SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K/A
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of July, 2018
Commission File Number 1-14668
COMPANHIA PARANAENSE DE ENERGIA
(Exact name of registrant as specified in its charter)
Energy Company of Paraná
(Translation of Registrant's name into English)
Rua Coronel Dulcídio, 800
80420-170 Curitiba, Paraná
Federative Republic of Brazil
(5541) 3222-2027
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F ___X___ Form 40-F _______
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____
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Companhia Paranaense de Energia
Corporate Taxpayer's ID (CNPJ/MF) 76.483.817/0001-20
State registration 10146326-50
Publicly-Held Company - CVM 1431-1
www.copel.com copel@copel.com
Rua Coronel Dulcídio, 800, Batel - Curitiba - PR
CEP 80420-170
QUARTERLY INFORMATION
ITR
June / 2017
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| | |
| CONTENTS | |
FINANCIAL STATEMENTS | 3 |
Statements of Financial Position | 3 |
Statements of Income | 5 |
Statements of Income - Changes in the Second Quarter | 6 |
Statements of Comprehensive Income | 7 |
Statements of Comprehensive Income - Changes in the Second Quarter | 7 |
Statements of Changes in Equity | 8 |
Statements of Cash Flows | 9 |
Statements of Added Value | 11 |
NOTES TO THE FINANCIAL INFORMATION | 13 |
1 | Operations | 13 |
2 | Concessions and Authorizations | 15 |
3 | Basis of Preparation | 17 |
4 | Significant Accounting Policies | 18 |
5 | Cash and Cash Equivalents | 23 |
6 | Bonds and Securities | 24 |
7 | Trade Accounts Receivable | 25 |
8 | CRC Transferred to the State Government of Paraná | 27 |
9 | Net Sectorial Financial Assets and Liabilities | 28 |
10 | Accounts Receivable Related to the Concession | 29 |
11 | Accounts Receivable Related to Concession Compensation | 32 |
12 | Other Receivables | 32 |
13 | Taxes | 32 |
14 | Prepaid Expenses | 36 |
15 | Receivable from Related Parties | 37 |
16 | Other Temporary Investments | 39 |
17 | Judicial Deposits | 39 |
18 | Investments | 40 |
19 | Property, Plant and Equipment | 43 |
20 | Intangible Assets | 47 |
21 | Payroll, Social Charges and Accruals | 49 |
22 | Suppliers | 49 |
23 | Loans and Financing | 51 |
24 | Debentures | 55 |
25 | Post-employment Benefits | 57 |
26 | Customer Charges Due | 59 |
27 | Research and Development and Energy Efficiency | 60 |
28 | Accounts Payable Related to Concession | 61 |
29 | Other Accounts Payable | 61 |
30 | Provisions for Legal Claims | 62 |
31 | Equity | 70 |
32 | Net Operating Revenue | 72 |
33 | Operating Costs and Expenses | 78 |
34 | Financial Results | 84 |
35 | Operating Segments | 85 |
36 | Financial Instruments | 89 |
37 | Related Party Transactions | 102 |
38 | Insurance | 106 |
39 | Subsequent Events | 106 |
COMMENTS ON PERFORMANCE | 112 |
COMPOSITION OF GROUPS RESPONSIBLE FOR GOVERNANCE | 121 |
REVIEW REPORT ON QUARTERLY INFORMATION | 122 |
SUPERVISORY BOARD’S OPINION | 124 |
S T A T E M E N T | 125 |
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FINANCIAL STATEMENTS
Statements of Financial Position
as of June 30, 2017 and December 31, 2016
All amounts expressed in thousands of Brazilian reais
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Statements of Financial Position
as of June 30, 2017 and December 31, 2016 (continued)
All amounts expressed in thousands of Brazilian reais
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Statements of Income
for the six-month periods ended June 30, 2017 and 2016
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
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Statements of Income - Changes in the Second Quarter
for the quarters ended June 30, 2017 and 2016
All amounts expressed in thousands of Brazilian reais
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Statements of Changes in Equity
for the six-month periods ended June 30, 2017 and 2016
All amounts expressed in thousands of Brazilian reais
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Statements of Cash Flows
for the six-month periods ended June 30, 2017 and 2016
All amounts expressed in thousands of Brazilian reais
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Statements of Cash Flows
for the six-month periods ended June 30, 2017 and 2016 (continued)
All amounts expressed in thousands of Brazilian reais
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Statements of Added Value
for the six-month periods ended June 30, 2017 and 2016
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
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Statements of Added Value
for the six-month periods ended June 30, 2017 and 2016 (continued)
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
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NOTES TO THE FINANCIAL INFORMATION
for the six-month period ended June 30, 2017
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
1 Operations
Companhia Paranaense de Energia (Copel, Company or Parent Company), with its headquarters at Rua Coronel Dulcídio, 800, Curitiba - State of Paraná, is a publicly-held mixed capital company controlled by the State of Paraná and its shares are traded on Corporate Governance Level 1 of the Special Segments Listing of B3 S.A. -Brasil, Bolsa Balcão and also on the New York Stock Exchange (NYSE) and on the Madrid Stock Exchange in the Latin American segment (Latibex).
The core activities of Copel and its subsidiaries, regulated by the Brazilian Electricity Regulatory Agency (Aneel), linked to the Ministry of Mines and Energy (MME), is to research, study, plan, build and explore the production, transformation, distribution and trading of energy in any of its forms, primarily electricity.Furthermore, Copel participates in consortiums and in private sector and mixed-capital companies for the purpose of engaging in activities, primarily in the fields of energy, telecommunications, and natural gas.
1.1 Copel’s Equity Interests
Copel has direct and indirect interests in subsidiaries (1.1.1), joint ventures (1.1.2), associates (1.1.3) and joint operations (1.1.4).
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1.1.1 Subsidiaries
| | | | |
| Headquarters | Main activity | Interest |
Subsidiaries | | | % | Investor |
Copel Geração e Transmissão S.A. (Copel GeT) | Curitiba/PR | Production and transmission of electricity | 100.0 | Copel |
Copel Distribuição S.A. (Copel DIS) | Curitiba/PR | Distribution and marketing of electricity | 100.0 | Copel |
Copel Telecomunicações S.A. (Copel TEL) | Curitiba/PR | Telecommunication and communication | 100.0 | Copel |
Copel Renováveis S.A. (Copel REN) | Curitiba/PR | Control and management of interests | 100.0 | Copel |
Copel Comercialização S.A. (Copel Energia) | Curitiba/PR | Commercialization of electricity | 100.0 | Copel |
Companhia Paranaense de Gás - Compagás | Curitiba/PR | Distribution of pipeline gas | 51.0 | Copel |
Elejor - Centrais Elétricas do Rio Jordão S.A. | Curitiba/PR | Production of electricity | 70.0 | Copel |
UEG Araucária Ltda. | Curitiba/PR | Production of electricity from natural gas | 20.0 | Copel |
| | | 60.0 | Copel GeT |
São Bento Energia, Investimentos e Participações S.A. (São Bento) | Curitiba/PR | Control and management of interests | 100.0 | Copel GeT |
Nova Asa Branca I Energias Renováveis S.A. | S. Miguel do Gostoso/RN | Production of electricity from w ind sources | 100.0 | Copel GeT |
Nova Asa Branca II Energias Renováveis S.A. | Parazinho/RN | Production of electricity from w ind sources | 100.0 | Copel GeT |
Nova Asa Branca III Energias Renováveis S.A. | Parazinho/RN | Production of electricity from w ind sources | 100.0 | Copel GeT |
Nova Eurus IV Energias Renováveis S.A. | Touros/RN | Production of electricity from w ind sources | 100.0 | Copel GeT |
Santa Maria Energias Renováveis S.A. | Maracanaú/CE | Production of electricity from w ind sources | 100.0 | Copel GeT |
Santa Helena Energias Renováveis S.A. | Maracanaú/CE | Production of electricity from w ind sources | 100.0 | Copel GeT |
Ventos de Santo Uriel S.A. | João Câmara/RN | Production of electricity from w ind sources | 100.0 | Copel GeT |
Cutia Empreendimentos Eólicos S.A. (Cutia) | Curitiba/PR | Control and management of interests | 100.0 | Copel GeT |
Copel Brisa Potiguar S.A. (a) | Curitiba/PR | Control and management of interests | 100.0 | Copel REN |
GE Olho D'Água S.A. | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | São Bento |
GE Boa Vista S.A. | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | São Bento |
GE Farol S.A. | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | São Bento |
GE São Bento do Norte S.A. | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | São Bento |
Central Geradora Eólica São Bento do Norte I S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Central Geradora Eólica São Bento do Norte II S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Central Geradora Eólica São Bento do Norte III S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Central Geradora Eólica São Miguel I S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Central Geradora Eólica São Miguel II S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Central Geradora Eólica São Miguel III S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Usina de Energia Eólica Guajiru S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Usina de Energia Eólica Jangada S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Usina de Energia Eólica Potiguar S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Usina de Energia Eólica Cutia S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Usina de Energia Eólica Maria Helena S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Usina de Energia Eólica Esperança do Nordeste S.A.(a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
Usina de Energia Eólica Paraíso dos Ventos do Nordeste S.A. (a) | São Bento do Norte/RN | Production of electricity from w ind sources | 100.0 | Cutia |
(a) Pre-operating stage. | | | | |
1.1.2 Joint ventures
| | | | |
| Headquarters | Main activity | Interest |
Joint ventures | | | % | Investor |
Voltalia São Miguel do Gostoso I Participações S.A. | São Paulo/SP | Interests in companies | 49.0 | Copel |
Paraná Gás Exploração e Produção S.A. (a) | Curitiba/PR | Exploration of natural gas | 30.0 | Copel |
Costa Oeste Transmissora de Energia S.A. | Curitiba/PR | Transmission of electricity | 51.0 | Copel GeT |
Marumbi Transmissora de Energia S.A. | Curitiba/PR | Transmission of electricity | 80.0 | Copel GeT |
Transmissora Sul Brasileira de Energia S.A. | Florianópolis/SC | Transmission of electricity | 20.0 | Copel GeT |
Caiuá Transmissora de Energia S.A. | Rio de Janeiro/RJ | Transmission of electricity | 49.0 | Copel GeT |
Integração Maranhense Transmissora de Energia S.A. | Rio de Janeiro/RJ | Transmission of electricity | 49.0 | Copel GeT |
Matrinchã Transmissora de Energia (TP NORTE) S.A. | Rio de Janeiro/RJ | Transmission of electricity | 49.0 | Copel GeT |
Guaraciaba Transmissora de Energia (TP SUL) S.A. | Rio de Janeiro/RJ | Transmission of electricity | 49.0 | Copel GeT |
Paranaíba Transmissora de Energia S.A. | Rio de Janeiro/RJ | Transmission of electricity | 24.5 | Copel GeT |
Mata de Santa Genebra Transmissão S.A. (b) | Rio de Janeiro/RJ | Transmission of electricity | 50.1 | Copel GeT |
