda in the first quarter of 2008 than in the first quarter of 2007 was mainly due to net operational revenue 19.67% higher, partially offset by operational costs and expenses (excluding the effect of depreciation and amortization expenses) 16.51% higher.

 

The improved operational performance in 2008 was reflected in Ebitda margin, which rose from 38.04% in the first quarter of 2007 to 39.21% in the first quarter of 2008.

 

Gross revenue from supply of electricity

 

Gross revenue from supply of electricity in the first quarter of 2008, at R$ 3,575,243, was 17.81% more than the revenue of R$ 3,034,879 in the first quarter of 2007.

 

This increase was basically due to the following factors:

 

Tariff adjustment in Cemig Distribuição, with average impact on consumer tariffs of 5.16%, from April 8, 2007 (full effect in 2008).

 

 

5.73% increase in volume of energy invoiced to final consumers (this excludes Cemig’s own internal consumption).

 

 

Increase in the average tariff for sale of electricity by Cemig Geração e Transmissão as a result of the scarcity of supply of electricity in the first quarter of 2008.

 

 

Recognition of non-recurring revenue relating to financial items of previous years which were included in the tariff, resulting in the constitution of regulatory assets in the gross amount of R$ 67,194.

 

Electricity sold to final consumers (MWh)
(Data not audited by independent auditors)

 

 

 

MWh

 

Consumption by consumer
category

 

03/31/08

 

03/31/07

 

Change,
%

 

 

 

 

 

 

 

 

 

Residential

 

2,236,580

 

2,208,695

 

1.26

 

Industrial

 

6,101,503

 

5,690,629

 

7.22

 

Commercial, services and others

 

1,477,530

 

1,394,191

 

5.98

 

Rural

 

456,423

 

388,443

 

17.50

 

Public authorities

 

236,587

 

227,787

 

3.86

 

Public illumination

 

301,901

 

309,756

 

(2.54

)

Public service

 

330,386

 

317,638

 

4.01

 

Total

 

11,140,910

 

10,537,139

 

5.73

 

 

57



 

Revenue from wholesale electricity sales

 

Revenues from energy sold to other concession holders and ‘bilateral contracts’ totaled R$ 294,355 in the first quarter of 2008, compared to R$ 218,251 in the first quarter of 2007 – an increase of 34.87%. This was basically due to the increase in the price of electricity, since the volume traded was 26.37% lower (2,722,220 MWh in the first quarter of 2008, compared to 3,697,304 MWh in the first quarter of 2007). As a result of the reduced availability of electricity in the first quarter of 2008, which was a result of the lower rainfall, the price of electricity in the wholesale market increased significantly, to as much as R$ 569.59/MWh in January 2008. The average wholesale tariff was R$ 59.03/MWh in first quarter 2007, but R$ 109.02/MWh in the first quarter of 2008 – 84.69% higher.

 

Revenue from use of the network – Free Consumers

 

Revenue from use of the network was 1.18%, or R$ 5,601, lower, at R$ 481,592 in the first quarter of 2008, compared to R$ 475,991 in the first quarter of 2007). This reduction basically reflects the lower revenue from the Tariff for Use of the Distribution System (TUSD) of Cemig Distribuição and Light, of R $309,353, 2.05% lower than in the first quarter of 2007 (R$ 315.829). This revenue comes from the fees charged to Free Consumers on energy sold by other agents in the electricity sector.

 

This balance also includes revenue from use of the basic grid in the amount of R$ 155,616 in March 2008 compare to R$ 136,367 in March 2007, a grow of 14.12% and revenue from the interconnection system in the amount of R$16,623 in March 2008 compare to R$23,795 in March 2007, a reduction of 30.14%. See Explanatory Note 24 to the Consolidated Quarterly Information.

 

Non-controllable costs

 

The differences between the sums of non-controllable costs (also referred to as “CVA”) used as a reference in the calculation of the tariff adjustment and the disbursements actually made are offset in the subsequent tariff adjustments, and are registered in Current assets and Long term assets. Complying with the ANEEL Chart of Accounts, some items are allocated as Deductions from operational revenue. Please refer to further information in Explanatory Note 2 and Note 8 to the Consolidated Quarterly Information.

 

As from March 2008 the company began to receive, in the tariff, the amounts posted in assets under “Portion A”. Hence the portion of the non-controllable costs which were actually received in the tariff is transferred to Operational expenses

 

Deductions from operational revenues

 

Deductions from operational revenues, at R$ 1,448,478 in the first quarter of 2008, were 7.39% higher than in the first quarter of 2007 (R$ 1,348,839). The principal changes in these expenses are as follows:

 

Fuel Consumption Account – CCC

 

The deduction from revenue for the CCC was R$ 77,225 in the first quarter of 2008, compared to R$ 147,174 in the first quarter of 2007, an increase of 47.53%. This relates to the operational costs of thermal plants in the Brazilian interconnected and isolated systems, split pro-rata (by ANEEL Resolution) among electricity concession holders. This is a non-controllable cost. The amount posted for electricity distribution services corresponds to the amount actually passed through to the tariff. For the amount posted in relation to electricity transmission services the company merely passes through the charge, since the CCC is charged to Free Consumers on the invoice for the use of the basic grid, and passed onto Eletrobrás.

 

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Energy Development Account – CDE

 

The deduction from revenue for the CDE was R$ 97,387 in the first quarter of 2008, 2.46% higher than in the first quarter of 2007 (R$ 95,049). The payments are specified by an ANEEL Resolution. This is a non-controllable cost. The amount posted for electricity distribution services corresponds to the amount actually passed through to the tariff. For the amount posted in relation to electricity transmission services the company merely passes through the charge since the CCC is charged to free consumer on the invoice for the use of the grid and passed onto Eletrobrás.

 

RGR – Global Reversion Reserve

 

The deduction from revenue for the RGR was R$ 42,855 in the first quarter of 2008, 9.93% lower than in the first quarter of 2007 (R$ 47,580). This basically reflects the accounting, in March 2007, of a complement to the expense for 2005, in the amount of R$ 14,899, as homologated by ANEEL.

 

The other deductions from revenue are for taxes calculated as a percentage of billing, and their variations thus substantially arise from the changes in revenue.

 

Operational costs and expenses (excluding financial revenue/expenses)

 

Operational costs and expenses (excluding net financial revenue (expenses)) totaled R$ 1,868,590 in the first quarter of 2008, 17.39% more than in the first quarter of 2007 (R$ 1,591,766). This is basically because purchase of electricity contributed an increase of R$ 125,078 to the expense. For more information, please see Explanatory Note 27 to the Consolidated Quarterly Information.

 

The principal changes in expenses are:

 

Electricity purchased for resale

 

Expenses on electricity purchased for resale totaled R$ 725,366 in the first quarter of 2008, 20.84% higher than in the first quarter of 2007 (R$ 600,288). This is a non-controllable cost, with the expense recognized in the income statement corresponding to the value effectively passed through to the tariff. Further information is given in Explanatory Note 27 to the Consolidated Quarterly Information.

 

Personnel expenses

 

Personnel expenses totaled R$ 284,363 in the first quarter of 2008, 18.77% higher than in the first quarter of 2007 (R$ 239,421). This increase was basically due to the following factors:

 

 

Salary adjustment of 5.00% given to the employees of the holding company, of Cemig Distribuição and of Cemig Geração e Transmissão in November 2007.

 

 

 

 

Provision for the new Voluntary Dismissal Program (PDD), in the amount of R$ 6,112, in the first quarter of 2008.

 

 

 

 

Lower transfer of costs from personnel expenses to works in progress (R$ 19,194 in the first quarter of 2008, vs. R$ 34,762 in the first quarter of 2007) due to less capital expenditure activity.

 

Further information on the composition of personnel expenses is given in Explanatory Note 27 to the Consolidated Quarterly Information.

 

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Depreciation and amortization

 

The expense on depreciation and amortization was 12.73% higher, at R$ 201,481, in the first quarter of 2008, than in the first quarter of 2007 (R$ 178,726), basically reflecting the start up of new distribution networks and lines as a consequence of the investments in the Light For Everyone program.

 

Post-employment obligations

 

Expenses on post-employment obligations totaled R$ 61,668 in the first quarter of 2008, 101.77% higher than in the first quarter of 2007 (R$ 30,563). These expenses basically represent interest on the actuarial liabilities of the Company, net of the expected return on pension plan assets, as estimated by an external actuary. The higher expense in 2008 basically reflects the adjustment in the actuarial assumptions in December, 2007, in which the assumed interest rate was reduced, increasing the value of the actuarial obligations.

 

Operational provisions

 

Operational provisions in the first quarter of 2008 totaled R$ 96,353, a reduction of 8.49% in relation to their total of R$ 105,294 in the first quarter of 2007. This lower figure basically reflects the provision of R$ 30,000 for administrative proceedings by ANEEL, made in March 2007. For more information on this, please see Explanatory Notes 21 and 27 to the Quarterly Information.

 

Charges for Use of the Basic Transmission Grid

 

Charges for use of the transmission network were R$ 172,324 in the first quarter of 2008, 17.18% less than in the first quarter of 2007 (R$ 147,055).

 

These charges are payable by distribution and generation agents for use of the facilities and components of the basic grid, and are set by ANEEL resolution. This is a non-controllable cost, with the deduction from revenue recorded corresponding to the value effectively passed through to the tariff.

 

Gas purchased for resale

 

The cost of gas purchased for resale was R$ 53,420 in the first quarter of 2008, 77.92% higher than in the first quarter of 2007 (R$ 30,024). This basically is due to a higher quantity of gas purchased, due to more operation by the thermal plants that are clients of Gasmig, in the first quarter of 2008.

 

Outsourced services

 

Expenses on outsourced services in the first quarter of 2008 were R$ 144,752, 19.90% higher than in the first quarter of 2007 (R$ 120,732). This primarily reflects increased spending on maintenance and conservation of electricity facilities, contracted labor and communication.

 

Financial revenues (expenses)

 

The company posted net financial expenses of R$ 79,112 for 2008, which compares with net financial expenses of R$ 66,906 in first quarter 2007. The main factors affecting net financial revenues (expenses) were:

 

 

Revenue from cash investments was 27.56% higher in 2008, due to a higher average balance of cash invested. This revenue was R$ 53,863 in the first quarter of 2008, vs. R$ 42,226 in 2007.

 

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The revenue from arrears penalty payments on client electricity bills was R$ 26,281 higher, at R$ 50,708 in the first quarter of 2008, vs. R$ 24,427 in the first quarter of 2007. A principal component in this difference was reflected in revenue of Cemig Distribuição in the first quarter of 2008 of R$ 10,516, when certain large industrial consumers paid accounts relating to previous year – on which the value of the principal was considerably lower than the amount added as financial charges.

 

 

 

 

Revenue from monetary updating on the General Agreement for the Electricity Sector 27.50% lower. The revenue was R$ 45,206 in the first quarter of 2008, vs. R$ 62,353 in the first quarter of 2007 – reflecting the lower value of the regulatory assets in 2008, as part of the regulatory assets previously posted (RTE and Deferred Tariff Adjustment) were amortized.

 

 

 

 

Monetary updating and interest on the Deferred Tariff Adjustment was 24.79% lower, at R$ 25,897, in the first quarter of 2008, than in the first quarter of 2007 (R$ 34,433) – again due to reduction of the principal value of the asset as a result of parts of it being received in electricity accounts. For further details please see Explanatory Note 11 to the Consolidated Quarterly Information.

 

 

 

 

Servicing on loans and financings 12.66% lower, in the amount of R$ 28,236, mainly reflecting a lower CDI rate (the indexor for the contracts) in the first quarter of 2008 than in the first quarter of 2007.

 

 

 

 

Net loss of R$ 7,820 on currency variations in the first quarter of 2008, compared to net gain of R$ 29,475 in the first quarter of 2007, basically reflecting effects on foreign currency loans and financings. The FX loss in 2008 mainly reflects the variation in the Yen (which is indexor of some contracts of Cemig Geração e Transmissão): the Yen appreciated by 10.78% during the first quarter of 2008, but devalued by 3.10% during the first quarter of 2007. In contrast, the US Dollar devalued in both periods: by 1.25% in the first quarter of 2008, and by 4.10% in the first quarter of 2007 – providing some reduction in the FX loss.

 

 

 

 

Net loss on financial instruments in the first quarter of 2008, of R$ 5,001, compared to a net loss of R$ 34,961 in the same period of 2007. This mainly arises from the variation in the US Dollar mentioned in the previous paragraph, since the Company entered swap transactions, for part of its debt in foreign currency, in which the indexor on contracts was swapped from foreign currency to CDI.

 

For a breakdown of financial revenues and expenses, see Explanatory Note 28 to the Consolidated Quarterly Information.

 

Income tax and Social Contribution

 

In the first quarter of 2008, Cemig posted expenses on income tax and Social Contribution of R$ 276,097, representing 34.48% of the pre-tax profit of R$ 800,855. In the first quarter of 2007, the company posted expenses on income tax and Social Contribution of R$ 204,486, representing 32.11% of the pre-tax profit of R$ 636,918. These effective rates are compared with the nominal rates in Note 10 to the Consolidated Quarterly Information.

 

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OTHER INFORMATION THAT THE COMPANY BELIEVES TO BE MATERIAL

 

Information not reviewed by our external auditors.

 

Investor relations

 

In 2007, in its continuing effort to optimize corporate governance practices, Cemig sought further to increase the transparency and proximity of its relationship with the capital markets, stockholders, analysts and investors, using the following means:

 

 

Cemig’s internet site – in three languages: Portuguese, English and Spanish.

 

 

 

 

Meetings with investors in Brazil and worldwide, roadshows (visits with presentations to investors), and one-on-one meetings.

 

 

 

 

We participate in events, congresses, and seminars for investors.

 

 

 

 

We disclose market announcements widely on the internet.

 

 

 

 

Quarterly, we publish our “Letter to the Stockholder”, in which we present results and highlight the most important facts.

 

 

 

 

We hold conference calls and videoconferences.

 

 

 

 

We file market announcements, announcements to stockholders and Material Announcements with the regulatory bodies of the capital markets both in Brazil (the CVM) and outside Brazil (the SEC, of the US).

 

 

 

 

Quarterly and annual results are published by presentations transmitted via video webcasts and conference calls, with simultaneous translation into English, at which the Chairman of the Board of Directors, and the Executive Board, are present.

 

In 2007 Cemig was present, worldwide, at 84 seminars, conferences and investor meetings; 10 congresses; 11 roadshows; and video and telephone conference calls with capital market analysts and investors. In our national and international events, we held more than 490 one-on-one meetings. This work is recognized by the fact that 19 financial institutions, in Brazil and worldwide, provide coverage of Cemig.

 

We also highlight our 12th Annual Cemig Meeting with the Association of Capital Markets Analysts and Investment Professionals (Apimec) in the city of Tiradentes, in Minas Gerais, which included a technical visit to the Itutinga Hydroelectric Plant, in the municipalities of Itutinga and Nazareno, in Minas Gerais.

 

On June 12, 2007 the New York Stock Exchange held “Cemig Day”, for the launch of ADRs representing Cemig’s common (ON) shares. Cemig was the featured “personality” of the day: its flag was hoisted at the entrance to the Stock Exchange building; there was a lunch with investors and analysts, and a formal reception for the Company’s Executive Board, the Minas Gerais State Economic Development Secretary and Board Chairman Marcio Araujo de Lacerda; a press conference; and the traditional closing bell ceremony. Representatives of Cemig rang the closing bell.

 

Finally, we were also able to focus on financial education for individual investors, through participation in the Expo Money exhibition, in São Paulo and in Belo Horizonte, in Brazil, and The World Money Show, in Orlando, Florida, USA.

 

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Corporate governance

 

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

 

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

 

Cemig’s preferred (PN) and common (ON) shares (tickers CMIG3 and CMIG4 respectively) have been listed under Corporate Governance Level 1 on the São Paulo stock exchange since 2001. This represents a guarantee to our stockholders of optimum reporting of information, and also that stockholdings are relatively widely dispersed. Since Cemig has ADRs (American Depository Receipts) listed on the New York Stock Exchange, representing preferred shares (with ticker CIG) and common shares (ticker CIG.C), we are 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 (ticker: XCMIG) since 2002.

 

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

 

The targets of the Strategic Plan, and our dividend policy, are incorporated into our Bylaws, which formally require the company to:

 

 

keep consolidated indebtedness equal to or less than 2 times Ebitda;

 

 

 

 

limit consolidated (Net debt) / (Net debt + Stockholders’ equity) to 40%;

 

 

 

 

limit consolidated funds in Current assets to 5% of Ebitda;

 

 

 

 

limit consolidated funds destined to capital expenditure in each business year to 40% of Ebitda (this varies, exceptionally to 65% in 2006 and 55% in 2007);

 

 

 

 

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

 

 

 

 

limit the expenses of the subsidiary Cemig Distribuição S.A., and of any subsidiary which operates in electricity distribution, 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 2.5 times Ebitda;

 

 

 

 

consolidated ratio (Net debt) / (Net debt + Stockholders’ equity): maximum 50%;

 

 

 

 

consolidated funds in Current assets: maximum 10% of Ebitda;

 

 

 

The stockholders’ agreement signed in 1997 between the government of Minas Gerais and Southern Electric Brasil Ltda. has been suspended by the Courts. Appeals filed by SEB are before the federal courts.

 

Board of Directors

 

Meetings

 

Our Board of Directors met 25 times in 2007. Subjects of discussion include strategic planning, expansion projects, acquisition of new assets, and other investments.

 

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Membership, election and period of office

 

The present Board of Directors was elected on June 22, 2007, by the multiple vote mechanism, under Article 141 of Law 6404 of December 15, 1976, as amended. Of the 14 present sitting members of Cemig’s Board of Directors, 8 were elected by the stockholder State of Minas Gerais, five by Southern Electric Brasil Participações Ltda. (SEB) and one by the minority holders of preferred shares.

 

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 2009.

 

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 signed between Cemig and stockholders or their parent companies.

 

 

 

 

decision on any sale of goods, loans or financings, pledge of 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 Strategic Plan, and revisions of it, and of the Multi-year Strategic Implementation Plan and revisions of it, and the Annual Budget.

 

In 2006 Cemig formed committees, made up of members of the Board of Directors, to provide prior discussion and analysis on matters to be decided by the Board. They are:

 

1.

 

the Board of Directors’ Support Committee;

 

 

 

2.

 

the Governance Committee;

 

 

 

3.

 

the Human Resources Committee;

 

 

 

4.

 

the Strategy Committee;

 

 

 

5.

 

the Finance Committee; and,

 

 

 

6.

 

the Audit and Risks Committee.

 

Qualifications, 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 with very broad experience in business management. Their remuneration is 20% of the average paid to our Directors, and does not include any share purchase options.

 

A list with the names of the members of the Board of Directors is on our website at: http://v2.cemig.infoinvest.com.br/static/enu/diretoria.asp

 

Audit Committee

 

We are subject to the Sarbanes-Oxley law due to our shares being registered with the Securities and Exchange Commission (SEC), the capital markets regulator of the United States. We opted for the exemption allowed by the Exchange Act, Rule 6404 and regulated by SEC Release 10-3A, which accepts the activity of the Audit Board as carrying out the function of the Audit Committee specified by the Sarbanes-Oxley law.

 

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Executive Board

 

The Executive Board is made up of eight 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, and may also be dismissed at any time by the Board of Directors.

 

Members are allowed also to carry out non-remunerated roles in the management of wholly-owned subsidiaries and affiliates of Cemig, on decision by the Board of Directors of those companies. They are also, obligatorily, members, with the same positions, of the Boards of Directors of Cemig Geração and Transmissão S.A. and Cemig Distribuição S.A.

 

The periods of office of the present Chief Officers expire at the first meeting of the Board of Directors following the Ordinary General Meeting of Stockholders of 2009.

 

The members of the Executive Board, with information on their résumés, are listed on our website: http://v2.cemig.infoinvest.com.br/static/ptb/curriculos_adm.asp

 

The Directors have individual responsibilities established by the Board of Directors and the Bylaws. These include, for example:

 

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

 

·                  Decision on any disposal of goods, loans or financings, pledge of any of the company’s property, plant or equipment, guarantees to third parties, or other legal acts or transactions in amounts less than R$ 5 million;

 

The periods of office of the present Chief Officers expire at the first meeting of the Board of Directors following the Ordinary General Meeting of Stockholders of 2009.

 

The Executive Board meets weekly. It held 60 meetings in 2007.

 

A list of the members of the Executive Board, with information on their résumés, is on our website: http://v2.cemig.infoinvest.com.br/static/ptb/curriculos_adm.asp

 

The Audit Board

 

Meetings

 

Cemig’s Audit Board held 12 meetings in 2007.

 

Membership, election and period of office

 

We have a permanent Audit Board, established by the bylaws, 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 member elected by the holders of the preferred shares.

 

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

 

·                  three members appointed by the majority stockholder.

 

The members of the Audit Board are listed on our website -

http://v2.cemig.infoinvest.com.br/static/enu/diretoria.asp.

 

 

65



 

Principal responsibilities and attributions

 

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

 

Qualifications, 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 paid to the Directors.

 

The members of the Executive Board and their brief resumes are on our website: http://v2.cemig.infoinvest.com.br/static/ptb/curriculos_adm.asp

 

The Sarbanes-Oxley Law

 

Cemig obtained certification of its internal controls for mitigation of risks associated with the preparation and disclosure of the financial statements, in accordance with an opinion by the external auditors, Deloitte Touche Tohmatsu Auditores Independentes, issued in accordance with Section 404 of the Sarbanes-Oxley Law and the rules of the Public Company Accounting Oversight Board (PCAOB), which is a part of the annual 20-F report relating to the business year ending December 31, 2006, filed with the US Securities and Exchange Commission (SEC) on July 23, 2007.

 

A link was established between the potentially significant controls and accounting records in the financial statements for 2007; and the design of the key processes in controls for ensuring mitigation of the risks associated with the preparation and disclosure of the financial statements for the year ended December 31, 2007 was validated with our new external auditors, KPMG Auditores Independentes.

 

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, the Control and Management Committee.

 

Cemig’s corporate risk 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 improvement in the effectiveness of controls, commitment to implementation of the proposed mitigating action plans and, consequently, reduction of the impact and the probability of occurrence of innumerable risks.

 

The method that Cemig has chosen for measurement of risks 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.

 

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To ensure the safety and confidentiality of the information, and speed of the process of periodic revision of the corporate risk matrix, Cemig uses the Integrated Risk Management System (SGIR) application, which reflects this risk reporting method. Cemig also makes a site on the theme available to employees on its Intranet, making it possible to monitor the risks identified by managers on a continuous and dynamic basis.

 

Functional structure

 

The main factor for the choice of functional structure adopted is decentralized management by the risk managers, which points up its corporate and matricial nature, with monitoring centralized by the Corporate Management Department, which manages material information with a systemic vision and complies with the demands of the Corporate Risks Management Committee. This Committee analyzes and allocates priority to the actions ordered by the Board of Directors and the Executive Board.

 

Challenges

 

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

 

·                  Improvement of the method of calculation of financial exposure represented by risks, to enable managers’ assessment to be as objective as possible, and allow senior management more security in the decision-making process. The results expected are: improvement in the quality of information related to the matrix; guarantee of compliance with the guidelines arising from the Corporate Risk Management Policy.

 

·                  Creation of standard reports, aiming to meet the needs of the various levels of decision-making 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 Declaration of Ethical Principles and Code of Professional Conduct http://v2.cemig.infoinvest.com.br/?language=enu was an important step in improving our internal system of corporate governance, and increasing our transparency. The Declaration is divided into 11 principles that reflect the ethical conduct and values that are part of our culture.

 

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-compliance with the document.

 

In December 2006 we created the Information Channel, to be used only by Cemig employees, and through it the Ethics Committee was then able to receive anonymous reports, via an open channel on our intranet – the Anonymous Information Channel. This channel can be used to report irregular practices contrary to the Company’s interests, such as: financial fraud, including adulteration, falsification or suppression of financial, tax or accounting documents; misappropriation of goods or funds; receipt of undue advantages by managers and employees; irregular contracting; or other practices considered to be illegal.

 

The Ethics Committee

 

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

 

67



 

It can receive and investigate any reports of violations of the ethical principles or rules of conduct, provided they have the complete name and address of the person giving the information and are sent to Cemig, at Av. Barbacena 1200, SA/17°/B2, accompanied by indication of the means of proof (witnesses, documents or other sufficient and appropriate means). They can also be sent by email or telephone – the address and phone number are well known to all the company’s employees.

 

In December 2006 we put in place our Anonymous Information Channel, available on the corporate intranet, the purpose of which is to receive 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 Cemig’s culture. It is available on our Internet page: http://cemig.infoinvest.com.br.

 

POSITION OF STOCKHOLDERS WITH MORE THAN 5% OF THE VOTING STOCK On MARCH 31, 2008

 

 

 

COMMON

 

 

 

PREFERRED

 

 

 

TOTAL

 

 

 

STOCKHOLDER

 

SHARES

 

%

 

SHARES

 

%

 

SHARES

 

%

 

 

 

(thousands)

 

 

 

(thousands)

 

 

 

(thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

State of Minas Gerais

 

108,349

 

50.96

 

 

 

108,349

 

22.27

 

Other entities of the state

 

28

 

0.01

 

5,330

 

1.94

 

5,358

 

1.10

 

Total, controlling stockholder

 

108,377

 

50.97

 

5,330

 

1.94

 

113,707

 

23.37

 

Southern Electric Brasil Part. Ltda.

 

70,089

 

32.96

 

 

 

70,089

 

14.41

 

Capital Research and Management Company

 

 

 

13,990

 

5.11

 

13,990

 

2.91

 

 

SHAREHOLDERS OF SOUTHERN ELECTRIC BRASIL PARTICIPAÇÕES LTDA.  On March 31, 2008

 

Item

 

Name

 

Number of shares (Units)

 

%

 

1

 

Cayman Energy Traders

 

321,480,876

 

91.75

 

2

 

524 Participações S.A.

 

28,913,419

 

8.25

 

 

 

 

1 – Non-Brazilian company.

 

 

 

2 – Listed company; Opportunity Alfa FIA Fund holds 99.99% of its registered capital.

