1
Institutional
November, 2010
2
AES Brasil Group
• Presence in Brazil since 1997
• Comprised of seven companies in the sectors
of energy generation, distribution, trade and
telecommunications
• 7.7 thousand AES Brasil People
• Investments 1998-2009: R$ 5.8 billion
• Good corporate governance practices
• Sustainable practices in businesses
• Safety as a main value
• Strong cash generation capacity
• 25% of minimum pay-out according to bylaws
• Differentiated dividend practice since 2006:
– AES Tietê: 100% pay-out on quarterly basis
– AES Eletropaulo: 95% pay-out on semi-
annually basis
3
AES Brasil Recognition 2009-10
 Environmental concern
 Management excellence
 Quality and safety
(AES Eletropaulo) (AES Sul) (AES Eletropaulo) (AES Eletropaulo)
(AES Tietê) (AES Eletropaulo) (AES Tietê) (AES Tietê)
(AES Brasil) (AES Tietê)
4
AES Eletropaulo
Telecom
AES
Tietê
AES
Eletropaulo
Shareholding structure
C 99.99 %
T 99.99 %
C 99.99%
T 99.99%
AES
Com Rio
C = Common Shares
P = Preferred Shares
T = Total
C 76.45%
P 7.38%
T 34.87%
Cia. Brasiliana de
Energia
AES Corp BNDES
C 50.00% - 1 share
P 100%
T 53.85%
C 50.00% + 1 share
P 0.00%
T 46.15%
C 71.35%
P 32.34%
T 52.55%
C 98.25%
T 98.25%
AES
Sul
T 99.70%
AES
Uruguaiana
AES
Infoenergy
C 99.00%
T 99.00%
5
24.2% 28.3% 39.5%
16.1% 19.2% 56.2%
8.0%
8.5%
Others¹Free Float
Shareholding composition
1 – includes Federal Government and Eletrobrás shares in AES Eletropaulo and AES Tietê, respectively
6
1.9 1.8
1.6
1.3
1.1
1.0
0.8
0.6 0.6
0.2
CEMIG
AES BRASIL
NEOENERGIA
CPFL
TRACTEBEL
COPEL
CESP
EDP
LIGHT
DUKE
4.0
3.2
2.8 2.6
2.2
1.8 1.7
1.4
1.2
0.5
CEMIG
AES BRASIL
CPFL
NEOENERGIA
TRACTEBEL
CESP
COPEL
EDP
LIGHT
DUKE
Ranking for energy groups
Ebitda – 2009 (R$ Billion)
Net Income – 2009 (R$ Billion)
7
Source: ANEEL (Regulator) – BIG (October, 2010)
 AES Tietê is the 2nd largest among private
generation companies and 10th largest overall
 10 largest gencos correspond to 63% of the total
installed capacity
 There are three mega hydropower plants under
construction in the North region of Brazil with 18 GW
in installed capacity
– Santo Antonio and Jirau (Madeira River): 7GW
– Belo Monte (Xingu River): 11GW
Generation Installed Capacity (MW) - 2010
112 GW
Privately held companies
4%
5%
6%
6%
7%
8%
9%
10%
35%
2% 6%
2%
AES TIETÊ DUKE
TRACTEBEL COPEL
PETROBRÁS CEMIG
ITAIPU CESP
ELETRONORTE FURNAS
CHESF OTHERS
111 GW
Ranking for energy generators
8
Ranking for energy distributors
Consumption (GWh) - 2009
Consumers – Dec/2009
• 64 discos in Brazil distributing 388 TWh
• AES Brasil is the largest electricity
distribution group in Brazil:
– AES Eletropaulo: 41 TWh distributed,
representing 10.6% of the Brazilian
market
– AES Sul: 8 TWh distributed,
representing 1.9% of the Brazilian
market
 There is a limited opportunity for
competition in Brazil as discos are
restricted to operate within their
concession areas
13%
10%
7%
6%6%
5%
40%
13%
12%
12%
16%6%
7%
5%
29%
13%
AES Brasil
CPFL Energia
CEMIG
Neoenergia
Copel
Light
EDP
Others
10
AES Tietê overview
 16 hydroelectric plants within the states of São Paulo and
Minas Gerais
 30-year concession valid until 2029; renewable for another
30 years
 Installed capacity of 2,657 MW, with physical guarantee1
of
1,280 MW
 All amount of energy that AES Tietê can sell in the long term
is contracted to AES Eletropaulo until the end of 2015
 As a pure energy generator, AES Tietê can only invest in its
core business
 335 employees
Concession Area
1 - Amount of energy allowed to be long term contracted
11
2010
Hydro; 73%
Natural gas;
7%
Diesel; 2%
Oil; 3%
Coal; 2%
Nuclear; 2%
Steam; 1%
SHPP1
; 4%
Biomass; 5%
Wind; 1%
2019
Wind; 4%
Biomass; 5%
SHPP1
; 4%
Steam; 0,4%
Nuclear; 2%
Coal; 2%
Oil; 5%
Diesel; 1%
Natural gas;
7%
Hydro; 70%
 Total installed capacity is expected to reach 167 GW by 2019
 Brazilian energy matrix is not expected to materially change over the next 10 years
1 - Small Hydro Power Plant Source: EPE (Energetic Research Company)
167 GWAnnual Growth: 4.5% p.a.112 GW
Energy sector in Brazil:
supply perspectives
Installed Energy Capacity in Brazil
12
Energy sector in Brazil:
contracting environment
Trading Companies
Free Clients
Spot Market
• Main auctions (reverse auctions):
– New Energy (A-5): Delivery in 5 years, 15-30
years regulated PPA
– New Energy (A-3): Delivery in 3 years, 15-30
years regulated PPA
– Existing Energy (A-1): Delivery in 1 year, 5-15
years PPA
Regulated Market Free Market
Distribution
Companies
PPAs1
Trading Companies
Free Clients
Distribution Companies
Auctions
1 – Power Purchase Agreement
13
Energy Generation (MW average1
) Billed Energy (GWh)
Operational performance
Generation – MW Avg. Generation / Physical Guarantee
130%
1,545 1,512
121%
118%
1,665
2007 2008 2009 9M09 9M10
1, 704
1,649
127% 129%
1- Generated energy divided by the amount of hours
MRE
AES Eletropaulo Spot Market
Other Bilateral Contracts
2007 2008 2009 9M09
11,483
13,421
13,148
330
1,680
14,704
116
1,740
573
11,108 11,138 11,108
2,331
1,149
9M10
10,917
1,135
8,578
1,554
215
701
8,520
1,640
55
14
Investments Breakdown (R$ million)
Investments
New SHPPs1Investments
9M10 Investments
Equip. and Maint.