Cantareira Transmissora de Energia S.A. (b) | Rio de Janeiro/RJ | Transmission of electricity | 49.0 | Copel GeT |
Dominó Holdings S.A. | Curitiba/PR | Interests in companies | 49.0 | Copel Energia |
(a) Entity w ith its activities paralyzed due to a Public Civil Action. |
(b) Pre-operating stage. |
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1.1.3 Associates
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1.1.4 Joint operations (consortiums)
| | |
| Interest (%) | |
Joint operations | Copel GeT | Other consortium members |
Hydroelectric Pow er Plant Gov. Jayme Canet Júnior (Mauá) | 51.0 | Eletrosul Centrais Elétricas S.A. (49%) |
Hydroelectric Pow er Plant Baixo Iguaçu (Note 19.5.1) (a) | 30.0 | Geração Céu Azul S.A (subsidiarie of Neoenergia S.A.) (70%) |
(a) Pre-operating stage. |
2 Concessions and Authorizations
2.1 Concessions contracts or authorizations obtained by Copel
| | | |
Copel | | Interest % | Maturity |
| | | |
Concession agreement / authorization of the equity | | |
Copel DIS | Contract 046/1999, extended by 5th addendum to the contratct | 100 | 07.07.2045 |
Copel TEL | Authorization Term 54/2003 - Anatel/SVP/PVST | 100 | Indeterminate |
| Authorization Term 305/2012 - Anatel/SVP/PVST | 100 | Indeterminate |
Elejor | Contract 125/2001 - HPP Fundão and Santa Clara | 70 | 05.28.2037 |
| Authorization - SHP Fundão I and SHP Santa Clara I - 753/2002 and 757/2002 | 70 | 12.18.2032 |
Dona Francisca Energética | Contract 188/1998 - HPP Dona Francisca | 23 | 08.27.2033 |
Foz do Chopim | Authorization 114/2000 - SHP Arturo Andreoli | 36 | 04.23.2030 |
UEG Araucária | Authorization 351/1999 - TPP Araucária (60% Copel GET) | 20 | 12.22.2029 |
Compagás | Concession gas distribution contract | 51 | 07.06.2024 |
Dois Saltos (a) | Authorization 5,204/2015 | 30 | 04.22.2045 |
Paraná Gás (b) | PART-T-300_R12 4861-.0000.99/2014-00 - ANP | 30 | 05.15.2045 |
Usina de Energia Eólica São João S.A. (c) | MME Ordinance 173 /2012 - WPP São João | 49 | 03.25.2047 |
Usina de Energia Eólica Carnaúba S.A. (c) | MME Ordinance 204 /2012 - WPP Carnaúbas | 49 | 04.08.2047 |
Usina de Energia Eólica Reduto S.A. (c) | MME Ordinance 230 /2012 - WPP Reduto | 49 | 04.15.2047 |
Usina de Energia Eólica Santo Cristo S.A. (c) | MME Ordinance 233/2012 - WPP Santo Cristo | 49 | 04.17.2047 |
(a) Building under construction. |
(b) Entity w ith its activities paralyzed due to a Public Civil Action. |
(c) Subsidiaries of Voltalia São Miguel do Gostoso I Participações S.A. |
Hydroelectric Pow er Plant - HPP |
Small Hydroelectric Plant - SHP |
Thermal Pow er Plant - TPP |
Wind Pow er Plant - WPP |
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2.2 Concession contracts or authorizations obtained by subsidiary Copel Geração e Transmissão
| | | |
Copel GeT | | Interest % | Maturity |
ONEROUS CONCESSION BY THE USE OF PUBLIC PROPERTY - UBP | | |
Generation Concession 001/2007- HPP Gov. Jayme Canet Júnior (Mauá) | 51 | 07.02.2042 |
Generation concession 001/2011- HPP Colíder | (a) | 100 | 01.16.2046 |
Ordinance 133/2011- SHP Cavernoso II | | 100 | 02.27.2046 |
Generation Concession 002/2012- HPP Baixo Iguaçu (a) | 30 | 09.14.2049 |
Generation Concession 007/2013 | | | |
HPP Apucaraninha | | 100 | 10.12.2025 |
HPP Chaminé | | 100 | 08.16.2026 |
HPP Derivação do Rio Jordão | | 100 | 11.15.2029 |
HPP Cavernoso | | 100 | 01.07.2031 |
| | | |
PUBLIC SERVICECONCESSIONS | | | |
| | | |
Generation concession 045/1999 | | | |
TPP Figueira | | 100 | 03.26.2019 |
HPP Gov. Bento Munhoz da Rocha Neto (Foz do Areia) | 100 | 09.17.2023 |
HPP São Jorge | | 100 | 12.03.2024 |
HPP Guaricana | | 100 | 08.16.2026 |
HPP Gov. Ney Aminthas de Barros Braga (Segredo) | 100 | 11.15.2029 |
HPP Gov. José Richa (Salto Caxias) | | 100 | 05.04.2030 |
Authorization 278/1999- WPP Palmas | | 100 | 09.28.2029 |
Dispatch 182/2002 - Hydroeletric Generating Plant - HGP Melissa, HGP Pitangui and HGP Salto do Vau (only register with ANEEL) | 100 | - |
Generation concession 002/2016 -HPP Gov. Pedro Viriato Parigot de Souza (GPS) | 100 | 01.05.2046 |
In progress for homologation from ANEEL- HPP Marumbi | 100 | - |
Authorization Aneel 5,373/2015- HGP Chopim I (only register w ith ANEEL) | 100 | - |
Concession agreement / authorization of the equity | | |
UEG Araucária | Authorization 351/1999 - TPP Araucária (20% - Copel) | 60 | 12.22.2029 |
Nova Asa Branca I | MME Ordinance 267/2011 - WPP Asa Branca I | 100 | 04.24.2046 |
Nova Asa Branca II | MME Ordinance 333/2011 - WPP Asa Branca II | 100 | 05.30.2046 |
Nova Asa Branca III | MME Ordinance 334/2011 - WPP Asa Branca III | 100 | 05.30.2046 |
Nova Eurus IV | MME Ordinance 273/2011 -WPP Eurus IV | 100 | 04.26.2046 |
Santa Maria | MME Ordinance 274/2012 - WPP SM | 100 | 05.07.2047 |
Santa Helena | MME Ordinance 207/2012 - WPP Santa Helena | 100 | 04.08.2047 |
Ventos de Santo Uriel | MME Ordinance 201/2012 - WPP Santo Uriel | 100 | 04.08.2047 |
GE Boa Vista | MME Ordinance 276 /2011 - WPP Dreen Boa Vista | 100 | 04.27.2046 |
GE Farol | MME Ordinance 263 /2011 - WPP Farol | 100 | 04.19.2046 |
GE Olho D'Água | MME Ordinance 343 /2011 - WPP Dreen Olho D'Água | 100 | 05.31.2046 |
GE São Bento do Norte | MME Ordinance 310 /2011 - WPP Dreen São Bento do Norte | 100 | 05.18.2046 |
Esperança do Nordeste | MME Ordinance 183/2015 - WPP Esperança do Nordeste (a) | 100 | 05.10.2050 |
Paraíso dos Ventos do Nordeste | MME Ordinance 182/2015 - WPP Paraíso dos Ventos do Nordeste (a) | 100 | 05.10.2050 |
Usina de Energia Eólica Jangada | Resolution 3,257/2011 - WPP GE Jangada (a) | 100 | 01.04.2042 |
Maria Helena | Resolution 3,259/2011 - WPP GE Maria Helena (a) | 100 | 01.04.2042 |
Usina de Energia Eólica Potiguar | MME Ordinance 179/2015 - WPP Potiguar (a) | 100 | 05.10.2050 |
Usina de Energia Eólica Guajiru | Resolution 3,256/2011 - WPP Dreen Guajiru (a) | 100 | 01.04.2042 |
Usina de Energia Eólica Cutia | Resolution 3,258/2011 - WPP Dreen Cutia (a) | 100 | 01.04.2042 |
São Bento do Norte I | Ordinance 349/2015 - WPP São Bento do Norte I (a) | 100 | 08.03.2050 |
São Bento do Norte II | Ordinance 348/2015 - WPP São Bento do Norte II (a) | 100 | 08.03.2050 |
São Bento do Norte III | Ordinance 347/2015 - WPP São Bento do Norte III (a) | 100 | 08.03.2050 |
São Miguel I | Ordinance 352/2015 - WPP São Miguel I (a) | 100 | 08.03.2050 |
São MigueI lI | Ordinance 351/2015 - WPP São Miguel II (a) | 100 | 08.03.2050 |
São Miguel III | Ordinance 350/2015 - WPP São Miguel III (a) | 100 | 08.03.2050 |
|
(a) Building under construction. |
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| | | |
Copel GeT | | Interest % | Maturity |
Transmission lines and substations concession agreements | | |
Contract 060/2001 (extended by 3rd addendum to the contratct) - Transmission facilities – several joint ventures | 100 | 12.31.2042 |
Contract 075/2001 - Transmission line Bateias - Jaguariaíva | 100 | 08.16.2031 |
Contract 006/2008 - Transmission line Bateias - Pilarzinho | 100 | 03.16.2038 |
Contract 027/2009 - Transmission line Foz do Iguaçu - Cascavel Oeste | 100 | 11.18.2039 |
Contract 010/2010 - Transmission line Araraquara 2 - Taubaté (a) | 100 | 10.05.2040 |
Contract 015/2010 - Substation Cerquilho III | 100 | 10.05.2040 |
Contract 022/2012 - Transmission line - Foz do Chopim - Salto Osorio C2; Transmission line 230 kV Londrina - Figueira | 100 | 08.26.2042 |
Contract 002/2013 - Transmission line - Assis - Paraguaçu Paulista II; Substation 230/88 kV Paraguaçu Paulista II | 100 | 02.24.2043 |
Contract 005/2014 - Transmission line - Bateias - Curitiba Norte; Substation 230/20138 kV Curitiba Norte | 100 | 01.28.2044 |
Contract 021/2014 - Transmission line Foz do Chopim - Realeza; Substation Realeza 230/20138 kV - Pátio novo 230 kV | 100 | 09.04.2044 |
Contract 022/2014 - Transmission line Assis - Londrina (a) | 100 | 09.04.2044 |
Contract 006/2016 - Transmission line 525kV Curitiba Leste - Blumenau C1 (a) | 100 | 04.06.2046 |
Contract 006/2016 - Transmission line 230 kV Uberaba - Curitiba Centro C1 e C2 (Underground) (a) | | |
- Substation 230/138 kV Curitiba Centro (SF6) - 230/138 kV - 2 x ATF 150 MVA (a) | | |
- Substation 230/138 kV Medianeira (Pátio novo 230 kV) - 2 x 150 MVA (a) | | |
- Transmission line 230 kV Baixo Iguaçu - Realeza (a) | | |
- Substation 230/138 kV Andirá Leste - 2 x ATR 150 MVA (a) | | |
Concession agreement / authorization of the equity | | |
Costa Oeste Transmissora | Contract 001/2012 - Transmission line Cascavel Oeste - Umuarama; Substation Umuarama 230/20138 kV | 51 | 01.11.2042 |
Transmissora Sul Brasileira Contract 004/2012 - Transmission line Nova Santa Rita - Camaquã 3; | 20 | 05.09.2042 |
| Transmission line 230 kV Camaquã 3 - Quinta; Transmission line 525 kV Salto Santiago - Itá; | | |
| Transmission line 525 kV Itá - Nova Santa Rita; Substation Camaquã 3 230/69/2013,8 kV | | |
Caiuá Transmissora | Contract 007/2012 - Transmission line Umuarama - Guaíra; Transmission line 230 kV Cascavel Oeste - Cascavel Norte; | 49 | 05.09.2042 |
| Substation Santa Quitéria 230/69-13,8 kV; Substation Cascavel Norte 230/20138-13,8 kV | | |
Marumbi Transmissora | Contract 008/2012 - Transmission line Curitiba - Curitiba Leste; Substation Curitiba Leste 525/230 kV | 80 | 05.09.2042 |
Integração Maranhense | Contract 011/2012 - Transmission line Açailândia - Miranda II | 49 | 05.09.2042 |
Matrinchã Transmissora | Contract 012/2012 - Transmission line Paranaíta - Ribeirãozinho; Transmission line 500 kV Paranaíta - Cláudia; | 49 | 05.09.2042 |
| Substation Cláudia 500 kV; Transmission line 500 kV Cláudia - Paranatinga; Substation Paranatinga 500 kV; | | |
| Transmission line 500 kV Paranatinga - Ribeirãozinho | | |
Guaraciaba Transmissora | Contract 013/2012 - Transmission line Ribeirãozinho - Marimbondo II; | 49 | 05.09.2042 |
| Transmission line 500 kV Ribeirãozinho - Rio Verde Norte; Transmission line 500 Rio Verde Norte - Marimbondo II; | | |
| Sectioning of Transmission lines 500 kV Marimbondo - Araraquara, at Substation Marimbondo II; | | |
| Substation Marimbondo II 500 kV | | |
Paranaíba Transmissora | Contract 007/2013 - Transmission line - T 500 kV Barreiras II - Rio das Éguas; | 24.5 | 05.01.2043 |
| Transmission line 500 kV Rio Das Éguas - Luziânia; Transmission line 500 kV Luziânia - Pirapora 2 | | |
Mata de Santa Genebra | Contract 001/2014 - Transmission line - Itatiba - Bateias (a); Transmission line 500 kV Itatiba - Bateias (a); | 50.1 | 05.13.2044 |
| Transmission line 500 kV Araraquara 2 - Itatiba (a); Transmission line 500 kV Araraquara 2 - Fernão Dias (a); | | |
| Substation Santa Bárbara D'Oeste 440 kV (a); Substation Itatiba 500 kV (a); | | |
| Substation 500/440 kV Fernão Dias (a) | | |
Cantareira Transmissora | Contract 019/2014 - Transmission line - Estreito - Fernão Dias (a) | 49 | 09.04.2044 |
|
(a) Buildings under construction. |
3 Basis of Preparation
3.1 Statement of compliance
The quarterly information is being presented considering the provisions of CPC 21 (R1) and IAS 34 – Interim Financial Reporting.Consequently, certain information contained in the notes to the financial statements for the year ended December 31, 2016, and which was not subject to modifications in the first six months of 2017, is not being presented.Therefore, this quarterly information should be read together with the financial statements as at December 31, 2016, available on the websites of the CVM and Copel.
