Assets that result from contractual compensation by the seller in relation to the result of contingencies related, in whole or in part, to a specific liability of the concentrated entity have to become recognized and measured using the same principles and criteria of the related liabilities. Determination of fair value of acquired assets and acquired liabilities takes into account the fair value of the contingent liabilities that result from a present obligation originated by a past event (if the fair value can be measured reliably), regardless if outflow is expected and likely. For each acquisition the group can opt to measure “non-controlled interests” at the respective fair value or the respective share in the assets and liabilities transferred from the acquiree The choice of one method over another influences the amount of goodwill that will be recognized. When the concentration of business activities is performed in phases, the fair value at the previous acquisition date of the interests held is revaluated at fair value at the date on which control is obtained, under results for the period when control is achieved, thereby affecting determination of goodwill. Goodwill is considered to have an undefined useful life and is thus not amortizable and is subject to impairment annual tests regardless of whether or not there are indications of impairment. Whenever a concentration is not concluded at the report date, it shall be adjusted retrospectively during a maximum period of one year from the date of acquisition, the temporary amounts being recognized at the acquisition date and/or additional recognized assets and liabilities if new information is obtained regarding facts and circumstances that existed at the date of acquisition and if they had been known would have resulted in the recognition of these assets and liabilities at that date. Acquisitions prior to <strong>2010</strong>: Compared to the processing described above applicable as of 1 January <strong>2010</strong> the following differences exist: - The cost of an acquisition includes the costs directly attributable to the acquisition and thus they affect goodwill ; Non-controlled interests of the acquiree (previously referred to as minority interest were valued only in terms of the share in the identifiable net assets of the acquiree but they did not figure in determining goodwill/gain of the concentration; - When the concentration of the business activities was conducted over various phases, the fair value at the previous acquisition date of the interests held was not revalued at the date when control was obtained and as such previously recognized goodwill remained unaltered; - Any contingent acquisition value was recognized only if the group had a present obligation, outflow was probable and the estimate was reliably determinable; subsequent changes to this amount were recognized as goodwill. Intragroup balances and transactions and unrealized gains from transactions between group companies are eliminated. Unrealized losses are also eliminated except when the transaction shows evidence of impairment of a transferred good. Accounting policies of the subsidiaries are changed whenever necessary, in order to guarantee consistency with policies adopted by the group. In situations where the group substantially controls entities created for a specific purpose, even if it does not own capital holdings directly in these entities, these entities are consolidated via the full consolidation method.
Below, a breakdown of the companies consolidated using the full consolidation method: Business Unit/ Head Quarter % Capital Currency Shareholder Total Net income Company UNA-PD Holdings Capital Equity of the year Águas do Algarve, S.A. Faro 54% EUR 29,230,875 36,753,404 5,134,632 Águas do Centro Alentejo, S.A. Évora 51% EUR 5,000,000 1,839,104 (837,823) Águas do Centro, S.A. Castelo Branco 70% EUR 24,000,000 16,376,815 (2,666,878) Águas do Douro e Paiva, S.A. Porto 51% EUR 19,402,500 22,945,236 2,176,370 Águas do Mondego, S.A. Taveiro 51% EUR 18,262,743 19,398,742 962,747 Águas do Norte Alentejano, S.A. Portalegre 51% EUR 7,500,000 (2,969,696) (1,383,830) Águas do Noroeste, S.A. Barcelos 57% EUR 52,428,327 41,268,134 1,048,096 Águas do Oeste, S.A. Óbidos 51% EUR 29,733,970 23,161,142 (780,624) Águas de Santo André, S.A. Vila Nova de Santo André 100% EUR 1,000,000 2,453,750 1,500,328 Águas de Trás-os-Montes e Alto Douro, S.A. Vila Real 71% EUR 26,966,250 2,062,856 (735,805) Águas do Zêzere e Côa, S.A. Guarda 87% EUR 26,607,560 11,252,735 54,531 AgdA - Águas Públicas Alentejo, S.A Beja 51% EUR 500,000 528,271 25,693 Sanest, S.A. Cascais 51% EUR 11,000,000 33,116,954 1,180,827 Simarsul, S.A. Setúbal 51% EUR 25,000,000 25,372,433 (37,170) Simdouro, S.A. Vila Nova de Gaia 51% EUR 5,596,579 5,552,072 (44,507) Simlis, S.A. Leiria 70% EUR 5,000,000 (3,101,488) (1,996,995) Simria, S.A. Aveiro 68% EUR 16,258,219 15,162,462 3,337,954 Simtejo, S.A. EPAL Lisboa 51% EUR 38,700,000 58,920,622 5,738,571 EPAL, S.A. UNA-DR Lisboa 100% EUR 150,000,000 506,107,841 45,887,092 AdRA - Águas da Região de Aveiro, S.A. UNR Aveiro 51% EUR 15,000,000 16,368,130 1,136,027 Algar, S.A. Faro 56% EUR 7,500,000 9,712,645 136,014 Amarsul, S.A. Palmela 51% EUR 7,750,000 11,225,547 30,150 Empresa Geral do Fomento, S.A. Lisboa 100% EUR 56,000,000 85,734,653 3,493,593 Ersuc, S.A. Coimbra 51% EUR 4,075,000 14,641,697 1,182,741 Resiestrela, S.A. Fundão 63% EUR 3,532,835 4,696,674 630,202 Resinorte, S.A. Coimbra 68% EUR 8,000,000 8,949,583 (493,168) Resulima, S.A. Viana do Castelo 51% EUR 2,500,000 2,876,316 535,325 Suldouro, S.A. Sermonde 60% EUR 3,400,000 6,517,575 167,380 Valnor, S.A. Avis 53% EUR 8,912,321 12,698,516 1,535,636 Valorlis, S.A. Leiria 51% EUR 2,000,000 3,612,892 552,799 Valorminho, S.A. Valença 51% EUR 900,000 1,366,264 179,324 Valorsul, S.A. International S. João da Talha 56% EUR 25,200,000 53,334,883 6,027,785 <strong>AdP</strong> Internacional, S.A. Lisboa 100% EUR 175,000 5,532,574 8,501,365 Águas do Brasil, S.A. Rio de Janeiro - Brazil 100% BRL 2,050,100 (1,331,794) - Aquatec, Lda. Corporativos Maputo - Mozambique 100% MZM 2,476,580 (35,827,467) (2,567,665) <strong>AdP</strong> Serviços, S.A. Lisboa 100% EUR 50,000 2,594,745 647,602 Aquasis, S.A. Lisboa 55% EUR 50,000 451,789 32,280 <strong>AdP</strong> Energias, S.A. Lisboa 100% EUR 250,000 2,752,027 (382,997) 2.2.3 Financial holdings in associated companies Investments in associated companies are stated at the value resulting from application of the equity method. According to this method, consolidated financial statements shall include the group’s share of total gains and losses recognized from the date that the significant influence begins until the date when it effectively ends. Associated companies are companies in which the group holds 20% to 50% of voting rights or over which the group has significant influence, but cannot exercise its control. Gains or losses not realized in transactions between the group and its associated companies are eliminated. Dividends distributed by the affiliate are considered reductions in the investment. When the share of losses of an associated company exceeds the investment in the associated company the group recognizes additional losses in the future if the group is subject to obligations or has made payments benefiting the associated company. <strong>AdP</strong> Group_<strong>Annual</strong> <strong>Report</strong> <strong>2010</strong>_182|183