Environment
IT
New SHPPs1
2007 2008
8
51 59
3943
20
2009
13
57
44
9M09
33
46
536
2010 (e)
12
93
81
9M10
77
22
11
1 – Small Hydro Power Plants
83%
13%
2%
2%
15
Concluded
(PPA1)
Concluded
(PPA1)
AES Tietê has been seeking opportunities to increase its installed capacity to comply with the 15%
increase requirement in the State of São Paulo
Under
Construction
Under
Construction
Under
Development
Under
Development
1 – Power Purchase Agreement 2 – Small Hydro Power Plants
Projects - expansion requirement
 6 MW of co-generation through biomass, contracted for 15 years beginning in 2010
 7 MW of hydro generation through SHPPs2 in Jaguari Mirim River
– São José SHPP (4 MW) has an estimated start-up in 1H11
– São Joaquim SHPP (3 MW) has an estimated start-up in 1H11
 550 MW of thermo generation through natural gas
– Location has been defined in Nov/2009
– Initiation of the environmental licensing process, conclusion estimated for 1H11
– Technical feasibility study concluded
– Participation in public auction (A-5) estimated for 2H11
 22 MW of hydro generation through one SHPP, in stage of technical and economic feasibility
studies
16
Ebitda (R$ million)
1,254
1,099
2007 2008
1,260
2009 9M09 9M10
1,0401,028
CAGR: 5%
Net Revenue (R$ million)
1,449
1,605
2007 2008 2009
1,670
1,277
9M09
1,334
9M10
CAGR: 7%
Financial highlights
17
Net Income and Dividend Payout1
(R$ million)
Net income Pay-out Yield PN
100 % 100 % 100 % 100 % 100 %
10%
12%
609
692
2007 2008 2009
780
11%
9M09 9M10
636 628
9% 9%
Financial highlights
1 – Gross amount
18
• September, 2010:
– Average debt cost in 9M10 was 110% of CDI1
per year or 13.1% per year
– Average debt maturity of 3.5 years
– Net debt: R$ 0.4 billion
– Net debt/EBITDA: 0.3x
Amortization Schedule – Principal (R$ million)
2013 2014 2015
296 299 300
1- Brazilian Interbank Interest Rate
Debt profile
19
1 – Index: 09/30/09= 100
AES Tietê X Ibovespa X IEE Daily Avg. Volume - R$ thousand
Last 12 months1
Preferred Common
Capital markets
2,101
10,187
8,160
13,634
2,692
5,468
4,198
8,086
9,436
9,096
3,566
5, 531
2007 2008 2009 9M10
• Common shares and preferred shares listed on BM&FBOVESPA
under the tickers GETI3 and GETI4
• ADRs at US OTC Market under the tickers AESAY and AESYY
IBOVIEEAES Tiete PN
2 – Total Shareholder Return - considers shares price variation and dividends declared in the period
85
95
110
115
120
Sep-09 Dec-09 Mar-10 Jun-10 Sep-10
125
100
90
+ 13%
+ 13%
+ 14%
+ 24%
AES Tiete TSR2
21
AES Eletropaulo overview
 Largest electricity distribution company in Latin America
 Serving 24 municipalities in the São Paulo Metropolitan area
 Concession contract valid until 2028
 Concession area with the highest GDP in Brazil
 46 thousand kilometers of lines, 1.1 million electricity poles and
6.0 million consumption units in a concession area of 4,526 km2
 Total distributed volume of 41 TWh in 2009
 As a pure energy distributor, AES Eletropaulo can only invest
within its concession area
 4,557 employees
Concession Area
22
Energy sector in Brazil:
demand perspectives
331 346 358
378 393 388
420
633
2004 2005 2006 2007 2008 2009 2010 2019
4.4% p.a.
5.0% p.a
Macroeconomic Scenario
Brazilian Consumption Evolution (TWh)
EPE’s1
Assumptions:
• Global financial sector recovery will not
take longer;
• Brazilian economic growth will outpace
global average growth, even in an
international context of moderate
expansion;
• Emerging markets – especially China –
will grow faster than developed
economies, positively affecting industrial
sector in Brazil;
• Income elasticity of energy demand (2010-
2019): 1.04
• Households growth: 2.2% p.a
1 - Source: EPE (Energetic Research Company)
2004-2008 2010-2014 2015-2019
World 4.6 4.2 4.0
Brazil 4.7 5.2 5.0
GDP - Annual growth
23
Tariff Reset and Readjustment
• Tariff Reset is applied each 4 years for AES Eletropaulo
− Next Jul/2011
− Parcel A: costs pass trough the tariff
− Parcel B: costs are set by ANEEL
• Tariff Readjustment: annually
− Parcel A costs pass trough the tariff
− Parcel B cost are adjusted by IGPM +/- X(1)
Factor
Energy
Purchase
Transmission
Sector Charges
Investment
Remuneration
Depreciation
Reference
Company
(PMSO)
Remuneration
Asset
Base
X Depreciation
X WACC
Regulatory
Ebitda
Parcel A - Non-Manageable Costs
Parcel B - Manageable Costs
• Remuneration Asset Base:
– Applicable investments used to
calculate the Investment Remuneration
(applying WACC) and Depreciation
• Reference Company:
– Efficient cost structure, determined by
ANEEL (National Electricity Agency)
• Parcel A Costs
− Non-manageable costs that totally
pass- through to the tariff
− Losses reduction improve the pass-
through effectiveness
(1) X Factor: index that capture productivity gains
Energy sector in Brazil:
regulatory methodology
24
Consumption evolution
Total Market (GWh1
) 9M10 Consumption Share (GWh1
)
Free ClientsCaptive market
2007 2008
410
39,932
41,243
32,577
7,355
33,860
7,383
34,436
6,832
41,269
2009 9M09 9M10
Free Clients
Commercial
Residential
Others
Industrial
35%
13%
21%
25%
6%
CAGR: 1%
1 – Net of own consumption
5,834
5,024
25,352
30,377
26,352
32,186
25
Investments
Investments Breakdown (R$ million) Investments 9M10
Customer service / System
expansion
Paid by the clients
Losses recovery
Maintenance
IT
Other
13%
24%
52%
6%
3%
2%
2008 9M09 9M102009 2010(e)
410
457
47
516
478
37
637
36
673
298
324
26
362
383
22
Paid by customersCapex
26
SAIFI - System Average Interruption Frequency IndexSAIDI - System Average Interruption Duration Index
SAIDI & SAIFI
9.208.90
2007 2008
11.96
9M10
11.34 10.92
20072009 2009 9M09
7.87
8.49 8.41
3o
9M09 9M10
5o 1o
5.64 5.78
11.86
10.09
11.01
2008
6.17 6.736.065.64
1o8o 7o
5.20
1 – System Average interruption Duration Index 2 – System Average Interruption Frequency Index Sources: ANEEL. AES Eletropaulo and ABRADEE
ABRADEE ranking position among the 28 utilities with more than 500 thousand customers
► 2010 SAIDI ANEEL Target: 9.32 hours ► 2010 SAIFI ANEEL Target: 7.39 times
SAIDI (hours) SAIDI Aneel Target SAIFI (times) SAIFI Aneel Target
27
Losses (%)Collection Rate (% over gross revenue)
Operational indexes
• Disconnections and Reconnections – Monthly Average (9M09 X 9M10)
– Disconnections: increase from 81 thousand to 97 thousand
– Reconnection: increase from 54 thousand to 87 thousand
• Past due bill credit report (9M10 monthly average): 255 thousand
• Fraud and Illegal Connections (9M10)
– 348 thousand inspections e 32 thousand frauds detected
– 47 thousand illegal connections regularized
1.6 p.p. 0.3 p.p.