 

 

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

 

 

 

STOCK POSITION

 

 

 

31.03.2008

 

31.03.2007 (*)

 

NAME

 

ON

 

PN

 

ON

 

PN

 

 

 

 

 

 

 

 

 

 

 

CONTROLLING STOCKHOLDER

 

 

 

 

 

 

 

 

 

BOARD OF DIRECTORS

 

 

 

 

 

 

 

 

 

Márcio Araújo de Lacerda

 

1

 

 

 

 

Djalma Bastos de Morais

 

40

 

 

 

13,400

 

Francelino Pereira dos Santos

 

1

 

 

1

 

 

Antônio Adriano Silva

 

1

 

 

 

1

 

Nilo Barroso Neto

 

 

 

 

1

 

Wilson Nélio Brumer

 

1

 

 

 

1

 

Haroldo Guimarães Brasil

 

3

 

 

1,000

 

 

Carlos Augusto Leite Brandão

 

6

 

1,200

 

1,950

 

 

Andréa Paula Fernandes Pansa

 

6

 

 

1,950

 

 

Evandro Veiga Negrão de Lima

 

5,999

 

 

1,924,241

 

 

Wilton de Medeiros Daher

 

1

 

 

2

 

 

Aécio Ferreira da Cunha

 

1

 

 

 

1

 

José Augusto Pimentel Pessôa

 

6

 

 

1,950

 

 

Maria Estela Kubitschek Lopes

 

1

 

 

 

1

 

Alexandre Heringer Lisboa

 

1

 

 

 

1

 

Fernando Lage de Melo

 

 

 

 

1

 

Francisco de Assis Soares

 

1

 

 

 

 

 

 

Lauro Sérgio Vasconcelos David

 

1

 

 

1

 

 

Luiz Antônio Athayde Vasconcelos

 

1

 

 

 

290

 

Marco Antônio Rodrigues da Cunha

 

1

 

 

 

1

 

Guilherme Horta Gonçalves Junior

 

1

 

 

 

1

 

Antônio Renato do Nascimento

 

1

 

 

1

 

 

Eduardo Leite Hoffmann

 

 

 

1

 

 

Maria Amália Delfim de Melo Coutrim

 

1

 

 

 

1

 

Andréa Leandro Silva

 

6

 

 

1,950

 

 

Eduardo Castilho de Vasconcellos Costa

 

 

 

1

 

 

Eduardo Lery Vieira

 

1

 

 

 

1

 

Luiz Aníbal de Lima Fernandes

 

 

 

8

 

 

Nohad Toufc Harati

 

1

 

 

 

 

Luiz Henrique de Castro Carvalho

 

 

 

 

1

 

Fernando Henrique Schüffner Neto

 

 

303

 

 

101,217

 

Franklin Moreira Gonçalves

 

 

 

 

1

 

 

69



 

 

 

STOCK POSITION

 

 

 

03.31.2008

 

03.31.2007 (*)

 

NAME

 

ON

 

PN

 

ON

 

PN

 

 

 

 

 

 

 

 

 

 

 

EXECUTIVE BOARD

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Djalma Bastos de Morais

 

40

 

 

 

13,400

 

Celso Ferreira

 

 

 

 

 

José Carlos de Mattos

 

 

 

 

 

Flávio Decat de Moura

 

 

 

 

 

Luiz Fernando Rolla

 

3

 

 

2

 

 

Heleni de Mello Fonseca

 

 

 

 

 

Marco Antônio Rodrigues da Cunha

 

1

 

 

 

1

 

Elmar de Oliveira Santana

 

 

 

 

 

Fernando Henrique Schüffner Neto

 

 

303

 

 

101,217

 

José Maria de Macedo

 

 

338

 

 

112,962

 

Bernardo Afonso Salomão de Alvarenga

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AUDIT BOARD

 

 

 

 

 

 

 

 

 

Aristóteles Luiz Menezes Vasconcellos Drummond

 

 

 

 

 

Luiz Guaritá Neto

 

 

 

 

 

Luiz Otávio Nunes West

 

 

 

 

 

Celene Carvalho de Jesus

 

 

 

 

 

Thales de Souza Ramos Filho

 

 

 

 

 

Marcus Eolo de Lamounier Bicalho

 

 

 

 

 

Ronald Gastão Andrade Reis

 

 

 

 

 

Leonardo Guimarães Pinto

 

 

 

 

 

Ari Barcelos da Silva

 

 

 

 

 

Augusto Cezar Calazans Lopes

 

 

 

 

 

Carlos Volpe de Paiva

 

 

 

 

1,692

 

Aliomar Silva Lima

 

 

 

 

 

 

SHARES IN CIRCULATION*

(EXCLUDING THOSE OWNED BY THE GOVERNMENT OF THE BRAZILIAN STATE OF MINAS GERAIS)

 

 

 

COMMON

 

 

 

 

 

 

 

TOTAL

 

 

 

DATE

 

SHARES

 

%

 

PREFERRED SHARES

 

%

 

SHARES

 

%

 

03.31.2008

 

104,238,883

 

49.03

 

268,301,163

 

97.98

 

372,540,046

 

76.58

 

03.31.2007

 

34,746,377,467

 

49.03

 

89,433,805,932

 

97.98

 

124,180,183,399

 

76.58

 

 


(*) Changes in numbers of shares arise from corporate action and/or events during 2007.

 

70



 

AUDITORS’ REPORT ON SPECIAL REVIEW

 

Independent auditors’ review report

 

To

 

The Board of Directors

Companhia Energética de Minas Gerais - CEMIG
Belo Horizonte - MG

 

1.      We have reviewed the Quarterly Financial Information of Companhia Energética de Minas Gerais – CEMIG (the Company) and the consolidated Quarterly Financial Information of the Company and its subsidiaries for the quarter ended March 31, 2008, comprising the balance sheets, the statements of income, of cash flows, the management report and explanatory notes, which are the responsibility of its management.

 

2.      Our review was conducted in accordance with the specific rules set forth by the IBRACON – The Brazilian Institute of Independent Auditors, in conjunction with the Federal Accounting Council – CFC, and consisted mainly of the following: (a) inquiries and discussions with the persons responsible for the Accounting, Finance and Operational areas of the company and its subsidiaries as to the main criteria adopted in the preparation of the Quarterly Financial Information; and (b) reviewing information and subsequent events that have or may have relevant effects on the financial position and operations of the Company and its subsidiaries.

 

3.      Based on our review, we are not aware of any material modifications that should be made in accounting information included in the Quarterly Financial Information described above, for it to be in accordance with the rules issued by the Brazilian Securities Commission (CVM), applicable to the preparation of the Quarterly Financial Information, including the Instruction CVM Nº 469/08.

 

4.      As mentioned in note 2, on December 28, 2007 Law N° 11,638 was enacted, and effective from January 1, 2008. This Law modified, amended and introduced new rules to the existing Corporate Law (Law N° 6,404/76) and resulted in changes to certain accounting practices currently adopted in Brazil. Despite the fact that the new Law is already in force, the changes required depend on the issuance of further normatization by local regulators, in order for them to be fully adopted by the companies. Therefore, in this transition phase, through the Instruction CVM Nº 469/08, the Brazilian Securities Commission (CVM) has given the option to the non-application of the rules of Law N° 11,638/07 in the preparation of Quarterly Financial Information. As a consequence, the accounting information included in the Quarterly Financial Information – ITR for the quarter ended March 31, 2008, were prepared in accordance with the specific rules set forth by the CVM and does not contemplate all changes to the accounting practices introduced by Law N° 11,638/07.

 

71



 

5.      As described in Note 31 to the financial information, as a result of the second periodic tariff review of the subsidiary Cemig Distribuição S.A., anticipated in the concession contracts, Aneel published, as provisional, the tariff repositioning of Cemig Distribuição S.A. in -12.24% to be applied in the period as from April 8, 2008. Possible effects as a result of the ultimate review, if any, will be reflected in the financial position of the Company and the subsidiary in subsequent periods.

 

6.      As described in Notes 7 and 16 to the financial information, Companhia Energética de Minas Gerais – CEMIG and its subsidiaries have assets and liabilities recorded in relation to transactions for the sale and purchase of energy and other transactions on the Electricity Trading Chamber (CCEE) (previously called “MAE”). These amounts were recorded on the basis of calculations prepared and published by the CCEE for transactions carried out to March 31, 2008, and may be changed as a result of decisions in current Court Proceedings brought by companies in the sector, in relation to the interpretation of the rules of the wholesale energy market in effect at the moment in which referred transactions are realized.

 

7.      The financial statements of Companhia Energética de Minas Gerais – CEMIG and its subsidiaries for the quarter ended March 31, 2007, presented for comparative purpose, were examined by other independent auditors, which issued a report with unqualified opinion, dated May 8, 2007, including emphasis paragraph relating to the matter mentioned in paragraph 6, and related to the expiration of the electricity generation concessions for the Emborcação, Nova Ponte, Pandeiros, Rio das Pedras, Poço Fundo, São Bernardo, Xicão, Luiz Dias and Santa Luzia of Cemig Geração e Transmissão S.A.. On June 14, 2007, the Mining and Energy Ministry (MME) renewed these concessions for a period of 20 years beginning on the date of maturity of each concession contract. The signing of the renewed concession contracts is expected during the first half of 2008.

 

 

May 7, 2008

 

KPMG Auditores Independentes
CRC SP014428/O-6-F-MG

 

 

Marco Túlio Fernandes Ferreira

Accountant CRCMG058176/O-0

 

72



 

2.                                       Financial Statements of CEMIG Distribuição S.A., as of and for the Three Months Ended March 31, 2008

 

73



 

 

CONTENTS

 

BALANCE SHEETS

 

75

INCOME STATEMENT

 

77

 

 

 

EXPLANATORY NOTES TO THE FINANCIAL STATEMENTS

 

78

1) – OPERATIONAL CONTEXT

 

78

2) – PRESENTATION OF THE QUARTERLY INFORMATION

 

78

3) – CASH AND CASH EQUIVALENTS

 

80

4) – CONSUMERS AND RESELLERS

 

80

5) – REGULATORY ASSETS AND LIABILITIES

 

81

6) – THE EXTRAORDINARY TARIFF RECOMPOSITION, AND “PORTION A”

 

81

7) – ANTICIPATED EXPENSES AND REGULATORY LIABILITIES – CVA

 

84

8) – TAXES SUBJECT TO OFFSETTING

 

84

9) – TAX CREDITS

 

85

10) – DEFERRED TARIFF ADJUSTMENT

 

86

11) – REGULATORY ASSET – PIS/PASEP AND COFINS

 

86

12) – ASSETS AND INTANGIBLE ASSETS

 

87

13) – SUPPLIERS

 

88

14) – TAXES, CHARGES AND CONTRIBUTIONS

 

88

15) – LOANS, FINANCINGS AND DEBENTURES

 

89

16) – REGULATORY CHARGES

 

91

17) – POST-EMPLOYMENT OBLIGATIONS

 

91

18) – CONTINGENCIES FOR LEGAL PROCEEDINGS

 

93

19) – STOCKHOLDERS’ EQUITY

 

94

20) – GROSS REVENUE FROM RETAIL SUPPLY OF ELECTRICITY, AND REVENUE FOR USE OF THE NETWORK – CAPTIVE CONSUMERS

 

95

21) – REVENUE FROM USE OF THE NETWORK – FREE CONSUMERS

 

95

22) – OTHER OPERATIONAL REVENUES

 

96

23) – DEDUCTIONS FROM OPERATIONAL REVENUE

 

96

24) – OPERATIONAL COSTS AND EXPENSES

 

96

25) – NET FINANCIAL REVENUE (EXPENSES)

 

98

26) – RELATED PARTY TRANSACTIONS

 

99

27) – FINANCIAL INSTRUMENTS

 

100

28) – THE TARIFF REVIEW

 

100

29) – STATEMENT OF CASH FLOWS

 

101

 

 

 

ECONOMIC AND FINANCIAL PERFORMANCE

 

102

 

 

 

OTHER INFORMATION THAT THE COMPANY BELIEVES TO BE MATERIAL

 

108

 

 

 

AUDITORS’ REPORT ON SPECIAL REVIEW

 

110

 

74



 

BALANCE SHEETS

 

AT MARCH 31, 2008 AND DECEMBER 31, 2007

 

ASSETS

 

(R$ ’000)

 

 

 

31/03/2008

 

31/12/2007

 

CURRENT

 

 

 

 

 

Cash and cash equivalents (Note 3)

 

928,196

 

636,286

 

Consumers and resellers (Note 4)

 

1,349,422

 

1,361,636

 

Concession holders - power transportation

 

446,836

 

430,407

 

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

 

320,201

 

389,259

 

Taxes subject to offsetting (Note 8)

 

437,386

 

356,982

 

Anticipated expenses – CVA (Note 7)

 

139,791

 

508,222

 

Tax credits (Note 9)

 

126,276

 

126,570

 

Regulatory asset – PIS, Pasep and Cofins (Note 11)

 

61,224

 

55,247

 

Deferred tariff adjustment (Note 10)

 

432,616

 

463,491

 

Inventories

 

15,599

 

21,968

 

Others

 

283,840

 

196,274

 

TOTAL, CURRENT

 

4,541,387

 

4,546,342

 

 

 

 

 

 

 

NON-CURRENT

 

 

 

 

 

Long term assets

 

 

 

 

 

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

 

702,018

 

687,506

 

Anticipated expenses – CVA (Note 7)

 

651,616

 

177,211

 

Tax credits (Note 9)

 

178,644

 

186,713

 

Taxes subject to offsetting (Note 8)

 

49,947

 

43,526

 

Deposits linked to legal actions

 

119,802

 

119,079

 

Consumers and resellers (Note 4)

 

40,480

 

44,469

 

Deferred tariff adjustment (Note 10)

 

12,201

 

81,742

 

Regulatory asset – PIS, Pasep and Cofins (Note 11)

 

 

60,880

 

Receivable from related parties

 

4,098

 

5,733

 

Other credits

 

25,513

 

21,053

 

TOTAL, NON-CURRENT

 

1,784,319

 

1,427,912

 

 

 

 

 

 

 

Fixed assets

 

 

 

 

 

Investments

 

4,259

 

4,261

 

PP&E (Note12)

 

3,794,634

 

3,847,609

 

Intangible (Note 12)

 

187,186

 

179,109

 

Deferred

 

102

 

132

 

Total fixed assets

 

3,986,181

 

4,031,111

 

TOTAL NON-CURRENT

 

5,770,500

 

5,459,023

 

TOTAL ASSETS

 

10,311,887

 

10,005,365

 

 

The Explanatory Notes are an integral part of the financial statements.

 

75



 

BALANCE SHEETS

 

AT MARCH 31, 2008 AND DECEMBER 31, 2007

 

LIABILITIES

 

(R$ ’000)

 

 

 

31/03/2008

 

31/12/2007

 

CURRENT

 

 

 

 

 

Loans and financings (Note 15)

 

423,644

 

385,050

 

Debentures (Note 15)

 

33,009

 

17,672

 

Suppliers (Note 13)

 

514,173

 

568,392

 

Taxes, charges and contributions (Note 14)

 

774,519

 

652,937

 

Interest on equity and dividends

 

646,667

 

674,408

 

Salaries and mandatory charges on payroll

 

137,141

 

160,365

 

Regulatory charges (Note 16)

 

273,684

 

264,835

 

Profit shares

 

22,483

 

71,148

 

Post-employment obligations (Note 17)

 

57,816

 

64,238

 

Regulatory liabilities – CVA (Note 7)

 

246,172

 

529,961

 

Provision for losses on financial instruments (Note 27)

 

115,467

 

108,176

 

Others

 

180,209

 

209,323

 

TOTAL, CURRENT

 

3,424,984

 

3,706,505

 

 

 

 

 

 

 

NON-CURRENT

 

 

 

 

 

Long term liabilities

 

 

 

 

 

Loans and financings (Note 15)

 

1,661,337

 

1,670,425

 

Debentures (Note 15)

 

692,997

 

678,936

 

Contingency provisions (Note 18)

 

54,388

 

46,529

 

Suppliers (Note 13)

 

327,689

 

314,989

 

Post-employment obligations (Note 17)

 

826,877

 

824,686

 

Taxes, charges and contributions (Note 14)

 

112,939

 

110,820

 

Regulatory assets – CVA (Note 7)

 

472,826

 

190,564

 

Regulatory charges (Note 16)

 

17,829

 

12,474

 

Others

 

8,820

 

8,895

 

TOTAL, NON-CURRENT

 

4,175,702

 

3,858,318

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY (Note 19)

 

 

 

 

 

Registered capital

 

2,261,998

 

2,261,998

 

Profit reserves

 

178,544

 

178,544

 

Retained earnings

 

270,659

 

 

TOTAL STOCKHOLDERS’ EQUITY

 

2,711,201

 

2,440,542

 

TOTAL LIABILITIES

 

10,311,887

 

10,005,365

 

 

The Explanatory Notes are an integral part of the financial statements.

 

76



 

INCOME STATEMENT – 12 MONTHS

 

FOR THE QUARTERS ENDING MARCH 31, 2008 AND 2007

 

(R$ ’000, except net profit per thousand shares)

 

 

 

31/03/2008

 

31/03/2007

 

 

 

 

 

Reclassified

 

OPERATIONAL REVENUE

 

 

 

 

 

Gross revenue from retail supply of electricity (Note 20)

 

843,605

 

669,077

 

Revenue for use of the network – Captive Consumers (Note 20)

 

1,499,742

 

1,251,433

 

Revenue for use of the network – Free Consumers (Note 21)

 

315,032

 

313,102

 

Other operational revenues (Note 22)

 

17,555

 

14,378

 

 

 

2,675,934

 

2,247,990

 

DEDUCTIONS FROM OPERATIONAL REVENUE (Note 23)

 

(1,028,152

)

(950,810

)

NET OPERATIONAL REVENUE

 

1,647,782

 

1,297,180

 

COST OF ELECTRICITY SERVICE

 

 

 

 

 

Cost of electricity (Note 24)

 

 

 

 

 

Electricity purchased for resale

 

(577,738

)

(440,021

)

Charges for the use of the basic transmission grid

 

(119,994

)

(116,984

)

 

 

(697,732

)

(557,005

)

Cost of operation (Note 24)

 

 

 

 

 

Personnel and managers

 

(177,085

)

(154,057

)

Post-employment obligations

 

(33,813

)

(18,076

)

Materials

 

(21,715

)

(17,293

)

Outsourced services

 

(89,717

)

(69,388

)

Depreciation and amortization

 

(108,169

)

(94,725

)

Operational provisions

 

(8,272

)

(32,072

)

Others

 

(17,331

)

(19,145

)

 

 

(456,102

)

(404,756

)

 

 

 

 

 

 

TOTAL COST

 

(1,153,834

)

(961,761

)

 

 

 

 

 

 

GROSS PROFIT

 

493,948

 

335,419

 

 

 

 

 

 

 

OPERATIONAL EXPENSE (Note 24)

 

 

 

 

 

Selling expenses

 

(34,679

)

(25,159

)

General and administrative expenses

 

(34,216

)

(13,988

)

Other operational expenses

 

(6,285

)

(6,526

)

 

 

(75,180

)

(45,673

)

OPERATIONAL PROFIT (BEFORE FINANCIAL REVENUE/EXPENSES)

 

418,768

 

289,746

 

Net financial revenues (Note 25)

 

10,541

 

10,715

 

 

 

 

 

 

 

OPERATIONAL PROFIT

 

429,309

 

300,461

 

NON-OPERATIONAL PROFIT (LOSS)

 

(1,464

)

(9,350

)

NET PROFIT BEFORE TAX AND PROFIT SHARES UNDER THE BYLAWS

 

427,845

 

291,111

 

Income tax and Social Contribution (Note 9b)

 

(174,518

)

(148,227

)

Deferred income tax and Social Contribution (Note 9b)

 

33,487

 

53,356

 

Employees’ and Managers’ Shares in profit / results

 

(16,155

)

(15,842

)

Net profit for the year

 

270,659

 

180,398

 

Net profit per thousand shares – R$

 

119.65

 

79.75

 

 

The Explanatory Notes are an integral part of the financial statements.

 

77



 

 

EXPLANATORY NOTES TO THE QUARTERLY INFORMATION (ITR)

 

FOR THE QUARTERS ENDING MARCH 31, 2008 AND 2007
In R$ $ ‘000, except where otherwise stated.

 

1) – OPERATIONAL CONTEXT

 

Cemig Distribuição S.A. (“the company” or “Cemig Distribuição”) is a Brazilian corporation registered with the Brazilian Securities Commission (CVM) for listing, and a wholly-owned subsidiary of Companhia Energètica de Minas Gerais – Cemig (“Cemig”). It was created on September 8, 2004 and started operating on January 1, 2005, following the segregation of Cemig’s business activities.

 

Cemig Distribuição has a concession area of 567,478km2, approximately 97% of Minas Gerais state, serving 6,476,950 consumers as of March 31, 2008. (Information not reviewed by our external auditors).

 

The Company was registered for listing by the CVM on September 25, 2006, but it should be emphasized that its shares are not traded on stock exchanges.

 

2) PRESENTATION OF THE QUARTERLY INFORMATION

 

The quarterly financial statements were prepared according to accounting principles adopted in Brazil, namely: the Brazilian Corporate Law; rules of the Brazilian Securities Commission (CVM – Comissão de Valores Mobiliãrios); and rules of the specific legislation applicable to holders of electricity concessions, issued by the National Electricity Agency, Aneel.

 

The quarterly financial statements were prepared according to accounting principles, methods and criteria that are uniform in relation to those adopted on December 31, 2007.

 

The statements of cash flow were prepared in accordance with the criteria of FAS 95 – Statement of Cash Flows, with references made to the format of presentation, in connection with that of the group’s holding company, Companhia Energètica de Minas Gerais – Cemig (“Cemig”) in the context of registry of the financial statements with the Securities and Exchange Commission (SEC).

 

As a result of inclusion in the Company’s Bylaws in 2007 of a provision for payment of profit shares to the employees and managers of the company, this profit share has now begun to be posted as an amount reducing Net profit before tax and profit shares, where in 2007 it was posted under Personnel expenses.

 

Change in the Brazilian Corporate Law

 

On December 28, 2007, Law 11638/07 was passed, altering, repealing and creating new provisions in the Brazilian Corporate Law, in the chapter relating to disclosure and preparation of financial statements. Among other aspects, this changes the criterion for recognition and valuation of certain assets and liabilities. These changes in accounting practices come into effect as from January 1, 2008.

 

The aim of these changes is to increase the transparency of financial statements of Brazilian companies and eliminate some regulatory barriers that were an obstacle to the process of convergence of these financial statements with international financial reporting standards (IFRS):

 

78



 

The main changes to the Law, coming into effect as from 2008, with the possibility of impacting the company’s financial statements, are as follows:

 

·               Replacement of the Statement of origins and uses of funds by the Cash flow statement.

 

·               Inclusion of the Added value statement in the group of financial statements prepared, disclosed and which are to be approved by the Ordinary General Meeting of Stockholders.

 

·               A new possibility was created, further to that originally specified in the Corporate Law, of separation of trading reporting and tax reporting, by establishing the alternative for the company of adopting in its trading reporting, and not only in auxiliary books, the provisions of the Tax Law, provided that, immediately after the calculation of the taxable profit base amount, the necessary adjustments are made for the financial statements to be in harmony with the Corporate Law and the fundamental principles of accounting.

 

·               Creation of two new subgroups of accounts: Intangible, in permanent assets, and Adjustments to valuations of assets and liabilities in Stockholders’ equity. The subgroup of “Adjustments to valuation of assets and liabilities” will essentially have the purpose of containing the counterpart of certain valuations of assets at market price, the valuation of certain financial instruments and, also, conversion adjustments as a result of FX variation on holdings in companies outside Brazil, still pending specific regulation by the CVM (Securities Commission).

 

·               New criteria for classification and valuation of investments and financial instruments, including derivatives. These financial instruments will be classified in three categories (Held for trading, Held to maturity and Available for sale) and their valuation at cost plus return or at market value will be made as a function of their classification in one of these categories.

 

·               Introduction of the concept of Adjustment to present value for long-term asset and liability transactions and for significant short-term transactions, still awaiting specific regulation by the CVM.

 

·               In absorption, merger or split transactions (combination of companies), when carried out between non-related parties and linked to effective transfer of control, all the assets and liabilities of the absorbed, split or merged company must be identified, valued and accounted at market value.

 

·                   Elimination of the possibility of spontaneous revaluations of fixed assets.

 

As communicated to the market, the CVM intends, by the end of 2008, to complete its process of issue of regulations for the provisions of the corporate law that were altered and which need regulation, and will review all its normative acts that deal with accounting matters, so as to verify and eliminate any divergences in relation to the specific alterations produced by the new law.

 

The Company’s management is in the process of assessing the effects that the alterations mentioned above will produce on its stockholders’ equity and profit for the year of 2008, and will also take into consideration the orientations and definitions to be issued by the regulatory bodies.

 

79



 

Reclassification of accounting balances

 

The following alterations have been made for the purposes of comparability in the amounts previously presented in the financial statements for 2007:

 

Original line

 

 

 

Reclassified to

 

 

 

 

 

 

 

 

 

 

 

Operational costs – Cost of operation

 

 

 

Net profit

 

 

 

Personnel and managers

 

15,842

 

Employees’ profit shares

 

(15,842

)

 

3) – CASH AND CASH EQUIVALENTS

 

 

 

31/03/2008

 

31/12/2007

 

Bank accounts

 

10,506

 

245,398

 

Cash investments

 

917,690

 

390,888

 

 

 

928,196

 

636,286

 

 

Cash investments consist of transactions carried out with Brazilian financial institutions, contracted on normal market conditions and under normal market rates, and are available to be used in the Company’s operations.

 

4) CONSUMERS AND RESELLERS

 

 

 

Balances

 

Up to 90

 

More than

 

 

 

 

 

 

 

not yet

 

days past

 

90 days

 

Total

 

Consumer type

 

due

 

due

 

past due

 

31/03/2008

 

31/12/2007

 

Residential

 

388,637

 

169,651

 

78,107

 

636,395

 

607,386

 

Industrial

 

134,124

 

23,441

 

144,750

 

302,315

 

314,527

 

Commercial, services and others

 

209,855

 

60,543

 

60,498

 

330,896

 

321,801

 

Rural

 

62,838

 

19,265

 

20,083

 

102,186

 

104,006

 

Public authorities

 

39,710

 

7,783

 

8,236

 

55,729

 

58,767

 

Public illumination

 

91,255

 

6,877

 

9,757

 

107,889

 

112,993

 

Public service

 

32,385

 

15,195

 

5,627

 

53,207

 

52,604

 

Subtotal – Consumers

 

958,804

 

302,755

 

327,058

 

1,588,617

 

1,572,084

 

Wholesale supply to other concession holders

 

1,235

 

 

 

 

 

1,235

 

13,392

 

Provision for doubtful receivables

 

 

 

 

 

(240,430

)

(240,430

)

(223,840

)

 

 

960,039

 

302,755

 

86,628

 

1,349,422

 

1,361,636

 

 

Receivables in the amount of R$ 44,480 are recorded in Non-current assets at March 31, 2008 (R$ 44,469 at December 31, 2007), in relation to the renegotiation of receivables owed by Copasa (Minas Gerais Water Company) and the prefecture of Belo Horizonte, to be paid by September 2012 and March 2010, respectively.

 

Credits receivable from an industrial consumer in the amount of R$ 45,778, not paid due to an injunction that allowed this payment not to be made until final judgment of a legal action challenging the tariff increase during the Cruzado Economic Plan, by Ministerial Order 045/86, are recorded in the accounts. The Company expects this action to be concluded before the end of 2008, and expects that the amounts referred to will be received in full.

 

80



 

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

 

The provision for doubtful credits made is considered to be sufficient to cover any losses in the realization of these assets.

 

5) – REGULATORY ASSETS AND LIABILITIES

 

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

 

 

 

31/03/2008

 

31/12/2007

 

Assets

 

 

 

 

 

Extraordinary Tariff Recomposition, and Portion “A” – Note 6

 

1,022,219

 

1,076,765

 

Deferred tariff adjustment – Note 10

 

444,817

 

545,233

 

PIS, Pasep and Cofins – Note 11

 

61,224

 

116,127

 

Pre-paid expenses – CVA – Note 7

 

791,407

 

685,433

 

Review or Tariff for Use of the Network –TUSD

 

3,089

 

3,089

 

Discounts on the TUSD

 

30,064

 

 

Subsidy for low-rental consumers

 

148,624

 

116,361

 

“Light for Everyone” program

 

50,435

 

 

Other regulatory assets

 

13,469

 

3,327

 

 

 

2,565,348

 

2,546,335

 

Liabilities

 

 

 

 

 

Suppliers – Passthrough to generators for supply of free energy – Note 13

 

(327,689

)

(338,357

)

Regulatory charges – CVA – Note 7

 

(718,998

)

(720,525

)

Review of Tariff for Use of the Network –TUSD

 

(15,955

)

(15,955

)

Other regulatory assets

 

(9,099

)

 

 

 

(1,071,741

(1,074,837

)

 

 

 

 

 

 

Taxes, Charges and Contributions – Deferred liabilities – Note 14

 

(243,567

)

(320,168

)

 

 

(1,315,308

)

(1,395,005

)

 

 

1,250,040

 

1,151,330

 

 

6) – THE EXTRAORDINARY TARIFF RECOMPOSITION, AND PORTION “A”

 

a) The Extraordinary Tariff Recomposition

 

Resolution 91 of the Emergency Electricity Council (GCE), of December 21, 2001 and Law 10438 of April 26, 2002, established the procedures for implementation of the Extraordinary Tariff Recomposition (RTE), coming into force on December 27, 2001. The tariff adjustments were set by Resolution 130 of the GCE, on April 30, 2002, as follows:

 

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

 

·                            Increase of 7.90% for other consumers.