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Annual Report 2010 AdP Group_Annual
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Table of Contents Chairman’s Mess
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the implementation of concession co
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AdP Group_Annual Report 2010_8|9
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Economic and financial indicators 2
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238.3 Volume of Wastewater treated
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the sector regulator and the Minist
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A - Corporate Governance
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A - Corporate Governance 1. Mission
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in certain regions of the country,
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with the Ministry of Environment an
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3. Information on Relevant Transact
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Executive Board Under the terms of
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Executive Board Chairman Pedro Edua
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- Full member the European Banking
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- In October 2002, he was appointed
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- 1992-1993 - Director and Financia
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Member - Pedro António Martins Men
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• EPAL EPAL operates in the whole
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II. Remuneration and Other Costs (A
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The report highlights the strategy
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The average age within the group is
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Regarding staff costs, there was a
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“Boosting national participation
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- considering the objective establi
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• Treat employees with respect an
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8. Code of Ethical Conduct Remunera
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The evaluation of risk is carried o
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Information included on the Company
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There is an important volume of lon
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[ blank page ] AdP Group_Annual Rep
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AdP Group_Annual Report 2010_66|67
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The stabilisation of financial mark
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The approval of the Stability and G
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In 2010, the objectives to be achie
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The weighting of the fixed rate com
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Financial Risk Management - Complie
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6. Value Chain The AdP group operat
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average, the budget cycle of a mult
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We would also refer to how responsi
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As regards the population effective
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amount of grants conceded by the Eu
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A significant percentage of the app
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• In July 2010, AgdA- Águas Púb
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EPAL - Empresa Portuguesa das Água
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Of the investment carried out in 20
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8.2. Waste Empresa Geral do Fomento
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Waste Treated The eleven EGF group
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8.3. Energy and Other Businesses Th
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As regards feasible locations, the
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Key Events Brazil There was continu
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Key activities and events The year
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• design and production of integr
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10. Future Perspectives The present
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12. Proposed Appropriation of Profi
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C - Financial Statements for 2010
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Separate Financial Statements for t
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Financial Position Statement Lisbon
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Changes in total equity statement L
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Notes to the financial statements 1
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(b) recognition and subsequent meas
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The following are subsidiary compan
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50. Contractual investment The esti
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Águas de Santo André, S.A. Instit
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Case no. CO/15/2010 - pertaining to
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Lisbon, 15 March 2011 António Manu
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9. The Audit Committee wishes to po
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5. Our audit also included a verifi
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- verifying consolidation transacti
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