Company's management believes that all the relevant information used in its management is evidenced in the individual and consolidated quarterly information.
The issuance of the individual and consolidated quarterly information was authorized by Management on August 10, 2017.
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This quarterly information is being restated, as described in Note 4.1 which includes information mainly on the investment held by the indirect subsidiary UEG Araucária, a matter that also resulted in the restatement of the Financial Statements for the year ended December 31, 2017 on May 14, 2018, together with the comparative restatement of the information related to December 31, 2016 and January 1, 2016.
We highlight that the information presented in Note 4.1 to this Quarterly Information is consistent with the information in Note 4.1 to the Financial Statements for the year ended December 31, 2017 and with the prior disclosures.
The issue of this quarterly information was approved by Management on June 13, 2018.
3.2 Functional and presentation currency
The individual and consolidated quarterly information is presented in Brazilian Reais, which is the functional currency of the Company.The financial information has been rounded to the nearest thousand, unless otherwise indicated.
3.3 Basis of measurement
The quarterly information was prepared based on the historical cost, except for certain financial instruments measured at fair value and investments.
3.4 Use of estimates and judgments
In the preparation of this quarterly information, Management used judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses of the Company and its subsidiaries.Actual results may differ from those estimates.
Estimates and assumptions are reviewed on a continuous basis.Reviews of estimates are recognized in the period in which it is revised (prospective basis).
The information on the use of estimates and judgments involving the application of the accounting policies adopted that has effects on the amounts recognized in the quarterly information is the same as that disclosed in Note 3.4 to the financial statements as of December 31, 2016.
4 Significant Accounting Policies
The Company’s Management made the following adjustments to the Quarterly Information as at June 30, 2017 with the respective comparative balances as at December 31, 2016 and June 30, 2016:
4.1.1 Fair value of the indemnifiable concession asset
After reviewing its accounting practices at December 31, 2016, the Company and its electricity distribution subsidiary, aiming at the best presentation of its operational and financial performance, concluded that the changes in the expected cash flows of the indemnifiable financial asset of Copel DIS, which was originally presented in the Financial Income, in Financial Results, would be better classified in the group of Operating Revenue, together with other revenues related to its activity. This allocation better reflects the electricity distribution business model and provides a better presentation on its performance. This conclusion is supported by the fact that:
i) Investing in infrastructure is the indispensable activity of the electricity distribution business, whose management model is supported in building, maintaining and operating this infrastructure;
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ii) The return on infrastructure investment in the distribution business is determined by the fair value of that infrastructure, either the amortizable portion over the contract horizon (intangible asset), or the portion indemnifiable by the Granting Authority to its final (financial asset), plus regulatory Weighted Average Cost of Capital – WACC; and
iii) Tariff revenues represent both the return on the intangible asset and a portion of the return on the financial asset, both of which are part of the regulatory remuneration base.Tariff revenues are fully recorded as part of the "Net Operating Revenue"
Beginning on December 31, 2016, according to CPC 23/IAS 8 - Accounting Policies, Changes in Accounting Estimates and Errors, the Company and its subsidiary changed their accounting policy previously adopted to an accounting policy that best reflects the performance of their business (for the above-mentioned arguments) and therefore made retrospective reclassifications in its financial statements, reclassifying the amount of R$122,395 from finance income to net operating revenue.
4.1.2 Investments
During the preparation of our unaudited consolidated interim financial information as of September 30, 2017, the Company's Management identified an investment by its indirect subsidiary UEG Araucária Ltda. in a Multimarket Investment Fund, which held shares of other investment funds that in turn invested in a private company, whose main asset was a real estate development. As of September 30, 2017, such investment corresponded to R$157,079 and was recognized under “Bonds and Securities”, in current assets, because, according to information delivered by the management of UEG Araucária to the Company’s Management, that investment was made in a wholly-owned fund, whose benchmark was 103.5% of the CDI (Interbank Deposit Certificate) rate and that was composed of shares issued by other investment funds and government bonds, with immediate liquidity and that were available for sale. This investment amounted to R$165,749 as of December 31, 2016, also recognized under “Bonds and Securities”.
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In order to determine the value of such investment and its accounting classification, as well as the extent of any possible impact, the Company's Management relied on independent experts in accordance with best governance practices, including an internal investigation into the circumstances of the investment. The valuation has already been concluded and the investigations are in their final stage. These investigations found that the investment occurred strictly in the UEG Araucária and violated Copel’s investment policy, which authorizes investments in wholly-owned investment funds only to the extent such funds invest exclusively in bonds issued by the Brazilian federal government or by financial institutions controlled by the Brazilian federal government.
Based on the information available during the preparation of the financial statements for 2017, we concluded that it is necessary to recognize a provision for the impairment of the investment in light of its specific characteristics, such as the status of its underlying real estate development and the outlook for its future cash flow generation. It was also evaluated that this provision should have been recorded in prior years if the information known during the preparation of these financial statements, which were already available at the time, had been considered when preparing the financial statements for 2016 and 2015.
In the course of preparing the financial statements, were analyzed all legal and corporate documents of the investment fund and it was concluded that from July 2015, UEG Araucária started to have significant influence in the private company, even though indirectly. Thus, from July 2015, the remaining balance of the investment, until then classified as a financial instrument measured by its fair value, became measured and disclosed as an associate, and the effects of the change in the asset classification were recorded in the company's profit or loss of that year.
Supported by a report prepared in March 2018 by an independent appraisers engaged by Copel, the Company’s Management determined the fair value of the financial instrument as of July 2015, and the remaining balance, already considered as an investment in associate, was reduced by a provision for impairment, so the Company’s equity was decreased by R$124,950 and the non-controlling interests by R$31,237. The balance of this investment as at December 31, 2016 is R$9,562.
Until June 30, 2016, the provision for impairment is R$38.018, of which R$39,101 recorded as equity in earnings of investees, R$965 in financial expenses and R$1,297 in financial income, with an effect of R$30,414 in the line item equity in earnings of investees in the individual financial statements of the Parent Company.
4.1.3 Provisions for legal claims - CVA tax regime
In 2017 Copel DIS recognized prior period adjustments to the account of provisions related to tax litigation due to the taxation of the Offsetting and Variation of Tranche A account - CVA, currently classified as Sectorial financial assets and liabilities. The impact of these adjustments represents as at December 31, 2016 an increase by R$31,995 in the Provision for legal claims, in noncurrent liabilities, and an increase by R$10,878 in Deferred taxes in noncurrent assets, causing a decrease in the Company’s equity by R$21,117.
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4.1.4 Effects of restatement of comparative balances
Based on the guidelines of CPC 23 - Accounting Policies, Changes in Accounting Estimates and Correction of Errors, the Financial Statements are being restated for comparability purposes, with the following adjustments:
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5 Cash and Cash Equivalents
| | | | |
| | Parent Company | | Consolidated |
| 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
Cash and bank accounts | 675 | 2,452 | 108,178 | 173,020 |
Financial investments w ith immediate liquidity | 471,805 | 43,644 | 1,315,770 | 809,053 |
| 472,480 | 46,096 | 1,423,948 | 982,073 |
These comprise cash on hand, deposits with banks and short-term highly liquid investments, which can be redeemed in cash within 90 days from the investment date.
Financial investments refer to Bank Deposit Certificates - CDBs and Repurchase Agreements, which are the sale of a security with the commitment of the seller (Bank) to repurchase it, and of the purchaser to resell it in the future.Investments are remunerated between 60% and 101% of the rate of change of the Interbank Deposit Certificate (Certificado de Depósito Interbancário - CDI).
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6 Bonds and Securities
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Copel and its subsidiaries have securities that yield variable interest rates.The term of these securities ranges from 1 to 60 months from the end of the reporting period.None of these assets is overdue or impaired at period-end.
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7 Trade Accounts Receivable
| | | | | |
Consolidated | Balances | Overdue | Overdue for | Total | Total |
| falling due | up to 90 days | more than 90 days | 06.30.2017 | 12.31.2016 |
Customers | | | | | |
Residential | 247,846 | 157,361 | 37,861 | 443,068 | 447,345 |
Industrial | 248,992 | 27,418 | 66,496 | 342,906 | 313,963 |
Commercial | 197,491 | 40,432 | 32,770 | 270,693 | 267,647 |
Rural | 42,853 | 16,193 | 7,704 | 66,750 | 68,611 |
Public Entities | 32,844 | 4,515 | 13,176 | 50,535 | 64,581 |
Public lighting | 29,790 | 12 | 240 | 30,042 | 28,991 |
Public service | 31,705 | 314 | 2,105 | 34,124 | 34,391 |
Unbilled | 502,236 | - | - | 502,236 | 377,498 |
Energy installments plan (7.1) | 139,982 | 15,582 | 43,817 | 199,381 | 193,426 |
Low income subsidy - Eletrobras | 12,799 | - | - | 12,799 | 12,128 |
Other receivables | 67,409 | 16,424 | 66,138 | 149,971 | 159,051 |
| 1,553,947 | 278,251 | 270,307 | 2,102,505 | 1,967,632 |
Concessionaires and Permission holder | | | | | |
Energy supplies | | | | | |
Energy purchase agreements in the | | | | | |
regulated market - CCEAR | 68,910 | 68 | 6,244 | 75,222 | 116,516 |
Bilateral contracts | 143,979 | 3,027 | 1,636 | 148,642 | 102,570 |
CCEE (7.2) | 140,967 | 23,900 | 181,560 | 346,427 | 354,662 |
Unbilled | 30,324 | - | - | 30,324 | 28,873 |
Quota system and Reimbursement to generators | 9,048 | 188 | 2,204 | 11,440 | 17,415 |
| 393,228 | 27,183 | 191,644 | 612,055 | 620,036 |
Charges from using transmission grid | 104,167 | 5,521 | 7,209 | 116,897 | 104,831 |
Telecommunications | 24,713 | 15,227 | 40,194 | 80,134 | 81,374 |
Gas distribution | 64,207 | 15,059 | 7,949 | 87,215 | 69,934 |
Allowance for doubtful accounts (7.3) | (1,767) | (2,795) | (354,993) | (359,555) | (355,666) |
| 2,138,495 | 338,446 | 162,310 | 2,639,251 | 2,488,141 |
Current | | | | 2,364,460 | 2,217,355 |
Noncurrent | | | | 274,791 | 270,786 |
7.1 Energy installments plan
The trade accounts receivable renegotiated are discounted to present value, taking into consideration the future value, the maturity dates, the dates of settlement and the discount rate ranging from 0.16% to 3.00% p.m.