98.5
20092008 9M09
101.5
9M10
101.4101.1
99.5
20071
2008
5.1
6,5
11.6
9M10
4.5
6.5
11.0
9M09
6.5
5.5
12.0
2007
5.0
6.5
11.5
5.0
6.5
2009
5.3
6.5
11.8
6.5
5.3
6.5
Commercial Losses Technical Losses2
1 – The previous calculation methodology 2 - Current technical losses used retroactively as reference
28
Ebitda (R$ million)Net Revenues (R$ million)
2007 2008 9M09
1,143
1,696
1,566
2009
1,573
9M10
1,509
CAGR: 0.1%
CAGR: 6%
2007 2008
7,530
7,193
2009
8,050
9M10
6,534
9M09
5,885
Financial highlights
29
1 – Gross amount
Financial highlights
Net Income and Dividend Payout1
(R$ million)
Net income Pay-out Yield PNB
2008 20092007 9M09
911
713
1,027
1,063
9M10
538
106.7%
100.3%
101.5%
14.4%
20.3% 20.4%
101.6%
100.5%
6.6%
10.8%
30
Amortization Schedule – Principal (R$ million)
Local Currency (ex FCesp) FCesp1
2010 2011 2012 2013 2014 2015 from 2018 to
2028
20172016
524
251 277 296 525
223
553
56
1,361
65
20
322 342 365
599
301
1,914
312
333
416
71 69
74
79
84 89
223
1 - FCesp = Pension Fund 2- Brazilian Interbank Interest Rate
• September, 2010:
– Average debt cost in 9M10 was 110% of CDI² per year or 12.9% per year
– Average debt maturity of 7 years
– Net debt: R$2.9 billion
– Net debt/EBITDA of 1.8x adjusted with Pension Fund
Debt profile
31
Capital markets
AES Eletropaulo X Ibovespa X IEE Average Daily Volume (R$ thousand)
• Common shares and preferred shares class A and B listed on
BM&FBOVESPA under the tickers ELPL3, ELPL5 and ELPL6
• ADRs at US OTC Market under the tickers EPUMY and ELPSY
1 – Index: 09/30/2009 = 100
2007 2008
26,066
25,677
2009
21,960
9M10
25,482
Last 12 months¹
- 16%
+ 13%
+ 14%A
B
A BEx dividends: 05/01/2010 Ex dividends: 08/06/2010
+ 7%
Sep-09
IBOVIEEAES Eletropaulo PNB AES Eletropaulo TSR2
90
Dec-09 Mar-10 Jun-10 Sep-10
100
110
120
90
Dec-09 Mar-10 Jun-10 Sep-10
100
110
120
2 – Total Shareholder Return - considers shares price variation and dividends declared in the period
Social Responsibility and
Environmental Actions
33
• 300 benefited children between 1 and 6 years old
• Own investments amounting R$ 1.5 million in 2009
• Units: Santo Amaro and Guarapiranga
• Over 6.7 thousand children, teenagers,
and adults have been benefited
• Own and incentive investments:
approximately R$ 15 million in 2009
• Activities of acting, dancing, circus arts, visual arts, music, gymnastics,
courses of income generation, and education of safe use of electrical
power and the right use of natural resources
• 6 operating units
“Casa da Cultura e Cidadania” Project
“Centros Educacionais Infantis Luz e Lápis” - Project
Social responsibility
34
Social responsibility
• Launched in December, 2008;
• Objective: to get the co-workers committed to the transformation of low income communities and development of
non-governmental institutions;
• 1,137 volunteers
Volunteering Program
Acting to
Transform
Distributing
Energy of
Good
Specific social mobilization or
emergency campaign.
Winter clothes, Christmas
campaign, among others.
Opportunities for volunteering in
social organizations, which are
partners of AES Brazil
Co-workers can enroll in
volunteer activities available at
AES Brazil volunteering portal
since September/09
www.energiadobem.com.br
Attachment:
Brazilian Macroeconomics
36
7.3
-0.2
5.1
6.1
5.6
-2.2
3.6
5.7
5.3
3.1
-2.2
3.9
2007 2008 2009 2010
Brazil Emerging markets (ex Brazil, India and China) OECD
7.3
(0.2)
5.16.1
17.5
(17.5)
15.316.7
2007 2008 2009 2010
GDP Investment (Gross Fixed Capital Formation)
Brazilian economy
(1)
1) Expected – Monthly Inflation Report (Brazilian Central Bank)
2) OECD (Organization for Economic Co-operation and Development) – international organization of 31 developed countries.
Brazil - GDP and Investment - Annual growth - % (IBGE)
GDP growth - Brazil x Other countries (IBGE, BCB, IMF and OECD)
• Strong growth was interrupted
by the financial crisis
• The GDP for 2009 was mainly
affected by lower investment
(reversal of expectations)
• Brazil´s economic performance
during crisis was better than
other countries
• Expectations for 2010 are
optimistic
(2)
37
14.1
-7.4
3.1
6.0
2.83.1
2005 2006 2007 2008 2009 Jan-
Aug/2010
Industrial production and foreign trade
-20
-15
-10
-5
0
5
10
15
20
25
Jan-07
Apr-07
Jul-07
Oct-07
Jan-08
Apr-08
Jul-08
Oct-08
Jan-09
Apr-09
Jul-09
Oct-09
Jan-10
Apr-10
Jul-10
Exports Imports Trade Balance
Brazil – Industrial production - Annual growth - % (IBGE)
Brazil – Trade Balance – US$ billion (Funcex)
• The impact of the financial
crisis has focused primarily on
industry
– Brazilian industry has reached pre-
crisis level since mar/10
– In 2010, industry is expected to
grow 11.3%
• Exports limited the recovery in
2009
• 2010: growth of exports (world
economy recovery) and imports
(capital goods)
38
1.461
1.427
1.394
1.341
1.295
1.240
1.212
1.210
0,583
0,572
0,569
0,563
0,5430,548
0,556
1.100
1.200
1.300
1.400
1.500
2003 2004 2005 2006 2007 2008 2009 2010
0,52
0,54
0,56
0,58
0,60
0,62
Real average income Gini Index
Real average income (R$) and income inequality (IBGE and IPEA)
Domestic market
1) It measures the degree of income inequality. It may vary from 0 (complete equality) to 1 (complete inequality).
