0001292814-14-002274.txt : 20140929 0001292814-14-002274.hdr.sgml : 20140929 20140929154856 ACCESSION NUMBER: 0001292814-14-002274 CONFORMED SUBMISSION TYPE: 20-F/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131231 FILED AS OF DATE: 20140929 DATE AS OF CHANGE: 20140929 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENERGY CO OF PARANA CENTRAL INDEX KEY: 0001041792 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 20-F/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-14668 FILM NUMBER: 141126938 BUSINESS ADDRESS: STREET 1: RUA CORONEL DULCIDIO 800 STREET 2: 80420 170 CURITIBA PARANA CITY: FEDERATIVE REPUBLIC STATE: D5 ZIP: 00000 MAIL ADDRESS: STREET 1: CT CORPORATION SYSTEM STREET 2: 1633 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10019 20-F/A 1 elpform20fa_2013.htm FORM 20-F/A 2013 elpform20fa_2013.htm - Generated by SEC Publisher for SEC Filing

 
 

As filed with the Securities and Exchange Commission on September 29, 2014

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

                                                 

FORM 20-F/A

                                                 

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2013

Commission file number: 001-14668

                                                 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

(Exact Name of Registrant as Specified in its Charter)

Energy Company of Paraná

(Translation of Registrant’s Name into English

The Federative Republic of Brazil

(Jurisdiction of Incorporation or Organization)

                                                                 

Rua Coronel Dulcídio, 800

80420-170 Curitiba, Paraná, Brazil

(Address of Principal Executive Offices)

                                                                 

Lindolfo Zimmer

+55 41 3222 2027 – ri@copel.com

Rua Coronel Dulcídio, 800, 3rd floor - 80420-170 Curitiba, Paraná, Brazil

(Name, telephone, e-mail and/or facsimile number and address of company contact person)

 

Securities registered or to be registered pursuant to Section 12(b) of the Act

Title of Each Class

Name of Each Exchange on Which Registered

Preferred Class B Shares, without par value*

New York Stock Exchange

American Depositary Shares (as evidenced by American Depositary Receipts),

each representing one Preferred Class B Share

New York Stock Exchange

                                 

* Not for trading, but only in connection with the listing of American Depositary Shares on the New York Stock Exchange.

Securities registered or to be registered pursuant to Section 12(g) of the Act:  None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:  None

Indicate the number of outstanding shares of each of the Issuer’s classes of capital or common stock as of December 31, 2013:

 

145,031,080 Common Shares, without par value

381,702 Class A Preferred Shares, without par value

128,242,593 Class B Preferred Shares, without par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes              No ¨ 

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes ¨             No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

Yes             No ¨ 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

N/A

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Securities Exchange Act of 1934. (Check one):

Large accelerated filer              Accelerated filer ¨               Non-accelerated filer ¨ 

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP              ¨                              IFRS                                    Other ¨ 

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

N/A

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).

Yes ¨           No

 


 
 

 

EXPLANATORY NOTE

                This Amendment No. 1 (“Amendment No. 1”) to the Annual Report on Form 20-F of Companhia Paranaense de Energia – Copel (the “Company”) for the fiscal year ended December 31, 2013 filed on April 29, 2014 (the “Original Form 20-F”) is being filed to correct certain errors in the Consolidated Statement of Comprehensive Income, contained on page F-4 in Item 18 of the Original Form 20-F.

Other than as set forth above, this Amendment No. 1 does not, and does not purport to, amend, update or restate the information in any other item of the Original Form 20-F.  As a result, this Amendment No. 1 does not reflect any events that may have occurred after the Annual Report was filed on April 29, 2014.

 

 

 

2


 
 

 

Item 18. Financial Statements

Reference is made to pages F-1 through F-137. 

 

3


 
 

 

 

Signatures

The registrant hereby certifies that it meets all the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

 

                                                                                 Companhia Paranaense De Energia – Copel

                                                                By:/s/Lindolfo Zimmer                                     

                                                                                Name: Lindolfo Zimmer

                                                                                Title: Chief Executive Officer

 

 

By:/s/Antonio Sergio de Souza Guetter         

                                                                                Name: Antonio Sergio de Souza Guetter

                                                                                Title: Chief Financial and Investor Relations Officer

 

 

Date: September 29, 2014.

 

4


 

 

Exhibit 12.1

 

CERTIFICATION PURSUANT TO RULES 13a-14(a) AND 15d-14(a) AS ADOPTED

UNDER SECTION 302 OF THE SARBANES-OXLEY ACT

 

I, Lindolfo Zimmer, certify that:

 

1.             I have reviewed this annual report on Form 20-F/A of Companhia Paranaense de Energia – COPEL (the “Company”); 

 

2.             Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.             Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;

 

4.             The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:

 

(a)           Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b)           Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c)           Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d)           Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and

 

5.             The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):

 

(a)           All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and

 

(b)           Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

 

Date: September 29, 2014

/s/ Lindolfo Zimmer

Name: Lindolfo Zimmer

Title: Chief Executive Officer

 


 

 

Exhibit 12.2

 

CERTIFICATION PURSUANT TO RULES 13a-14(a) AND 15d-14(a) AS ADOPTED

UNDER SECTION 302 OF THE SARBANES-OXLEY ACT

 

I, Antonio Sergio de Souza Guetter, certify that:

 

1.             I have reviewed this annual report on Form 20-F/A of Companhia Paranaense de Energia – COPEL (the “Company”); 

 

2.             Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.             Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;

 

4.             The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:

 

(a)           Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b)           Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c)           Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d)           Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and

 

5.             The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):

 

(a)           All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and

 

(b)           Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

 

Date: September 29, 2014

/s/ Antonio Sergio de Souza Guetter

Name: Antonio Sergio de Souza Guetter

Title: Chief Financial Officer

 

 


 

 

Exhibit 13.1

 

 

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(SUBSECTIONS (a) AND (b) OF SECTION 1350, CHAPTER 63 OF TITLE 18, UNITED STATES CODE)

 

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of Companhia Paranaense de Energia - COPEL (the “Company”), does hereby certify, to such officer’s knowledge, that:

The Annual Report on Form 20-F/A for the year ended December 31, 2013 (the “Form 20-F/A”) of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 20-F/A fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date: September 29, 2014

 

 

/s/ Lindolfo Zimmer

Name: Lindolfo Zimmer

Title: Chief Executive Officer

 

 

 


 

 

Exhibit 13.2

 

 

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(SUBSECTIONS (a) AND (b) OF SECTION 1350, CHAPTER 63 OF TITLE 18, UNITED STATES CODE)

 

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of Companhia Paranaense de Energia - COPEL (the “Company”), does hereby certify, to such officer’s knowledge, that:

The Annual Report on Form 20-F/A for the year ended December 31, 2013 (the “Form 20-F/A”) of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 20-F/A fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date: September 29, 2014

 

 

/s/ Antonio Sergio de Souza Guetter

Name: Antonio Sergio de Souza Guetter

Title: Chief Financial Officer

 

 


 

 

 

 

Companhia Paranaense de Energia - Copel

Consolidated Financial Statements as of

December 31, 2013, 2012 and 2011 and Report

of Independent Registered Public

Accounting Firms

 

 


 
 

 

 

KPMG Auditores Independentes

Al. Dr. Carlos de Carvalho, 417 - 16º

80410-180 - Curitiba, PR - Brasil

Caixa Postal 13533

80420-990 - Curitiba, PR - Brasil

Central Tel 55 (41) 3544-4747

Fax 55 (41) 3544-4750

Internet www.kpmg.com.br

 

Report of Independent Registered Public Accounting Firm

 

 

The Board of Directors and Shareholders

 

 

Companhia Paranaense de Energia – COPEL

 

We have audited the accompanying consolidated statements of financial position of Companhia Paranaense de Energia – COPEL and subsidiaries (the “Company”) as of December 31, 2013 and 2012, and the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2013. We also have audited the Company’s internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on these consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

 

 

1

 

KPMG Auditores Independentes., uma sociedade simples brasileira, de responsabilidade limitada, e firma-membro da rede KPMG de firmas-membro independentes e afiliadas à KPMG International Cooperative (“KPMG International”), uma entidade suíça.

KPMG Auditores Independentes, a Brazilian limited liability company and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity.

 

 


 
 

 

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

In our opinion, the consolidated financial statements referred to in the first paragraph present fairly, in all material respects, the financial position of the Company as of December 31, 2013 and 2012, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2013, in conformity with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

 

As discussed in Note 3 to the financial statements, the Company has changed its method of accounting for employee benefits and joint ventures in 2013 due to the adoption of IAS 19 (2011) – Employee Benefits and IFRS 11 – Joint Arrangements.

 

Curitiba, Brazil

April 29, 2014

 

 

 

 

 

 

/s/ KPMG Auditores Independentes

 

2

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Consolidated Statements of Financial Position

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

       

ASSETS

Note

 

 

 

 

 

Restated

 

 

12.31.2013

12.31.2012

 

 

 

 

CURRENT ASSETS

 

 

 

Cash and cash equivalents

4

1,741,632

1,459,217

Bonds and securities

5

389,222

635,501

Collaterals and escrow accounts

6

1,976

36,808

Trade accounts receivable

7

1,337,628

1,489,173

Dividends receivable

15

9,500

18,064

CRC transferred to the State Government of Paraná

8

85,448

75,930

Accounts receivable related to the concession

9

4,396

5,319

Accounts receivable related to the concession extension

10

352,161

356,085

Other current receivables

11

395,890

234,951

Inventories

12

139,278

124,809

Income Tax and Social Contribution

13.1

133,158

191,544

Other current recoverable taxes

13.3

70,013

49,490

Prepaid expenses

-

19,982

4,801

 

 

4,680,284

4,681,692

 

 

 

 

NONCURRENT ASSETS

 

 

 

Long Term Assets

 

 

 

Bonds and securities

5

120,536

128,515

Collaterals and escrow accounts

6

45,371

43,246

Trade accounts receivable

7

132,686

26,171

CRC transferred to the State Government of Paraná

8

1,295,106

1,308,354

Judicial deposits

14

675,225

574,371

Accounts receivable related to the concession

9

3,484,268

2,645,826

Accounts receivable related to the concession extension

10

365,645

717,805

Other noncurrent receivables

11

29,435

22,728

Income Tax and Social Contribution

13.1

197,659

19,995

Other noncurrent recoverable taxes

13.3

124,498

120,189

Deferred Income Tax and Social Contribution

13.2

753,413

681,285

Prepaid expenses

-

399

8,832

 

 

7,224,241

6,297,317

 

 

 

 

Investments

16

1,187,927

568,989

Property, Plant and Equipment, net

17

7,983,632

7,871,753

Intangible Assets

18

2,035,361

1,789,152

 

 

 

 

 

 

18,431,161

16,527,211

 

 

 

 

TOTAL ASSETS

 

23,111,445

21,208,903

Notes are an integral part of these financial statements

       
       
       
       
       

F-1

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Consolidated Statements of Financial Position

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

       

LIABILITIES

Note

 

 

 

 

 

Restated

 

 

12.31.2013

12.31.2012

 

 

 

 

CURRENT LIABILITIES

 

 

 

Payroll, social charges and accruals

19

239,685

384,008

Suppliers

20

1,092,239

1,131,782

Income Tax and Social Contribution Payable

13.1

297,620

170,189

Other taxes due

13.3

300,731

288,480

Loans and financing

21

957,106

261,290

Debentures

22

57,462

12,719

Dividend payable

-

18,713

204,780

Post employment benefits

23

29,983

25,819

Customer charges due

24

37,994

56,498

Research and Development and Energy Efficiency

25

127,860

159,599

Accounts payable related to concession - Use of Public Property

26

51,481

48,477

Other accounts payable

27

137,011

89,803

 

 

3,347,885

2,833,444

 

 

 

 

NONCURRENT LIABILITIES

 

 

 

Suppliers

20

50,121

100,908

Other taxes due

13.3

68,402

-

Deferred Income Tax and Social Contribution

13.2

420,501

590,536

Loans and financing

21

2,366,678

1,989,588

Debentures

22

1,150,483

997,958

Post employment benefits

23

937,249

675,230

Research and Development and Energy Efficiency

25

154,721

104,561

Accounts payable related to concession - Use of Public Property

26

420,293

399,080

Other accounts payable

27

233

-

Provision for contingencies

28

1,266,127

1,155,708

 

 

6,834,808

6,013,569

 

 

 

 

EQUITY

29

 

 

Attributable to controlling shareholder's

 

 

 

Capital

 

6,910,000

6,910,000

Equity valuation adjustments

 

983,159

1,214,394

Legal reserve

 

624,849

571,221

Profit retention reserve

 

3,897,833

3,337,295

Additional proposed dividends

 

235,498

64,474

 

 

12,651,339

12,097,384

 

 

 

 

Attributable to non-controlling interest

29.2

277,413

264,506

 

 

 

 

 

 

12,928,752

12,361,890

 

 

 

 

TOTAL LIABILITIES & EQUITY

 

23,111,445

21,208,903

Notes are an integral part of these financial statements

F-2

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Consolidated Statements of  Income

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

  

         

CONTINUING OPERATIONS

Note

 

 

 

 

 

 

Restated

Restated

 

 

12.31.2013

12.31.2012

12.31.2011

OPERATING REVENUES

30

9,180,214

8,493,252

7,776,165

 

 

 

 

 

COST OF SALES AND SERVICES PROVIDED

31

(7,037,998)

(6,540,636)

(5,457,015)

 

 

 

 

 

GROSS PROFIT

 

2,142,216

1,952,616

2,319,150

 

 

 

 

 

Operational expenses / income

 

 

 

 

Selling expenses

31

(95,615)

(65,659)

(113,764)

General and administrative expenses

31

(530,104)

(541,913)

(460,375)

Other operational income (expenses)

31

(403,910)

(352,551)

(439,710)

Equity in earnings of investees

16

113,606

6,685

53,253

 

 

(916,023)

(953,438)

(961,596)

 

 

 

 

 

PROFIT BEFORE FINANCIAL RESULTS AND TAXES

 

1,226,193

999,178

1,357,554

 

 

 

 

 

Financial results

 

 

 

 

Financial income

32

652,363

648,321

577,427

Financial expenses

32

(372,052)

(674,971)

(351,065)

 

 

280,311

(26,650)

226,362

 

 

 

 

 

Profit Before Income Tax and Social Contribution

 

1,506,504

972,528

1,583,916

 

 

 

 

 

INCOME TAX AND SOCIAL CONTRIBUTION ON PROFIT

 

 

 

 

Current

13.4

(554,520)

(458,257)

(611,601)

Deferred

13.4

149,451

212,249

204,539

 

 

(405,069)

(246,008)

(407,062)

 

 

 

 

 

NET INCOME

 

1,101,435

726,520

1,176,854

Attributed to controlling shareholders

 

1,072,560

700,688

1,157,690

Attributed to non-controlling interest

29.2

28,875

25,832

19,164

 

 

 

 

 

Basic and diluted net earning per share attributed

 

 

 

 

To parent company shareholders - in reais

 

 

 

 

Ordinary shares

29.1

3.74278

2.44350

5.33150

Class "A" Preferred shares

29.1

4.49001

4.17424

4.44350

Class "B" Preferred shares

29.1

4.11741

2.68795

4.03920

Notes are an integral part of these financial statements

         
         

F-3

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Consolidated Statement of Comprehensive Income

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

         

 

Note

 

 

Consolidated

 

 

 

Restated

Restated

 

 

12.31.2013

12.31.2012

12.31.2011

 

 

 

 

 

NET INCOME FOR THE YEAR

 

1,101,435

726,520

1,176,854

Other comprehensive income

 

 

 

 

Items that will never be reclassified to profit or loss

 

 

 

 

Losses on actuarial liabilities

29.1.2

 

 

 

Post employment benefits

 

(216,967)

(207,947)

13,585

Post employment benefits - equity

 

18,881

-

-

Taxes on other comprehensive income

29.1.2

73,769

63,374

(4,620)

Items that are or may be reclassified to profit or loss

 

 

 

 

Adjustments related to Financial Assets classified as available for sale:

29.1.2

 

 

 

Financial investments

 

(6,929)

2,261

2,962

Accounts receivable related to the concession

 

-

(13,116)

(7,282)

Investments

 

(306)

406

5,647

Other gains - subsidiary credits

 

-

3,164

-

Taxes on other comprehensive income

29.1.2

2,460

2,476

(451)

Total other comprehensive income for the year, net of taxes

 

(129,092)

(149,382)

9,841

 

 

 

 

 

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

 

972,343

577,138

1,186,695

 

 

 

 

 

Attributed to controlling shareholders

 

943,468

550,680

1,167,531

Attributed to non-controlling interests

 

28,875

26,458

19,164

 

 

 

 

 

Notes are an integral part of these financial statements

 

 

F-4

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Consolidated Statement of Changes in Equity

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

                       

 

 

 

Attributable to Parent Company

 

Attributable

 

 

 

 

Equity valuation adjustments

Profit reserves

 

to

 

 

 

 

 

non

 

 

 

 

 

Other

 

Profit

Additional

 

 

controlling

 

 

Note

 

Deemed

comprehensive

Legal

retention

proposed

Accumulated

Shareholders’

interests

Equity

 

Capital

Cost

income

reserve

reserve

dividends

profit

equity

(Note 29.2)

Consolidated

Balances as of January 1, 2011 - Restated

 

6,910,000

1,546,053

13,463

478,302

2,056,526

25,779

-

11,030,123

265,703

11,295,826

Net Income for the year

 

-

-

 

-

-

-

1,157,690

1,157,690

19,164

1,176,854

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

Gains on financial assets, net of taxes

29.1.2

-

-

876

-

-

-

-

876

-

876

Actuarial gains, net of taxes

29.1.2

-

-

8,965

-

-

-

-

8,965

-

8,965

Total comprehensive income for the year

 

-

-

9,841

-

-

-

1,157,690

1,167,531

19,164

1,186,695

Deliberation of additional dividends proposed

 

-

-

 

-

-

(25,779)

-

(25,779)

-

(25,779)

Realization of equity valuation adjustments

29.1.2

-

(103,311)

 

-

-

-

103,311

-

-

-

Reimbursement of advances for future capital increase

 

-

-

-

-

-

-

-

-

(30,813)

(30,813)

Allocations proposed to GSM

 

 

 

 

 

 

 

 

 

 

 

Legal reserve

29.1.3

-

-

-

57,885

-

-

(57,885)

-

-

-

Interest on own capital

29.1.3

-

-

-

-

-

84,875

(421,091)

(336,216)

-

(336,216)

Dividends

29.1.3

-

-

-

-

-

-

-

-

(11,220)

(11,220)

Profit retention reserve

 

-

-

-

-

782,025

-

(782,025)

-

-

-

Balances as of December 31, 2011 - Restated

 

6,910,000

1,442,742

23,304

536,187

2,838,551

84,875

-

11,835,659

242,834

12,078,493

Net Income for the year

 

-

-

-

-

-

-

700,688

700,688

25,832

726,520

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

Losses on financial assets, net of taxes

29.1.2

-

-

(5,435)

-

-

-

-

(5,435)

626

(4,809)

Actuarial losses, net of taxes

29.1.2

-

-

(144,573)

-

-

-

-

(144,573)

-

(144,573)

Total comprehensive income for the year

 

-

-

(150,008)

-

-

-

700,688

550,680

26,458

577,138

Deliberation of additional dividends proposed

 

-

-

-

-

-

(84,875)

-

(84,875)

-

(84,875)

Realization of equity valuation adjustments

29.1.2

-

(101,644)

-

-

-

-

101,644

-

-

-

Allocations proposed to GSM

 

 

 

 

 

 

 

 

 

 

 

Legal reserve

29.1.3

-

-

-

35,034

-

-

(35,034)

-

-

-

Interest on own capital

29.1.3

-

-

-

-

-

-

(138,072)

(138,072)

-

(138,072)

Dividends

29.1.3

-

-

-

-

-

64,474

(130,482)

(66,008)

(4,786)

(70,794)

Profit retention reserve

 

-

-

-

-

498,744

-

(498,744)

-

-

-

Balances as of December 31, 2012 - Restated

 

6,910,000

1,341,098

(126,704)

571,221

3,337,295

64,474

-

12,097,384

264,506

12,361,890

Net Income for the year

 

-

-

-

-

-

-

1,072,560

1,072,560

28,875

1,101,435

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

Losses on financial assets, net of taxes

29.1.2

-

-

(4,775)

-

-

-

-

(4,775)

-

(4,775)

Actuarial losses, net of taxes

29.1.2

-

-

(124,317)

-

-

-

-

(124,317)

-

(124,317)

Total comprehensive income for the year

 

-

-

(129,092)

-

-

-

1,072,560

943,468

28,875

972,343

Deliberation of additional dividends proposed

 

-

-

-

-

-

(64,474)

-

(64,474)

-

(64,474)

Realization of equity valuation adjustments

29.1.2

-

(102,143)

-

-

-

-

102,143

-

-

-

Allocations proposed to GSM

 

 

 

 

 

 

 

 

 

 

 

Legal reserve

29.1.2

-

-

-

53,628

-

-

(53,628)

-

-

-

Interest on own capital

29.1.2

-

-

-

-

-

-

(180,000)

(180,000)

-

(180,000)

Dividends

29.1.2

-

-

-

-

-

235,498

(380,537)

(145,039)

(15,968)

(161,007)

Profit retention reserve

 

-

-

-

-

560,538

-

(560,538)

-

-

-

Balances as of December 31, 2013

 

6,910,000

1,238,955

(255,796)

624,849

3,897,833

235,498

-

12,651,339

277,413

12,928,752

Notes are an integral part of these financial statements

 

F-5

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Consolidated Statement of Changes in Cash Flows

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

 

 

 

 

 

 

Note

 

 

 

 

 

 

Restated

Restated

 

 

12.31.2013

12.31.2012

12.31.2011

 

 

 

 

 

Cash flows from operational activities

 

 

 

 

Net income for the year

 

1,101,435

726,520

1,176,854

 

 

 

 

 

Adjustments to reconcile net income for the year with cash generated from operating activities

 

 

 

 

Depreciation

17.3

366,016

331,330

336,033

Amortization of intangible assets - concessions

18

229,804

214,022

214,515

Amortization of investments - authorization and concession rights

18

755

755

755

Amortization of intangible assets - others

18

6,627

3,748

1,132

Unrealized monetary and exchange variations - net

 

27,600

(90,669)

75,630

Fair value adjustment of the accounts receivable related to concession

9.1

-

401,104

-

Remuneration of accounts receivable related to concession

9.1

(33,974)

(396,168)

(330,217)

Equity in earnings of investees

16.2

(113,606)

(6,685)

(52,253)

Income tax and social contribution

13.4

554,520

458,257

611,601

Deferred income tax and social contribution

13.2.1

(149,451)

(212,249)

(204,539)

Provision (reversal) for losses from accounts receivable

31.5

47,458

22,826

75,556

Provisions (reversals) for losses on taxes recoverable

31.5

274

(3,135)

46,802

Provisions (reversals) for losses with depreciation of investments

 

(7,887)

-

398

Provision (reversal) for legal claims

28.1

154,178

199,105

166,899

Provision for post employment benefits

23.3

195,673

196,087

158,251

Provision for research and development and energy efficiency

25.2

79,961

74,464

68,048

Write off of accounts receivable related to concession

9.1

45,795

24,313

25,895

Write off of investments

 

-

-

224

Write off of property, plant and equipment

17.3

9,794

3,871

23,091

Write off of intangible assets

18

18,004

8,325

12,762

 

 

 

 

 

Decrease (increase) in assets

 

 

 

 

Trade accounts receivable

 

20,614

104,421

(75,867)

Dividends and interest on own capital received

 

49,009

27,494

20,104

CRC transferred to the Government of the State of Paraná

8.2

163,078

150,864

143,683

Accounts receivable related to the concession extension

10.1

440,656

-

-

Judicial deposits

 

(100,854)

(143,651)

(30,118)

Other receivables

 

(168,211)

(79,887)

(1,795)

Inventories

 

(14,469)

(21,007)

17,622

Income tax and social contribution

 

(132,071) 

22,180

(63,644)

Other current taxes recoverable

 

(11,902)

(17,853)

(41,126)

Prepaid expenses

 

(6,366)

(8,855)

1,762

 

 

 

 

 

Increase (decrease) in liabilities

 

 

 

 

Payroll, social charges and accruals

 

(144,323)

159,932

48,498

Suppliers

 

(232,915)

187,160

(105,378)

Income tax and social contribution paid

 

(430,767)

(439,858)

(613,060)

Other taxes

 

80,567

735

(125,130)

Loans and financing - interest due and paid

21.10

(329,105)

(158,309)

(125,247)

Debentures - interest due and paid

22.1

(90,121)

(2,139)

(69,251)

Post employment benefits

23.3

(146,457)

(136,720)

(97,839)

Customer charges due

 

(18,504)

(14,013)

14,406

Research and development and energy efficiency

25.2

(76,765)

(76,613)

(81,873)

Payable related to the concession - use of public property

26.2

(48,966)

(44,411)

(41,239)

Other accounts payable

 

47,209

3,208

15,287

Provisions for legal claims

28.1

(44,702)

(49,136)

(48,518)

 

 

 

 

 

Net cash generated from operating activities

 

1,337,611

1,419,363

1,148,714

(continued)

 

 

 

 

F-6

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Consolidated Statement of Changes in Cash Flows

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

(continued)

 

 

 

 

 

 

 

 

Note

 

 

 

 

 

 

 

 

 

 

 

Restated

 

Restated

 

 

 

12.31.2013

 

12.31.2012

 

12.31.2011

 

 

 

 

 

 

 

 

Cash flows from investment activities

 

 

 

 

 

 

 

Financial investments

 

 

279,406

 

(151,287)

 

(38,332)

Additions - Nova Asa I - Net effect of acquired cash

 

 

(6,050)

 

-

 

-

Additions - Nova Asa II - Net effect of acquired cash

 

 

(6,074)

 

-

 

-

Additions - Nova Asa III - Net effect of acquired cash

 

 

(6,041)

 

-

 

-

Additions - Nova Eurus IV - Net effect of acquired cash

 

 

(5,307)

 

-

 

-

Additions - Santa Maria - Net effect of acquired cash

 

 

(17,762)

 

-

 

-

Additions - Santa Helena - Net effect of acquired cash

 

 

(17,684)

 

-

 

-

Additions - Ventos de Santo Uriel - Net effect of acquired cash

 

 

(6,601)

 

-

 

-

Additions in investments

16.2

 

(519,315)

 

(57,328)

 

(43,970)

Additions to property, plant and equipment

17.3

 

(420,227)

 

(875,509)

 

(821,919)

Customers contributions - Property, Plant and Equipment

17.3

 

-

 

15

 

-

Additions to intangible assets related to the concession

18

 

(1,018,057)

 

(840,119)

 

(808,687)

Additions to intangible - concession and autorization rights

18

 

(275,719)

 

-

 

-

Customers contributions - Intangible Asset

18

 

160,614

 

107,980

 

94,396

Additions to other intangible assets

18

 

(5,297)

 

(11,685)

 

(11,033)

Disposal of intangible

18

 

-

 

191

 

-

 

 

 

 

 

 

 

 

NET CASH GENERATED FROM (USED IN) INVESTING ACTIVITIES

 

 

(1,864,114)

 

(1,827,742)

 

(1,629,545)

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

Reimbursement of advances for future capital increase

 

 

-  

 

-

 

(30,813)

Loans and financing obtained from third parties

21.10

 

1,239,126

 

81,723

 

816,431

Issue of Debentures

22.1

 

203,000

 

1,000,000

 

-

Amortization of principal - loans and financing

21.10

 

(31,508)

 

(37,868)

 

(48,646)

Amortization of principal - debentures

22.2

 

(10,152)

 

-

 

(600,000)

Dividends and interest on own capital paid

 

 

(591,548)

 

(224,705)

 

(401,105)

 

 

 

 

 

 

 

 

NET CASH GENERATED FROM (USED IN) FINANCING ACTIVITIES

 

 

808,918

 

819,150

 

(264,133)

 

 

 

 

 

 

 

 

TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS

 

 

282,415

 

410,771

 

(744,964)

 

 

 

 

 

 

 

 

Cash and cash equivalents at the beginning of the year

4

 

1,459,217

 

1,048,446

 

1,793,410

Cash and cash equivalents at the end of the year

4

 

1,741,632

 

1,459,217

 

1,048,446

 

 

 

 

 

 

 

 

CHANGE IN CASH AND CASH EQUIVALENTS

 

 

282,415

 

410,771

 

(744,964)

Notes are an integral part of these financial statements

 

 

 

 

 

 

 

 

 

 

Additional information on cash flows

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transactions not involving cash

 

 

 

 

 

 

 

Acquisition of property with an increase in the balance of suppliers

 

 

-

 

119,590

 

64,913

 

 

 

 

 

 

 

 

 

F-7

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

1     General Information

Companhia Paranaense de Energia - Copel (Copel, the Company or the Parent Company), with headquarters at Rua Coronel Dulcídio, 800, Batel, Curitiba, State of Paraná, is a public company with shares traded on Corporate Governance Level 1 of BM&FBOVESPA’s Special Listings and on stock exchanges in the United States of America and Spain. Copel is a mixed capital company, controlled by the Government of the State of Paraná, engaged, through its subsidiaries, in researching, studying, planning, building, and exploiting the production, transformation, transportation, distribution, and sale of energy, in any form, but mainly electric energy. These activities are regulated by the National Electric Energy Agency (Agência Nacional de Energia Elétrica or ANEEL), which reports to the Ministry of Mines and Energy (Ministério de Minas e Energia or MME). Additionally, Copel takes part in consortiums, private enterprises, or mixed capital companies in order to operate mostly in the areas of energy, telecommunications, natural gas, and water utility.

1.1      Organizational restructuring

The 187th Extraordinary General Meeting - EGM held on October 10, 2013 approved the restructuring of Copel, which now has five executive boards at the holding company and two more wholly-owned subsidiaries; Copel Participações S.A., founded to manage interests in specific purpose entities - SPEs in the energy, gas, telecommunications, sanitation and services sectors, and Copel Renováveis S.A., which will concentrate the investments in renewable power generation sources.

The restructuring are part of the adjustment to market requirements and aim to streamline the structure and lower operational costs.

2     Basis of Preparation

2.1      Statement of compliance

The consolidated financial statements were prepared in accordance with International Financial Reporting Standards - IFRS issued by the International Accounting Standards Board - IASB and also in accordance with accounting practices adopted in Brazil.

2.2      Basis of measurement

The financial statements were prepared based on historic cost, except for certain financial instruments which were stated at fair values through profit or loss, financial assets available for sale measured at their fair values.

F-8

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

2.3      Functional currency and presentation currency

The consolidated financial statements are presented in Brazilian reais, which is the functional currency of the Company. All financial information present in Brazilian reais was rounded to the nearest thousand, except when otherwise indicated.

2.4      Use of estimates and judgment

The preparation of the consolidated financial statements in accordance with IFRS requires that the company’s senior management make judgments, estimates and assumptions which affect the application of accounting policies and assets, liabilities, income and expenses reported values. The actual results may divert from these estimates.

Estimates and assumptions are reviewed in a continuous way. Reviews of accounting estimates are recognized in the year that those estimates are reviewed and in any future fiscal years affected.

Information about critical judgment related to accounting policies adopted that present an significant effect over the values recognized in the consolidated financial statements are included in the following notes:

Note 3.7 and 9 - Accounts receivable related to the concession;

Note 10 - Accounts receivable related to the concession extension;

Note 3.9 and 13.2 - Deferred income tax and social contribution;

Note 3.11 and 18 – Intangible assets; and

Note 3.29 - Operating lease.

Information about uncertainty over assumptions and estimates that may present a significant risk of resulting in material adjustments in the next fiscal year is included in the following notes:

Note 3.13 - Impairment value of assets;

Note 3.25.1 - Unbilled revenues;

Note 3.6 - Trade accounts receivable (Allowance for doubtful debts, CCEE and Unbilled revenues);

Note 3.10 and 17 - Property, plant and equipment;

Note 3.11 and 18 - Intangible assets;

Note 3.15 and 23 - Post-Employment benefits;

Note 3.19 and 28 - Provision for contingencies; and

Note 3.4 and 34 - Financial Instruments.

F-9

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3     Significant Accounting Policies

3.1      Changes in accounting policies

Starting January 1, 2013, the following revised/new IFRS were adopted: IAS 28 Investments in Associates and Joint Ventures; IFRS 11 Joint Arrangements; IAS 19 Employee Benefits; IFRS 10 Consolidated Financial Statements; and IFRS 12 Disclosure of Interests in Other Entities.

The principal effects arising from the use of new/revised standards on the presentation of consolidated financial statements were the presentation of joint ventures, which used to be proportionally consolidated and are now accounted under the equity method, and the elimination of actuarial gain and loss deferment of private pension fund and health care plans (using the corridor method) now fully recognized in OCI.

3.1.1       Effects on statement of financial position as of January 1, 2012

         

 

Stated

Retrospective
application - Joint
arrangements

Retrospective
application -
Employee benefits

Restated

ASSETS

18,842,019

(1,505)

(3,359)

18,837,155

CURRENT ASSETS

3,702,013

(2,496)

-

3,699,517

Cash and cash equivalents

1,049,125

(679)

-

1,048,446

Dividends receivable

17,906

(1,419)

-

16,487

Income Tax and Social Contribution

215,381

(376)

-

215,005

Others

2,419,601

(22)

-

2,419,579

 

 

 

 

 

NONCURRENT ASSETS

15,140,006

991

(3,359)

15,137,638

Long Term Assets

5,659,868

(128)

(3,359)

5,656,381

Judicial deposits

430,817

(97)

-

430,720

Accounts receivable related to the concession

3,236,474

(31)

-

3,236,443

Deferred Income Tax and Social Contribution

465,536

-

(3,359)

462,177

Others

1,527,041

-

-

1,527,041

 

 

 

 

 

Investments

549,158

6,038

-

555,196

Property, Plant and Equipment, net

7,209,123

(6)

-

7,209,117

Intangible Assets

1,721,857

(4,913)

-

1,716,944

LIABILITIES

18,842,019

(1,505)

(3,359)

18,837,155

CURRENT LIABILITIES

2,058,821

(1,036)

-

2,057,785

Payroll, social charges and accruals

224,095

(19)

-

224,076

Suppliers

747,453

(19)

-

747,434

Other taxes due

288,457

(864)

-

287,593

Others

798,816

(134)

-

798,682

   

 

 

 

NONCURRENT LIABILITIES

4,713,670

(469)

(12,324)

4,700,877

Suppliers

108,462

(466)

-

107,996

Deferred Income Tax and Social Contribution

648,266

-

1,261

649,527

Post employment benefits

432,838

-

(13,585)

419,253

Provision for contingencies

1,000,823

(3)

-

1,000,820

Others

2,523,281

-

-

2,523,281

   

 

 

 

EQUITY

12,069,528

-

8,965

12,078,493

 

 

 

 

 

 

F-10

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

3.1.2         Effects on statement of financial position on December 31, 2012

         

 

Stated

Retrospective
application - Joint
arrangements

Retrospective
application -
Employee benefits

Restated

ASSETS

21,211,554

(14,577)

11,926

21,208,903

 

 

 

 

 

CURRENT ASSETS

4,699,255

(17,563)

-

4,681,692

Cash and cash equivalents

1,483,137

(23,920)

-

1,459,217

Dividends receivable

9,555

8,509

-

18,064

Income Tax and Social Contribution

193,158

(1,614)

-

191,544

Others

3,013,405

(538)

-

3,012,867

 

 

 

 

 

NONCURRENT ASSETS

16,512,299

2,986

11,926

16,527,211

Long Term Assets

6,302,904

(39,068)

33,481

6,297,317

Accounts receivable related to the concession

2,684,792

(38,966)

-

2,645,826

Judicial deposits

574,473

(102)

-

574,371

Deferred Income Tax and Social Contribution

647,804

-

33,481

681,285

Others

2,395,835

-

-

2,395,835

 

 

 

 

 

Investments

543,036

47,508

(21,555)

568,989

Property, Plant and Equipment, net

7,871,849

(96)

-

7,871,753

Intangible Assets

1,794,510

(5,358)

-

1,789,152

LIABILITIES

21,211,554

(14,577)

11,926

21,208,903

 

 

 

 

 

CURRENT LIABILITIES

2,847,818

(14,374)

-

2,833,444

Payroll, social charges and accruals

384,150

(142)

-

384,008

Suppliers

1,136,359

(4,577)

-

1,131,782

Other taxes due

290,896

(2,416)

-

288,480

Other accounts payable

97,042

(7,239)

-

89,803

Others

939,371

-

-

939,371

 

 

 

 

 

NONCURRENT LIABILITIES

5,866,238

(203)

147,534

6,013,569

Suppliers

100,996

(88)

-

100,908

Deferred Income Tax and Social Contribution

615,924

(115)

(25,273)

590,536

Post employment benefits

502,423

-

172,807

675,230

Others

4,646,895

-

-

4,646,895

 

 

 

 

 

EQUITY

12,497,498

-

(135,608)

12,361,890

 

 

 

 

 

 

         

 

3.1.3       Effects on statement of income for the period ended on December 31, 2012

 

       

 

Stated

Retrospective
application - Joint
arrangements

Restated

CONTINUING OPERATIONS

 

 

 

 

 

 

 

OPERATING REVENUES

8,532,217

38,965

8,493,252

 

 

 

 

COST OF SALES AND SERVICES PROVIDED

(6,578,971)

(38,335)

(6,540,636)

 

 

 

 

GROSS PROFIT

1,953,246

630

1,952,616

 

 

 

 

Operational expenses / income

(952,727)

711

(953,438)

Selling expenses

(65,659)

-

(65,659)

General and administrative expenses

(544,828)

(2,915)

(541,913)

Other operational income (expenses)

(353,280)

(729)

(352,551)

Equity in earnings of subsidiaries

11,040

4,355

6,685

 

 

 

 

PROFIT BEFORE FINANCIAL RESULTS AND TAXES

1,000,519

1,341

999,178

 

 

 

 

Financial results

(27,821)

(1,171)

(26,650)

 

 

 

 

PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION

972,698

170

972,528

 

 

 

 

INCOME TAX AND SOCIAL CONTRIBUTION ON PROFIT

(246,178)

(170)

(246,008)

 

 

 

 

NET INCOME FOR THE YEAR

726,520

-

726,520

       

F-11

 


 

 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

3.1.4     Effects on statement of income for the period ended on December 31, 2011

 

 

 

Stated

Retrospective
application - Joint
arrangements

Restated

CONTINUING OPERATIONS

 

 

 

OPERATING REVENUES

7,776,165

-

7,776,165

 

 

 

 

COST OF SALES AND SERVICES PROVIDED

(5,457,015)

-

(5,457,015)

 

 

 

 

GROSS PROFIT

2,319,150

-

2,319,150

 

 

 

 

Operational expenses / income

 

-

 

Selling expenses

(113,764)

-

(113,764)

General and administrative expenses

(461,452)

1,077

(460,375)

Other operational income (expenses)

(440,440)

730

(439,710)

Equity in earnings of subsidiaries

55,654

(3,401)

52,253

 

(960,002)

(1,594)

(961,596)

 

 

 

 

PROFIT BEFORE FINANCIAL RESULTS AND TAXES

1,359,148

(1,594)

1,357,554

 

 

 

 

Financial results

224,768

1,594

226,362

 

 

 

 

PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION

1,583,916

-

1,583,916

 

 

 

 

INCOME TAX AND SOCIAL CONTRIBUTION ON PROFIT

(407,062)

-

(407,062)

NET INCOME FOR THE YEAR

1,176,854

-

1,176,854

 

3.1.5       Effects on statement of comprehensive income for the period ended on December 31, 2012

 

       

 

Stated

Retrospective
application -
Employee benefits

Restated

Net income for the year

726,520

-

726,520

Other comprehensive income

 

 

 

Items that will never be reclassified for profit or loss

 

 

 

Losses on actuarial liabilities - post employment benefits

-

207,947

(207,947)

Taxes on other comprehensive income

-

(63,374)

63,374

Items that are or be or maybe reclassified for profit or loss

 

 

 

Adjustments related to Financial Assets classified as available for sale

(10,449)

-

(10,449)

Other gains - subsidiary credits

3,164

-

3,164

Taxes on other comprehensive income

2,476

-

2,476

Total comprehensive income for the year, before taxes

(4,809)

144,573

(149,382)

 

 

 

 

Total comprehensive income for the year

721,711

144,573

577,138

 

 

 

 

       

 

3.1.6     Effects on statement of comprehensive income for the period ended on December 31, 2011

 

 

 

Stated

Retrospective
application -
Employee benefits

Restated

Net income for the year

1,176,854

-

1,176,854

Other comprehensive income

 

 

 

Items that will never be reclassified for profit or loss

 

 

 

Losses on actuarial liabilities - post employment benefits

-

13,585

13,585

Taxes on other comprehensive income

-

(4,620)

(4,620)

Items that are or be or maybe reclassified for profit or loss

 

 

 

Gains (losses) financial assets available for sale

1,327

-

1,327

Taxes on other comprehensive income

(451)

-

(451)

Total comprehensive income for the year, before taxes

876

8,965

9,841

 

 

 

 

Total comprehensive income for the year

1,177,730

(8,965)

1,186,695

 

 

 

 

 

3.1.7       Effects on statements of changes in equity

 

       

 

 

 

 

 

 

 

 

 

12.31.2012

01.01.2012

Stated balance

 

 

12,497,498

12,069,528

     

 

 

Actuarial losses on the transition of accounting practices *

   

(205,466) 

13,585

Deferred income tax and social contribution

   

69,858  

(4,620)

Restated balance

   

12,361,890

12,078,493

 

 

 

 

 

(*) Equity in Parent Company, net of taxes

       

 

3.1.8       Effects on statements of cash flow for the period ended on December 31, 2012

 

       

 

Stated

Retrospective
application - Joint
arrangements

Restated

Cash flows from operational activities

1,395,216

24,147

1,419,363

 

 

 

 

Cash flows from investment activities

(1,780,354)

(47,388)

(1,827,742)

 

 

 

 

Cash flows from financing activities

819,150

-

819,150

 

 

 

 

TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS

434,012

(23,241)

410,771

 

 

 

 

CHANGE IN CASH AND CASH EQUIVALENTS

434,012

(23,241)

410,771

 

 

 

 

 

 

3.1.9      Effects on statements of cash flow for the period ended on December 31, 2011.

 

 

       

 

Stated

Retrospective
application - Joint
arrangements

Restated

Cash flows from operational activities

1,147,896

818

1,148,714

 

 

 

 

Cash flows from investment activities

(1,629,054)

(491)

(1,629,545)

 

 

 

 

Cash flows from financing activities

(264,133)

-

(264,133)

 

 

 

 

TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS

(745,291)

327

(744,964)

 

 

 

 

CHANGE IN CASH AND CASH EQUIVALENTS

(745,291)

327

(744,964)

  

 

 

 

 

 

F-12

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.2      Basis for consolidation

Payment of dividends decreases the carrying value of investments.