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7.2 CCEE
Of the balance presented, the most significant amount is R$194,990 receivable by Copel GeT.Of this total, the amount of R$9,844 was received on July 11, 2017 and the amount of R$3,586 is expected to be received on August 8, 2017, and the remaining balance of R$181,560 derives from sale of energy to be reprocessed by CCEE for the period from January to May 2015 as a result of the request for exemption from responsibility of complying with trading contracts of Colíder Hydroelectric Power Plant for delivery of energy (Note 19.4), of which the contested portion there is a register of estimated losses for doubtful accounts.On March 14, 2010, ANEEL denied the Company's request for reconsideration of ANEEL Order No. 1,580, dated June 14, 2016, which had maintained unaltered the implementation schedule and the energy supply schedules related to the plant.
Considering that the plant's start-up schedule was impacted by acts of public authorities and unforeseeable or force majeure events occurred during the implementation of the project, the Company will refer the matter to the court with the conviction that the decision of the Agency will be reversed.
7.3 Allowance for doubtful accounts
| | | | |
Consolidated | Balance as of | Additions / | Reversal | Balance as of |
| January 1º, 2017 | (reversals) | of write offs | June 30, 2017 |
Customers | | | | |
Residential | 66,502 | 18,027 | (31,903) | 52,626 |
Industrial | 66,563 | 15,144 | (2,988) | 78,719 |
Commercial | 67,075 | 12,041 | (10,253) | 68,863 |
Rural | 3,130 | 1,533 | (26) | 4,637 |
Public Entities | 12,981 | (2,121) | (402) | 10,458 |
Public lighting | 104 | (21) | - | 83 |
Public service | 1,111 | 531 | - | 1,642 |
| 217,466 | 45,134 | (45,572) | 217,028 |
Concessionaries and permission holder | | | | |
CCEE (7.3.1) | 119,665 | - | - | 119,665 |
Concessionaries and permission holder | 13,077 | 252 | - | 13,329 |
| 132,742 | 252 | - | 132,994 |
Telecommunications | 534 | 3,020 | - | 3,554 |
Gas distribution | 4,924 | 1,114 | (59) | 5,979 |
| 355,666 | 49,520 | (45,631) | 359,555 |
7.3.1 CCEE
An allowance for doubtful accounts was recognized in 2015 in the amount of R$119,665 in respect of differences between the sales price of the energy traded under the Contracts for Purchasing and Selling Electricity in the Regulated Market (CCEARs) of the Colíder Hydroelectric Power Plant and the difference settlement price (PLD).The Company will await the decision on the request for a revision of the power plant’s operations start date to reverse those estimated losses.
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8 CRC Transferred to the State Government of Paraná
By means of a fourth amendment dated January 21, 2005, the Company renegotiated with the State 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, adjusted according to the IGP-DI inflation index plus interest of 6.65% p.y., which are received monthly, with the first installment due on January 30, 2005 and the others due in subsequent and consecutive months.
As per the request of the Paraná State Government, approved by the Company’s Board of Directors on June 16, 2016, contingent upon the approval of the Ministry of Finance, the Novation of the Term of Adjustment of CRC is under way, comprising:(i) between April and December 2016, total grace period for payments of interest and principal; and (ii) between January and December 2017, a grace period only for the principal amount, with interest payable monthly.The other clauses will be maintained, including the maintenance of monetary restatement and interest currently effective, thus not affecting the global net present value of such agreement.
As from January 2017, the State of Paraná has complied with the agreed terms and has been paying monthly the amount referring to the interest of the installment. At June 30, 2017, the Novation of the Term of Adjustment had not yet been formalized since the approval process is under analysis by the Ministry of Finance.Accordingly, the Company retained the dividends payable until the obtainment of such approval.
8.1 Changes in CRC
| | | |
Parent Company and Consolidated | | | |
| Current | Noncurrent | Total |
Balance as of January 1, 2017 | - | 1,522,735 | 1,522,735 |
Interest | 49,013 | - | 49,013 |
Monetary variations | (1,530) | (37,757) | (39,287) |
Transfers | 81,955 | (81,955) | - |
Amortizations | (49,013) | - | (49,013) |
Balance as of June 30, 2017 | 80,425 | 1,403,023 | 1,483,448 |
8.2 Maturity of noncurrent installments
| |
Parent Company and Consolidated | |
| 06.30.2017 |
2018 | 83,057 |
2019 | 174,354 |
2020 | 185,950 |
2021 | 198,316 |
2022 | 211,506 |
After 2022 | 549,840 |
| 1,403,023 |
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9 Net Sectorial Financial Assets and Liabilities
9.1 Composition of the net sectorial financial liabilities balances per tariff cycle
| | | | |
Consolidated | | 06.30.2017 | | 12.31.2016 |
| Current | Noncurrent | Current | Noncurrent |
Sectorial financial liabilities - Electricity rate adjustment recoverable 2016 | | | | |
Portion A | | | | |
Charges for using the transmission system - basic grid | - | - | (67) | - |
Electricity purchased for resale - Itaipu | - | - | 354.651 | - |
System Service Charges - ESS | - | - | (65.712) | - |
Energy Development Account - CDE | - | - | 146.005 | - |
Proinfa | - | - | 15.179 | - |
Electricity purchased for resale - CVA Energ | - | - | (318.905) | - |
Transport of energy purchased from Itaipu | - | - | 3.759 | - |
Other financial components | | - | | |
Overcontracting | - | - | (4.794) | - |
Extraordinary Tariff Review | - | - | (257.353) | - |
Neutrality | - | - | 40.564 | - |
Financial exposure | - | - | (16.250) | - |
Other | - | - | 149 | - |
| - | - | (102.774) | - |
| | | | |
Sectorial financial liabilities - Electricity rate adjustment recoverable 2017 | | | | |
Portion A | | | | |
Charges for using the transmission system - basic grid | 22.705 | - | 4.239 | 4.239 |
Electricity purchased for resale - Itaipu | 73.461 | - | 34.717 | 34.717 |
ESS | (342.672) | - | (103.853) | (103.853) |
CDE | (171.996) | - | (37.697) | (37.697) |
Proinfa | (10.451) | - | 1.057 | 1.057 |
Electricity purchased for resale - CVA Energ | (344.714) | - | (108.610) | (108.610) |
Transport of energy purchased from Itaipu | 5.707 | - | 1.972 | 1.972 |
Other financial components | | | | |
Overcontracting | 179.456 | - | 80.482 | 80.482 |
Neutrality | 111.428 | - | 75.206 | 75.206 |
Tariff refunds | (25.444) | - | - | - |
Angra III Adjustment | 102.910 | - | - | - |
Other | 6.170 | - | - | - |
| (393.440) | - | (52.487) | (52.487) |
Sectorial financial liabilities - Electricity rate adjustment recoverable 2018 | | | | |
Portion A | | | | |
Charges for using the transmission system - basic grid | - | (804) | - | - |
Electricity purchased for resale - Itaipu | - | 129.080 | - | - |
ESS | - | (120.482) | - | - |
CDE | - | (47.352) | - | - |
Proinfa | - | (15) | - | - |
Electricity purchased for resale - CVA Energ | - | 170.473 | - | - |
Transport of energy purchased from Itaipu | - | (782) | - | - |
Other financial components | | | | |
Overcontracting | - | (105.635) | - | - |
Neutrality | - | 9 | - | - |
Tariff refunds | - | (4.994) | - | - |
Angra III Adjustment | - | 4.697 | - | - |
Other | - | (6.878) | - | - |
| - | 17.317 | - | - |
Sectorial financial liabilities - Tariff Review 2021 | | | | |
Financial components | | | | |
Tariff refunds | - | (87.165) | - | (71.244) |
| - | (87.165) | - | (71.244) |
| (393.440) | (69.848) | (155.261) | (123.731) |
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9.2 Changes in net sectorial financial liabilities
| | | | | | |
| | | | Financial | | |
| Balance as of | Operating revenues | results | | Balance as of |
| January 1, 2017 | Constitution | Amortization | Updating | Rate flags | June 30, 2017 |
Portion A | | | | | | |
Charges for using the transmission system - basic grid | 8.411 | 13.909 | (118) | (301) | - | 21.901 |
Electricity purchased for resale - Itaipu | 424.085 | 125.429 | (380.735) | 33.762 | - | 202.541 |
ESS | (273.418) | (227.494) | 79.759 | (42.001) | - | (463.154) |
CDE | 70.611 | (150.275) | (151.754) | 12.070 | - | (219.348) |
Proinfa | 17.293 | (14.629) | (16.018) | 2.888 | - | (10.466) |
Electricity purchased for resale - CVA Energ | (536.125) | 149.077 | 333.019 | (1.966) | (118.246) | (174.241) |
Transport of energy purchased f rom Itaipu | 7.703 | 256 | (4.126) | 1.092 | - | 4.925 |
Other financial components | | | | | | |
Overcontracting | 156.170 | (91.490) | 1.235 | 7.906 | - | 73.821 |
Extraordinary Tariff Review | (257.353) | - | 257.353 | - | - | - |
Neutrality | 190.976 | (36.369) | (42.774) | (396) | - | 111.437 |
Financial exposure | (16.250) | - | 16.250 | - | - | - |
Tariff refunds | (71.244) | (41.093) | 505 | (5.771) | - | (117.603) |
Angra III Adjustment | - | 103.520 | (2.041) | 6.128 | - | 107.607 |
Others | 149 | (1.308) | (272) | 723 | - | (708) |
| (278.992) | (170.467) | 90.283 | 14.134 | (118.246) | (463.288) |
Current | (155.261) | | | | | (393.440) |
Noncurrent | (123.731) | | | | | (69.848) |
10 Accounts Receivable Related to the Concession
| | | |
Consolidated | | | |
| | 06.30.2017 | 12.31.2016 |
Distribution concession agreement (10.1) | | 636,020 | 614,806 |
Bonus from the grant of concession agreements under the quota system (10.2) | | 599,348 | 586,706 |
Transmission concession agreements (10.3) | | 1,388,095 | 1,342,055 |
Remeasurement of RBSE financial assets (10.4) | | 1,467,814 | 1,186,985 |
Concession agreement - gas distribution (10.5) | | 95,983 | 83,378 |
| | 4,187,260 | 3,813,930 |
| Current | 225,818 | 65,595 |
| Noncurrent | 3,961,442 | 3,748,335 |
10.1 Distribution concession agreement
| |
| Noncurrent |
Balance as of January 1, 2017 | 614,806 |
Donations and grants received | 76 |
Transfers from intangible assets | 14,990 |
Fair value recognition | 6,164 |
Loss on disposal | (16) |
Balance as of June 30, 2017 | 636,020 |
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10.2 Bonus from the grant of concession agreements under the quota system
| | | |
| Current | Noncurrent | Total |
Balance as of January 1, 2017 | 1,269 | 585,437 | 586,706 |
Transfers from current to noncurrent | 32,273 | (32,273) | - |
Transfers to electricity grid use charges - customers | (29,717) | - | (29,717) |
Interest (Note 32.2) | - | 42,359 | 42,359 |
Balance as of June 30, 2017 | 3,825 | 595,523 | 599,348 |
10.3 Transmission concession agreement
| | | | |
| | | Noncurrent | |
| | | Special | |
| Current | Assets | liabilities | Total |
Balance as of January 1, 2017 | 11,278 | 1,407,792 | (77,015) | 1,342,055 |
Transfers from current to noncurrent | 36,938 | (36,938) | - | - |
Transfers to electricity grid use charges - customers | (35,140) | - | - | (35,140) |
Transfers to property, plant and equipment | - | (28,785) | - | (28,785) |
Remuneration | - | 41,103 | - | 41,103 |
Construction income | - | 69,036 | (174) | 68,862 |
Balance as of June 30, 2017 | 13,076 | 1,452,208 | (77,189) | 1,388,095 |
10.4 Remeasurement of RBSE financial assets
| | | |
| Current | Noncurrent | Total |
Balance as of January 1, 2017 | 53,048 | 1,133,937 | 1,186,985 |
Gain on the cash flow from the RBSE assets | - | 97,814 | 97,814 |
Increase in the estimated amount due to the approval of the report on RBSEassets | - | 183,015 | 183,015 |
Transfers from current to noncurrent | 155,869 | (155,869) | - |
Balance as of June 30, 2017 | 208,917 | 1,258,897 | 1,467,814 |
Copel GeT extended the concession agreement 060/2001, pursuant to Law No. 12,783/2013, and recognized receivables related to the electricity transmission assets of the Existing Basic Network System (RBSE) and the connecting facilities and Other Transmission Facilities (RPC) existing in May 2000 and not yet depreciated or amortized.