6.2
7.77.5
9.0
10.09.7
10.9
5
6
7
8
9
10
11
12
13
14
Jan-04
Jul-04
Jan-05
Jul-05
Jan-06
Jul-06
Jan-07
Jul-07
Jan-08
Jul-08
Jan-09
Jul-09
Jan-10
Jul-10
Unemployment rate - % (IBGE)
• Brazilian´s good performance
was driven by the expansion of
the domestic market
– Unemployment rate has been
decreasing over the years
– Real income has been growing
persistently since 2005
– There was an improvement in
income distribution
(1)
39
Domestic market
100
120
140
160
180
Jan-05
Jul-05
Jan-06
Jul-06
Jan-07
Jul-07
Jan-08
Jul-08
Jan-09
Jul-09
Jan-10
Jul-10
Brazil – Retail Sales – seasonally adjusted – 2003 = 100 (IBGE)
191
238
318
394
470
520
100
200
300
400
500
600
2005 2006 2007 2008 2009 Aug/2010*
Brazil – Loans to individuals – R$ million (BCB)
• Besides the improvement on
labor market, credit expansion
was also responsible for the
good performance
• Retail sales is growing fast:
– 5.9% in 2009 despite the crisis
– 7.2% p. a. between 2005 and 2009
– 11.3% in 2010 (Jan-Aug)
Attachment:
AES Tietê: Expansion Requirement
41
Expansion requirement of 15%
 Increase installed capacity in Sao Paulo State by 15% (400 MW), either in greenfield projects or through long term
purchase agreement with new plants
 The obligation was supposed to be accomplished by December 2007, however AES Tietê was not able to comply with this
requirement due to the following restrictions:
– Insufficient remaining hydro resources within the State of São Paulo
– Environmental restrictions
– Insufficiency of gas supply / timing issue
– More restricted regulation on energy sale established by the New Model of Electric Sector (Law # 10,848/2004) which eliminated the self
dealing
• In August 2008, Aneel informed that the issue is not linked to the concession
• On July 27, 2009, AES Tietê was notified by the State Government Attorney’s Office to present arguments on compliance
with the expansion obligation
– The Company filed a response on July, 29th, which exhausts the procedure for notification. Possible deployment depends on
new manifestation of the Prosecution
• Popular law action against Federal Government, Aneel, AES Tietê, and Duke
– 2008 – In October, defense filed on first instance by AES Tietê; In December, the author replied AES Tietê defense
– 2010 – In September, due to the plaintiffs failure to specify the individuals that should be named as Defendants, a favorable
decision was rendered by the 1st Instance Court (but there can be appeals)
Attachment:
AES Eletropaulo: Eletrobras Lawsuit
43
Eletrobras lawsuit
Nov/86
Stated-owned
Eletropaulo
borrowed money
from Eletrobras
Dec/88
State-owned
Eletropaulo and
Eletrobras
disagreed on how
to calculate
interest over that
loan and a lawsuit
was started
Sep/03
The 2nd
level of
court excluded
AES Eletropaulo
from the
discussion based
on the spin-off
agreement
Jun/06
The SCJ decided
to send the
Execution Suit
back to the 1st
level of court
May/09
Eletrobras
requested the 1st
level of court
judge to appoint
an expert
Next Steps:
1- Eletrobras will
request the
auditing process
2 - The auditing
procedure will be
concluded at least
in 6 months
3 - After
conclusion of the
expert work, the 1st
level of court
decision will be
released
4 - Appealing to
the 2nd
level of
court
5 - Appealing to
the 3rd
level of
court
Jan/98 Oct/05
Eletrobras and
CTEEP appealed
to the Superior
Court of Justice
(SCJ)
Feb/10
The Judge
appointed the
expert who will
indicate the amount
and the debtor
Due to a paperwork
issue, Eletrobras
will request the
expert selection
again
Sep/01
Eletrobras, after
winning the
interest
calculation
discussion, filed
an Execution Suit
to collect the due
amount
State-owned
Eletropaulo was
spun-off into four
companies and,
according to our
understanding
based on the
spin-off
agreement, the
discussion was
transferred to
CTEEP
Privatization
event . State-
owned
Eletropaulo
became AES
Eletropaulo
Apr/98
Attachment:
Shareholders Agreement
45
Shareholders agreement
 Any party with an intention to dispose its shares should first provide the other party the right to buy
that participation at the same price offered by a third party
On Dec 2003 AES and BNDES signed a Shareholders’ Agreement to regulate their relationship as shareholders of
Brasiliana and its controlled companies. The Agreement is available at www.aeseletropaulo.com.br/ri
Right of 1st
refusal
Right of 1st
refusal
Shareholders can dispose its share at any time, considering the following terms:
Tag along
rights
Tag along
rights
Drag along
rights
Drag along
rights
 Once the offering party exercises the Drag Along clause, offered party is obligated to dispose of all
its shares at the time, if the Right of 1st Refusal is not exercised by offered party
 In the case of change in Brasiliana’s control, tag along rights are triggered for the following
companies (only if AES is no longer controlling shareholder):
– AES Eletropaulo: Tag along of 100% in its common and preferred B shares and 80% in its
preferred A shares
– AES Tietê: Tag along of 80% in its common shares
– AES Elpa: Tag along of 80% in its common shares
Attachment:
Brazilian Taxes
47
Brazilian Main Taxes
AES Eletropaulo
• Income Tax / Social Contribution:
– 34% over taxable income
• ICMS: 22% over Revenue (average rate)
– Residential: 25%
– Industrial and Commercial: 18%
– Public Entities: free
• PIS/Cofins:
– 9.25% over Revenue minus Costs
AES Tietê
• Income Tax / Social Contribution:
– 34% over taxable income
• ICMS
– deferred tax
• PIS/Cofins:
– Eletropaulo´s PPA: 3.65% over Revenue
– Other bilateral contracts: 9.25% over Revenue
minus Costs
The statements contained in this document with regard to the business prospects, projected operating and financial
results, and growth potential are merely forecasts based on the expectations of the Company’s Management in
relation to its future performance. Such estimates are highly dependent on market behavior and on the conditions
affecting Brazil’s macroeconomic performance as well as the electric sector and international market, and they are
therefore subject to changes.