 

81



 

The RTE described above is being used to compensate the following items:

 

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

 

·                             Passthrough to be made to the generators who bought energy in the MAE – which was succeeded in 2004 by the Electricity Sale Chamber (the “CCEE/MAE”), in the period from June 1, 2001 to February 28, 2002, with price in excess of R$ 49.26/MWh (referred to as “Free Energy”).

 

The period of validity of the RTE, of 74 months, expired in February 2008, and the company has accounted losses of R$ 93,935 as a result of this period not having been long enough for the total of the assets relating to the rationing-related losses to be received. Also due to the ending of this period, the company ceased to transfer amounts relating to the “Free Energy”-related losses to the generators.

 

b) Portion “A”

 

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

 

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

 

The Portion “A” credits are updated by the variation in the Selic rate up to the month in which they are actually offset.

 

As and when the amounts of “Portion A” are received in the tariff, the company transfers the corresponding amount, posted in assets, to the income statement, as follows:

 

Amounts transferred to expenses

 

31/03/2008

 

Energy bought for resale

 

523

 

Fuel Consumption Account (CCC)

 

7,106

 

RGR – Global Reversion Reserve

 

710

 

Tariff for transport of electricity from Itaipu

 

15,523

 

Tariff for use of the grid transmission facilities

 

2,148

 

Financial compensation for use of water resources

 

630

 

 

 

67

 

 

 

26,707

 

 

82



 

c) Composition of the balances of the RTE and Portion “A”

 

 

 

31/03/2008

 

31/12/2007

 

 

 

 

 

Updated by

 

 

 

 

 

 

 

Principal

 

Salic

 

Total

 

Total

 

Replacement of billing losses (1)

 

713,391

 

593,775

 

1,307,166

 

1,304,883

 

Amounts billed

 

(662,126

)

(551,105

)

(1,213,231

)

(1,177,077

)

 

 

51,265

 

42,670

 

93,935

 

127,806

 

(-) Provisions for losses on realization of the RTE

 

(51,265

)

(42,670

)

(93,935

)

(92,329

)

 

 

 

 

 

35,477

 

Reimbursement of expenditure on free energy of the generators (2)

 

419,229

 

383,088

 

802,317

 

795,574

 

Amounts billed

 

(250,390

)

(226,805

)

(479,195

)

(461,708

)

Total RTE

 

168,839

 

154,283

 

323,122

 

333,866

 

 

 

 

 

 

 

 

 

 

 

Compensation for items of Portion “A” (3) 

 

245,299

 

480,505

 

725,804

 

707,422

 

Amounts billed

 

(9,026

)

(17,681

)

(26,707

)

 

 

 

236,273

 

462,824

 

699,097

 

707,422

 

Total of RTE and Portion “A”

 

405,112

 

617,107

 

1,022,219

 

1,076,765

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

320,201

 

389,259

 

Non-current assets

 

 

 

 

 

702,018

 

687,506

 

 

The amounts of the RTE to be passed through to the generators relating to “Free Energy”, posted in Liabilities, in the Suppliers account (Note 13), are:

 

 

 

31/03/2008

 

31/12/2007

 

 

 

 

 

Updated by

 

 

 

 

 

 

 

Principal

 

Selic

 

Total

 

Total

 

Amounts to be passed through to generators (2)

 

419,229

 

369,202

 

788,431

 

782,320

 

(-) Amounts passed through

 

(244,988

)

(215,754

)

(460,742

)

(443,963

)

 

 

174,241

 

153,448

 

327,689

 

338,357

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

23,368

 

Non-current liabilities

 

 

 

 

 

327,689

 

314,989

 

 


(1)

Amounts homologated by Aneel Resolutions 480 and 481 of 2002, and 001 of 2004,

(2)

Amounts homologated by Aneel Resolutions 001 and 045 of 2004.

(3)

Amounts homologated by Aneel Resolutions 482 of 2002 and 001 of 2004.

 

83



 

7) – ANTICIPATED EXPENSES AND REGULATORY LIABILITIES CVA

 

The balance on the Account to Compensate for Variation of “Portion A” items (“CVA”) refers to the positive and negative variations between the estimate of Cemig’s non-manageable costs, used for deciding the tariff adjustment, and the payments actually made. The variations ascertained are compensated in the subsequent tariff adjustments.

 

 

 

Balance on
31/12/2007

 

Amounts
deferred (1)

 

Amortization
(2)

 

Monetary
updating (3)

 

Balance on
31/03/2008

 

Energy bought for resale

 

(36,290

)

76,368

 

(22,400

)

2,362

 

20,040

 

Fuel Consumption Account (CCC)

 

(27,042

)

3,470

 

12,364

 

(694

)

(11,902

)

Charge for System Service (ESS)

 

19,878

 

41,085

 

(2,043

)

(185

)

58,735

 

Tariff for transport of electricity from Itaipu

 

(745

)

(152

)

599

 

(87

)

(385

)

Tariff for use of transmission facilities that are part of the basic grid

 

(11,654

)

(10,508

)

8,359

 

(925

)

(14,728

)

Royalties for use of water resources

 

3,120

 

 

(417

)

 

2,703

 

Energy Development Account (CDE)

 

10,193

 

(2,614

)

406

 

(36

)

7,949

 

Alternative Energy Program – Proinfa

 

7,448

 

3,971

 

(1,403

)

(19

)

9,997

 

 

 

(35,092

)

111,620

 

(4,535

)

416

 

72,409

 

 

 

 

31/03/2008

 

31/12/2007

 

Current assets

 

139,791

 

508,222

 

Non-current assets

 

651,616

 

177,211

 

Current liabilities

 

(246,172

)

(529,961

)

Non-current liabilities

 

(472,826

)

(190,564

)

 

 

72,409

 

(35,092

)

 


(1)

Refers to the part of non-controllable costs that comprises the CVA and was not included in revenue, and thus excluded from profit.

(2)

Refers to the non-controllable costs transferred to the income statement due to their inclusion in Cemig Distribuição’s revenue through the tariff adjustment.

(3)

Refers to the updating, by the Selic rate variation, from the day of payment of the expense to the date of its actual compensation in the tariff adjustment.

 

 

 

 

8) – TAXES SUBJECT TO OFFSETTING

 

 

 

31/03/2008

 

31/12/2007

 

Current

 

 

 

 

 

ICMS recoverable

 

102,121

 

102,121

 

Income tax

 

230,882

 

124,335

 

Social Contribution

 

98,732

 

60,782

 

COFINS

 

4,587

 

58,629

 

PASEP

 

917

 

11,069

 

Others

 

147

 

46

 

 

 

437,386

 

356,982

 

Non-current

 

 

 

 

 

ICMS recoverable

 

49,947

 

43,526

 

 

 

487,333

 

400,508

 

 

84



 

The balances of income tax and Social Contribution refer to tax credits in corporate income tax returns of previous years, and payments made in 2008, which will be offset in the income tax and Social Contribution payable in the year.

 

The credits of ICMS recoverable, posted in Long term assets, arise from acquisitions of fixed assets and are offset in 48 months. The company is in the process of adaptation to the new requirements for electronic information laid down by the government of the state of Minas Gerais, which will allow for the offsetting of the credits as from 2008.

 

9) – TAX CREDITS

 

Deferred income tax and Social Contribution

 

Cemig Distribuição has deferred income tax credits posted in Current assets and Non-current assets, constituted at the rate of 25.00%, and deferred Social Contribution credits, at the rate of 9.00%, as follows:

 

 

 

31/03/2008

 

31/12/2007

 

Tax credits on temporary differences

 

 

 

 

 

Post-employment obligations

 

42,319

 

40,795

 

Provision for doubtful receivables

 

92,941

 

87,300

 

Contingency provisions

 

18,446

 

15,820

 

Provisions for losses on realization of amounts receivable under the Extraordinary Tariff Recomposition and Free Energy

 

31,938

 

31,392

 

Provision for Pasep and Cofins taxes – Extraordinary Tariff Recomposition

 

13,915

 

18,128

 

Financial instruments

 

50,252

 

46,527

 

Exchange rate variation

 

49,616

 

49,456

 

Others

 

5,493

 

23,865

 

 

 

304,920

 

313,283

 

 

 

 

 

 

 

Current assets

 

126,276

 

126,570

 

Non-current assets

 

178,644

 

186,713

 

 

At its meeting on March 6, 2008, the Board of Directors approved the technical study prepared by the office of the Chief Officer for Finance, Investor Relations and Control of Holdings of Cemig Distribuição on the forecasts for future profitability adjusted to present value, which show capacity for realization of the deferred tax asset in a maximum period of 10 years, as defined in CVM Instruction 371. This study was also submitted to examination by Cemig Distribuição’s Audit Board on March 06, 2008.

 

In accordance with the estimates of Cemig Distribuição, future taxable profits enable the deferred tax asset existing on March 31, 2008 to be realized according to the following estimate:

 

 

 

31/03/2008

 

2008

 

106,337

 

2009

 

79,754

 

2010

 

30,138

 

2011

 

30,138

 

2012

 

30,139

 

2013 to 2015

 

19,952

 

2016 and 2017

 

8,462

 

 

 

304,920

 

 

85



 

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

 

The reconciliation of the nominal expense on income tax (rate 25%) and Social Contribution (rate 9%) with the actual expense shown in the income Statement is as follows:

 

 

 

31/03/2008

 

31/03/2007

 

 

 

 

 

(reclassified)

 

Profit before income tax and Social Contribution

 

427,845

 

291,111

 

Income tax and Social Contribution – nominal expense

 

(145,467

)

(98,977

)

Tax effects applicable to:

 

 

 

 

 

Employees’ profit shares

 

5,492

 

5,386

 

Non-deductible contributions and donations

 

(1,014

(821

)

Others

 

(42

)

(459

)

Income tax and Social Contribution – effective expense

 

(141,031

)

(94,871

)

 

10) – DEFERRED TARIFF ADJUSTMENT

 

Aneel’s decision on the periodic tariff revision of the company was brought into force through Homologating Resolution 71, published with backdated effect on April 4, 2004.

 

The periodic tariff review includes the repositioning of the electricity retail supply tariffs at a level compatible with the preservation of the economic-financial equilibrium of the concession contract, providing sufficient revenue to cover efficient operational costs and adequate remuneration of the investments.

 

The average adjustment applied to Cemig’s tariffs on April 8, 2003, on a provisional basis, was 31.53%. However, as described in the Resolution mentioned, the final tariff repositioning for Cemig should be 44.41%. The percentage difference of 12.88% is being compensated in the tariffs.

 

The last installment for receipt of the difference between the tariffs adjustments was authorized on April 8, 2008 and included in the tariff adjustment which took place on April 8, 2008.

 

 

 

31/03/2008

 

31/12/2007

 

Deferred tariff adjustment – since April 8, 2003

 

949,612

 

949,612

 

Interest (defined by Aneel – 11.26% p.a.)

 

447,881

 

434,188

 

Monetary updating – IGP-M Inflation Index

 

201,967

 

189,763

 

(-) Amounts raised

 

(1,154,643

)

(1,028,330

)

 

 

444,817

 

545,233

 

 

 

 

 

 

 

Current assets

 

432,616

 

463,491

 

Non-current assets

 

12,201

 

81,742

 

 

Additionally, deferred taxes applicable to actual revenue were recognized, the balance of which on March 31, 2008 was R$ 192,383.

 

11) – REGULATORY ASSET – PIS, PASEP AND COFINS

 

Federal Laws 10637 and 10833 changed the bases of application, and increased the rate, of the PIS/Pasep and Cofins taxes. As a result of these alterations there was an increase in PIS/Pasep expenses from December 2002 to March 2005 and in expenses on the Cofins tax from February 2004 to June 2005.

 

In view of the fact that this increase in the expense should be repaid to the company, the credits were registered, in accordance with a criterion defined by Aneel, as a regulatory asset and there was a counterpart reduction in the expense on PIS/Pasep and Cofins taxes.

 

86



 

This regulatory asset is being reimbursed to the company through the tariff adjustments in the period of 2005 to 2008.

 

12) ASSETS AND INTANGIBLE ASSETS

 

 

 

 

 

Accumulated

 

Net value

 

Net amounts

 

 

 

Historic cost

 

depreciation

 

31/03/2008

 

31/12/2007

 

In progress

 

9,781,399

 

(4,300,387

)

5,481,012

 

5,507,981

 

- Distribution

 

9,417,166

 

(4,055,386

)

5,361,780

 

5,381,815

 

Intangible

 

11,222

 

(525

)

10,697

 

10,461

 

Land

 

18,184

 

 

18,184

 

17,953

 

Reservoirs, dams and water courses

 

241,184

 

(119,435

)

121,749

 

123,315

 

Machines and equipment

 

9,075,800

 

(3,896,452

)

5,179,348

 

5,195,752

 

Vehicles

 

60,378

 

(28,764

)

31,614

 

34,132

 

Furniture and utensils

 

10,398

 

(10,210

)

188

 

202

 

- Administration

 

364,233

 

(245,001

)

119,232

 

126,166

 

Intangible

 

109,888

 

(66,271

)

43,617

 

47,596

 

Land

 

1,177

 

 

1,177

 

1,177

 

Reservoirs, dams and water courses

 

44,047

 

(25,626

)

18,421

 

18,442

 

Machines and equipment

 

156,299

 

(107,153

)

49,146

 

51,501

 

Vehicles

 

32,728

 

(27,451

)

5,277

 

5,799

 

Furniture and utensils

 

20,094

 

(18,500

)

1,594

 

1,651

 

In progress

 

924,029

 

 

924,029

 

969,453

 

- Distribution

 

729,573

 

 

729,573

 

785,885

 

Fixed assets

 

690,253

 

 

690,253

 

749,099

 

Intangible

 

39,320

 

 

39,320

 

36,786

 

- Administration

 

194,456

 

 

194,456

 

183,568

 

Fixed assets

 

100,904

 

 

100,904

 

99,303

 

Intangible

 

93,552

 

 

93,552

 

84,265

 

ASSETS AND INTANGIBLE ASSETS

 

10,705,428

 

(4,300,387

)

6,405,041

 

6,477,434

 

Special Obligations linked to the concession

 

 

 

 

 

(2,423,221

)

(2,450,716

)

Net fixed and intangible assets

 

 

 

 

 

3,981,820

 

4,026,718

 

 

Special Obligations refers basically to the contributions by consumers for execution of the undertakings necessary to comply with requests for retail supply of electricity, and any settlement of these obligations depends on the will of Aneel, at the termination of the distribution concessions, by reduction of the residual value of the fixed asset for the purposes of determining the amount which the Concession-granting power will pay to the concession holder.

 

Under Aneel Resolution 234 of October 31, 2006, and Aneel Circular 1314/2007, of June 27, 2007, the balances of the “Special Obligations” linked to assets will now be amortized as from the second cycle of tariff reviews, which in the case of Cemig is from April 8, 2008, corresponding to the average rate of the assets in service.

 

87



 

13) – SUPPLIERS

 

 

 

31/03/2008

 

31/12/2007

 

Current

 

 

 

 

 

Wholesale supply and transport of electricity:

 

 

 

 

 

Eletrobrás – energy from Itaipu

 

126,218

 

196,913

 

Furnas

 

29,947

 

66,209

 

CCEE

 

92,605

 

 

Cemig Geração e Transmissão S.A.

 

9,705

 

13,490

 

Wholesale supply of electricity – Passthrough to the generators (Note 6)

 

 

23,368

 

Other generators and distributors

 

145,622

 

112,461

 

 

 

404,097

 

412,441

 

Materials and services

 

110,076

 

155,951

 

 

 

514,173

 

568,392

 

Non–current

 

 

 

 

 

Wholesale supply of electricity – Passthrough to the generators (Note 6)

 

327,689

 

314,989

 

 

 

841,862

 

883,381

 

 

14) – TAXES, CHARGES AND CONTRIBUTIONS

 

 

 

31/03/2008

 

31/12/2007

 

Current

 

 

 

 

 

Income tax

 

143,179

 

 

Social Contribution

 

51,580

 

 

ICMS tax

 

245,622

 

242,892

 

Cofins tax

 

56,107

 

51,009

 

Pasep

 

12,095

 

11,074

 

Social security system

 

10,349

 

11,457

 

Others

 

12,020

 

16,337

 

 

 

530,952

 

332,769

 

Deferred obligations

 

 

 

 

 

Income tax

 

149,001

 

196,214

 

Social Contribution

 

53,640

 

70,637

 

Cofins

 

33,626

 

43,806

 

Pasep

 

7,300

 

9,511

 

 

 

243,567

 

320,168

 

 

 

774,519

 

652,937

 

Non-current

 

 

 

 

 

Deferred obligations

 

 

 

 

 

Income tax

 

83,044

 

81,485

 

Social Contribution

 

29,895

 

29,335

 

 

 

112,939

 

110,820

 

 

Deferred obligations refers mainly to the assets and liabilities linked to regulatory issues, which are payable as and when the assets and liabilities are realized.

 

The other income tax and Social Contribution liabilities payable, recorded in Current liabilities, will be compensated by prepaid expenses, posted in Assets, under Taxes offsettable.

 

88



 

15) – LOANS, FINANCINGS AND DEBENTURES

 

 

 

31/03/2008

 

31/12/2007

 

 

 

Principal

 

Annual financial

 

 

 

 

 

Non-

 

 

 

 

 

FINANCING SOURCES

 

maturity

 

cost (%)

 

Currency

 

Current

 

current

 

Total

 

Total

 

FOREIGN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ABN AMRO Bank – NV (2)

 

2013

 

6.00

 

US$

 

1,399

 

87,455

 

88,854

 

88,639

 

ABN AMRO Real S.A. (3)

 

2009

 

6.35

 

US$

 

2,942

 

2,747

 

5,689

 

5,659

 

ABN AMRO Real S.A. (3)

 

2009

 

6.35

 

US$

 

8,032

 

7,504

 

15,536

 

15,455

 

ABN AMRO Real S.A. (3)

 

2009

 

6.35

 

US$

 

2,587

 

2,430

 

5,017

 

4,991

 

Banco do Brasil S.A. – Various bonds(1)

 

2024

 

Various

 

US$

 

14,467

 

79,091

 

93,558

 

92,621

 

B.N.P. – Paribas

 

2010

 

Libor + 1.875

 

US$

 

9,358

 

12,857

 

22,215

 

22,050

 

KFW

 

2016

 

4.50

 

EURO

 

1,944

 

14,566

 

16,510

 

15,485

 

UNIBANCO S.A. (4)

 

2009

 

5.50

 

US$

 

74

 

3,566

 

3,640

 

3,636

 

UNIBANCO S.A. (4)

 

2009

 

5.00

 

US$

 

151

 

8,889

 

9,040

 

9,041

 

Debt in foreign currency

 

 

 

 

 

 

 

40,954

 

219,105

 

260,059

 

257,577

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BRAZILIAN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Banco do Brasil S.A

 

2009

 

111.00 of CDI

 

R$

 

2,461

 

56,178

 

58,639

 

57,006

 

Banco do Brasil S.A

 

2013

 

CDI + 1.70

 

R$

 

1,836

 

20,001

 

21,837

 

21,202

 

Banco do Brasil S.A

 

2013

 

107.60 of CDI

 

R$

 

10,622

 

96,000

 

106,622

 

103,742

 

Banco do Brasil S.A

 

2014

 

104.1 of CDI

 

R$

 

14,145

 

300,000

 

314,145

 

305,933

 

Banco Itaú – BBA

 

2008

 

IGP-M + 10.48

 

R$

 

188,620

 

 

188,620

 

179,846

 

Banco Itaú – BBA

 

2013

 

CDI + 1.70

 

R$

 

11,646

 

132,434

 

144,080

 

140,522

 

Banco Itaú – BBA

 

2014

 

CDI + 1.70

 

R$

 

103

 

3,473

 

3,576

 

3,948

 

HSBC Bank Brasil S.A

 

2008

 

CDI + 2.00

 

R$

 

10,991

 

 

10,991

 

10,662

 

Banco Votorantim S.A.

 

2010

 

113.50 of CDI

 

R$

 

872

 

29,248

 

30,120

 

30,859

 

Banco Votorantim S.A.

 

2013

 

CDI + 1.70

 

R$

 

2,040

 

98,214

 

100,254

 

103,347

 

Bradesco S.A.

 

2013

 

CDI + 1.70

 

R$

 

22,728

 

240,869

 

263,597

 

255,927

 

Debentures (5)

 

2014

 

IGP-M + 10.50

 

R$

 

24,235

 

284,978

 

309,213

 

294,669

 

Debentures (5)

 

2017

 

IPCA+7.96

 

R$

 

8,774

 

408,019

 

416,793

 

401,939

 

Eletrobrás

 

2008

 

FINEL + 8.50

 

R$

 

3,858

 

 

3,858

 

5,585

 

Eletrobrás

 

2023

 

UFIR + 6.00-8.00

 

R$

 

45,728

 

283,448

 

329,176

 

337,622

 

Large consumers

 

2011

 

Various

 

R$

 

3,039

 

2,024

 

5,063

 

4,928

 

Santander do Brasil S.A.

 

2013

 

CDI + 1.70

 

R$

 

1,450

 

49,958

 

51,408

 

50,203

 

Unibanco S.A.

 

2013

 

CDI + 1.70

 

R$

 

9,235

 

130,224

 

139,469

 

135,377

 

Banco WestLB do Brasil

 

2008

 

IGPM +10.48

 

R$

 

47,155

 

 

47,155

 

44,961

 

Others

 

2010

 

Various

 

R$

 

6,161

 

161

 

6,322

 

6,228

 

Debt in Brazilian currency

 

 

 

 

 

 

 

415,699

 

2,135,229

 

2,550,928

 

2,494,506

 

Overall total

 

 

 

 

 

 

 

456,653

 

2,354,334

 

2,810,987

 

2,752,083

 

 


(1)                                              Interest rates vary: 2.00 to 8.00% per year, semi-annual Libor rate plus spread of 0.81 to 0.88% p.a.

(2) to (4)               Swaps for exchange of rates were contracted. The following are the rates for the loans and financings taking the swaps into account: (2) CDI + 2.00% p.a.; (3) CDI + 2.12% p.a.; (4) CDI + 2.81% p.a. and (5) CDI + 3.01% p.a.

(5)                                              Nominal, book-entry, non-convertible debentures, without guarantee nor preference.

 

89



 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2015 and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

subsequent

 

 

 

 

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

years

 

Total

 

CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US dollar

39,010

 

39,254

 

36,968

 

30,540

 

28,351

 

26,162

 

2,149

 

41,115

 

243,549

 

Euro

1,944

 

1,821

 

1,821

 

1,821

 

1,821

 

1,821

 

1,821

 

3,640

 

16,510

 

 

40,954

 

41,075

 

38,789

 

32,361

 

30,172

 

27,983

 

3,790

 

44,755

 

260,059

 

Indexors

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

IPCA (Expanded Consumer Price Index)

8,774

 

 

 

 

 

 

 

408,019

 

416,793

 

IGP-M inflation index

260,010

 

 

 

 

 

 

284,978

 

 

544,988

 

Eletrobrás Finel internal index

3,858

 

 

 

 

 

 

 

 

3,858

 

Ufir (Fiscal Reference Unit)

45,728

 

31,040

 

37,577

 

37,361

 

33,883

 

28,923

 

28,631

 

86,033

 

329,176

 

Interbank CD rate – CDI

88,129

 

56,178

 

197,172

 

168,793

 

268,793

 

364,793

 

100,870

 

 

1,244,728

 

Others

9,200

 

188

 

246

 

182

 

318

 

318

 

684

 

249

 

11,385

 

 

415,699

 

87,406

 

234,995

 

206,336

 

302,994

 

394,034

 

415,163

 

494,301

 

2,550,928

 

 

456,653

 

128,481

 

273,784

 

238,697

 

333,166

 

422,017

 

419,133

 

539,056

 

2,810,987

 

 

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

 

Currency

 

Change in quarter ended
31/03/2008
%

 

Indexor

 

Change in quarter ended
31/03/2008
%

 

US dollar

 

(1.25

)

IGP-M

 

2.38

 

Euro

 

5.83

 

Finel

 

0.47

 

 

 

 

 

Selic

 

2.64

 

 

 

 

 

CDI

 

2.58

 

 

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

 

Balance at December 31, 2007

 

2,752,083

 

Financings obtained

 

2,675

 

Monetary and FX variation

 

17,092

 

Financial charges provisioned

 

66,405

 

Financial charges paid

 

(16,124

)

Amortization of financings

 

(11,144

)

Balance at March 31, 2008

 

2,810,987

 

 

Restrictive covenant clauses

 

Cemig Distribuição has loans and financings with restrictive covenants, which were complied with in full on March 31, 2008.

 

90



 

16) – REGULATORY CHARGES

 

 

 

31/03/2008

 

31/12/2007

 

RGR – Global Reversion Reserve

 

21,102

 

15,747

 

CCC – Fuel Consumption Account

 

22,495

 

21,955

 

CDE – Energy Development Account

 

24,288

 

25,510

 

Eletrobrás – Compulsory loan

 

1,207

 

1,207

 

Aneel inspection charge

 

2,073

 

2,073

 

FNDT – National Scientific and Technological Development Fund

 

18,025

 

18,339

 

Energy efficiency

 

124,008

 

118,276

 

Research and development

 

69,302

 

64,931

 

Energy system expansion research

 

9,013

 

9,271

 

 

 

291,513

 

277,309

 

 

 

 

 

 

 

Current liabilities

 

273,684

 

264,835

 

Non-current liabilities

 

17,829

 

12,474

 

 

17) – POST-EMPLOYMENT OBLIGATIONS

 

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

 

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

 

Mixed Social Security Benefits Plan (“Plan B”): A defined-contribution plan in the phase of accumulation of funds, for retirement benefits for normal time of service and defined-benefit coverage for disability or death of the active participant, and also on receipt of benefits for time of contribution. The contributions of the Sponsor are equal to the basic monthly contributions of the participants, and 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 invalidity or death for the active participant, and this is used for amortization of the defined obligation through an actuarial calculation. The remaining 72.48%, relating to the portion of the plan with defined-contribution characteristics, goes to the nominal accounts of the participants and is recognized in the income statement for the year by the cash method, under Personnel expenses.

 

Pension Benefits Balances Plan (“Plan A”): This includes all the active and assisted participants who opted to migrate from the previous Defined Benefit Plan, and are entitled to a proportional benefit by balances. In the case of the assets, this benefit was deferred to the retirement date.

 

Defined Benefit Plan: This is the benefit plan adopted by Forluz up to 1998, through which the average real salary of the last three years of activity of the employee in the Sponsor companies is complemented in relation to the amount of the official Social Security benefit. After the process of migration that was carried out in June 2007, approved by the Private Pension Plans Secretariat (SPC), in which more than 80% of the participants migrated to Plans A and B, 51 participants remained in the defined benefit plan. Of these, seven are active employees, and 44 are retirees or pension holders.

 

Cemig Distribuição also maintains, independently of the plans made available by Forluz, payments of part of the life insurance premium for the retirees and contributes to a health plan for the employees, retirees and dependents, administrated by Forluz.

 

91



 

Amortization of actuarial obligations

 

Part of the actuarial obligation for post-employment benefits in the amount of R$761,427 on 31 March 2008 (R$ 770,142 on December 31, 2007), was recognized as an obligation payable by Cemig and its subsidiaries mentioned and is being amortized by June 2024, through monthly installments calculated by the system of constant installments (the so-called “Price” table). Part of the amounts is adjusted annually based on the actuarial indexor of the defined benefit plan (the index for salary adjustment of the employees of Cemig Distribuição, excluding productivity); and for the Balances Plan, adjusted by the IPCA Index published by the IBGE (Brazilian Geography and Statistics Institute), plus 6% per year.