On April 20, 2016, MME Ordinance No. 120 was published, determining that the amounts of assets arising from electricity transmission infrastructure construction exclusively related to these not yet depreciated and/or amortized, shall comprise the Regulatory Remuneration Base (BRR) for electricity transmission concessionaires as of the 2017 tariff review process, in order to define the new Annual Permitted Revenue (APR).The Ordinance addressed issues related to updating, remunerating and period for receiving the amounts, which are regulated by Aneel Normative Resolution No. 726/2017, by means of Public Hearing 068/2016.
On April 12, 2017, Aneel issued Technical Note No. 61/2017 - SFF, which concluded the audit of the appraisal report and recognized the amount of R$667,637 as the net value of the assets at December 31, 2012. ANEEL’s board approved the inspection results on May 9, 2017.
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Copel GeT is considering the amount approved by ANEEL and the change derived from the remeasurement of the asset was recognized as a balancing item to the statement of income, R$280,829 was recognized in operating revenue for the first half of 2017 and R$185,347 in income after taxes.
The appraisal report was submitted to Aneel on March 31, 2015 and had a base amount of R$882,300, R$214,663 greater than that approved by the Agency, and the disallowance is related to the assets of Substation SF6 of Salto Caxias.
Moreover, on June 27, 2017 ANEEL published Resolution No. 2,258 establishing the Annual Permitted Revenue (RAP) , for the 2017/2018 tariff cycle, considering the court decision on the injunction of April 11, 2017 related to a lawsuit filed by three business associations, which determines the deduction of the “compensation”, provided for in article 15, paragraph 2 of Law 12,783/2013.
The compensation related to the cost of equity calculated for the RBSE assets from January 2013 to June 2017 temporarily reduced the referred RAP from R$132,993 to R$121,267, and the amount deducted from the RAP by ANEEL in the eight tariff cycles is R$201,795.
Based on the opinion of its legal counsel, Copel GeT understands that this is a provisional decision and is not against Copel GeT’s right to receive the amounts related to RSBE assets, which are guaranteed by Law.Therefore, the receivables related to the compensation by the cost of equity considered in the receipt flow of this asset are recorded in non-current assets.
10.5 Concession agreement – gas distribution
| |
| Noncurrent |
Balance as of January 1, 2017 | 83,378 |
Capitalization of intangible assets in progress | 13,324 |
Fair value recognition | (719) |
Balance as of June 30, 2017 | 95,983 |
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10.6 Commitments regarding transmission
Commitments with suppliers of equipment and services are related to the following projects:
| | |
Transmission Lines and Substations | | Balance |
Contract 010/2010 | TL 500kV Araraquara 2 - Taubaté and SEs 500kV Araraquara and Taubaté | 64,595 |
Contract 022/2014 | TL 500kV Londrina - Assis and SEs 500kV Londrina and Assis | 3,530 |
Contract 006/2016 | TL 500kV Blumenau - Curitiba Leste and SEs 500kV Blumenau and Curitiba Leste | 28,427 |
| TL 230kV SE B. Iguaçu - Realeza Sul and SE 230kV Medianeira Norte | 50,057 |
| TL 230kV Curitiba Centro - Uberaba and SE 230kV Curitiba Centro | 164,117 |
| Sectional LT 230kV Assis - Salto Grande and SE 230kV Andirá Leste | 38,095 |
Contract 060/2001 (Resolution4.890/2014) | TL 230kV Figueira-Ponta Grossa Norte and SEs Figueira and Ponta Grossa Norte | 4,629 |
| | 353,450 |
11 Accounts Receivable Related to Concession Compensation
11.1 Changes in accounts receivable related to concession compensation
| |
Consolidated | |
| Noncurrent |
Balance as of January 1, 2017 | 67,401 |
Gain on remeasurement of the cash flow | 55 |
Reversal of impairment | 177 |
Balance as of June 30, 2017 | 67,633 |
12 Other Receivables
| | | | |
. | Parent Company | Consolidated |
| 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
CDE Transfer | - | - | 148,553 | 45,929 |
Services in progress (a) | 7,444 | 7,893 | 127,184 | 136,085 |
Advance payments to suppliers (b) | - | - | 90,392 | 44,806 |
Advance payments to employees | 1,106 | 652 | 44,412 | 25,916 |
Decommissioning in progress | - | - | 38,124 | 43,602 |
Advance for severance estate | - | - | 8,105 | 11,050 |
Other receivables | 191 | 191 | 67,192 | 73,096 |
| 8,741 | 8,736 | 523,962 | 380,484 |
Current | 8,741 | 8,736 | 391,102 | 306,933 |
Noncurrent | - | - | 132,860 | 73,551 |
(a) This item refers to services currently in progress w ithin the Company, most of w hich are related to the Research and Development and Energy Efficiency programs, w hich upon conclusion are offset against the respective liability recorded for this purpose. |
(b) Advances to suppliers provided on contractual clauses. |
13 Taxes
13.1 Income tax and social contribution
| | | | |
| Parent Company | | Consolidated |
| 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
Current assets | | | | |
IR and CSLL paid in advance | 62,501 | 116,441 | 464,656 | 765,150 |
IR and CSLL to be offset against liability | (1,613) | (74,542) | (208,719) | (576,198) |
| 60,888 | 41,899 | 255,937 | 188,952 |
Noncurrent assets | | | | |
IR and CSLL paid in advance | 142,271 | 153,216 | 159,555 | 169,967 |
| 142,271 | 153,216 | 159,555 | 169,967 |
Current liabilities | | | | |
IR and CSLL due | - | 4,882 | 388,688 | 547,992 |
IR and CSLL to be offset against asset | - | (4,882) | (207,106) | (506,538) |
| - | - | 181,582 | 41,454 |
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13.2 Deferred income tax and social contribution
13.2.1 Changes in deferred income tax and social contribution
| | | | |
Parent Company | | | Recognized | |
| | | in other | |
| Balance as of | Recognized | comprehensive | Balance as of |
| January 1º, 2017 | in income | income | June 30, 2017 |
Noncurrent assets | | | | |
Provisions for legal claims | 52,000 | 2,946 | - | 54,946 |
Tax losses and negative tax basis | 4,755 | 39,306 | - | 44,061 |
Amortization - concession | 19,299 | 191 | - | 19,490 |
Provision for financing | 3,457 | - | - | 3,457 |
Private pension and health plans | 2,114 | 58 | - | 2,172 |
Others | 17,939 | 833 | - | 18,772 |
| 99,564 | 43,334 | - | 142,898 |
(-) Noncurrent liabilities | | | | |
Escrow deposits monetary variation | 24,699 | 1,758 | - | 26,457 |
Result from the change in the investment valuation method | 17,717 | - | - | 17,717 |
CPC 38/IAS 39 effects - financial instruments | 7,079 | - | 1,810 | 8,889 |
CPC 08 effects - transaction costs | 1,715 | 1,188 | - | 2,903 |
CPC 33/IAS 19 effects - employee benefits | 892 | - | - | 892 |
| 52,102 | 2,946 | 1,810 | 56,858 |
Net | 47,462 | 40,388 | (1,810) | 86,040 |
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13.2.2 Realization of deferred tax credits
The tax credit derived from the pension and healthcare plans was calculated considering the actuarial provision determined based on a valuation prepared annually by an independent actuary.The deferred taxes on all other provisions for litigations will be realized according to the court rulings.
The projected realization of the deferred tax credits is shown below:
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13.2.3 Unrecognized tax credits
UEG Araucária did not recognize credits related to income and social contribution tax loss carry-forwards in the amount of R$32,720 because at present there is no reasonable assurance that sufficient taxable income will be generated in the future to absorb such assets.