When required, for preparation of consolidated financial statements, the investees' financial statements are adjusted to adapt their policies to the Parent Company's accounting policies.

Joint operations (consortiums) are recorded in proportion to the quotas of assets, liabilities and earnings in the company holding the share.

3.2.1       Subsidiaries 

The financial statements of the subsidiaries are included in the consolidated financial statements as from the date on which such control begins up to the date control is lost.

The balances of the subsidiaries' assets and liabilities, and profit or loss, are consolidated line to line. Transactions between consolidated companies are eliminated.

Non-controlling interest is presented in equity, separately from the equity attributable to the Parent Company's shareholders. Profits, losses and other comprehensive income are also allocated separately from the ones allocated to the Parent Company's shareholders, even if this results in non-controlling interest having a deficit balance.

3.2.2       Investments in joint ventures and associated companies

Joint ventures are entities over which the Company, subject to an agreement, does not individually exert power regarding financial and operational decisions, irrespective of the percentage of interest in the voting capital. Associated companies are entities over which the Company exerts significant influence, without control.

When the share in losses of an associated company or joint venture equals or exceeds the accounting balance of the Company's equity interest in the investee, the Company should discontinue the recognition of its share in future losses. Additional losses will be considered, and a liability will be recognized, only when the Company incurs legal or constructive liabilities (not formalized), or performs payments on behalf of the investee. Should the investee subsequently determine profits, the Company should resume the recognition of its interest in these profits only subsequent to the point at which the portion to which it is entitled to in these subsequent profits equals its share in unrecognized losses.

3.3      Business combinations

The acquisition is analyzed on a case-by-case basis to determine whether the transaction represents a business combination or the purchase of assets.

F-13

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Assets and liabilities acquired in a business combination are recorded by the acquisition method and are recognized at fair value on the acquisition date.

The excess of the acquisition cost over the fair value of net assets acquired (identifiable assets acquired, net and assumed liabilities) is recognized as goodwill in intangible assets. When the value generates a negative amount, the gain on favorable acquisitions is directly recognized in the income statement for the year.

In acquisitions of interests in associated companies and joint ventures, the net assets are also recognized at fair value, although these entities do not constitute a business combination. Goodwill is recorded as part of the initial investment cost.

3.4      Financial instruments

The Company maintains investment funds which operate with derivative financial instruments, with the sole purpose of protecting these funds' portfolios.

Non-derivative financial instruments are recognized on the trading date, i.e. when the obligation or right arises. They are initially recognized at fair value plus or minus any directly attributable transaction costs.

Fair values are determined based on the market quotation for financial instruments traded in active markets and for those with no quotations available on the market, fair values are determined by the present value of expected cash flows method.

After initial recognition, the non-derivative financial instruments are valued as shown below:

Financial assets

3.4.1       Financial instruments recorded at fair value through profit and loss

Financial instruments are recorded at fair value through profit and loss if the Company and/or its subsidiaries manage these investments and make purchase or sale decisions based on their fair value in the context of an investment and risk management strategy set by the Company and/or its subsidiaries. After initial recognition, transaction costs and interest attributable, when incurred, are recognized through profit and loss.

3.4.2       Loans and receivables

This category only comprises non-derivative assets with fixed or determinable payments which are not quoted in any active markets. They are measured using the amortized cost or effective interest rate methods.

F-14

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.4.3       Instruments available for sale

The initial and subsequent measurement of financial instruments classified as “available for sale” is based on their fair value. The changes in the fair value resulting from the difference between the market interest rates and the effective interest rates is recognized in other comprehensive income. Interest set at the beginning of the agreement, calculated based on the effective interest rate method, as well as any changes in expected cash flows, are recognized directly in income for the period.

At settlement of a financial instrument classified as available for sale, any gains or losses recognized in OCI are reclassified to income for the period.

3.4.4       Instruments held to maturity

If the Company and/or its subsidiaries are interested in and capable of holding any financial assets until maturity, they are classified as held to maturity. Investments held to maturity are valued at amortized cost according to the effective interest rate method, minus any reductions in their recoverable value.

Financial liabilities and equity instruments

3.4.5       Financial liabilities recorded at fair value through profit and loss

Financial liabilities designated as such upon initial recognition are classified as held for trading.

The net losses or gains recognized in the income statement also include interest paid on the financial liability.

3.4.6       Other financial liabilities

Other financial liabilities (including loans) are valued at amortized cost according to the effective interest rate method. The effective interest rate method is used to calculate the amortized cost of financial liabilities and to allocate their interest expenses over their respective terms. The effective interest rate is the rate that deducts the estimated future cash flows (including fees paid or received that are an integral part of the effective interest rate, transaction costs, and other premiums or discounts) throughout the estimated lifespan of the liability.

3.4.7       Write-offs of financial liabilities

The Company writes off financial liabilities only when its obligations are eliminated or cancelled or settled. The difference between the book value of the written-off financial liability and the corresponding disbursement made or to be made is recorded to income.

F-15


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.5      Cash and cash equivalents

They comprise cash balances, bank deposits on demand and highly liquid short-term financial investments that can be redeemed within 90 days from the date of making the investment and which are readily convertible into cash. Temporary short-term investments are recorded at cost at the reporting date, plus earnings accrued. Cash and cash equivalents are subject to an insignificant risk of change in value.

 

3.6      Trade accounts receivable

Trade accounts receivable are considered financial assets classified as loans and receivables and are recorded based on an accrual basis.

The trade accounts receivable “debt balances paid in instalments” are discounted to present value, taking into consideration the amount to be discounted, the maturity dates, the dates of settlement and the discount rate.

The balance of trade accounts receivable is presented net of the allowance for doubtful accounts.

The allowance for doubtful accounts is recorded in amounts deemed sufficient by Copel’s senior management to cover potential losses on the realization of customer receivables and others whose recovery is considered unlikely.

The allowance for doubtful accounts is recorded considering the parameters recommended by ANEEL, based on amounts receivable from residential class customers overdue more than 90 days, from commercial class customers overdue more than 180 days and from industrial and rural customers, public authorities, public lighting and public utilities overdue more than 360 days in addition to experience with respect to the past history of actual losses. It comprises receivables billed until the reporting date.

3.7      Accounts receivable related to the concession

3.7.1       Financial assets – Distribution

These refer to reimbursements set forth in the public power distribution service concession agreements, which the Company understands as an unconditional right to cash payments from the granting authority upon expiration of the concession. These reimbursements are designed to compensate the Company for the investments made in infrastructure which have not been recovered through the collection of tariffs at the end of the concession because of their useful lives being longer than the term of said concession.

Since these financial assets do not have determinable fixed cash flows – as the Company operates under the assumption that the value of the corresponding reimbursements will be based on the replacement cost of the concession assets and as they do not feature the necessary characteristics to be classified under any other category of financial assets – they are classified as “available for sale”. The cash flows related to these assets are determined taking into account the value of the tariff basis named Regulatory Compensation Basis (Base de Remuneração Regulatória or BRR, in Portuguese), defined by the granting authority. The methodology of the BRR is based on the replacement cost of the assets that make up the power distribution infrastructure related to the concession. This tariff basis (BRR) is reviewed every four years taking into account several factors. Its goal is to reflect the variation in the prices of physical assets, including write-offs, depreciation, and additions of assets to the concession infrastructure (physical assets).

F-16

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

The return on these financial assets is based on the regulatory Weighted Average Cost of Capital or WACC approved by ANEEL in the periodic rate review process every four years, whose amount is included in the composition of the revenues from tariffs charged to customers and collected monthly.

3.7.2       Financial assets - Transmission

These refer to receivables in connection with the power transmission concession agreements and include the following amounts: (i) revenues from the construction of transmission infrastructure for use by system users; (ii) the financial return on these revenues guaranteed by the granting authority during the term of the concession.

Revenues under power transmission concession agreements are collected by making infrastructure available to system users, are not subject to demand risk, and are thus considered guaranteed revenues, called Annual Permitted Revenues (Receita Anual Permitida or RAP, in Portuguese) to be collected over the term of the concession. Amounts are billed monthly to the users of this infrastructure, pursuant to reports issued by the National System Operator (Operador Nacional do Sistema or ONS, in Portuguese). Upon expiration of the concession, any uncollected amounts related to the construction of infrastructure shall be received directly from the granting authority, as an unconditional right to cash reimbursement pursuant to the concession agreement, as compensation for investments made and not recovered through tariffs (RAP).

These financial assets do not have an active market, present fixed and determinable cash flows, and are thus classified as “loans and receivables”. They are initially estimated based on the respective fair values and later measured according to the amortized cost calculated under the effective interest rate method.

Specifically to the Concession Agreement 060/2001, the additions subsequently to the extension, which represents expansion, improvement or enhancement of infrastructure, are recognized as a financial asset by virtue of representing the future generation of additional operating cash, according to specific rules from the granting authority.

F-17

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.8      Inventories  

Materials and supplies in inventory, classified under current assets and those assigned for investments, classified under property, plant and equipment, have been recorded at their average acquisition cost. Recorded amounts do not exceed their net realizable value.

3.9      Taxes  

Sales and services revenues are subject to value-added tax (Imposto sobre Circulação de Mercadorias e Serviços or ICMS) and service tax (Imposto sobre Serviços or ISS), at the applicable rates, and to the PIS (Social Integration Program) and COFINS (Contribution for the Financing of Social Security).

Credits resulting from the non-cumulative nature of PIS and COFINS charges are accounted for by deducting such from the operating cost in the statement of income.

Credits resulting from the non-cumulative nature of ICMS, PIS and COFINS related to acquisitions to fixed assets are presented by deducting the cost of their assets.

Advance payments of amounts eligible for offsetting are accounted for in current or noncurrent assets, according to their expected realization.

Income tax comprises corporate income tax and social contribution, which are calculated based on taxable income (adjusted income), at the applicable rates, which are: 15%, plus 10% on any amounts exceeding R$ 240 a year, for corporate income tax, and 9% for social contribution.

For the purpose of calculating taxable income the Transitional Tax Arrangement - RTT was adopted, pursuant to Law 11,941/09, i.e., the accounting credits were taken into account as established by Law 6,404/76 before the amendments introduced by Law 11,638/07.

The tax loss and negative basis of social contribution can be offset against future profits, subject to the limit of 30% of taxable income in the period, and there is no statute of limitations.

Deferred income tax and social contribution are recognized in their entirety on the differences between assets and liabilities recognized for tax purposes and the related amounts recognized in the financial statements.

Deferred income tax and social contribution assets are recognized only to the extent that it is likely that there will be a positive taxable base for which the temporary differences can be used and the tax losses can be offset.

Deferred tax assets and liabilities are offset if there is a legal right to offset current tax liabilities and assets, and they are related to income taxes levied by the same tax authority on the same entity subject to taxation.

F-18

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.10    Property, plant and equipment

These assets are depreciated according to the linear method based on annual rates set forth and reviewed periodically by ANEEL, which are used and accepted by the market as representative of the economic useful life of the assets related to concession's infrastructure, limited to the term of mentioned concession, when after the legal analysis of the right to compensation over the residual assets had not be guaranteed. The estimated useful life, the residual amounts, and depreciation rates are reviewed each reporting date, and the effect of any changes in estimates is recorded prospectively.

Costs directly attributable to construction work as well as interest and financial charges on loans from third-parties during construction are recorded under property, plant and equipment in progress.

3.11    Intangible 

3.11.1     Concession agreements – distribution

These comprise the right to access and to commercial operation of infrastructure, built or acquired by the operator or provided to be used by the operator as part of the electric energy public service concession agreement (the right to charge fees to the users of the public service provided by the operator), in compliance IAS 38 – Intangible Assets – Concession agreements.

Intangible assets are determined as the remaining portion after the assessment of the financial assets (residual amount), due to their recovery being conditioned upon the rendering of the corresponding public service, i.e., the consumption of power by customers, subject thus to demand risk.

Intangible assets are recorded at their fair acquisition and construction value, minus accumulated amortization and impairment losses, when applicable.

The amortization of intangible assets reflects the pattern of economic benefits by Copel Distribuição, with amortization during the term of the concession.

3.11.2     Intangible assets acquired separately

Intangible assets with definite useful lives acquired separately are recorded at cost, minus accumulated amortization and impairment losses. Amortization is recorded linearly based on the estimated useful lives of the corresponding assets. The estimated useful lives and the amortization method are reviewed at year-end, and the effect of any changes in estimates is recorded prospectively.

F-19

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.11.3     Write-off of intangible assets

Intangible assets are written-off upon sale or whenever there are no future economic benefits from use or sale to be received. Any gains or losses resulting from the write-off of intangible assets, measured as the difference between the net sale revenue and the asset's book value, are recorded to income or expense at the time of write-off.

3.12    Intangible assets – concessions and authorizations

Intangible assets acquired through the purchase of businesses that own concession rights are being amortized by their respective remaining period of concession or authorization (acquired with defined useful life).

3.13    Impairment of assets

Property, plant and equipment and intangible assets are assessed annually to detect evidence of impairment or whenever significant events or changes in circumstances indicate that the book value of any such asset may not be recoverable. Whenever there is a loss resulting from situations where an asset’s book value exceeds its recoverable value, defined as the greater between the asset’s value in use and its net sale value, this loss is recorded in the statement of income.

3.14    Dividends and interest on capital

In accordance with the legal and statutory requirements that are effective today, the basis for calculating the minimum mandatory dividends is obtained by taking the net income of the year, less the portion that will fund the legal reserve. However, Management has deliberated to include to this basis the amount related to the realization of the equity valuation adjustments, with the objective to compensate the effects coming from the increase of the depreciation expense arriving from the adoption of the new accounting rules established, as well from IAS 16 – Fixed assets. This procedure reflects the police to distribute dividends to Company´s shareholders, which will be effective during the realization of the entire equity valuation adjustments account.

The distribution of dividends and interest on equity are recorded as a liability in the financial statements of the Company and its subsidiaries at the end of the fiscal year, based on its by-laws.

However, any amounts above the minimum mandatory dividends are only recorded under liabilities on the date they are approved and announced at the General Shareholders’ Meeting (GSM). This amount is held in a specific reserve in shareholders' equity until the final resolution by the GMS, when it is recognized as current liabilities.

The tax benefit of interest on capital is recorded in the statement of income in the moment of its recognition in accounts payable.

F-20

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.15    Post-employment benefits

The Company sponsors benefit plans to its employees, described in detail in Note 23. The amounts of these actuarial obligations (contributions, costs, liabilities, and/or assets) are calculated annually by an independent actuary on the same base date as the end of the fiscal period and are recorded pursuant to the rules set forth in IAS 19.

The adoption of the projected credit unit method adds each year of service as the source of an additional benefit unit, adding up to the calculation of the final liability.

The assets of the benefits plan are measured at fair value (mark-to-market).

Other actuarial assumptions are used which take into account biometric and economic tables in addition to historical data from the benefits plans, obtained from the manager of these plans, Fundação Copel.

Actuarial gains or losses caused by changes in assumptions and/or actuarial adjustments are recognized immediately as other comprehensive income.

3.16    Research and Development Program - R&D - and Energy Efficiency Program – EEP

Concessionaires and permission holder of public services of distribution, generation and transmission of electric energy are required to allocate 1% of their net operating revenues as defined by ANEEL pursuant to Law no. 9,991/00 and ANEEL Resolutions no. 504/12 and 556/13.

3.17    Accounts payable related to concession – use of public property

This item corresponds to the amounts set forth in the concession agreement in connection with the right to explore hydraulic energy potential (onerous concession). These agreements are signed as Use of Public Property (Uso de Bem Público or UBP) agreements. A liability is recorded on the date of signature of the concession agreement, regardless of the schedule of disbursements set forth therein. The initial accrual of the liability (obligation) and the corresponding intangible asset (concession rights) corresponds to the future disbursements at present value (present value of the cash flow from future disbursements).

The financial liability is updated using the method of effective interest rate and reduced by contracted payments.

 

3.18    Provision for environmental costs and obligations

Environmental liabilities are recognized under liabilities when their occurrence is likely and may be reasonably estimated.

F-21

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

They are recognized as the Company assumes formal obligations before regulatory agencies or becomes aware of potential risks related to socio-environmental issues, which may lead to cash disbursements that are deemed probable and that may be estimated. During the project implementation phase, the provision is recorded against property, plant, and equipment or intangible assets in progress. Once the project enters commercial operation, all costs or expenses incurred with socio-environmental programs related to the project’s operation and maintenance licenses are recorded directly to expense for the corresponding period.

3.19    Provisions 

Provisions are recorded for current liabilities (legal or assumed) resulting from past events, whose amounts may be estimated reliably and whose settlement is likely.

The estimates of outcomes and financial effects are determined in accordance with the judgment of Management, supplemented by experience in similar transactions and, in some cases, reports from independent experts.

When some or all economic benefits required for the settlement of a provision are expected to be recovered from a third party, a corresponding asset (limited to the loss incurred) is recorded if, and only if, this reimbursement is virtually guaranteed and its amount may be reliably determined.

3.20    Capital  

Capital consists of common shares and preferred shares. Each common share entitles its holder to one vote in the general shareholders’ meetings. Preferred shares, which do not carry voting rights, are divided into classes A and B.

Class “A” preferred shares have priority in the reimbursement of capital and in the distribution of mandatory dividends of 10% p.y. (non cumulative), calculated proportionately to the capital represented by the shares of this class.

Class “B” preferred shares have priority in the reimbursement of capital and the right to the distribution of dividends, calculated as 25% of adjusted net income, pursuant to the corporate legislation and to the Company’s by-laws, calculated proportionately to the capital represented by the shares of this class. Class “B” shareholders have priority only over the common shareholders in the distribution of mandatory dividends, which shall only be paid out of the remaining net income after the payment of priority dividends to class “A” shareholders.

According to Article 17 and following paragraphs of Federal Law 6,404/76, dividends paid to preferred shares must be at least 10% higher than those paid to common shares.

F-22

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.21    Equity Valuation Adjustments

The Company and its subsidiaries –recognized the deemed cost of Copel Generation and Transmission assets at the date of the initial adoption of IFRS. A counterpart entry to this adjustment, net of deferred income tax and social contribution, was recorded in the equity valuation adjustments account, under equity. Its realization is periodically reclassified from the retained earnings account, as depreciation and write-off of the property, plant, and equipment fair value adjustment are recorded to income.

This account also includes adjustments resulting from changes in fair value of financial assets classified as available for sale and actuarial gains and losses.

3.22    Legal reserve and profit retention reserve

To the legal reserve 5% of the net income for the year is allocated, before any other allocation, limited to 20% of capital.

The profit retention reserve aims to cover the Company's investment program, pursuant to article 196 of Law 6,404/1976. It is created by retaining the remaining net income for the year, after the legal reserve, interest on shareholders' equity and dividends.

3.23    Earnings per share

Earnings per share are calculated based on the weighted average number of shares outstanding during the reporting period. For all presented periods, the Company has not had any potential instruments equivalent to common shares which could have a diluting effect. Thus the basic earnings per share are equivalent to the diluted earnings per share.

Since holders of preferred and common shares are entitled to different dividends, voting rights, and settlements, basic and diluted earnings per share have been calculated according to the “two-class method". The two-class method is a formula for allocation of earnings which determines earnings per preferred share and per common share according to the declared dividends, pursuant to the Company's by-laws and to the rights to participation in non-distributed earnings calculated in accordance with the right to dividends of each share type.

3.24    Statement of income

Revenues, costs, and expenses are recorded under the accrual method, i.e., when products are delivered and services actually rendered, regardless of receipt or payment.

3.25    Revenue recognition

Operating revenues are recognized when: (i) the amount of the revenue is reliably measurable; (ii) the costs incurred or to be incurred in the transaction are reliably measurable; (iii) it is likely that the economic benefits will be received by the Company; and (iv) the risks and benefits have been fully transferred to the respective buyer.

F-23

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Revenues are valued at the fair value of the payment received or to be received, with the deduction of discounts and/or bonuses granted and charges on sales.

3.25.1     Unbilled revenues

Unbilled revenues correspond to revenues from sales of power to final customers which have been delivered but not yet billed and to revenues from the use of the distribution grid not yet billed, both of which are calculated based on estimates covering the period from the last meter reading day to the last day of the month.

3.25.2     Income from dividends and interest

Income from dividends/ financial instruments are recognized when the shareholder's right to receive said dividends is established.

Interest income from financial assets is recognized when it is likely that the future economic benefits shall be received by the Company and the amount of these income may be determined reliably. Interest income is recognized using the effective interest method based on the effective time and interest rate applicable to the outstanding principal amount; the effective interest rate is the one which discount with precision the estimated future cash earnings over their estimated lives or terms with regard to the initial net book value of such financial assets.

3.26    Construction revenues and construction costs

IFRIC 12 establish that electric energy utilities should record and measure revenues according to IAS 11 – Construction Contracts and IAS 18 and IFRIC 13 – Revenues and SIC 31, even when governed by a single concession agreement. The Company records construction revenues in connection with the construction services for infrastructure employed in the power transmission and distribution services, according to the stage of completion.

The respective costs are recognized when incurred in the statement of income for the corresponding period, as construction costs.

Given that the Copel Distribuição outsources the construction of power distribution infrastructure to non-related parties and that a large part of the work is carried out over short periods, the construction margin to the Company’s power distribution business is not significant, and may reach amounts close to zero.

The construction margin adopted for the transmission business in 2013 and 2012 is 1.65% and results from a calculation methodology which takes into account the respective business risk.

In the construction of gas distribution infrastructure, similar to Copel Distribuição, revenue is recognized by an amount equal to their cost, given that the construction of the infrastructure is outsorced to non-related parties over short periods of time, thus having a construction margin not significant, reaching amounts close to zero.

F-24


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

3.27    Power purchase and sales transactions in the Spot Market (Electric Energy Trading Chamber - CCEE)

Power purchase and sales transactions in CCEE are recorded on the accrual basis according to the information disclosed by the Trading Chamber or to estimates prepared by Copel’s senior management, when this information is not available on time.

3.28    Operating segments

Operating segments are defined as business activities which may yield revenues and require expenses, whose operational results are regularly reviewed by the entity’s chief decision maker to underpin the decision-making regarding resources to be allocated to the segment and to evaluate its performance, and for which there is available individualized financial information.

3.29    Leases 

Leases are classified as financial whenever the terms of the lease substantially transfer all risks and benefits of property ownership to the lessor. All other leases are classified as operating leases.

3.29.1     The Company as a lessor

Lease revenues from operating leases are recognized according to the linear method during the term of each lease.

The lease contracts do not have a purchase option after the end of the lease.

3.29.2     The Company as a lessee

Payments under operating leases are recognized as expenses according to the linear method based on the term of the lease, except when other methods are more representative of the time when the economic benefits of the leased asset are consumed.

3.30    New and revised standards and interpretations which have not been adopted yet

New standards, amendments to standards and interpretations will be effective for annual periods beginning after January 01, 2014, and have not been applied in preparing these financial statements. IFRS 9 - Financial Instruments could be material to the Company. The Company is not planning to implement this standard in advance.

 

F-25

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

4     Cash and Cash Equivalents

 

 

 

 

 

 

     

 

Restated

 

 

 

12.31.2013

12.31.2012

Cash and bank accounts

   

130,311

94,484

Financial investments with immediate liquidity

   

1,611,321

1,364,733

 

 

 

1,741,632

1,459,217

         

 

The investments comprise Bank Certificates of Deposit (CDBs) issued by official banks and also financial investments in Government Bonds with repurchase agreements with the issuer banks, in which the Bank has the obligation to repurchase these bonds from Copel on request. These investments have yielded on average 101.43% of the variation of the Interbank Deposit Rate as of December 31, 2013 and 100.75% as of December 31, 2012.

 

 

F-26

 


 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

5     Bonds and Securities

 

         

 

Level

 

 

 

Category

Note 34.2

Index

12.31.2013

12.31.2012

Securities available for sale

 

 

 

 

CDB

2

CDI

36,983

39,845

Committed Operation

2

Fixed rate

26,995

175,792

Quotas in Funds

1

CDI

90

86

NTN - F

1

CDI

1,990

-

LFT

1

Selic

130,369

162,517

LTN

1

Fixed rate

63,663

167,917

LFBB

2

CDI

-

13,661

LF Caixa

2

CDI

-

9,004

 

 

 

260,090

568,822

Securities held for trading

 

 

 

 

Quotas in FI

1

CDI

93,529

24,742

Committed Operation

2

Fixed rate

24,164

16,373

CDB

2

CDI

-

3,147

LF

2

CDI

13,375

12,591

LFT

1

Selic

5,011

9,526

LTN

1

Selic

60,800

48,216

DPGE

2

CDI

38,433

61,475

Shares

1

Ibovespa

-

93

Debentures

2

CDI

3,215

3,668

Promissory Notes

2

CDI

-

3,127

Fixed Income Term 3

1

Fixed rate

-

56

 

 

 

238,527

183,014

Securities held to maturity

 

 

 

 

LF Caixa - maturing in 11.07.2013

 

CDI

-

5,540

LF Caixa - maturing in 11.08.2013

 

CDI

-

6,640

LF Caixa - maturing in 11.12.2015

 

CDI

11,141

-

 

 

 

11,141

12,180

 

 

 

509,758

764,016

 

 

Current

389,222

635,501

Noncurrent 

120,536  

128,515 

F-27

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Copel and its subsidiaries hold bonds and securities with variable interest rates. The maturity of these securities varies between 1 and 60 months, as from the reporting date. None of these assets was overdue or presented recovery problems or impairment losses at the end of the period.

The main amounts invested include exclusive funds and guarantees deposits/investments.

     

 

12.31.2013

12.31.2012

Exclusive funds

 

 

Exclusive funds of Copel Geração e Trasmissão at Banco do Brasil

99,843

174,047

Exclusive funds of Copel Distribuição at Banco do Brasil

3

101,056

Exclusive funds of Copel Geração e Transmissão at Caixa Econômica Federal

-

91,807

Exclusive funds of Copel Distribuição at Caixa Econômica Federal

-

50,517

Exclusive funds of UEG Araucária at Banco do Brasil

113,546

78,021

Exclusive funds of UEG Araucária at BNY Mellon Serviços Financeiros DTVM S.A.

124,946

104,961

 

338,338

600,409

Guarantee

 

 

Guarantee for the ANEEL auction

374

21,427

Guarantee for the Contracts for the Sale of Energy in the Regulated Environment – CCEARS

118,647

72,998

Collaterals for financing facilities to build hydroelectric power plants

 

 

HPPs and transmission lines - TLs

16,452

32,144

Guarantee for the compliance with article 17 of law 11,428/2006 and possible authorization by Environmental Institute

 

 

of Paraná (Instituto Ambiental do Paraná or IAP), by the Consórcio Energético Cruzeiro do Sul

33,849

31,290

 

169,322

157,859

     

6     Collaterals and Escrow Accounts

     

 

 

Restated

 

12.31.2013

12.31.2012

Collaterals and escrow accounts - STN (6.1)

45,371

43,246

Collaterals and escrow accounts - CCEAR

1,068

34,289

Other

908

2,519

 

47,347

80,054

Current

1,976

36,808

Noncurrent

45,371

43,246

6.1      Collateral - National Treasury Department - STN

Surety bonds and restricted deposits are offered to secure the repayment of the principal consisting of discount bonds and par bounds when these payments are required on April 11, 2024 (Note 21.1). The amounts are adjusted by applying the weighted average of the percentage variations of the prices of zero-coupon bonds issued by the U.S. Treasury, according to the participation of each series of the instrument in the composition of the collateral portfolio made up to secure the payment of the principal under the Brazilian Financing Plan – 1992.

F-28

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

7     Trade Accounts Receivable

           

 

Balances

Overdue

Overdue for

Total

Total

 

falling due

up to 90 days

more than 90 days

12.31.2013

12.31.2012

Customers

 

 

 

 

 

Residential

146,604

83,268

32,308

262,180

295,603

Industrial

131,224

21,465

17,631

170,320

166,182

Commercial

108,423

29,038

14,847

152,308

176,668

Rural

20,767

7,526

6,761

35,054

40,499

Public Entities

20,337

22,343

26,282

68,962

49,464

Public lighting

16,240

49

90

16,379

17,778

Public service

15,258

14,041

229

29,528

34,488

Unbilled

274,059

-

-

274,059

330,326

Energy installments plan

64,958

5,495

29,202

99,655

94,425

Low income subsidy - Eletrobras

25,415

-

-

25,415

4,694

State Government "Luz Fraterna" program

65,544

1,801

11,642

78,987

60,259

Other receivables

5,932

24,593

27,854

58,379

41,742

 

894,761

209,619

166,846

1,271,226

1,312,128

Concessionaires and Permission holder

 

 

 

 

 

Energy supplies

 

 

 

 

 

CCEAR - auction

96,756

4,007

5,297

106,060

177,983

Bilateral contracts

79,006

-

25

79,031

30,317

CCEE

45,628

-

14

45,642

2,173

Reimbursement to generators

-

-

1,256

1,256

1,288

 

221,390

4,007

6,592

231,989

211,761

Charges from using transmission grid

 

 

 

 

 

Transmission grid

13,353

1,396

2,361

17,110

23,505

Basic network and conection grid

10,268

405

3,995

14,668

28,017

 

23,621

1,801

6,356

31,778

51,522

.

 

 

 

 

 

Telecommunications

15,235

14,988

10,056

40,279

17,928

.

 

 

 

 

 

Gas distribution

30,735

1,634

127

32,496

34,767

.

 

 

 

 

 

Allowance for doubtful accounts (7.1)

-

-

(137,454)

(137,454)

(112,762)

 

1,185,742

232,049

52,523

1,470,314

1,515,344

Current

1,053,056

232,049

52,523

1,337,628

1,489,173

Noncurrent

132,686

-

-

132,686

26,171

           

F-29

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

7.1      Allowance for doubtful accounts

 

 

Balance as of

Additions /

Reversal

Balance as of

Additions /

Reversal

Balance as of

Additions /

Reversal

Balance as of

 

January 1, 2011

(reversals)

of write offs

December 31, 2011

(reversals)

of write offs

December 31, 2012

(reversals)

of write offs

December 31, 2013

Customers, concessionaries

 

 

 

 

 

 

 

 

 

 

and permission holder

 

 

 

 

 

 

 

 

 

 

Residential

7,654

30,409

(9,110)

28,953

27,123

(16,847)

39,229

19,197

(12,249)

46,177

Industrial

40,761

(4,206)

(11,392)

25,163

8,568

(2,739)

30,992

9,739

(5,700)

35,031

Commercial

10,880

10,829

(2,243)

19,466

8,026

(3,480)

24,012

5,285

(2,532)

26,765

Rural

69

2,189

(453)

1,805

4,582

(861)

5,526

1,621

(740)

6,407

Public Entities

1,453

906

-

2,359

6,957

-

9,316

3,727

-

13,043

Public lighting

155

(76)

-

79

50

-

129

(48)

-

81

Public service

2

39

-

41

72

-

113

70

-

183

Concessionaries and permission holder

224

37,146

-

37,370

(37,146)

-

224

6,414

(125)

6,513

Telecommunications

921

(52)

(186)

683

3,550

(1,012)

3,221

866

(833)

3,254

 

62,119

77,184

(23,384)

115,919

21,782

(24,939)

112,762

46,871

(22,179)

137,454

 

 

 

F-30

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

8     CRC Transferred to the State Government of Paraná

By means of a fourth amendment dated January 21, 2005, the Company renegotiated with the Government of Paraná the outstanding CRC (Account for Compensation of Income and Losses) balance as of December 31, 2004, in the amount of R$ 1,197,404, to be paid in 244 installments under the Price amortization system, restated according to the IGP-DI inflation index plus interest of 6.65% p.y., with the first installment due on January 30, 2005 and the others due in subsequent and consecutive months.

The State Government has been in compliance with the payments of the renegotiated installments according to the terms of the fourth amendment to the CRC agreement. Amortizations are secured by resources from dividends.

8.1      Maturity of noncurrent installments

   

 

12.31.2013

2015

91,131

2016

97,192

2017

103,655

2018

110,549

2019

117,901

After 2020

774,678

 

1,295,106

   

8.2      Changes in CRC

       

 

Current

Noncurrent

 

 

Assets

Assets

Total

Balance as of January 1, 2012

65,862

1,280,598

1,346,460

Interest

85,001

-

85,001

Monetary variations

2,621

101,066

103,687

Transfers

73,310

(73,310)

-

Amortizations

(150,864)

-

(150,864)

Balance as of December 31, 2012

75,930

1,308,354

1,384,284

Interest

87,149

-

87,149

Monetary variations

2,522

69,677

72,199

Transfers

82,925

(82,925)

-

Amortizations

(163,078)

-

(163,078)

Balance as of December 31, 2013

85,448

1,295,106

1,380,554

       

F-31

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

9     Accounts receivable related to the concession

9.1      Changes in accounts receivable related to the concession

         

 

 

 

Noncurrent assets

 

 

Current

 

Special

 

 

assets

Assets

liabilities (a)

Total

Balance as of January 01, 2012 - Restated

80,626

4,828,568

(1,592,125)

3,317,069

Capitalization of intangible assets in progress

-

405,521

(57,916)

347,605

Transfers from noncurrent to current

269,163

(269,163)

-

-

Transfers to charges for use of main distributions and transmission grid - customers

(225,275)

-

-

(225,275)

Transfers to accounts receivable related to the concession extension

(119,195)

(934,945)

-

(1,054,140)

Transfer to property, plant and equipment

-

(713)

-

(713)

Transfers of intangible in service - remeasurement

 

 

 

 

according to Resolution 474/2012 (Note 18)

-

136,658

(53,245)

83,413

Monetary variations

-

276,041

(110,467)

165,574

Remuneration

-

396,168

-

396,168

Construction income

-

59,977

-

59,977

Fair value adjustment

-

(303,084)

(98,020)

(401,104)

Write off

-

(24,313)

-

(24,313)

Adjustment to financial assets classified as available for sale

 

 

 

 

as available for sale

-

(13,116)

-

(13,116)

Balance as of December 31, 2012 - Restated

5,319

4,557,599

(1,911,773)

2,651,145

Capitalization of intangible assets in progress

-

712,947

(82,878)

630,069

Transfers from noncurrent to current

21,532

(21,532)

-

-

Transfers to charges for use of main distributions and transmission grid - customers

(22,455)

-

-

(22,455)

Transfer to property, plant and equipment

-

(1,562)

-

(1,562)

Transfer to property, plant and equipment - Resolution 367/2009

-

1,082

-

1,082

Transfer to property, plant and equipment is service

-

(2,589)

-

(2,589)

Monetary variations

-

210,310

(102,051)

108,259

Remuneration

-

33,974

-

33,974

Construction income

-

136,536

-

136,536

Write off

-

(28,233)

3,235

(24,998)

Write off - Resolution 367/2009

-

(20,797)

-

(20,797)

Balance as of December 31, 2013

4,396

5,577,735

(2,093,467)

3,488,664

(a)     Note 18.3

       
         

 

9.2      Accounts receivable related to the concession  – Distribution

Based on the characteristics set forth under the power distribution concession agreement, Company management believes the conditions are met for the application of Technical Interpretation IFRIC 12 and SIC 29 – Concession Contracts, which provide guidelines for the accounting of public service concessions by private operators, so that the power distribution business is properly reflected, comprising: (a) Estimated portion of investments made and not amortized or depreciated by the end of the concession for being an unconditional right to reimbursement in cash or other financial assets directly by the granting authority; and (b) Remaining portion after the assessment of the financial asset (residual amount), classified as an intangible asset due to its recovery being conditional upon the rendering of the corresponding public service, i.e., the consumption of power by customers (Note 3.7 and Note 18).

F-32

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

9.3      Electricity rate adjustment at Copel Distribuição

On June 20, 2013 ANEEL (National Electric Energy Agency), issued Resolution 1,541, deciding on the Annual Electricity Rate Adjustment for Copel Distribuição. The authorized average electricity rate adjustment was 14.61%, of which 11.40% consists of an economic annual electricity rate adjustment, 1.68% relates to the financial components of the current electricity rate adjustment year and 1.53% consists of the withdrawal of financial components from the previous electricity rate adjustment year. However, the Company asked ANEEL for a suspension of the authorized electricity rate adjustment, expecting for a deferral of the application of the authorized electricity rate adjustment index.

At the request of the Company, on July 9, 2013 ANEEL approved the deferral of the average adjustment rate of 14.61%, authorizing the application of the average adjustment rate of 9.55% retroactively to June 24, 2013 and, as an exception, the deferral of R$ 255,900, equivalent to the difference between the applied and the authorized adjustment, to be considered as a financial component which will be adjusted according to the IGP-M (General Market Price Index) and included in the calculation of the subsequent electricity rate adjustment. 

 

9.4      Commitments regarding transmission

Refers to commitments with suppliers of equipment and services related to the following projects:

   

Transmission Lines and Substations

Value

Contract 010/10 - Transmission Line Araraquara 2 - Taubaté

241,154

Contract 015/10 - Substation Cerquilho III

43,182

Contract 022/12 - TL 230 kV - Foz do Chopim - Salto Osorio C2 and Londrina Figueira

39,517

Contract 002/13 - TL 230 kV Assis - Paraguaçu Paulista

50,624

10  Accounts receivable related to the concession extension

Represent receivables stipulated in Provisional Measure no. 579/12, converted into Law no. 12,783/13 due to the Company's option to extend the transmission concession arrangement number 060/2001.

Technical Note 396/12 - SRE/ANEEL states that for assets coming into operation after May 2000, the compensation is being received in 30 monthly installments calculated by the Constant Amortization System (SAC) restated by the Broad Consumer Prices Index - IPCA and remunerated by the Weighted Average Cost of Capital - WACC of 5.59% per annum (real). The Company has been receiving the installment payments according to schedule.