 

Any technical surpluses that Forluz presents for a period of three consecutive years may be used for the reduction of part of the contractually recognized obligations payable.

 

Due to the item mentioned in the previous paragraph, the surplus obtained by Forluz in the 2007 business year, in the amount of R$ 68,615, will be used in the 2nd quarter of 2008 for amortization of recognized debt.

 

The liabilities and the expenses recognized by Light in connection with the Supplementary Retirement Plan, the Health Plan and the Life Insurance Plan are adjusted in accordance with the terms of CVM Decision CVM 371 and the Opinion prepared by independent actuaries. As a result the financial updating and use of the surplus for amortization of the obligation in the debt agreed with Forluz, mentioned in the previous paragraphs, produce no accounting effect in the profit of Cemig Distribuição. The last actuarial valuation was made in relation to the base date December 31, 2007.

 

The movement in net liabilities has been as follows:

 

 

 

Pension plans and

 

 

 

 

 

 

 

 

 

supplementary

 

Health

 

 

 

Life

 

 

 

retirement plans

 

plans

 

Dental plan

 

insurance

 

Net liabilities at December 31, 2007

 

360,260

 

225,629

 

9,922

 

293,113

 

Expenses recognized in the result

 

18,479

 

10,732

 

475

 

7,483

 

Contributions paid

 

(33,314

)

(6,543

)

(131

)

(1,412

)

Net liabilities on March 31, 2008

 

345,425

 

229,818

 

10,266

 

299,184

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

57,816

 

 

 

 

Non-current liabilities

 

287,609

 

229,818

 

10,266

 

299,184

 

 

The amounts registered in current liabilities refer to the contributions to be made by Cemig Distribuição in 2008 for amortization of the actuarial liabilities.

 

92



 

18) – CONTINGENCY PROVISIONS

 

The company makes contingency provisions for lawsuits in which the chance of loss is rated “probable”. On this basis the amount of R$54,388, an increase of R$ 7,859 from the previous quarter, was provisioned on March 31, 2008 as follows:

 

 

 

 

 

Additions or

 

 

 

 

 

Balance on

 

reversal of

 

Balance on

 

 

 

31/12/2007

 

provisions

 

31/03/2008

 

 

 

 

 

 

 

 

 

Labor-law contingencies

 

 

 

 

 

 

 

Various

 

2,884

 

2,065

 

4,949

 

 

 

 

 

 

 

 

 

Civil

 

 

 

 

 

 

 

Personal damages

 

1,417

 

4,900

 

6,317

 

Tariff increases

 

1,945

 

(196

)

1,749

 

Others

 

3,944

 

(1,120

)

2,824

 

 

 

 

 

 

 

 

 

Regulatory

 

 

 

 

 

 

 

Aneel administrative proceedings

 

36,339

 

2,210

 

38,549

 

Total

 

46,529

 

7,859

 

54,388

 

 

On January 9, 2007 Aneel notified Cemig Distribuição S.A. that it considered certain criteria adopted by the company in calculation of the revenue from the subsidy for low-income consumers to be incorrect, questioning the criteria for identification of the consumers who should receive the benefit and also the calculation of the difference to be reimbursed by Eletrobrás, in the estimated amount of R$ 143,000. The company has made a provision corresponding to the loss that it considers probable in this dispute, in the amount of R$ 38,549.

 

Tariff Increases

 

Several industrial consumers filed actions against Cemig Distribuição seeking reimbursement for the amounts paid as a result of the tariff increase during the federal government’s economic stabilization plan known as the “Cruzado Plan” in 1986, alleging that the said increase violated the control of prices instituted by that plan. Cemig Distribuição estimates the amounts to be provisioned based on the disputed amounts billed and based on recent judicial decisions. The total value of the exposure of Cemig Distribuição in this matter, 100% provisioned, is R$ 1,749.

 

Cases where the chance of loss is rated “possible”

 

Additionally there are regulatory, civil and tax cases in progress in which the chance of loss is rated as “possible”, which are periodically re-assessed, and which do not require constitution of a provision in the financial statements. These are set out below:

 

Regulatory contingencies

 

Since 2002 the company has received subsidy payments from Eletrobrãs in relation to the discounts given to low-income consumers. The Minas Gerais state office of the Federal Tax Authority served an infringement notice on Cemig Distribuição, on the argument that the subvention should be subject to the ICMS tax. The potential for loss in this action is R$ 106,276, not including the ICMS tax, which could be questioned by the Secretariat relating to the period subsequent to the infringement notice. No provision was constituted for the result of this dispute, since the company believes the legal obligation is non-existent and that it has arguments on the merit for defense against this demand. The expectation of loss attributed to this action is “possible”.

 

93



 

Social Security and tax obligations – indemnity for the “Anuênio”

 

Cemig Distribuição paid an indemnity to the employees in the amount of R$ 127,058, in exchange for the rights to future payments, known as the “Anuênio”, which were to have been incorporated into salaries. The company did not make the payments of income tax and social security contribution because it 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 decided to file for orders of mandamus to allow payment into Court of the amount of any obligations, in the amount of R$ 87,268, posted in Deposits connected to legal actions. No provision was made for possible losses and the company classifies its expectation of loss in this case as “possible”.

 

Contingencies of the holding company

 

Cemig, the controlling company of Cemig Distribuição, is fighting court actions for which it believes the expectation of loss to be “possible” or “remote”. A negative ruling on these lawsuits could impact the businesses of Cemig Distribuição. The main actions that have this characteristic are described below:

 

·                 Several consumers and the Public Prosecutor of the State of Minas Gerais brought civil actions against Cemig contesting tariff adjustments applied in previous years, including the Extraordinary Tariff Recomposition and the inflation index used to increase the electricity tariff in April 2003. The litigants request reimbursement of 200% of such disputed amounts as are considered by the court to have been changed erroneously by the company. The company believes it has arguments on the merit for a legal defense and thus has not made a provision for these actions.

 

·                 The company is Defendant in actions challenging the criteria for measurement of the amounts to be charged for the pubic illumination contribution, in the total amount of R$ 448,929. 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. Expectation of loss in this action is classified as “possible”.

 

19) – STOCKHOLDERS’ EQUITY

 

Cemig Distribuição has registered capital of R$ 2,261,998, represented by 2,261,997,787 nominative common shares, without nominal value, wholly owned by Cemig.

 

Balance at December 31, 2007

 

2,440,542

 

Net profit in the quarter

 

270,659

 

Balance on 31 March 2008

 

2,711,201

 

 

94



 

20) –

GROSS REVENUE FROM RETAIL SUPPLY OF ELECTRICITY, AND REVENUE FOR USE OF THE NETWORK – CAPTIVE CONSUMERS

 

The position in retail supply of electricity, by type of consumer, is as follows:

 

 

 

(Not reviewed by independent auditors)

 

 

 

 

 

 

 

Number of consumers

 

MWh

 

R$

 

 

 

31/03/2008

 

31/03/2007

 

31/03/2008

 

31/03/2007

 

31/03/2008

 

31/03/2007

 

Residential

 

5,219,135

 

5,100,237

 

1,729,761

 

1,693,716

 

931,006

 

841,066

 

Industrial

 

73,664

 

71,113

 

1,224,837

 

1,144,147

 

402,609

 

322,793

 

Commercial, services and others

 

562,645

 

552,554

 

1,084,482

 

1,010,860

 

508,427

 

439,473

 

Rural

 

558,176

 

516,965

 

453,242

 

385,238

 

136,705

 

112,965

 

Public authorities

 

51,994

 

50,067

 

152,436

 

144,871

 

70,525

 

61,168

 

Public illumination

 

2,597

 

2,626

 

259,068

 

266,041

 

73,332

 

68,212

 

Public service

 

7,912

 

7,675

 

262,152

 

252,499

 

74,443

 

64,933

 

Sub-total

 

6,475,123

 

6,301,237

 

5,165,978

 

4,897,372

 

2,197,047

 

1,910,610

 

Own consumption

 

827

 

843

 

8,915

 

8,555

 

 

 

Subvention for low-income consumers

 

 

 

 

 

41,142

 

19,865

 

Retail supply not invoiced, net

 

 

 

 

 

100,085

 

(9,965

)

 

 

6,476,950

 

6,302,080

 

5,174,893

 

4,905,927

 

2,338,274

 

1,920,510

 

Transactions in energy on the CCEE

 

 

 

 

 

5,073

 

 

Total

 

6,476,950

 

6,302,080

 

5,174,893

 

4,905,927

 

2,343,347

 

1,920,510

 

 

Low-income consumers

 

The federal government, through Eletrobrás (Centrais Elétricas Brasileiras) reimburses the distributors for the losses in revenue arising as a result of the criteria adopted as from 2002 for classification of consumers in the low-rental residential sub-category, in view of the lower tariff applied to their electricity bills.

 

The regulator, Aneel, is reviewing the procedures for calculation by the Company of revenue for the subsidy for low-income consumers. As a result of this review, the amounts posted in 2007 were calculated on the basis of estimate, and their receipt for the period from February 2007 through March 2008 is pending.

 

Aneel included in the tariff review of April 2008 the amounts to be reimbursed to the company for the subsidy for low-income consumers.

 

21) REVENUE FOR USE OF THE NETWORK – FREE CONSUMERS

 

Starting in January 2005, a significant part of large industrial consumers became “Free Consumers”, energy now being sold to them via Cemig Geração e Transmissão. With this change, the charges for use of the distribution network (the “TUSD”) of these Free Consumers began to be charged separately by Cemig Distribuição, and posted in the line Revenue for use of the network.

 

95



 

22) – OTHER OPERATIONAL REVENUES

 

 

 

31/03/2008

 

31/03/2007

 

Charged service

 

3,093

 

2,445

 

Other provisions of services

 

4,750

 

3,445

 

Rental and leasing

 

9,709

 

8,427

 

Others

 

3

 

61

 

 

 

17,555

 

14,378

 

 

23) – DEDUCTIONS FROM OPERATIONAL REVENUE

 

 

 

31/03/2008

 

31/03/2007

 

Taxes on revenue

 

 

 

 

 

ICMS tax

 

557,276

 

500,804

 

Cofins tax

 

242,383

 

177,059

 

PIS and Pasep tax

 

58,130

 

40,397

 

ISS tax on services

 

71

 

83

 

 

 

857,860

 

718,343

 

Charges to the consumer

 

 

 

 

 

RGR – Global Reversion Reserve

 

15,420

 

25,527

 

PEE – Energy Efficiency Program

 

8,602

 

4,913

 

CDE – Energy Development Account

 

75,073

 

74,091

 

CCC– Fuel Consumption Account

 

62,594

 

112,880

 

R&D – Research and development

 

3,441

 

3,820

 

National Scientific and Technological Development Fund

 

3,441

 

3,820

 

Energy system expansion research

 

1,721

 

7,416

 

 

 

170,292

 

232,467

 

 

 

1,028,152

 

950,810

 

 

Cemig Distribuição pays ICMS applicable to the RTE and Portion A in conformity with the invoicing of amounts on the customer’s electricity bill.

 

24) – OPERATIONAL COSTS AND EXPENSES

 

 

 

31/03/2008

 

31/03/2007

 

 

 

 

 

Reclassified

 

Personnel expenses

 

194,660

 

156,756

 

Post-Employment Obligations (Note 17)

 

37,169

 

18,393

 

Materials

 

22,024

 

17,468

 

Outsourced services

 

99,953

 

77,800

 

Electricity purchased for resale

 

577,738

 

440,021

 

Depreciation and amortization

 

110,515

 

95,059

 

Operational provisions

 

36,652

 

50,861

 

Charges for the use of the basic transmission grid

 

119,994

 

116,984

 

Other net expenses

 

30,309

 

34,092

 

 

 

1,229,014

 

1,007,434

 

 

96



 

a) PERSONNEL EXPENSES

 

 

 

31/03/2008

 

31/03/2007

 

Remuneration and salary-related charges and expenses

 

171,826

 

153,403

 

Supplementary pension contributions – defined contribution plan

 

12,356

 

12,659

 

Assistance benefits

 

22,866

 

20,403

 

 

 

207,048

 

186,465

 

(-) Personnel costs transferred to works in progress

 

(16,269

)

(29,709

)

Voluntary Dismissal Program (PPD)

 

3,881

 

 

 

 

194,660

 

156,756

 

 

Voluntary Dismissal Program (“PPD”)

 

On March 11, 2008 the Executive Board approved the new permanent Voluntary Dismissal Program (“PPD”), applicable to spontaneous resignations as from that date. The program’s financial incentives include payment of 3 month’s gross remuneration, 6 months’ contribution to the health insurance plan after severance of the employment contract, deposit of the penalty payment of 40% of the amount due under the FGTS retirement plan, and payment of up to 24 months’ contributions to the Pension Fund and the INSS after severance, in accordance with certain criteria.

 

For employees over 55 with 35 years’ contributions (for men) or 30 years’ contributions (for women), the benefits are only available if the employee joins the plan within 90 days after meeting these age and contribution time limits.

 

On March 31, 2008 a total of 72 employees had subscribed to the PPD, and a provision of R$3,881 had been made for the financial incentive payments.

 

b) OUTSOURCED SERVICES

 

 

 

31/03/2008

 

31/03/2007

 

Collection, meter reading, bill delivery agents

 

25,137

 

23,584

 

Communication

 

10,775

 

8,232

 

Maintenance and conservation of electricity facilities and equipment

 

19,089

 

15,533

 

Building conservation and cleaning

 

4,328

 

4,054

 

Contracted labor

 

7,111

 

2,685

 

Freight and airfares

 

722

 

601

 

Accommodation and meals

 

2,825

 

2,286

 

Security services

 

693

 

1,064

 

Consultancy

 

1,647

 

436

 

Maintenance and conservation of furniture and utensils

 

5,907

 

4,118

 

Maintenance and conservation of vehicles

 

3,408

 

2,869

 

Disconnection and reconnection

 

6,036

 

4,843

 

Others

 

12,275

 

7,495

 

 

 

99,953

 

77,800

 

 

c) ELECTRICITY BOUGHT FOR RESALE

 

 

 

31/03/2008

 

31/03/2007

 

From Itaipu Binacional

 

198,544

 

202,511

 

Short-term energy

 

52,664

 

15,361

 

‘Bilateral Contracts’

 

45,354

 

1,410

 

Reimbursement of CVA – “Initial Contracts”

 

157

 

5,788

 

Electricity acquired in auctions

 

217,153

 

196,987

 

Proinfa

 

17,846

 

17,501

 

Proinfa – Electricity

 

31,274

 

 

Portion A

 

14,746

 

 

 

 

577,738

 

440,021

 

 

97



 

d) OPERATIONAL PROVISIONS

 

 

 

31/03/2008

 

31/03/2007

 

Pension plan premiums

 

21

 

99

 

Provision for doubtful receivables

 

28,380

 

18,789

 

Labor-law contingencies

 

2,065

 

(596

)

Reversal of Aneel administrative proceedings

 

2,210

 

30,000

 

Provision (reversal) for civil actions on tariff increases

 

3,465

 

896

 

Others

 

511

 

1,673

 

 

 

36,652

 

50,861

 

 

e) OTHER OPERATIONAL EXPENSES, NET

 

 

 

31/03/2008

 

31/03/2007

 

Leasings and rentals

 

5,262

 

7,336

 

Advertising

 

8,801

 

4,842

 

Own consumption of electricity

 

4,645

 

4,207

 

Subventions and donations

 

3,428

 

3,352

 

Aneel inspection charge

 

6,285

 

5,496

 

Taxes and charges (IPTU, IPVA and others)

 

4,641

 

4,337

 

Financial compensation for use of water resources

 

1,048

 

1,030

 

Contribution to the MAE

 

419

 

374

 

Insurance

 

608

 

506

 

Other expenses (Recovery of expenses)

 

(4,828

)

2,612

 

 

 

30,309

 

34,092

 

 

25) – NET FINANCIAL REVENUES

 

 

 

31/03/2008

 

31/03/2007

 

FINANCIAL REVENUES

 

 

 

 

 

Revenue from cash investments

 

18,040

 

8,009

 

Arrears penalty payments on electricity bills

 

43,048

 

20,548

 

Monetary variation of CVA

 

5,221

 

20,133

 

Monetary variation – General Agreement for the Electricity Sector

 

27,337

 

40,659

 

Monetary variation – deferred tariff adjustment

 

25,897

 

36,387

 

FX variations

 

1,182

 

24,005

 

Pasep and Cofins taxes on financial revenues

 

(2,594

)

(4,250

)

Others

 

7,816

 

15,426

 

 

 

125,947

 

160,917

 

FINANCIAL EXPENSES

 

 

 

 

 

Charges on loans and financings

 

(64,368

)

(69,348

)

Monetary variation – General Agreement for the Electricity Sector

 

(6,814

)

(11,870

)

Monetary variation of CVA

 

(4,806

)

(16,214

)

FX variations

 

(2,533

)

(2,119

)

Monetary variation – loans and financings

 

(19,190

)

(5,260

)

CPMF tax

 

(3,024

)

(11,415

)

Losses on financial instruments (Note 27)

 

(7,291

)

(21,076

)

Provision for losses in the recovery of RTE amounts

 

(1,470

)

(2,735

)

Others

 

(5,910

)

(10,165

)

 

 

(115,406

)

(150,202

)

NET FINANCIAL EXPENSES

 

10,541

 

10,715

 

 

Pasep and Cofins expenses apply on the financial revenue arising on regulatory assets, and these are realized through electricity invoices.

 

Financial charges on loans and financings linked to works at March 31, 2008 in the amount of R$ 2,038, were transferred to Fixed assets. No monetary updating nor FX variation was capitalized in the period.

 

98



 

26) – RELATED PARTY TRANSACTIONS

 

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

 

 

 

ASSETS

 

LIABILITIES

 

REVENUES

 

EXPENSES

 

COMPANIES

 

31/03/2008

 

31/12/2007

 

31/01/2008

 

31/12/2007

 

31/03/2008

 

31/03/2007

 

31/03/2008

 

31/03/2007

 

Cemig

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Affiliates and holding company

 

2,489

 

2,463

 

1,430

 

127

 

 

 

 

 

Interest on Equity and dividends

 

 

 

 

646,667

 

674,408

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Geração e Transmissão S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Affiliates and holding company

 

1,378

 

1,697

 

6,922

 

2,455

 

 

 

 

 

Electricity purchased for resale (1)

 

6,473

 

5,167

 

6,079

 

22,277

 

960

 

 

(23,348

)

(16,224

)

Others

 

 

 

 

39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Light

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Energy bought for resale (1)

 

 

 

 

163

 

 

 

(1,270

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Minas Gerais state government

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumers and traders

 

2,021

 

2,021

 

 

 

17,878

 

13,266

 

 

 

Taxes, charges and contributions – ICMS

 

102,120

 

102,121

 

245,622

 

242,892

 

557,276

 

(500,804

)

 

 

ICMS tax to be offset – current

 

49,947

 

43,526

 

 

 

 

 

 

 

Consumers and resellers (2)

 

34,342

 

36,795

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FORLUZ

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Post-employment obligations – current (3)

 

 

 

57,816

 

64,238

 

 

 

(37,169

)

(18,393

)

Post-employment obligations – non-current (3)

 

 

 

826,877

 

824,686

 

 

 

 

 

Others

 

 

 

23,897

 

68,838

 

 

 

 

 

Personnel

 

 

 

 

 

 

 

(12,356

)

(12,659

)

Current administration expense

 

 

 

 

 

 

 

(2,996

)

(1,073

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Others

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Affiliates, subsidiaries and holding company

 

231

 

1,573

 

 

 

 

 

 

 

 


The main conditions related to business transactions between related parties are below:

 

(1)

 

The company has electricity purchase contracts with Cemig Geração e Transmissão and Light Energia, arising from the public auction of electricity held in 2005, with period of 8 years from start of supply.

 

 

 

(2)

 

A substantial part of the amount refers to renegotiation of the debit originating from the sale of electricity to Copasa, with payment scheduled up to September 2012, and financial updating by the IGPM index + 0.5% p.m.

 

 

 

(3)

 

Part of the contracts of Forluz are updated by the IPCA (Expanded Consumer Price Index) published by the IBGE (Brazilian Geography and Statistics Institute), and part are adjusted based on the Salary Adjustment Index of the employees excluding productivity, plus 6% per year (See Explanatory Note 17).

 

For more information on the main transactions, see Explanatory Notes 4, 8,13,14,17,19, 23 and 24.

 

99



 

27) – FINANCIAL INSTRUMENTS

 

Cemig Distribuiçao uses financial instruments restricted to cash and cash equivalents, consumers and traders, amounts receivable from the Minas Gerais state government, loans and financings, and debentures, and the gains and losses obtained on the transactions are registered in full by the accrual method.

 

The derivative instruments contracted by the company have the purpose of protecting the company’s operations against the risks arising from foreign exchange variation and are not used for speculative purposes.

 

The principal amounts of the transactions and derivatives are not posted in the balance sheet, since they refer to transactions which do not require payments of cash, but only of the gains or losses that actually occur. The net results of these transactions represented losses on March 31, 2008 and 2007 of, respectively, R$ 7,291 and R$ 21,076. These are posted in Financial revenue (expenses).

 

The recognition of the net result not realized in operations with derivative instruments is carried out by the accrual method, which can generate differences when compared with the estimated market value of such instruments. This difference arises from the fact that market value includes recognition at present value of future gains or losses to be incurred on the transactions, in accordance with the expectation of the market at the moment at which the market value is ascertained.

 

The table below shows the derivative instruments contracted by the company, the gains (losses) not realized, registered, and the respective estimate of market value of these instruments on March 31, 2008:

 

 

 

 

 

 

 

Principal

 

 

 

 

 

 

 

 

 

 

 

amount

 

Unrealized loss

 

Receivable by

 

Owed by

 

Period of

 

contracted

 

 

 

Estimated

 

Cemig Distribuição

 

Cemig Distribuição

 

maturities

 

–‘000

 

Book value

 

market value

 

 

 

 

 

 

 

 

 

 

 

 

 

In US$:

 

In R$:

 

From

 

 

 

 

 

 

 

5.58% p.a. to 7.14% p.a.

 

CDI + rate

 

4 / 2008

 

 

 

 

 

 

 

 

 

1.5% p.a. to 3.01% p.a.

 

to 6 / 2013

 

US$62,072

 

(115,467

)

(121,032

)

 

28) – THE TARIFF REVIEW

 

On April 7, 2008 Aneel published the result of the 2nd Tariff Review of Cemig Distribuição. The average impact perceived by consumers will be a reduction of 12.24% in their electricity invoices as from April 8, 2008. The rate adjustment is in fact different for different types of consumer – as an example, residential consumers had a reduction of 17.11% on their energy bills, while high-voltage consumers had a reduction of 8.02%.

 

The result of the Review is an aspect of the regulation of the sector which requires that the gains in productivity resulting from the reduction of costs achieved by Cemig in the years since the last prior tariff review must be passed on to the tariff charged to consumers.

 

The Tariff charged to Free Consumers for use of the Distribution System (TUSD) was increased by 2.01%, mainly reflecting the increase of 3.25% for consumers connected at 138kV.

 

It should also be highlighted that as from the second cycle of the company’s tariff review, i.e. April 8, 2008, the Special Obligations will begin to be amortized, posted as credits in the income statement, using the average depreciation rate on the assets that gave rise to them. The company estimates that the amount of the credit to be posted in the income statement for 2008 for this depreciation will be approximately R$ 88,019.

 

100



 

29) – STATEMENT OF CASH FLOWS

 

This statement is in accordance with the criteria for disclosure established by the US accounting statement FAS 95 - Statement of Cash Flows, considering that the company is registered with the SEC (Securities and Exchange Commission) of the US and also prepares financial statements in accordance with accounting principles generally accepted in the US (US GAAP).

 

 

 

31/03/2008

 

31/03/2007

 

FROM OPERATIONS

 

 

 

 

 

Net profit for the year

 

270,659

 

180,398

 

Expenses (revenues) not affecting cash

 

 

 

 

 

Depreciation and amortization

 

110,515

 

95,059

 

Net write-offs of fixed assets

 

3,839

 

2,597

 

Interest and monetary variations, non-current

 

(2,597

)

(58,200

)

Deferred income tax and Social Contribution

 

(33,487

)

(53,356

)

Provisions for operational losses

 

7,859

 

50,861

 

Provision for Extraordinary Tariff Recomposition

 

1,470

 

2,735

 

Post-employment obligations

 

37,169

 

18,393

 

 

 

395,427

 

238,487

 

Reduction (increase) in assets

 

 

 

 

 

Consumers and traders

 

12,214

 

39,670

 

Extraordinary tariff recomposition

 

80,346

 

54,490

 

Taxes subject to offsetting

 

(86,825

)

(81,209

)

Transport of energy

 

(16,429

)

(42,156

)

Deferred tariff adjustment

 

100,416

 

130,102

 

Regulatory asset – PIS, Pasep and Cofins

 

54,903

 

11,289

 

Other current assets

 

(81,197

)

23,653

 

Anticipateõ expenses – CVA

 

(105,665

)

(221,163

)

Other non-current assets

 

14,084

 

(26,557

)

 

 

(28,153

)

(111,881

)

Increase (reduction) in liabilities

 

 

 

 

 

Suppliers

 

(54,219

)

(144,480

)

Taxes, charges and contributions

 

157,188

 

112,183

 

Salaries and social contributions

 

(23,224

)

(633

)

Regulatory charges

 

8,849

 

(37,081

)

Loans and financings

 

55,063

 

46,472

 

Post-employment obligations

 

(41,400

)

(41,636

)

Anticipated expenses - CVA

 

(1,499

)

268,290

 

Losses on financial instruments

 

7,291

 

21,076

 

Others

 

(77,779

)

(44,578

)

 

 

30,270

 

179,613

 

 

 

 

 

 

 

CASH GENERATED BY OPERATIONS

 

397,544

 

306,219

 

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

Financings obtained

 

2,675

 

34,599

 

Short-term loans

 

 

200,000

 

Payment of loans and financings

 

(11,144

)

(17,825

)

Interest on Equity and dividends

 

(27,741

)

(15,239

)

 

 

(36,210

)

201,535

 

TOTAL INFLOW OF FUNDS

 

361,334

 

507,754

 

 

 

 

 

 

 

CAPITAL EXPENDITURE

 

 

 

 

 

On investments

 

2

 

 

On fixed assets

 

(41,932

)

(206,739

)

Special Obligations – consumer contributions

 

(27,494

)

68,989

 

 

 

(69,424

)

(137,750

)

 

 

 

 

 

 

NET CHANGE IN CASH POSITION

 

291,910

 

370,004

 

 

 

 

 

 

 

STATEMENT OF CHANGE IN CASH POSITION

 

 

 

 

 

At start of year

 

636,286

 

214,103

 

At end of year

 

928,196

 

584,107

 

 

 

291,910

 

370,004

 

 

101



 

ECONOMIC – FINANCIAL PERFORMANCE

 

Amounts are in thousands of Reais unless otherwise stated.

 

Profit in the period

 

In the first quarter of 2008 (1Q08), Cemig Distribuição reported net profit of R$ 270.659 million, 50.03% higher than the net profit of R$180.398 reported for the first quarter of 2007. This result mainly reflects Net sales revenue 27.03% higher, partially offset by Operational costs and expenses 21.99% higher.

 

Ebitda information (method of calculation not reviewed by our external auditors).

 

The Ebitda of Cemig Distribuição in first quarter 2008 was a significant 37.55% higher than in 2007. Adjusted for non-recurring items, it was 27.18% higher.