13.3 Other taxes recoverable and other tax obligations
| | | | |
| Parent Company | | Consolidated |
| 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
Current assets | | | | |
Recoverable ICMS (VAT) | 7 | - | 74.866 | 62.934 |
Recoverable PIS/Pasep and Cofins taxes | 260 | 197 | 43.869 | 52.240 |
PIS/Pasep and Cofins to be offset against liabilities | - | - | (34.810) | (47.810) |
Other recoverable taxes | - | - | 571 | 567 |
| 267 | 197 | 84.496 | 67.931 |
Noncurrent assets | | | | |
Recoverable ICMS (VAT) | - | - | 25.556 | 35.659 |
PIS/Pasep and Cofins taxes | - | - | 56.247 | 62.113 |
Other recoverable taxes | 15 | 15 | 33.336 | 33.336 |
| 15 | 15 | 115.139 | 131.108 |
Current liabilities | | | | |
ICMS (VAT) payable | - | 5 | 146.557 | 113.793 |
PIS/Pasep and Cofins payable | 1.613 | 39.819 | 93.919 | 136.437 |
PIS/Pasep and Cofins to be offset against assets | (1.613) | (39.819) | (36.423) | (87.629) |
IRRF on JSCP | - | 29.841 | - | 90.147 |
IRRF on JSCP to be offset against IR and CSLL assets | - | (29.841) | - | (29.841) |
Ordinary financing of taxes w ith the federal tax authorities | - | - | 59.558 | 59.558 |
Other taxes | 295 | 407 | 9.805 | 12.529 |
| 295 | 412 | 273.416 | 294.994 |
Noncurrent liabilities | | | | |
Social security contributions - injunction on judicial deposit | 2.238 | 2.075 | 171.662 | 161.336 |
Ordinary financing of taxes w ith the federal tax authorities | - | - | 116.490 | 138.969 |
Hydrological rate – TCFRH (a) | - | - | 28.214 | - |
Other taxes | - | - | 3.118 | 2.841 |
| 2.238 | 2.075 | 319.484 | 303.146 |
(a) Payment suspended due to injunction |
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13.4 Reconciliation of provision for income tax (IRPJ) and social contribution (CSLL)
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14 Prepaid Expenses
| | | |
Consolidated | | | |
| | 06.30.2017 | 12.31.2016 |
Risk premium - GSF renegotiation (14.1) | | 35,761 | 40,909 |
Others | | 20,205 | 23,770 |
| | 55,966 | 64,679 |
| Current | 35,532 | 39,096 |
| Noncurrent | 20,434 | 25,583 |
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14.1 Risk premium – GSF (Generation Scaling Factor) renegotiation
A breakdown of these items as at 06.30.2017 is presented below:
| | | | |
Consolidated | Balance as of | | | Balance as of |
| January 1º, 2017 | Amortization | Transfers | June 30, 2017 |
Risk premium - current asset | 15,459 | (5,148) | 5,148 | 15,459 |
Risk premium - noncurrent asset | 25,450 | - | (5,148) | 20,302 |
Intangible | 53,186 | (3,921) | - | 49,265 |
| 94,095 | (9,069) | - | 85,026 |
Risk premium to be amortized | 40,909 | | | 35,761 |
Grant extension period | 53,186 | | | 49,265 |
15 Receivable from Related Parties
| | | | | |
. | | Parent Company | | Consolidated |
| | 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
Controlling shareholders | | | | | |
State of Paraná (15.1) | | 130,156 | 130,156 | 142,648 | 155,141 |
Subsidiaries | | | | | |
Copel DIS (15.2) | | 88,931 | 90,505 | - | - |
Copel TEL (15.3) | | 89,955 | 85,421 | - | - |
Copel REN - structure sharing | | 955 | 955 | - | - |
Copel Energia - structure sharing | | 541 | 541 | - | - |
Copel DIS - reimbursement | | - | 135 | - | - |
Joint Ventures | | | | | |
Voltalia São Miguel do Gostoso (15.4) | | 36,210 | 28,968 | 36,210 | 28,968 |
| | 346,748 | 336,681 | 178,858 | 184,109 |
| Current | 127,661 | 116,020 | 36,210 | 28,968 |
| Noncurrent | 219,087 | 220,661 | 142,648 | 155,141 |
15.1 State of Paraná
15.1.1 Credit related to Luz Fraterna Program, R$115,890 (R$115,890 as of 12.31.2016)
The transfer of the receivables from the Luz Fraterna account (Note 37.a) of Copel DIS to Copel was suspended from the second half of 2015, considering Decree No. 2,789/2015, which created the possibility of using presumed ICMS (VAT tax) credits for the settlement of invoices referring to this program.In addition, State Law No. 18,875, dated 09.27.2016 authorized the State of Paraná to pay in installments the debts due and unpaid to Copel relating to services rendered up to the date of publication of said Law.
The settlement of the remaining balances is in the final stage of negotiation.
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15.1.2 Credit referring to 2014 World Cup construction work, R$14,266 (R$14,266 as of 12.31.2016)
Copel’s executive board, through the 2,119th Meeting, of July 28, 2014, approved the transfer of credit rights on costs related to mobility projects for FIFA 2014 World Soccer Cup made by Copel DIS and under the responsibility of the Paraná State government.
ANEEL agreed to the transaction through order No. 3,483/2015 and a Credit Assignment Agreement that transfers Copel DIS rights to Copel was executed.
In addition, State Law No. 18,875, dated 09.27.2016 authorized the State of Paraná to pay debts due and unpaid to Copel relating to services rendered up to the date of publication of said Law.Considering this legal provision, Management is in the negotiation phase to define the terms of the settlement of this balance.
15.1.3 Credit referring to Programa Morar Bem, R$12,492 (R$24,985 as of 12.31.2016)
Programa Morar Bem Paraná, established by Decree No. 2,845/2011, is an agreement between Paraná State, Companhia de Habitação do Paraná (Cohapar) and Copel DIS, and is managed by Cohapar.Copel main attributions in this agreement are comprised of the construction of electric power distribution networks and housing project consumer unit service connections.
State Law No. 8,875, dated September 27, 2016, authorized the State of Paraná to pay in installments the debts overdue and not paid to Copel DIS relating to services rendered up to the date of publication of said Law.Considering this legal provision, Management is under negotiation with the State of Paraná to define the terms of the settlement of this balance.
15.2 Copel DIS - Financing transferred - STN
The Company transferred loans and financing to its wholly-owned subsidiaries at the time of constitution in 2001. However, since the contracts for the transfers to the respective subsidiaries were not formalized with the financial institutions, they remain recognized in the Parent Company.
The balance with Copel DIS refers to STN financing transferred with the same levy of charges borne by the Company and shown as obligations for loans and financing at Copel DIS (Note 23).
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15.3 Copel TEL - Loan
A loan agreement was signed on June 12, 2015 between Copel (lender) and Copel TEL (borrower), within the limit of R$20,000, changed to R$60,000 and R$120,000 pursuant to the first and second amendments to the agreements signed on October 14, 2016 and December 12, 2016, effective until December 29, 2017 and remuneration at 111.5% of the CDI rate, for the purpose of raising funds to comply with the borrower’s investment program.Of the limit approved, the borrower invested R$83,556. In the first half of 2017, the Company recorded a financial income of R$5,617.
15.4 Voltalia São Miguel do Gostoso Participações S.A. - Loan
On May 14, 2015, a loan agreement was signed between Copel (lender) and Voltalia São Miguel do Gostoso Participações S.A. (borrower), with retroactive effects as from February 6, 2015, in the amount of R$29,400, plus IOF (tax on financial transactions) and with a two year term and a remuneration at 111.5% of the Interbank Deposit Certificate (CDI), aiming at providing working capital for financing the borrower’s activities and business.Of the limit approved, the borrower invested R$29,050. In the first half of 2017, the Company recorded a financial income of R$1,863 (R$1,725 in the first half of 2016).
16 Other Temporary Investments
| | | | | | | |
| | | | Stock exchange | | Stock exchange | |
| | Shares | | quotation | | quotation | |
Investiment | Investor | (quantity) | Type | per share (R$) | 06.30.2017 | per share (R$) | 12.31.2016 |
Companhia de Saneamento do Paraná - Sanepar | Copel | 36,343,267 | Preferred | 10.90 | 396,142 | 10.75 | 390,690 |
Other investments | Copel | | | | 17,480 | | 17,607 |
Sanepar (Note 18.4) | Copel Energia | 7,956,306 | Common | | 73,361 | | - |
| | | | | 486,983 | | 408,297 |
17 Judicial Deposits
| | | | |
. | | Parent Company | | Consolidated |
| 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
Taxes claims | 139,882 | 153,719 | 350,023 | 433,880 |
Labor claims | 26 | 213 | 150,608 | 149,968 |
Civil | | | | |
Suppliers | - | - | - | 7,680 |
Civil | - | - | 61,374 | 51,482 |
Easements | - | - | 19,048 | 6,679 |
Customers | - | - | 3,074 | 3,197 |
| - | - | 83,496 | 69,038 |
Others | - | - | 4,874 | 4,717 |
| 139,908 | 153,932 | 589,001 | 657,603 |
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18 Investments
18.1 Changes in investments
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18.2 Subsidiaries with non-controlling interest
18.2.1 Summarized financial information
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18.3 Total balances of the groups of assets, liabilities, net income and share in commitments and contingent liabilities of the main joint ventures
| | | | | | | | | | | | |
| | | | | | | | | | | | |
06.30.2017 | Dominó | Voltalia | Costa Oeste | Marumbi | Transmissora Sul Brasileira | Caiuá | Integração Maranhense | Matrinchã | Guaraciaba | Paranaíba | Mata de Santa Genebra | Canta reira |
|
|
ASSETS | 6,973 | 157,869 | 111,167 | 186,088 | 698,032 | 255,175 | 514,051 | 2,728,549 | 1,371,098 | 1,620,198 | 1,442,582 | 848,571 |
Current assets | 6,759 | 2,428 | 8,159 | 11,972 | 56,750 | 24,793 | 45,942 | 325,168 | 123,270 | 223,106 | 37,588 | 41,239 |
Cash and cash equivalents | 3,122 | 292 | 2,588 | 2,365 | 26,406 | 1,713 | 1,679 | 127,194 | 20,806 | 45,116 | 25,399 | 40,689 |
Other current assets | 3,637 | 2,136 | 5,571 | 9,607 | 30,344 | 23,080 | 44,263 | 197,974 | 102,464 | 177,990 | 12,189 | 550 |
Noncurrent assets | 214 | 155,441 | 103,008 | 174,116 | 641,282 | 230,382 | 468,109 | 2,403,381 | 1,247,828 | 1,397,092 | 1,404,994 | 807,332 |
. | | | | | | | | | | | | |
LIABILITIES | 6,973 | 157,869 | 111,167 | 186,088 | 698,032 | 255,175 | 514,051 | 2,728,549 | 1,371,098 | 1,620,198 | 1,442,582 | 848,571 |
Current liabilities | 816 | 2,216 | 5,986 | 14,055 | 43,677 | 25,114 | 73,977 | 133,230 | 73,008 | 86,193 | 597,990 | 57,930 |
Financial liabilities | - | - | 3,116 | 5,198 | 34,909 | 7,381 | 13,176 | 48,464 | 28,442 | 59,459 | 521,480 | - |
Other current liabilities | 816 | 2,216 | 2,870 | 8,857 | 8,768 | 17,733 | 60,801 | 84,766 | 44,566 | 26,734 | 76,510 | 57,930 |
Noncurrent liabilities | - | - | 30,304 | 47,322 | 300,007 | 104,587 | 185,413 | 920,678 | 449,969 | 893,250 | 58,497 | 415,774 |
Financial liabilities | - | - | 26,096 | 40,923 | 291,669 | 67,403 | 109,805 | 738,105 | 353,152 | 649,102 | - | 385,889 |
Other noncurrent liabilities | - | - | 4,208 | 6,399 | 8,338 | 37,184 | 75,608 | 182,573 | 96,817 | 244,148 | 58,497 | 29,885 |
Equity | 6,157 | 155,653 | 74,877 | 124,711 | 354,348 | 125,474 | 254,661 | 1,674,641 | 848,121 | 640,755 | 786,095 | 374,867 |
. | | | | | | | | | | | | |
STATEMENT OF INCOME | | | | | | | | | | | | |
Net operating income | - | - | 6,033 | 10,578 | 29,007 | 10,279 | 14,744 | 223,358 | 130,092 | 132,507 | 373,884 | 241,543 |
Operating costs and expenses | (489) | (64) | (979) | (2,470) | (4,177) | (2,604) | (2,042) | (115,617) | (67,258) | (55,452) | (304,762) | (221,602) |
Financial results | (619) | 1 | (845) | (1,512) | (13,470) | (3,283) | (4,764) | (29,833) | (17,091) | (29,504) | (39,549) | (23,790) |
Equity in income of subsidiaries | - | 1,506 | - | - | - | - | - | - | - | - | - | - |
Income tax and social contribution | - | - | (337) | (482) | (3,855) | (1,486) | (2,773) | (19,735) | (11,846) | (16,167) | (10,031) | 1,553 |
Net income | (1,108) | 1,443 | 3,872 | 6,114 | 7,505 | 2,906 | 5,165 | 58,173 | 33,897 | 31,384 | 19,542 | (2,296) |
Other comprehensive income | - | - | - | - | - | - | - | - | - | - | - | - |
Total comprehensive income | (1,108) | 1,443 | 3,872 | 6,114 | 7,505 | 2,906 | 5,165 | 58,173 | 33,897 | 31,384 | 19,542 | (2,296) |
Investment interest - % | 49.0 | 49.0 | 51.0 | 80.0 | 20.0 | 49.0 | 49.0 | 49.0 | 49.0 | 24.5 | 50.1 | 49.0 |
Investment book value | 3,017 | 76,270 | 38,187 | 99,769 | 70,870 | 61,481 | 124,784 | 820,574 | 415,578 | 156,984 | 393,834 | 183,686 |
Copel's interest in the commitments assumed from its joint ventures is equivalent to R$242,108 and in contingent liabilities is equivalent to R$850.