Contacts:
ri.aeseletropaulo@aes.com
ri.aestiete@aes.com
+ 55 11 2195 7048

Apresentação institucional 3T10 - EN - Asia

  • 1.
  • 2.
    2 AES Brasil Group •Presence in Brazil since 1997 • Comprised of seven companies in the sectors of energy generation, distribution, trade and telecommunications • 7.7 thousand AES Brasil People • Investments 1998-2009: R$ 5.8 billion • Good corporate governance practices • Sustainable practices in businesses • Safety as a main value • Strong cash generation capacity • 25% of minimum pay-out according to bylaws • Differentiated dividend practice since 2006: – AES Tietê: 100% pay-out on quarterly basis – AES Eletropaulo: 95% pay-out on semi- annually basis
  • 3.
    3 AES Brasil Recognition2009-10  Environmental concern  Management excellence  Quality and safety (AES Eletropaulo) (AES Sul) (AES Eletropaulo) (AES Eletropaulo) (AES Tietê) (AES Eletropaulo) (AES Tietê) (AES Tietê) (AES Brasil) (AES Tietê)
  • 4.
    4 AES Eletropaulo Telecom AES Tietê AES Eletropaulo Shareholding structure C99.99 % T 99.99 % C 99.99% T 99.99% AES Com Rio C = Common Shares P = Preferred Shares T = Total C 76.45% P 7.38% T 34.87% Cia. Brasiliana de Energia AES Corp BNDES C 50.00% - 1 share P 100% T 53.85% C 50.00% + 1 share P 0.00% T 46.15% C 71.35% P 32.34% T 52.55% C 98.25% T 98.25% AES Sul T 99.70% AES Uruguaiana AES Infoenergy C 99.00% T 99.00%
  • 5.
    5 24.2% 28.3% 39.5% 16.1%19.2% 56.2% 8.0% 8.5% Others¹Free Float Shareholding composition 1 – includes Federal Government and Eletrobrás shares in AES Eletropaulo and AES Tietê, respectively
  • 6.
    6 1.9 1.8 1.6 1.3 1.1 1.0 0.8 0.6 0.6 0.2 CEMIG AESBRASIL NEOENERGIA CPFL TRACTEBEL COPEL CESP EDP LIGHT DUKE 4.0 3.2 2.8 2.6 2.2 1.8 1.7 1.4 1.2 0.5 CEMIG AES BRASIL CPFL NEOENERGIA TRACTEBEL CESP COPEL EDP LIGHT DUKE Ranking for energy groups Ebitda – 2009 (R$ Billion) Net Income – 2009 (R$ Billion)
  • 7.
    7 Source: ANEEL (Regulator)– BIG (October, 2010)  AES Tietê is the 2nd largest among private generation companies and 10th largest overall  10 largest gencos correspond to 63% of the total installed capacity  There are three mega hydropower plants under construction in the North region of Brazil with 18 GW in installed capacity – Santo Antonio and Jirau (Madeira River): 7GW – Belo Monte (Xingu River): 11GW Generation Installed Capacity (MW) - 2010 112 GW Privately held companies 4% 5% 6% 6% 7% 8% 9% 10% 35% 2% 6% 2% AES TIETÊ DUKE TRACTEBEL COPEL PETROBRÁS CEMIG ITAIPU CESP ELETRONORTE FURNAS CHESF OTHERS 111 GW Ranking for energy generators
  • 8.
    8 Ranking for energydistributors Consumption (GWh) - 2009 Consumers – Dec/2009 • 64 discos in Brazil distributing 388 TWh • AES Brasil is the largest electricity distribution group in Brazil: – AES Eletropaulo: 41 TWh distributed, representing 10.6% of the Brazilian market – AES Sul: 8 TWh distributed, representing 1.9% of the Brazilian market  There is a limited opportunity for competition in Brazil as discos are restricted to operate within their concession areas 13% 10% 7% 6%6% 5% 40% 13% 12% 12% 16%6% 7% 5% 29% 13% AES Brasil CPFL Energia CEMIG Neoenergia Copel Light EDP Others
  • 10.
    10 AES Tietê overview 16 hydroelectric plants within the states of São Paulo and Minas Gerais  30-year concession valid until 2029; renewable for another 30 years  Installed capacity of 2,657 MW, with physical guarantee1 of 1,280 MW  All amount of energy that AES Tietê can sell in the long term is contracted to AES Eletropaulo until the end of 2015  As a pure energy generator, AES Tietê can only invest in its core business  335 employees Concession Area 1 - Amount of energy allowed to be long term contracted
  • 11.
    11 2010 Hydro; 73% Natural gas; 7% Diesel;2% Oil; 3% Coal; 2% Nuclear; 2% Steam; 1% SHPP1 ; 4% Biomass; 5% Wind; 1% 2019 Wind; 4% Biomass; 5% SHPP1 ; 4% Steam; 0,4% Nuclear; 2% Coal; 2% Oil; 5% Diesel; 1% Natural gas; 7% Hydro; 70%  Total installed capacity is expected to reach 167 GW by 2019  Brazilian energy matrix is not expected to materially change over the next 10 years 1 - Small Hydro Power Plant Source: EPE (Energetic Research Company) 167 GWAnnual Growth: 4.5% p.a.112 GW Energy sector in Brazil: supply perspectives Installed Energy Capacity in Brazil
  • 12.
    12 Energy sector inBrazil: contracting environment Trading Companies Free Clients Spot Market • Main auctions (reverse auctions): – New Energy (A-5): Delivery in 5 years, 15-30 years regulated PPA – New Energy (A-3): Delivery in 3 years, 15-30 years regulated PPA – Existing Energy (A-1): Delivery in 1 year, 5-15 years PPA Regulated Market Free Market Distribution Companies PPAs1 Trading Companies Free Clients Distribution Companies Auctions 1 – Power Purchase Agreement
  • 13.
    13 Energy Generation (MWaverage1 ) Billed Energy (GWh) Operational performance Generation – MW Avg. Generation / Physical Guarantee 130% 1,545 1,512 121% 118% 1,665 2007 2008 2009 9M09 9M10 1, 704 1,649 127% 129% 1- Generated energy divided by the amount of hours MRE AES Eletropaulo Spot Market Other Bilateral Contracts 2007 2008 2009 9M09 11,483 13,421 13,148 330 1,680 14,704 116 1,740 573 11,108 11,138 11,108 2,331 1,149 9M10 10,917 1,135 8,578 1,554 215 701 8,520 1,640 55
  • 14.