 

As part of the tariff review of Cemig Distribuição, Aneel included in the tariff to be applied as from April 8, 2008 certain financial items relating to previous business years which resulted in the recognition of regulatory assets and liabilities which will be received and/or discounted in the tariff to be received from consumers in the period April 8, 2008 to April 7, 2009. The impact on Ebitda of this non-recurring recognition of the financial items was R$ 58,134, as shown in this table:

 

 

EBITDA - R$ -million

 

31/03/2008

 

31/03/2007

 

Change,
%

 

 

 

 

 

(Reclassified)

 

 

 

Net profit

 

270,659

 

180,398

 

50.03

 

+ Income tax and Social Contribution

 

141,031

 

94,871

 

48.66

 

+ Employees’ and managers’ shares in results

 

16,155

 

15,842

 

1.98

 

+ Non-operational revenue (expenses)

 

1,464

 

9,350

 

(84.34

)

– Financial revenue (expenses)

 

(10,541

)

(10,715

)

(1.62

)

+ Amortization and depreciation

 

110,515

 

95,059

 

16.26

 

= EBITDA

 

529,283

 

384,805

 

37.55

 

Non-recurring items:

 

 

 

 

 

 

 

– Tariff review – Net revenue

 

(62,464

)

 

 

+ Tariff review– Operational expense

 

4,330

 

 

 

+ Adjustment to RGR charge – Homologation by Aneel

 

 

14,899

 

 

– Energy CVA

 

 

(29,245

)

 

= ADJUSTED EBITDA

 

471,149

 

370,459

 

27.18

 

 

102



 

 

The higher Ebitda in the first quarter of 2008 than in the first quarter of 2007 was mainly due to net sales revenue 27.03% higher, partially offset by operational costs and expenses (excluding the effect of depreciation and amortization expenses) 22.59% higher. The improved performance in 2008 was reflected in Ebitda margin, which rose from 29.66% in 1Q07 to 32.12% in 2008.

 

Gross revenue from supply of electricity and use of the network – captive consumers

 

Gross revenue from retail supply of electricity in 1Q08 was R$ 2.343 billion, compared to R$ 1.921 billion in 1Q07, i.e. 22.02% higher.

 

The main impacts on 2008 revenues arose from the following factors:

 

·              Tariff readjustment averaging 5.16% on consumer tariffs, starting from April 8, 2007 (full effect in 2008).

·              5.48% increase in volume of energy invoiced to final consumers (excluding internal consumption).

·              Recognition of non-recurring revenue relating to financial items of previous years which were included in the tariff, resulting in the constitution of regulatory assets in the gross amount of R$ 67,194.

 

Electricity sold to final consumers (MWh)

(Data not audited by independent auditors)

 

 

 

31/03/2008

 

31/03/2007

 

Change, %

 

Residential

 

1,729,761

 

1,693,718

 

2.13

 

Industrial

 

1,224,837

 

1,144,147

 

7.05

 

Commercial, services and others

 

1,084,482

 

1,010,860

 

7.28

 

Rural

 

453,242

 

385,238

 

17.65

 

Public authorities

 

152,436

 

144,871

 

5.22

 

Public illumination

 

259,068

 

266,041

 

(2.62

)

Public service

 

262,152

 

252,499

 

3.82

 

Total

 

5,165,978

 

4,897,372

 

5.48

 

 

 

Revenue for use of the network – Free Consumers

 

This revenue refers to the Tariff for Use of the Distribution System (TUSD) charged to Free Consumers on energy sold, principally by Cemig Geração e Transmissão, and was not significantly different between 1Q07 – when it was R$ 313,102, and 1Q08, when it was R$ 315,032.

 

103



 

Non-controllable costs

 

The differences between the sums of non-controllable costs (also referred to as “CVA”) used as a reference in the calculation of the tariff adjustment and the disbursements actually made are offset in the subsequent tariff adjustments, and are registered in Current assets and Long term assets. Complying with the Aneel Chart of Accounts, some Items are allocated as Deductions from operational revenue. Please refer to further information in Explanatory Note 2 and Note 7 to the Quarterly Information.

 

As from March 2008 the company began to receive, in the tariff, the amounts posted in assets under “Portion A”. Hence the portion of the non-controllable costs which were actually received in the tariff is transferred to Operational expenses, as shown in Explanatory Note 6, Item “b”.

 

Deductions from operational revenues

 

Deductions from operational revenues amounted to R$ 1,028,152 In 1Q08, compared to R$ 950,810 in 1Q07, 8.13% higher. The principal changes in these expenses are as follows:

 

Fuel Consumption Account – CCC

 

The deduction from revenue relating to the CCC was R$ 62,594 in 1Q08, compared to R$ 112,880 in 1Q07, 44.55% lower. This relates to the operational costs of thermal plants in the Brazilian interconnected and isolated systems, split pro-rata among electricity concession holders by the Aneel Resolution. This is a non-controllable cost; the amount deducted from revenue is passed through to tariffs.

 

Energy Development Account – CDE

 

The deduction from revenue relating to the CDE was R$ 75,073 in 1Q07, compared to R$ 74,091 in 1Q07, an increase of 1.33%. The payments are specified by an Aneel Resolution. This is a non-controllable cost, with the expense recognized in the income statement corresponding to the value effectively passed through to the tariff.

 

RGR – Global Reversion Reserve

 

The deduction from revenue relating to the CDE was R$ 15,420 in 1Q08, compared to R$ 25,527 in 1Q07, a reduction of 39.59%. This basically reflects the accounting, in March 2007, of a complement to the expense for 2005, in the amount of R$ 14,899, as homologated by Aneel.

 

The other deductions from revenue are for taxes calculated as a percentage of billing, and their variations thus substantially arise from the changes in revenue.

 

Operational costs and expenses (excluding financial revenue/expenses)

 

Operational costs and expenses (excluding Financial revenue (expenses)) totaled R$ 1,229,014 in 1Q08, 21.99% higher than the R$ 1,007,434 reported for 1Q07. This is mainly due to variation in personnel costs, energy bought for resale and post-employment obligations. For further information on the composition of operational costs and expenses, see Explanatory Note 24 to the Quarterly Information.

 

104



 

The principal changes in expenses are:

 

Personnel expenses

 

Personnel expenses totaled R$ 194.660 million in 1Q08, vs. R$ 156.756 million in 1Q07, representing an increase of 24.18%. This increase was basically due to the following factors:

 

·                  salary increase of 5.00% given to employees in November 2007;

·                  provision of R$ 3,881 for the Voluntary Dismissal Program (PPD), in first quarter 2008; and

·               lower transfer of personnel costs to works in progress (R$ 16,269 in 2008 vs. R$ 29,709 in 2007), as a result of the lower capital expenditure program in 2008.

 

Further information on the composition of personnel expenses is given in Explanatory Note 24 to the Quarterly Information.

 

Electricity purchased for resale

 

Expense on electricity purchased for resale was R$ 577,738 in 1Q08, compared to R$ 440,021 in 1Q07, representing an increase of 31.30%. This is a non-controllable cost, with the expense recognized in the income statement corresponding to the value actually passed through to the tariff. Further information is given in Explanatory Note 24 to the Quarterly Information.

 

Depreciation and amortization

 

The expense on depreciation and amortization was 16.26% higher, at R$ 110,515, in 1Q08, than in 1Q07 (R$ 95,059), basically reflecting the startup of new distribution networks and lines as a consequence of the investments in the Light for Everyone program.

 

Post-employment obligations

 

Expenses on post-employment obligations totaled R$ 37,169 in 1Q08, compared to R$ 18,393 in 1Q07, 102.08% higher. These expenses basically represent interest on the actuarial liabilities of Cemig Distribuição, net of the expected return on plan assets, as estimated by an external actuary. The higher expense in 2008 basically reflects the adjustment in the actuarial assumptions in December 2007, in which the assumed interest rate was reduced, increasing the value of the actuarial obligations.

 

Operational provisions

 

Operational provisions totaled R$ 36,652 in 1Q08, compared to R$ 50,861 in 1Q07, a reduction of 27.94%. This lower figure basically reflects the provision of R$ 30,000 for administrative proceedings by Aneel, made in March 2007. Please refer to further information in Explanatory Note 18 and Note 24 to the Quarterly Information.

 

Charges for Use of the Transmission Grid

 

Expenses on charges for the use of the transmission grid were R$ 119,994 in 1Q08, vs. R$ 116,984 in 1Q07, 2.57% higher. These charges are payable by distribution and generation agents for use of the facilities and components of the basic grid, and are set by Aneel resolution. This is a non-controllable cost, with the expense recognized in the income statement corresponding to the value effectively passed through to the tariff.

 

105



 

Outsourced services

 

Expenses on outsourced services in 1Q08 were R$ 99,953, 28.47% higher than in 1Q07 (R$ 77,800). This primarily reflects increased spending on maintenance and conservation of electricity facilities, contracted labor and communication. The expenses in the line are detailed in Explanatory Note 24 to the Quarterly Information.

 

Financial revenues (expenses)

 

In 1Q08 the company reported net financial expenses of R$ 10,541, compared to net financial expenses of R$ 10,715 in 1Q07. The main factors in this financial result are:

 

·                Revenue from cash investments was 125.25% higher in 2008, due to a higher average balance of cash invested. This revenue was R$ 18,040 in 1Q08, vs. R$ 8,009 in 2007.

 

·                The revenue from arrears penalty payments on client electricity bills was R$ 22,500 higher, at R$ 43,048 in 1Q08, vs. R$ 20,548 in 1Q07. This variation arises from the revenue posted in 1Q08, in the amount of R$ 10,516, relative to accounts received from major industrial consumers for consumption in prior years – the principal amounts of which were considerably less than the amounts added as penalty payments for delay in settlement.

 

·                Lower revenue from monetary updating on the General Agreement for the Electricity Sector. The revenue was R$ 27,337 in the first quarter of 2008, vs. R$ 40,659 in 1Q 2007 – reflecting the lower value of the regulatory assets in 2008, as part of the regulatory assets previously posted (RTE and Deferred Tariff Adjustment) were amortized.

 

·                Monetary updating and interest on the Deferred Tariff Adjustment was 28.83% lower, at R$ 25,897, in 1Q08, than in 1Q07 (R$ 36,387) – again due to reduction of the principal value of the asset as a result of parts of it being received in electricity accounts. For further details please see Explanatory Note 10 to the Quarterly Information.

 

106



 

·               Net loss of R$ 1,351 on currency variations in 1Q08, compared to net gain of R$ 21,886 in 1Q07. This was basically due to lower depreciation of the dollar against the Real in 2008 than in 2007 and the reduction in the balance of the debt in foreign currency. In the first quarter of 2008 the dollar depreciated against the Real by 1.25%; while in first quarter 2007 it depreciated 4.10%.

 

·               Net loss on financial instruments in 1Q08, of R$ 7,291, compared to a net loss of R$ 21,076 in 1Q 2007. This mainly arises from the variation in the US Dollar mentioned in the previous paragraph, since for part of its debt in foreign currency the Company entered into swap transactions in which the indexor on contracts was swapped from foreign currency to CDI.

 

·      Lower expenses on the CPMF tax due to its being abolished.

 

For a breakdown of financial revenues and expenses, see Explanatory Note 25 to the Quarterly Information.

 

Income tax and Social Contribution

 

In 1Q08 Cemig Distribuição posted expenses on income tax and Social Contribution of R$ 141,031, representing 32.96% of the pre-tax profit of R$ 427,845. In 1Q07, the company posted expenses on income tax and Social Contribution of R$ 94,871, representing 32.59% of the pre-tax profit of R$ 291,111 million. These effective rates are reconciled with the nominal rates in Explanatory Note 9 to the Quarterly Information.

 

107



 

OTHER INFORMATION THAT THE COMPANY BELIEVES TO BE MATERIAL

 

FINANCIAL INDICATORS

Information not reviewed by our external auditors.

 

108



 

OPERATIONAL INDICATORS

 

1Q 08

 

1Q 07

 

Var.

 

(Not reviewed by our external auditors)

 

EFFICIENCY

 

 

 

 

 

 

 

MWh/ employee (MWh)

 

622.22

 

590,65

 

0.16

 

Consumers/ employee (n°)

 

779.32

 

758.74

 

2.71

 

SERVICE QUALITY

 

 

 

 

 

 

 

Average outage time per consumers (hs)

 

4.34

 

4.14

 

4.83

 

Average consumers outage frequency (no)

 

1.06

 

1.87

 

(43.32

)

AVERAGE TARIFF(R$/MWh)

 

 

 

 

 

 

 

Residential

 

538.23

 

496.58

 

8.39

 

Industrial

 

328.71

 

282.13

 

16.51

 

Commercial

 

468.82

 

434.75

 

7.84

 

Rural

 

301.62

 

293.23

 

2.86

 

Other

 

324.05

 

292.90

 

10.64

 

Final Consumer

 

425.29

 

390.13

 

9.01

 

 

109



 

REPORT OF REVIEW BY INDEPENDENT AUDITORS

 

To

The Board of Directors

Cemig Distribuição S.A.

Belo Horizonte, Minas Gerais

 

1.                       We have examined the accounting information contained in the Quarterly Information (ITR) of Cemig Distribuição S.A. for the quarter ending March 31, 2008, consisting of the balance sheet, income statement and statement of cash flows, the report on performance and explanatory notes. These were prepared under the responsibility of the Company’s management.

 

2.                       Our review was carried out in accordance with the specific rules established by Ibracon – the Institute of Independent Auditors of Brazil, together with the Federal Accounting Council (CFC), and consisted, principally, of: (a) enquiry and discussion with the managers responsible for the accounting, financial and operational areas of the Company, as to the main criteria adopted in the preparation of the Quarterly Information; and (b) review of the information and the subsequent events which may have had or may in the future have significant effects on the company’s financial situation and its operations.

 

3.                       Based on our examination, we are not aware of any material change which should be made to the accounting information contained in the Quarterly Information referred to above, for it to be in accordance with the rules issued by the CVM (Comissão de Valores Mobiliários), applicable to preparation of Quarterly Information, including CVM Instruction 469/08.

 

4.                       As mentioned in Explanatory Note 2, Law 11638 of December 28, 2007 came into force on January 1, 2008. This law changed, repealed and introduced new provisions in Law 6404/76 (the Corporate Law) and changed the accounting practices adopted in Brazil. Although this law has already come into force, some changes introduced by it are still awaiting normalizing rules to be made by the regulatory bodies before they are to be adopted by companies. For this reason, in this transition phase, the CVM, through CVM Instruction 469/08, made immediate application of the provisions of Law 11638/07 in preparation of the Quarterly Information (ITR) optional. Hence, the accounting information contained in the Quarterly Information for the quarter ended March 31, 2008 was prepared in accordance with specific instructions of the CVM and does not include the changes in accounting practices introduced by Law 11638/07.

 

5.                       As mentioned in Explanatory Note 28 to the Quarterly Information (ITR), as a result of the 2nd periodic tariff review specified in the concession contract, Aneel has, provisionally, homologated the Company’s tariff repositioning at –12.24%, to be applied to the period from April 8, 2008. Any effects arising from the final review will be reflected in the Company’s equity and financial position in subsequent periods.

 

6.                       The Quarterly Information (ITR) of the Company for the quarter ended March 31, 2007, presented here for comparison, was examined by other independent auditors, who issued a report, without qualification, on it, dated May 8, 2007.

 

May 7, 2008

 

KPMG Auditores Independentes

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

 

 

Marco Túlio Fernandes Ferreira

Accountant – CRC MG 058176/O-0

 

110



 

3.             Financial Statements of CEMIG Geração e Transmissão S.A., as of and for the Three Months Ended March 31, 2008

 

111



 

TABLE OF CONTENTS

 

BALANCE SHEET

113

 

 

INCOME STATEMENT

115

 

 

EXPLANATORY NOTES TO THE FINANCIAL STATEMENTS

116

1)

OPERATING CONTEXT

116

2)

PRESENTATION OF FINANCIAL STATEMENTS

117

3)

CASH AND CASH EQUIVALENTS

119

4)

CONSUMERS AND RESELLERS

119

5)

RESELLERS – TRANSACTIONS WITH FREE ENERGY

121

6)

TAXES FOR OFFSET

122

7)

TAX CREDITS

122

8)

INVESTMENTS

123

9)

FIXED AND INTANGIBLE ASSETS

126

10)

SUPPLIERS

127

11)

TAXES, RATES AND CONTRIBUTIONS

128

12)

LOANS, FINANCING AND DEBENTURES

129

13)

REGULATORY CHARGES

131

14)

POST-EMPLOYMENT OBLIGATIONS

131

15)

PROVISIONS FOR CONTINGENCIES

132

16)

NET EQUITY

133

17)

GROSS ELECTRICITY SUPPLY

133

18)

REVENUES FROM NETWORK USE

133

19)

DEDUCTIONS TO OPERATING REVENUES

134

20)

OPERATING COSTS AND EXPENSES

134

21)

NET FINANCIAL EXPENSES

135

22)

TRANSACTIONS WITH RELATED PARTIES

136

23)

FINANCIAL INSTRUMENTS

137

24)

STATEMENTS OF CASH FLOW

138

 

 

 

CONSOLIDATED ECONOMIC AND FINANCIAL PERFORMANCE

139

 

 

OTHER INFORMATION THAT THE COMPANY BELIEVES IS RELEVANT

143

 

 

REPORTS OF INDEPENDENT AUDITORS REGARDING SPECIAL REVISION

145

 

112



 

BALANCE SHEET

 

AT MARCH 31, 2008 AND DECEMBER 31, 2007

 

ASSETS

 

(In thousands of reais)

 

 

 

Consolidated

 

Controlling Company

 

 

 

3/31/2008

 

12/31/2007

 

31/03/2008

 

12/31/2007

 

 

 

 

 

Restated

 

 

 

Restated

 

CURRENT ASSETS

 

 

 

 

 

 

 

 

 

Cash and Cash Equivalents (Note 3)

 

976,326

 

916,288

 

967,753

 

907,116

 

Consumers and Resellers (Note 4)

 

320,256

 

299,796

 

320,256

 

299,796

 

Concession Holders – Energy Transmission

 

55,670

 

46,131

 

55,670

 

46,131

 

Taxes for Offset (Note 6)

 

329,127

 

222,825

 

329,072

 

222,745

 

Resellers – Free Energy Transactions (Note 5)

 

16,002

 

31,426

 

16,002

 

31,426

 

Tax Credits (Note 7)

 

164,938

 

172,111

 

164,938

 

172,111

 

Inventory

 

3,577

 

3,794

 

3,577

 

3,794

 

Other Credits

 

53,235

 

68,616

 

53,235

 

68,616

 

TOTAL CURRENT ASSETS

 

1,919,131

 

1,760,987

 

1,910,503

 

1,751,735

 

NON-CURRENT ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-Term Assets

 

 

 

 

 

 

 

 

 

Tax Credits (Note 7)

 

58,903

 

52,916

 

58,903

 

52,916

 

Resellers – Free Energy Transactions (Note 5)

 

8,737

 

13,646

 

8,737

 

13,646

 

Taxes for Offset (Note 6)

 

16,665

 

10,600

 

16,665

 

10,600

 

Deposits Linked to Litigation

 

34,195

 

32,304

 

34,195

 

32,304

 

Credits with Related Entities

 

7,044

 

2,675

 

7,044

 

2,675

 

Other Credits

 

7,747

 

7,682

 

7,747

 

7,682

 

Total Long-Term Assets

 

133,291

 

119,823

 

133,291

 

119,823

 

Permanent

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments (Note 8)

 

1,011,980

 

1,004,095

 

1,038,758

 

1,030,873

 

Fixed (Note 9)

 

4,878,596

 

4,909,364

 

4,845,501

 

4,884,473

 

Intangible (Note 9)

 

10,969

 

11,549

 

10,919

 

11,499

 

Deferred

 

4,312

 

1,326

 

3,902

 

 

Total Permanent Assets

 

5,905,857

 

5,926,334

 

5,899,080

 

5,926,845

 

TOTAL NON-CURRENT ASSETS

 

6,039,148

 

6,046,157

 

6,032,371

 

6,046,668

 

TOTAL ASSETS

 

7,958,279

 

7,807,144

 

7,942,874

 

7,798,403

 

 

The explanatory notes are an integral part of the quarterly information.

 

113



 

BALANCE SHEET

 

AT MARCH 31, 2008 AND DECEMBER 31, 2007

 

LIABILITIES

 

(In thousands of reais)

 

 

 

Consolidated

 

Controlling Company

 

 

 

3/31/2008

 

12/31/2007

 

3/31/2008

 

12/31/2007

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

 

 

Loans and Financing (Note 12)

 

423,377

 

393,804

 

423,377

 

393,804

 

Debentures (Note 12)

 

27,230

 

10,486

 

27,230

 

10,486

 

Suppliers (Note 10)

 

86,286

 

236,313

 

84,591

 

232,767

 

Taxes, Rates and Contributions (Note 11)

 

300,504

 

211,815

 

300,368

 

211,789

 

Interest on Own Capital and Dividends Payable

 

535,398

 

541,518

 

535,398

 

541,518

 

Salaries and Social Charges

 

46,914

 

51,142

 

46,905

 

51,046

 

Rogulatory Charges (Note 13)

 

82,466

 

78,391

 

82,466

 

78,391

 

Profit-Sharing

 

6,933

 

21,726

 

6,933

 

21,726

 

Debts with Related Entities

 

2,264

 

2,249

 

2,264

 

2,249

 

Retirement Obligations (Note 14)

 

18,059

 

20,065

 

18,059

 

20,065

 

Provision for Losses - Financial Instruments (Note 23)

 

54,497

 

58,272

 

54,497

 

58,272

 

Other Obligations

 

47,789

 

64,718

 

47,789

 

64,718

 

TOTAL CURRENT LIABILITIES

 

1,631,717

 

1,690,499

 

1,629,877

 

1,686,831

 

 

 

 

 

 

 

 

 

 

 

NON-CURRENT LIABILITIES

 

 

 

 

 

 

 

 

 

Long-Term Liabilities

 

 

 

 

 

 

 

 

 

Loans and Financing (Note 12)

 

1,984,285

 

1,973,280

 

1,970,720

 

1,968,213

 

Debentures (Note 12)

 

738,526

 

734,077

 

738,526

 

734,077

 

Provisions for Contingencies (Note 15)

 

6,488

 

7,553

 

6,488

 

7,553

 

Suppliers (Note 10)

 

13,439

 

25,803

 

13,439

 

25,803

 

Retirement Obligations (Note 14)

 

257,197

 

256,105

 

257,197

 

256,105

 

Taxes, Rates and Contributions (Note 11)

 

54,980

 

52,377

 

54,980

 

52,377

 

Regulatory Charges (Note 13)

 

1,026

 

2,034

 

1,026

 

2,034

 

Other Obligations

 

76,630

 

77,153

 

76,630

 

77,147

 

TOTAL NON-CURRENT LIABILITIES

 

3,132,571

 

3,128,382

 

3,119,006

 

3,123,309

 

 

 

 

 

 

 

 

 

 

 

NET EQUITY (Note 16)

 

 

 

 

 

 

 

 

 

Company Capital

 

2,896,785

 

2,896,785

 

2,896,785

 

2,896,785

 

Profit Reserve

 

91,478

 

91,478

 

91,478

 

91,478

 

Accumulated Profits

 

205,728

 

 

205,728

 

 

TOTAL NET EQUITY

 

3,193,991

 

2,988,263

 

3,193,991

 

2,988,263

 

TOTAL LIABILITIES

 

7,958,279

 

7,807,144

 

7,942,874

 

7,798,403

 

 

The explanatory notes are an integral part of the quarterly information.

 

114



 

INCOME STATEMENT

 

FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2008 AND MARCH 31, 2007

 

(In thousands of reais, except net income per lot of one thousand shares)

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

3/31/2007

 

 

 

 

 

Restated

 

OPERATING REVENUES

 

 

 

 

 

Gross Electricity Supply (Note 17)

 

721,201

 

594,026

 

Revenues from Network Use (Note 18)

 

150,434

 

140,998

 

Other Operating Revenues

 

6,427

 

3,601

 

 

 

878,062

 

738,625

 

DEDUCTIONS TO OPERATING REVENUES (Note 19)

 

(195,289

)

(151,454

)

NET OPERATING REVENUES

 

682,773

 

587,171

 

COST OF ELECTRICITY SERVICE

 

 

 

 

 

COST OF ELECTRICITY (Note 20)

 

 

 

 

 

Charges for Basic Transmission Network Use

 

(64,437

)

(61,964

)

COST OF OPERATION (Note 20)

 

 

 

 

 

Personnel and Administrators

 

(53,302

)

(48,139

)

Retirement Obligations

 

(9,987

)

(5,079

)

Materials

 

(2,508

)

(2,700

)

Raw Materials and Inputs for Energy Production

 

(21,785

)

 

Third-Party Services

 

(15,086

)

(17,118

)

Depreciation and Amortization

 

(56,345

)

(55,603

)

Operating Provisions (Reversal)

 

932

 

(92

)

Financial Compensation for Use of Hydro Resources

 

(31,201

)

(35,935

)

Other Operating Costs

 

(4,026

)

(11,085

)

 

 

(193,308

)

(175,751

)

 

 

 

 

 

 

TOTAL COST

 

(257,745

)

(237,715

)

 

 

 

 

 

 

GROSS INCOME

 

425,028

 

349,456

 

 

 

 

 

 

 

OPERATING EXPENSES (Note 20)

 

 

 

 

 

General and Administrative Expenses

 

(15,972

)

(10,795

)

Other Operating Expenses

 

(3,923

)

(3,067

)

 

 

(19,895

)

(13,862

)

RESULT OF SERVICE (OPERATING PROFIT BEFORE FINANCIAL

 

 

 

 

 

REVENUES AND EXPENSES)

 

405,133

 

335,594

 

Net Financial Expenses (Note 21)

 

(79,686

)

(69,062

)

OPERATING INCOME

 

325,447

 

266,532

 

 

 

 

 

 

 

NON-OPERATING RESULT

 

(7,847

)

5,476

 

INCOME BEFORE TAXES AND STATUTORY PARTICIPATIONS

 

317,600

 

272,008

 

Income Tax and Social Contribution (Note 7b)

 

(111,984

)

(100,923

)

Deferred Income Tax and Social Contribution (Note 7b)

 

5,031

 

10,192

 

Employee and Manager Profit-Sharing

 

(4,919

)

(5,066

)

NET INCOME IN THE PERIOD

 

205,728

 

176,211

 

NET INCOME PER LOT OF ONE THOUSAND SHARES – R$

 

71.02

 

60.83

 

 

The explanatory notes are an integral part of the quarterly information.

 

115



 

EXPLANATORY NOTES TO QUARTERLY INFORMATION

 

FOR THE YEAR ENDED DECEMBER 31, 2007

 

AND FOR THE QUARTERS ENDED MARCH 2008, AND MARCH 31, 2007

 

(In thousands of reais, unless otherwise indicated)

 

1) OPERATING CONTEXT

 

Cemig Geração e Transmissão S.A. (“the Company,” or “Cemig Geração e Transmissão”), is a publicly traded corporation, a wholly owned subsidiary of Companhia Energética de Minas Gerais - CEMIG (“CEMIG”), that was formed on September 8, 2004, whose operational start-up was January 1, 2005 as a result of the process of unbundling the activities of CEMIG.

 

The purpose of Cemig Geração e Transmissão is: (i) to study, plan, project, build, operate and develop electricity generation, transmission and commercialization systems and related services that have been or that may be transferred, by any legal deed, or companies over which it maintains shareholder control; (ii) to develop activities in the different fields of energy, at any of its sources, seeking economic and commercial development; (iii) to provide consulting services within its area of activity to companies in Brazil and abroad, and (iv) to perform activities that are directly or indirectly related to its company purpose.