18.4 Dominó Holdings S.A.
At the Extraordinary General Meeting held on March 13, 2017, the shareholders approved the capital reduction of Dominó Holding, without cancelation of shares, through the delivery of all common shares issued by Sanepar, owned by Dominó Holdings, in the proportion of its interests.As a consequence, Copel Comercialização became the direct holder of 7,956,306 common shares of Sanepar, measured at their fair value at R$73,361, determined based on the discounted cash flow method.
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18.5 Total balances of the groups of assets, liabilities, net income and share in contingent liabilities of the main associates
| | |
06.30.2017 | Dona Francisca | Foz do Chopim |
| | |
ASSETS | 142,344 | 48,951 |
Current assets | 12,358 | 11,339 |
Noncurrent assets | 129,986 | 37,612 |
LIABILITIES | 142,344 | 48,951 |
Current liabilities | 4,579 | 1,864 |
Noncurrent liabilities | 4,250 | 9,219 |
Equity | 133,515 | 37,868 |
STATEMENT OF INCOME | | |
Net operating income | 35,075 | 19,770 |
Operating costs and expenses | (15,739) | (6,123) |
Financial income (expense) | 604 | 411 |
Income tax and social contribution | (1,378) | (736) |
Net income (loss) | 18,562 | 13,322 |
Other comprehensive income | - | - |
Total comprehensive income | 18,562 | 13,322 |
Investment interest - % | 23.0303 | 35.7700 |
Investment book value | 30,748 | 13,545 |
Copel's interest in the contingent liabilities of its associates is equivalent to R$55,638.
19 Property, Plant and Equipment
19.1 Property, plant and equipment by asset class
| | | | | | |
Consolidated | | Accumulated | | | Accumulated | |
| Cost | depreciation | 06.30.2017 | Cost | depreciation | 12.31.2016 |
In service | | | | | | |
Reservoirs, dams and aqueducts | 6,641,555 | (4,000,374) | 2,641,181 | 6,595,895 | (3,912,383) | 2,683,512 |
Machinery and equipment | 5,357,812 | (2,736,428) | 2,621,384 | 5,309,674 | (2,645,702) | 2,663,972 |
Buildings | 1,500,409 | (971,211) | 529,198 | 1,498,841 | (954,470) | 544,371 |
Land | 277,513 | (13,819) | 263,694 | 277,112 | (12,351) | 264,761 |
Vehicles and aircraft | 59,115 | (46,205) | 12,910 | 60,914 | (45,243) | 15,671 |
Furniture and tools | 16,868 | (11,174) | 5,694 | 16,771 | (10,989) | 5,782 |
(-) Provision for impairment | (77,318) | - | (77,318) | (77,318) | - | (77,318) |
(-) Special Obligations | (56) | 14 | (42) | (56) | 10 | (46) |
| 13,775,898 | (7,779,197) | 5,996,701 | 13,681,833 | (7,581,128) | 6,100,705 |
In progress | | | | | | |
Cost | 4,473,202 | - | 4,473,202 | 3,969,703 | - | 3,969,703 |
(-) Provision for impairment | (1,197,293) | - | (1,197,293) | (1,136,105) | - | (1,136,105) |
| 3,275,909 | - | 3,275,909 | 2,833,598 | - | 2,833,598 |
| 17,051,807 | (7,779,197) | 9,272,610 | 16,515,431 | (7,581,128) | 8,934,303 |
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19.2�� Changes in property, plant and equipment
| | | | | | |
Consolidated | | | | | | |
| Balance as of | | | Loss on | | Balance as of |
| January 1, 2017 | Additions | Depreciation | disposal | Transfers | June 30, 2017 |
In service | | | | | | |
Reservoirs, dams and aqueducts | 2,683,512 | - | (72,008) | (13) | 29,690 | 2,641,181 |
Machinery and equipment | 2,663,971 | - | (94,548) | (244) | 52,205 | 2,621,384 |
Buildings | 544,372 | - | (18,158) | (391) | 3,375 | 529,198 |
Land | 264,761 | - | (1,468) | (2) | 403 | 263,694 |
Vehicles and aircraft | 15,671 | - | (2,773) | (6) | 18 | 12,910 |
Furniture and tools | 5,782 | - | (402) | (2) | 316 | 5,694 |
(-) Provision for impairment | (77,318) | - | - | - | - | (77,318) |
(-) Special Obligations | (46) | - | 4 | - | - | (42) |
| 6,100,705 | - | (189,353) | (658) | 86,007 | 5,996,701 |
In progress | | | | | | |
Cost | 3,969,703 | 563,306 | - | (2,510) | (57,297) | 4,473,202 |
(-) Provision for impairment (19.6) | (1,136,105) | (61,188) | - | - | - | (1,197,293) |
| 2,833,598 | 502,118 | - | (2,510) | (57,297) | 3,275,909 |
| 8,934,303 | 502,118 | (189,353) | (3,168) | 28,710 | 9,272,610 |
19.3 Costs of loans, financing and debentures capitalized
The costs of loans, financing and debentures capitalized during the first half of 2017 amounted to R$1,133, at an average rate of 0.04% p.y.(R$3,437, at an average rate of 0.21% p.y., in the first half of 2016).
19.4 HPP Colíder
On July 30, 2010, at the ANEEL Auction of Power from New Projects 003/10, Copel GeT won the rights to the concession of the Colíder Hydroelectric Power Plant, valid for 35 years from the date of signature of Concession Agreement 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 of 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 (Note 23). Until 6/30/2017 the financing amount of R$975,108 was released.
Due to unforeseeable events or force majeure and acts of public authorities, such as difficulties related to environmental licensing, supplier delays in meeting the equipment delivery schedule, electromechanical assembly services and the construction of the transmission line associated to the plant, the project suffered impacts on its schedule, and the commercial operation forecast was revised, with the first generating unit scheduled for April 2018, while the third and final generating unit is scheduled to come on line in August 2018. Due to a delay in the construction work's schedule, an impairment is still recorded for the assets in the amount of R$595,489 as described in Note 19.9 to the financial statements at December 31, 2016.
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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 IPCA inflation index to R$160.62 as of 6/30/2017. 125 averages MW were sold, for supply starting on January 2015, for 30 years.Copel GeT submitted an application to ANEEL to exclude its responsibility, so that the obligation to supply energy could be postponed.In a first judgment, the request was not accepted, Copel GeT filed an application for reconsideration of the decision, which was also denied on March 14, 2017. The Company will refer the matter to the court with the conviction that the Agency's decision will be reversed.
The Company has complied with its commitments of energy supply as follows:
· From January 2015 to June 2016: with energy surpluses not contracted in its other plants;
· From July 2016 to December 2017: with reduction of all supply contracts due to the offer made to the New Energy and Decrease Clearing Facility (“Mecanismo de Compensação de Sobras e Déficits - MCSD de Energia Nova”).
On December 21, 2016, the assured power of the project was revised by MME Ordinance No. 213, going from 177.9 average MW to 178.1 average MW, after full set-up.
At June 30, 2017, the expenditures incurred on UHE Colíder presented a balance of R$2,085,874 and the commitments assumed with equipment and service suppliers amounted to R$51,960.
19.5 Joint operations - consortiums
The amounts recorded under property, plant and equipment referring to the participations of Copel GeT in consortiums are shown below:
| | | | |
| Share | Annual average | | |
Joint operations | Copel GeT (%) | depreciation rate (%) | 06.30.2017 | 12.31.2016 |
In service | | | | |
HPP Mauá (Consórcio Energético Cruzeiro do Sul) | 51.00 | | 859,917 | 859,917 |
(-) Accumulated depreciation | | 3.43 | (132,356) | (117,625) |
| | | 727,561 | 742,292 |
In progress | | | | |
HPP Baixo Iguaçu (19.5.1) | 30.00 | | 489,081 | 390,420 |
| | | 489,081 | 390,420 |
| | | 1,216,642 | 1,132,712 |
19.5.1 Consórcio Empreendedor Baixo Iguaçu - Cebi
The purpose of the consortium is to build and operate the project known as Baixo Iguaçu Hydroelectric Plant, with minimum installed capacity of 350.20 MW and physical guarantee revised to 171.3 MW,The plant is located on the Iguaçu River between the municipalities of Capanema and Capitão Leônidas Marques, and between the Governador José Richa Hydroelectric Plant and the Iguaçu National Park, in the State of Paraná.
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The start of commercial operation of Unit 1 is scheduled for November 2018 and Units 2 and 3 for December 2018 and January 2019, respectively.The previous schedule has been changed due to the suspension of the Installation License, as per the decision of the Federal Court of the 4th Region (TRF-RS), held on June 16, 2014, that stopped the construction work as of July of that year.In March 2015, a decision authorizing the Company to resume construction work was published.However, ICMBio imposed additional conditions for granting an environmental license to the Company, which prevented it from resuming construction work.Cebi sent IAP – Environmental Institute of Paraná the information necessary for those conditions to be met and in August 2015 the license was issued.Having obtained the IAP license, and after technical and contractual adjustments required due to the long downtime, the works were resumed as of February 2, 2016.
On August 23, 2016, the Company signed the 2nd Amendment to the Concession Agreement with the purpose of formalizing the redefinition of the work schedule, acknowledging in favor of Cebi the exclusion of responsibility for the delay in implementing the project for a period of 756 days, which was considered as an extension of the concession period, which originally was until October 19 , 2017 and became September 14 , 2049.
The river diversion to enable the construction of the second phase of the development is scheduled to be carried out in next January.
In June 2017, the total commitments assumed by the consortium for the complete implementation of the plant was R$643,417, and Copel’s portion was R$193,025.
19.6 Cutia wind farm project
The largest Copel wind farm called Cutia is under construction, and is divided into two large complexes:
· Cutia Complex: composed of seven wind farms (Guajiru, Jangada, Potiguar, Cutia, Maria Helena, Esperança do Nordeste and Paraíso do Ventos do Nordeste) with 180.6 MW of total installed capacity, 71.4 average MW of assured power, all located in Rio Grande do Norte.The power that will be generated by the farms was sold on the 6th Reserve Auction that was held on October 31, 2014, at an average historical price of R$144.00/MWh,and the forecast for commercial generation of these farms is under review by Management; and
· Bento Miguel Complex:Composed of six wind farms (São Bento do Norte I, São Bento do Norte II, São Bento do Norte III, São Miguel I, São Miguel II and São Miguel III) with a total installed capacity of 132.3 MW, 54.8 average MW assured power, all also located in the State of Rio Grande do Norte.The power that will be generated by the farms was sold on the 20th New Energy Auction that was held on November 11, 2014, at an average historical price of R$136.97/MWh, and the initial forecast for commercial generation of these farms is January 2019.