F-33

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Article 1 of ANEEL Normative Resolution no. 589 issued on December 13, 2013 defines the methodology for the purpose of indemnification for assets not depreciated as of May 31, 2000, including the need to contract a third party expert to issue an appraisal report. This resolution was simply limited to recognition of the concession operators' right to indemnification, by defining the meaning of valuation. Management determined the valuation of the assets subject to indemnification, applying the proposed methodology, and concluded that the expected indemnification supports the amount registered at December 31, 2013.

10.1    Changes in the accounts receivable related to the concession extension

       

 

Current Assets

Noncurrent Assets

Total

Balance as of January 1, 2012

-

-

-

Transfers from receivable related to concession - RBNI

-

893,923

893,923

Transfers from receivable related to concession - RBSE

-

160,217

160,217

Transfers from noncurrent to current

352,161

(352,161)

-

Monetary variations

3,924

15,826

19,750

Balance as of December 31, 2012 - Restated

356,085

717,805

1,073,890

Transfers from noncurrent to current

352,160

(352,160)

-

Amortization

(440,656)

-

(440,656)

Monetary variations

43,591

-

43,591

Charges

40,981

-

40,981

Balance as of December 31, 2013

352,161

365,645

717,806

       

11  Other Receivables

     

 

 

Restated

 

12.31.2013

12.31.2012

Advance payments to suppliers (11.1)

122,311

41,442

Services in progress (11.2)

94,000

88,513

Transfer CDE (11.3)

51,067

-

Advance for severance estate

40,403

8,740

Advance payments to employees

27,831

29,788

Partnership in consortiums

25,540

25,540

Decommissioning in progress

10,980

10,514

Rental plant TPP Araucária

6,499

11,894

Other receivables

46,694

41,248

 

425,325

257,679

Current assets

395,890

234,951

Noncurrent assets

29,435

22,728

     

11.1    Advance payments to suppliers

Refers to advances to suppliers provided on contractual clauses.

F-34

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

11.2    Service in progress

This item refers to services currently in progress within the Company, most of which are related to the Research and Development and Energy Efficiency programs, which upon conclusion are offset against the respective liability recorded for this purpose, in compliance with the applicable regulations.

11.3    Transfer CDE

It consists of funds from the Energy Development Account - CDE to be transferred to Eletrobras to cover the discounts granted on electricity rates applicable to users of public distribution services in the amount of R$ 21,042, according to Resolution 1,586 passed on August 13, 2013 and R$ 30,025 to offset costs resulting from exposure in the short-term market and the hydrological risk, ruled by Decree number 7,945 of March 7, 2013.

12  Inventories 

     

 

 

 

Operation/Maintenance

12.31.2013

12.31.2012

Copel Distribuição

96,866

84,995

Copel Geração e Transmissão

31,298

28,299

Copel Telecomunicações

10,046

10,645

Compagas

1,068

870

 

139,278

124,809

     

F-35

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

13  Income Tax, Social Contribution and Other Taxes

13.1    Income Tax (IR) and Social Contribution (CSLL)

     

.

 

 

 

 

Restated

 

12.31.2013

12.31.2012

Current assets

 

 

IR and CSLL paid in advance

375,722

468,791

IR and CSLL to be offset against liability

(242,564)

(272,227)

IR and CSLL to be offset against IRRF on JSCP

-

(5,020)

 

133,158

191,544

Noncurrent assets

 

 

IR and CSLL paid in advance (a)

197,659

19,995

 

197,659

19,995

Current liabilities

 

 

IR and CSLL due

540,184

442,416

IR and CSLL to be offset against asset

(242,564)

(272,227)

 

297,620

170,189

     

F-36

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

(a) This amount is related to withholding income tax asset on loans between related parties that were liquidated, which are classified as noncurrent assets considering it long-term nature.

13.2    Deferred Income Tax and Social Contribution

13.2.1     Changes in Deferred Income Tax and Social Contribution

.

               

 

 

 

Recognized

 

 

Recognized

 

 

 

Balance as of

 

in other

Balance as of

 

in other

 

 
 

January 1, 2012

Recognized

comprehensive

December 31, 2012

Recognized

comprehensive

 

Balance as of

 

Restated

in income

income

Restated

in income

income

Others

December 31, 2013

Noncurrent assets

 

 

 

 

 

 

 

 

Tax losses and negative tax basis

2,486

-

-

2,486

7,227

-

-

9,713

Private pension and health plans

154,108

24,204

-

178,312

17,172

-

-

195,484

Effects from applying IFRIC 12

16,142

71,157

-

87,299

(17,717)

-

-

69,582

Effects from applying IAS 19

-

-

58,944

58,944

-

73,579

-

132,523

Effects from applying IAS 39

-

-

-

-

-

579

-

579

Other temporary additions

 

 

 

 

 

 

 

 

Provisions for legal claims

287,220

50,808

-

338,028

37,308

-

-

375,336

Voluntary termination Program/retirement

12,355

41,631

-

53,986

(52,670)

-

-

1,316

Provision of Research and Development

28,791

17,999

-

46,790

19,976

-

-

66,766

Allowance for doubtful debts

42,216

(764)

-

41,452

8,230

-

-

49,682

Amortization - concession

36,173

256

-

36,429

257

-

-

36,686

Provision for investment losses

355

-

-

355

-

-

-

355

Provision for tax losses

15,913

(1,066)

-

14,847

93

-

-

14,940

Provision for impact of grid charges

6,922

-

-

6,922

-

-

-

6,922

Provision for financing

4,795

-

-

4,795

(710)

-

-

4,085

Provision for energy purchases

99,568

(2,535)

-

97,033

8,074

-

-

105,107

Provision for profit sharing

15,980

(6,309)

-

9,671

16,882

-

-

26,553

Interest on own capital

16,666

5,043

-

21,709

(21,709)

-

-

-

Social security contributions - injunction on judicial deposit

-

-

-

-

6,773

-

16,483

23,256

Others

5,490

1,354

-

6,844

(791)

-

-

6,053

 

745,180

201,778

58,944

1,005,902

28,395

74,158

16,483

1,124,938

(-) Noncurrent liabilities

 

 

 

 

 

 

 

 

Effects from applying IAS 16

741,195

(52,035)

-

689,160

(52,619)

-

-

636,541

Effects from applying IFRIC 12

138,712

(134,138)

(4,459)

115

-

-

-

115

Effects from applying IAS 19

4,620

-

(4,430)

190

-

(190)

-

-

Effects from applying IAS 39

11,977

2,158

907

15,042

(5,885)

(1,881)

-

7,276

Other temporary exclusions

 

 

 

-

 

 

 

 

Capitalization of financial charges

5,357

-

-

5,357

-

-

-

5,357

Deferment of capital gains

-

175,450

-

175,450

(67,916)

-

-

107,534

Provisions for negative goodwill

25,297

-

-

25,297

-

-

-

25,297

Gas supply

5,372

(1,791)

-

3,581

(1,791)

-

-

1,790

Others

-

(115)

1,076

961

7,155

-

-

8,116

 

932,530

(10,471)

(6,906)

915,153

(121,056)

(2,071)

-

792,026

Net

(187,350)

212,249

65,850

90,749

149,451

76,229

16,483

332,912

Assets presented in the Statement of Financial Position

462,177

   

681,285

     

753,413

(-) Liabilities presented in the Statement of Financial Position

(649,527)

 

 

(590,536)

 

 

 

(420,501)

Net

(187,350)

 

 

90,749

 

 

 

332,912

                 

 

13.2.2     Realization of deferred tax credits

Tax credits related to the pension and healthcare plans are realized according the movement of the related accrual based on the actuarial valuation conducted annually by an independent actuary.
Deferred taxes on all other provisions will be realized as judicial rulings are issued and regulatory assets are realized.

 

The Company’s Board of Directors and Fiscal Council have approved and examined, respectively, the technical study prepared by the Chief Finance and Investor Relations, which points out to the realization of deferred taxes.

F-37

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

 

13.3    Other recoverable taxes and other taxes due

 

 

 

 

 

Restated

 

12.31.2013

12.31.2012

Current assets

 

 

Recoverable ICMS (VAT)

43,092

38,311

Recoverable PIS/Pasep and Cofins taxes

61,093

54,190

PIS/Pasep and Cofins to be offset against liabilities

(35,596)

(43,378)

Other recoverable taxes

1,424

367

 

70,013

49,490

Noncurrent assets

 

 

Recoverable ICMS (VAT)

72,347

71,785

PIS/Pasep and Cofins taxes

51,653

48,393

Other recoverable taxes

498

11

 

124,498

120,189

Current liabilities

 

 

ICMS (VAT) payable

184,369

209,570

PIS/Pasep and Cofins payable

79,291

82,066

PIS/Pasep and Cofins to be offset against assets

(35,596)

(43,378)

IRRF on JSCP

39,440

39,303

IRRF on JSCP to be offset against IR and CSLL asset

-

(5,020)

Other taxes

33,227

5,939

 

300,731

288,480

Noncurrent liabilities

 

 

Social security contributions - injunction on judicial deposit

68,402

-

 

68,402

-

     

 

13.4    Reconciliation of the provision for Income Tax (IRPJ) and Social Contribution (CSLL)

 

 

 

 

 

 

Restated

Restated

 

12.31.2013

12.31.2012

12.31.2011

Income before IRPJ and CSLL

1,506,504

972,528

1,583,916

IRPJ and CSLL (34%)

(512,211)

(330,660)

(538,531)

Tax effects on:

 

 

 

Equity in income

32,423

52

11,054

Interest on own capital

61,200

75,802

121,023

Dividends

309

241

1,158

Finam

1,972

-

(270)

Non deductible expenses

(3,130)

(3,331)

(11,892)

Tax benefits Law 11,941/09

-

-

7,087

Tax incentives

10,364

11,688

9,908

Others

4,004

200

(6,599)

Current IRPJ and CSLL

(554,520)

(458,257)

(611,601)

Deferred IRPJ and CSLL

149,451

212,249

204,539

Effective rate - %

26.9%

25.3%

25.7%

       

F-38

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

14  Judicial Deposits

 

 

 

 

 

Restated

 

12.31.2013

12.31.2012

Taxes claims

417,570

347,484

Labor claims

118,240

90,479

.

 

 

Civil

 

 

Suppliers

95,558

95,558

Civil

28,849

26,796

Easements

8,106

7,157

Customers

2,397

2,419

 

134,910

131,930

.

 

 

Others

4,505

4,478

 

675,225

574,371

     

 

15  Receivable from related parties

 

 

 

 

 

Restated

 

12.31.2013

12.31.2012

Associate and Jointly-controlled companies

 

 

Dividends and/or interests on own capital

 

 

Dona Francisca Energética

85

78

Dominó Holdings

6,311

17,986

Costa Oeste

478

-

Marumbi

403

-

Transmissora Sul Brasileira

360

-

Caiuá

88

-

Integração Maranhense

227

-

Matrinchã

840

-

Guaraciaba

182

-

.

8,974

18,064

 

 

 

Other investments

 

 

Dividends and/or interests on own capital

 

 

Other investments

526

-

 

526

-

 

9,500

18,064

Current assets - Dividends receivable

9,500

18,064

Noncurrent assets

-

-

     

F-39

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

16  Investments 

16.1    Business Combinations

On August 1, 2013, the Company acquired from Salus Fundos de Investimento em Participações 100% of the following business enterprises: Nova Asa Branca I Energias Renováveis S.A., Nova Asa Branca II Energias Renováveis S.A., Nova Asa Branca III Energias Renováveis S.A., Nova Eurus IV Energias Renováveis S.A., Santa Maria Energias Renováveis S.A., Santa Helena Energias Renováveis S.A. and Ventos de Santo Uriel S.A.

The acquisition of these wind farming companies fulfills Copel's strategic purpose of increasing its participation in the energy generation industry by adding renewable sources to its energy mix.

The investment totals R$ 342,077 and is supported by the estimated discounted cash flows from the operating activities of the enterprises acquired by Copel.

The acquisition date of net assets fair values were identified and recognized as an investment in the individual parent company's and allocated to the different assets in the consolidated financial statements, including the authorization right. The authorization right acquired will be amortized during the period of authorizations as from the start of commercial operations.

         

Subsidiaries

Authorization

Net assets

Authorization

 

08.01.2013

maturity

acquired

rights

Total paid

Nova Asa Branca I Energias Renováveis S.A.

04.25.2046

6,056

51,659

57,715

Nova Asa Branca II Energias Renováveis S.A.

05.31.2046

6,080

51,745

57,825

Nova Asa Branca III Energias Renováveis S.A.

05.31.2046

6,058

49,948

56,006

Nova Eurus IV Energias Renováveis S.A.

04.27.2046

6,043

53,154

59,197

Santa Maria Energias Renováveis S.A.

05.08.2047

17,765

26,813

44,578

Santa Helena Energias Renováveis S.A.

04.09.2047

17,730

28,955

46,685

Ventos de Santo Uriel S.A.

04.09.2047

6,626

13,445

20,071

 

 

66,358

275,719

342,077

         

To complete the acquisition, the Company should disburse an additional R$ 18,500, according to the conditions of the agreement.

The following data detail the composition of acquired assets and assumed liabilities that were recognized on the acquisition date and that correspond to their fair values on that date.

F-40

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

                 

 

Nova Asa Branca I

Nova Asa Branca II

Nova Asa Branca III

Nova
Eurus IV

Santa Maria

Santa Helena

Ventos de Santo Uriel

Total

08.01.2013

ASSETS

6,137

6,161

6,179

6,124

17,775

17,747

6,629

66,752

Current assets

42

41

52

772

21

65

38

1,031

Cash and cash equivalents

6

6

17

736

3

46

25

839

Others current assets

36

35

35

36

18

19

13

192

Noncurrent assets

6,095

6,120

6,127

5,352

17,754

17,682

6,591

65,721

Property, Plant and Equipment, net

6,070

6,095

6,102

5,327

17,715

17,643

6,567

65,519

Others noncurrent assets

25

25

25

25

39

39

24

202

LIABILITIES

6,137

6,161

6,179

6,124

17,775

17,747

6,629

66,752

Current liabilities

23

23

63

23

10

17

3

162

Noncurrent liabilities

58

58

58

58

-

-

-

232

Equity

6,056

6,080

6,058

6,043

17,765

17,730

6,626

66,358

                 

If the new ventures had been consolidated from January 01, 2013, the income statement would have included a loss of R$ 334.

16.2    Changes in investments

               

 

 

Balance as of

 

Equity

Investment/

Proposed

Reversal of

 

 

January 1, 2013

 

valuation

advance for

dividends

provision

Balance as of

 

Restated

Equity

adjustments

future capital increase

and JCP

for loss

December 31, 2013

Joint ventures (16.4)

 

 

 

 

 

 

 

Dominó Holdings

358,114

96,635

18,881

-

(16,927)

-

456,703

Cutia

5,247

(465)

-

843

-

-

5,625

Costa Oeste

1,049

2,409

-

15,720

(478)

-

18,700

Marumbi

2,212

1,969

-

18,018

(402)

 

21,797

Transmissora Sul Brasileira

9,577

1,516

-

53,065

(361)

 

63,797

Caiuá

7,747

565

-

32,094

(88)

 

40,318

Integração Maranhense

9,630

1,016

-

74,959

(227)

-

85,378

Matrinchã

10,130

3,453

-

85,256

(840)

 

97,999

Guaraciaba

6,963

908

-

31,139

(182)

-

38,828

Paranaíba

-

210

-

17,640

-

 

17,850

 

410,669

108,216

18,881

328,734

(19,505)

-

846,995

Associates (16.5)

 

 

 

 

 

 

 

Sercomtel

10,567

(13,567)

-

3,000

-

-

-

Dona Francisca

59,753

8,963

-

-

(10,540)

-

58,176

Foz do Chopim

15,872

10,316

-

-

(10,400)

-

15,788

Carbocampel

1,413

(6)

-

-

-

-

1,407

Dois Saltos

300

-

-

420

-

-

720

Copel Amec

180

2

-

-

-

-

182

Escoelectric

-

(318)

-

318

-

-

-

 

88,085

5,390

-

3,738

(20,940)

-

76,273

Other investments

 

 

 

 

 

 

 

Finam

1,323

-

-

-

-

-

1,323

Finor

312

-

(100)

-

-

-

212

Investco S.A.

9,282

-

(72)

-

-

-

9,210

Nova Holanda Agropecuária S.A.

14,868

-

-

-

-

-

14,868

(-) provision for loss - Nova Holanda

(14,868)

-

-

-

-

7,887

(6,981)

Assets for future use

4,290

-

-

-

-

-

4,290

Advance with the purpose of future investment (16.6)

46,631

-

-

186,838

-

-

233,469

Other investments

8,397

-

(134)

5

-

-

8,268

 

70,235

-

(306)

186,843

-

7,887

264,659

 

568,989

113,606

18,575

519,315

(40,445)

7,887

1,187,927

               

 

F-41

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

               

 

 

Balance as of

 

Equity

 

Proposed

 

Balance as of

 

January 1, 2012

 

valuation

Investiment /

dividends

 

December 31, 2012

 

Restated

Equity

adjustments

Afac

and JCP

Others

Restated

Joint ventures (16.4)

 

 

 

 

 

 

 

Dominó Holdings

345,953

50,366

(21,555)

-

(16,650)

-

358,114

Cutia

4,310

(447)

-

1,384

-

-

5,247

Costa Oeste

204

(378)

-

1,243

-

(21)

1,048

Marumbi

8

(274)

-

2,479

-

-

2,213

Transmissora Sul Brasileira

2

1

-

9,574

-

-

9,577

Caiuá

-

(193)

-

7,940

-

-

7,747

Integração Maranhense

-

(59)

-

9,689

-

-

9,630

Matrinchã

-

85

-

10,045

-

-

10,130

Guaraciaba

-

(143)

-

7,106

-

-

6,963

 

350,477

48,958

(21,555)

49,460

(16,650)

(21)

410,669

Associates (16.5)

 

 

 

 

 

 

 

Sercomtel

70,341

(59,774)

-

-

-

-

10,567

Dona Francisca

53,061

8,149

-

-

(1,457)

-

59,753

Foz do Chopim

17,402

9,434

-

-

(10,964)

-

15,872

Carbocampel

1,307

(36)

-

142

-

-

1,413

Dois Saltos

300

-

-

-

-

-

300

Copel Amec

165

15

-

-

-

-

180

Escoelectric

-

(61)

-

61

-

-

-

 

142,576

(42,273)

-

203

(12,421)

-

88,085

Other investments

 

 

 

 

 

 

 

Finam

2,267

-

(944)

-

-

-

1,323

Finor

613

-

(301)

-

-

-

312

Investco S.A.

8,345

-

937

-

-

-

9,282

Assets for future use

4,290

-

-

-

-

-

4,290

Advance with the purpose of future

 

 

 

 

 

 

 

investment (16.6)

38,945

-

-

7,686

-

-

46,631

Other investments

7,683

-

714

-

-

-

8,397

 

62,143

-

406

7,686

-

-

70,235

 

555,196

6,685

(21,149)

57,349

(29,071)

(21)

568,989

 

16.3    Parent Company

           

Subsidiaries

12.31.2013

Headquarters

Main Activity

Percentage of share capital

Copel

Copel GeT

Noncontrolling shareholders

Copel Geração e Transmissão S.A. (Copel GeT)

Curitiba/PR

Production and transmission of electricity

100.00

-

-

Copel Distribuição S.A.

Curitiba/PR

Distribution and marketing of electricity

100.00

-

-

Copel Telecomunicações S.A.

Curitiba/PR

Telecommunication and communication services

100.00

-

-

Copel Renováveis S.A.

Curitiba/PR

Production of electricity from wind sources

100.00

-

-

Copel Participações S.A.

Curitiba/PR

Holdings of non-financial institutions

100.00

-

-

Nova Asa Branca I Energias Renováveis S.A. (a)

S. Miguel do Gostoso/RN

Production of electricity from wind sources

100.00

-

-

Nova Asa Branca II Energias Renováveis S.A. (a)

Parazinho/RN

Production of electricity from wind sources

100.00

-

-

Nova Asa Branca III Energias Renováveis S.A. (a)

Parazinho/RN

Production of electricity from wind sources

100.00

-

-

Nova Eurus IV Energias Renováveis S.A. (a)

Touros/RN

Production of electricity from wind sources

100.00

-

-

Santa Maria Energias Renováveis S.A. (a)

Maracanau/CE

Production of electricity from wind sources

100.00

-

-

Santa Helena Energias Renováveis S.A. (a)

Maracanau/CE

Production of electricity from wind sources

100.00

-

-

Ventos de Santo Uriel S.A. (a)

João Câmara/RN

Production of electricity from wind sources

100.00

-

-

Companhia Paranaense de Gás - Compagás

Curitiba/PR

Distribution of pipeline gas

51.00

-

49.00

Elejor - Centrais Elétricas do Rio Jordão S.A.

Curitiba/PR

Production of electricity

70.00

-

30.00

UEG Araucária Ltda.

Curitiba/PR

Production of electricity from natural gas

20.00

60.00

20.00

(a)    Pre-operating stage

         

F-42

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

Management performed the judgments required by IAS 27 - Consolidated Financial Statements, and concluded that the Company has all the required attributes to determine the control over the companies Compagás, Elejor and UEG Araucária, i.e., it is exposed to, or have rights to, variable returns deriving from its involvement in the investees and has the ability of affecting those returns by means of its power over them.
 

16.3.1     Summarized financial statements of subsidiaries with non-controlling interest

         

 

 

Compagas

Elejor

UEG Araucária

12.31.2013

 

   

 

 

 

ASSETS

 

308,023

766,161

708,088

Current assets

 

84,017

68,534

270,545

Noncurrent assets

 

224,006

697,627

437,543

   

 

 

 

LIABILITIES

 

308,023

766,161

708,088

Current liabilities

 

66,935

153,229

6,334

Noncurrent liabilities

 

5,462

540,913

-

Equity

 

235,626

72,019

701,754

   

 

 

 

STATEMENT OF INCOME

   

 

 

Operating revenues

 

423,014

217,412

106,398

Operating costs and expenses

 

(402,030)

(67,093)

(81,375)

Financial results

 

4,443

(86,799)

18,664

Income tax and social contribution

 

(6,942)

(21,573)

(7,524)

Net income for the year

 

18,485

41,947

36,163

Total comprehensive income

 

18,485

41,947

36,163

   

 

 

 

STATEMENT OF CASH FLOWS

 

 

 

 

Cash flows from operational activities

 

44,877

(77,800)

78,543

Cash flows from investiment activities

 

(41,948)

(4,244)

(74,919)

Cash flows from financing activities

 

(4,495)

104,346

-

TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS

 

(1,566)

22,302

3,624

Cash and cash equivalents at the beginning of the year

 

35,993

25,282

18,219

Cash and cash equivalents at the end of the year

 

34,427

47,584

21,843

CHANGE IN CASH AND CASH EQUIVALENTS

 

(1,566)

22,302

3,624

 

 

 

 

 

         

F-43

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

16.4    Joint ventures

             

Jointly controlled
12.31.2013

Headquarters

Main activity

Equity + Advance

Percentage of share capital %

Book value of share capital

for future capital increase

Copel

Copel GeT

 

 

 

 

 

 

 

Dominó Holdings S.A.

Curitiba/PR

Interest in sew age treatment company

1,014,895

45.00

-

456,703

Costa Oeste Transmissora de Energia S.A. (a)

Curitiba/PR

Transmission of electricity

36,667

-

51.00

18,700

Marumbi Transmissora de Energia S.A. (a)

Curitiba/PR

Transmission of electricity

27,246

-

80.00

21,797

Transmissora Sul Brasileira de Energia S.A. (a)

Curitiba/PR

Transmission of electricity

318,983

-

20.00

63,797

Cutia Empreendimentos Eólicos SPE S.A. (a)

São Paulo/SP

Production of electricity from wind sources

11,273

49.90

-

5,625

Caiuá Transmissora de Energia S.A. (a)

Curitiba/PR

Transmission of electricity

82,281

-

49.00

40,318

Integração Maranhense Transmissora de Energia S.A. (a)

Rio de Janeiro/RJ

Transmission of electricity

174,240

-

49.00

85,378

Matrinchã Transmissora de Energia (TP NORTE) S.A. (a)

Curitiba/PR

Transmission of electricity

199,997

-

49.00

97,999

Guaraciaba Transmissora de Energia (TP SUL) S.A. (a)

Curitiba/PR

Transmission of electricity

79,241

-

49.00

38,828

Paranaíba Transmissora de Energia S.A. (a)

Rio de Janeiro/RJ

Transmission of electricity

72,859

-

24.50

17,850

 

 

 

 

 

 

 

(a)    Pre-operating stage

           
             

 

Management concluded that the Company has joint control of those companies, in cooperation with the other investors.

Joint control result from agreements entered into between shareholders irrespective of the interest ownership interest percentage.

16.4.1     Main groups of assets, liabilities and results of joint ventures

                     

 

Dominó (a)

Costa Oeste

Marumbi

Sul Brasileira

Cutia

Caiuá

Integração Maranhense

Matrinchã

Guaraciaba

Paranaíba

12.31.2013

.

 

 

 

 

 

 

 

 

 

 

ASSETS

1,071,264

48,558

35,270

531,454

11,421

139,572

276,643

782,964

324,772

74,815

Current assets

22,670

2,261

4,029

45,351

94

4,370

2,517

239,769

127,239

20,832

Cash and cash equivalents

8,574

2,211

4,019

35,767

76

4,170

2,229

237,029

124,484

20,430

Other current assets

14,096

50

10

9,584

18

200

288

2,740

2,755

402

Noncurrent assets

1,048,594

46,297

31,241

486,103

11,327

135,202

274,126

543,195

197,533

53,983

.

 

 

 

 

 

 

 

 

 

 

LIABILITIES

1,071,264

48,558

35,270

531,454

11,421

139,572

276,643

782,964

324,772

74,815

Current liabilities

56,369

10,425

7,046

207,156

16

44,638

76,364

575,904

243,170

1,779

Financial liabilities

-

-

-

153,201

-

34,051

50,340

567,125

241,553

-

Other current liabilities

56,369

10,425

7,046

53,955

16

10,587

26,024

8,779

1,617

1,779

Noncurrent liabilities

-

32,290

23,499

113,316

918

64,355

167,791

7,063

2,361

177

Advance for future capital increase

-

30,824

22,521

108,001

786

51,702

141,752

-

-

-

Other noncurrent liabilities

-

1,466

978

5,315

132

12,653

26,039

7,063

2,361

177

Equity

1,014,895

5,843

4,725

210,982

10,487

30,579

32,488

199,997

79,241

72,859

.

 

 

 

 

 

 

 

 

 

 

STATEMENT OF INCOME

 

 

 

 

 

 

 

 

 

 

Net operating income

-

41,677

30,378

430,344

-

106,513

231,962

510,855

186,882

53,416

Operating costs and expenses

(6,195)

(35,878)

(27,320)

(417,040)

(936)

(104,302)

(228,386)

(525,463)

(192,713)

(54,401)

Financial results

(36,434)

261

484

(419)

6

86

212

21,655

7,682

2,096

Equity in income of subsidiaries

128,996

-

-

-

-

-

-

-

-

-

Income tax and social contribution

-

(1,336)

(1,081)

(5,104)

-

(1,145)

(1,716)

-

-

(253)

Variation earnings of % from participation

134,040

 

 

 

 

 

 

 

 

 

Profit (loss) for the year

220,407

4,724

2,461

7,781

(930)

1,152

2,072

7,047

1,851

858

.

 

 

 

 

 

 

 

 

 

 

Total comprehensive income for the year

220,407

4,724

2,461

7,781

(930)

1,152

2,072

7,047

1,851

858

.

 

 

 

 

 

 

 

 

 

 

(a)    Balances adjusted to accounting practices

                   

F-44

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

16.5    Associates 

           

Associates

Headquarters

Main activity

Equity + Advance for

Percentage of share capital
Copel %

Book value of share capital

12.31.2013

future capital increase

Dona Francisca Energética S.A.

Agudo/RS

Electric Power

252,608

23.03

58,176

Foz do Chopim Energética Ltda.

Curitiba/PR

Electric Power

44,137

35.77

15,788

Carbocampel S.A.

Figueira/PR

Coal exploration

2,872

49.00

1,407

Dois Saltos Empreendimentos de

 

 

 

 

 

Geração de Energia Elétrica Ltda. (a)

Curitiba/PR

Electric Power

2,400

30.00

720

Copel Amec S/C Ltda.- em liquidação

Curitiba/PR

Services

379

48.00

182

Escoelectric Ltda.

Curitiba/PR

Services

(1,329)

40.00

-

Sercomtel S.A. Telecomunicações (16.4.2)

Londrina/PR

Telecommunications

-

45.00

-

 

 

 

 

 

 

(a)    Pre-operating stage

         

 

16.5.1     Main groups of assets, liabilities and results of associates

 

 

 

12.31.2013

Foz do Chopim

Dona Francisca (a)

.

 

 

ASSETS

46,181

289,662

Current assets

6,080

104,256

Noncurrent assets

40,101

185,406

.

 

 

LIABILITIES

46,181

289,662

Current liabilities

2,044

31,432

Noncurrent liabilities

-

5,622

Equity

44,137

252,608

.

 

 

STATEMENT OF INCOME

 

 

Net operating income

38,831

104,464

Operating costs and expenses

(8,856)

(54,148)

Financial income (expense)

186

5,091

Income tax and social contribution

(1,325)

(16,493)

Profit (loss) for the year

28,836

38,914

.

 

 

Total comprehensive income for the year

28,836

38,914

(a)    Balances adjusted to accounting practices

   

F-45

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

16.5.2     Sercomtel S.A. Telecomunicações

The conclusion of the impairment tests on the Company's assets in 2013, adopting, when applicable, the same assumptions mentioned in the note on property, plant and equipment (NE nº 17.7),  provided an adequate level of security that the assets related to the associated company Sercomtel S.A. Telecomunicações were valued above the recoverable value, resulting in a loss recognized in the income statement for 2013 of R$ 6,538 (R$ 28,858 in 2012), recorded in equity income, reducing the investment in this associated company to zero.

16.6    Advance for future investment

16.6.1     São Bento Energia, Investimentos e Participações S.A

In November 2011, the contract for purchase and sale of 49.9% of the representative shares of São Bento Energia, Investimentos e Participações S.A, which controls GE Olho D’Água S.A, GE Boa Vista S.A, GE Farol S.A and GE São Bento do Norte S.A, which holds the concession rights of Centrais Geradoras Eólicas Olho D’Água, Boa Vista, Farol and São Bento do Norte, respectively, was signed. The contract will only be effective after approvals by ANEEL, by the Economic Defense Administrative Council – CADE and by the National Socio-Economic Development Bank – BNDES, which is the bank financing the funds necessary for the investment, construction and operation of the abovementioned wind power generation enterprises held by the subsidiaries.

If the purchase is not completed, the seller is obliged to return the funds provided, which amount to R$ 77,886, adjusted by the variation of the National Prices Index – IGPM. The approvals by ANEEL and Cade were obtained, awaiting the completion of the procedure with BNDES.

In December 2013, the agreement of sale and purchase of 50.1% of the remaining shares of São Bento Energia, in the amount of R$ 109,500, was signed. Until December 31, 2013, R$ 111,396 had been paid referring to the adjusted value of the price negotiated and R$ 20,789 referring to reimbursement of the balance of cash acquired, as stipulated in the contract.

The contract can be terminated if the approvals from ANEEL, CADE and BNDES are not obtained, where seller is obliged to return the amounts contributed, adjusted by the variance of the Broad Consumer Prices Index - IPCA.

F-46

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

16.6.2     Cutia Empreendimentos Eólicos SPE S.A.

Copel and Galvão Participações S.A. signed the purchase and sale agreement in December 2013 for 50.1% of the shares in the joint venture Cutia Empreendimentos Eólicos SPE S.A., and all of the 8 wind farms and complexes, all exclusively owned by the seller, for the amount of R$ 38,000. Until December 31, 2013 had been paid: R$ 23,398 for part of the adjusted negotiated amount with an escrow of R$ 15,000 to cover any nonconformities attributable to the projects, as stipulated in the agreement.

The contract can be terminated if the unconditional approvals are not obtained from CADE, where seller is obliged to return the amounts paid, adjusted by the variance of the IPCA price index.

17  Property, Plant and Equipment

Under Articles 63 and 64 of Decree no. 41,019, dated February 26, 1957, the assets and facilities used mostly in the generation of power are attached to these services and cannot be withdrawn, sold, assigned, or mortgaged without the prior written consent of the regulatory agency. ANEEL Resolution n° 20/99, however, regulates the release of assets from the concessions of the public Electric energy utilities, granting prior authorization to the release of assets that are deemed useless to the concession, when intended for sale, provided that the proceeds from such transaction be deposited in a special bank account assigned to investment in the concession. For concession contracts of the use of public property (UBP) type, infrastructure usage restrictions are set forth in article 19 of ANEEL Decree no. 2,003/96.

17.1    PP&E by company

             

 

 

Accumulated

 

 

Accumulated

Restated

 

Cost

depreciation

12.31.2013

Cost

depreciation

12.31.2012

In service

 

 

 

 

 

 

Copel

5

-

5

-

-

-

Copel Geração e Transmissão

12,483,418

(7,370,317)

5,113,101

11,491,186

(7,101,472)

4,389,714

Copel Telecomunicações

504,115

(312,251)

191,864

498,571

(294,255)

204,316

Elejor

594,856

(140,657)

454,199

591,738

(122,685)

469,053

UEG Araucária

685,801

(263,587)

422,214

666,750

(229,920)

436,830

 

14,268,195

(8,086,812)

6,181,383

13,248,245

(7,748,332)

5,499,913

In progress

 

 

 

 

 

 

Copel

24

-

24

-

-

-

Copel Geração e Transmissão

1,475,079

-

1,475,079

2,245,507

-

2,245,507

Copel Telecomunicações

174,113

-

174,113

114,825

-

114,825

Elejor

13,292

-

13,292

11,386

-

11,386

UEG Araucária

478

-

478

137

-

137

Nova Asa Branca I

14,184

-

14,184

-

-

-

Nova Asa Branca II

12,135

-

12,135

-

-

-

Nova Asa Branca III

13,124

-

13,124

-

-

-

Nova Eurus IV

12,496

-

12,496

-

-

-

Santa Maria

36,013

-

36,013

-

-

-

Santa Helena

39,432

-

39,432

-

-

-

Ventos de Santo Uriel

11,894

-

11,894

-

-

-

 

1,802,264

-

1,802,264

2,371,855

-

2,371,855

Special liabilities

 

 

 

 

 

 

Copel Geração e Transmissão

(15)

-

(15)

(15)

-

(15)

 

(15)

-

(15)

(15)

-

(15)

   

 

 

 

 

 

 

16,070,444

(8,086,812)

7,983,632

15,620,085

(7,748,332)

7,871,753

             

F-47

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

17.2    Asset by type of account – in service and in progress

             

 

 

Accumulated

 

 

Accumulated

Restated

 

Cost

depreciation

12.31.2013

Cost

depreciation

12.31.2012

In service

 

 

 

 

 

 

Reservoirs, dams and aqueducts

7,618,902

(4,493,402)

3,125,500

7,108,618

(4,341,971)

2,766,647

Machinery and equipment

4,793,335

(2,551,632)

2,241,703

4,509,319

(2,406,775)

2,102,544

Buildings

1,519,516

(997,021)

522,495

1,379,133

(963,086)

416,047

Land

263,620

(2,481)

261,139

183,024

-

183,024

Vehicles

60,833

(33,884)

26,949

57,474

(28,580)

28,894

Furniture and tools

11,989

(8,392)

3,597

10,677

(7,920)

2,757

 

14,268,195

(8,086,812)

6,181,383

13,248,245

(7,748,332)

5,499,913

 

 

 

 

 

 

 

In progress

1,802,264

-

1,802,264

2,371,855

-

2,371,855

 

 

 

 

 

 

 

Special liabilities

(15)

-

(15)

(15)

-

(15)

 

16,070,444

(8,086,812)

7,983,632

15,620,085

(7,748,332)

7,871,753

             

 

17.3    Changes in Property, Plant and Equipment

 

 

 

 

 

In service

In progress

Total

Balance as of January 1, 2012 - Restated

5,745,134

1,463,983

7,209,117

Investment program paid

-

875,509

875,509

Investment program to pay

-

119,590

119,590

Financial participation of costumers

-

(15)

(15)

Provision for contingences

-

3,855

3,855

Fixed assets for projects

88,560

(88,560)

-

Transfers of accounts receivable related to the concession

713

-

713

Depreciation quotas to profit and loss

(331,330)

-

(331,330)

Depreciation quotas - Pasep/Cofins credits

(1,815)

-

(1,815)

Write off

(1,349)

(2,522)

(3,871)

Balance as of December 31, 2012

5,499,913

2,371,840

7,871,753

1st consolidation effect - subsidiaries (Note 16.1)

-

65,519

65,519

Investment program paid

-

420,227

420,227

Fixed assets for projects

1,054,115

(1,054,115)

-

Transfers of accounts receivable related to the concession

1,405

157

1,562

Transfers of accounts receivable related to the concession - Resolution 367/2009

1,742

(2,824)

(1,082)

Transfers of intangible assets

(165)

2,660

2,495

Depreciation quotas to profit and loss

(366,016)

-

(366,016)

Depreciation quotas - Pasep/Cofins credits

(1,032)

-

(1,032)

Write off

(1,262)

(1,215)

(2,477)

Write off - Resolution 367/2009

(7,317)

-

(7,317)

Balance as of December 31, 2013

6,181,383

1,802,249

7,983,632

       

F-48

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

17.4    Changes in Property, Plant and Equipment by type of account – in service and in progress

             

 

Balance as of

 

 

 

 

Balance as of

 

January 1, 2013

Additions

Depreciation

Write off

Transference

December 31, 2013

Land

310,891

19,952

(2,481)

-

-

328,362

Buildings, civil works and improvements

484,996

80,706

(33,869)

(288)

(1,196)

530,349

Machinery and equipment

2,541,016

287,019

(173,945)

(8,601)

(16,193)

2,629,296

Vehicles

29,834

3,176

(5,663)

-

-

27,347

Furniture and tools

8,161

3,269

(482)

(107)

(2,863)

7,978

Reservoirs, dams and aqueducts

3,024,040

253,350

(150,608)

(11)

38,962

3,165,733

Others

1,472,815

(161,726)

-

(787)

(15,735)

1,294,567

 

7,871,753

485,746

(367,048)

(9,794)

2,975

7,983,632

 

             

 

Balance as of

 

 

 

 

Balance as of

 

January 1, 2012

 

 

 

 

December 31, 2012

 

Restated

Additions

Depreciation

Write off

Transference

Restated

Land

270,096

40,795

-

-

-

310,891

Buildings, civil works and improvements

507,227

7,975

(29,690)

(517)

1

484,996

Machinery and equipment

2,483,488

178,910

(154,232)

(1,948)

34,798

2,541,016

Vehicles

10,625

7,294

(3,829)

(42)

15,786

29,834

Furniture and tools

2,774

5,972

(470)

(8)

(107)

8,161

Reservoirs, dams and aqueducts

3,082,435

86,529

(144,924)

-

-

3,024,040

Others

852,472

671,464

-

(1,356)

(49,765)

1,472,815

 

7,209,117

998,939

(333,145)

(3,871)

713

7,871,753

 

17.5    Effects of Law 12,783/2012 on the property, plant and equipment of Copel Geração

On September 12, 2012, Provisional Measure 579 (MP 579) was published, which governs the extension of the concessions for generation, transmission and distribution of electric power, obtained by Law 9,074 of 1995. Decree 7,805/12 which regulates MP 579 was published on September 17, 2012. In accordance with MP 579/12, the companies which have contracts for concessions for generation, transmission and distribution of power, maturing between 2015 and 2017, have the option of extending the concession terms, at the discretion of the granting authority, once, for a period of up to 30 years, provided that they accept early maturity of their existing contracts for December 2012. This extension is subject to the acceptance of certain conditions established by the granting authority, such as: i) fixed income according to criteria established by ANEEL, ii) agreement to service quality standards set by ANEEL and, iii) agreement with established amounts as compensation for the assets linked to the concession.

The Company has not expressed interest in extending the concessions for generation falling due until 2017 (note 34.2.5) and therefore, the occurrence of MP 579 and subsequent regulations published for these generators, will not affect the cash flow forecast until the end of the current concessions. This is valid for revenue estimates and also for the indemnity expected to be paid by the end of the concession.