 

Transfer of CEMIG’s generation concessions to Cemig Geração e Transmissão is in the process of being approved by Agência Nacional de Energia Elétrica - “ANEEL,” the National Electricity Agency.

 

Cemig Geração e Transmissão owns 46 plants, of which 43 are hydroelectric, 1 wind and 2 thermoelectric, and transmission lines, the majority of which form part of the basic network of Brazil’s generation and transmission system.

 

The opening of the Company’s capital was authorized by the Comissão de Valores Mobiliários “CVM,” the Brazilian equivalent of the Securities and Exchange Commission, on October 10, 2006. It is noted that its shares are not traded on a stock exchange.

 

The Company has an equity stake in the following controlled companies under development:

 

·                  Hidrelétrica Cachoeirão S.A. (jointly controlled – participation of 49.00%) – Production and commercialization of electricity under an independent production system, through the Cachoeirão hydroelectric plant located in Pocrane, in the state of Minas Gerais. For more information see Explanatory Note 8.

 

·                  Guanhães Energia S.A. (jointly controlled – participation of 49.00%) – Production and commercialization of electricity through construction and development of the small hydroelectric plants Dores de Guanhães, Senhora do Porto and Jacaré, located in the municipality of Dores de Guanhães, in the state of Minas Gerais, and Fortuna II, located in the municipality of Virginópolis, in the state of Minas Gerais. For more information see Explanatory Note 8.

 

·                  Cemig Baguari Energia S.A. (jointly controlled – participation of 100.00%) – Production and commercialization of electricity under an independent production system. Cemig Geração e Transmissão expects to transfer the assets of the Baguari Consortium to that controlled company, and projects the start of operations in 2009.

 

116



 

·                  Madeira Energia S.A. (jointly controlled – participation of 10.00%) – Implementation, construction, operation and exploration of the Santo Antônio hydroelectric plant located in the hydrographic basin of Rio Madeira in the state of Rondônia, with capacity of 3,150 MW (information not reviewed by independent auditors) and projected start of commercial operation in 2012. For more information see Explanatory Note 8.

 

2) PRESENTATION OF QUARTERLY INFORMATION

 

2.1) Presentation of Quarterly Information

 

The quarterly information of the controlling company and the consolidated companies was developed and prepared in accordance with accounting practices used in Brazil, including: Brazilian Corporate Law, rules of the Comissão de Valores Imobiliários – CVM, and specific legislation applicable to electricity concession holders issued by Agência Nacional de Energia Elétrica – ANEEL.

 

The quarterly information was prepared following the uniform accounting principles, methods and criteria in relation to those adopted on December 31, 2007.

 

The Cash Flow Statements were prepared in accordance with the criteria established by FAS 95 – Statement of Cash Flows, in relation to the presentation format, in connection with the Group’s holding company, Companhia Energética de Minas Gerais – CEMIG (“CEMIG”), regarding filing its financial statements with the Securities and Exchange Commission (“SEC”).

 

As a function of inclusion of the projected payment of profit-sharing of the Company’s employees and managers in the Company By-Laws in 2007, this profit-sharing is recorded as a reducer of Net Income before taxes and statutory participations; thus, until the third quarter of 2007, it was recorded in the line Personnel Expenses.

 

Alteration in Brazilian Corporate Law

 

On December 28, 2007, Law No. 11,638/07 was enacted, altering, revoking and introducing new provisions to Brazilian Corporate Law in the chapter related to the release and preparation of financial statement, modifying, among other items, the criteria for the recognizing and valuing assets and liabilities. These changes in accounting practices took effect on January 1, 2008.

 

The purpose of these alterations was to increase the transparency of Brazilian companies’ financial statements, and to eliminate some regulatory barriers that made it difficult to conform these statements to international accounting principles – IFRS.

 

The main alterations in the Law that took effect in 2008 that may impact the Company’s Financial Statements are described below:

 

·                  Substitution of the Statement of Source and Use of Resources – DOAR, for the Statement of Cash Flows – DFC;

 

·                  Inclusion of the Statement of Added Value – DVA, into the group of financial statements that are prepared and released, and that must be approved at the General Ordinary Shareholders Meeting – AGO.

 

117



 

·                  In addition to what was originally stated in corporate law, creating a new possibility of separation between commercial bookkeeping and tax bookkeeping by establishing an alternative for the company to adopt tax law provisions in its commercial bookkeeping, and not just in auxiliary books, as long as the necessary adjustments are then made after determining the income base for taxation so that the financial statements are in agreement with Brazilian Corporate Law and fundamental accounting principles;

 

·                  Creation of two new account sub-groups: the Intangible, in Fixed Assets, and Adjustments to Equity Evaluation, in Net Equity; the sub-group of “Adjustments to Equity Evaluation” will essentially serve to cover the counterpart of certain asset valuations at market prices, the valuation of certain financial instruments, and, further, conversion adjustments as a function of the exchange rate variation of company investments abroad still pending specific regulation by the CVM;

 

·                  New criteria to classify and evaluate investments in financial instruments, including derivatives. These financial instruments will be classified into three categories (to be negotiated, maintained until maturity, and available for sale), and their valuation by cost plus yield, or at market value will be done as a function of their classification in one of those categories;

 

·                  Introduction of the concept of Adjustment to Present Value for operations, long-term assets and liabilities, and for relevant short-term assets and liabilities, which is awaiting specific regulation by the CVM;

 

·                  When operations of incorporation, merger or split-off (combination of companies) occur between unrelated parties, and when they are linked to the effective transfer of control, all the assets and liabilities of the incorporated, merged or split company must be identified, valued and recorded at market value.

 

·                  Elimination of the possibility of performing spontaneous revaluation of fixed assets.

 

As communicated to the market, in 2008 the CVM intends to conclude its normative process for the provisions of corporate law that were altered and that need regulation, and it will review all the normative acts regarding accounting matters, in order to verify and eliminate possible divergences in relation to the specific alterations produced by the new law.

 

Company Management is in the process of evaluating the effects that the abovementioned alterations will have on the net equity and results for the year 2008, and it will consider the guidance and definitions to be issued by the regulatory entities. At this time, Management does not believe it is possible to determine the effects of these alterations on the results and on net equity for the quarter ended March 31, 2008.

 

Restatement of Accounting Balances

 

For comparison purposes, the following alterations were made to the amounts previously presented in the 2007 financial statements:

 

118



 

Original Account

 

 

 

Restatement Account

 

 

 

 

 

 

 

 

 

 

 

Current Assets

 

 

 

Current Assets

 

 

 

 

 

 

 

 

 

 

 

Taxes for Offset

 

(17,516

)

Tax Credits

 

17,516

 

 

 

 

 

 

 

 

 

Operating Costs – Cost of Operation

 

 

 

Results

 

 

 

 

 

 

 

 

 

 

 

Personnel and Managers

 

5,066

 

Employee Profit-Sharing

 

(5,066

)

 

2.2) Consolidated quarterly Information

 

The consolidated quarterly information at March 31, 2008 includes the statements of the Company and the controlled companies Hidrelétrica Cachoeirão S.A., Guanhães Energia S.A., Cemig Baguari Energia S.A. and Madeira Energia S.A.

 

The accounting policies were applied uniformly to all the consolidated companies, and they are consistent with the policies used in the previous year.

 

The following were eliminated in the consolidation process: (i) participation in the net equity of the controlled companies; (ii) the result of the equity pick-up; (iii) the amounts of assets and liabilities between the consolidated companies, and (iv) the amounts of revenues and expenses arising from transactions between the consolidated companies.

 

The companies with shared control were proportionally consolidated as a function of the percent of participation. Therefore, each area of quarterly information was consolidated after application of the percent of participation. Consequently, there is no line for minority participation.

 

3) CASH AND CASH EQUIVALENTS

 

 

 

Consolidated

 

Controlling Company

 

 

 

3/31/2008

 

12/31/2007

 

3/31/2008

 

12/31/2007

 

 

 

 

 

 

 

 

 

 

 

Bank Accounts

 

12,121

 

111,017

 

10,757

 

105,013

 

Short-Term Investments

 

964,205

 

805,271

 

956,996

 

802,103

 

 

 

976,326

 

916,288

 

967,753

 

907,116

 

 

Short-Term Investments correspond to transactions with domestic financial institutions that are contracted under normal market conditions and rates, and they are available to be used in the Company’s operations.

 

4) CONSUMERS AND RESELLERS

 

Consolidated and Controlling Company

 

 

 

 

 

 

 

More than 90

 

 

 

 

 

 

 

 

 

90 Days Past

 

Days Past

 

Total

 

Consumer Class

 

Amounts Due

 

Due

 

Due

 

3/31/2008

 

12/31/2007

 

Industrial

 

70,298

 

7,027

 

61,560

 

138,885

 

175,671

 

Supply to Other Concession Holders

 

181,456

 

 

 

181,455

 

124,209

 

Provision for Credits for Doubtful Payment

 

 

 

(84

)

(84

)

(84

)

 

 

251,753

 

7,027

 

61,476

 

320,256

 

299,796

 

 

119



 

The Company forms a provision for credits for doubtful payment through individual analysis of client payments, considering the history of non-payment, negotiations under way, and the existence of real guarantees.

 

The Provision for Credits for Doubtful Payment formed is considered to be sufficient to cover possible losses in the realization of these assets.

 

120



 

The amount of R$45,056 is recorded in relation to industrial consumer credits not paid as a function of the injunction that allowed non-payment of that amount until the final judgment of the legal action questioning the tariff adjustment during the period of the Cruzado Plan through Directive 45/86. The Company expects the conclusion of this legal proceeding in 2008, and that the mentioned values will be received in full.

 

5) RESELLERS – TRANSACTIONS WITH FREE ENERGY

 

The Company’s rights and obligations in relation to free energy transactions within the scope of the Câmara de Comercialização de Energia Elètrica – CCEE [Electricity Commercialization Entity] during the period of the Rationing Program are shown below:

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

12/31/2007

 

ASSETS

 

 

 

 

 

Amounts to be received from distributors

 

425,910

 

436,084

 

Provision for tosses in realization

 

(401,171

)

(391,012

)

 

 

24,739

 

45,072

 

 

 

 

 

 

 

Current

 

16,002

 

31,426

 

Non-Current

 

8,737

 

13,646

 

 

The amounts to receive in Assets refer to the difference between the prices paid by the Company in energy transactions in the CCEE during the period of the Rationing Program, and the amount of R$49.26/MWh, which must be reimbursed by the distributors through the amounts collected through the RTE, as defined in the General Agreement of the Electricity Sector.

 

As per ANEEL Resolution No. 36 of January 29, 2003, electricity distributors collect and pass through the amounts obtained on a monthly basis through the RTE to generators and distributors with amounts receivable, among which the Company has been included since March of 2003.

 

The rights of Cemig Geração e Transmissão are updated by the SELIC variation plus 1.00% interest per year.

 

The conclusion of some legal proceedings under way brought by market agents in relation to the interpretation of rules in effect during the period of transactions within the scope of the CCEE may result in alterations to the recorded amounts.

 

Provision for losses in realization

 

Cemig Geração e Transmissão receives RTE amounts from Cemig Distribuição and from other distributors, and there is a deadline stipulated by ANEEL to pass through those amounts to the Company.

 

The Company conducted a study considering the average pass-through amounts received from the distributors to verify if the period stipulated for the distributors to effect the pass-through would be sufficient for recovery of the amounts approved by ANEEL. Based on that study, the provision for losses in realization of credits from free energy on March 31, 2008 was estimated to be R$401,171 (R$391,012 on December 31, 2007).

 

121



 

6) TAXES FOR OFFSET

 

 

 

Consolidated

 

Controlling Company

 

 

 

3/31/2008

 

12/31/2007

 

3/31/2008

 

3/31/2007

 

 

 

 

 

Restated

 

 

 

Restated

 

Current

 

 

 

 

 

 

 

 

 

ICMS Recoverable

 

44,031

 

44,065

 

44,031

 

44,032

 

Income Tax

 

161,876

 

71,190

 

161,821

 

71,143

 

Social Contribution

 

54,499

 

22,363

 

54,499

 

22,363

 

PASEP

 

12,098

 

11,939

 

12,098

 

11,939

 

COFINS

 

55,602

 

54,866

 

55,602

 

54,866

 

Others

 

1,021

 

18,402

 

1,021

 

18,402

 

 

 

329,127

 

222,825

 

329,072

 

222,745

 

Non-Current

 

 

 

 

 

 

 

 

 

ICMS Recoverable

 

16,665

 

10,600

 

16,665

 

10,600

 

 

 

345,792

 

233,425

 

345,737

 

233,345

 

 

The amounts of Income Tax and Social Contribution refer to credits from the Legal Entity Income Tax Statement – DPIJ, from prior years, and advance payments in 2008 that will be offset with Income Tax and Social Contribution payable reported for the year, which are recorded in the line Taxes, Rates and Contributions.

 

The recoverable ICMS credits that are recorded in Long-Term Assets come from acquisitions of fixed assets, which may be offset in 48 months. The Company is in the process of adapting to the new electronic information requirements demanded by the government of the state of Minas Gerais, which will allow credits to be offset in 2008.

 

7) TAX CREDITS

 

a) Deferred Income Tax and Social Contribution:

 

The Company has recorded Income Tax credits at the rate of 25.00%, and Social Contribution at the rate of 9.00%, as follows:

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

12/31/2007

 

 

 

 

 

Restated

 

Tax Credits on Temporary Differences:

 

 

 

 

 

Provision for Losses in Realization of Amounts Receivable from Free Energy

 

136,398

 

132,944

 

Retirement Obligations

 

12,851

 

12,236

 

Provision for PASEP/COFINS – Extraordinary Tariff Adjustment

 

1,187

 

1,187

 

Financial Instruments

 

34,418

 

33,098

 

Exchange Rate Variation

 

19,746

 

17,468

 

Contingencies

 

2,206

 

2,568

 

Asset Provision – Extraordinary Tariff Adjustment

 

14,858

 

17,516

 

Others

 

2,177

 

8,010

 

 

 

223,841

 

225,027

 

 

 

 

 

 

 

Current Assets

 

164,938

 

172,111

 

Non-Current Assets

 

58,903

 

52,916

 

 

122



 

In a meeting held on March 6, 2008, the Board of Directors approved the technical study prepared by the Director of Finance, Investor Relations and Control of Participations regarding projection of future profitability adjusted to present value, which shows the capacity of realization of the deferred fiscal asset in a maximum period of 10 years, as defined in CVM Instruction No. 371. That study was also submitted to examination by the Audit Committee on March 6, 2008.

 

In conformance with Company estimates, future taxable profits allow realization of the deferred tax asset existing on March 31, 2008, as shown below:

 

 

 

Consolidated
and Controlling
Company

 

2008

 

155,771

 

2009

 

36,788

 

2010

 

17,042

 

2011

 

5,393

 

2012

 

2,422

 

2013 to 2015

 

3,855

 

2016 to 2017

 

2,570

 

 

 

223,841

 

 

b) Reconciliation of Income Tax and Social Contribution Expense;

 

Reconciliation of the nominal Income Tax expense (rate of 25%) and Social Contribution (rate of 9%) with the effective expense presented in the Income Statement, is as follows:

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

3/31/2007

 

 

 

 

 

Restated

 

Earnings Before Income Tax and Social Contribution:

 

317,600

 

272,008

 

Income Tax and Social Contribution – Nominal Expense

 

(107,984

)

(92,482

)

Taxes Levied on:

 

 

 

 

 

Employee Profit-Sharing

 

1,672

 

1,722

 

Others

 

(641

)

29

 

Income Tax and Social Contribution

 

(106,953

)

(90,731

)

 

8) INVESTMENTS

 

 

 

Consolidated

 

Controlling Company

 

 

 

3/31/2008

 

12/31/2007

 

3/31/2008

 

12/31/2007

 

In Controlled Partnerships and Jointly Controlled Companies

 

 

 

17,150

 

17,150

 

Hidrelétrica Cachoeirão S.A.

 

 

 

9,608

 

9,608

 

Guanhães Energia S.A.

 

 

 

10

 

10

 

Cemig Baguari Energia S.A.

 

 

 

10

 

10

 

Madeira Energia S.A.

 

1,010,228

 

1,002,340

 

1,010,228

 

1,002,340

 

In Consortiums

 

1,752

 

1,755

 

1,752

 

1,755

 

Others

 

1,011,980

 

1,004,095

 

1,038,758

 

1,030,873

 

 

123



 

Jointly controlled companies (Information regarding capacity – MWh and projected investments -not reviewed by independent auditors):

 

Hidrelétrica Cachoeirão S.A.

 

Cemig Geração e Transmissão (participation of 49.00%) in partnership with Santa Maria Energética S.A. (participation of 51.00%) formed Hidrelétrica Cachoeirão S.A., a projected investment of R$100 million, whose company purpose is to build, operate and develop the small hydroelectric plant Cachoeirão, commercializing electricity.

 

The plant is in the construction phase, with the projected start-up date for its activities in September 2008, and with installed capacity of 27 MW.

 

Guanhães Energia S.A.

 

Cemig Geração e Transmissão (participation of 49.00%) in partnership with Investminas Participações S.A. (participation of 51.00%) formed Guanhães Energia S.A., whose company purpose is generation and commercialization of electricity through the construction and development of the small hydroelectric plants of Dores de Guanhães, Senhora do Porto and Jacaré located on the Guanhães River and in the municipality of Dores de Guanhães, Minas Gerais, with installed capacity of 14 MW, 12 MW and 9 MW, respectively; and Fortuna II, located in the municipality of Virginópolis, Minas Gerais, with installed capacity of 9 MW.

 

The plants are in the construction phase, with the projected start-up date for their activities in 2009, and with total installed capacity of 44 MW.

 

Cemig Baguari Energia S.A.

 

Cemig Baguari Energia S.A. is a wholly owned subsidiary of Cemig, and its purpose is the production and commercialization of electricity through an independent production system through operations of the Baguari plant, with the start of operations in 2009. The Company expects to transfer the assets of the Baguari Consortium to this controlled company during fiscal year 2008.

 

Madeira Energia S.A.

 

Cemig Geração e Transmissão (participation of 10.00%) in partnership with Fumas Centrais Elétricas S.A. (participation of 39.00%), Construtora Norberto Odebrecht S.A. (participation of 1.00%), Odebrecht Investimento em Infra-estrutura Ltda. (participation of 17.60%), Andrade Gutierrez Participações S.A. (participation of 12.40%) and Fundo de Investimento em Participações Amazônia Energia (participation of 20.00%), formed Madeira Energia S.A., whose company purpose is the construction, operation and development of the Santo Antônio plant located in the hydrographic basin of Rio Madeira in the state of Rondônia, with capacity of 3,150 MW and projected start of commercial operation in 2012.

 

124



 

Consortiums

 

The Company participates in consortiums of electricity generation concessions for which companies of an independent legal nature were not formed to manage the object of the mentioned concession, and control is maintained in the accounting ledgers of Cemig Geração e Transmissão of the specific parcel that is equal to the investments made, as follows:

 

 

 

Participation
in Energy

 

Average
Annual
Depreciation
Rate

 

 

 

 

 

 

 

Generated

 

%

 

3/31/2008

 

12/31/2007

 

 

 

 

 

 

 

 

 

 

 

In service

 

 

 

 

 

 

 

 

 

Porto Estrela Plant

 

33.33

%

2.48

 

38,625

 

38,625

 

Igarapava Plant

 

14.50

%

2.58

 

55,554

 

55,554

 

Funil Plant

 

49.00

%

2.77

 

181,403

 

171,855

 

Queimado Plant

 

82.50

%

2.45

 

193,599

 

193,599

 

Aimorés Plant

 

49.00

%

2.50

 

512,946

 

512,946

 

Accumulated Depreciation

 

 

 

 

 

(90,540

)

(83,681

)

Total in Operation

 

 

 

 

 

891,587

 

888,898

 

 

 

 

 

 

 

 

 

 

 

Under Way

 

 

 

 

 

 

 

 

 

Queimado Plant

 

82.50

%

 

 

13,125

 

13,125

 

Funil Plant

 

49.00

%

 

 

71

 

9,531

 

Aimorés Plant

 

49.00

%

 

 

24,506

 

23,369

 

Baguari Plant

 

34.00

%

 

 

80,939

 

67,417

 

Total under Construction

 

 

 

 

 

118,641

 

113,442

 

Total Consortiums

 

 

 

 

 

1,010,228

 

1,002,340

 

 

Depreciation of the assets that form the fixed asset of the consortiums is calculated using the straight-line method, based on rates established by ANEEL.

 

The main information on investments is as follows:

 

 

 

 

 

At March 31, 2008

 

 

 

 

 

 

 

Integrated

 

 

 

 

 

Number of

 

Participation

 

Company

 

 

 

Jointly Controlled Company

 

Shares

 

(%)

 

Capital

 

Net Equity

 

 

 

 

 

 

 

 

 

 

 

Hidrelétrica Cachoeirão S.A.

 

35,000,000

 

49.00

 

35,000

 

35,000

 

Guanhães Energia S. A.

 

52,000,000

 

49.00

 

19,608

 

19,608

 

Madeira Energia S.A.

 

100,000

 

10.00

 

100

 

100

 

Cemig Baguari Energia S.A.

 

1,000

 

100.00

 

10

 

10

 

 

125



 

9) FIXED AND INTANGIBLE ASSETS

 

 

 

 

3/31/2008

 

12/31/2007

 

 

 

Historical

 

Accumulated

 

Net

 

 

 

 

 

Cost

 

Depreciation

 

Amount

 

Net Amount

 

In Service

 

8,046,523

 

(3,483,415

)

4,563,108

 

4,604,037

 

- Generation

 

6,684,061

 

(2,800,497

)

3,883,564

 

3,918,316

 

Intangible

 

1,299

 

(386

)

913

 

432

 

Land

 

195,754

 

 

195,754

 

195,754

 

Reservoirs, Dams and Water Channels

 

3,640,792

 

(1,311,426

)

2,329,366

 

2,348,362

 

Buildings, Civil Works and Improvements

 

856,716

 

(339,129

)

517,587

 

522,798

 

Machinery and Equipment

 

1,984,918

 

(1,145,346

)

839,572

 

850,554

 

Vehicles

 

2,036

 

(1,779

)

257

 

295

 

Furniture and Fixtures

 

2,546

 

(2,431

)

115

 

121

 

- Transmission

 

1,278,917

 

(627,276

)

651,641

 

657,211

 

Intangible

 

9,474

 

(2,032

7,442

 

7,552

 

Land

 

2,138

 

 

2,138

 

2,138

 

Buildings, Civil Works and Improvements

 

102,343

 

(54,378

)

47,965

 

47,678

 

Machinery and Equipment

 

1,164,138

 

(570,250

)

593,888

 

599,650

 

Vehicles

 

175

 

(109

)

66

 

74

 

Furniture and Fixtures

 

649

 

(507

)

142

 

119

 

-Administration

 

83,545

 

(55,642

27,903

 

28,510

 

Intangible

 

17,372

 

(16,179

)

1,193

 

1,616

 

Land

 

621

 

 

621

 

621

 

Buildings, Civil Works and Improvements

 

13,934

 

(6,990

)

6,944

 

6,487

 

Machinery and Equipment

 

37,712

 

(24,898

)

12,814

 

12,990

 

Vehicles

 

10,668

 

(4,429

)

6,239

 

6,701

 

Furniture and Fixtures

 

3,238

 

(3,146

)

92

 

95

 

Under Way

 

301,196

 

 

301,196

 

299,811

 

- Generation

 

226,996

 

 

226,996

 

222,226

 

Intangible

 

845

 

 

845

 

1,374

 

Fixed

 

226,151

 

 

226,151

 

220,852

 

- Transmission

 

56,754

 

 

56,754

 

59,242

 

Intangible

 

213

 

 

213

 

213

 

Fixed

 

56,541

 

 

56,541

 

59,029

 

- Administration

 

17,446

 

 

17,446

 

18,343

 

Intangible

 

313

 

 

313

 

312

 

Fixed

 

17,133

 

 

17,133

 

18,031

 

Total Fixed and Intangible Assets

 

8,347,719

 

(3,483,415

)

4,864,304

 

4,903,848

 

Special Obligations Linked to the Concession

 

(7,884

)

 

(7,884

)

(7,876

)

Net Fixed and Intangible Assets – Controlling Company

 

8,339,835

 

(3,483,415

)

4,856,420

 

4,895,972

 

 

126



 

 

 

3/31/2008

 

12/31/2007

 

 

 

Historical
Cost

 

Accumulated
Depreciation

 

Net
Amount

 

Net
Amount

 

Under Way - Cachoeirão

 

27,069

 

 

27,069

 

20,559

 

- Generation

 

27,058

 

 

27,058

 

20,549

 

Fixed

 

27,008

 

 

27,008

 

20,499

 

Intangible

 

50

 

 

50

 

50

 

- Administration

 

11

 

 

11

 

10

 

Fixed

 

11

 

 

11

 

10

 

 

 

 

 

 

 

 

 

 

 

Under Way- Guanhães

 

6,076

 

 

6,076

 

4,382

 

-Generation

 

 

 

 

 

 

 

 

 

Fixed

 

6,076

 

 

6,076

 

4,382

 

 

 

 

 

 

 

 

 

 

 

Net Fixed and Intangible Assets – Consolidated

 

8,372,980

 

(3,483,415

)

4,889,565

 

4,920,913

 

 

Some of the Company’s land and buildings, recorded as Fixed Assets – Administration, were given as guarantees in legal proceedings involving tax, labor and civil matters, and other contingencies in the amount, net of depreciation, of R$1,017 on March 31, 2008 (R$1,030 on December 31, 2007).

 

According to Articles 63 and 64 of Decree No. 41,019 of February 26, 1957, the assets and facilities used in generation and transmission are linked to those services and cannot be withdrawn, transferred, ceded or given as a mortgage guarantee without the prior express authorization of the Regulatory Entity. ANEEL Resolution No. 20/99 regulates the unbundling of concession assets in the public service of electricity, conceding prior authorization for the unbundling of assets that are not of use to the Concession when destined for transfer, determining that this product is deposited in a linked bank account and used in the concession.

 

10) SUPPLIERS

 

 

 

Consolidated

 

Controlling Company

 

 

 

3/31/2008

 

12/31/2007

 

3/31/2008

 

12/31/2007

 

Current

 

 

 

 

 

 

 

 

 

Electricity Supply and Transmission

 

 

 

 

 

 

 

 

 

Purchase of Free Energy during Rationing

 

33,952

 

25,797

 

33,952

 

25,797

 

Wholesale Market - CCEE

 

1,352

 

51,009

 

1,352

 

51,009

 

Other Generators and Distributors

 

24,678

 

29,982

 

24,678

 

29,982

 

 

 

59,982

 

106,788

 

59,982

 

106,788

 

Materials and Services

 

26,304

 

129,525

 

24,609

 

125,979

 

 

 

86,286

 

236,313

 

84,591

 

232,767

 

Non-Current

 

 

 

 

 

 

 

 

 

Electricity Supply

 

 

 

 

 

 

 

 

 

Purchase of Free Energy during Rationing

 

13,439

 

25,803

 

13,439

 

25,803

 

Total Suppliers

 

99,725

 

262,116

 

98,030

 

258,570

 

 

A substantial part of the amounts due to the Purchase of Free Energy during Rationing will be paid by September 2009, and they will be updated by variation in the SELIC and 1.00% of interest per year. The conclusion of some legal proceedings under way brought by market agents in relation to the interpretation of rules in effect during the period of transactions within the scope of the Purchase of Free Energy during Rationing, may result in alterations to the recorded amounts.