    14 Investments Breakdown (R$million) Investments New SHPPs1Investments 9M10 Investments Equip. and Maint. Environment IT New SHPPs1 2007 2008 8 51 59 3943 20 2009 13 57 44 9M09 33 46 536 2010 (e) 12 93 81 9M10 77 22 11 1 – Small Hydro Power Plants 83% 13% 2% 2%
  • 15.
    15 Concluded (PPA1) Concluded (PPA1) AES Tietê hasbeen seeking opportunities to increase its installed capacity to comply with the 15% increase requirement in the State of São Paulo Under Construction Under Construction Under Development Under Development 1 – Power Purchase Agreement 2 – Small Hydro Power Plants Projects - expansion requirement  6 MW of co-generation through biomass, contracted for 15 years beginning in 2010  7 MW of hydro generation through SHPPs2 in Jaguari Mirim River – São José SHPP (4 MW) has an estimated start-up in 1H11 – São Joaquim SHPP (3 MW) has an estimated start-up in 1H11  550 MW of thermo generation through natural gas – Location has been defined in Nov/2009 – Initiation of the environmental licensing process, conclusion estimated for 1H11 – Technical feasibility study concluded – Participation in public auction (A-5) estimated for 2H11  22 MW of hydro generation through one SHPP, in stage of technical and economic feasibility studies
  • 16.
    16 Ebitda (R$ million) 1,254 1,099 20072008 1,260 2009 9M09 9M10 1,0401,028 CAGR: 5% Net Revenue (R$ million) 1,449 1,605 2007 2008 2009 1,670 1,277 9M09 1,334 9M10 CAGR: 7% Financial highlights
  • 17.
    17 Net Income andDividend Payout1 (R$ million) Net income Pay-out Yield PN 100 % 100 % 100 % 100 % 100 % 10% 12% 609 692 2007 2008 2009 780 11% 9M09 9M10 636 628 9% 9% Financial highlights 1 – Gross amount
  • 18.
    18 • September, 2010: –Average debt cost in 9M10 was 110% of CDI1 per year or 13.1% per year – Average debt maturity of 3.5 years – Net debt: R$ 0.4 billion – Net debt/EBITDA: 0.3x Amortization Schedule – Principal (R$ million) 2013 2014 2015 296 299 300 1- Brazilian Interbank Interest Rate Debt profile
  • 19.
    19 1 – Index:09/30/09= 100 AES Tietê X Ibovespa X IEE Daily Avg. Volume - R$ thousand Last 12 months1 Preferred Common Capital markets 2,101 10,187 8,160 13,634 2,692 5,468 4,198 8,086 9,436 9,096 3,566 5, 531 2007 2008 2009 9M10 • Common shares and preferred shares listed on BM&FBOVESPA under the tickers GETI3 and GETI4 • ADRs at US OTC Market under the tickers AESAY and AESYY IBOVIEEAES Tiete PN 2 – Total Shareholder Return - considers shares price variation and dividends declared in the period 85 95 110 115 120 Sep-09 Dec-09 Mar-10 Jun-10 Sep-10 125 100 90 + 13% + 13% + 14% + 24% AES Tiete TSR2
  • 21.
    21 AES Eletropaulo overview Largest electricity distribution company in Latin America  Serving 24 municipalities in the São Paulo Metropolitan area  Concession contract valid until 2028  Concession area with the highest GDP in Brazil  46 thousand kilometers of lines, 1.1 million electricity poles and 6.0 million consumption units in a concession area of 4,526 km2  Total distributed volume of 41 TWh in 2009  As a pure energy distributor, AES Eletropaulo can only invest within its concession area  4,557 employees Concession Area
  • 22.
    22 Energy sector inBrazil: demand perspectives 331 346 358 378 393 388 420 633 2004 2005 2006 2007 2008 2009 2010 2019 4.4% p.a. 5.0% p.a Macroeconomic Scenario Brazilian Consumption Evolution (TWh) EPE’s1 Assumptions: • Global financial sector recovery will not take longer; • Brazilian economic growth will outpace global average growth, even in an international context of moderate expansion; • Emerging markets – especially China – will grow faster than developed economies, positively affecting industrial sector in Brazil; • Income elasticity of energy demand (2010- 2019): 1.04 • Households growth: 2.2% p.a 1 - Source: EPE (Energetic Research Company) 2004-2008 2010-2014 2015-2019 World 4.6 4.2 4.0 Brazil 4.7 5.2 5.0 GDP - Annual growth
  • 23.
    23 Tariff Reset andReadjustment • Tariff Reset is applied each 4 years for AES Eletropaulo − Next Jul/2011 − Parcel A: costs pass trough the tariff − Parcel B: costs are set by ANEEL • Tariff Readjustment: annually − Parcel A costs pass trough the tariff − Parcel B cost are adjusted by IGPM +/- X(1) Factor Energy Purchase Transmission Sector Charges Investment Remuneration Depreciation Reference Company (PMSO) Remuneration Asset Base X Depreciation X WACC Regulatory Ebitda Parcel A - Non-Manageable Costs Parcel B - Manageable Costs • Remuneration Asset Base: – Applicable investments used to calculate the Investment Remuneration (applying WACC) and Depreciation • Reference Company: – Efficient cost structure, determined by ANEEL (National Electricity Agency) • Parcel A Costs − Non-manageable costs that totally pass- through to the tariff − Losses reduction improve the pass- through effectiveness (1) X Factor: index that capture productivity gains Energy sector in Brazil: regulatory methodology
  • 24.
    24 Consumption evolution Total Market(GWh1 ) 9M10 Consumption Share (GWh1 ) Free ClientsCaptive market 2007 2008 410 39,932 41,243 32,577 7,355 33,860 7,383 34,436 6,832 41,269 2009 9M09 9M10 Free Clients Commercial Residential Others Industrial 35% 13% 21% 25% 6% CAGR: 1% 1 – Net of own consumption 5,834 5,024 25,352 30,377 26,352 32,186
  • 25.
    25 Investments Investments Breakdown (R$million) Investments 9M10 Customer service / System expansion Paid by the clients Losses recovery Maintenance IT Other 13% 24% 52% 6% 3% 2% 2008 9M09 9M102009 2010(e) 410 457 47 516 478 37 637 36 673 298 324 26 362 383 22 Paid by customersCapex
  • 26.