F-49

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

This applies to the forecasts for revenue and also for the expectation of compensation of the assets not depreciated until the end of the concession. Decree 7,805/12 confirms the assumption currently adopted by the Company for impairment tests of assets, as it clarifies the condition of compensation to the new replacement value (VNR) at the discretion of the granting authority, of the residual balance of the assets recorded in each concession.

The Company's management understands it has an assured contractual right with respect to compensation of the assets linked to the end of the public service concessions, using in the calculation of recovery the new replacement value (VNR) methodology, as defined by Law 12,783/12.

 

17.6    Depreciation Rates

     

Depreciation rates (%)

12.31.2013

12.31.2012

Generation

 

 

General equipment

6.92

6.22

Generators

3.43

2.83

Reservoirs, dams and headrace channel

2.35

1.99

Hidraulic turbines

3.63

2.45

Gas and steam turbines

2.30

2.26

Water cooling and treatment facilities

4.39

4.40

Gas conditioning equipament

4.39

4.40

Central administration

 

 

Buildings

3.33

3.33

Office machinery and equipment

6.25

6.26

Furniture and tools

6.25

6.25

Vehicles

14.29

14.29

Telecommunications

 

 

Transmission equipment

7.70

7.70

Terminal equipment

10.50

10.50

Infrastructure

6.30

6.30

 

The average rate for machinery and equipment is 3.56%.

 

F-50

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Depreciation of the assets which are part of the original project of Mauá and Colíder Hydroelectric Power Plants

 

The Company has assets from Mauá and Colíder Hydroelectric Power Plants for which the Granting Authority is not expected to provide full guarantee that it will indemnify the Company by the end of the concession period for the residual value of the assets which are part of the original project. This interpretation is grounded in law 8,987/95 and Decree 2,003/96.

Accordingly, from the date these assets start operations they are depreciated at the rates set by ANEEL (Brazilian Electricity Regulatory Agency), limited to the concession period. 

As established on concession agreements, subsequent investments not forecast in the original project, provided that they are approved by the Granting Authority and have not yet been amortized, will be indemnified by the end of concessions. Therefore, these assets will be depreciated at the rates set by ANEEL.

 

17.7    Impairment of Assets

The main principles underpinning the conclusions of Copel’s impairment tests are listed below:

·         lowest level of cash generating unit: concessions are analyzed individually;

·         recoverable value: value in use, or an amount equivalent to the discounted cash flows (before taxes) resulting from the continuous use of an asset until the end of its useful life; and

·         assessment of value in use: based on future cash flows in constant currency, converted to current value according to a real discount rate, before income taxes.

The respective cash flows are estimated based on actual operational results, on the Company's annual corporate budget, as approved by the Board of Directors, on the resulting multi-year budget, and on future trends in the power sector.

As for the time frame for the analysis, the Company takes into account the expiration date of each concession.

As for market growth, Copel’s projections are consistent with historical data and the Brazilian economy's growth prospects.

The respective cash flows are discounted at average discount rates, obtained through a methodology commonly employed by the market, supported by the regulator and approved by the Company’s senior management.

Management believes it has a contractually guaranteed right to compensation for the assets related to concessions upon their expiration, and it accepts, for purposes of calculation of reimbursement and until further regulation is issued on this matter, that such compensation be valued according to the fair value of replacement of the respective assets. Thus, the principle of valuation of residual assets upon expiration of concessions has been established as the book value of these assets.

F-51

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

Even though there was no evidence that the Company’s operational assets suffered a loss in their recoverable value, the Company performed an impairment test.

Based on the assumptions above, the Company has not identified a need to recognize an impairment provision.

17.8    Colíder Hydroelectric Power Plant (HPP)

On July 30, 2010, at the ANEEL Auction of Power from New Projects 003/10, Copel Geração e Transmissão won the rights to the concession of the Colíder Hydroelectric Power Plant, which will feature 300 MW of installed capacity; the concession is valid for 35 years from the date of signature of Concession Contract no. 001/11-MME-HPP Colíder, which took place on January 17, 2011.

This project is included in the Federal Government’s Growth Acceleration Program (PAC) and will comprise a main powerhouse rated 300 MW, which is enough to supply approximately one million people. The facility will take advantage of the hydroelectric potential discovered on the Teles Pires River, between the towns of Nova Canaã do Norte and Itaúba, in the northern region of the State of Mato Grosso. 

The National Bank for Economic and Social Development (BNDES) approved the classification of the HPP Colíder project for financial support feasibility analysis and the signed financing agreement, amounted to R$ 1,041,155, in December 2013 was released the amount of R$ 840,106 as note 21.5.

The Colíder Hydroelectric Power Plant’s power output was sold at an ANEEL auction at a final price of R$ 103.40/MWh, as of July 1, 2010, adjusted according to the variation of the IPCA inflation index (R$ 126.81/MWh as of December 31, 2013). A total of 125 averages MW were sold, for supply starting in January 2015 for 30 years. The assured power of the project, established in its concession agreement, was 179.6 averages MW, after full motorization.

The expenditures in this venture on December 31, 2013 totaled R$ 1,320,590

Total commitments already assumed with suppliers of equipment and services in connection with the Colíder Hydroelectric  Power Plant amounted to R$ 471,340 as of December 31, 2013.

17.9    Consórcio Tapajós

Copel Geração e Transmissão has signed a Technical Cooperation Agreement with eight other companies of the sector to conduct studies on the Tapajós and Jamanxim Rivers, in the North Region of Brazil, comprising an integrated environmental assessment of the Tapajós River Basin and viability and environmental studies of five hydroelectric projects, totaling 10,682 MW of installed capacity.

 

F-52

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

The power stations that are currently under study are Jatobá, with 2,338 MW, and São Luiz do Tapajós, the larger station, with 6,133 MW, both on the Tapajós River. In the future the Cachoeira do Caí (802 MW), Cachoeira dos Patos (528 MW) and Jamanxim (881 MW) power stations on the Jamanxim River will be studied.

The expenditures on this project on December 31, 2013 totaled R$ 9,884.

17.10   Consórcio Empreendedor Baixo Iguaçu

On August 27, 2013 Copel Geração e Transmissão entered into a consortium with Geração Céu Azul S.A., with ownership percentage of 30% and 70%, respectively, to build and operate the Baixo Iguaçu Hydroelectric Power Plant, with a minimum installed capacity of 350.20 MW, located in Rio Iguaçu, between the municipalities of Capanema and Capitão Leônidas Marques, and between HPP Governador José Richa and the Iguaçu National Park, in Paraná State, which runs on 3 Kaplan turbines. This consortium was named "Consórcio Empreendedor Baixo Iguaçu" - CEBI.

The Consortium Member Agreement stipulated that Copel Geração e Transmissão will carry out the Proprietary Engineering services for CEBI, the value of this activity was set at R$ 15,392, which will be considered as a contribution from Copel Geração e Transmissão to the consortium.

As of December 31, 2013 the expenses incurred on this venture amounted to R$ 341.

 

F-53

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

18  Intangible Asset

                 

 

Concession

Concession

Right to use

 

 

 

and autorization rights

contracts

software

 

 

 

 

accumulated

 

accumulated

 

accumulated

 

 

 

cost

amortization (a)

cost

amortization (a)

cost

amortization (b)

Other

12.31.2013

In service

 

 

 

 

 

 

 

 

Assets with finite useful life

 

 

 

 

 

 

 

 

Copel Geração e Transmissão (18.1)

-

-

15,884

(732)

17,734

(6,108)

43

26,821

Copel Distribuição (18.2)

-

-

3,664,119

(3,269,508)

-

-

-

394,611

Copel Distribuição-obrig. especiais (18.3)

-

-

(326,007)

256,417

-

-

-

(69,590)

Copel Telecomunicações

-

-

-

-

22,386

(9,280)

-

13,106

Compagas (18.4)

-

-

239,239

(101,937)

5,221

(3,296)

-

139,227

Elejor (18.5)

-

-

263,920

(69,141)

-

-

6,286

201,065

UEG Araucária

-

-

-

-

373

(206)

-

167

Concession Right - Elejor (18.5)

22,626

(5,847)

-

-

-

-

-

16,779

Autorization Right - Cutia (18.6)

5,809

-

-

-

-

-

-

5,809

Autorization Right - Nova Asa I

51,659

-

-

-

-

-

-

51,659

Autorization Right - Nova Asa II

51,745

-

-

-

-

-

-

51,745

Autorization Right - Nova Asa III

49,948

-

-

-

-

-

-

49,948

Autorization Right - Nova Eurus IV

53,154

-

-

-

-

-

-

53,154

Autorization Right - S. Maria

26,813

-

-

-

-

-

-

26,813

Autorization Right - S. Helena

28,955

-

-

-

-

-

-

28,955

Autorization Right - Ventos S. Uriel

13,445

-

-

-

-

-

-

13,445

 

304,154

(5,847)

3,857,155

(3,184,901)

45,714

(18,890)

6,329

1,003,714

Assets with indefinite useful life

 

 

 

 

 

 

 

 

Compagas

-

-

-

-

-

-

21

21

 

-

-

-

-

-

-

21

21

 

304,154

(5,847)

3,857,155

(3,184,901)

45,714

(18,890)

6,350

1,003,735

In progress

 

 

 

 

 

 

 

 

Copel Geração e Transmissão (18.1)

-

-

17,209

-

1,940

-

2,531

21,680

Copel Distribuição (18.2)

-

-

1,091,217

-

-

-

-

1,091,217

Copel Distribuição-Special Liabilities (18.3)

-

 

(154,965)

-

-

-

-

(154,965)

Copel Telecomunicações

-

-

-

-

2,032

-

85

2,117

Compagas

-

-

70,716

-

-

-

-

70,716

Nova Asa Branca I

-

-

-

-

-

-

44

44

Nova Asa Branca II

-

-

-

-

-

-

44

44

Nova Asa Branca III

-

-

-

-

-

-

190

190

Nova Eurus IV

-

-

-

-

-

-

42

42

Santa Maria

-

-

-

-

-

-

447

447

Santa Helena

-

-

-

-

-

-

42

42

Ventos de Santo Uriel

-

-

-

-

-

-

52

52

 

-

-

1,024,177

-

3,972

-

3,477

1,031,626

 

 

 

 

 

 

 

 

2,035,361

(a)    Amortization over the concession period

               

(b)    Annual amortization rate: 20%

               
 

F-54

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

                 

 

Concession

Concession

Right to use

 

 

 

and autorization rights

contracts

software

 

 

 

 

accumulated

 

accumulated

 

accumulated

 

Restated

 

cost

amortization (a)

cost

amortization (a)

cost

amortization (b)

Other

12.31.2012

In service

 

 

 

 

 

 

 

 

Assets with finite useful life

 

 

 

 

 

 

 

 

Copel Geração e Transmissão (18.1)

-

-

12,905

(36)

15,158

(3,511)

43

24,559

Copel Distribuição (18.2)

-

-

3,713,620

(3,113,508)

-

-

-

600,112

Copel Distribuição-Special Liabilities (18.3)

-

-

(320,627)

211,651

-

-

-

(108,976)

Copel Telecomunicações

-

-

-

-

25,819

(6,319)

-

19,500

Compagas (18.4)

-

-

217,446

(86,920)

4,070

(2,906)

-

131,690

Elejor (18.5)

-

-

263,920

(60,532)

-

-

5,927

209,315

UEG Araucária

-

-

-

-

360

(145)

-

215

Concession Right - Elejor (18.5)

22,626

(5,092)

-

-

-

-

-

17,534

Autorization Right - Cutia (18.6)

5,809

-

-

-

-

-

-

5,809

 

28,435

(5,092)

3,887,264

(3,049,345)

45,407

(12,881)

5,970

899,758

Assets with indefinite useful life

 

 

 

 

 

 

 

 

Copel Geração e Transmissão

-

-

-

-

-

-

18

18

Compagas

-

-

-

-

-

-

21

21

 

-

-

-

-

-

-

39

39

 

28,435

(5,092)

3,887,264

(3,049,345)

45,407

(12,881)

6,009

899,797

In progress

 

 

 

 

 

 

 

 

Copel Geração e Transmissão (18.1)

-

-

15,101

-

991

-

4,312

20,404

Copel Distribuição (18.2)

-

-

898,361

-

-

-

-

898,361

Copel Distribuição-Special Liabilities (18.3)

-

-

(83,748)

-

-

-

-

(83,748)

Copel Telecomunicações

-

-

-

-

1,467

-

7

1,474

Compagas

-

-

52,837

-

-

-

-

52,837

Elejor

-

-

-

-

-

-

27

27

 

-

-

882,551

-

2,458

-

4,346

889,355

 

 

 

 

 

 

 

 

1,789,152

(a)     Amortization over the concession period

               

(b)     Annual amortization rate: 20%

               

Changes in intangible assets

.

               

 

Concession contracts

Concession

Other

 

 

In

In

Special Liabilities

and autorization

In

In

 

 

service

progress

In service

In progress

rights

service

progress

 

Balance as of January 1, 2012 - Restated

1,224,874

674,591

(200,444)

(40,457)

24,098

4,271

30,011

1,716,944

Investment program

-

840,119

-

-

-

-

11,685

851,804

Customers' financial participation

-

-

-

(107,980)

-

-

-

(107,980)

Aneel concession - use of public assets

-

1,886

-

-

-

-

-

1,886

Transfers to tax liabilities

(8,073)

(301)

-

-

-

-

-

(8,374)

Transfers to accounts receivable related to the concession

 

 

 

 

 

 

 

 

- remeasurement Resolution No. 474/2012

(136,658)

-

53,245

-

-

-

-

(83,413)

Transfers to accounts receivable related to the concession

-

(405,521)

-

57,916

-

-

-

(347,605)

Transfers to intangible assets in service

140,889

(140,889)

(6,773)

6,773

-

34,824

(34,824)

-

Amortization of quotas - concession and autorization

(256,731)

-

42,709

-

(755)

(3,748)

-

(218,525)

Amortization of quotas - Pasep/Cofins credits

(12,544)

-

2,287

-

-

24

-

(10,233)

Write off

(4,671)

(3,586)

-

-

-

-

(68)

(8,325)

Disposal

(191)

-

-

-

-

-

-

(191)

Adjustments to financial assets classified as available for sale

-

-

-

-

-

3,164

-

3,164

Balance as of December 31, 2012 - Restated

946,895

966,299

(108,976)

(83,748)

23,343

38,535

6,804

1,789,152

Investment program

-

1,018,057

-

-

275,719

-

5,297

1,299,073

Customers' financial participation

-

-

-

(160,614)

-

-

-

(160,614)

Aneel concession - use of public assets

-

5,087

-

-

-

-

-

5,087

Transfers to accounts receivable related to the concession

-

-

-

-

-

2,589

-

2,589

Transfers to property, plant and equipment, net in progress

-

-

-

-

-

165

(2,660)

(2,495)

Transfers to accounts receivable related to

 

 

 

 

 

 

 

 

Transfers to accounts receivable related to the concession (Note 9.1)

-

(712,947)

-

82,878

-

-

-

(630,069)

Transfers to intangible assets in service

87,599

(87,599)

(6,519)

6,519

-

1,697

(1,697)

-

Amortization of quotas - concession and autorization

(272,967)

-

43,163

-

(755)

(6,627)

-

(237,186)

Amortization of quotas - Pasep/Cofins credits

(14,135)

-

2,460

-

-

(497)

-

(12,172)

Write off

(5,443)

(9,755)

282

-

-

(2,669)

(295)

(17,880)

Write off - Resolution 367

(105)

-

-

-

-

(19)

-

(124)

Balance as of December 31, 2013

741,844

1,179,142

(69,590)

(154,965)

298,307

33,174

7,449

2,035,361

                 

F-55

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Changes in intangible assets by class of assets
           

 

 

Concession

 

 

 

 

Concession

and autorization

 

 

 

 

contracts

rights

Softwares

Others

 

Balance as of January 1, 2012

1,658,564

24,098

31,468

2,814

1,716,944

Additions

386,420

-

7,309

7,537

401,266

Transfer to accounts receivable related to the concession

(83,413)

-

-

-

(83,413)

Amortization of quotas - concession and autorization

(224,279)

(755)

(3,724)

-

(228,758)

Write off

(8,257)

-

(65)

-

(8,322)

Others

(8,565)

-

-

-

(8,565)

Balance as of December 31, 2012

1,720,470

23,343

34,988

10,351

1,789,152

Additions

232,461

275,719

3,032

2,265

513,477

Transfer to accounts receivable related to the concession

-

-

2,589

-

2,589

Amortization of quotas - concession and autorization

(241,479)

(755)

(7,124)

-

(249,358)

Write off

(15,021)

-

(2,688)

(295)

(18,004)

Others

-

-

-

(2,495)

(2,495)

Balance as of December 31, 2013

1,696,431

298,307

30,797

9,826

2,035,361

 

18.1    Copel Geração e Transmissão

Intangible assets related to the use of public property (UBP) under an onerous concession. These intangible assets are amortized over the term of the concession contract.

18.2    Copel Distribuição

The intangible asset for the concession represents the right to exploit the construction services and the supply of energy services and will be recovered through consumption and consequent billing to customers.

ANEEL establishes, by Ruling no. 474/2012, the estimated economic useful life of each asset that makes up the energy distribution infrastructure, for purposes of tariff setting and also of assessment of the amount of compensation to be paid for revertible assets at the end of the concession's term. This estimate is reasonable and adequate for accounting and regulatory purposes and represents the best estimate of the assets’ economic useful lives accepted by the industry.

The amortization of intangible assets reflects the pattern of estimated accrual of the corresponding economic benefits by Copel Distribuição, with expectation of amortization during to the term of the concession.

The residual amount of each asset remaining over the term of the concession is allocated as accounts receivables related to the concession (Note 9).

F-56

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

18.3    Copel Distribuição - Special liabilities

Special liabilities comprise customers’ contributions, Federal Government budget grants, federal, state, and municipal funds, and special credits assigned to the investments in facilities related to a concession.

Special obligations are not onerous liabilities and are not the shareholder’s credits.

The scheduled date for settlement of these liabilities was the concession expiration date. ANEEL, by means of Regulatory Resolution no. 234/2006, as amended by Resolution no. 338/2008, established the guidelines, the applicable methodologies, and the initial procedures for the conduction of the second cycle of the periodic tariff review involving the Brazilian power distribution utilities, changing the characteristics of these liabilities. Both the outstanding balance and new additions have been amortized as of July 1, 2008, pursuant to ANEEL Ruling no. 3,073/06 and Circular Letter no. 1,314/07. Amortization is calculated based on the same average rate of distribution activity assets.

According to the regulations of ANEEL, special obligations should be recorded in the statement of financial position as an offset to the total intangible and financial assets.  The balance of special obligations reported in intangible assets will be amortized over the concession period.

18.4    Compagas 

These intangible assets are related to the construction of infrastructure and the acquisition of the necessary assets for the operation of gas distribution services and the right to collect from customers for gas supply. The construction of infrastructure and the acquisition of assets are deemed service rendering by the granting authority.

Amortization of intangible assets reflects the current expectation for the future economic benefits of the asset to be consumed by Compagas, with expected average amortization of 7.1% p.y., limited to the concession period, for gas pipelines built until December 31, 2008 and 10% p.y. for other assets.

At the end of the concession, the assets related to gas distribution service, after 2014, shall revert to the granting authority, and Compagas shall be reimbursed for the investments made based on their amortized replacement value, assessed through an independent auditing company, based on the values to be determined then.

18.5    Elejor 

Concession Contract

Intangible assets related to the use of public property (UBP) under an onerous concession. These intangible assets have been amortized over the term of the concession contract, and the corresponding liability has been amortized by payments (Note 26).

F-57

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

Concession Rights

The acquisition of the Elejor shares held by Triunfo Participações S.A., on December 18, 2003, resulted in total concession intangible asset of R$ 22,626. The straight line method of amortization of the concession intangible asset was economically determined by the expected income from the commercial operation of the concession, which expires in 2036, and its effect on the statements of income as of December 31, 2013 was R$ 755 (R$ 755 in 2012).

 

18.6    Concession rights - Cutia

The acquisition resulted in concession rights amounting to R$ 5,809, which will be amortized over the concession period, from the start of commercial operation of the project, scheduled for January 1, 2015 for resolutions by ANEEL. The concession period of wind farms is 30 years from the date of publication of authorizing resolutions in the Official Gazette, which occurred on January 05, 2012.

18.7    Recoverable value of intangible asset (definite useful life)

Although there is no indication of impairment, the Company has assessed the recoverable value of its intangible assets based on the present value of the corresponding estimated future cash flows.

The values assigned to the assumptions represent Company management’s evaluation of the energy industry’s future trends and are based both on external sources of information and on historical data.

Cash flows have been estimated based on the Company’s operating results and projections until the end of the concession, under the following main assumptions:

·         Organic growth compatible with historical data and the Brazilian economy's growth prospects; and

·         The average discount rate obtained through a methodology commonly employed on the market, taking into account the weighted average cost of capital (WACC), as discussed in Note 17.7.

The recoverable value of these assets exceeds their book value, so there are no impairment losses to be recognized.

 

F-58

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

19  Payroll, Social Charges and Accruals

     

 

 

Restated

 

12.31.2013

12.31.2012

Social security liabilities

 

 

Taxes and social contribution

39,115

61,312

Social security charges on paid vacation and 13th salary

30,008

34,160

 

69,123

95,472

Labor liabilities

 

 

Payroll, net

2,524

3,015

Vacation

84,071

96,746

Profit sharing for the year

80,048

29,940

Voluntary redundancy

3,871

158,781

Assignments to third parties

48

54

 

170,562

288,536

 

239,685

384,008

     

 

20  Suppliers  

     

 

 

Restated

 

12.31.2013

12.31.2012

Energy supplies

581,968

517,982

Materials and supplies

373,195

471,526

Charges for use of grid system

72,151

82,195

Natural gas for resale

51,502

43,681

Natural gas and supplies for the gas business - renegotiation Petrobras

63,544

117,306

 

1,142,360

1,232,690

Current

1,092,239

1,131,782

Noncurrent

50,121

100,908

     

F-59

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

20.1    Main Power purchase agreements

The power purchase agreements signed in the regulated power trading environment, shown at original value and adjusted annually according to the IPCA inflation index:

         

.

Supply

Energy purchased

Auction

Average purchase

 

period

(annual average MW)

date

price (R$/MWh)

Auction of power from existing facilities

 

 

 

 

1st Auction - Product 2006

2006 to 2013

812.41

12.07.2004

67.33

1st Auction - Product 2007

2007 to 2014

37.45

12.07.2004

75.46

2nd Auction - Product 2008

2008 to 2015

51.91

04.02.2005

83.13

4th Auction - Product 2009

2009 to 2016

44.76

10.11.2005

94.91

5th Auction - Product 2007

2007 to 2014

54.37

12.14.2006

104.74

8th Auction- Product 2010 Q5

2010 to 2014

0.010

11.30.2009

99.14

8th Auction- Product 2010 D5

2010 to 2014

0.012

11.30.2009

80.00

10th Auction- Product 2012 Q3

2012 to 2014

15.59

11.30.2011

79.99

 

 

1,016.51

 

 

Auction of power from new facilities

 

 

 

 

1st Auction- Product 2008 Hydro

2008 to 2037

3.61

12.16.2005

106.95

1st Auction- Product 2008 Therm

2008 to 2022

25.25

12.16.2005

132.26

1st Auction- Product 2009 Hydro

2009 to 2038

3.54

12.16.2005

114.28

1st Auction- Product 2009 Therm

2009 to 2023

42.37

12.16.2005

129.26

1st Auction- Product 2010 Hydro

2010 to 2039

72.41

12.16.2005

115.04

1st Auction- Product 2010 Therm

2010 to 2024

67.10

12.16.2005

121.81

3th Auction- Product 2011 Hydro

2011 to 2040

57.66

10.10.2006

120.86

3th Auction- Product 2011 Therm

2011 to 2025

54.22

10.10.2006

137.44

4th Auction- Product 2010 Therm

2010 to 2024

15.44

07.26.2007

134.67

5th Auction- Product 2012 Hydro

2012 to 2041

53.24

10.16.2007

129.14

5th Auction- Product 2012 Therm

2012 to 2026

115.38

10.16.2007

128.37

6th Auction- Product 2011 Therm

2011 to 2025

11.99

09.17.2008

128.42

7th Auction- Product 2013 Hydro

2013 to 2042

-

09.30.2008

98.98

7th Auction- Product 2013 Therm

2013 to 2027

139.67

09.30.2008

145.23

8th Auction- Product 2012 Hydro

2012 to 2041

0.01

08.27.2009

144.00

8th Auction- Product 2012 Therm

2012 to 2026

0.14

08.27.2009

144.60

 

 

662.03

 

 

Structuring projects auction

 

 

 

 

Santo Antonio

2012 to 2041

52.55

12.10.2007

78.87

Jirau

2013 to 2042

54.94

05.19.2008

71.37

 

 

107.49

 

 

 

F-60

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

21  Loans and Financing

             

 

 

 

 

Current liabilities

 

Noncurrent liabilities

 

Principal

Charges

12.31.2013

12.31.2012

12.31.2013

12.31.2012

Foreign currency

 

 

 

 

 

 

STN (21.1)

1,568

586

2,154

3,311

62,661

56,029

Eletrobras

7

-

7

6

-

5

 

1,575

586

2,161

3,317

62,661

56,034

Local currency

 

 

 

 

 

 

Banco do Brasil (21.2)

644,182

71,885

716,067

168,624

886,893

1,373,235

Eletrobras (21.3)

49,322

7

49,329

54,204

130,427

178,841

Finep (21.4)

6,869

66

6,935

2,014

33,622

27,511

BNDES (21.5)

19,289

1,487

20,776

18,156

1,104,333

196,699

Banco do Brasil

 

 

 

 

 

 

Transfer BNDES (21.6)

11,369

469

11,838

14,975

148,742

157,268

Promissory Notes (21.7)

150,000

-

150,000

-

-

-

 

881,031

73,914

954,945

257,973

2,304,017

1,933,554

 

882,606

74,500

957,106

261,290

2,366,678

1,989,588

             

 

21.1    Department of the National Treasury - STN

               

 

Number of

Final

 

Annual rate p.y.

 

 

 

Type of bonus

installment

maturity

Amortization

(interest + commission)

Principal

12.31.2013

12.31.2012

Capitalization Bond

21

04.10.2014

Semi Annual

8.0% + 0.20%

12,225

1,595

4,180

Par Bond

1

04.11.2024

Single installment

6.0% + 0.20%

17,315

37,385

22,548

Discount Bond

1

04.11.2024

Single installment

Libor Semi Annual+0.8125%+0.20%

12,082

25,835

32,612

 

 

 

 

 

 

64,815

59,340

 

 

 

 

 

Current

2,154

3,311

 

 

 

 

 

Noncurrent

62,661

56,029

Company: Copel 

             

Issue Date: 05.20.1998

       
               

Collateral:

             

Company’s centralized revenues account. For the Discount and Par Bonds, there are collateral deposits of R$ 18,700 and R$ 26,671 as of December 31, 2013 (R$ 17,820 and R$ 25,426 as of December 31, 2012), respectively (Note 6.1).

               
               

Note:

             

The restructuring of medium and long-term debt in connection with the financing received under Law nº 4,131/62.

               

F-61

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

21.2    Banco do Brasil S.A.

               

 

Issue

Number of

Final

Annual rate p.y.

 

 

 

Contracts

Date

installment

maturity

(interest + commission)

Principal

12.31.2013

12.31.2012

Law 8,727/93 (a)

03.30.1994

240

03.01.2014

TJLP and IGP-M + 5.098%

28,178

66

298

21/02155-4 (b)

09.10.2010

3

08.15.2015

98.5% of average rate of CDI

350,000

311,286

430,932

21/02248-8 (c)

06.22.2011

1

06.01.2015

99.5% of average rate of CDI

150,000

184,735

170,142

CCB 21/11062X (d)

08.26.2013

3

07.27.2018

106.0% of average rate of CDI

151,000

152,135

-

NC 330600129 (e)

01.31.2007

1

01.31.2014

106.5% of average rate of CDI

29,000

30,156

29,911

NC 330600132 (f)

02.28.2007

1

02.28.2014

106.2% of average rate of CDI

231,000

238,591

236,729

NC 330600151 (g)

07.31.2007

1

07.31.2014

106.5% of average rate of CDI

18,000

18,718

18,565

NC 330600156 (h)

08.28.2007

1

08.28.2014

106.5% of average rate of CDI

14,348

14,821

14,705

NC 330600157 (i)

08.31.2007

1

08.31.2014

106.5% of average rate of CDI

37,252

38,439

38,143

NC 330600609 (j)

08.19.2011

3

07.21.2016

109.41% of average rate of CDI

600,000

614,013

602,434

 

 

 

 

 

 

1,602,960

1,541,859

 

       

Current

716,067

168,624

 

 

 

 

 

Noncurrent

886,893

1,373,235

Company:

             

Copel Distribuição: (a) (b) (c) (d)

Parent Company: (e) (f) (g) (h) (i) (j)

               

Annual installment

Along with the interest in proportion to the installments, the first amount of R$ 116,666, maturing on 08.25.2013 and others of R$ 116,667, maturing on 07.11.2014 and 08.15.2015: (b)

Together with the data is the interest accrued on the installments, in the amount of R$ 50,333, falling due on July 27, 2016, July 27, 2017 and July 27, 2018: (d)

The first amount of R$ 200,000, maturing on 07.21.2014 and other on 07.21.2015 and 07.21.2016: (i)

               

Destination:

Private Credit Assignment Agreement with the Federal Government: (a)

Working capital: (b) (c) (d)

Only purpose of paying the debts: (e) (f) (g) (h) (i) (j)

               

Collateral:

             

Copel’s accounts receivable: (a)

     

Pledge until 360 days: (b) (c)

     

Assignment of receivables: (d)

     

F-62

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

21.3    Eletrobras - Centrais Elétricas Brasileiras S.A.

               

 

Issue

Number of

Final

Annual rate p.y.

 

 

 

Contracts

Date

installment

maturity

(interest + commission)

Principal

12.31.2013

12.31.2012

1293/94 (a)

09.23.1994

180

06.30.2016

5.5% to 6.5% + 2.0%

307,713

83,362

119,038

980/95 (b)

12.22.1994

80

11.15.2018

8.0%

11

12

16

981/95 (c)

12.22.1994

80

08.15.2019

8.0%

1,169

376

441

982/95 (d)

12.22.1994

80

02.15.2020

8.0%

1,283

142

166

983/95 (e)

12.22.1994

80

11.15.2020

8.0%

11

179

205

984/95 (f)

12.22.1994

80

11.15.2020

8.0%

14

77

87

985/95 (g)

12.22.1994

80

08.15.2021

8.0%

61

47

53

002/04 (h)

06.07.2004

120

07.30.2016

8.0%

30,240

2,846

4,059

142/06 (i)

05.11.2006

120

09.30.2018

5.0% + 1.0%

74,340

17,286

21,333

206/07 (j)

03.03.2008

120

08.30.2020

5.0% + 1.0%

109,642

59,357

69,351

273/09 (k)

02.18.2010

120

12.30.2022

5.0% + 1.0%

63,944

14,798

16,525

2540/06 (l)

05.12.2009

60

10.30.2016

5.0% + 1.5%

2,844

1,274

1,771

 

 

 

 

 

 

179,756

233,045

 

       

Current

49,329

54,204

 

 

 

 

 

Noncurrent

130,427

178,841

Company:

             

Copel Geração e Transmissão: (a)

Copel Distribuição: (b) (c) (d) (e) (f) (g) (h) (i) (j) (k) (l)

               

Destination:

             

Financial cover up to 29.14% of the total project of HPP Governador José Richa Implementation and transmission system: (a)

National Program for Watering - Proni: (b) (c) (d) (e) (f) (g)

Rural Electricity Program - Luz para Todos: (h) (i) (j) (k)

National Program for Efficient Public Lighting - ReLuz: cover 75% of the total cost of the Project for the City of Ponta Grossa:(l)

               

Collateral:

             

The guarantee is represented by the income, supported by power of attorney granted by a public instrument, and the issue of promissory notes equal to the number of installments falling due.

               

Note:

             

Final Grace Period: 12.30.2012 (k)

               

F-63

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

21.4    Finep 

               

 

Issue

Number of

Final

Annual rate p.y.

 

 

 

Contracts

Date

installment

maturity

(interest + commission)

Principal

12.31.2013

12.31.2012

2070791-00 (a)

11.28.2007

49

12.15.2014

0.37% above TJLP

5,078

1,147

2,295

2070790-00 (b)

11.28.2007

49

12.15.2014

0.13% above TJLP

3,535

547

1,618

21120105-00 (c)

05.17.2012

81

10.15.2020

4.0%

35,095

21,223

15,526

21120105-00 (c)

05.17.2012

81

10.15.2020

3.5% + TR

17,103

17,640

10,086

 

 

 

 

 

 

40,557

29,525

 

       

Current

6,935

2,014

 

 

 

 

 

Noncurrent

33,622

27,511

Company:

             

Copel Geração e Transmissão: (a) (b)

Copel Telecomunicações: (c)

               

Destination:

             

Research and Development Project GER 2007: (a)

Research and Development Project TRA 2007: (b)

BEL project - ultra wide band intranet service (Ultra Wide Band - UWB): (c)

               

Collateral:

             

Withhold the amounts from the checking account in which revenues are deposited: (a) (b) (c)

               

Note:

             

R$ 414 were returned for not having been executed in the project. (b)

               

In replacement to the contract 2100567-00, signed on November 29, 2010. Credit of R$ 52,198 to be offered in six parcels.

In contrast, the financed commits to participate in the costs of preparation with the minimum value of R$ 8,324.

Were released three parcels, totaling R$ 38,471 of this amount, R$ 12,664 was released in 2013.

The maturity of the 1st installment is February 15, 2014. (c)

               

F-64

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

21.5    BNDES 

                 

 

Issue

Number of

Maturity

Annual rate p.y.

 

 

 

Contracts

Date

installment

initial

final

(interest + commission)

Principal

12.31.2013

12.31.2012

820989.1 (a)

03.17.2009

179

02.15.2012

01.15.2028

1.63% above TJLP

169,500

160,572

172,137

1120952.1-A (b)

12.16.2011

168

05.15.2012

04.15.2026

1.82% above TJLP

42,433

37,484

39,568

1120952.1-B (c)

12.16.2011

168

05.15.2012

04.15.2026

1.42% above TJLP

2,290

2,022

3,150

1220768.1 (d)

09.28.2012

192

08.15.2013

07.15.2029

1.36% above TJLP

73,122

67,259

-

13211061 (e)

12.04.2013

192

11.15.2015

10.15.2031

1.49% above TJLP

1,041,155

840,106

-

13210331 (f)

12.03.2013

168

09.15.2014

08.15.2028

1.49% and 1.89% above TJLP

17,644

17,666

-

 

 

 

 

 

 

 

1,125,109

214,855

 

         

Current

20,776

18,156

 

 

 

 

 

 

Noncurrent

1,104,333

196,699

Company:

               

Copel Geração e Transmissão

                 

Financial charges:

It will be paid monthly after the first payment of the principal amount.

                 

Destination:

               

Construction of the Mauá Hydroelectric Power Plant and its transmission system: (a)

Implementation of transmission line between substations Foz do Iguaçu and Cascavel Oeste: (b)

Purchase of machinery and equipment: (c)

Implementation of Cavernoso II SHP: (d)

Implementation of HPP Colíder and associated transmission system: (e)

Implementation of the 230/138kV Cerquilho III Substation: (f)

                 

Collateral:

               

All the revenues from the sale of energy under Agreements for Energy Trade on the Regulated Power Market (“Contracts for the Sale of Energy in the Regulated Environment” or CCEARs) in connection with this project (a) and (d)

                 

Copel Geração e Transmissão has undertaken to assign to the BNDES the rights it holds under Concession Arrangement 027/2009-ANEEL, and to submit as a guarantee to the BNDES the credit rights deriving from the provision of energy transmission services stipulated in the Concession Arrangement (Transmission Services Agreement 09/2010), by Copel Geração e Transmissão and the National Electric System Operator (Operador Nacional do Sistema Elétrico or ONS), the transmission concession operators and the users of the transmission system, including the entire revenue deriving from the transmission services provided: (b) and (c)

                 

Statutory assignment of the rights under Concession Agreement 01/2011MME-HPP Colíder and statutory assignment under the electricity purchase and sale agreement (CCVEE) between Copel and Sadia S.A.: (e)

                 

Statutory assignment of the rights under Public Electricity Transmission Service Concession Agreement 015/2010-ANEEL, between Copel and the federal government: (f)

                 

F-65

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

21.6    Banco do Brasil - Distribution of Funds from BNDES

                 

 

Issue

Number of

Maturity

Annual rate p.y.

 

 

 

Contracts

Date

installment

initial

final

(interest + commission)

Principal

12.31.2013

12.31.2012

21/02000-0

04.16.2009

179

02.15.2012

01.15.2028

2.13% above TJLP

169,500

160,580

172,243

 

 

 

 

 

 

 

160,580

172,243

 

         

Current

11,838

14,975

 

 

 

 

 

 

Noncurrent

148,742

157,268

Company:

               

Copel Geração e Transmissão

                 

Financial charges:

             

It will be paid quarterly during the grace period and monthly after the first payment of the principal amount

                 

Destination:

             

Construction of the Mauá Hydroelectric Power Plant and its transmission system, in consortium with Eletrosul

                 

Collateral:

               

All the revenues from the sale of energy under Agreements for Energy Trade on the Regulated Power Market (“Contracts for the Sale of Energy in the Regulated Environment” or CCEARs) in connection with this project

                 

 

21.7    Promissory notes – Wind Power

           

 

Issue

Single

Annual rate p.y.

 

 

Company

Date

Maturity

(interest + commission)

Principal

12.31.2013

Nova Asa Branca I (a)

12.26.2013

06.24.2014

100% of average rate of CDI + 0.90%

22,000

22,000

Nova Asa Branca II (a)

12.26.2013

06.24.2014

100% of average rate of CDI + 0.90%

22,000

22,000

Nova Asa Branca III (a)

12.26.2013

06.24.2014

100% of average rate of CDI + 0.90%

22,000

22,000

Nova Eurus IV (a)

12.26.2013

06.24.2014

100% of average rate of CDI + 0.90%

22,000

22,000

Santa Maria (b)

12.26.2013

06.24.2014

100% of average rate of CDI + 0.90%

25,000

25,000

Santa Helena (c)

12.26.2013

06.24.2014

100% of average rate of CDI + 0.90%

24,000

24,000

Ventos de Santo Uriel (d)

12.26.2013

06.24.2014

100% of average rate of CDI + 0.90%

13,000

13,000

 

 

 

 

 

150,000

Features:

         

Promissory notes issued as follows: 4 notes issued with unit values of R$ 5,500 (a); 5 notes issued with unit values of R$ 5,000 (b) 6 notes issued with unit values of R$ 4,000 (c), and 13 notes issued with unit values from R$ 1,000 (d)

           

Financial Charges:

         

Interest paid in full at maturity.

           

Destination:

         

Guarantee funds for the investment program with the construction of wind power plants.