 

127



 

11) TAXES, RATES AND CONTRIBUTIONS

 

 

 

 

Consolidated

 

Controlling Company

 

 

 

3/31/2008

 

12/31/2007

 

3/31/2008

 

12/31/2007

 

Current

 

 

 

 

 

 

 

 

 

Income Tax

 

78,537

 

 

78,530

 

 

Social Contribution

 

28,066

 

 

28,061

 

 

ICMS

 

28,079

 

26,016

 

28,079

 

28,016

 

COFINS

 

12,993

 

10,255

 

12,976

 

10,255

 

PASEP

 

2,933

 

7,009

 

2,929

 

7,009

 

INSS

 

3,064

 

5,905

 

3,020

 

5,905

 

Others

 

1,925

 

11,363

 

1,866

 

11,337

 

 

 

155,597

 

62,548

 

155,461

 

62,522

 

Deferred Obligations

 

 

 

 

 

 

 

 

 

Income Tax

 

104,668

 

107,188

 

104,668

 

107,188

 

Social Contribution

 

37,681

 

38,588

 

37,681

 

38,588

 

COFINS

 

2,102

 

2,868

 

2,102

 

2,868

 

PASEP

 

456

 

623

 

456

 

623

 

 

 

144,907

 

149,267

 

144,907

 

149,267

 

 

 

300,504

 

211,815

 

300,368

 

211,789

 

Non-Current

 

 

 

 

 

 

 

 

 

Deferred Obligations

 

 

 

 

 

 

 

 

 

Income Tax

 

40,427

 

38,512

 

40,427

 

38,512

 

Social Contribution

 

14,553

 

13,865

 

14,553

 

13,865

 

 

 

54,980

 

52,377

 

54,980

 

52,377

 

 

The deferred obligations refer to the assets and liabilities linked to the General Agreement of the Electricity Sector and other regulatory questions, being due to the extent of realization of these assets and liabilities.

 

The other obligations payable with Income Tax and Social Contribution recorded in current assets will be offset with early payments recorded in the asset, in the line Taxes for Offset.

 

128



 

12) LOANS, FINANCING AND DEBENTURES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated

 

3/31/2008

 

12/31/2007

 

 

 

 

 

Annual

 

 

 

 

 

 

 

 

 

 

 

 

 

Principal

 

Financial

 

Currencies

 

 

 

Non-

 

 

 

 

 

FINANCING ENTITIES

 

Maturity

 

Charges (%)

 

 

 

Current

 

Currant

 

Total

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FOREIGN CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Banco do Brasil S.A. (1)

 

2009

 

3.90

 

JPY

 

723

 

68,061

 

68,784

 

61,483

 

B.N.P. Paribas

 

2010

 

Libor + 1.875

 

us$

 

12,799

 

17,611

 

30,410

 

30,193

 

BNP Paribas

 

2012

 

5.89

 

EURO

 

3,149

 

9,224

 

12,373

 

13,389

 

UNIBANCO S.A. (2)

 

2009

 

6.50

 

US$

 

247

 

8,152

 

8,399

 

8,371

 

UNIBANCO S.A. (3)

 

2009

 

5.00

 

US$

 

104

 

6,122

 

6,226

 

6,227

 

Debt Denominated in Foreign Currency

 

 

 

 

 

 

 

17,022

 

109,170

 

126,192

 

119,663

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NATIONAL CURRENCY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Banco Credit Suisse First Boston S.A.

 

2010

 

106.00 of the CDI

 

R$

 

166

 

75,000

 

75,166

 

75,133

 

Banco do Brasil S.A.

 

2009

 

111.00 of the CDI

 

R$

 

2,700

 

62,644

 

65,344

 

63,525

 

Banco do Brasil S.A.

 

2013

 

CDI + 1.70

 

R$

 

5,776

 

89,276

 

95,052

 

92,286

 

Banco do Brasil S.A.

 

2013

 

107.60 of the CDI

 

R$

 

3,319

 

30,000

 

33,319

 

32,419

 

Banco do Brasil S.A.

 

2014

 

104.10 of the CDI

 

R$

 

42,435

 

900,000

 

942,435

 

917,799

 

HSBC Bank Brasil S.A.

 

2008

 

CDI + 2.00

 

R$

 

52,178

 

 

52,178

 

50,613

 

Banco Itaú  - BBA S.A.

 

2008

 

CDI + 2.00

 

R$

 

42,113

 

 

42,113

 

40,850

 

Banco Itaú - BBA S.A.

 

2013

 

CDI + 1.70

 

R$

 

10,713

 

168,431

 

179,144

 

173,901

 

Banco Votorantim S.A.

 

2010

 

113.50 of the CDI

 

R$

 

763

 

25,124

 

25,887

 

26,222

 

BNDES

 

2008

 

SELIC + 1.00

 

R$

 

 

 

 

25,820

 

Bradesco S.A.

 

2013

 

CDI + 1.70

 

R$

 

7,220

 

133,374

 

140,594

 

139,709

 

Bradesco S.A.

 

2014

 

CDI + 1.70

 

R$

 

345

 

4,830

 

5,175

 

2,068

 

Debentures (4)

 

2009

 

CDI + 1.20

 

R$

 

16,632

 

349,556

 

366,188

 

355,958

 

Debentures (4)

 

2011

 

104.00 of the CDI

 

R$

 

10,598

 

238,816

 

249,414

 

242,900

 

Debentures – Government of the State of M. G.(4)

 

2031

 

IGP-M

 

R$

 

 

150,154

 

150,154

 

145,705

 

ELETROBRÁS

 

 

 

FINEL + 7.50 to

 

 

 

 

 

 

 

 

 

 

 

 

 

2013

 

8.50

 

R$

 

12,193

 

56,898

 

69,091

 

73,299

 

Santander do Brasil S.A.

 

2013

 

CDI + 1.70

 

R$

 

230

 

29,715

 

29,945

 

30,594

 

UNIBANCO S.A.

 

2009

 

CDI + 2.98

 

R$

 

6,076

 

104,095

 

110,171

 

106,609

 

UNIBANCO S.A.

 

2013

 

CDI + 1.70

 

R$

 

10,909

 

179,061

 

189,970

 

184,410

 

Banco Votorantim S.A.

 

2013

 

CDI + 1.70

 

R$

 

9

 

3,102

 

3,111

 

3,206

 

Caixa Econômica Federal

 

2008

 

101.50 of the CDI

 

R$

 

205,669

 

 

205,669

 

200,425

 

Itaú Finame

 

2008

 

URTJ + 8.50

 

R$

 

3,541

 

 

3,541

 

3,466

 

Banco do Brasil S.A. (5)

 

2020

 

TJLP + 8.50

 

R$

 

 

13,565

 

13,565

 

5,067

 

Debt Denominated In Foreign Currency

 

 

 

 

 

 

 

 

 

2,613,64

 

3,047,22

 

2,991,98

 

 

 

 

 

 

 

 

 

433,585

 

1

 

6

 

4

 

General Total

 

 

 

 

 

 

 

 

 

2,722,81

 

3,173,41

 

3,111,64

 

 

 

 

 

 

 

 

 

450,607

 

1

 

8

 

7

 

 


(1) to (4) were contracted swaps with a change in rate. The rates of the loans and financing considering the swaps follow:

(1)

111.00% of the CDI;

(2)

CDI + 2.98% per year;

(3)

CDI + 3.01% per year.

(4)

Simple Debentures, not convertible into shares, without guarantee or preference, nominal and book-entry.

(5)

Loan realized by the jointly controlled company Hidrelètrica Cachoeirão S.A.

 

129



 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2015
and

 

 

 

 

 

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

beyond

 

Total

 

Currencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

North American Dollar

 

13,150

 

26,016

 

5,869

 

 

 

 

 

 

45,035

 

Euro

 

1,612

 

3,074

 

3,075

 

3,075

 

1,537

 

 

 

 

12,373

 

Yen

 

723

 

68,061

 

 

 

 

 

 

 

68,784

 

 

 

15,485

 

97,151

 

8,944

 

3,075

 

1,537

 

 

 

 

126,192

 

Indexes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General Price Index – Market – IGP-M

 

 

 

 

 

 

 

 

150,154

 

150,154

 

Internal Eletrobrás Index - FINEL

 

9,144

 

12,193

 

12,193

 

12,193

 

12,193

 

11,175

 

 

 

69,091

 

Interbank Deposit Certificate - CDI

 

417,851

 

516,294

 

252,071

 

390,308

 

451,947

 

481,947

 

300,457

 

 

2,810,875

 

Others

 

3,541

 

2,055

 

1,233

 

1,233

 

1,233

 

1,233

 

1,233

 

5,345

 

17,106

 

 

 

430,536

 

530,542

 

265,497

 

403,734

 

465,373

 

494,355

 

301,690

 

155,499

 

3,047,226

 

 

 

446,021

 

627,693

 

274,441

 

406,809

 

466,910

 

494,355

 

301,690

 

155,499

 

3,173,418

 

 

The main currencies and indexes used for monetary actualization of the loans and financing experienced the following variations:

 

Currencies

 

Variation in the
quarter ended
3/31/2008
%

 

Indexes

 

Variation in the
quarter ended
3/31/2008
%

 

North American Dollar

 

(1.25

)%

IGP-M

 

2.38

%

Euro

 

5.83

%

FINEL

 

0.47

%

Yen

 

10.78

%

SELIC

 

2.64

%

 

 

 

 

CDl

 

2.58

%

 

The movement of the loans and financing is as follows:

 

Amount on December 31, 2007

 

3,111,647

 

Financing Obtained

 

8,498

 

Monetary and Exchange Rate Variation

 

11,448

 

Financial Charges Provisioned

 

80,736

 

Financial Charges Paid

 

(7,790

)

Amortization of Financing

 

(31,121

)

Amount on March 31, 2008

 

3,173,418

 

 

Covenants

 

Cemig Geracão e Transmissão has loans and financing with covenants that were fully met at March 31, 2008.

 

130



 

13) REGULATORY CHARGES

 

 

 

Consolidated and Controlling

 

 

 

3/31/2008

 

12/31/2007

 

Global Reversion Reserve - RGR

 

7,260

 

7,521

 

Quota for Fuel Consumption Account - CCC

 

7,599

 

7,962

 

Energy Development Account - CDE

 

8,285

 

8,328

 

ANEEL Supervisory Rate

 

1,291

 

1,022

 

Incentive Program for Alternative Electricity Sources - PROINFA

 

1,633

 

1,851

 

National Technological Scientific Development Fund - FNDCT

 

12,843

 

12,443

 

Research and Development

 

38,160

 

35,077

 

Energy System Expansion Research

 

6,421

 

6,221

 

 

 

83,492

 

80,425

 

 

 

 

 

 

 

Current Liabilities

 

82,466

 

78,391

 

Non-Current Liabilities

 

1,026

 

2,034

 

 

14) POST-EMPLOYMENT OBLIGATIONS

 

The Company is one of the sponsors of Fundação Forluminas de Seguridade Social – FORLUZ, a non-profit entity whose purpose is to provide its members, participants and their dependents with a complement to their retirement and pension, in conformance with the social security plan to which they are linked.

 

FORLUZ makes the following supplemental retirement benefit plans available to its participants:

 

Mixed Social Security Benefit Plan (Plano B) – Defined contribution plan in the phase of resource accumulation of retirement benefits for normal time and defined benefit for coverage for disability and death of active participants, as well as receipt of benefits for time of contribution. Sponsor contribution is equal to the basic monthly contributions of the participants, and it is the only plan open to new members.

 

The contribution of Cemig Geração e Transmissão to this plan is 27.52% for the defined benefit parcel in relation to coverage for disability and death of active participants, and it is used for amortization of the defined obligations through actuarial calculation. The remaining 72.48% referring to the defined contribution plan is destined to nominal accounts of the participants, and they are recognized in the results of the year under the cash system in the line Personnel Expenses.

 

Closed Social Security Benefits Plan (“Plan A”) – Includes all active participants and members who opted to migrate from the old defined benefit plan, being entitled to a proportional paid benefit. In the case of the assets, this benefit was deferred until the date of retirement.

 

Defined Benefit Plan – Benefit plan used by FORLUZ until 1998 through which the real average salary of the last three years of activity of the employee in the Company is complemented in relation to the amount of the benefit from Official Social Security. After the process of migration, which occurred in June 2007, approved by the Secretary of Complementary Social Security – SPC, in which more than 80% of the participants migrated to Plans A and B, 51 participants remained in the Defined Benefit Plan. Of these, seven are active and 44 are retirees/pensioners. On December 31, 2007, 23 active members and 255 retirees/pensioners were enrolled in this plan.

 

Independent of the plans made available by FORLUZ, Cemig Geração e Transmissão also continues paying part of the life insurance premium for retirees, and it contributes to a health and dental plan for employees, retirees and dependents, administered by FORLUZ.

 

131



 

Amortization of Actuarial Obligations

 

Part of the actuarial obligation with retirement benefits in the amount of R$237,835 on March 31, 2008 (R$240,556 on December 31, 2007) was recognized as an obligation payable by the Company, and it will be amortized by June 2024, through monthly payments calculated by the constant installment system (Tabela Price). Part of the amounts are readjusted annually based on an actuarial index of the Defined Benefit Plan (salary readjustment index of the employees of Cemig Geração e Transmissão, excluding productivity), and for the Paid Plan, readjusted by the National Consumer Price Index – IPCA of the Brazilian Institute of Geography and Statistics - IBGE, adding 6% per year.

 

The technical surpluses that occurred for the consecutive three-year period may be used to reduce some of the obligations payable recognized by the Company, as set forth contractually.

 

As a function of what was stated in the previous paragraph regarding the surplus obtained during 2007, R$20,245 will be used in the 2nd quarter of 2008 for amortization of recognized debt.

 

The liability and the expenses recognized by the Company in connection with the Retirement Complement Plan, Health Plan, and Life Insurance Plan are adjusted according to the terms of CVM Deliberation No. 371 and the opinion prepared by independent actuaries. Thus, financial restatement and use of the surplus for amortization of the obligation in the debt agreed to with FORLUZ, mentioned in the preceding paragraphs, did not produce accounting effects in the results of Cemig Geração e Transmissão. The last actuarial evaluation was done based on the database of December 31, 2007.

 

The movements that occurred in the net liabilities are the following:

 

 

 

Consolidated and Controlling Company

 

 

 

Pension Plan and
Retirement

 

 

 

 

 

Life

 

 

 

Supplement

 

Health Plan

 

Dental Plan

 

Insurance

 

Net Liabilities at December 31, 2007

 

111,046

 

70,307

 

3,099

 

91,718

 

Expense Recognized in the Result

 

6,122

 

3,236

 

147

 

2,499

 

Contributions Paid

 

(10,406

)

(2,036

)

(41

)

(435

)

Net Liabilities at March 31, 2008

 

106,762

 

71,507

 

3,205

 

93,782

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities

 

18,059

 

 

 

 

 

 

 

Non-Current Liabilities

 

88,703

 

71,507

 

3,205

 

93,782

 

 

15) PROVISIONS FOR CONTINGENCIES

 

The Company formed a provision for contingencies for the proceedings for which a loss is considered to be probable. Thus, the following are provisioned as of March 31, 2008: the amount of R$164 (R$2,099 on December 31, 2007) in relation to labor contingencies and the amount of R$6,324 (R$5,454 on December 31, 2007) in relation to environmental contingencies.

 

Environmental Administrative Process

 

Cemig Geração e Transmissão was sued by the Instituto Estadual de Florestas – IEF [State Forestry Institute], alleging that the Company did not adopt measures to protect ichthyologic fauna, causing fish die-offs due to machinery discharge and operation at the Três Marias hydroelectric plant. The Company presented its defense and believes that the risk of losing this proceeding is probable, in the amount of R$ 6,324, which has been duly provisioned.

 

132



 

Proceedings with possible risk of loss:

 

Additionally there are labor, civil and tax proceedings under way whose loss was estimated as being possible, periodically re-evaluated, or not requiring formation of a provision in the financial statements, shown below:

 

Social Security and Tax Obligations – Payment of Annual Bonus

 

Cemig Geração e Transmissão made a payment to employees during fiscal year 2006 in the amount of R$41,660 in exchange for the right related to future annual bonuses that would be incorporated into the salaries. The Company did not collect Income Tax and Social Security Contributions on this amount, as it considers these obligations not incident on indemnity payment amounts. However, to avoid the risk of a possible fine in the future as a function of an interpretation that diverges from that of the Federal Government and the INSS, the Company decided to petition for a court injunction that allowed a judicial deposit in the amount of the potential obligations on this money, in the amount of R$ 28,716, recorded in the line Deposits Linked to Litigation. No provision was formed for possible losses regarding this matter. The Company believes that the risk of loss in this case is possible.

 

16) NET EQUITY

 

Change in Shareholders Equity:

 

 

 

Consolidated
and Controlling
Company

 

Amount on December 31, 2007

 

2,988,263

 

Earnings in the Quarter

 

205,728

 

Amount on March 31, 2008

 

3,193,991

 

 

17) GROSS ELECTRICITY SUPPLY

 

The composition of electricity supply by consumer class is the following:

 

 

 

Consolidated and Controlling Company

 

 

 

(Not reviewed by independent auditors)

 

 

 

 

 

 

 

No. of Consumers

 

MWh

 

R$

 

 

 

3/31/2008

 

3/31/2007

 

3/31/2008

 

3/31/2007

 

3/31/2008

 

3/31/2007

 

Industrial

 

132

 

130

 

4,492,919

 

4,173,200

 

428,192

 

352,401

 

Supply not Invoiced, Net

 

 

 

 

 

1,166

 

(3,686

)

 

 

132

 

130

 

4,492,919

 

4,173,200

 

429,358

 

348,715

 

Supply to Other Concession Holders (*)

 

40

 

47

 

2,979,831

 

3,515,119

 

240,825

 

218,624

 

Energy Transactions on the CCEE

 

 

 

 

 

51,018

 

26,687

 

Total

 

172

 

177

 

7,472,750

 

7,688,319

 

721,201

 

594,026

 

 


(*) Includes Energy Commercialization Contracts in the Regulated Environment – CCEAR, and bilateral contracts with other agents.

 

18) REVENUES FROM NETWORK USE

 

These revenues refer to the tariff charged electricity sector agents, including free consumers connected to the high voltage network, for use of the basic transmission network owned by the Company, associated with the interconnected Brazilian system. The amounts to be received are recorded in assets in the line “Concession Holders – Energy Transmission.”

 

133



 

19) DEDUCTIONS TO OPERATING REVENUES

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

3/31/2007

 

Taxes on Revenues

 

 

 

 

 

ICMS

 

80,470

 

65,927

 

COFINS

 

58,560

 

34,213

 

PIS-PASEP

 

12,711

 

6,620

 

ISSQN

 

95

 

75

 

 

 

151,836

 

106,835

 

Consumer Charges

 

 

 

 

 

Global Reversion Reserve - RGR

 

21,499

 

16,000

 

Energy Development Account - CDE

 

8,177

 

7,395

 

Quota for Fuel Consumption Account - CCC

 

7,127

 

12,328

 

Research and Development – R&D

 

2,660

 

2,107

 

National Technological and Scientific Development Fund - FNDCT

 

2,660

 

2,107

 

Energy System Expansion Research - EPE

 

1,330

 

4,689

 

Others

 

 

(4

)

 

 

43,453

 

44,622

 

 

 

195,289

 

151,454

 

 

20) OPERATING COSTS AND EXPENSES

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

3/31/2007

 

 

 

 

 

Restated

 

Personnel

 

64,219

 

55,116

 

Retirement Obligations

 

12,004

 

5,746

 

Materials

 

2,863

 

2,773

 

Raw Materials and Inputs for Energy Production

 

21,785

 

 

Third-Party Services

 

16,945

 

18,512

 

Depreciation and Amortization

 

56,345

 

55,604

 

Financial Compensation for Use of Hydro Resources

 

31,201

 

35,935

 

Operating Provisions (Reversal)

 

(932

)

92

 

Charges for Basic Transmission Network Use

 

64,437

 

61,964

 

Other Net Expenses

 

8,773

 

15,835

 

 

 

277,640

 

251,577

 

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

3/31/2007

 

a) PERSONNEL EXPENSES

 

 

 

 

 

Remuneration and Charges

 

54,549

 

49,563

 

Contributions for Retirement Supplement – Defined Contribution Plan

 

4,157

 

4,439

 

Social Security Benefits

 

6,360

 

5,808

 

 

 

65,066

 

59,810

 

(-) Costs related to Personnel Transferred to Projects Under Way

 

(2,925

)

(4,694

)

 

 

62,141

 

55,116

 

Programa Prêmio de Desligamento – PPD [Retirement Program]

 

2,078

 

 

 

 

64,219

 

55,116

 

 

134



 

Programa Prêmio de Desligamento – PPD

 

On March 11, 2008, the Programa Prêmio Desligamento – PPD, a Retirement Program, was approved by the Executive Directors to be a permanent program, and freely and spontaneously applicable to terminations of labor contracts as of that date. Among the main financial incentives of the Program are payment of three gross remunerations and six months of contributions to the health plan after leaving the Company, the deposit of a fine of 40% on the FGTS amount for cancellation purposes, and payment of up to 24 months of contributions to the Pension Fund and the INSS after leaving the Company, in conformance with certain criteria established in the PPD regulation.

 

For employees 55 years of age and with 35 years of service if male, or 30 years of service if female, the Program’s financial incentives are only assured if the Program is enrolled in within a maximum of 90 days after the date of meeting the criteria of age and time of service mentioned.

 

On March 31, 2008, the PPD already had 23 employees enrolled, and a provision for the financial incentives was formed in the amount of R$2,078.

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

3/31/2007

 

b) THIRD-PARTY SERVICES

 

 

 

 

 

Communication

 

648

 

546

 

Maintenance and Preservation of Installations and Electrical Equipment

 

1,960

 

2,167

 

Preservation and Cleaning of Buildings

 

3,217

 

3,625

 

Contracted Labor

 

277

 

212

 

Shipping and Airline Tickets

 

552

 

383

 

Lodging and Meals

 

881

 

843

 

Security

 

1,818

 

1,862

 

Consulting

 

417

 

201

 

Maintenance/Preservation of Moveable Equipment

 

300

 

238

 

Maintenance and Preservation of Vehicles

 

770

 

732

 

Others

 

6,105

 

7,703

 

 

 

16,945

 

18,512

 

 

21) NET FINANCIAL EXPENSES

 

 

 

Consolidated and Controlling

 

 

 

Company

 

 

 

3/31/2008

 

3/31/2007

 

FINANCIAL REVENUES

 

 

 

 

 

Yield from Short-Term Investments

 

22,121

 

23,130

 

Interest on Past-Due Energy Bills

 

3,138

 

1,064

 

Monetary Variation – General Electricity Sector Agreement

 

11,160

 

14,892

 

Monetary Variation – Deferred Tariff Adjustment

 

 

746

 

Monetary Variation – PASEP/COFINS

 

 

7,184

 

Exchange Rate Variations

 

1,111

 

6,754

 

PASEP and COFINS Levied on Financial Revenues

 

(1,035

)

(1,377

)

Gains from Financial Instruments (Note 23)

 

6,394

 

1,269

 

Others

 

2,709

 

5,571

 

 

 

45,598

 

59,233

 

FINANCIAL EXPENSES

 

 

 

 

 

Charges on Loans and Financing

 

(80,736

)

(93,859

)

Exchange Rate Variations

 

(7,815

)

(2

)

Monetary Variation – Loans and Financing

 

(4,747

)

(1,437

)

Monetary Variation – CCEE

 

(2,280

)

(8,541

)

C.P.M.F.

 

(1,122

)

(3,282

)

Losses from Financial Instruments (Note 23)

 

(3,738

)

(11,435

)

Provision for Losses with Free Energy Transactions

 

(10,160

)

(7,444

)

Others

 

(14,686

)

(2,295

)

 

 

(125,284

)

(128,295

)

NET FINANCIAL EXPENSES

 

(79,686

)

(69,062

)

 

135



 

There was no transfer to fixed assets of financial charges levied on loans and financing linked to works in the first quarter of 2008 (R$1,544 of financial charges and R$6,624 in monetary or exchange rate variations in the first quarter of 2007).

 

22) TRANSACTIONS WITH RELATED PARTIES

 

The main amounts and transactions with parties related to Cemig Geração e Transmissão are the following:

 

 

 

 

ASSETS

 

LIABILITIES

 

REVENUES

 

EXPENSES

 

COMPANIES

 

3/31/2008

 

3/31/2007

 

3/31/2008

 

3/31/2007

 

3/31/2008

 

3/31/2007

 

3/31/2008

 

3/31/2007

 

CEMIG

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on Own Capital and Dividends

 

 

 

535,398

 

541,518

 

 

 

 

 

Affiliated Cos. and Controlling Company

 

8

 

9

 

351

 

351

 

 

 

 

 

Others – Materials and Services

 

 

39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cemig Distribuição S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Affiliated Cos. and Controlling Company

 

7,025

 

2,655

 

1,913

 

1,898

 

 

 

 

 

Gross Electricity Supply (1)

 

6,079

 

13,491

 

6,473

 

5,167

 

23,348

 

16,224

 

(960

)

 

Charges for Use of Elec. Network – Suppliers

 

 

8,786

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Light S.A.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Electricity Supply (1)

 

374

 

366

 

 

405

 

20,351

 

16,737

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Government of the State of Minas Gerais

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxes, Rates and Contribution - ICMS

 

44,031

 

44,065

 

28,079

 

28,016

 

80,470

 

(65,927

)

 

 

Taxes for Offset - ICMS

 

16,665

 

10,600

 

 

 

 

 

 

 

 

 

Debentures (2)

 

 

 

150,154

 

145,705

 

 

 

(3,449

)

(1,411

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FORLUZ

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retirement Obligations – Current (3)

 

 

 

18,059

 

20,065

 

 

 

(12,004

)

(5,746

)

Retirement Obligations – Non-Current (3)

 

 

 

257,197

 

256,105

 

 

 

 

 

Others

 

 

 

7,538

 

20,655

 

 

 

 

 

Personnel Expenses

 

 

 

 

 

 

 

 

(4,157

)

(4,439

)

Administrative Cost

 

 

 

 

 

 

 

(988

)

(378

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHERS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Affiliated, Controlled or Controlling Companies

 

11

 

11

 

 

 

 

 

 

 

 


The main conditions related to business between related parties are shown below:

 

(1) The Company has energy purchase contracts of Cemig Geração e Transmissão and Light Energia from the public auction for existing energy that took place in 2005, with a maturity of eight years as of the start of supply;

(2) Private Issue of Simple Debentures not convertible into shares in the amount of R$120,000 million, restated by the General Price Index – Market - IGP-M, for conclusion of the Irapé hydroelectric plant, with redemption 25 years after the date of issue.

(3) Part of the FORLUZ contracts are readjusted by the National Consumer Price Index – IPCA of the Brazilian Institute of Geography and Statistics - IBGE, and part are readjusted based on the Employee Salary Readjustment Index, excluding productivity, plus 6% per year. See explanatory note No. 14.

 

136



 

The Company has energy sale contracts for Cemig Distribuição and Light S.A. in the period from 2006 to 2013 from the public auction for existing energy that occurred in 2005. It must be noted that the contracts with the mentioned companies were only signed after conclusion of the auction, in a process coordinated by the CCEE.

 

For more information regarding the main transactions that occurred, see Explanatory Notes 6, 11, 12, 14,17, 19 and 21.

 

23) FINANCIAL INSTRUMENTS

 

The Company’s financial instruments are restricted to Cash and Cash Equivalents, Consumers and Resellers, Loans and Financing, Obligations with Debentures and currency swaps, and the gains and losses that occur in the operations are fully recorded as per the accrual method.

 

The derivative instruments contracted by the Company are intended to protect the operations of Cemig Geração e Transmissão against the risks arising from exchange rate variations, and they are not used for speculative purposes.

 

The amounts of the principal from derivative operations are not recorded on the balance sheet as they refer to operations that do not require the transfer of the complete cash amount, but only the gains or losses accrued or incurred. The net results of these operations represent gains from January to March 2008, and losses from January to March 2007 in the amounts of R$2,656 and R$10,166, respectively, recorded in the financial results.