    26 SAIFI - SystemAverage Interruption Frequency IndexSAIDI - System Average Interruption Duration Index SAIDI & SAIFI 9.208.90 2007 2008 11.96 9M10 11.34 10.92 20072009 2009 9M09 7.87 8.49 8.41 3o 9M09 9M10 5o 1o 5.64 5.78 11.86 10.09 11.01 2008 6.17 6.736.065.64 1o8o 7o 5.20 1 – System Average interruption Duration Index 2 – System Average Interruption Frequency Index Sources: ANEEL. AES Eletropaulo and ABRADEE ABRADEE ranking position among the 28 utilities with more than 500 thousand customers ► 2010 SAIDI ANEEL Target: 9.32 hours ► 2010 SAIFI ANEEL Target: 7.39 times SAIDI (hours) SAIDI Aneel Target SAIFI (times) SAIFI Aneel Target
  • 27.
    27 Losses (%)Collection Rate(% over gross revenue) Operational indexes • Disconnections and Reconnections – Monthly Average (9M09 X 9M10) – Disconnections: increase from 81 thousand to 97 thousand – Reconnection: increase from 54 thousand to 87 thousand • Past due bill credit report (9M10 monthly average): 255 thousand • Fraud and Illegal Connections (9M10) – 348 thousand inspections e 32 thousand frauds detected – 47 thousand illegal connections regularized 1.6 p.p. 0.3 p.p. 98.5 20092008 9M09 101.5 9M10 101.4101.1 99.5 20071 2008 5.1 6,5 11.6 9M10 4.5 6.5 11.0 9M09 6.5 5.5 12.0 2007 5.0 6.5 11.5 5.0 6.5 2009 5.3 6.5 11.8 6.5 5.3 6.5 Commercial Losses Technical Losses2 1 – The previous calculation methodology 2 - Current technical losses used retroactively as reference
  • 28.
    28 Ebitda (R$ million)NetRevenues (R$ million) 2007 2008 9M09 1,143 1,696 1,566 2009 1,573 9M10 1,509 CAGR: 0.1% CAGR: 6% 2007 2008 7,530 7,193 2009 8,050 9M10 6,534 9M09 5,885 Financial highlights
  • 29.
    29 1 – Grossamount Financial highlights Net Income and Dividend Payout1 (R$ million) Net income Pay-out Yield PNB 2008 20092007 9M09 911 713 1,027 1,063 9M10 538 106.7% 100.3% 101.5% 14.4% 20.3% 20.4% 101.6% 100.5% 6.6% 10.8%
  • 30.
    30 Amortization Schedule –Principal (R$ million) Local Currency (ex FCesp) FCesp1 2010 2011 2012 2013 2014 2015 from 2018 to 2028 20172016 524 251 277 296 525 223 553 56 1,361 65 20 322 342 365 599 301 1,914 312 333 416 71 69 74 79 84 89 223 1 - FCesp = Pension Fund 2- Brazilian Interbank Interest Rate • September, 2010: – Average debt cost in 9M10 was 110% of CDI² per year or 12.9% per year – Average debt maturity of 7 years – Net debt: R$2.9 billion – Net debt/EBITDA of 1.8x adjusted with Pension Fund Debt profile
  • 31.
    31 Capital markets AES EletropauloX Ibovespa X IEE Average Daily Volume (R$ thousand) • Common shares and preferred shares class A and B listed on BM&FBOVESPA under the tickers ELPL3, ELPL5 and ELPL6 • ADRs at US OTC Market under the tickers EPUMY and ELPSY 1 – Index: 09/30/2009 = 100 2007 2008 26,066 25,677 2009 21,960 9M10 25,482 Last 12 months¹ - 16% + 13% + 14%A B A BEx dividends: 05/01/2010 Ex dividends: 08/06/2010 + 7% Sep-09 IBOVIEEAES Eletropaulo PNB AES Eletropaulo TSR2 90 Dec-09 Mar-10 Jun-10 Sep-10 100 110 120 90 Dec-09 Mar-10 Jun-10 Sep-10 100 110 120 2 – Total Shareholder Return - considers shares price variation and dividends declared in the period
  • 32.
  • 33.
    33 • 300 benefitedchildren between 1 and 6 years old • Own investments amounting R$ 1.5 million in 2009 • Units: Santo Amaro and Guarapiranga • Over 6.7 thousand children, teenagers, and adults have been benefited • Own and incentive investments: approximately R$ 15 million in 2009 • Activities of acting, dancing, circus arts, visual arts, music, gymnastics, courses of income generation, and education of safe use of electrical power and the right use of natural resources • 6 operating units “Casa da Cultura e Cidadania” Project “Centros Educacionais Infantis Luz e Lápis” - Project Social responsibility
  • 34.
    34 Social responsibility • Launchedin December, 2008; • Objective: to get the co-workers committed to the transformation of low income communities and development of non-governmental institutions; • 1,137 volunteers Volunteering Program Acting to Transform Distributing Energy of Good Specific social mobilization or emergency campaign. Winter clothes, Christmas campaign, among others. Opportunities for volunteering in social organizations, which are partners of AES Brazil Co-workers can enroll in volunteer activities available at AES Brazil volunteering portal since September/09 www.energiadobem.com.br
  • 35.
  • 36.
    36 7.3 -0.2 5.1 6.1 5.6 -2.2 3.6 5.7 5.3 3.1 -2.2 3.9 2007 2008 20092010 Brazil Emerging markets (ex Brazil, India and China) OECD 7.3 (0.2) 5.16.1 17.5 (17.5) 15.316.7 2007 2008 2009 2010 GDP Investment (Gross Fixed Capital Formation) Brazilian economy (1) 1) Expected – Monthly Inflation Report (Brazilian Central Bank) 2) OECD (Organization for Economic Co-operation and Development) – international organization of 31 developed countries. Brazil - GDP and Investment - Annual growth - % (IBGE) GDP growth - Brazil x Other countries (IBGE, BCB, IMF and OECD) • Strong growth was interrupted by the financial crisis • The GDP for 2009 was mainly affected by lower investment (reversal of expectations) • Brazil´s economic performance during crisis was better than other countries • Expectations for 2010 are optimistic (2)
  • 37.
    37 14.1 -7.4 3.1 6.0 2.83.1 2005 2006 20072008 2009 Jan- Aug/2010 Industrial production and foreign trade -20 -15 -10 -5 0 5 10 15 20 25 Jan-07 Apr-07 Jul-07 Oct-07 Jan-08 Apr-08 Jul-08 Oct-08 Jan-09 Apr-09 Jul-09 Oct-09 Jan-10 Apr-10 Jul-10 Exports Imports Trade Balance Brazil – Industrial production - Annual growth - % (IBGE) Brazil – Trade Balance – US$ billion (Funcex) • The impact of the financial crisis has focused primarily on industry – Brazilian industry has reached pre- crisis level since mar/10 – In 2010, industry is expected to grow 11.3% • Exports limited the recovery in 2009 • 2010: growth of exports (world economy recovery) and imports (capital goods)
  • 38.