           

Warranty:

         

Fidejussory

         
           

Guarantor:

         

Copel

         
           

Fiduciary agent:

         

C&D Distribuidora de Títulos e Valores Mobilíarios S.A

           

F-66

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

21.8    Breakdown of loans and financing by currency and index

           

 

Index and change in foreign currencies

 

 

 

 

 

accumulated in the period (%)

12.31.2013

%

12.31.2012

%

Foreign currency

 

 

 

 

 

U.S. Dolar

14.64

64,822

1.95

59,351

2.64

 

 

64,822

1.95

59,351

2.64

Local currency

 

 

 

 

 

TJLP

5.00

1,308,607

39.37

387,111

17.20

IGP-M

5.51

65

-

284

0.01

Ufir

0.00

96,394

2.90

114,006

5.06

Finel

1.07

83,361

2.51

119,040

5.29

CDI

41.59

1,752,895

52.74

1,541,561

68.49

TR

0.19

-

-

13,998

0.62

Without indexer

-

17,640

0.53

15,527

0.69

 

 

3,258,962

98.05

2,191,527

97.36

 

 

3,323,784

100.00

2,250,878

100.00

 

Current

957,106

 

261,290

 

 

Noncurrent

2,366,678

 

1,989,588

 

           

 

21.9    Maturity of noncurrent installments

 

 

 

 

 

 

 

 

12.31.2013

Foreign currency

Local currency

Total

2015

-

632,865

632,865

2016

-

369,456

369,456

2017

-

154,749

154,749

2018

-

153,839

153,839

2019

-

100,379

100,379

After 2020

62,661

892,729

955,390

 

62,661

2,304,017

2,366,678

       

F-67

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

21.10   Changes in loans and financing

           

 

 

Foreign currency

 

Local currency

 

 

Current

Noncurrent

Current

Noncurrent

Total

Balance as of January 1, 2012

4,490

53,955

111,997

2,004,030

2,174,472

Funding

-

-

-

81,723

81,723

Charges

2,738

-

133,106

48,507

184,351

Monetary and exchange variations

163

4,712

174

1,460

6,509

Transfers

2,633

(2,633)

202,166

(202,166)

-

Amortization - principal

(2,302)

-

(35,566)

-

(37,868)

Amortization - interest and variation

(4,405)

-

(153,904)

-

(158,309)

Balance as of December 31, 2012

3,317

56,034

257,973

1,933,554

2,250,878

Funding

-

-

150,000

1,089,126

1,239,126

Charges

2,732

-

143,636

38,210

184,578

Monetary and exchange variations

258

7,974

241

1,342

9,815

Transfers

1,347

(1,347)

758,215

(758,215)

-

Amortization - principal

(1,478)

-

(30,030)

-

(31,508)

Amortization - interest and variation

(4,015)

-

(325,090)

-

(329,105)

Balance as of December 31, 2013

2,161

62,661

954,945

2,304,017

3,323,784

           

 

21.11   Contracts with clauses for anticipated maturity

The Company and its subsidiaries contracted loans which include clauses requiring that they maintain certain economic-financial indices within previously established parameters, as well as other conditions that have to be observed, such as: no alterations to the investment interest of the Company in the capital of subsidiaries that represents a change in control, without prior notice; specifically for Copel Geração e Transmissão, no dividend distributions or payments for interest on own capital to be made, for which the amount, individually or together, exceeds the minimum compulsory amount, without prior and express authorization. Non compliance with these terms could result in the anticipated maturity of the debts and/or fines.

At December 31, 2013 all of the terms were analyzed, and it was identified that all contractual covenants had been complied with.

F-68

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

22  Debentures 

       

 

       

 

Issue

Number of

Maturity

Annual rate p.y.

 

 

 

Debentures

Date

installment

initial

final

(interest)

Principal

12.31.2013

12.31.2012

1st issue (a)

10.30.2012

2

10.30.2016

10.30.2017

DI + Spread 0.99% p.y.

1,000,000

1,015,389

1,010,677

2nd issue (b)

09.26.2013

60

10.26.2013

09.26.2018

DI + Spread 1.00% p.y.

203,000

192,556

-

 

 

 

 

 

 

 

1,207,945

1,010,677

 

         

Current

57,462

12,719

 

 

 

 

 

 

Noncurrent

1,150,483

997,958

Company:

               

Copel Distribuição: (a)

             

Elejor: (b)

               
                 

Characteristics:

             

Simple debentures, single series, unconvertible, unsecured debenture, was approved for public offering under restricted placement efforts, in the minimum amount of R$ 1,000,000 (a) and R$ 203,000 (b) 100,000 (a) and 20,300 (b) notes were issued with a unit value of R$ 10.

The debentures' unit values will not be adjusted for inflation.

                 

Finance charges:

Interest paid half-yearly in April and October: (a)

Interest paid monthly: (b)

                 

Allocation:

               

Working capital or used to make investments in the issuer: (a)

Full settlement of the loan agreement with Copel: (b)

                 

Collaterals:

               

Personal guarantee (a) and (b)

                 

Guarantor:

               

Copel: (a)

               

Copel, at the ratio of 70% and Paineira Participações S.A., at the ratio of 30%: (b)

                 

Trustee:

               

C&D Distribuidora de Títulos e Valores Mobilíarios S.A. (a) (b)

                 

 

22.1    Change in debentures

       

 

Current

Noncurrent

Total

Balance as of January 1, 2012

-

-

-

Funding

-

1,000,000

1,000,000

Charges

14,858

(2,042)

12,816

Amortization - interest and variation

(2,139)

-

(2,139)

Balance as of December 31, 2012

12,719

997,958

1,010,677

Funding

40,600

162,400

203,000

Charges

89,282

5,259

94,541

Transfers

15,134

(15,134)

-

Amortization - principal

(10,152)

-

(10,152)

Amortization - interest and variation

(90,121)

-

(90,121)

Balance as of December 31, 2013

57,462

1,150,483

1,207,945

       

F-69

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

22.2    Contracts with clauses for anticipated maturity

Copel Distribuição and Elejor issued debentures that contain covenants that require the maintenance of certain economic and financial indices within previously established parameters with enforceability of compliance with annual and other conditions to be observed, such as changing the shareholding of the Company in the share capital representing a change of control without the prior consent of the Debenture Holders; not making without prior written consent of the Debenture holders, payments of dividends or payments of interest on equity, if they are in arrears regarding compliance with any of their financial obligations or they do not meet the established financial indices. Failure to comply with these conditions may allow early call of the debentures.

At December 31, 2013 all of the terms were analyzed, and it was identified that all contractual covenants had been complied with.

 

23  Post-Employment Benefits

The Company and its subsidiaries sponsor retirement and pension plans (Pension Plans I, II, and III) and a medical and dental care plan (Healthcare Plan) to both current and retired employees and their dependents.

Due to the unification of the regulations for Plans I and II in the final quarter of 2013, the plan was given a new name and is now known as the Unified Plan.

23.1    Benefit Pension Plan

The unified pension plan is a Defined Benefit Plan - BD in which the income is predetermined, according to each individual's salary, and pension plan III is a Defined Contribution Plan - CD.

The costs assumed by the sponsors for these plans are recognized according to the actuarial evaluation prepared annually by independent actuaries in accordance with the rules established by the Technical Pronouncement IAS 19 (R1) and IFRIC 14. The economic and financial assumptions for purposes of the actuarial evaluation are discussed with the independent actuaries and approved by the sponsors’ management.

23.2    Healthcare Plan

The Company and its subsidiaries allocate resources for the coverage of health-care expenses incurred by their employees and their dependents, within rules, limits, and conditions set in specific regulations. Coverage includes periodic medical exams and is extended to all retirees and pensioners for life.

F-70

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

23.3    Statement of financial position and statement of income

Amounts recognized in the statement of financial position, under Post-Employment Benefits, are summarized below:

     

Consolidado

 

Restated

 

12.31.2013

12.31.2012

Pension plan

5

989

Healthcare plan

967,227

700,060

 

967,232

701,049

Current

29,983

25,819

Noncurrent

937,249

675,230

 

The Company reviewed its actuarial position established in the last fiscal year on December 31, 2012, which is mainly due to the increase in interest rates and the variation on the actual costs. Therefore, financial assumptions were reviewed together with the Company's independent actuary, considering a new discount rate on December 31, 2013 according to the latest auctions of federal government bonds. The plans' net assets were also reviewed and revalued at their fair values.

The amounts recognized in the statement of income are shown below:

       

 

12.31.2013

12.31.2012

12.31.2011

Pension plan (CD)

51,857

46,345

45,187

Pension plan (CD) - management

988

751

455

Healthcare plan - post employment

76,815

94,456

71,620

Healthcare plan

46,435

41,269

33,542

Healthcare plan - management

101

57

41

 

176,196

182,878

150,845

       

 

F-71

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Changes in the post-employment benefits

       

 

Current

Noncurrent

 

 

liabilities

liabilities

Total

Balance as of January 1, 2012 - Restated

36,037

419,253

455,290

Appropriation of actuarial calculation

-

94,610

94,610

Pension and healthcare contributions

101,477

-

101,477

Adjustment related to actuarial losses

-

186,392

186,392

Transfers

25,025

(25,025)

-

Amortizations

(136,720)

-

(136,720)

Balance as of December 31, 2012 - Restated

25,819

675,230

701,049

Appropriation of actuarial calculation

-

76,524

76,524

Pension and healthcare contributions

119,149

-

119,149

Adjustment related to actuarial losses

-

216,967

216,967

Transfers

31,472

(31,472)

-

Amortizations

(146,457)

-

(146,457)

Balance as of December 31, 2013

29,983

937,249

967,232

       

 

 

23.4    Actuarial valuation

23.4.1     Actuarial assumptions

The actuarial assumptions used to determine the amounts of liabilities and costs for 2013 and 2012 are shown below:

         

 

 

2013

 

2012

 

Actual

Nominal

Actual

Nominal

Economic

 

 

 

 

Inflation p.y.

-

5.93%

-

5.35%

Discount rate expected return on plan assets rate p.y.

 

 

 

 

Pension plan

6.08%

12.37%

3.30%

8.83%

Healthcare plan

6.20%

12.50%

3.84%

9.40%

Compensation increase p.y.

2.00%

8.05%

2.00%

7.46%

Demographic

 

 

 

 

Mortality table

 

AT - 2000

 

AT - 2000

Disabled mortality table

 

AT - 83

 

AT - 83

Disability table

 

Light M

 

Light M

         

 

23.4.2     Number of participants and beneficiaries

         

 

Pension plan

Healthcare plan

 

12.31.2013

12.31.2012

12.31.2013

12.31.2012

Number of active participants

9,325

9,637

8,824

9,297

Number of inactive participants

7,211

6,734

6,233

5,417

Number of dependent

-

-

24,307

23,949

Total

16,536

16,371

39,364

38,663

         

F-72

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

23.4.3     Life expectancy from the average age – Annuity Table AT-2000 (in years)

     

 

Plan BD

Plan CD

December 31, 2013

 

 

Retired Participants

17.72

26.67

Pensioner Participants

18.48

30.12

December 31, 2012

 

 

Retired Participants

18.00

25.30

Pensioner Participants

21.30

33.80

 

 

 

     

 

 The average age of inactive participants of the healthcare and pension plans of the Company is 64.0 years.

 

23.4.4     Actuarial valuation

Based on the review of the assumptions, the values of the pension plan as of December 31, 2013 amounted to a plan surplus of R$ 362,035, while the position at December 31, 2012 was R$ 578,288, as summarized below:

         

Benefit plan

Pension
plan

Healthcare plan

12.31.2013

Restated

12.31.2012

Defined benefit obligation

3,941,108

1,092,697

5,033,805

5,412,342

Fair value of plan's assets

(4,303,143)

(125,470)

(4,428,613)

(5,290,570)

Plan coverage status

(362,035)

967,227

605,192

121,772

Not recognized asset

362,035

-

362,035

578,288

 

-

967,227

967,227

700,060

         

 

The Company made an adjustment to its assistance liabilities through the actuarial report issued on September 30, 2013, when it recorded R$ 155,314 in other comprehensive income corresponding to the actuarial loss determined by that date. On December 31, 2013 it was recorded an additional amount of R$ 61,653 corresponding to the actuarial loss determined by the actuarial report issued on December 31, 2013.

F-73

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

23.4.5     Changes in actuarial liabilities

 

Pension plan

Healthcare plan

Present value of liability actuarial net as of January 1, 2011

3,454,626

548,924

Service cost

22,616

6,507

Interest cost

383,499

62,314

Benefits paid

(243,185)

(100,235)

Actuarial (profits) / losses

190,294

46,313

Present value of liability actuarial net as of December 31, 2011

3,807,850

563,823

Service cost

330

2,341

Interest cost

342,636

83,074

Benefits paid

(264,676)

(13,278)

Benefits granted

244

-

Actuarial (profits) / losses

677,202

212,796

Present value of liability actuarial net as of December 31, 2012

4,563,586

848,756

Service cost

1,115

11,852

Interest cost

359,412

62,241

Benefits paid

(249,939)

(46,373)

Benefits granted

(244)

-

Actuarial (profits) / losses

(732,822)

216,221

Present value of liability actuarial net as of December 31, 2013

3,941,108

1,092,697

 

 

23.4.6     Changes in plan assets

 

Pension plan

Healthcare plan

Fair value of plan assets as of January 1, 2011

3,939,606

128,560

Expected return of plan assets

441,922

13,556

Contributions sponsor and employees

24,121

-

Benefits paid

(243,185)

(100,235)

Actuarial gains (losses)

(178,321)

78,909

Fair value of plan assets as of December 31, 2011

3,984,143

120,790

Expected return of plan assets

421,581

13,867

Contributions sponsor and employees

27,027

-

Benefits paid

(264,676)

(13,277)

Benefits granted

244

-

Actuarial gains (losses)

973,555

27,316

Fair value of plan assets as of December 31, 2012

5,141,874

148,696

Expected return of plan assets

438,761

-

Contributions sponsor and employees

2,077

-

Benefits paid

(249,939)

(46,373)

Benefits granted

(244)

-

Actuarial gains (losses)

(1,029,386)

23,147

Fair value of plan assets as of December 31, 2013

4,303,143

125,470

 

23.4.7     Estimated costs

The estimated net periodic plan costs (gains) for 2014, for each plan, are shown below:

       

 

Pension plan

Healthcare plan

2014

Cost of current service

999

8,055

9,054

Cost of estimated interest

405,498

110,900

516,398

Expected return on plan assets

(524,992)

(15,945)

(540,937)

Estimated contributions of employees

(399)

-

(399)

Costs (gains)

(118,894)

103,010

(15,884)

       

F-74

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

23.4.8     Sensitivity Analysis

The following tables feature a sensitivity analysis which shows the effect of a one percent increase or decrease in the assumed rates of variation of pension and healthcare costs on the aggregate service cost and interest cost components of the net periodic post-employment pension and healthcare costs and on the accumulated postemployment pension and healthcare benefit liabilities.

       

.

Projected scenario

 

Present

Increase 1%

Decrease 1%

Sensitivity of the rate of long-term interest

 

 

 

Impacts on the obligations of the pension

6.08%

-7.56%

10.13%

Impacts in thousands of reais - R$

 

(245,977)

329,550

Impacts on the obligations of health program

6.20%

-17.66%

12.28%

Impacts in thousands of reais - R$

 

(158,967)

110,499

Sensitivity of the to grow rate of medical costs

 

 

 

Impacts on the obligations of health program

1.00%

4.68%

-12.63%

Impact on cost of service the following year (R$)

 

58,552

(129,763)

Sensitivity of the service cost

 

 

 

Impacts on the obligations of the pension

1.00%

-0.40%

0.31%

Impacts in thousands of reais - R$

 

(15,589)

12,323

Impacts on the obligations of health program

1.00%

-1.33%

0.48%

Impacts in thousands of reais - R$

 

(14,497)

5,217

 

23.4.9     Employee benefits payable

The estimated benefits to be paid by the Company in the next five years and the total benefits for the following fiscal years are shown below:

       

 

Pension plan

Other benefits

Total

2014

421,686

96,050

517,736

2015

436,672

96,431

533,103

2016

449,775

96,928

546,703

2017

460,290

97,668

557,958

2018

949,227

198,411

1,147,638

2020 to 2050

9,888,916

2,603,665

12,492,581

       

F-75

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

23.4.10  Asset allocation and investment strategy

The asset allocation for the Company’s pension and healthcare plans at the end of 2013 and the allocation goal for 2014, by asset category, are shown below:

     

 

Goals for 2014

2013

Fixed income

84.2%

85.8%

Variable income

8.8%

10.3%

Loans

1.9%

1.5%

Real Estate

2.0%

1.7%

Structured investments

3.1%

0.7%

 

100.0%

100.0%

     

 

Below are the limits set by the Fund management:

         

 

Unified Plan (BD)

Plan III (CD)

 

goal (%)(*)

minimum (%)

goal (%)(*)

minimum (%)

Fixed income

93.0%

87.0%

67.2%

56.0%

Variable income

1.0%

0.0%

23.8%

10.0%

Loans

1.0%

0.0%

3.5%

2.0%

Real Estate

2.5%

1.0%

1.0%

0.0%

Structured investments

2.5%

0.0%

4.5%

0.0%

(*)     Goal based on the total investment for each plan.

       

Administration of Copel foundation decided to keep the conservatism related to variable income, in view of the legal limit allowed that is 70%.

 

On December 31, 2013 and 2012, the pension plan assets included the following securities issued by Copel:

       

 

 

 

Defined benefit pension plan

 

 

12.31.2013

12.31.2012

Shares

 

1,832

1,909

 

 

1,832

1,909

 

23.4.11  Additional information

Copel also sponsors a defined contribution plan for all its employees.

The contributions made in the years ended on December 31, 2013 and 2012 were R$ 70,240, and R$ 59,742, respectively.

F-76

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

24  Customer Charges Due

     

 

12.31.2013

12.31.2012

Global Reserval Reserve (RGR)

31,652

15,581

Energy Development Account (CDE)

6,342

23,719

Fuel Consumption Account (CCC)

-

17,198

 

37,994

56,498

 

25  Research and Development and Energy Efficiency

25.1    Balances recognized to invest in R&D (Research and Development) and EEP (Energy efficiency program)

           

.

Applied and

Balance

Balance

Balance as of

Balance as of

 

unfinished

to collect

to apply

12.31.2013

12.31.2012

Research and Development - R&D

 

 

 

 

 

FNDCT (a)

-

3,771

-

3,771

3,424

MME

-

1,887

-

1,887

1,712

R&D

29,179

-

142,749

171,928

142,384

 

29,179

5,658

142,749

177,586

147,520

Energy efficiency program - EEP

40,242

-

64,753

104,995

116,640

 

69,421

5,658

207,502

282,581

264,160

     

Current

127,860

159,599

 

 

 

Noncurrent

154,721

104,561

(a)     National Fund for Scientific and Technological Development

     

F-77

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

25.2    Changes in balances for R&D and EEP

               

 

FNDCT

MME

 

R&D

 

EEP

 

 

 

 

 

 

 

 

 

 

current

current

current

noncurrent

current

noncurrent

 

Balance as of January 1, 2012

3,017

1,510

34,910

86,027

117,478

8,622

251,564

Additions

19,296

9,648

842

18,454

-

26,079

74,319

Performance agreement

-

-

-

-

-

145

145

Selic interest rate

-

-

114

9,000

-

5,631

14,745

Transfers

-

-

11,420

(11,420)

37,977

(37,977)

-

Payments

(18,889)

(9,446)

-

-

-

-

(28,335)

Concluded projects

-

-

(6,963)

-

(41,315)

-

(48,278)

Balance as of December 31, 2012

3,424

1,712

40,323

102,061

114,140

2,500

264,160

Additions

21,692

10,847

869

20,825

-

25,109

79,342

Performance agreement

-

-

-

-

-

619

619

Selic interest rate

-

-

111

10,207

-

4,907

15,225

Transfers

-

-

8,121

(8,121)

3,386

(3,386)

-

Payments

(21,345)

(10,672)

-

-

-

-

(32,017)

Concluded projects

-

-

(2,468)

-

(42,280)

-

(44,748)

Balance as of December 31, 2013

3,771

1,887

46,956

124,972

75,246

29,749

282,581

 

F-78

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

26  Accounts Payable related to concession - Use of Public Property

These refer to concession charges for use of public property (UPP).

               

 

 

 

 

 

Current

 

Noncurrent

 

Grants

Signature

Final

12.31.2013

12.31.2012

12.31.2013

12.31.2012

HHP Mauá (a)

06.29.2007

07.03.2007

07.2042

913

884

12,612

12,083

HHP Colider (b)

12.29.2010

01.17.2011

01.2046

118

-

17,091

15,101

SHP Cavernoso (c)

07.11.2013

07.11.2013

07.2018

35

-

101

-

SHP Apucaraninha (d)

07.11.2013

07.11.2013

07.2018

247

-

702

-

SHP Chopim I (e)

07.11.2013

07.11.2013

07.2015

55

-

26

-

SHP Chaminé (f)

07.11.2013

07.11.2013

07.2018

427

-

1,214

-

Fundão – Santa Clara Hydroelectric

 

 

 

 

 

 

 

Energy Complex (g)

10.23.2001

10.25.2001

10.2036

49,686

47,593

388,547

371,896

 

 

 

 

51,481

48,477

420,293

399,080

Company:

             

Copel Geração e Transmissão: (a) (b) (c) (d) (e) (f)

Elejor: (g)

             
               

Discount rate applied to calculate present value:

Actual net discount rate, in line with the estimated long-term rate. It bears no relationship with the expected project return:

5.65% p.y. (a)

7.74% p.y. (b) (c) (d) (e) (f)

11.00% p.y. (g)

               

Payment to the federal government:

Monthly installments equivalent to 1/12 of the proposed annual payment of R$ 643 (51% of R$ 1,262), according to clause six of Concession Agreement number 001/07: (a)

               

Monthly installments equivalent to 1/12 of the proposed annual payment of R$ 1,256, as from the date the hydroelectric power plant starts operations, according to clause six of Concession Agreement number 001/11: (b)

               

Monthly installments equivalent to 1/12 of the proposed annual payment, according to clause fifth of Concession Agreement number 007/2013,for a period of five years, the values ​​of R$ 34: (c); R$ 240: (d), R$ 53: (e) and R$ 414: (f)

               

Monthly installments equivalent to 1/12 of the proposed annual payment of R$ 19,000, from the sixth to the thirty-fifth year of concession or while the hydroelectric resources are being explored, according to the bid approval document and clause six of Concession Agreement number 125/01: (g)

               

Annual adjustment of installments for inflation:

Variation IPCA: (a) (b) (c) (d) (e) (f)

Variation IGP-M: (g)

               

F-79

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

26.1    Nominal value and present value – use of public property

     

 

Nominal value

Present value

2013

52,392

51,481

2014

53,770

45,954

2015

53,738

41,467

2016

53,738

37,446

After 2016

1,022,841

295,426

 

1,236,479

471,774

     

 

26.2    Change in Accounts Payable related to concession - Use of Public Property

 

Current

Noncurrent

 

 

liabilities

liabilities

Total

Balance as of January 1, 2012

44,656

370,442

415,098

Aneel concession - use of public assets

-

1,886

1,886

Transfers from noncurrent to current liabilities

44,680

(44,680)

-

Payments

(44,411)

-

(44,411)

Monetary variation

3,552

71,432

74,984

Balance as of December 31, 2012

48,477

399,080

447,557

Aneel concession - use of public assets

749

4,338

5,087

Transfers from noncurrent to current liabilities

49,128

(49,128)

-

Payments

(48,966)

-

(48,966)

Monetary variation

2,093

66,003

68,096

Balance as of December 31, 2013

51,481

420,293

471,774

 

27  Other Accounts Payable

     

 

 

Restated

 

12.31.2013

12.31.2012

Financial compensation for use of water resources

22,952

11,786

Public lighting fee collected

21,489

17,852

Reimbursements to customer contributions

19,428

7,650

Customers

18,745

15,661

Pledges in guarantee

14,286

12,109

Consortium partners

3,003

2,063

Other liabilities

37,341

22,682

 

137,244

89,803

Current

137,011

89,803

Noncurrent

233

-

     

F-80

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

28  Provision for Contingencies

28.1    Lawsuits with Likelihood of Losses deemed as probable

The Company and its subsidiaries are party to several labor, tax and civil claims filed before different courts. Copel’s management, based on the opinion of its legal counsel, maintains a provision for contingencies in connection with lawsuits with probable chance of an unfavorable outcome.

 

Change in provision for contingencies

             

 

Balance as of

 

 

Construction

 

Balance as of

 

January 1, 2013

Additions

(-) Reversals

cost

Discharges

December 31, 2013

Tax (28.1.1)

 

 

 

 

 

 

Cofins (a)

243,131

-

-

-

-

243,131

Others taxes

51,445

14,096

(21,433)

-

-

44,108

 

294,576

14,096

(21,433)

-

-

287,239

Labor (28.1.2)

154,990

53,964

(1,577)

-

(11,323)

196,054

Employee benefits (28.1.3)

78,670

88,359

(45,563)

-

(26,657)

94,809

Civil (28.1.4)

 

 

 

 

 

 

Suppliers (a)

68,630

-

(3,855)

-

-

64,775

Civil and administrative law (b)

176,811

49,210

(21,621)

-

(6,562)

197,838

Easements

5,964

5,771

(953)

-

(143)

10,639

Condemnation and real estate (c)

317,472

35,063

-

943

(17)

353,461

Customers

7,477

3,024

(868)

-

-

9,633

 

576,354

93,068

(27,297)

943

(6,722)

636,346

Environmental claims (28.1.5)

193

35

(17)

-

-

211

Regulatory (28.1.6)

50,925

5,328

(4,785)

-

-

51,468

 

1,155,708

254,850

(100,672)

943

(44,702)

1,266,127

 
               

 

Balance as of

 

 

 

Additions to

 

Balance as of

 

January 1, 2012

 

 

Construction

fixed assets

 

December 31, 2012

 

Restated

Additions

(-) Reversals

cost

in progress

Discharges

Restated

Tax (28.1.1)

 

 

 

 

 

 

 

Cofins (a)

234,563

8,568

-

-

-

-

243,131

Others taxes

47,371

20,551

(9,180)

-

-

(7,297)

51,445

 

281,934

29,119

(9,180)

-

-

(7,297)

294,576

Labor (28.1.2)

128,505

47,859

(1,893)

-

-

(19,481)

154,990

Employee benefits (28.1.3)

58,089

33,945

(149)

-

-

(13,215)

78,670

Civil (28.1.4)

 

 

 

 

 

 

 

Suppliers (a)

88,003

2,179

(21,552)

-

-

-

68,630

Civil and administrative law (b)

112,059

92,975

(19,132)

-

-

(9,091)

176,811

Easements

4,839

1,315

(176)

-

-

(14)

5,964

Condemnation and real estate (c)

273,647

38,999

(93)

1,064

3,855

-

317,472

Customers

5,493

4,490

(2,506)

-

-

-

7,477

 

484,041

139,958

(43,459)

1,064

3,855

(9,105)

576,354

Environmental claims (28.1.5)

104

89

-

-

-

-

193

Regulatory (28.1.6)

48,147

2,976

(160)

-

-

(38)

50,925

 

1,000,820

253,946

(54,841)

1,064

3,855

(49,136)

1,155,708

F-81

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

 

28.1.1     Tax claims

a)     Contribution for the Financing of Social Security - COFINS

Lawsuit no. 10980.004398/2010-09 – Curitiba Federal Revenue Service Office

This is a tax administrative proceeding (assessment of deficiency) whereby the Brazilian Federal Revenue Service intends to collect COFINS (Tax for Social Security Financing) for the period from August 1995 to December 1996, as a result of the final and non-appealable decision rendered on lawsuit 2000.04.01.100266-9 filed by the federal government, overturning the ruling in lawsuit no. 95.0011037-7 which had recognized the Company’s immunity from payment of COFINS tax.

Given the opinion of the federal tax authorities, the lack of case law precedent, the complexity and specifics of both facts and legal matter involved, the principal of R$ 48,814 was rated as a probable loss and the interest and fine are subject to another proceeding (11453.720001/20011-23) and at December 31, 2013 amount to R$ 122,542, was classified as a possible risk of defeat, as the cases of defense are different for the principal and the charges.

Lawsuit no. 10980.720458/2011-15 – Curitiba Federal Revenue Service Office

This is a tax administrative proceeding (assessment of deficiency) whereby the Brazilian Federal Revenue Service intends to collect COFINS (Tax for Social Security Financing) for the period from October 1998 to June 2001, as a result of the final and non-appealable decision rendered on lawsuit 2000.04.01.100266-9 filed by the federal government, overturning the ruling in lawsuit no. 95.0011037-7 which had recognized the Company’s immunity from payment of COFINS tax.

The Federal Revenue Services understands that the sentence for the Rescission Claim had suspended the liability period for constituting the aforementioned tax credit.

Given the lack of law precedent, the complexity and specifics of both facts and legal matter involved, the principal of R$ 194,317 was rated as a probable loss and the interest and fine on said tax liability at December 31, 2013 amount to R$ 616,284, was classified as a possible risk of defeat, as the cases of defense are different for the principal and the charges.

 

28.1.2     Labor claims

Labor claims comprise claims filed by former employees of Copel in connection with the payment of overtime, hazardous working conditions, transfer bonuses, salary equality/reclassification, and other matters, and also claims by former employees of contractors and third-parties (secondary responsibility) involving indemnity and other matters.

28.1.3     Employee benefits

These are labor claims by retired Copel employees against the Fundação Copel, which will consequently reflect on the Company as additional contributions are required.

F-82

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

28.1.4     Civil claims

a)     Suppliers 

Rio Pedrinho Energética S.A. and Consórcio Salto Natal Energética S.A.

The companies Rio Pedrinho Energética S.A. and Consórcio Salto Natal Energética S.A. required the filing of an arbitration proceeding with the Chamber of Arbitrage of the Fundação Getúlio Vargas, through which they plead the payment of the overdue instalment values, as well as cancellation fines, related to the electric energy purchase and sale agreements signed with Copel Distribuição. The arbitrage proceedings were judged to be valid and, consequently, Copel Distribuição was sentenced to pay the claimed amounts plus the attorney’s fees. The Company has filed for a court order at the Superior Court of Justice making the arbitration ruling void.

Given that both companies have identified the pledged amounts (R$ 35,913 on June 17, 2010, R$ 22,823 on October 1, 2009 and R$ 11,833 on February 03, 2010), the legal directors have continued to classify the action as representing a probable loss, highlighting that the same bank bond letters were presented as guarantee for the amounts identified. In addition to the legal discussion, at the end of 2011 the remaining balance of R$ 27,438 was executed and as a result a bank account was blocked. This execution was challenged by Copel Distribuição, which is the reason why management decided to record a financial provision for the legal claims, for the original value of the debts monetary adjusted to December 31, 2013, which amounts to R$ 89,025. Of this amount, R$ 24,250 has been recorded to suppliers.

The judge of the 3rd Public Finance Court ruled the amount of R$ 22,162 is outstanding, and released the amounts of R$ 12,790 and R$ 9,372 to the enforcement creditors on 04.12.2012, via a bank guarantee. The matter is still under consideration and has been subject to an appeal.

b)    Civil and administrative claims

Tradener Ltda.

 

Lawsuits involving Tradener Ltda, where it is reported that it signed a contract for sale of power, with Copel on December 1, 1998 in which the plaintiff undertook to “sell” under the best conditions to Copel, all the surplus of purchase and all the surplus of assured power with the effective prices, quantities and conditions to be stipulated in the agreements for purchase and sale of electric power.

Aiming at a declaration of nullity of this contract the following lawsuits were filed:

- Popular Action (case record 37879/0000 of the 1st Court of the Public Treasury of Curitiba)

- Popular Action (case record 720/2001 of the 1st Court of the Public Treasury of Curitiba)

F-83

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

- Public Civil Action (case record 421/2003 of the 2nd Court of the Public Treasury of Curitiba)

- Nullifying Declaratory Action (case record 1583/2005 of the 1st Court of the Public Treasury of Curitiba)

- Nullifying Declaratory and Condemnatory Action (case record 0000659-69.2006.8.16.0004 of the 2nd Court of the Public Treasury of Curitiba)

In the above lawsuits values were not discussed, only the validity or otherwise of the contract of sale entered into between Tradener and Copel and of the contracts for sale of electricity in which Tradener figured as broker. The possibility of annulment of the contracts is remote considering decisions already handed down in some of the processes above.

In light of an injunction issued in case record 421/2003 of the Public Civil Action, the execution of the contract was suspended, however, recently there was the revocation of the injunction.

Accordingly, Tradener filed the following lawsuits for collection, aiming at receiving its commissions:

- case record 0005990-22.2012.8.16.0004 - 1st Court of the Treasury of Curitiba - the lawsuit was brought to collect the commissions owed ​​by Copel to Tradener because of the intermediation by the latter in the agreements for sales of power entered into by Copel with the company - Centrais Elétricas de Santa Catarina (Celesc). In this lawsuit, after the financial and commercial checking of the values​​, only the principal amount of R$ 43,133 was considered likely as the charging of monetary restatement in the amount of R$ 19,918 is being challenged, considering that the execution of the contract was suspended by an injunction and therefore this adjustment would not be charged, and it is classified as possible.

- case record 05550-26.2012.8.16.0004 - 4th Court of the Treasury of Curitiba - the lawsuit was brought to collect the commissions owed - by Copel to Tradener because of the intermediation by the latter in the agreements for sale of power entered into by Copel with the companies - Carbocloro S.A. Indústrias Químicas, Companhia Luz e Força Santa Cruz, Elektro Eletricidade e Serviços S.A., Opp Polietilenos S.A, and Enron Comercializadora de Energia Ltda. In this lawsuit, after the financial and commercial checking of the values, only the principal amount of R$ 21,687 was considered likely as the charging of monetary restatement in the amount of R$ 16,507 is being challenged, considering that the execution of the contract was suspended by an injunction and therefore this adjustment would not be charged, and it is classified as possible.

 

F-84

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

c)     Easements, condemnation and real estate

Ivaí Engenharia de Obras S.A.

In a lawsuit filed before the 1st Fiscal Court of Curitiba, Ivaí Engenharia de Obras S.A. won the right to receive credits from Copel Geração e Transmissão in connection with the execution of contract D-01, which comprised the Jordão River diversion works. These credits were a compensation for a supposed economic and financial imbalance in the contract. Based on this ruling, Ivaí filed a separate collection lawsuit before the 4th Fiscal Court of Curitiba and obtained a ruling ordering Copel to pay the amount of R$ 180,917, as of October 31, 2005, plus restatement by the average between the INPC and IGP-DI inflation indicators, delinquent interest of 1% a month, and 3.2% as legal fees.

The appeal claim, currently in progress in the Superior Court of Justice (Superior Tribunal de Justiça or STJ), covers the absence of economic and financial imbalance in the contract, as well as the nullity of the calculation performed by the judicial expert, who used wrong parameters to obtain the value of condemnation, causing interest rates to be applied in duplicity (Selic rate + interest rate). Although the Justice Court has dismissed the duplicity in the incidence of interest from the elaboration of the expert report, it did not examine the appeal reasoning that showed that the calculation contained within the expert report was wrong.

In June 2013 the writ of certiorari number 1,096,906 was granted and Judge Castro Meira, followed by Judges Humberto Martins and Mauro Campbell Marques reviewed the prior decision against Copel and refused to change it, while Judge Herman Benjamin, defeated, considered Copel's appeal to be groundful.

The decision was published on September 27, 2013. Copel filed a motion for clarification of judgment, highlighting that the defeated vote given by Judge Herman Benjamin should prevail, in addition to pointing that the accumulated SELIC (Central Bank overnight rate) was not addressed and debated by the Judging Panel and the appeal is awaiting judgment by the reporting judge, Judge Og Fernandes.

Until the conclusion of judgment and in view of the unfavourable vote and of the analysis of previous decisions ruled by the other Ministers that participated in the trial, the Company’s senior management, proceeded to a detailed review of the process course over the last months of 2011 and decided to remeasure the value to be provisioned, from R$ 125,000, which represented the original value of the debt in question, adjusted with legal interest and restated by inflation indexes, to R$ 312,816, once considered the form of adjustment of the debt, which is still under discussion, only dismissing the incidence of interest in the expert’s calculation, and maintaining the charge of Selic rate, and, from that point, restating the value based on the parameters fixed on the judgment by the Justice Court of the State of Paraná – TJPR (interest + monetary restatement). Thus, the value provisioned reflects the expectation of the Company in the event of an unfavorable closure to this claim.

F-85

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

The accumulation of interest, in this case, Selic interest rate plus interest on arrears is a situation rejected by the Judiciary Power, and it was already denied by the Supreme Justice Court (STJ) in numerous precedents. For this reason, it is also an appropriate approach to consider as a possible risk the loss of the difference in the value deemed as probable and the eventual total value of the condemnation, which is R$ 259,534, as of December 31, 2013. In such case, the Company considers that the likelihood of a favorable outcome is higher than 50% given the prior decisions rendered by the Superior Court of Justice (STJ) about the issue and the fact that the Court of Justice of the State of Parana and the STJ neither addressed the issue nor expressly dismissed Copel's request for the non-cumulative levy of the tax. This ensures that, when the issue is thoroughly analyzed, the understanding consolidated by the Superior Court of Justice will prevail.

The publication of the decision on the special appell review by the Superior Court of Justice showed that the thesis about the improper accrual of interest has not been properly addressed by the plenary body, to the extent that it only refers to the illegal accrual of interest as from the preparation of the expert report. Accordingly, the Company expects that the issue is directly addressed, thoroughly analyzed and corrected when the motion for clarification of judgment is judged and that the accrual as from the issue of the expert report is ruled out.

 

Provisional enforcement was filed by Ivaí, so Copel filed a preliminary injunction before the STJ which was awarded by Judge Castro Meira, thereby staying said enforcement. After the Special Appeal had been heard for the collection proceedings, Ivaí requested the injunction be overturned, which was contested by Copel, meaning the stay would remain until final judgment of the subsequent appeals. The STJ ruled the case had lost its grounds, meaning Copel filed a special appeal, which was rejected. Copel's motion for clarification is now pending judgment. vaí has resumed the demand for temporary court enforcement of the debt, Copel challenged Ivaí's claims and according to a decision published on February 28, 2014, the judge found the challenge to have no grounds and established a period of 30 days for the defendant to deposit the full execution amount of R$ 538,209, in other words, by March 28, 2014.

The unfavorable decision in the Special Appeal in the Cancelation Claim, overseen by Judge Arnaldo Esteves Lima, in which Copel is seeking the recognition of the debt due to the lack of its right to claim differences as a result of the performance of full settlement and transaction agreements, and a decision against which the Company has filed two motions for clarification, which were partially accepted, and filed an extraordinary appeal before the Federal Supreme  Court, the analysis of which was denied, meaning a special appeal was subsequently filed, which is still pending judgment.

 

F-86

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

28.1.5     Environmental claims

Environmental claims involving Copel and its subsidiaries usually comprise class entity suits whose goal is to stop the environmental licensing process for new projects or the recovery of permanent protection areas around electricity plant reservoirs which have been illegally used by individuals. Copel estimates that unfavourable outcomes would result only in the cost of new environmental studies and of the recovery of Company-owned land.

28.1.6     Regulatory claims

The Company is disputing, both administratively and judicially, notifications issued by the regulatory agency in connection with supposed regulatory violations, including the charge of R$ 40,425 in lawsuits involving Companhia Estadual de Energia Elétrica - CEEE and Dona Francisca Energética S.A., in which ANEEL Ruling no. 288/2002 is being disputed. The probable success in these lawsuits will result in changes in CCEE (Spot Market) accounting, which would require the recording of a provision for these amounts, since Copel would be required to pay off the amounts due.

28.2    Main lawsuits with losses deemed as possible

     

 

12.31.2013

12.31.2012

Tax (28.2.1)

1,384,115

1,227,536

Labor

342,887

257,382

Employee benefits

97,979

41,390

Civil (28.2.2)

1,006,786

810,764

Regulatory

56,193

19,200

 

2,887,960

2,356,272

     

 

Detailing the main claims

28.2.1     Tax claims

·         Administrative Proceeding 11453.720001/2011-23 deriving from the Tax for Social Security Financing (Cofins) Cancelation Action 2000.04.01.100266.9, refers to Cofins interest and fine for the period 95/96, and, owing to strong arguments presented for the defense of these charges, its classification has been assessed as possible. This debt's principal, however, was assessed as probable and is the subject matter of discussion in the Tax Foreclosure 5015930-53.2010.404.7000 filed by the Union, in progress at the 2nd. Federal Circuit Court, appealed by Copel (case records of appeal lodged against Foreclosure 5022933-59.2012.404.7000). Administrative Proceeding 10980720458/2011-15, also arising from 2000.04.01.100266.9 regarding Cofins, in the total amount of R$ 738,826, as of December 31, 2013. Additional information on this action has been described in Item 28.1.1;

·         Fiscal requirements according to Fiscal Notification of Debt Record – NFLD no. 35.273.870-7, with approximate value of R$ 181,014 on December 31, 2013, authored by the National Institute of Social Security – INSS, against Copel, and related to the fiscal execution of social contribution; and

F-87

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

·         Fiscal requirements according to NFLD no. 35.273.876-6, with approximate value of R$ 76,162  on December 31, 2013, authored by the INSS, against Copel, and related to the fiscal execution of social contribution levied upon labor transfer.