 

Recognition of the net result not realized in derivative instruments operations is done using the accrual basis, which may generate differences when compared with the estimated market value of those instruments. This difference is due to the fact that the market value recognizes the present value of the future gains or losses to be incurred in the operations, in accordance with the market’s expectation at the time at which the amount is reported.

 

The following table presents the derivative instruments contracted by the Company, the unrealized losses recorded, and the respective estimated market value of these instruments on March 31, 2008:

 

 

 

 

 

 

 

Principal
Amount

 

Unrealized Loss

 

Right of Cemig Geração e
Transmissão S.A.

 

Obligation of Cemig
Geração Transmissão

 

Maturity
Period

 

Contracted -
Thousands

 

Accounting
Value

 

Estimated
Market Value

 

 

 

 

 

 

 

 

 

 

 

 

 

US$
Exchange rate variation +
 rate
(5.58% per year to 7.48%
per year)

 

R$
100% of the CDI + rate
(2.98% per year to 3.01%
per year)

 

From
04/2008

until 11/2009

 



US$6,860

 

(19,556

)

(20,718

)

 

 

 

 

 

 

 

 

 

 

 

 

¥ (Japanese Yen) Exchange rate variation +
rate
(3.90% per year)

 

R$
linked to CDI variation
(111.00% CDI)

 

On
12/2009

 


¥3,878,825

 

(34,969

)

(42,017

)

 

 

 

 

 

 

 

 

 

 

 

 

R$
106.00 of the CDI

 

R$
or US$
48.00% of the CDI or
exchange rate variation
(whichever is higher)

 


On
4/2010

 



R$75,000

 

28

 

28

 

 

 

 

 

 

 

 

 

(54,497

)

(62,707

)

 

137



 

24) CASH FLOW STATEMENTS

 

 

 

Consolidated

 

Controlling Company

 

 

 

3/31/2008

 

3/31/2007

 

3/31/2008

 

3/31/2007

 

OPERATIONS

 

 

 

 

 

 

 

 

 

Net income in the Year

 

205,728

 

176,211

 

205,728

 

176,211

 

Expenses (Revenues) that do not affect Cash -

 

 

 

 

 

 

 

 

 

Depreciation and Amortization

 

56,345

 

55,604

 

56,345

 

55,604

 

Net Write-Offs of Fixed Assets

 

1,078

 

262

 

1,078

 

262

 

Interest and Monetary Variation – Non-Current

 

8,037

 

(18,230

)

8,037

 

(18,230

)

Deferred Federal Taxes

 

(5,031

)

(10,192

)

(5,031

)

(10,192

)

Provisions for Operating Losses

 

(932

)

92

 

(932

)

92

 

Provisions for Losses in Free Energy Transactions

 

10,159

 

7,444

 

10,159

 

7,444

 

Retirement Obligations

 

12,004

 

5,746

 

12,004

 

5,746

 

Others

 

(65

)

9,824

 

(65

)

9,824

 

 

 

287,323

 

226,761

 

287,323

 

226,761

 

 

 

 

 

 

 

 

 

 

 

(Increase) Reduction of Assets -

 

 

 

 

 

 

 

 

 

Consumers and Resellers

 

(20,460

)

(22,125

)

(20,460

)

(22,125

)

Resellers – Transactions with Free Energy

 

13,522

 

36,402

 

13,522

 

36,402

 

Taxes for Offset

 

(112,367

)

(107,497

)

(112,392

)

(107,478

)

Energy Transmission

 

(9,539

)

(4,748

)

(9,539

)

(4,748

)

Regulatory Liability – Revision of Transmission Revenues

 

(3,617

)

 

(3,617

)

 

Other Current Assets

 

15,598

 

(6,171

)

15,598

 

(4,271

)

Tax Credits

 

1,186

 

 

1,186

 

 

Legal Deposit

 

(1,891

)

(741

)

(1,891

)

(741

)

 

 

(117,568

)

(104,880

)

(117,593

)

(102,961

)

 

 

 

 

 

 

 

 

 

 

Increase (Reduction) of Liabilities -

 

 

 

 

 

 

 

 

 

Suppliers

 

(162,391

)

(4,856

)

(160,540

)

(4,858

)

Taxes and Social Contribution

 

96,323

 

91,448

 

96,213

 

91,444

 

Salaries and Social Contributions

 

(4,361

)

(260

)

(4,274

)

(260

)

Regulatory Charges

 

3,067

 

(10,444

)

3,067

 

(10,444

)

Loans and Financing

 

73,009

 

77,196

 

73,009

 

77,196

 

Retirement Obligations

 

(12,918

)

(13,018

)

(12,918

)

(13,018

)

Losses from Financial Instruments

 

(3,775

)

11,435

 

(3,775

)

11,435

 

Others

 

(32,982

)

(6,892

)

(32,976

)

(6,892

)

 

 

(44,028

)

144,609

 

(42,194

)

144,603

 

 

 

 

 

 

 

 

 

 

 

CASH GENERATED BY OPERATIONS

 

125,727

 

266,490

 

127,536

 

268,403

 

 

 

 

 

 

 

 

 

 

 

FINANCING ACTIVITY

 

 

 

 

 

 

 

 

 

Financing Obtained

 

8,498

 

30,246

 

 

30,246

 

Payments of Loans and Financing

 

(31,121

)

(39,380

)

(31,121

)

(39,380

)

Interest on Own Capital and Dividends

 

(6,120

)

(32,746

)

(6,120

)

(32,746

)

 

 

(28,743

)

(41,880

)

(37,241

)

(41,880

)

 

 

 

 

 

 

 

 

 

 

TOTAL INFLOW OF RESOURCES

 

96,984

 

224,610

 

90,295

 

226,523

 

 

 

 

 

 

 

 

 

 

 

INVESTMENTS

 

 

 

 

 

 

 

 

 

In Investments

 

(14,746

)

(34,192

)

(14,746

)

(38,429

)

In Fixed Assets

 

(19,222

)

(16,596

)

(11,018

)

(16,596

)

Special Obligations – Consumer Contributions

 

8

 

1,997

 

8

 

1,997

 

Not Deferred

 

(2,986

)

 

(3,902

)

 

 

 

(36,946

)

(48,791

)

(29,658

)

(53,028

)

 

 

 

 

 

 

 

 

 

 

NET CASH VARIATION

 

60,038

 

175,819

 

60,637

 

173,495

 

 

 

 

 

 

 

 

 

 

 

STATEMENT OF CASH VARIATION

 

 

 

 

 

 

 

 

 

At the Start of the Year

 

916,288

 

687,814

 

907,116

 

687,814

 

At the End of the Year

 

976,326

 

863,633

 

967,753

 

861,309

 

 

 

60,038

 

175,819

 

60,637

 

173,495

 

 

138



 

ECONOMIC AND FINANCIAL PERFORMANCE – CONSOLIDATED

 

(amounts stated in thousands of reais, unless otherwise indicated)

 

Income in the Period

 

In the first quarter of 2008, Cemig Geração e Transmissão reported net income of R$205,728, compared with net income of R$176,211 in the first quarter of 2007, an increase of 16.75%. This result is mainly due to the 21.41% increase in revenues from gross electricity supply.

 

EBITDA (methodology of calculation not reviewed by independent auditors)

 

The EBITDA of Cemig Geração e Transmissão showed a significant increase in the first quarter of 2008 over the first quarter of 2007, as shown in the following table.

 

EBITDA – R$ thousands

 

3/31/2008

 

3/31/2007
Restated

 

Var %

 

 

 

 

 

 

 

 

 

Net Income

 

205,728

 

176,211

 

16.75

 

 

 

 

 

 

 

 

 

+ Current and Deferred Income Tax and Social Contribution Expense

 

106,953

 

90,731

 

17.88

 

+ Employee and Manager Profit-Sharing

 

4,919

 

5,066

 

(2.90

)

+ - Non-Operating Result

 

7,847

 

(5,476

)

 

+ Financial Result

 

79,686

 

69,062

 

15.38

 

+ Amortization and Depreciation

 

56,345

 

55,604

 

1.33

 

= EBITDA

 

461,478

 

391,198

 

17.97

 

 

 

Growth of EBITDA in the first quarter of 2008 in comparison with the first quarter of 2007 is mainly due to the 16.28% increase in net revenues, partially offset by the 12.92% increase in operating expenses (excluding the effects of expenses for depreciation and amortization). The better performance in 2008 was reflected in the EBITDA margin, which went from 66.62% in 2007, to 67.59% in 2008.

 

Gross Electricity Supply

 

Revenues from gross electricity supply were R$721,201 in the first quarter of 2008, compared with R$594,026 in the first quarter of 2007, an increase of 21.41%. This result is mainly due to an Increase of 7.66% in the volume of energy sold to final consumers, and the increase in the average sales tariff due to the scarcity of energy supply.

 

Supply to industrial consumers was 4,492,919 MWh in the first quarter of 2008, compared to 4,173,200 MWh in the first quarter of 2007. This increase is mainly due to improved industrial activity in 2008.

 

139



 

Revenues from energy sold to other concession holders and bilateral contracts were R$240,825 in the first quarter of 2008, compared to R$ 218,624 in the first quarter of 2007, an increase of 10.15%. This result is basically due to the increased energy price once the quantity negotiated dropped 15.23%, which was mainly a function of scarce energy supply due to the lower volume of rain in 2008. The energy sold to other concession holders and bilateral contracts was 2,979,831 MWh in the first quarter of 2008, compared to 3,515,119 MWh In the first quarter of 2007.

 

The greatest impact in the reduction of volume of energy negotiated was in sales to commercializers, which showed a reduction of 48.6% in the first quarter of 2008, compared to the first quarter of 2007. This reduction was a result of directing energy to other segments and closing some contracts at the end of 2007, due to lower availability for short-term sales in 2008.

 

As a result of the lower availability of energy in the first quarter of 2008 due to the lower volume of rain, the Price for Payment of Differences – PLD, shot up to R$569.59/MWh in January 2008. The average supply tariff was R$62.20/MWh in the first quarter of 2007, rising to R$80.82/MWh, an increase of 29.94%.

 

Revenues from network use

 

These revenues essentially refer to use of the installations that comprise CEMIG’s basic transmission network by electricity generators and distributors that form part of the Brazilian interconnected system, in conformance with the amounts defined through an ANEEL Resolution. These revenues increased 6.69% in the first quarter of 2008 compared to the first quarter of 2007.

 

Deductions to operating revenues

 

Deductions to operating revenues were R$195,289 in the first quarter of 2008, compared to R$151,454 in the first quarter of 2007, an increase of 28.94%. The main variations in deductions to revenues are the following:

 

Fuel Consumption Account - CCC

 

Deductions to CCC revenues were R$7,127 in the first quarter of 2008, compared to R$12,328 in the first quarter of 2007, a reduction of 42.19%. This refers to the costs of operating thermal and isolated plants in the Brazilian interconnected system, which costs are pro-rated among the electricity concession holders through an ANEEL Resolution. Cemig Geração e Transmissão just passes this cost through to Eletrobrás once the amount of the CCC is charged to free consumers in the invoice for use of the basic network.

 

Energy Development Account - CDE

 

Deductions to CDE revenues were R$8,177 in the first quarter of 2008, compared to R$7,395 in the first quarter of 2007, a reduction of 10.57%. The payments are defined through an ANEEL Resolution. Cemig Geração e Transmissão just passes this cost through to Eletrobrás once the amount of the CDE is charged to free consumers in the invoice for use of the basic network.

 

Global Reversion Reserve - RGR

 

Deductions to RGR revenues were R$21,499 in the first quarter of 2008, compared to R$16,000 in the first quarter of 2007, a reduction of 34.37%. This is a non-manageable cost, and the increase is due to higher revenues based on calculation of the mentioned charge in 2008.

 

The other deductions to revenues refer to taxes calculated based on the percentage of billing, therefore its variations are substantially due to evolution of the revenues.

 

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Operating costs and expenses (excluding the financial result)

 

Operating costs and expenses (excluding the financial result) were R$277,640 in the first quarter of 2008, compared to R$251,577 in the first quarter of 2007, an increase of 10.36%. For more information regarding the composition of operating costs and expenses, see Explanatory Note No. 20 in the Quarterly Information.

 

The main variations in expenses are described below:

 

Personnel

 

Personnel expenses in the first quarter of 2008 were R$64,219, compared to R$55,116 in the first quarter of 2007, an increase of 16.52%. This result is mainly due to the following:

 

·

 

Salary adjustment of 5.00% given to the employees in November 2007;

·

 

Provision related to the Programa Prêmio de Desligamento – PPD in the amount of R$2,078 in the first quarter of 2008; and

·

 

Lower transfer of personnel costs to works in progress (R$2,925 in 2008 and R$4,694 in 2007), considering the lower investment program in 2008.

 

Retirement Obligations

 

Retirement obligations were R$12,004 in the first quarter of 2008, compared to R$5,746 in the first quarter of 2007, an increase of 108.91%. This expense basically represents the interest on the actuarial obligations of Cemig Geração e Transmissão, net of the yield expected from the plan assets, estimated by an external actuary. The higher expense in 2008 is due to an adjustment in actuarial assumptions in December 2007, with the reduction of the interest rates.

 

Charges for Use of the Transmission Network

 

Expenses for charges for use of the transmission network were R$64,437 in the first quarter of 2008, compared to R$61,964 in the first quarter of 2007, an increase of 3.99%. This expense refers to the charges due by electricity distribution and generation agents for use of the installations and components of the basic network, as defined by an ANEEL Resolution. The increase in the expense is mainly due to the average adjustment of 3.5% in the TUST and TUSD in June 2007.

 

Raw Materials and Inputs for Energy Production

 

This expense was R$21,785 in the first quarter of 2008 and is due to the purchase of fuel for the Igarapé plant, which began operating due to the low level of water in the reservoirs, which was a consequence of the low volume of rain.

 

Third-Party Services

 

The expense for third-party services was R$16,945 in the first quarter of 2008, compared to R$18,512 in the first quarter of 2007, an increase of 8.46%. The list of third-party services is shown in Explanatory Note No. 20 of the Quarterly Information.

 

Other Operating Expenses

 

The other operating expenses were R$8,773 in the first quarter of 2008, compared to R$15,835 in the first quarter of 2007, an increase of 44.60%. This variation is basically due to recovery of expenses in fiscal year 2007 and recorded in 2008, in the amount of R$8,982.

 

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Financial Revenues (Expenses)

 

The financial result corresponds to a net financial expense of R$79,686 in the first quarter of 2008, compared to a net financial expense of R$69,062 in the first quarter of 2007, an increase of 15.38%. The items that comprise the financial result and that present the most significant variations are listed below:

 

·               Reduction of 13.98% in loan and financing charges in the amount of R$13,123, due to the lower CDI variation (contract index) in the first quarter of 2008, compared to the same period of 2007.

 

·              Net loss from exchange rate variation in the first quarter of 2008 in the amount of R$6,704, in comparison to a net gain of R$6,752 in the first quarter of 2007, basically due to loans and financing in foreign currency. The exchange rate loss in 2008 is mainly due to the variation in the Japanese yen, which appreciated 10.78% in the first quarter of 2008, compared to a devaluation of 3.10% in the first quarter of 2007. In counterpart, the North American dollar devalued in the two periods compared; 1.25% in the first quarter of 2008 and 4.10% in the first quarter of 2007, which contributed to a reduction in the exchange rate loss.

 

·              Net gain from financial instruments in the first quarter of 2008 in the amount of R$2,656, in comparison with the net loss of R$10,166 in the same period of 2007. This result is mainly due to the variation of the indexes mentioned in the previous item, considering that the Company performed swap operations for part of the debt in foreign currency with substitution of the variation of the contract index, from foreign currency to the CDI.

 

For more information regarding the composition of financial revenues and expenses, see Explanatory Note No. 21 in the Quarterly Information.

 

Income Tax and Social Contribution

 

In the first quarter of 2008, Cemig Geração e Transmissão reported Income Tax and Social Contribution expenses in the amount of R$106,953 in relation to income of R$317,600 before taxes, at a rate of 33.68%. In the first quarter of 2007, the Company reported Income Tax and Social Contribution expenses in the amount of R$90,731 in relation to income of R$272,008 before taxes, at a rate of 33.36%. The effective rates are reconciled with the nominal rates in Explanatory Note No. 7 of the Quarterly Information.

 

142



 

OTHER INFORMATION THAT THE COMPANY BELIEVES IS RELEVANT

 

FINANCIAL INDICATORS (excluding special obligations)

 

 

143



 

 

INDICATORS
(not reviewed by independent auditors)

 

1 Q 08

 

1Q 07

 

Variation

 

EFFICIENCY

 

 

 

 

 

 

 

Installed capacity (in MW)

 

6,250

 

6,250

 

 

MWh/Employee

 

3,299

 

3,279

 

0.63

 

 

144



 

REPORT OF REVIEW BY INDEPENDENT AUDITORS

 

To

The Board of Directors

Cemig Geração e Transtmissão S.A.

Belo Horizonte, Minas Gerais

 

1.                 We have examined the accounting information contained in the individual and consolidated Quarterly Information (ITR) of Cemig Geração e Transmissão S.A. for the quarter ending March 31, 2008, consisting of the balance sheet, income statement and statement of cash flows, the report on performance and explanatory notes. These were prepared under the responsibility of the Company’s management.

 

2.                 Our review was conducted in accordance with the rules established by Ibracon – the Brazilian Institute of Independent Auditors, in conjunction with the Federal Accounting Council, and principally comprised: (a) questioning of and discussion with the managers responsible for the accounting, financial and operational areas of the Company and its subsidiaries, in relation to the principal criteria adopted in preparation of the Quarterly Information; and (b) review of such information and subsequent events as may have or come to have material effects on the financial situation and the operations of the company and its subsidiaries.

 

3.                 Based on our examination, we are not aware of any material change which should be made to the accounting information contained in the Quarterly Information referred to above, for it to be in accordance with the rules issued by the CVM (Comissão de Valores Mobiliários), applicable to preparation of Quarterly Information, including CVM Instruction 469/08.

 

4.                 As mentioned in Explanatory Note 2, Law 11638 of December 28, 2007 came into force on January 1, 2008. This law changed, repealed and introduced new provisions in Law 6404/76 (the Corporate Law) and changed the accounting practices adopted in Brazil. Although this law has already come into force, some changes introduced by it are still awaiting normalizing rules to be made by the regulatory bodies before they are to be adopted by companies. For this reason, in this transition phase, the CVM, through CVM Instruction 469/08, made immediate application of the provisions of Law 11638/07 in preparation of the Quarterly Information (ITR) optional. Hence, the accounting information contained in the Quarterly Information for the quarter ended March 31, 2008 was prepared in accordance with specific instructions of the CVM and does not include the changes in accounting practices introduced by Law 11638/07.

 

5.                 As described in Explanatory Notes 5 and 10, Cemig Geração e Transmissão S.A. has assets and liabilities registered in relation to transactions for sale and purchase of electricity, and other transactions, in the Electricity Sale Chamber – CCEE (previously, “MAE”). These amounts were recorded on the basis of calculations prepared and published by the CCEE for transactions carried out up to March 31, 2008, and these calculations may be changed as a result of decisions in legal actions currently in progress, brought by companies in the sector, in relation to interpretation of the rules of the wholesale energy market that were in force at the time of the said transactions.

 

6.                 The Quarterly Information (ITR) of Cemig Geração e Transmissão S.A. and the consolidated ITR of that Company and its subsidiaries for the quarter ended March 31, 2007, presented for comparison, were examined by other auditors, who issued a report on them, without qualification, dated May 8, 2008, containing paragraphs of emphasis in relation to the subject referred to in paragraph 5 above and in relation to the expiry of the concessions for electricity generation of the Emborcação, Nova Ponte, Pandeiros, Rio das Pedras, Poço Fundo, São Bernardo, Xicão, Luiz Dias and Santa Luzia hydroelectric plants. On June 14, 2007 the Mining and Energy Ministry (MME) renewed the period of concession of these plants for a period of 20 years from the date of expiry of each concession contract, and signature of the contracts for renewal of the concessions is expected to take place in the first half of 2008.

 

145



 

May 7, 2008

 

KPMG Auditores Independentes

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

 

 

Marco Túlio Fernandes Ferreira

Accountant CRCMG058176/O-0

 

146



 

4.                     Summary of Minutes of the 431th Meeting of the Board of Directors, May 8, 2008

 

147



 

 

COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG

Listed company

CNPJ 17.155.730/0001-64

NIRE 31300040127

 

SUMMARY OF THE DECISIONS OF THE 431TH MEETING OF THE BOARD OF DIRECTORS

 

At its meeting held on May 8, 2008 the Board of Directors of Companhia Energética de Minas Gerais approved the following matter:

 

1.               Orientation to the representative of Cemig in Extraordinary General Meeting of Empresa Amazonense de Transmissão de Energia S.A. (EATE)

 

2.               Orientation to the representative of Cemig in Extraordinary General Meeting of Empresa Catarinense de Transmissão de Energia S.A. (ECTE)

 

Av.Barbacena, 1200 - Santo Agostinho - CEP 30190-131

Belo Horizonte - MG - Brasil - Fax (0XX31)3506-5025 - Tel.: (0XX31)3506-5024

 

 

148



 

5.             CEMIG Geração e Transmissão S.A., Summary of Minutes of the 66th Meeting of the Board of Directors, May 8, 2008

 

149



 

 

CEMIG GERAÇÃO E TRANSMISSÃO S/A

 

Listed company – CNPJ 06.981.176/0001-58.

 

Summary of principal decisions

 

At its 66th meeting, held on May 8, 2008, the Board of Directors of Geração e Transmissão S.A. approved the following matter:

 

·                  Cemig’s pre-qualification on ANEEL’s auction.

 

 

150



 

6.                                       Summary of Minutes of the 432nd Meeting of the Board of Directors, May 13, 2008

 

151



 

 

COMPANHIA ENERGÉTICA DE MINAS GERAIS – CEMIG

Listed company

CNPJ/MF N° 17.155.730/0001-64

NIRE 31300040127

 

SUMMARY OF MINUTES OF THE 432ND MEETING OF THE BOARD OF
DIRECTORS

 

At its meeting held on May 13, 2008, the Board of Directors of Companhia Energética de Minas Gerais approved the following matters:

 

1.

Rules for qualification of banking institutions and contracting of cash centralization services.

 

 

2.

Contracting of credit with funds from rural savings accounts.

 

 

3.

Appointment of Chief Officers of Cemig to management of companies of the Cemig group.

 

 

4.

Appointment of Chief Officers of Cemig to management of the companies Rio Minas Energia Participações S.A., Light S.A. and Light Serviços de Eletricidade S.A.

 

 

5.

Orientation of vote of Cemig in an Extraordinary General Meeting of Stockholders of Transchile.

 

 

6.

Orientation of vote of Cemig in a prior meeting of the Board of Directors and Ordinary and Extraordinary General Meetings of Stockholders of Gasmig.

 

 

7.

Orientation of vote of Cemig in Extraordinary General Meetings of Stockholders of Infovias.

 

 

8.

Contracting of third party liability insurance.

 

 

9.

Payment in kind, to Forluz, of a real estate property situated in Avenida Barbacena.

 

 

10.

Cancellation of assignment of an employee to the Minas Gerais State Agriculture, Livestock Farming and Supply Department (SEAPA).

 

 

11

Signature of an association agreement with Neoenergia S.A.

 

152



 

7.                                       CEMIG Geração e Transmissão S.A., Summary of Principal Decisions, May 13, 2008

 

153



 

CEMIG GERAÇÃO E TRANSMISSÃO S.A.

 

Listed company – CNPJ 06.981.176/0001-58

 

Summary of principal decisions

 

At its 68th meeting, held on May 13, 2008, the Board of Directors of Cemig Geração e Transmissão S.A. approved the following:

 

1.

Sale of electricity generated by the Igarapé Thermal Generation Plant – Cancellation of a CRCA (Board Spending Decision).

 

 

2.

Acquisition of lubricating oil for the Igarapé Thermal Plant.

 

 

3.

Term of assignment of rights and obligations of Contract for Use of the Transmission System (CUST) No. 050/2005 – Aimorés Hydroelectric Plant.

 

 

4.

Project: Expansion of the Lafaiete 1 Substation.

 

 

5.

Project: Installation of the Third Transformer at the São Gonçalo do Pará Substation.

 

 

6.

Project: Conversion of the Pirapora 2–Várzea da Palma transmission line.

 

 

7.

Contracting of vehicle rental services.

 

 

8.

Payment in kind, to Forluz, of a real estate property situated in Avenida Barbacena.

 

 

9.

Indicative non-binding bid for a stockholding interest in a company constituted to generate electricity.

 

 

10.

Subscription to the rules for qualification of banking institutions.

 

 

11.

Monthly decision on Interest on Equity by the Executive Board.

 

 

12.

Contract for advance against future capital increase in Baguari Energia S.A.

 

 

13.

Contracting of third party liability insurance.

 

154



 

8.                                       CEMIG Distribuição S.A., Summary of Principal Decisions, May 13, 2008

 

155



 

CEMIG DISTRIBUIÇÁO S.A

 

Listed company

 

CNPJ N° 06.981.180/0001-16

 

Summary of principal decisions

 

At its 69th meeting, held on May 13, 2008, the Board of Directors of Cemig Distribuição S.A. approved the following:

 

1.           Signature of a contract with the Minas Gerais Broadcasting Development Association, with Minas Gerais Educational TV (Fundação TV Minas Cultural e Educativa) as consenting party,

 

2.            Donation, benefiting from incentive, to the Project to Refurbish the Building of the Division for Orientation and Protection of Children and Adolescents of the Minas Gerais Civil Police.

 

3.            Donation, benefiting from incentive, to the Values of Minas Project.

 

4.            Donation, benefiting from incentive, to the Vitasopa Project.

 

5.            Light for Everyone (Luz para Todos) Program.

 

6.            Phase II of the Light for Everyone Program – Re-ratification of CRCA (Board Expenditure Decision).

 

7.            Modernization of Metering Project.

 

8.            Contracting of rights for use of mainframe environment software and upgrade of this environment.

 

9.            Contracting of vehicle rental services.

 

10.      Payment in kind, to Forluz, of a real estate property situated in Avenida Barbacena.

 

11.      Contracting of third party liability insurance.

 

12.      Subscription to the rules for qualification of banking institutions.

 

13.      Monthly decision on Interest on Equity by the Executive Board.

 

14.      Contracting of credit with funds from rural savings accounts.

 

156



 

9.                                       Summary of Minutes of the 433rd Meeting of the Board of Directors, May 15, 2008

 

157



 

COMPANHIA ENERGÉTICA DE MINAS GERAIS - CEMIG

Listed company

CNPJ 17.155.730/0001-64

NIRE 31300040127

 

SUMMARY OF DECISIONS BY THE 433RD MEETING OF THE BOARD OF DIRECTORS

 

At its meeting held on May 15, 2008, the Board of Directors of Companhia Energética de Minas Gerais approved the following:

 

·             Signing of a term of undertaking between Cemig D, the Brazilian federal government and the state of Minas Gerais, with Cemig and Eletrobrás as consenting parties, establishing the bases of implementation of Phase II of the Light for Everyone (Luz para Todos) Program.

 

158



 

10.                                 CEMIG Distribuição S.A., Summary of Principal Decisions, May 15, 2008

 

159



 

 

CEMIG Distribuição S/A

 

Listed company

 

CNPJ 06.981.180/0001-16

 

Summary of principal decisions

 

At its meeting held on May 15, 2008 the Board of Directors of Cemig Distribuição S.A. approved the following:

 

·             Signing of a term of undertaking between Cemig D, the Brazilian federal government and the state of Minas Gerais, with Cemig and Eletrobrás as consenting parties, establishing the bases of implementation of Phase II of the Light for Everyone (Luz para Todos) Program.

 

 

160