    38 1.461 1.427 1.394 1.341 1.295 1.240 1.212 1.210 0,583 0,572 0,569 0,563 0,5430,548 0,556 1.100 1.200 1.300 1.400 1.500 2003 2004 20052006 2007 2008 2009 2010 0,52 0,54 0,56 0,58 0,60 0,62 Real average income Gini Index Real average income (R$) and income inequality (IBGE and IPEA) Domestic market 1) It measures the degree of income inequality. It may vary from 0 (complete equality) to 1 (complete inequality). 6.2 7.77.5 9.0 10.09.7 10.9 5 6 7 8 9 10 11 12 13 14 Jan-04 Jul-04 Jan-05 Jul-05 Jan-06 Jul-06 Jan-07 Jul-07 Jan-08 Jul-08 Jan-09 Jul-09 Jan-10 Jul-10 Unemployment rate - % (IBGE) • Brazilian´s good performance was driven by the expansion of the domestic market – Unemployment rate has been decreasing over the years – Real income has been growing persistently since 2005 – There was an improvement in income distribution (1)
  • 39.
    39 Domestic market 100 120 140 160 180 Jan-05 Jul-05 Jan-06 Jul-06 Jan-07 Jul-07 Jan-08 Jul-08 Jan-09 Jul-09 Jan-10 Jul-10 Brazil –Retail Sales – seasonally adjusted – 2003 = 100 (IBGE) 191 238 318 394 470 520 100 200 300 400 500 600 2005 2006 2007 2008 2009 Aug/2010* Brazil – Loans to individuals – R$ million (BCB) • Besides the improvement on labor market, credit expansion was also responsible for the good performance • Retail sales is growing fast: – 5.9% in 2009 despite the crisis – 7.2% p. a. between 2005 and 2009 – 11.3% in 2010 (Jan-Aug)
  • 40.
  • 41.
    41 Expansion requirement of15%  Increase installed capacity in Sao Paulo State by 15% (400 MW), either in greenfield projects or through long term purchase agreement with new plants  The obligation was supposed to be accomplished by December 2007, however AES Tietê was not able to comply with this requirement due to the following restrictions: – Insufficient remaining hydro resources within the State of São Paulo – Environmental restrictions – Insufficiency of gas supply / timing issue – More restricted regulation on energy sale established by the New Model of Electric Sector (Law # 10,848/2004) which eliminated the self dealing • In August 2008, Aneel informed that the issue is not linked to the concession • On July 27, 2009, AES Tietê was notified by the State Government Attorney’s Office to present arguments on compliance with the expansion obligation – The Company filed a response on July, 29th, which exhausts the procedure for notification. Possible deployment depends on new manifestation of the Prosecution • Popular law action against Federal Government, Aneel, AES Tietê, and Duke – 2008 – In October, defense filed on first instance by AES Tietê; In December, the author replied AES Tietê defense – 2010 – In September, due to the plaintiffs failure to specify the individuals that should be named as Defendants, a favorable decision was rendered by the 1st Instance Court (but there can be appeals)
  • 42.
  • 43.
    43 Eletrobras lawsuit Nov/86 Stated-owned Eletropaulo borrowed money fromEletrobras Dec/88 State-owned Eletropaulo and Eletrobras disagreed on how to calculate interest over that loan and a lawsuit was started Sep/03 The 2nd level of court excluded AES Eletropaulo from the discussion based on the spin-off agreement Jun/06 The SCJ decided to send the Execution Suit back to the 1st level of court May/09 Eletrobras requested the 1st level of court judge to appoint an expert Next Steps: 1- Eletrobras will request the auditing process 2 - The auditing procedure will be concluded at least in 6 months 3 - After conclusion of the expert work, the 1st level of court decision will be released 4 - Appealing to the 2nd level of court 5 - Appealing to the 3rd level of court Jan/98 Oct/05 Eletrobras and CTEEP appealed to the Superior Court of Justice (SCJ) Feb/10 The Judge appointed the expert who will indicate the amount and the debtor Due to a paperwork issue, Eletrobras will request the expert selection again Sep/01 Eletrobras, after winning the interest calculation discussion, filed an Execution Suit to collect the due amount State-owned Eletropaulo was spun-off into four companies and, according to our understanding based on the spin-off agreement, the discussion was transferred to CTEEP Privatization event . State- owned Eletropaulo became AES Eletropaulo Apr/98
  • 44.
  • 45.
    45 Shareholders agreement  Anyparty with an intention to dispose its shares should first provide the other party the right to buy that participation at the same price offered by a third party On Dec 2003 AES and BNDES signed a Shareholders’ Agreement to regulate their relationship as shareholders of Brasiliana and its controlled companies. The Agreement is available at www.aeseletropaulo.com.br/ri Right of 1st refusal Right of 1st refusal Shareholders can dispose its share at any time, considering the following terms: Tag along rights Tag along rights Drag along rights Drag along rights  Once the offering party exercises the Drag Along clause, offered party is obligated to dispose of all its shares at the time, if the Right of 1st Refusal is not exercised by offered party  In the case of change in Brasiliana’s control, tag along rights are triggered for the following companies (only if AES is no longer controlling shareholder): – AES Eletropaulo: Tag along of 100% in its common and preferred B shares and 80% in its preferred A shares – AES Tietê: Tag along of 80% in its common shares – AES Elpa: Tag along of 80% in its common shares
  • 46.
  • 47.
    47 Brazilian Main Taxes AESEletropaulo • Income Tax / Social Contribution: – 34% over taxable income • ICMS: 22% over Revenue (average rate) – Residential: 25% – Industrial and Commercial: 18% – Public Entities: free • PIS/Cofins: – 9.25% over Revenue minus Costs AES Tietê • Income Tax / Social Contribution: – 34% over taxable income • ICMS – deferred tax • PIS/Cofins: – Eletropaulo´s PPA: 3.65% over Revenue – Other bilateral contracts: 9.25% over Revenue minus Costs
  • 48.
    The statements containedin this document with regard to the business prospects, projected operating and financial results, and growth potential are merely forecasts based on the expectations of the Company’s Management in relation to its future performance. Such estimates are highly dependent on market behavior and on the conditions affecting Brazil’s macroeconomic performance as well as the electric sector and international market, and they are therefore subject to changes. Contacts: ri.aeseletropaulo@aes.com ri.aestiete@aes.com + 55 11 2195 7048