28.2.2     Civil claim

·         Civil claim related to the indemnification lawsuit no. 166-53.2011.8.16.0122, authored by Mineradora Tibagiana Ltda, and whose defendant is the Consórcio Energético Cruzeiro do Sul – CECS, which Copel Geração e Transmissão detains 51%. The author claims being the owner of a mining decree issued by the National Department of Mineral Production – DNPM, and defends that with the mining decree, it is the legitimate holder of ownership and control of the area around Tibagi River. The indemnification claimed refers to alleged losses in the Company’s mining operations due to the construction work of the Mauá Hydroelectric Power Plant. In the course of the proceeding Mineradora Tibagiana partially withdrew its initial petition, which led to a new initial indemnification amount of R$ 260,197, restated on December 31, 2013 and classified as possible. The case is now pending an opening order.

·         Ivaí Engenharia de Obras S.A – Lawsuit which consists on the claim for compensation for an alleged imbalance in the financial economical equation in the contract signed with Copel. The Company’s senior management classified as a risk of possible loss for this lawsuit the value of R$ 259,534 on December 31, 2013. Additional information of this process is described in Note no. 28.1.4-c.

·         Filing of 5 individual claims as a result of the 5 franchise contracts for Copel branches/stores, with the main petition claiming an extension of the term of the contract and secondary petition to recognize the existence of a subconcession, with transfer of the services provided and full pass-through of the fees, amongst other amounts. In the case filed regarding the franchise of the Faxinal branch, the judge of the 4th Federal Court of Curitiba deemed the secondary petition to have grounds. Copel appealed against the award of the Federal Regional Court of Region 4 - TRF4, which was ruled in favor of the Company in full on July 25, 2012. The plaintiff filed a special and extraordinary appeal, which was entertained by TRF4. Company Management rated the amount of R$ 6,500 as a possible risk (corresponding to O&M and restated commercial charges). This plaintiff also filed a complaint before the STF, the entertainment of which was denied by Judge Marco Aurélio de Mello. The plaintiff filed a special appeal against the decision, which was denied, and then filed a motion for clarification, which is pending judgment.

      In the case filed regarding the franchise of the São José dos Pinhais, branch, the judge of the 4th Federal Court of Curitiba deemed the secondary petition to have grounds. Copel filed a motion for clarification, which is pending judgment. Company management rated the case as a possible risk of defeat, amounting to R$ 21,175 (corresponding to O&M and restated commercial charges).

 

F-88

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

29  Equity 

29.1    Equity attributable to Parent Company

29.1.1     Capital 

As of December 31, 2013 (and December 31, 2012), Copel’s paid-in share capital was R$ 6,910,000. The different classes of shares (with no par value) and main shareholders are detailed below:

                 

 

 

 

 

 

 

 

Number of shares in units

Shareholders

Common

Classe A Preferred

Classe B Preferred

Total

 

in share

%

in share

%

in share

%

in share

%

State of Paraná

85,028,598

58.63

-

-

13,639

0.01

85,042,237

31.08

BNDESPAR

38,298,775

26.41

-

-

27,282,006

21.27

65,580,781

23.96

Eletrobras

1,530,774

1.06

-

-

-

-

1,530,774

0.56

Free Float:

 

 

 

 

 

 

 

 

BM&FBOVESPA (a)

19,785,122

13.64

129,427

33.91

66,922,146

52.18

86,836,695

31.73

NYSE (b)

92,021

0.06

-

-

33,923,506

26.45

34,015,527

12.43

Latibex (c)

-

-

-

-

58,984

0.05

58,984

0.02

Municipalities

178,393

0.12

9,326

2.44

3,471

-

191,190

0.07

Other shareholders

117,397

0.08

242,949

63.65

38,841

0.04

399,187

0.15

 

145,031,080

100.00

381,702

100.00

128,242,593

100.00

273,655,375

100.00

(a)     São Paulo Stock, Commodities, and Futures Exchange

(b)     New York Stock Exchange

(c)     Latin American Exchange in Euros, related to the Madrid Exchange

                 

 

The market value of Company stock as of December 31, 2013, is shown below:

     

 

Number of shares in units

Market Value

Common shares

145,031,080

3,234,148

Class "A" preferred shares

381,702

11,451

Class "B" preferred shares

128,242,593

3,923,793

 

273,655,375

7,169,392

     

F-89

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

29.1.2     Equity Valuation Adjustments

Changes in the equity valuation adjustments

 

Equity
Valuation
Adjustments

Accumulated
Other
Comprehensive
Income

Total

Balance as of January 1, 2011 - Restated

1,546,053

13,463

1,559,516

Adjustment related to financial assets classified as available for sale:

 

 

 

Financial investments

-

2,962

2,962

Taxes on gains on financial assets

-

(1,007)

(1,007)

Accounts receivable related to the concession - Copel Distribuição

-

(7,282)

(7,282)

Taxes on gains on financial assets

-

2,476

2,476

Financial investments Held for Sale

-

5,647

5,647

Taxes on gains on financial assets

-

(1,920)

(1,920)

Adjustments for actuarial liabilities

 

 

 

Post-employment benefits

-

13,585

13,585

Taxes on making adjustments

-

(4,620)

(4,620)

Realization of equity evaluation adjustments:

 

 

 

Deemed cost of fixed asstes

(156,532)

-

(156,532)

Taxes on making adjustments

53,221

-

53,221

Balance as of December 31, 2011 - Restated

1,442,742

23,304

1,466,046

Adjustment related to financial assets classified as available for sale:

 

 

 

Financial investments

-

2,261

2,261

Taxes on gains on financial assets

-

(768)

(768)

Accounts receivable related to the concession - Copel Distribuição

-

(13,116)

(13,116)

Taxes on gains on financial assets

-

4,459

4,459

Financial investments Held for Sale

-

406

406

Taxes on gains on financial assets

-

(139)

(139)

Other Gains:

 

 

 

Other gains - credit from parent company

-

3,164

3,164

Taxes on gains on financial assets

-

(1,076)

(1,076)

Adjustments for actuarial liabilities

 

 

 

Post-employment benefits

-

(207,947)

(207,947)

Taxes on making adjustments

-

63,374

63,374

Realization of equity evaluation adjustments:

 

 

 

Deemed cost of fixed asstes

(154,006)

-

(154,006)

Taxes on making adjustments

52,362

-

52,362

Attributable to non-controlling interest

-

(626)

(626)

Balance as of December 31, 2012 - Restated

1,341,098

(126,704)

1,214,394

Adjustment related to financial assets classified as available for sale:

 

 

 

Financial investments

-

(6,929)

(6,929)

Taxes on gains on financial assets

-

2,356

2,356

Financial investments Held for Sale

-

(306)

(306)

Taxes on gains on financial assets

-

104

104

Adjustments for actuarial liabilities

 

 

 

Post-employment benefits

-

(216,967)

(216,967)

Taxes on making adjustments

-

73,769

73,769

Post-employment benefits

-

18,881

18,881

Realization of equity evaluation adjustments:

 

 

 

Deemed cost of fixed asstes

(154,763)

-

(154,763)

Taxes on making adjustments

52,620

-

52,620

Balance as of December 31, 2013

1,238,955

(255,796)

983,159

 

 

F-90

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

29.1.3     Proposed dividends distribution

     

 

12.31.2013

12.31.2012

Calculation of the minimum dividend (25%) - (1)

 

 

Net income

1,072,560

700,688

Legal reserves (5%)

(53,628)

(35,034)

Realization of equity valuation adjustment

102,143

101,644

Basis for calculating minimum dividend

1,121,075

767,298

 

280,269

191,824

 

 

 

Total proposed distribution - (2) (3+5)

560,537

268,554

 

 

 

Proposed dividends, gross - (3)

180,000

138,072

IRRF tax interest on equity

(16,107)

(12,256)

Proposed dividends, net - (4)

163,893

125,816

 

 

 

Proposed dividends - (5)

380,537

130,482

 

 

 

Total proposed distribution, net - (6) (4+5)

544,430

256,298

 

 

 

Additional proposed dividends (7) (6-1)

264,161

64,474

 

 

 

Anticipated payments proposed at 119th GSM - (8)

308,932

-

Interest on own capital, net

163,893

-

Dividends

145,039

-

 

 

 

Advanced payment exceeding minimum dividend - (9) (8-1)

28,663

-

 

 

 

Additional proposed dividends adjusted (10) (7-9)

235,498

-

 

 

 

Gross dividend per share:

 

 

Common shares

1.95572

0.93527

Class "A" preferred shares

2.52507

2.52507

Class "B" preferred shares

2.15165

1.02889

 

 

 

Gross amount of dividends per share classes:

 

 

Common shares

283,640

135,643

Class "A" preferred shares

964

964

Class "B" preferred shares

275,933

131,947

     

 

F-91

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

29.1.4     Basic and diluted earnings per share

       

 

12.31.2013

12.31.2012

12.31.2011

Basic and diluted numerator

 

 

 

Basic and diluted net income per share category, attributable

 

 

 

to parent company

 

 

 

Common shares

542,819

354,383

585,809

Class "A" preferred shares

1,714

1,600

2,064

Class "B" preferred shares

528,027

344,705

569,817

 

1,072,560

700,688

1,157,690

Basic and diluted denominator

 

 

 

Weighted average number of shares (in thousands)

 

 

 

Common shares

145,031,080

145,031,080

145,031,080

Class "A" preferred shares

381,737

383,303

387,134

Class "B" preferred shares

128,242,558

128,240,992

128,237,161

 

273,655,375

273,655,375

273,655,375

Basic and diluted earning per share attributable to

 

 

 

Parent Company

 

 

 

Common shares

3.74278

2.44350

4.03920

Class "A" preferred shares

4.49001

4.17424

5.33150

Class "B" preferred shares

4.11741

2.68795

4.44350

       

 

29.2    Change in equity attributable to non-controlling interest

         

Percentage of share capital

Compagas: 49%

Elejor: 30%

UEG Araucária: 20%

Consolidated

Balance as of January 1, 2011

95,393

41,464

128,846

265,703

Refund of advance for future capital increase

-

(30,813)

-

(30,813)

Proposed dividends

(10,109)

(1,111)

-

(11,220)

Results for the year

15,891

4,675

(1,402)

19,164

Balance as of December 31, 2011

101,175

14,215

127,444

242,834

Proposed dividends

(2,415)

(2,371)

-

(4,786)

Equity Valuation Adjustment

-

626

-

626

Results for the year

10,170

9,989

5,673

25,832

Balance as of December 31, 2012

108,930

22,459

133,117

264,506

Proposed dividends

(2,531)

(13,437)

-

(15,968)

Results for the year

9,058

12,584

7,233

28,875

Balance as of December 31, 2013

115,457

21,606

140,350

277,413

         

F-92

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

30  Operating Revenues

             

 

Gross

PIS/Pasep

 

Regulatory

Service tax

Net revenues

 

revenues

& Cofins taxes

ICMS (VAT)

charges (30.5)

(ISSQN )

12.31.2013

Electricity sales to final customers (30.1)

5,111,048

(447,215)

(1,279,446)

(39,738)

-

3,344,649

Electricity sales to distributors (30.2)

2,188,092

(188,282)

-

(67,548)

-

1,932,262

Use of the main transmission grid (30.3)

3,296,753

(309,979)

(830,890)

(126,908)

-

2,028,976

Construction revenues

1,076,141

-

-

-

-

1,076,141

Revenues from telecommunications

183,695

(9,430)

(32,548)

-

(402)

141,315

Distribution of piped gas

467,750

(42,993)

(56,137)

-

-

368,620

Other operating revenues (30.4)

345,680

(55,715)

-

-

(1,714)

288,251

12,669,159

(1,053,614)

(2,199,021)

(234,194)

(2,116)

9,180,214

             
             

 

Gross

PIS/Pasep

 

Regulatory

Service tax

Net revenues

 

revenues

& Cofins taxes

ICMS (VAT)

charges (30.5)

(ISSQN )

12.31.2012

   

 

 

 

 

Restated

Electricity sales to final customers (30.1)

4,226,962

(391,587)

(1,170,153)

(39,713)

-

2,625,509

Electricity sales to distributors (30.2)

1,865,708

(178,943)

(195)

(63,063)

-

1,623,507

Charges for the use of the main transmission grid (30.3)

5,177,834

(467,475)

(1,205,203)

(674,523)

-

2,830,633

Construction revenues

749,763

-

-

-

-

749,763

Revenues from telecommunications

163,961

(8,701)

(29,244)

-

(451)

125,565

Distribution of piped gas

413,012

(37,969)

(50,031)

-

-

325,012

Other operating revenues (30.4)

240,863

(26,140)

-

-

(1,460)

213,263

12,838,103

(1,110,815)

(2,454,826)

(777,299)

(1,911)

8,493,252

             
             

 

Gross

PIS/Pasep

 

Regulatory

Service tax

Net revenues

 

revenues

& Cofins taxes

ICMS (VAT)

charges (30.5)

(ISSQN )

12.31.2011

   

 

 

 

 

 

Electricity sales to final customers (30.1)

3,673,054

(340,261)

(972,849)

(29,116)

-

2,330,828

Electricity sales to distributors (30.2)

1,659,996

(158,771)

(399)

(60,995)

-

1,439,831

Charges for the use of the main transmission grid (30.3)

5,201,169

(472,181)

(1,278,736)

(687,884)

-

2,762,368

Construction revenues

741,726

-

-

-

-

741,726

Revenues from telecommunications

152,117

(9,144)

(25,285)

-

(562)

117,126

Distribution of piped gas

349,801

(31,934)

(43,926)

-

(8)

273,933

Other operating revenues (30.4)

133,473

(12,858)

(1)

(9,213)

(1,048)

110,353

11,911,336

(1,025,149)

(2,321,196)

(787,208)

(1,618)

7,776,165

             
             

 

 

30.1    Electricity sales to final customers by category

             

 

Gross income

 

 

Net income

 

12.31.2013

12.31.2012

12.31.2011

12.31.2013

12.31.2012

12.31.2011

Residential

1,605,604

1,302,177

1,223,657

1,074,119

782,292

771,674

Industrial

1,956,127

1,493,166

1,224,103

1,263,068

926,562

757,293

Commercial, services and other activities

1,022,977

950,689

807,489

626,881

573,831

498,948

Rural

194,085

177,083

158,644

165,078

148,869

134,124

Public agencies

118,263

114,038

104,218

83,811

79,149

73,870

Public lighting

97,565

92,450

77,049

60,070

56,242

47,062

Public services

116,427

97,359

77,894

71,622

58,564

47,857

 

5,111,048

4,226,962

3,673,054

3,344,649

2,625,509

2,330,828

 

F-93

 


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

30.2    Electricity sales to distributors 

           

 

 

 

 

 

Gross income

 

 

 

12.31.2013

12.31.2012

12.31.2011

Agreements for Power Trade on the Regulated Market - CCEAR (auction)

775,924

1,335,263

1,280,176

Bilateral contracts

   

863,244

295,049

237,279

Electric Energy Trading Chamber - CCEE

   

548,073

235,396

142,541

Sale of electric power in the short-term

   

851

-

-

 

 

 

2,188,092

1,865,708

1,659,996

           

 

30.3    Use of the main transmission grid  

             

 

 

 

Gross income

 

 

Net income

 

12.31.2013

12.31.2012

12.31.2011

12.31.2013

12.31.2012

12.31.2011

   

Restated

Restated

 

Restated

Restated

Residential

1,232,186

1,657,936

1,606,837

720,321

830,282

785,887

Industrial

632,508

1,222,544

1,413,901

357,094

576,406

670,214

Commercial, services and other activities

755,869

1,104,355

1,106,635

445,273

564,262

541,595

Rural

167,640

230,829

217,114

136,798

165,591

154,700

Public agencies

99,147

143,238

142,898

66,815

83,875

82,594

Public lighting

87,666

110,562

110,302

51,198

53,448

53,118

Public services

58,574

102,408

106,806

34,025

50,700

51,809

Free customers

140,135

204,768

197,789

121,705

156,469

150,725

Basic Network, BN connections, and connection grid

1,109

2,520

2,367

963

1,925

1,804

Operation and maintenance (O&M) revenues

90,385

52,048

44,584

68,029

46,693

40,584

Effective interest revenues

31,534

346,626

251,936

26,755

300,982

229,338

 

3,296,753

5,177,834

5,201,169

2,028,976

2,830,633

2,762,368

             

 

30.4    Other operating revenues

           

 

 

 

 

 

Gross income

 

 

 

12.31.2013

12.31.2012

12.31.2011

Leases and rentals (Note 30.4.1)

   

180,128

162,989

88,909

Reimbursement for unavailability of electricity generation

   

77,527

12,068

-

Revenues from services

   

63,209

53,085

37,975

Charged service

   

9,082

8,214

5,306

Other revenues

   

15,734

4,507

1,283

 

 

 

345,680

240,863

133,473

 

30.4.1     Revenue from leases and rentals

       

 

12.31.2013

12.31.2012

12.31.2011

Araucária Thermal Power Plant

101,628

95,253

32,804

Equipment and facilities

77,241

66,177

54,442

Real estate

603

714

862

Facilities sharing

656

845

801

 

180,128

162,989

88,909

       

 

The Company has not identified any operating lease receivables which are non cancellable.

F-94

 


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

30.5    Regulatory Charges

       

 

12.31.2013

12.31.2012

12.31.2011

Energy Development Account (CDE)

79,994

282,683

249,799

Research and Development and Energy Efficiency Programs - R&D and EEP

79,342

74,319

68,048

Global Reversal Reserve (RGR)

57,050

114,949

107,105

Fuel Consumptuon Account (CCC)

17,808

289,686

348,374

Other charges

-

15,662

13,882

 

234,194

777,299

787,208

       

31  Operating Costs and Expenses

 

           

 

Costs of

 

General and

Other

 

Nature of costs and expenses

goods and/or

Sales

administrative

rev. (exp.),

  

 

services

expenses

expenses

net

12.31.2013

Electricity purchased for resale (31.1)

(3,336,359)

-

-

-

(3,336,359)

Charge for the use of main distribution and transmission grid (31.2)

(407,317)

-

-

-

(407,317)

Personnel and management (31.3)

(844,491)

(9,879)

(241,977)

-

(1,096,347)

Pension and healthcare plans (Note 23)

(136,907)

(1,113)

(38,176)

-

(176,196)

Materials and supplies

(62,380)

(935)

(7,163)

-

(70,478)

Materials and supplies for power

(27,187)

-

-

-

(27,187)

Natural gas and supplies for the gas business

(295,671)

-

-

-

(295,671)

Third-party services (31.4)

(293,505)

(41,276)

(88,678)

-

(423,459)

Depreciation and amortization

(551,301)

(44)

(51,103)

(755)

(603,203)

Accruals and provisions (31.5)

-

(47,457)

-

(152,098)

(199,555)

Construction cost (31.6)

(1,088,275)

-

-

-

(1,088,275)

Other costs and expenses (31.7)

5,395

5,089

(103,007)

(251,057)

(343,580)

 

(7,037,998)

(95,615)

(530,104)

(403,910)

(8,067,627)

           

 

           

 

Costs of

 

General and

Other

 

Nature of costs and expenses

goods and/or

Sales

administrative

rev. (exp.),

  Restated

 

services

expenses

expenses

net

12.31.2012

Electricity purchased for resale (31.1)

(2,807,735)

-

-

-

(2,807,735)

Use of main distribution and transmission grid (31.2)

(772,361)

-

-

-

(772,361)

Personnel and management (31.3)

(944,913)

(8,910)

(291,828)

-

(1,245,651)

Pension and healthcare plans (Note 23)

(141,368)

(996)

(40,514)

-

(182,878)

Materials and supplies

(60,798)

(716)

(8,273)

-

(69,787)

Materials and supplies for power

(25,511)

-

-

-

(25,511)

Natural gas and supplies for the gas business

(247,770)

-

-

-

(247,770)

Third-party services (31.4)

(291,048)

(38,614)

(79,216)

-

(408,878)

Depreciation and amortization

(508,887)

(42)

(40,172)

(754)

(549,855)

Accruals and provisions (31.5)

-

(22,826)

-

(195,970)

(218,796)

Construction cost (31.6)

(733,577)

-

-

-

(733,577)

Other costs and expenses (31.7)

(6,668)

6,445

(81,910)

(155,827)

(237,960)

 

(6,540,636)

(65,659)

(541,913)

(352,551)

(7,500,759)

           

 

F-95


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

           

 

Costs of

 

General and

Other

 

Nature of costs and expenses

goods and/or

Sales

administrative

rev. (exp.),

Restated

 

services

expenses

expenses

net

12.31.2011

Electricity purchased for resale (31.1)

(2,152,545)

-

-

-

(2,152,545)

Use of main distribution and transmission grid (31.2)

(632,518)

-

-

-

(632,518)

Personnel and management (31.3)

(753,022)

(7,747)

(221,858)

-

(982,627)

Pension and healthcare plans (Note 23)

(117,460)

(804)

(32,581)

-

(150,845)

Materials and supplies

(76,213)

(594)

(8,802)

-

(85,609)

Materials and supplies for power

(25,031)

-

-

-

(25,031)

Natural gas and supplies for the gas business

(186,931)

-

-

-

(186,931)

Third-party services (31.4)

(267,603)

(32,882)

(90,198)

-

(390,683)

Depreciation and amortization

(519,536)

(41)

(32,104)

(754)

(552,435)

Accruals and provisions (31.5)

-

(75,556)

-

(214,099)

(289,655)

Construction cost (31.6)

(731,443)

-

-

-

(731,443)

Other costs and expenses (31.7)

5,287

3,860

(74,832)

(224,857)

(290,542)

 

(5,457,015)

(113,764)

(460,375)

(439,710)

(6,470,864)

           

 

31.1    Electricity purchased for resale

       

 

12.31.2013

12.31.2012

12.31.2011

Contracts for the Sale of Energy in the Regulated Environment - CCEAR

2,305,809

1,927,903

1,585,932

Electric Energy Trading Chamber - CCEE

663,936

312,125

43,947

(-) Transfer CDE - CCEE -Decree 7,945 / 2013

(294,085)

-

-

Itaipu Binational

610,404

503,335

459,649

Bilateral contracts

217,069

203,115

192,082

Program for incentive to alternative energy sources - Proinfa

166,653

143,587

102,638

(-) PIS/Pasep/Cofins taxes on electricity purchased for resale

(333,427)

(282,330)

(231,703)

 

3,336,359

2,807,735

2,152,545

       
 

 

31.2    Charges for use of the main transmission grid

       

 

12.31.2013

12.31.2012

12.31.2011

System Service Charges - ESS

308,864

75,485

10,988

(-) Transfer CDE - ESS - Decree 7,945 / 2013

(319,624)

-

-

System usage charges – distribution

216,683

544,597

412,383

System usage charges – basic network and connection

177,846

145,099

221,655

Itaipu transportation charges

51,188

45,217

42,109

Charge reserve energy - EER

16,672

49,228

16,456

(-) PIS/Pasep/Cofins taxes on charges for use of power grid

(44,312)

(87,265)

(71,073)

 

407,317

772,361

632,518

       

 

F-96


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

31.3    Personnel and Management Expenses

       

.

 

 

 

 

 

Restated

Restated

 

12.31.2013

12.31.2012

12.31.2011

Personnel

 

 

 

Wages and salaries

663,636

711,470

606,847

Social charges on payroll

210,993

239,267

186,864

Provisions for profit sharing (31.3.1)

80,048

29,940

48,068

Meal assistance and education allowance

86,916

81,593

64,905

Compensation - Voluntary termination Program/retirement

37,925

168,822

64,442

 

1,079,518

1,231,092

971,126

Management

 

 

 

Wages and salaries

13,044

11,385

9,538

Social charges on payroll

3,642

3,083

1,871

Other expenses

143

91

92

 

16,829

14,559

11,501

 

1,096,347

1,245,651

982,627

       

 

31.3.1     Profit sharing

The Company has carried out an employee profit sharing program, which is paid according to Federal Law – 10,101/2000, the State Decree 1978/2007 and State Law 16,560/2010.

 

31.3.2     Provision for compensation for voluntary redundancy and retirement

Copel established the program for succession and voluntary layoff (PSDV) on March 29, 2011, by Circular Letter no. 031/2011 and amended Circular Letters 049/2011 and 090/2011, on June 22, 2011 and December 06, 2011, respectively, as well as the program for training potential leaders (MBA) as a way of establishing procedures to ensure the retention of the Company’s knowledge in a planned and structured way, to encourage the preparation of its staff for exercising leadership.

 

However, given the changes that have occurred in the Brazilian scenario, especially with PM 579/2012, and its developments, which have greatly affected the Company’s finances, Management demanded, among other measures, the extinction of the program for succession and voluntary redundancy (PSDV) by Circular Letter 068/2012, from January 01, 2013 and the publication of a new incentivized layoff program, with different rules, through Circular Letter 065/2013 and 069/2013.

F-97


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

31.4    Third-party services

       

 

 

Restated

Restated

 

12.31.2013

12.31.2012

12.31.2011

Maintenance of electrical system

106,175

104,966

90,536

Maintenance of facilities

79,309

73,831

67,321

Communication, processing and transmission of data

51,534

48,921

55,274

Meter reading and bill delivery

35,930

35,744

29,898

Authorized and registered agents

33,801

32,201

27,108

Consulting and audit

15,972

25,805

24,026

(-) PIS/Pasep/Cofins taxes on services from third-parties

(6,063)

(9,190)

(11,347)

Other services

106,801

96,600

107,867

 

423,459

408,878

390,683

       

 

31.5    Accruals and provisions

 

 

 

 

 

12.31.2013

12.31.2012

12.31.2011

Provisions for doubtful accounts

47,458

22,826

75,556

.

 

 

 

Provisions (reversals) for losses on taxes recoverable

274

(3,135)

46,802

Provisão para desvalorização de participações societárias

-

-

398

   

 

 

Reserve (reversals) for risks

 

 

 

Tax

(7,337)

19,939

(38,689)

Labor

52,387

45,966

2,611

Employee benefits

42,796

33,796

21,289

Civil

63,454

96,499

172,326

Environmental

18

89

62

Regulatory

505

2,816

9,300

 

151,823

199,105

166,899

 

199,555

218,796

289,655

       

 

31.6    Construction cost

       

 

 

Restated

 

 

12.31.2013

12.31.2012

12.31.2011

Materials and supplies

518,504

371,593

415,098

Third-party services

360,234

248,265

205,757

Personnel and management

118,641

81,942

80,825

Other

90,896

31,777

29,763

 

1,088,275

733,577

731,443

       

F-98


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

31.7    Other costs and expenses

       

 

 

Restated

Restated

 

12.31.2013

12.31.2012

12.31.2011

Financial compensation for use of water resources

131,582

94,550

125,343

Losses in the decommissioning and disposal of assets

71,864

6,147

54,285

Leases and rents (31.7.1)

31,095

27,285

18,377

Indemnities

26,113

28,001

35,880

Advertising

25,902

9,853

4,767

Taxes

25,687

27,735

18,071

ANEEL inspection fee

20,885

21,938

20,125

Sports incentives, Rouanet Law and fund for the rights of children and teenagers - FIA

9,464

12,081

15,420

Recovery of costs and expenses

(49,389)

(61,902)

(40,175)

Other costs and expenses, net

50,377

72,272

38,449

 

343,580

237,960

290,542

       

31.7.1     Costs and expenses of leases and rents

       

 

 

Restated

Restated

 

12.31.2013

12.31.2012

12.31.2011

Real estate

25,165

21,846

17,701

Photocopiers

889

1,082

1,521

Others

6,832

5,891

719

(-) Pis and Cofins tax credits

(1,791)

(1,534)

(1,564)

 

31,095

27,285

18,377

       

Copel’s estimate for expenses for the next fiscal years is basically the same as 2013, plus contractual monetary restatement rates, and there are no risks in connection with contract rescission.

The Company has not identified any operating lease commitments which are non cancellable.

F-99


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

32  Financial Results

 

 

 

 

 

 

Restated

Restated

 

12.31.2013

12.31.2012

12.31.2011

Financial income

 

 

 

Monetary variation of CRC transfer (Note 8)

159,348

188,688

148,950

Return on financial investments held for trading

118,499

74,553

210,162

Monetary variation of accounts receivable related
to the concession extension

108,259

165,574

100,381

Penalties on overdue bills

105,314

126,904

63,652

Monetary variation of accounts receivable related to the concession

84,572

-

-

Return on financial investments held for sale

38,336

37,948

15,660

Return on financial investments held until maturity

827

1,099

2,808

Other financial income

37,208

53,555

35,814

 

652,363

648,321

577,427

(-) Financial expenses

 

 

 

Debt charges

233,417

133,385

141,327

Monetary variation of accounts payable related
to the concession - use of public property

68,096

74,984

71,383

PIS/Pasep/Cofins taxes on interest on capital

26,352

22,837

43,740

Monetary and exchange variations

15,838

13,819

17,821

Interest on R&D and EEP

15,225

14,745

16,967

Fair value adjustment in accounts receivable related to the concession

-

401,104

-

Other financial expenses

13,124

14,097

59,827

 

372,052

674,971

351,065

Net

280,311

(26,650)

226,362

       

The costs of loans and financing capitalized during the year of 2013 amounted to R$ 54,936, at an average rate of 9.39% p.y.

33  Operating Segment

33.1    Products and services which generate revenues for the reportable segments

The Company operates in five reportable segments identified by management, through the Chief Executive Office and the chief offices of each business area, taking into consideration the regulatory environments, the strategic business units, and the different products and services. These segments are managed separately, since each business and each company requires different technologies and strategies.

In the periods of 2013 and 2012 all sales were made within Brazilian territory.

We have not identified any customer who individually accounts for more than 10% of total net revenues during the year ended December 31, 2013.

The Company evaluates the performance of each segment based on information derived from accounting records.

The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies and record transactions between segments as transactions with third-parties, i.e., at current market prices.

F-100


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

33.2    The Company’s reporting segments

Power generation and transmission (GeT) - this segment comprises the generation of electric energy from hydraulic, wind, and thermal projects, the transport and transformation of the power generated by the Company, and the construction, operation, and maintenance of all power transmission substations and lines. This segment operates through Copel Geração e Transmissão, Elejor, UEG Araucária, Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus IV, Santa Maria, Santa Helena and Ventos de Santo Uriel;

Power distribution and sales (DIS) - this segment comprises the distribution and sale of electric energy, the operation and maintenance of the distribution infrastructure, and related services. It operates through Copel Distribuição;

Telecommunications (TEL) - this segment comprises telecommunications and general communications services. It operates through Copel Telecomunicações;

Gas - this segment comprises the public service of piped natural gas distribution. It operates through Compagas; and

Holding Company (HOL) - this segment comprises participation in other companies. It operates through Copel, Copel Participações and Copel Renováveis.

 

F-101


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

 

33.3    Assets per reporting segment

                 

ASSETS

 

GET

DIS

TEL

GAS

HOL

Eliminations

Consolidated

12.31.2013

 

   

 

 

 

 

 

 

 

ASSETS

 

12,422,458

7,760,564

480,851

308,023

14,473,384

(12,333,835)

23,111,445

CURRENT ASSETS

 

2,754,802

2,142,654

62,466

84,017

524,778

(888,433)

4,680,284

Cash and cash equivalents

 

1,438,269

247,045

10,481

34,427

11,410

-

1,741,632

Bonds and securities

 

388,659

377

-

-

186

-

389,222

Collaterals and escrow accounts

 

-

1,072

-

904

-

-

1,976

Trade accounts receivable

 

311,191

1,005,703

27,983

37,804

-

(45,053)

1,337,628

Dividends receivable

 

2,578

-

-

-

381,371

(374,449)

9,500

CRC tranferred to State Government of Paraná

 

-

-

-

-

85,448

-

85,448

Accounts receivable related to the concession

 

4,396

-

-

-

-

-

4,396

Accounts receivable related to the concession

 

 

 

 

 

 

 

 

extension

 

352,161

-

-

-

-

-

352,161

Other receivables

 

208,428

180,963

2,799

445

3,869

(614)

395,890

Inventories

 

31,298

96,866

10,046

1,068

-

-

139,278

Income tax and social contribution

 

3,121

77,288

6,936

3,319

42,494

-

133,158

Other current recoverable taxes

 

11,745

48,609

3,869

5,790

-

-

70,013

Prepaid expenses

 

2,956

16,414

352

260

-

-

19,982

Receivable from other related parties

 

-

468,317

-

-

-

(468,317)

-

NONCURRENT ASSETS

 

9,667,656

5,617,910

418,385

224,006

13,948,606

(11,445,402)

18,431,161

Long term assets

 

992,246

4,352,625

37,185

14,042

1,892,958

(64,815)

7,224,241

Bonds and securities

 

66,265

54,271

-

-

-

-

120,536

Collaterals and escrow accounts

 

-

45,371

-

-

-

-

45,371

Trade accounts receivable

 

5,692

115,020

11,974

-

-

-

132,686

CRC tranferred to State Government of Paraná

 

-

-

-

-

1,295,106

-

1,295,106

Judicial deposits

 

42,087

356,393

4,289

341

272,115

-

675,225

Accounts receivable related to the concession

 

408,473

3,075,795

-

-

-

-

3,484,268

Accounts receivable related to the concession

 

 

 

 

 

 

 

 

extension

 

365,645

-

-

-

-

-

365,645

Advances to suppliers

 

-

-

-

13,504

-

-

13,504

Other noncurrent receivables

 

5,132

10,799

-

-

-

-

15,931

Income tax and social contribution

 

14,975

12,967

-

-

169,717

-

197,659

Other noncurrent recoverable taxes

 

54,747

64,752

4,999

-

-

-

124,498

Deferred Income tax and social contribution

 

29,028

617,257

15,923

-

91,205

-

753,413

Prepaid expenses

 

202

-

-

197

-

-

399

Receivable from other related parties

 

-

-

-

-

64,815

(64,815)

-

Investments

 

807,190

4,012

-

-

12,055,619

(11,678,894)

1,187,927

Property, plant and equipment, net

 

7,617,626

-

365,977

-

29

-

7,983,632

Intangible assets

 

250,594

1,261,273

15,223

209,964

-

298,307

2,035,361

                 

F-102


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

               

ASSETS

GET

DIS

TEL

GAS

HOL

Eliminations

Consolidated

12.31.2012 - Restated

 

 

 

 

 

 

 

 

ASSETS

10,967,453

8,846,871

427,629

289,363

13,629,100

(12,951,513)

21,208,903

CURRENT ASSETS

1,508,828

2,876,268

64,848

86,793

1,218,801

(1,073,846)

4,681,692

Cash and cash equivalents

240,710

1,126,361

26,689

35,993

29,464

-

1,459,217

Bonds and securities

476,488

158,837

-

-

176

-

635,501

Collaterals and escrow accounts

1,429

34,293

-

1,086

-

-

36,808

Trade accounts receivable

283,750

1,200,251

18,649

40,092

-

(53,569)

1,489,173

Dividends receivable

-

-

-

-

1,038,664

(1,020,600)

18,064

CRC tranferred to State Government of Paraná

-

75,930

-

-

-

-

75,930

Accounts receivable related to the concession

5,319

-

-

-

-

-

5,319

Accounts receivable related to the concession extension

356,085

-

-

-

-

-

356,085

Other receivables

104,786

126,686

2,437

716

3

323

234,951

Inventories

28,299

84,995

10,645

870

-

-

124,809

Income tax and social contribution

1,780

35,868

3,413

-

150,483

-

191,544

Other current recoverable taxes

7,480

31,460

2,671

7,868

11

-

49,490

Prepaid expenses

2,702

1,587

344

168

-

-

4,801

NONCURRENT ASSETS

9,458,625

5,970,603

362,781

202,570

12,410,299

(11,877,667)

16,527,211

Long term assets

1,203,345

4,660,842

22,666

18,022

1,540,940

(1,148,498)

6,297,317

Bonds and securities

92,827

35,688

-

-

-

-

128,515

Collaterals and escrow accounts

-

43,246

-

-

-

-

43,246

Trade accounts receivable

-

26,172

-

5,266

-

(5,267)

26,171

CRC tranferred to State Government of Paraná

-

1,308,354

-

-

-

-

1,308,354

Judicial deposits

24,634

276,541

1,036

302

271,858

-

574,371

Accounts receivable related to the concession

262,564

2,383,262

-

-

-

-

2,645,826

Accounts receivable related to the concession extension

717,805

-

-

-

-

-

717,805

Advances to suppliers

-

-

-

12,279

-

-

12,279

Other noncurrent receivables

6,413

4,036

-

-

-

-

10,449

Income tax and social contribution

19,995

-

-

-

-

-

19,995

Other noncurrent recoverable taxes

50,794

60,663

8,732

-

-

-

120,189

Deferred Income tax and social contribution

28,313

522,880

12,898

-

117,194

-

681,285

Prepaid expenses

-

-

-

175

-

8,657

8,832

Receivable from other related parties

-

-

-

-

1,151,888

(1,151,888)

-

Investments

448,130

4,012

-

-

10,869,359

(10,752,512)

568,989

Property, plant and equipment, net

7,552,612

-

319,141

-

-

-

7,871,753

Intangible assets

254,538

1,305,749

20,974

184,548

-

23,343

1,789,152

               

F-103


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

33.4    Liabilities per reporting segment

               

LIABILITIES

GET

DIS

TEL

GAS

HOL

Eliminations

Consolidated

12.31.2013

 

 

 

 

 

 

 

 

TOTAL LIABILITIES

12,422,458

7,760,564

480,851

308,023

14,473,384

(12,333,835)

23,111,445

CURRENT LIABILITIES

1,485,556

1,545,217

56,340

66,935

1,084,423

(890,586)

3,347,885

Payroll, social charges and accruals

59,902

155,337

14,105

5,214

5,127

-

239,685

Payable from other related parties

-

-

-

-

468,317

(468,317)

-

Suppliers

301,768

771,815

8,120

52,881

3,211

(45,556)

1,092,239

Income tax and social contribution

297,620

-

-

-

-

-

297,620

Other taxes

66,899

200,767

5,467

2,227

25,481

(110)

300,731

Loans and financing

217,736

173,482

5,241

-

562,801

(2,154)

957,106

Debentures

40,490

16,972

-

-

-

-

57,462

Minimum dividends payable

362,932

-

21,585

5,598

3,047

(374,449)

18,713

Post-employment benefits

7,886

21,043

1,047

-

7

-

29,983

Regulatory charges

26,920

11,074

-

-

-

-

37,994

Research and Development and Energy Efficiency

20,116

107,744

-

-

-

-

127,860

Accounts payable related to concession - use of public property

51,481

-

-

-

-

-

51,481

Other accounts payable

31,806

86,983

775

1,015

16,432

-

137,011

NON CURRENT LIABILITIES

3,299,960

2,848,662

71,572

5,462

736,808

(127,656)

6,834,808

Associated and subsidiary companies

64,995

-

-

-

-

(64,995)

-

Suppliers

22,187

27,934

-

-

-

-

50,121

Other taxes

15,153

50,354

2,855

-

40

-

68,402

Deferred Income tax and social contribution

418,426

-

-

2,075

-

-

420,501

Loans and financing

1,303,009

635,956

33,622

-

456,752

(62,661)

2,366,678

Debentures

152,066

998,417

-

-

-

-

1,150,483

Post-employment benefits

292,968

608,391

31,222

2,499

2,169

-

937,249

Research and Development and Energy Efficiency

55,599

99,122

-

-

-

-

154,721

Accounts payable related to concession - use of public property

420,293

-

-

-

-

-

420,293

Other accounts payable

233

-

-

-

-

-

233

Provisions for contingences

555,031

428,488

3,873

888

277,847

-

1,266,127

EQUITY

7,636,942

3,366,685

352,939

235,626

12,652,153

(11,315,593)

12,928,752

Attributable to controlling interest

7,636,942

3,366,685

352,939

235,626

12,652,153

(11,593,006)

12,651,339

Capital

4,317,997

2,624,841

240,398

135,943

6,911,678

(7,320,857)

6,910,000

Equity valuation adjustments

1,141,672

(155,096)

(5,795)

-

983,159

(980,781)

983,159

Legal reserve

301,729

135,294

9,093

18,220

624,849

(464,336)

624,849

Profit retention reserve

1,730,944

761,646

109,243

77,987

3,897,833

(2,683,296)

3,894,357

Unrealized income reserve

-

-

-

3,476

-

-

3,476

Additional proposed dividend

153,180

-

-

-

235,498

(153,180)

235,498

Accumulated income (losses)

(8,580)

-

-

-

(864)

9,444

-

Attributable to non controlling interest

 

 

 

 

 

277,413

277,413

 

F-104


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

               

LIABILITIES

GET

DIS

TEL

GAS

HOL

Eliminations

Consolidated

12.31.2012 - Restated

 

 

 

 

 

 

 

 

TOTAL LIABILITIES

10,967,453

8,846,871

427,629

289,363

13,629,100

(12,951,513)

21,208,903

CURRENT LIABILITIES

1,568,371

1,970,456

53,612

60,464

257,700

(1,077,159)

2,833,444

Payroll, social charges and accruals

110,509

243,128

25,393

4,333

645

-

384,008

Suppliers

428,046

694,903

14,481

45,873

1,616

(53,137)

1,131,782

Income Tax and Social Contribution Payable

163,724

-

-

3,214

3,251

-

170,189

Other taxes due

54,763

205,330

4,492

1,934

22,072

(111)

288,480

Loans and financing

71,654

164,788

53

-

28,106

(3,311)

261,290

Debentures

-

12,719

-

-

-

-

12,719

Minimum compulsory dividend payable

639,420

371,863

7,982

4,929

201,186

(1,020,600)

204,780

Post employment benefits

6,908

18,004

903

-

4

-

25,819

Customer charges due

7,236

49,262

-

-

-

-

56,498

Research and Development and Energy Efficiency

16,663

142,936

-

-

-

-

159,599

Accounts payable related to concession - Use of Public Property

48,477

-

-

-

-

-

48,477

Other accounts payable

20,971

67,523

308

181

820

-

89,803

NONCURRENT LIABILITIES

2,491,247

3,341,027

45,872

6,594

1,274,016

(1,145,187)

6,013,569

Payable from related parties

232,654

851,237

-

-

-

(1,083,891)

-

Suppliers

106,175

-

-

-

-

(5,267)

100,908

Deferred Income Tax and Social Contribution

587,597

-

-

2,939

-

-

590,536

Loans and financing

438,396

609,941

25,559

-

971,721

(56,029)

1,989,588

Debentures

-

997,958

-

-

-

-

997,958

Post employment benefits

209,295

443,784

19,344

2,807

-

-

675,230

Research and Development and Energy Efficiency

43,350

61,211

-

-

-

-

104,561

Accounts payable related to concession - Use of Public Property

399,080

-

-

-

-

-

399,080

Provision for contingencies

474,700

376,896

969

848

302,295

-

1,155,708

EQUITY

6,907,835

3,535,388

328,145

222,305

12,097,384

(10,729,167)

12,361,890

Capital

4,248,937

2,624,841

240,398

135,943

6,910,000

(7,250,119)

6,910,000

Equity valuation adjustments

1,293,027

(64,902)

1,139

-

1,214,394

(1,229,264)

1,214,394

Legal reserve

249,578

135,294

6,706

17,295

571,221

(408,873)

571,221

Profit retention reserve

1,158,142

840,155

79,902

62,115

3,337,295

(2,147,266)

3,330,343

Unrealized revenue reserve

-

-

-

6,952

-

-

6,952

Additional proposed dividend

-

-

-

-

64,474

-

64,474

Accumulated income (losses)

(41,849)

-

-

-

-

41,849

-

Attributable to non-controlling interest

 

 

 

 

 

264,506

264,506

F-105


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

33.5    Statement of income per reporting segment

               

STATEMENT OF INCOME

GET

DIS

TEL

GAS

HOL

Eliminations

Consolidated

12.31.2013

 

 

 

 

 

 

 

 

Gross profit

3,044,399

5,961,575

187,792

423,014

-

(436,566)

9,180,214

Electricity sales to final customers - third-parties

460,845

2,883,804

-

-

-

-

3,344,649

Electricity sales to final customers - between segments

-

2,193

-

-

-

(2,193)

-

Electricity sales to distributors - third-parties

1,832,207

100,055

-

-

-

-

1,932,262

Electricity sales to distributors - between segments

311,242

-

-

-

-

(311,242)

-

Use of the main transmission grid - third-parties

94,785

1,934,191

-

-

-

-

2,028,976

Use of the main transmission grid - between segments

57,090

13,115

-

-

-

(70,205)

-

Construction revenues

136,536

898,606

-

40,999

-

-

1,076,141

Telecommunications services to third-parties

-

-

141,315

-

-

-

141,315

Telecommunications services between segments

-

-

39,895

-

-

(39,895)

-

Distribution of piped gas

-

-

-

368,620

-

-

368,620

Other operating revenues from third-parties

144,908

128,278

1,670

13,395

-

-

288,251

Other operating revenues between segments

6,786

1,333

4,912

-

-

(13,031)

-

Operational expenses

(1,649,753)

(6,304,797)

(127,264)

(402,030)

(20,303)

436,520

(8,067,627)

Electricity purchased for resale

(128,736)

(3,518,865)

-

-

-

311,242

(3,336,359)

Charges for the use of the main distribution and transmission grid

(227,325)

(249,465)

-

-

-

69,473

(407,317)

Personnel and management

(274,526)

(723,734)

(57,703)

(21,366)

(19,018)

-

(1,096,347)

Pension and healthcare plans

(47,478)

(118,211)

(7,738)

(1,387)

(1,382)

-

(176,196)

Materials and supplies

(16,346)

(50,531)

(1,312)

(2,268)

(21)

-

(70,478)

Materials and supplies for generation

(27,187)

-

-

-

-

-

(27,187)

Natural gas and supplies for gas business

-

-

-

(295,671)

-

-

(295,671)

Third party services

(146,185)

(292,644)

(18,437)

(17,439)

(4,815)

56,061

(423,459)

Depreciation and amortization

(353,590)

(205,110)

(27,968)

(15,780)

(755)

-

(603,203)

Provisions and reversals

(104,127)

(118,233)

(3,920)

(40)

26,765

-

(199,555)

Construction cost

(148,670)

(898,606)

-

(40,999)

-

-

(1,088,275)

Other operating costs and expenses

(175,583)

(129,398)

(10,186)

(7,080)

(21,077)

(256)

(343,580)

EQUITY IN RESULTS SUBSIDIARIES

33,744

-

-

-

1,116,830

(1,036,968)

113,606

PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION

1,428,390

(343,222)

60,528

20,984

1,096,527

(1,037,014)

1,226,193

Financial income (expenses)

41,804

228,938

3,078

4,443

2,000

48

280,311

OPERATING INCOME (LOSSES)

1,470,194

(114,284)

63,606

25,427

1,098,527

(1,036,966)

1,506,504

Income tax and social contribution

(532,053)

-

(14,661)

(7,806)

-

-

(554,520)

Deferred income tax and social contribution

140,856

35,775

(1,213)

864

(26,831)

-

149,451

NET INCOME (LOSSES) FOR THE YEAR

1,078,997

(78,509)

47,732

18,485

1,071,696

(1,036,966)

1,101,435

 

F-106


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

               

STATEMENT OF INCOME

GET

DIS

TEL

GAS

HOL

Eliminations

Consolidated

12.31.2012 - Restated

 

 

 

 

 

 

 

 

Gross profit

2,540,885

5,892,171

172,445

359,090

-

(471,339)

8,493,252

Electricity sales to final customers - third-parties

137,990

2,487,519

-

-

-

-

2,625,509

Electricity sales to final customers - between segments

-

3,119

-

-

-

(3,119)

-

Electricity sales to distributors - third-parties

1,468,044

155,463

-

-

-

-

1,623,507

Electricity sales to distributors - between segments

302,583

-

-

-

-

(302,583)

-

Use of the main transmission grid - third-parties

347,674

2,482,959

-

-

-

-

2,830,633

Use of the main transmission grid - between segments

96,979

17,116

-

-

-

(114,095)

-

Construction revenues

59,977

665,601

-

24,185

-

-

749,763

Telecommunications services to third-parties

-

-

125,565

-

-

-

125,565

Telecommunications services between segments

-

-

41,148

-

-

(41,148)

-

Distribution of piped gas

-

-

-

325,012

-

-

325,012

Other operating revenues from third-parties

121,675

80,394

1,301

9,893

-

-

213,263

Other operating revenues between segments

5,963

-

4,431

-

-

(10,394)

-

Operational expenses

(1,494,623)

(5,968,827)

(139,403)

(332,128)

(37,162)

471,384

(7,500,759)

Electricity purchased for resale

(170,806)

(2,939,447)

-

-

-

302,518

(2,807,735)

Charges for the use of the main distribution and transmission grid

(233,983)

(648,501)

-

-

-

110,123

(772,361)

Personnel and management

(321,253)

(824,102)

(70,253)

(19,891)

(10,152)

-

(1,245,651)

Pension and healthcare plans

(44,315)

(126,187)

(8,591)

(3,039)

(746)

-

(182,878)

Materials and supplies

(18,245)

(48,296)

(1,800)

(1,413)

(33)

-

(69,787)

Materials and supplies for generation

(25,511)

-

-

-

-

-

(25,511)

Natural gas and supplies for gas business

-

-

-

(247,770)

-

-

(247,770)

Third party services

(110,890)

(320,135)

(17,280)

(14,206)

(3,863)

57,496

(408,878)

Depreciation and amortization

(314,968)

(192,344)

(28,019)

(13,769)

(755)

-

(549,855)

Provisions and reversals

(80,212)

(118,986)

(4,316)

(1,086)

(14,196)

-

(218,796)

Construction cost

(43,791)

(665,601)

-

(24,185)

-

-

(733,577)

Other operating costs and expenses

(130,649)

(85,228)

(9,144)

(6,769)

(7,417)

1,247

(237,960)

EQUITY IN RESULTS SUBSIDIARIES

16,041

-

-

-

732,313

(741,669)

6,685

PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION

1,062,303

(76,656)

33,042

26,962

695,151

(741,624)

999,178

Financial income (expenses)

(41,513)

5,644

3,444

4,769

1,051

(45)

(26,650)

OPERATING INCOME (LOSSES)

1,020,790

(71,012)

36,486

31,731

696,202

(741,669)

972,528

Income tax and social contribution

(302,291)

(124,691)

(13,653)

(13,155)

(4,467)

-

(458,257)

Deferred income tax and social contribution

43,661

152,283

5,174

2,178

8,953

-

212,249

NET INCOME (LOSSES) FOR THE YEAR

762,160

(43,420)

28,007

20,754

700,688

(741,669)

726,520

               

 

                 

STATEMENT OF INCOME

 

GET

DIS

TEL

GAS

HOL

Eliminations

Consolidated

12.31.2011 - Restated

 

     

 

 

 

 

 

 

Gross profit

 

2,265,696

5,490,064

157,803

291,376

-

(428,774)

7,776,165

Electricity sales to final customers - third-parties

 

102,934

2,227,894

-

-

-

-

2,330,828

Electricity sales to final customers - between segments

 

-

5,441

-

-

-

(5,441)

-

Electricity sales to distributors - third-parties

 

1,348,042

91,789

-

-

-

-

1,439,831

Electricity sales to distributors - between segments

 

286,132

-

-

-

-

(286,132)

-

Use of the the main transimission grid - third-parties

 

269,924

2,492,444

-

-

-

-

2,762,368

Use of the main transmission grid - between segments

 

76,331

13,055

-

-

 

(89,386)

-

Construction revenues

 

118,816

606,620

-

16,290

-

-

741,726

Telecommunications services to third-parties

 

-

-

117,126

-

-

-

117,126

Telecommunications services between segments

 

-

-

40,677

-

 

(40,677)

-

Distribution of piped gas

 

-

-

-

273,933

-

-

273,933

Other operating revenues from third-parties

 

57,600

51,600

-

1,153

-

-

110,353

Other operating revenues between segments

 

5,917

1,221

-

-

-

(7,138)

-

Operational expenses

 

(1,477,544)

(5,038,081)

(114,437)

(248,001)

(21,575)

428,774

(6,470,864)

Electricity purchased for resale

 

(73,090)

(2,365,587)

-

-

-

286,132

(2,152,545)

Charges for the use of the mais distribution and transmission grid

 

(216,035)

(505,869)

-

-

-

89,386

(632,518)

Personnel and management

 

(243,769)

(657,382)

(58,341)

(15,096)

(8,039)

-

(982,627)

Pension and healthcare plans

 

(37,860)

(104,234)

(7,113)

(1,142)

(496)

-

(150,845)

Materials and supplies

 

(16,678)

(66,018)

(1,730)

(1,102)

(81)

-

(85,609)

Materials and supplies for generation

 

(25,031)

-

-

-

-

-

(25,031)

Natural gas and supplies for gas business

 

-

-

-

(186,931)

-

-

(186,931)

Third party services

 

(100,399)

(307,494)

(17,769)

(12,120)

(4,996)

52,095

(390,683)

Depreciation and amortization

 

(320,541)

(193,969)

(24,523)

(12,648)

(754)

-

(552,435)

Provisions and reversals

 

(170,312)

(122,332)

734

65

2,190

-

(289,655)

Construction cost

 

(108,533)

(606,620)

-

(16,290)

-

-

(731,443)

Other operating costs and expenses

 

(165,296)

(108,576)

(5,695)

(2,737)

(9,399)

1,161

(290,542)

EQUITY IN RESULTS SUBSIDIARIES

 

(3,487)

-

-

-

1,249,114

(1,193,374)

52,253

PROFIT BEFORE INCOME TAX AND SOCIAL CONTRIBUTION

 

784,665

451,983

43,366

43,375

1,227,539

(1,193,374)

1,357,554

Financial income (expenses)

 

16,316

256,721

2,923

6,136

(55,734)

-

226,362

OPERATING INCOME (LOSSES)

 

800,981

708,704

46,289

49,511

1,171,805

(1,193,374)

1,583,916

Income tax and social contribution

 

(278,227)

(297,653)

(12,472)

(18,294)

(4,955)

-

(611,601)

Deferred income tax and social contribution

 

85,767

124,835

1,883

1,214

(9,160)

-

204,539

NET INCOME (LOSSES) FOR THE YEAR

 

608,521

535,886

35,700

32,431

1,157,690

(1,193,374)

1,176,854

                 

F-107


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

34  Financial Instruments

34.1    Category and value of financial instruments

             

 

 

 

 

 

 

Restated

 

 

 

 

12.31.2013

12.31.2012

 

Note

Level

Book value

Fair value

Book value

Fair value

Financial assets

 

 

 

 

 

 

Held for trading

 

 

 

 

 

 

Cash and cash equivalent (a)

4

1

1,741,632

1,741,632

1,459,217

1,459,217

Bonds and securities (b)

5

1

159,340

159,340

82,633

82,633

Bonds and securities (b)

5

2

79,187

79,187

100,381

100,381

 

 

 

1,980,159

1,980,159

1,642,231

1,642,231

Loans and receivables

 

 

 

 

 

 

Collaterals and escrow accounts STN (c)

6

1

45,371

32,415

43,246

42,627

Collaterals and escrow accounts (a)

6

1

1,976

1,976

36,808

36,808

Trade accounts receivable (a)

7

1

1,470,314

1,470,314

1,515,344

1,515,344

CRC transferred to state of Paraná (d)

8

1

1,380,554

1,369,599

1,384,284

1,633,076

Receivables related to concession (e)

9

1

412,869

412,869

267,883

267,883

Receivables related to the concession extension (f)

10

1

557,589

563,052

913,673

960,436

 

 

 

3,868,673

3,850,225

4,161,238

4,456,174

Available for sale

 

 

 

 

 

 

Receivables related to concession (e)

9

3

3,075,795

3,075,795

2,383,262

2,383,262

Receivables related to the concession extension (g)

10

3

160,217

160,217

160,217

160,217

Bonds and securities (b)

5

1

196,112

196,112

330,520

330,520

Bonds and securities (b)

5

2

63,978

63,978

238,302

238,302

Other investments (h)

16.2

1

25,708

25,708

18,127

18,127

 

 

 

3,521,810

3,521,810

3,130,428

3,130,428

Held to maturity

 

 

 

 

 

 

Bonds and securities (b)

5

2

11,141

11,141

12,180

12,180

 

 

 

11,141

11,141

12,180

12,180

Financial assets total

 

 

9,381,783

9,363,335

8,946,077

9,241,013

 

 

 

 

 

 

 

Financial liabilities

 

 

 

 

 

 

Fair value through profit or loss

 

 

 

 

 

 

Other liabilities - derivatives (b)

 

1

85

85

40

40

 

 

 

85

85

40

40

Other financial liabilities

 

 

 

 

 

 

Suppliers (a)

20

1

1,142,360

1,142,360

1,232,690

1,232,690

Loans and financing (c)

21

1

3,323,784

2,922,867

2,250,878

2,233,244

Debentures (i)

22

1

1,207,945

1,207,945

1,010,677

1,010,677

Payable related to concession - use of public property (j)

26

1

471,774

578,409

447,557

554,408

 

 

 

6,145,863

5,851,581

4,941,802

5,031,019

Financial liabilities total

 

 

6,145,948

5,851,666

4,941,842

5,031,059

The different levels have been defined as follows:

Level 1: obtained from prices quoted (not adjusted) on active markets for identical assets or liabilities

Level 2: obtained from other variables other than prices quoted included in level 1, which can be observed for assets or liabilities

Level 3: obtained through evaluation techniques that include variables for the asset or liability, but are not based on observable market data

F-108


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Determining fair values:

a)     Financial assets that have fair values equivalent to their respective carrying values due to their nature and terms of realization.

b)     Calculated according to information made available by the financial agents and to the market values of the bonds issued by the Brazilian government.

c)     Calculated based on the cost of the last issue by the Company, of 106% p.y.

d)     The Company based its calculation on the comparison with a noncurrent, variable interest rate National Treasury bond (NTN-B), which yields approximately 6.82% p.y. plus the IPCA inflation index, on December 31, 2013.

e)     Criteria and assumptions disclosed on note 3.7.1.

 

 

Balance as of December 31, 2012

2,383,262

Capitalization of intangible assets

630,069

Monetry variations

108,259

Write off

(24,998)

Write off - Resolution 367/2009

(20,797)

Balance as of December 31, 2013

3,075,795

   

f)      The accounts receivable related to concession extension, related to the assets which started operations after May 2000, the expected flow of cash entries was discounted at the Selic rate, the best short-term rate available for

comparison for determination of its market value.

g)     These accounts receivable are related to assets existing as of May 31, 2000, equivalent to their book values, due to the fact that the expert report to be analyzed by Aneel has not yet been completed. 

h)     Calculated according to price quotes published in an active market or by applying the interest percentage over shareholders' equity for assets with no active market.

i)      Calculated according to the Unit Price Quotation (PU) as of December 31, 2013, obtained from the National Association of Financial Market Institutions (Anbima), net of the financial cost of R$ 1,015.

j)      Considering as a premise for the calculation the rate of return for the last venture sold at auction by ANEEL, won by the Company.

 

F-109


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

34.2    Risk Factors

The Company has a Corporate Risk Management Committee in charge of formulating and tracking risk management policies and assisting the Audit Committee to ensure a good management of resources and the protection and appreciation of its assets.

The Company's business activities are exposed to the following risks arising from financial instruments:

34.2.1     Credit risk

Credit risk is defined as the possibility of the occurrence of losses related to non-compliance by a client or counterpart to a financial instrument with their respective obligations under the terms agreed on.

     

 

 

Restated

Exposure to credit risk

12.31.2013

12.31.2012

Cash and cash equivalents (a)

1,741,632

1,459,217

Bonds and securities (a)

509,758

764,016

Collaterals and escrow accounts (a)

47,347

80,054

Trade accounts receivable (b)

1,470,314

1,515,344

CRC transferred to the State Government of Paraná (c)

1,380,554

1,384,284

Accounts receivable related to the concession (d)

3,488,664

2,651,145

Accounts receivable related to the concession extension (e)

557,589

913,673

Accounts receivable related to the concession extension (f)

160,217

160,217

 

9,356,075

8,927,950

     
 

a)     Company management manages the credit risk of its assets in accordance with the Group's policy of investing virtually all of its funds in federal banking institutions. As a result of legal and/or regulatory requirements, in exceptional circumstances the Company may invest funds in prime private banks.

b)     The risk arises from the possibility of the Company incurring losses resulting from problems in receiving amounts invoiced to its clients, customers, concession operators and licensees. This risk is closely related to internal and external factors of Copel. To mitigate this type of risk the Company manages its accounts receivable, detecting customer groups that pose the greatest risk of default, cutting off energy supplies and implementing specific collection policies, supported by guarantees whenever possible.

Doubtful accounts are adequately covered by an allowance to cover any realization losses.

c)     Company management believes the CRC poses a minimal credit risk, as the amortizations are guaranteed by dividends, and the State Government is paying the renegotiated amounts in accordance with the fourth amendment.

d)     Based on the Company's understanding that the signed agreements establish the unconditional right to receive cash at the end of the concession, from the concession authority, for the investments made in assets that have not been recovered through rates by the end of the concession and specifically regarding energy transmission, as RAP is guaranteed revenue, and therefore not subject to the risk of demand.

F-110


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

e)     Management considers the credit risk on the indemnity approved for the assets which started operations after May 2000 to be reduced, given that the realization and compensation rules have already been established by the Granting Authority and has been received on schedule.

f)      For value of existing assets on May 31, 2000, ANEEL published Resolution no. 589/2013, which addresses the definition criteria for calculating the New Replacement Value (VNR) for the indemnification purpose. For these assets Management considers the credit risk as reduced since the rules for compensation are set and there is an going survey of information required by the granting authority.

 

34.2.2     Liquidity risk

The Company's liquidity risk consists of the possibility of insufficient funds, cash or other financial asset to settle obligations on scheduled dates.

The Company manages liquidity risk relying on a set of methodologies, procedures and instruments applied for a permanent control over financial processes to ensure a proper management of risks.

Investments are financed by incurring medium and long term debt to financial institutions and capital markets.

Short-term, medium-term and long-term business projections are made and submitted to management bodies for evaluation. The budget for the next fiscal year is annually approved.

Medium and long-term business projections cover monthly periods over the next five years. Short-term projections consider daily periods covering only the next 90 days.

The Company permanently monitors the volume of funds to be settled by controlling cash flows to reduce funding costs, the risk involved in the renewal of loan agreements and compliance with the financial investment policy, while at the same time keeping minimum cash levels.

The table below shows the expected settlement amounts within each time range. Projections were based on financial indicators linked to the related financial instruments and forecast according to average market expectations as disclosed on the Central Bank of Brazil's Focus Report, which provides the average expectations of market analysts for these indicators for the current year and the following year.  As from 2014, 2013 indicators are repeated through the forecast period, except for the US dollar, which follows the US inflation rate.

 

F-111


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

               

 

Interest (a)

Less than

1 to 3

3 month

1 to 5

More than

 

Liabilities

 

1 month

month

to 1 year

years

5 years

Total

12.31.2013

 

 

 

 

 

 

 

Loans and financing

Note 21

44,546

312,844

773,467

1,853,937

1,488,871

4,473,665

Debentures

Note 22

5,182

10,324

160,669

1,499,400

-

1,675,575

Derivative

Future DI

85

 

 

 

 

85

Payables related to concession -

Rate of return +

 

 

 

 

 

 

use of public asset

IGP-M and IPCA

4,282

8,564

39,272

246,196

2,103,155

2,401,469

Eletrobras - Itaipu

Dollar

-

124,286

575,224

3,606,457

5,517,175

9,823,142

Petrobras - Compagas

100% of CDI

5,295

10,738

51,243

-

-

67,276

Other suppliers

-

645,392

144,718

196,518

92,271

-

1,078,899

Post employment benefits

8.05%

43,145

86,289

388,302

2,785,404

12,492,581

15,795,721

Purchase liabilities

IGP-M and IPCA

-

605,310

2,818,490

12,216,247

80,198,892

95,838,939

 

 

747,927

1,303,073

5,003,185

22,299,912

101,800,674

131,154,771

12.31.2012

 

 

 

 

 

 

 

Loans and financing

Note 21

17,022

50,158

289,708

1,977,774

515,760

2,850,422

Debentures

Note 22

-

-

78,618

1,284,897

-

1,363,515

Derivative

Future DI

40

-

-

-

-

40

Payables related to concession -

Rate of return +

 

 

 

 

 

 

use of public asset

IGP-M and IPCA

4,040

8,080

36,858

225,955

2,043,351

2,318,284

Eletrobras - Itaipu

Dollar

-

92,864

417,886

2,677,260

4,777,443

7,965,453

Petrobras - Compagas

100% of CDI

4,892

9,874

45,969

65,690

-

126,425

Other suppliers

-

756,890

152,854

875

35,126

-

945,745

Post employment benefits

7.30%

28,945

57,891

260,509

1,523,133

9,097,947

10,968,425

Purchase liabilities

IGP-M and IPCA

-

452,633

2,188,186

8,865,291

46,201,543

57,707,653

 

 

811,829

824,354

3,318,609

16,655,126

62,636,044

84,245,962

(a) Effective interest rate - weighted average

             

As disclosed in notes 21.11 and 22.2, the Company and its subsidiaries have loan and financing agreements and debentures with covenants that if breached may require have its payment accelerated.

The main guarantees put up for maintaining business and investing activities are invested in securities and cash.

34.2.3     Market risk

Market risk is the risk that the fair value or future cash flows of the financial instrument fluctuate due to changes in market prices, such as exchange rates, interest rates and share prices. The purpose of risk management is to control exposures within acceptable limits, while optimizing return.

a)     Foreign currency risk (US Dollar)

This risk comprises the possibility of losses due to fluctuations in exchange rates, which may reduce assets or increase liabilities denominated in foreign currencies.

The Company’s foreign currency indebtedness is not significant and it is not exposed to foreign exchange derivatives. The Company monitors all relevant exchange rates.

The effect of the exchange rate variation resulting from the power purchase agreement with Eletrobras (Itaipu) is passed on to customers in Copel Distribuição's next rate review.

F-112


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

The exchange rate variation resulting from the purchase of gas from Petrobras by Compagas has a direct impact on the Company's results; Compagas continually negotiates with its customers, trying whenever possible to pass these costs on to them.

Sensitivity analysis of foreign currency risk

The Company has developed a sensitivity analysis in order to measure the impact of the devaluation of the U.S. dollar on its loans and financing subject to exchange risk.

The baseline takes into account the existing balances in each account as of December 31, 2013 and the likely scenario takes into account the balances subject to the exchange rate variations – end of period (R$/US$ 2.47) estimated as market average projections for 2014 according to the Focus Report issued by the Brazilian Central Bank as of February 7, 2014. For the adverse and remote scenarios, deteriorations of 25% and 50%, respectively, were considered for the main risk factor for financial instruments compared to the rate used for the likely scenario.

 

           

.

 

Baseline

Projected scenarios - Dec.2014

Foreign currency risks

Risk

12.31.2013

Probable

Adverse

Remote

.

 

 

 

 

 

Financial assets

 

 

 

 

 

Collaterals and escrow accounts - STN

USD depreciation

45,371

2,467

(9,492)

(21,452)

.

 

45,371

2,467

(9,492)

(21,452)

Financial liabilities

 

 

 

 

 

Loans and financing

 

 

 

 

 

STN

USD appreciation

(64,815)

(3,525)

(20,610)

(37,695)

Eletrobras

USD appreciation

(7)

-

(2)

(4)

 

 

(64,822)

(3,525)

(20,612)

(37,699)

Suppliers

 

 

 

 

 

Eletrobras (Itaipu)

USD appreciation

(107,222)

(5,831)

(34,094)

(62,358)

Petrobras (acquisiton of gas by Compagas)

USD appreciation

(51,502)

(2,801)

(16,377)

(29,952)

 

 

(158,724)

(8,632)

(50,471)

(92,310)

           

In addition, the Company evaluates its financial instruments considering the possible effects on profit and loss and equity of the risks evaluated by Company management on the reporting date for the financial instruments, as recommended by IFRS 7. Based on the equity position and the notional value of the financial instruments held as of December 31, 2013, it is estimated that these effects will approximate the amounts stated in the above table in the column for the forecast probable scenario, since the assumptions used by the Company are similar to those previously described.

b)    Interest rate and monetary variation risk

This risk comprises the possibility of losses due to fluctuations in interest rates or other indicators, which may reduce financial revenues or increase financial expenses in connection with assets and liabilities on the market.

F-113


 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

The Company has not engaged in transactions with derivatives to cover this risk, except for the exclusive investment funds, but it has continually monitored interest rates and market indicators, in order to assess the potential need for such transactions for protection for interest rate risks.

Sensitivity analysis of interest rate and monetary variation risk

The Company has developed a sensitivity analysis in order to measure the impact of variable interest rates and monetary variations on its financial assets and liabilities subject to these risks.

The baseline takes into account the existing balances in each account as of December 31, 2013 and the likely scenario takes into account the indicators (BM&F-LTN of 10.65%, CDI/Selic of 11.25%, IPCA of 5.89%, IGP-DI of 5.85%, IGP-M of 5.89% and TJLP of 5.00%) estimated as market average projections for 2014 according to the Focus Report issued by the Brazilian Central Bank as of February 7, 2014 and variation of the BM&FBOVESPA notional rate for National Treasury Bills (LTN) maturing on January 2, 2015. For the adverse and remote scenarios, deteriorations of 25% and 50%, respectively, were considered for the main risk factor for the financial instrument compared to the rate used in the likely scenario.

           

.

 

Baseline

Projected scenarios - Dec.2014

Interest rate and monetary variation risk

Risk

12.31.2013

Probable

Adverse

Remote

.

 

 

 

 

 

Financial assets

 

 

 

 

 

Financial investments - cash equivalents

Low CDI/SELIC

1,611,321

172,323

129,275

86,232

Bonds and securities

Low CDI/SELIC

509,758

54,516

40,897

27,281

Collaterals and escrow accounts

Low CDI/SELIC

1,976

212

159

105

CRC transferred to the State Government of Paraná

Low IGP-DI

1,380,554

80,762

60,572

40,381

Accounts receivable related to the concession

Low IGP-M

3,488,664

203,582

152,686

101,791

Accounts receivable related to the concession extension - RBNI

Low IPCA

557,589

32,842

24,631

16,421

Accounts receivable related to the concession extension

Undefined (a)

160,217

-

-

-

 

 

7,710,079

544,237

408,220

272,211

 

 

 

 

 

 

Financial liabilities

 

 

 

 

 

Loans and financing

 

 

 

 

 

Banco do Brasil

High CDI

(1,602,960)

(180,333)

(225,416)

(270,499)

Eletrobras - Finel

High IGP-M

(83,362)

(982)

(1,228)

(1,473)

Eletrobras - RGR

No Risk (b)

(96,394)

-

-

-

Finep

High TJLP

(40,557)

(2,028)

(2,535)

(3,042)

BNDES - Copel Geração e Transmissão

High TJLP

(1,125,109)

(56,255)

(70,319)

(84,383)

Banco do Brasil – Transfer BNDES funds

High TJLP

(160,580)

(8,029)

(10,036)

(12,044)

Banco do Brasil

High CDI

(150,000)

(16,875)

(21,094)

(25,313)

Debentures

High CDI

(1,207,945)

(135,894)

(169,867)

(203,841)

 

 

 

 

 

 

 

 

(4,466,907)

(400,396)

(500,495)

(600,595)

(a)     Risk assessment still requires ruling by the Granting Authority.
(b)     Loan indexed to UFIR

           

F-114


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

  

In addition, the Company evaluates its financial instruments considering the possible effects on profit and loss and equity of the risks evaluated by Company management on the reporting date for the financial instruments, as recommended by IFRS 7. Based on the equity position and the notional value of the financial instruments held as of December 31, 2013, it is estimated that these effects will approximate the amounts stated in the above table in the column for the forecast probable scenario, since the assumptions used by the Company are similar to those previously described.

c)     Derivative financial instruments risk

The Company employs derivative financial instruments with the sole purpose of protecting itself against variable interest rate volatility.

In order to protect against the effects of volatility on long exposures (DI interest rates) of bonds and securities, the Company hired future DI rate operations, negotiated at BM&FBOVESPA and registered at CETIP, whose nominal balances and conditions are as follows:

·         For the year ended December 31, 2013, the result of operations with derivative financial instruments on the futures market was a gain of R$ 5,885 (loss of R$ 5,884 on December 2012)

·         Contracts are adjusted daily in accordance with the future DI rates published by BM&FBOVESPA. The reference (notional) values of these outstanding contracts as of December 31, 2013 corresponded to R$ 109,792 (R$ 192,900 as of December 31, 2012)

·         On December 31, 2013, a share of the Company’s federal bonds in the amount of R$ 6,712 (R$ 9,560 as of December 31, 2012), was deposited as collateral for transactions at BM&FBOVESPA S.A.

Sensitivity analysis of derivative financial instruments risk

In order to measure the effects of the variations in the indices and rates tied to the derivative operations, which includes a scenario considered probable by Company management, a situation considered adverse of at least a 25% deterioration in the variables used and a situation considered remote, with a deterioration of at least 50% in the risk variables. The base scenario took into account the existing balances and the probable scenario for balances with changes in the BM&FBOVESPA preferential rate for LTN (National Treasury Bills) maturing on January 02, 2015.

             

.

 

 

Baseline

Projected scenarios - Dec.2014

Risk of derivative

 

Risk

12.31.2013

Probable

Adverse

Remote

.

 

 

 

 

 

 

Financial assets (liabilities)

 

 

 

 

 

 

Derivative – liabilities

 

Decrease in DI rate

(85)

(717)

(2,786)

(4,854)

   

 

(85)

(717)

(2,786)

(4,854)

Expected effect in the result

 

 

 

(632)

(2,701)

(4,769)

             

F-115


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

34.2.4     Power shortage risk

This risk results from the possibility of periods with low levels of rainfall, since Brazil relies heavily on hydroelectric sources, which depend on the water levels in their reservoirs to operate.

A long period of drought may reduce the water levels in power plant reservoirs and result in losses due to reduced revenues if a new rationing program is implemented.

 

According to the Annual Plan for Electricity Operation - PEN 2013, published annually on the website: www.ons.org.br, probability assessments of energy service conditions, based on energy deficit risks for the Benchmarking Scenario show the appropriateness of the supply criteria set by the National Energy Policy Council - CNPE (deficit risk not higher than 5%) for all subsystems within the period from 2013 to 2017. Deficit risks reach maximum levels 3.0% in the Southern subsystem and 2.5% in the Southeastern/Center Western system and lower than 1.0% in the Northern and Northeastern subsystems within the whole assessment period.

Due to amendments introduced by the replacement of energy contracts originally maturing on December 31, 2012 through energy quotas, with nonperformance of the amount necessary and the failure of several thermal power plants to come into operation, contracted by the 7th new energy auction and other technical and climatic factors, in 2013, the Company was subcontracted on 112.54 MW and therefore exposed to the short-term energy market.

34.2.5     Risk of non-renewal of concessions

Law 12,783/2013 published on January 14, 2013 ruled the extension of energy generation, transmission and distribution concessions covered by articles 17, 19 and 22 of Law 9,074/2015.  However, extension depends on full acceptance of the conditions set by that law.

Four power plants have been affected by Law 12,783/2013: Rio dos Patos with 1.8 MW, Mourão with 8.2 MW, Chopim with 1.8 MW and Usina Governador Pedro Viriato Parigot de Souza with 260 MW of installed capacity.

In order to maintain the Company's current profitability levels, the concessions for these plants have not been extended, given that studies have shown that the conditions imposed by the Concession Authority make the plants not economically feasible. By the end of the concession agreement, these power plants will be put up for auction, and the Company has no guarantee that it will be the winning bidder.

Concession Agreement number 060/2001, which sets rules about transmission facilities, has been extended for 30 more years, according to the conditions established by Law 12,783/2013.  In this case the conditions for making investments arising from contingencies, modernization, renovation and refurbishment of structures and equipment have been kept. These investments will actually be made upon ANEEL's recognition and authorization. The guarantee that the regulatory body will reimburse the Company for the works rules out the possibility of financial losses and keeps the Company's current profitability levels.

 

F-116


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

For the distribution services, the Company has issued a favorable opinion on the extension of Concession Agreement number 046/1999, pursuant to Law 12,783/2013, through a concession amendment request sent to Aneel on May 31, 2012. The Company is waiting for the decision by the Concession Authority on the extension. If the conditions set by the Concession Authority ensure the Company's expected profitability levels, the Company will sign the concession agreement or amendment for an additional period of 30 years. Even considering that the regulatory overall scene is uncertain, the Company believes on the possibility of the concession amendment, although it does not have sufficient information to guarantee that the contract for the distribution services will be renewed on favorable terms.

 
 
 
 

F-117


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

   

Copel Geração e Transmissão

 

Concessions/authorizations Contracts

Maturity date

Hydroelectric Power Plants

 

Generation Concession - 045/1999

 

Governador Bento Munhoz da Rocha Netto (Foz do Areia)

05.23.2023

Governador Ney Aminthas de Barros Braga (Segredo)

11.15.2029

Governador José Richa (Caxias)

05.04.2030

Governador Pedro Viriato Parigot de Souza (a) (b)

07.07.2015

Guaricana

08.16.2026

Mourão (a) (b)

07.07.2015

Marumbi (c)

-

São Jorge

12.03.2024

Rio dos Patos (a) (b)

02.14.2014

Melissa (d)

-

Salto do Vau (d)

-

Pitangui (d)

-

Generation Concession - Use of Public Property - 007/2013

 

Chaminé (e)

08.16.2026

Apucaraninha (e)

10.12.2025

Derivação do Rio Jordão (e)

11.15.2029

Chopim I (a) (b) (e)

07.07.2015

Cavernoso (e)

01.07.2031

Generation Concession - 001/2007 - Mauá - 51% of Copel

07.02.2042

Generation Concession - 001/2011 - Colíder (f)

01.16.2046

Authorization - Cavernoso II

02.27.2046

Thermal Power Plant

 

Generation Concession - 045/1999 - Figueira

03.26.2019

Wind Power Plant

 

Authorization - Palmas

09.28.2029

Authorization - Asa Branca I (f) (g)

04.25.2046

Authorization - Asa Branca II (f) (g)

05.31.2046

Authorization - Asa Branca III (f) (g)

05.31.2046

Authorization - Eurus IV (f) (g)

04.27.2046

Authorization - Santa Maria (f) (g)

05.08.2047

Authorization - Santa Helena (f) (g)

04.09.2047

Authorization - Ventos de Santo Uriel (f) (g)

04.09.2047

 

 

(a)     Plant not renewed pursuant to Executive Act 579/2012 - Concessionaire's prerogative

(b)     By the end of the concession the project will be offered for competitive bidding

(c)     In progress for homologation from ANEEL

(d)     At plants with capacity of less than 1 MW, only register with ANEEL

(e)     Power plants that underwent change in the exploration system from a Public Service regime to an Independent Producer Regime

(f)     Enterprise under construction

(g)     Power plants taken over as from August 1, 2013

   

 

 

F-118


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

   

Copel Geração e Transmissão

 

Concessions Contracts

Maturity date

Transmission Lines and Substations

 

Contract 060/01 - Transmission facilities (a)

12.05.2042

Contract 075/01 - Transmission line Bateias - Jaguariaíva

08.16.2031

Contract 006/08 - Transmission line Bateias - Pilarzinho

03.16.2038

Contract 027/09 - Transmission line Foz do Iguaçu - Cascavel Oeste

11.18.2039

Contract 010/10 - Transmission line Araraquara 2 - Taubaté (b)

10.05.2040

Contract 015/10 - Substation Cerquilho III (b)

10.05.2040

Contract 001/12 - Transmission line Cascavel Oeste - Umuarama - 51% Copel GeT (b)

01.11.2042

Contract 004/12 - Transmission line Nova Santa Rita - Camaquã 3 - 20% Copel GeT (b)

05.09.2042

Contract 007/12 - Transmission line Umuarama - Guaira - 49% Copel GeT (b)

05.09.2042

Contract 008/12 - Transmission line Curitiba - Curitiba Leste - 80% Copel GeT (b)

05.09.2042

Contract 011/12 - Transmission line Açailândia - Miranda II - 49% Copel GeT (b)

05.09.2042

Contract 012/12 - Transmission line Paranaíta - Ribeirãozinho - 49% Copel GeT (b)

05.09.2042

Contract 013/12 - Transmission line Ribeirãozinho - Marimbondo II - 49% Copel GeT (b)

05.09.2042

Contract 022/12 - Transmission line - Foz do Chopim - Salto Osorio C2 (b)

08.26.2042

Contract 002/13 - Transmission line - Assis - Paraguaçu Paulista II (b)

02.24.2043

Contract 007/13 - Transmission line - Barreiras II - Pirapora 2 - 24.5% Copel GeT (b)

05.01.2043

(a) Concession renewed pursuant to Executive Act 579/2012

 

(b) Enterprise under construction

 
   

 

   

 

 

Concessions/authorizations Contracts

Maturity date

Copel Distribuição - Contract 046/99 - Distribution Facilities (a)

07.07.2015

Elejor - Contract 125/2001 - HPP Fundão e Santa Clara

10.24.2036

Elejor - Authorization contract - SHP Fundão I and SHP Santa Clara I

12.18.2032

Dona Francisca Energética - Contract 188/1998 - HPP Dona Francisca

08.27.2033

UEG Araucária - authorization contract - TPP Araucária

12.22.2029

Foz do Chopim - authorization contract - SHP Foz do Chopim

04.23.2030

Compagas - concession gas distribution contract

07.06.2024

(a)     Sent on May 31, 2012 requesting extension of concession and sent on October 11, 2012 ratification of the requesting extension of concession (MP 579/2012)

   

 

34.2.6     Gas shortage risk

This risk involves potential periods of shortage of natural gas supply to meet the Company’s gas distribution and thermal generation business requirements.

Long periods of gas shortage could result in losses due to lower revenues by subsidiaries Compagas and UEG Araucária.

 

F-119


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

34.3    Management of capital

The Company always seeks to maintain a strong capital base to maintain the trust of investors, creditors and market and ensure the future development of the business. It seeks to maintain a balance between the highest possible returns with more adequate levels of loans and the advantages and security provided by a healthy capital position. Thus, it maximizes the return for all interested parties in its operations, optimizing the balance of debts and equity.

 

The Group’s capital structure is composed of:

a)     net indebtedness, defined as total loans, financing and debentures, net of cash and cash equivalents and short term bonds and securities; and

b)     own capital, defined as total equity.

 

 

 

   

Restated

Debt

12.31.2013

12.31.2012

Loans and financing

3,323,784

2,250,878

Debentures

1,207,945

1,010,677

(-) Cash and cash equivalents

1,741,632

1,459,217

(-) Bonds and securities

389,222

635,501

Net indebtedness

2,400,875

1,166,837

Shareholder's

12,928,752

12,361,890

Net indebtedness ratio

0.19

0.09

 

35  Related Party Transactions

The balances of transactions between the Company and its associates and subsidiaries are shown in Note 8, Note 15 and Note 16.

The amounts resulting from the operating activities of Copel Distribuição involving related parties are billed at the rates approved by ANEEL.

 

F-120


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

             

 

 

Assets

 

Liabilities

 

Results

   

Restated

 

Restated

 

Restated

Related parties / Nature of operation

12.31.2013

12.31.2012

12.31.2013

12.31.2012

12.31.2013

12.31.2012

Controlling shareholders

 

 

 

 

 

 

State of Paraná

 

 

 

 

 

 

Dividends payable (a)

-

-

-

79,539

-

-

"Luz Fraterna" program (b)

78,987

60,259

-

-

-

-

Remuneration and employ social security charges assigned (c)

1,880

1,640

-

-

-

-

CRC (Note 8)

1,380,554

1,384,284

-

-

159,348

188,688

ICMS (Note 13.3)

115,439

110,096

252,771

209,570

-

-

.

 

 

 

 

 

 

Entities with significant influence

 

 

 

 

 

 

BNDES e BNDESPAR (d)

 

 

 

 

 

 

Financing (Note 21.5)

-

-

1,125,109

214,855

(15,647)

(2,525)

Dividends payable (d)

-

-

-

63,890

-

-

   

 

 

 

 

 

Petrobras (e)

 

 

 

 

 

 

Rental plant TPP Araucária

6,499

11,894

-

-

101,628

95,253

Supply and transport of gas (f)

374

293

-

-

23,912

18,494

Acquisition of gas for resale (f)

-

-

51,502

43,681

(295,494)

(247,673)

Advances to suppliers of Compagas (g)

13,504

12,666

-

-

-

-

Dividends payable by Compagas

-

-

1,076

1,208

-

-

.

 

 

 

 

 

 

Mitsui Gás e Energia do Brasil Ltda. (h)

-

-

2,283

1,208

-

-

.

 

 

 

 

 

 

Paineira Participações S.A. (i)

-

-

11,985

1,179

-

-

   

 

 

 

 

 

Jointly-controlled

 

 

 

 

 

 
   

 

 

 

 

 

Costa Oeste Transmissora de Energia (j)

190

357

-

-

2,113

487

   

 

 

 

 

 

Marumbi Transmissora de Energia (k)

184

174

-

-

2,042

510

   

 

 

 

 

 

Caiuá Transmissora de Energia (l)

221

-

-

-

478

345

   

 

 

 

 

 

Associates

 

 

 

 

 

 

Dona Francisca Energética S.A. (m)

-

-

6,320

6,045

(71,950)

(67,354)

.

 

 

 

 

 

 

Foz do Chopim Energética Ltda. (n)

201

135

-

-

1,725

1,602

   

 

 

 

 

 

Sercomtel S.A. Telecomunicações (o)

192

179

-

-

2,287

2,142

.

 

 

 

 

 

 

Key management personnel

 

 

 

 

 

 

Fees and related charges (Note 31.3)

-

-

-

-

(16,829)

(14,559)

Pension plans and health care (Note 23)

-

-

-

-

(1,089)

(808)

   

 

 

 

 

 

Other related parties

 

 

 

 

 

 

Fundação Copel

 

 

 

 

 

 

Rental of administrative real estate

-

-

-

-

(12,270)

(10,694)

Private pension and health plans (Note 23)

-

-

967,232

701,049

-

-

.

 

 

 

 

 

 

Lactec (p)

27,229

18,742

587

303

(5,060)

(5,896)

 

 

 

 

 

 

 

a)     In 2013, out of the total dividends proposed to the Government for the State of Paraná for the amounts of R$ 166,321, there was advance on December 2013 of R$ 96,470. The remaining amount will be distributed after the approval at the General Shareholders’ Meeting (GSM).

F-121


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

b)     The Luz Fraterna Program, created under Law no. 491, dated September 11, 2003, allows the State Government to pay for the electricity bills of low income families in Paraná – which have duly applied for the program – provided their consumption does not exceed 100 kWh a month. This benefit is available to residential customers with single phase connections, rural customers with single phase connections or two phase connections with circuit breakers of up to 50 amperes. Applicants must not have more than one electricity bill under their names and must not have any pending debts to Copel.

c)     Reimbursement of wages and social charges for employees transferred to the Paraná State Government. The Company recognized an impairment allowance in the amount of R$ 1,614 as of December 31, 2013 and R$ 1,466 as of December 31, 2012.

 

d)     BNDES is the parent company of BNDES Participações SA (BNDESPAR) that holds 23.96% of the share capital of the Company (26.41% of the common shares and 21.27% of preferred shares). Of the total proposed dividends to BNDESPAR, for fiscal year 2013, in the amount of R$ 133,603 (R$ 127,166 net of IRRF), was paid in advance during December 2013 the net amount of R$ 71,055. The remaining amount will be distributed after the approval at the General Shareholders’ Meeting (GSM).

e)     Petrobras holds 20% of the share capital of UEG Araucária and 24.5% of the share capital of Compagas.

f)      The supply and transport of piped gas and the purchase of gas for resale by Compagas.

g)     Advance payments to suppliers of Compagas refer to the gas purchase contract covering guaranteed volumes and transport capacity, higher than those actually consumed and used, which contains a future compensation clause. Compagas has the right to receive unused gas in subsequent months, and it may offset amounts under contract but not consumed over a period of up to 10 years. In light of the prospects of increased consumption by the market, Compagas management believes it will consume the accumulated gas volumes as of December 31, 2013 in the next fiscal years.

h)     Mitsui Gás e Energia do Brasil Ltda. holds 24.5% of Compagas’ share capital. The balances refer to dividends payable by Compagas.

i)      Paineira Participações S.A. holds 30% of Elejor share capital. The balances refer to dividends payable by Elejor.

j)      Engineering services agreement, signed with Copel Geração e Transmissão, expiring on October 10, 2015.

k)     Engineering services agreement, signed with Copel Geração e Transmissão, expiring on September 30, 2015.

F-122


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

l)      Specific environmental management services agreement, signed with Copel Geração e Transmissão, expiring on March 14, 2015.

m)    Power purchase and sale agreement signed by Dona Francisca Energética and Copel Geração e Transmissão, expiring on March 31, 2015.

n)     Operation and maintenance services agreement, signed between Foz do Chopim Energética Ltda. and Copel Geração e Transmissão, expiring on May 24, 2015.

o)     Light pole sharing agreement, signed between Sercomtel S.A Telecomunicações and Copel Distribuição.

p)     The Institute of Technology for Development (Lactec) was constituted on February 6, 1997 as a not for profit organization whose goal is to promote economic, scientific, technological, and social development and the sustainable conservation of the environment. In 2000, it was qualified by the Ministry of Justice, based on Law no. 9,790, as a Public Interest Civil Society Organization (OSCIP), which allows it, among other things, to enter partnerships with government agencies with no need for competitive bidding. Its members are: Copel, the Federal University of Paraná (UFPR), the Engineering Institute of Paraná (IEP), the Paraná Federation of Industries (FIEP), and the Commercial Association of Paraná (ACP)

Lactec has service and R&D contracts with Copel Geração e Transmissão and Copel Distribuição, which are subject to prior or later control and approval by ANEEL

The asset balances refer to Energy Efficiency and R&D programs, recorded under current assets, in service in progress, until the respective projects are concluded, pursuant to ANEEL.

 

35.1    Guarantees and endorsements awarded to related parties

35.1.1     Granted by Parent Company

The Parent Company granted the following guarantees and endorsements:

a)     endorsements for loans secured by its subsidiaries Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus, Santa Maria, Santa Helena and Ventos de Santo Uriel, pursuant to Note 21.7.

b)     bank guarantee for the equity interest of 70% in the debentures issued by the subsidiary Elejor on September 26, 2013, pursuant to Note 22.

c)     endorsements for its equity interest of 23.03% to its associated company Dona Francisca Energética S.A., in 2002, in financing secured from the BNDES (joint endorsement) and Bradesco (joint endorsement), for settlement by 2015. As of December 31, 2013 the restated outstanding balances amounted to R$ 9,393 with BNDES and R$ 5,402 with Bradesco.

F-123


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

35.1.2     Granted by Copel Geração e Transmissão

               

Ventures

 

Date

Final

Amount

Total

%

Balance as of

joint subsidiaries

Financing

issued

Maturity

approved

issued

endorsement

December 31,2013

Transmissora Sul Brasileira (a)

Debentures

09.27.2013

09.22.2014

150,000

150,000

20%

153,202

Caiuá Transmissora (b)

Promissory notes

10.30.2013

04.28.2014

42,000

21,000

49%

34,051

12.05.2013

12,600

Integração Maranhense (c)

Promissory notes

10.30.2013

04.28.2014

71,000

28,400

49%

50,341

12.05.2013

21,300

Matrinchã Transmissora (d)

Debentures

06.20.2013

12.20.2014

800,000

540,000

49%

567,126

Guaraciaba Transmissora (e)

Debentures

06.20.2013

12.20.2014

400,000

230,000

49%

241,553

               

Financier:

             

Banco Bradesco BBI S.A.: (a) (b) (c)

HSBC Corretora de Títulos e Valores Mobiliários S.A. e Banco Santander (Brasil) S.A.: (d) (e)

               

Allocation:

             

“Bridge loan" for financing operation to be secured from BNDES (a) (b) (c)

Working capital: (d) (e)

               

36  Insurance 

Details by risk type and effectiveness date of the main policies can be seen below.

     

 

 

 

Policy

Termination

Insured

Specified risks (36.1)

08.24.2014

1,727,388

Fire - Company-owned and rented facilities (36.2)

08.24.2014

521,633

Civil liability - Copel (36.3)

08.24.2014

12,000

Civil liability - Compagas (36.3)

10.29.2014

3,600

Engineering risks - Copel (36.4)

08.24.2014

dependant on each event

Domestic and international transport - export and import (36.5)

08.24.2014

dependant on each event

Multi-risk - Compagas (36.6)

12.18.2014

13,300

Multi-risk - Elejor (36.6)

03.25.2014

446,691

Vehicles (36.7)

08.20.2014

market value

Miscellaneous risks (36.8)

08.24.2014

810

Operational risks - Elejor (36.9)

06.06.2014

500

Operational risks - UEG Araucária (36.10) (a)

05.31.2015

844,991

Court guarantee - Compagas (36.11)

02.03.2014

56,938

Performance bond - Copel (36.12)

07.14.2014

12,500

Performance bond - Copel (36.12)

01.15.2014

2,200

Performance bond - Copel (36.12)

07.30.2015

44,319

Performance bond - Copel (36.12)

12.27.2014

1,850

Operational risks - HPP Mauá - Consórcio Energético Cruzeiro do Sul (36.13)

11.23.2014

342,139

Liability for directors and administrators - D&O (36.14) (a)

06.30.2014

58,565

 

 

 

(a)     The values of the sums insured Operational Risk - UEG Araucaria and liability for directors and officers have been converted to real U.S. dollars with the rate of the day 12.31.2013, R$ 2.3426.

F-124


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

36.1    Insurance against specified risks

This policy covers substations and power plants, listing their main equipment and respective insured amounts. It provides basic coverage against fire, lightning strikes, explosions of any kind, and additional coverage against potential electrical damage, miscellaneous risks, and risk to electronics and computers.

 

36.2    Fire insurance

This policy covers both Company-owned and rented facilities and part of their contents. It ensures payment of reparations to the insurance holder or property owner for the damages resulting from basic fire hazards, lightning strikes, and explosions of any kind, plus additional coverage against windstorms, hurricane, cyclone, tornado, hail and smoke.

36.3    Civil liability insurance

This insurance provides coverage against liability for involuntary damages, bodily and/or material and/or moral, caused to third-parties as a result of the Company and its subsidiaries’s commercial and/or industrial operations. It also has additional coverage for services on third-party sites and employer liability.

36.4    Insurance against engineering risks - Copel

This insurance provides coverage against risks of installation, assembly, disassembly, and testing of new equipment, particularly at substations and power plants. Policies are purchased before each risk event, according to the occurrence and need for coverage against risks of carrying out engineering services.

36.5    Transport insurance

This insurance provides coverage against losses and damages caused to products transported by any appropriate means within both the domestic and foreign market and during import and export operations to and from foreign markets. Policies are purchased before each risk event, and are basically used to cover the transport of electrical, electronic, and telecommunications equipment.

36.6    Multi-risk insurance

This policy comprises the assets of the Company and provides coverage against potential damages caused by fire, lighting strikes, explosions, electrical malfunctions, risks to electronic equipment, recovery of records and documents, windstorms, smoke, and theft or aggravated larceny.

F-125


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

36.7    Vehicle insurance

This insurance covers the payment of reparations of damage suffered and expenses incurred as a result of risks to which Compagas’ 33 insured vehicles are subject. It provides basic coverage for the vehicles and additional and optional civil liability coverage against material, bodily, and moral damages caused to third-parties. Coverage limits for damages to third-parties are R$ 150 for material damages and R$ 300 for bodily damages, for each vehicle.

36.8    Insurance against miscellaneous risks

This insurance covers losses and material damage caused to the assets listed in the policy by any accidents with an external cause, including transport risks.

This type of insurance covers mobile and/or stationary electric equipment, computers, and electronics, whether in use at the Company's facilities or leased or loaned to third-parties.

36.9    Insurance against operational risks - Elejor

This insurance covers sudden, unforeseen, and accidental losses and material damage to Elejor buildings, merchandise, raw materials, unfinished and finished products, packages, machinery, tools, furniture, and other devices and facilities which are part of the insured establishment, in addition to loss of profits.

36.10   Insurance against operational risks – UEG Araucária

This policy provides coverage against all risks (all legally insurable risks), including machinery failure, for all the facilities of the Araucária Thermoelectric Power Plant.

36.11   Court guarantee - Compagas

This insurance covers the settlement of final rulings in lawsuits against Compagas. It has the same standing as a judicial bond, replacing judicial deposits in cash, attachment of assets, and bank guarantees.

36.12   Contract Performance Bond

It guarantees the liabilities assumed by Copel in the concession agreements signed with ANEEL.

This type of insurance is designed to guarantee full performance of a contract. It does not cover damages but rather liabilities for breach of contract, and it is a form of contractual guarantee provided by Brazilian law, which may replace bank guarantees, cash bonds, or government bonds.

36.13   Operating risks HPP Mauá - Consórcio Energético Cruzeiro do Sul

It is defined by the "All Risks" type coverage, covering all losses or material damage caused to the insured assets, except those formally considered as excluded in its conditions.

F-126


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

The generating units, substations, power houses, dams, spillways and tunnels are covered by the policy.

As well as coverage for material damage, there is the additional coverage for rescue and containment of accidents, floods and flooding, removal of debris, minor engineering works, theft, strikes and rioting, expert fees and extraordinary expenses. It does not include coverage for lost profits.

 

36.14   Civil Responsibilities for Senior Management and Officers (D&O)

Insurance of civil responsibility of commercial companies to advisors, officers and management D&O – Directors & Officers, with coverage for all National territory and abroad as hired by the Company.

This insurance has a goal to cover for payment of financial losses and legal fees resulting from judicial claims against insured personnel related to their activities in the company’s management.

The personnel covered by this insurance are advisors, officers and senior management of Copel and also other personnel appointed by Copel to hold equivalent positions in the subsidiaries

37  Compensation Account for “Part A”

As a result of adopting IFRS, the Company no longer recognizes regulatory assets and liabilities, and unrecognized the existing balances.

These assets and liabilities continue to be recognized in the regulatory records, introduced by ANEEL Normative Resolution 396.

The Compensation Account for Variations in Items from “Part A” - CVA accompanies the variations reported between the amounts homologated for tariff adjustments, and the amounts actually incurred during the tariff period, from the following cost components of “Part A”: Purchase of electric power (Bilateral, Itaipu and Auctions), Energy Transmission Cost (Transmission from Itaipu and the Basic Grid) and Sector Charges (Energy Development Account - CDE; System Service Charges - ESS and Incentive Program for Alternative Energy Sources – Proinfa, Research and Development and Energy Efficiency, and others).

ANEEL authorized Copel Distribuição, through Homologatory Resolution 1,541, of June 20, 2013, to adjust its supply tariffs as from June 24, 2013, by an average rate of 13.08%, with 11.40% that refers to the tariff adjustment index and 1.68% for the pertinent financial components, of which, CVA, represents a total of R$ 21,967, consisting of 2 parts: CVA being processed, for the tariff year 2012-2013, for the amount of R$ 15,780, and the balance to compensate for CVA from prior years for the amount of R$ 6,187. After the withdrawal of regulatory assets (CVA) granted in the previous year and deferring partial adjustment, the effect of this adjustment was an average decrease of 9.55% in customer tariffs, as Homologatory Resolution 1,565, of July 09, 2013.

F-127


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

If the regulatory assets and liabilities had been recognized, the Company would have reported the following balances in its financial statements:

 

Composition of balances for CVA

         

 

Current Assets

Noncurrent Assets

 

12.31.2013

12.31.2012

12.31.2013

12.31.2012

CVA recoverable tariff adjustment 2012

 

 

 

 

Charges for use of transmission system (basic grid)

-

14,181

-

-

CDE

-

5,856

-

-

Proinfa

-

5,565

-

-

Transport of energy purchased (Itaipu)

-

1,356

-

-

Other financial components

-

17,312

-

-

 

-

44,270

-

-

CVA recoverable tariff adjustment 2013

 

 

 

 

CCC

3,779

1,626

-

1,626

Charges for use of transmission system (basic grid)

917

22,047

-

22,047

Electricity purchased for resale (Itaipu)

5

-

-

-

ESS

-

35,860

-

35,860

CDE

-

3,261

-

3,261

Proinfa

5,534

1,037

-

1,037

Electricity purchased for resale (CVA Energ)

4,614

-

-

-

Transport of energy purchased (Itaipu)

-

1,297

-

1,297

Other financial components

45,146

35,249

-

35,250

 

59,995

100,377

-

100,378

CVA recoverable tariff adjustment 2014

 

 

 

 

Charges for use of transmission system (basic grid)

18,587

-

18,587

-

Proinfa

154

-

154

-

Electricity purchased for resale (CVA Energ)

71,335

-

71,335

-

Other financial components

137,728

-

137,728

-

 

227,804

-

227,804

-

 

287,799

144,647

227,804

100,378

         

 

F-128


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

         

 

Current liabilities

Noncurrent liabilities

 

12.31.2013

12.31.2012

12.31.2013

12.31.2012

CVA compensable tariff adjustment 2012

 

 

 

 

CCC

-

363

-

-

Energy purchased for resale (Itaipu)

-

17,871

-

-

ESS

-

18,982

-

-

Energy purchased for resale (CVA Energ)

-

9,679

-

-

Other financial components

-

24,465

-

-

 

-

71,360

-

-

   

 

 

 

CVA compensable tariff adjustment 2013

 

 

 

 

Energy purchased for resale (Itaipu)

-

10,062

-

10,062

ESS

684

-

-

-

CDE

2,851

-

-

-

Energy purchased for resale (CVA Energ)

-

41,828

-

41,828

Transport of energy purchased (Itaipu)

661

-

-

-

Other financial components

2,616

22,902

-

22,902

 

6,812

74,792

-

74,792

CVA compensable tariff adjustment 2014

 

 

 

 

Energy purchased for resale (Itaipu)

3,753

-

3,753

-

ESS

39,610

-

39,610

-

CDE

87

-

87

-

Transport of energy purchased (Itaipu)

20

-

20

-

Other financial components

1,804

-

1,804

-

 

45,274

-

45,274

-

 

52,086

146,152

45,274

74,792

         

Changes in CVA

             

.

Balance as of

 

 

 

 

Balance as of

 

January 01, 2013

Differ.

Amortiz.

Correction

Transf.

December 31, 2013

Assets

 

 

 

 

 

 

CCC

3,252

4,130

(3,948)

345

-

3,779

Charges for use of transmission system (basic grid)

58,275

(3,828)

(15,791)

(565)

-

38,091

Energy purchased for resale

-

11

(6)

-

-

5

ESS

71,720

(71,165)

-

(555)

-

-

CDE

12,378

(6,267)

(6,109)

(2)

-

-

Proinfa

7,639

9,083

(11,575)

695

-

5,842

Energy purchased for resale (CVA Energ)

-

147,229

(4,614)

4,669

-

147,284

Transport of energy purchased (Itaipu)

3,950

(2,539)

(1,415)

4

-

-

Other financial components

87,811

289,650

(62,458)

5,599

-

320,602

 

245,025

366,304

(105,916)

10,190

-

515,603

Current

144,647

22,489

(105,913)

3,761

222,815

287,799

Noncurrent

100,378

343,815

(3)

6,429

(222,815)

227,804

Liabilities

 

 

 

 

 

 

CCC

363

-

(376)

13

-

-

Energy purchased for resale (Itaipu)

37,995

(12,970)

(18,643)

1,124

-

7,506

ESS

18,982

83,075

(20,484)

(1,669)

-

79,904

CDE

-

6,059

(2,983)

(51)

-

3,025

Energy purchased for resale (CVA Energ)

93,335

(83,475)

(10,105)

245

-

-

Transport of energy purchased (Itaipu)

-

1,336

(692)

57

-

701

Other financial components

70,269

(36,222)

(27,082)

(741)

-

6,224

 

220,944

(42,197)

(80,365)

(1,022)

-

97,360

Current

146,152

(101,466)

(80,365)

34

87,731

52,086

Noncurrent

74,792

59,269

-

(1,056)

(87,731)

45,274

             
 

F-129


 

 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

38  Provisional Measure no. 627/13

Management initially evaluated the effects of the provisions contained in Provisional Measure no. 627 - MP 627, issued on November 11, 2013 and Normative Instruction no. 1,397 issued September 16, 2013, as amended by Normative Instruction no. 1,422 issued December 19, 2013 - IN 1,397.

Although MP 627 is effective from January 01, 2015, it is possible to (irrevocably) apply it from January 01, 2014. Management does not intend to opt for early adoption, although it is waiting for MP 627 to be enacted as a law and the regulation of several matters by the federal tax authorities, for a deeper and more conclusive analysis, as the provisional measure has a material number of proposed amendments, meaning a number of its provisions could be amended and/or clarified.

Management's preliminary analyses did not identify any material impacts resulting from the distribution of profits in the last five years, the deduction limit for interest on shareholders' equity and the amount exceeding the tax exemption limit for the equity income in the financial statements of the financial year ended December 31, 2013.

Management's conclusions use the best interpretation of the current text of MP 627, which could undergo changes when enacted as a law meaning Management's interpretation should be revised based on the new wording.

 

 

F-130


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

39  Condensed unconsolidated financial information of Companhia Paranaense de Energia – COPEL

Since the condensed unconsolidated financial information required by Rule 12-04 of Regulation S-X is not required under IFRS issued by the International Accounting Standards Board - IASB, such information was not included in the original financial statements filed with the Brazilian Securities and Exchange Commissions – CVM in March, 17, 2014. In order to attend the specific requirements of the Securities and Exchange Commission (the “SEC”), Management has incorporated the condensed unconsolidated information in these financial statements as part of the Form 20-F. The condensed unconsolidated financial information of Companhia Paranaense de Energia - Copel, as of December 31, 2013 and 2012 and for each of the two years in the period ending on December 31, 2013, presented herein were prepared considering the same accounting policies as described in Note 2 and 3 to Company’s consolidated financial statements, except for the fact that the investment caption presented in Company’s unconsolidated condensed balance sheet were measured under the equity method, instead of being measured at fair value or at cost, as required by International Financial Reporting Standards - IFRSs issued by the IASB.

 

F-131


 

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL
Notes to the Consolidated Financial Statements
All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

(a) Condensed statements of financial position

 

 

 

 

ASSETS

 

Restated

 

12.31.2013

12.31.2012

Current assets

 

 

Cash and cash equivalents

10,410

29,464

Bonds and securities

186

176

Dividends receivables

381,371

1,038,664

CRC transferred to the State Government of Paraná

85,448

 

Other current receivables

3,869

3

Income tax and social contribution

42,494

150,483

Other current recoverable taxes

-

11

 

523,778

1,218,801

Noncurrent assets

 

 

CRC transferred to the State Government of Paraná

1,295,106

-

Judicial deposits

272,115

271,858

Income Tax and Social Contribution

169,717

-

Deferred tax assets

91,205

117,194

Receivables from related parties

64,815

1,151,888

 

1,892,958

1,540,940

 

 

 

Investments

12,055,619

10,869,359

Property, Plant and Equipment, net

29

-

 

12,055,648

10,869,359

 

 

 

Total assets

14,472,384

13,629,100

     

 

 

F-132


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

 

     

LIABILITIES

 

Restated

 

12.31.2013

12.31.2012

Current liabilities

 

 

Payroll, social charges and accruals

4,946

645

Payable to subsidiary

468,317

-

Suppliers

3,211

1,616

Income tax and social contribution

-

3,251

Other taxes payable

25,481

22,072

Loans and financing

562,801

28,106

Dividends payable

3,047

201,186

Other accounts payable

16,434

824

 

1,084,237

257,700

Noncurrent liabilities

 

 

Other taxes due

40

-

Loans and financing

456,752

971,721

Post employment benefits

2,169

-

Provision for contingencies

277,847

302,295

 

736,808

1,274,016

 

 

 

Equity

12,651,339

12,097,384

Share capital

6,910,000

6,910,000

Equity valuation adjustments

983,159

1,214,394

Legal reserves

624,849

571,221

Retained earnings

3,897,833

3,337,295

Additional proposed dividends

235,498

64,474

 

 

 

Total liabilities and equity

14,472,384

13,629,100

     

 

 

F-133


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

(b) Condensed statement of income

 

 

 

 

 

CONTINUING OPERATIONS

 

 

12.31.2013

12.31.2012

12.31.2011

   

 

 

Other operating revenues (expenses)

 

 

 

General and administrative expenses

(47,772)

(23,235)

(23,675)

Other revenues (expenses), net

28,333

(13,927)

2,100

Result of equity in investees

1,116,830

732,313

1,249,114

 

1,097,391

695,151

1,227,539

 

 

 

 

Operating income before financial results

1,097,391

695,151

1,227,539

 

 

 

 

Financial income (expenses)

 

 

 

Financial revenues

114,524

110,317

121,459

Financial expenses

(112,524)

(109,266)

(177,193)

 

2,000

1,051

(55,734)

 

 

 

 

Operating income

1,099,391

696,202

1,171,805

 

 

 

 

Income tax and social contribution

 

 

 

Income tax and social contribution

-

(4,467)

(4,955)

Deferred income tax and social contribution

(26,831)

8,953

(9,160)

 

(26,831)

4,486

(14,115)

 

 

 

 

Net income for the period

1,072,560

700,688

1,157,690

 

 

 

 

Basic and diluted net earning per share attributed do parent company shareholders - in reais

 

 

 

Class A preferred shares

4.4900

4.1742

4.4435

Class B preferred shares

4.1174

2.6879

4.0392

Common shares

3.7428

2.4435

5.3315

       

 

(c) Condensed statements of cash flows

 

 

 

 

   

Restated

Restated

 

12.31.2013

12.31.2012

12.31.2011

   

 

 

Net cash generated (used) by operating activities

954,960

116,845

298,735

 

 

 

 

Cash flow from investing activities

 

 

 

Bonds and securities

(10)

(11)

10

Loans to related parties

-

(808,972)

-

Reimbursement of loans to related parties

213,847

920,836

29,906

Redemption of investment in Ceolpar

-

910

-

Additions to investments

(600,170)

(9,273)

(664)

Additions to property, plant and equipment

(29)

-

-

 

 

 

 

Net cash generated by investing activities

(386,362)

103,490

29,252

 

 

 

 

Cash flow from financing activities

 

 

 

Loans and financing with third parties

-

-

600,000

Payment of the principal amount of debentures

-

-

(600,000)

Dividends and interest on capital paid

(587,652)

(218,628)

(390,052)

 

 

 

 

Net cash used in financing activities

(587,652)

(218,628)

(390,052)

 

 

 

 

Decrease in cash and cash equivalents

(19,054)

1,707

(62,065)

 

 

 

 

Cash and cash equivalents at the beginning of the period

29,464

27,757

89,822

Cash and cash equivalents at the end of the period

10,410

29,464

27,757

 

 

 

 

Variation in cash and cash equivalents

(19,054)

1,707

(62,065)

       
 

F-134


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

 

During the years ended December 31, 2013 and 2012, we received R$1,067,400 and R$378,115, respectively, from dividends and interest on own capital paid by our investees. Additional disclosures relating to Companhia Paranaense de Energia - Copel unconsolidated condensed financial information presented above are as follows:

Recoverable Taxes: As of December 31, 2013 and 2012, Companhia Paranaense de Energia – Copel recorded part of the tax credits referring to tax loss carryforwards, based on expectations of future taxable income for income tax and social contribution up to a period of 10 years.

Related Parties: The Company has the following balances outstanding with related parties:

 

 

 

 

12.31.2013

12.31.2012

Noncurrent assets

 

 

Copel Distribuição

64,815

919,234

Elejor

-

232,654

 

 

 

Total

64,815

1,151,888

     

 

Investments:  As of December 31, 2013 and 2012, investments in subsidiaries are comprised as follows:

 

 

 

 

 

Restated

 

12.31.2013

12.31.2012

Copel Geração e Transmissão

6,796,817

6,167,382

Copel Distribuição

3,366,685

3,535,388

Dominó Holdings

456,703

358,114

Copel Telecomunicações

352,939

328,145

Other investments

747,025

327,487

 

11,720,169

10,716,516

     

 

F-135


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

Dividends receivable: The dividends receivable are comprised as follows:

 

 

 

 

12.31.2013

12.31.2012

Investees and subsidiaries

 

 

Copel Geração e Transmissão

321,902

635,489

Copel Distribuição

-

371,863

Copel Telecomunicações

21,585

7,982

Compagas

2,239

2,514

Dominó Holdings

6,311

17,986

Elejor

28,718

2,752

Ventos de Santo Uriel

5

-

 

 

 

Associated

 

 

Dona Francisca Energética

85

78

 

 

 

Other investments

 

 

Other investments

526

-

 

381,371

1,038,664

     

• Provision for contingencies: Companhia Paranaense de Energia - Copel recorded reserves for risks mainly related to Cofins and PIS/PASEP. The provisions for risks are shown below:

 

 

 

 

12.31.2013

12.31.2012

Regulatory

12,310

11,667

Civil

390

17,694

Tax Claim

265,147

272,934

 

277,847

302,295

     

 

Restriction of transfer of funds from subsidiaries - The subsidiaries described below qualify as either concessionaires of public services or independent power producers. As such, any transfer of funds to the respective parent company, in the form of loans or advances, requires approval by ANEEL. This regulatory restriction does not apply to cash dividends determined in accordance with the Brazilian Corporate Law.

 

In addition, Copel G&T has certain financing agreements with the Brazilian National Development Bank (“BNDES”) under which BNDES approval is required for Copel G&T to pay cash dividends exceeding 30% of its net profit. Since BNDES has always approved Copel G&T’s requests to pay cash dividends in excess of 30% of its net profit and this restriction has not affected Copel G&T’s ability to pay cash dividends or parent company’s ability to meet its cash obligations, management deemed it to be a perfunctory clause.

As of December 31, 2013, total restricted subsidiaries net assets amount to R$ 11,003,627 composed as follows:

F-136


 
 

COMPANHIA PARANAENSE DE ENERGIA – COPEL

Notes to the Consolidated Financial Statements

All amounts expressed in thousands of Brazilian reais, unless otherwise stated

 

 

 

 

 

12.31.2013

Copel Geração e Transmissão S.A.

6,796,817

Copel Distribuição S.A.

3,366,685

UEG Araucária Ltda.

701,754

Centrais Elétricas Rio Jordão - Elejor

72,019

Wind Power Plants

66,352

Total

11,003,627

   

 

***

 

 

 

 

 

 

F-137

GRAPHIC 2 kpmg.gif begin 644 kpmg.gif M1TE&.#EA=0`X`/<```$/=@`=>Q8>?`0C?1DI?"`L2-OKB)BM3EDJ31IN#-XNP]W MQ3MSP$HL@4H]A%4SA$Q)ADQ0C4-9F59+AE]#FUQ3BEQ8E$98HEMCF4UDI4AG MN$EQKTASN%5LJ5-JMUEPKUUYLF)-AV98B6-:DW-&A'E9B693HVMNG'EDBW5B MD'=RGFAJJ&5VJF5ZL7-DO'AYJWYZO4AOQ4YWP%!WP'=[PQF)S":`Q2:6U#&` MS%J"O&V(NW"#KG:(N$2)TDV3R4B=WEF$Q5F8V%.-ZD^CX62(QFF3QV&7V7:) MQ7*+TW:7RG:;UGR@SG>CUWBRW&6HY6VSZ':KY7JVYGC"Z'7:_8!)AHE8B(1= MD)5>A8A:KHEDBHITF9IHC)UFD)9XE(AJN(IQJH5]LJ)LE*AYE[%[EZA_MH][ MQHJ*KH2$N(N5N9F'I9N)MIB=N*2%F;*'FJ>'N*.7K*>6N+>*I+B*MKF7I;F6 MMZ.HO;JFN;FQNX^0RXNER(>ITY:DR)>DV)FSV8FNYXFI\(6YYH*[\IFMY9&L M])6XYZJ6QZ6FQ:"DTJJVUK:IQK>OT;>QQK&ZUZ>YY(W%[I3'[9;+\I?3^I;L M_ZO#WKK!Q[C!VJ7(YZ7*\JC8]K;(ZK75ZK;;]:3J_Z+W_[GD_+;\_\B.G\", MH\..M,N9I\69NKN-6PK-FWMN*VM*_T-S`O>C$ MO/#+O,S"RK.UNK2Q^C8U?+/Q?+.TO/4QO7:U.#?Y^[EW/S@S?SHUO[QV>;BY^3H M\^C[_OKLX_[ZZ?[^_@```"'Y!`$``/\`+`````!U`#@```C_`/T)'$BPH,&# M"!,J7,BPH<.'$"-*G$BQHL6+&#-JW,BQH\>/($.*'$FRI,F3*%.J7,FR9<=[ MBY+(G$FS9LTB=O;UDV2SIT\XZ_R)\DF4II)C_4`571KG7$1Y"@)(G4JUJM4: MZ^S]L,JU:X9S_1)U'4OU@:Y^@\BJ':'LZ0X(<./*G3LW`(YU]W[0WJX=O%:AL"ZMFO5EDO<-P3* ML^,V[PWA!=A*FZ<3)V`8M/3BQ)&[_T4-GCK8A>/8.G[WX MQY&_:Y<`%_K<_:G!I5MV]=TF7W#,%9C:?:9%!J!Q$*`777-P54"7;G3M1]N! M]#U(`5P,*I0`^)QM?K%DH77M@[4:>?KVI.)]P)!888D/+55A" MKQ$V((04SM6=<+@I>!QIXV7HFHJHQ>7?7A82">$+RP`FV'#\U<@>AS1R">"- M#"WG'&$21OD?7*U=^! MQEFGY7=QJ4@!E'(=*9>AB*YFX8=,XE=GFU!2>IZ/FS*7)Z3MO4E@D'&JEZ>= M"%:J(ZI\9O_:8(:D?CEEHZ])`*F@U;TY*7M!MGFG7`,42Y>!?2H$6;',,@!O7CR,>48F70/53`%8$IZ1@N MT#N@9%$'.05APOF'7"-T#2L$96(`7&03Q$YTQX70RT#/)%&$\&4(8S84QV$P M3.:=",#<`"/P,I`^`\'30%QCP#V/(2M4$(`$*GSAE$#P_!BRX`OUXTEI9X\; M`^,"L?/#EK0%D,(R`N$#10`#I#L"[0+A1V(&(`9TG`YNG;A=:P8P`;N=KAP# MJ<;MX.*'@!!(/Z!1FF<@8$4U,*`___H1B[X-$4X1N@'8^)$(AK%I#7$3 MA//.!Q%V[((@S1!`"@6RPE\-``.M&`@U+J4:#?*A@U`8P`5>$39"P.\9$X1+ M]")H"L/=(PJBNZ)`HA%'N4Q`#_H()#N0!CN1+:03Q(C;(4:0R(%$0X91&H`, M\#?$1GR,3R!HI#^XD8,!F``9`G''$-[XP[@XT!_VD`(L!L*.ZP4@#$*\XV`J M0$M:SB5V!1FA$?WA#BYHLA_2@*1<`H"$@6B%6!!H@^'ZD8D(L<%PSU"!]`2" MC06,;7R`8:0C"R"?57)1`QF2#"X)PHT\F"X#A&5< M@7,(-')!D$\$(`;W=,?U1..!/PQ$&E>HB0]68#`^<31L3?C>&^"Y@+/_^D.` M`7"`,G4(IP"<(!DZ%.QQ'$##@WB0?N=A:^9B`<&P%4*#`!RB(_@"`[#UHQ`` MJ(H3(T0#L&%#7A*8ZS\1D-@]@A,$_KQ'((IE`R%J3BXJ&$(1AF"$T@#TELK- M92IV"0Y2D$,:IH`;.,!`#I096!31A0*!M,/)83-J!V-1 M&FY(F-(A+`@[H@L*,L_CS0(Q!_7@,8>^\2,4D?7'/5!]CTOXTQ_3J`,N@L%K M8)!BE]DP<478@0O37>.,`W'&2/UQBS9G&'[9F`61+0OD(9Z"5!Z(.P"=84P/Y!V<*(*ZR_#+6]Q:(K4@\Q`121!YU&&7]DBR/Y!L1"(. M>B'S,+<\3C$^?FB"T=4@]YZ=G>&1]F,3"E_(/4(1ZH9\F7V*2/00(9&<;-#" M'Z..6RC"C!!/1U3:9;J&VSTFT=Q^C"+6_O`$E^=1B:8P9![:'O83D)"%+&`A M":<<"#>NT/.>"P$)Z&#&$)C@\R0`)7V.H$'/L:"$Y0TD$T>8>A*B.P]!U&#J M6.B"I+]]"2[<@74%.5DX.)$$.4^$'[4XA=Q/@0I&ZS`;[,/;1#EG,'15H M7T@X_"[W7!#Y'7F'A>GZ@?>\>]L@X+C$);90$TK(PN^T&+M+-F^0?'R#%J`' 6O3KR03W.F_[TJ$^]ZE?/^M9/)"``.S\_ ` end