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The following are the relevant milestones for the execution of the works from January 2016 to June 2017. In January 2016, the environmental licenses were obtained, beginning the access road runs, bases and assembly platform of the generator set.In April 2016, construction of the Cutia Substation was started, with installed capacity of three 120 MVA transformers and twenty-six 34.0 kV circuits, two circuits for each wind farm.In October 2016, with the advanced stage of construction services in some farms, the first generator sets began to be delivered, and Torres Productive Center began operating, a structure in which precast elements that will constitute the towers of support of the wind turbines will be produced.In January 2017, the process of assembling the towers of the wind turbines began.
In the first half of 2017, a complement was made to the estimated impairment of wind power generation assets of Bento Miguel Complex, with impact on net income of R$61,188. The calculation of the amount considered the assumptions described in Note 19.9 to the financial statements for the year ended December 31, 2016.
At June 30, 2017, the total commitments assumed with equipment and service suppliers of the wind farms under construction amounted to R$1,100,000. The amount refers mainly to the supply of wind turbines, civil works, owner’s engineering, construction of substations and medium and high tension transmission lines.
20 Intangible Assets
| | |
Consolidated | | |
| 06.30.2017 | 12.31.2016 |
Distribution concession agreement (20.1) | 5.614.039 | 5.513.381 |
Generation concession agreements/ authorization (20.2) | 648.378 | 663.712 |
Concession agreement - gas distribution (20.4) | 218.412 | 238.509 |
Others (20.5) | 42.357 | 44.210 |
| 6.523.186 | 6.459.812 |
20.1 Distribution concession agreement
| | | | | |
| in | in | Special liabilities | |
| service | progress | in service | in progress | Total |
Balance as of January 1, 2017 | 7,537,158 | 849,715 | (2,845,024) | (28,468) | 5,513,381 |
Acquisitions | - | 336,793 | - | - | 336,793 |
Customers contributions | 628 | - | (579) | (53,181) | (53,132) |
Provision for claims added to the cost of the w orks | - | (461) | - | - | (461) |
Transfers for accounts receivable related to concession | - | (14,990) | - | - | (14,990) |
Capitalizations for intangible in service | 370,609 | (370,609) | (55,232) | 55,232 | - |
Amortization of quotas - concession (a) | (205,567) | - | 62,324 | - | (143,243) |
Amortization of quotas - Pasep/Cofins credits | (5,518) | - | - | - | (5,518) |
Loss on disposal | (17,033) | (4,470) | 2,712 | - | (18,791) |
Balance as of June 30, 2017 | 7,680,277 | 795,978 | (2,835,799) | (26,417) | 5,614,039 |
(a) Amortization during the concession as of the start of commercial operations of the enterprieses or based on the useful life of the assets, of the tw o the shortest. |
| | | | | |
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20.2 Generation concession agreement
| | | | |
Consolidated | Concession contract (a) | Concession and | |
| in | in | authorization | |
| service | progress | rights | Total |
Balance as of January 1, 2017 | 254.280 | 6.299 | 403.133 | 663.712 |
ANEEL grant - use of public property | - | 352 | - | 352 |
Amortization of quotas - concession and authorization (a) | (9.119) | - | (6.567) | (15.686) |
Balance as of June 30, 2017 | 245.161 | 6.651 | 396.566 | 648.378 |
(a) Includes the balances of use of public asset and hydrological risk renegotiation |
(b) Amortization during the concession/authorization as of the start of commercial operations of the enterprieses. |
20.3 Concession agreement – gas distribution
| | | |
| in | in | |
| service | progress | Total |
Balance as of January 1, 2017 | 198,271 | 40,238 | 238,509 |
Acquisitions | - | 7,576 | 7,576 |
Transfers for accounts receivable related to concession | - | (13,324) | (13,324) |
Capitalizations for intangible in service | 5,850 | (5,850) | - |
Amortization of quotas - concession (a) | (14,296) | - | (14,296) |
Loss on disposal | (53) | - | (53) |
Balance as of June 30, 2017 | 189,772 | 28,640 | 218,412 |
(a) Amortization during the concession as of the start of commercial operations of the enterprieses or based on the useful life of the assets, of the tw o the shortest. |
| | | |
20.4 Other intangible assets
| | | |
Consolidated | in | in | |
| service | progress | Total |
Balance as of January 1, 2017 | 25,725 | 18,485 | 44,210 |
Acquisitions | 5 | 3,703 | 3,708 |
Transfers from property, plant and equipment | 53 | - | 53 |
Capitalizations for intangible in service | 2,573 | (2,573) | - |
Amortization of quotas (b) | (5,380) | - | (5,380) |
Amortization of quotas - Pasep/Cofins credits | (35) | - | (35) |
Loss on disposal | (18) | (181) | (199) |
Balance as of June 30, 2017 | 22,923 | 19,434 | 42,357 |
(a) Annual amortization rate: 20%. |
20.5 Costs of loans, financing and debentures capitalized
The costs of loans, financing and debentures capitalized during the first half of 2017 amounted to R$1,863, at an average rate of 0.10% p.y.(R$6,765, at an average rate of 0.35% p.y., in the first half of 2016).
20.6 Commitments assumed
At June 30, 2017, the commitments assumed with equipment and service suppliers for the acquisition of intangible assets totaled R$54,846.
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21 Payroll, Social Charges and Accruals
| | | | |
| Parent Company | | Consolidated |
| 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
Social security liabilities | | | | |
Taxes and social contribution | 1,050 | 1,485 | 36,198 | 50,016 |
Social security charges on paid vacation and 13th salary | 1,069 | 826 | 42,747 | 35,570 |
| 2,119 | 2,311 | 78,945 | 85,586 |
Labor liabilities | | | | |
Payroll, net | 200 | 35 | 7,332 | 835 |
Vacation | 3,432 | 2,577 | 132,648 | 111,021 |
Profit sharing | 309 | 650 | 37,340 | 64,814 |
Voluntary termination | 2,450 | - | 36,604 | 25,532 |
Profit sharing | - | - | 42 | 9 |
| 6,391 | 3,262 | 213,966 | 202,211 |
| 8,510 | 5,573 | 292,911 | 287,797 |
22 Suppliers
| | | |
Consolidated | | | |
| | 06.30.2017 | 12.31.2016 |
Energy supplies (22.1) | | 726,724 | 673,442 |
Materials and supplies | | 589,860 | 399,576 |
Natural gas for resale | | 181,475 | 132,985 |
Charges for use of grid system | | 66,473 | 86,347 |
| | 1,564,532 | 1,292,350 |
| Current | 1,527,821 | 1,255,639 |
| Noncurrent | 36,711 | 36,711 |
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22.1 Main power purchase agreements
Power purchase agreements signed in the regulated power trading environment, shown at original value and adjusted annually according to the IPCA index:
| | | | | |
. | | Energy | | Average purchase |
| Supply | purchased (annual | Auction | price (R$/MWh) |
Auctions | period | average MW) | date | historical | updated |
Auction of power from existing facilities | | | | | |
13thAuction - Product 2014 - DIS | 05.01.2014 to 12.31.2019 | 109.05 | 04.30.2014 | 262.00 | 322.60 |
13thAuction - Product 2014 - QTD | 05.01.2014 to 12.31.2019 | 60.22 | 04.30.2014 | 271.00 | 333.68 |
14thAuction - Product 2015 - 03 DIS | 01.01.2015 to 12.31.2017 | 13.28 | 12.05.2014 | 191.99 | 228.52 |
14thAuction - Product 2015 - 03 QTD | 01.01.2015 to 12.31.2017 | 3.75 | 12.05.2014 | 201.00 | 239.24 |
| | 186.30 | | | |
Auction of power from new facilities | | | | | |
1stAuction - Product 2008 Hydro | 2008 to 2037 | 3.61 | 12.16.2005 | 106.95 | 203.84 |
1stAuction - Product 2008 Thermo | 2008 to 2022 | 24.63 | 12.16.2005 | 132.26 | 252.08 |
1stAuction - Product 2009 Hydro | 2009 to 2038 | 3.54 | 12.16.2005 | 114.28 | 217.81 |
1stAuction - Product 2009 Thermo | 2009 to 2023 | 40.29 | 12.16.2005 | 129.26 | 246.36 |
1stAuction - Product 2010 Hydro | 2010 to 2039 | 69.87 | 12.16.2005 | 115.04 | 219.26 |
1stAuction - Product 2010 Thermo | 2010 to 2024 | 65.01 | 12.16.2005 | 121.81 | 232.16 |
3rdAuction - Product 2011 Hydro | 2011 to 2040 | 57.66 | 10.10.2006 | 120.86 | 225.10 |
3rdAuction - Product 2011 Thermo | 2011 to 2025 | 54.22 | 10.10.2006 | 137.44 | 255.98 |
4thAuction - Product 2010 Thermo | 2010 to 2024 | 15.44 | 07.26.2007 | 134.67 | 243.20 |
5thAuction - Product 2012 Hydro | 2012 to 2041 | 53.24 | 10.16.2007 | 129.14 | 231.02 |
5thAuction - Product 2012 Thermo | 2012 to 2026 | 115.38 | 10.16.2007 | 128.37 | 229.64 |
6thAuction - Product 2011 Thermo | 2011 to 2025 | 9.89 | 09.17.2008 | 128.42 | 216.86 |
7thAuction - Product 2013 Thermo | 2013 to 2027 | 110.96 | 09.30.2008 | 145.23 | 245.25 |
8thAuction - Product 2012 Hydro | 2012 to 2041 | 0.01 | 08.27.2009 | 144.00 | 233.61 |
8thAuction - Product 2012 Thermo | 2012 to 2026 | 0.15 | 08.27.2009 | 144.60 | 234.58 |
15thAuction - Product 2017 Hydro | 2017 to 2046 | 19.97 | 12.14.2012 | 93.46 | 125.37 |
15thAuction - Product 2017 Wind farm | 2017 to 2036 | 0.33 | 12.14.2012 | 87.94 | 117.96 |
17thAuction - Product 2016 Wind farm | 2016 to 2035 | 26.86 | 11.18.2013 | 124.43 | 159.04 |
19thAuction - Product 2017 Hydro | 2017 to 2046 | 13.58 | 06.06.2014 | 121.00 | 147.72 |
19thAuction - Product 2017 Wind farm | 2017 to 2036 | 15.34 | 06.06.2014 | 129.97 | 158.67 |
| | 699.98 | | | |
Structuring projects auction | | | | | |
Santo Antônio | 2012 to 2041 | 137.74 | 12.10.2007 | 78.87 | 139.52 |
Jirau | 2013 to 2042 | 177.71 | 05.19.2008 | 71.37 | 122.72 |
Belo Monte | 2015 to 2044 | 62.36 | 04.20.2010 | 77.97 | 121.64 |
| | 377.81 | | | |
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23 Loans and Financing
| | | | | | | | | | |
| | | Issue of | Number | Final | Annual rate p.y. | Finance | | Consolidated |
| Contracts | Company | Date | installment | maturity | (interest + commission) | charges | Principal | 06.30.2017 | 12.31.2016 |
Foreign currency | | | | | | | | | |
National Treasury Department | | | | | | | | | |
(Secretaria do Tesouro Nacional or STN) | | | | | | | | | |
(1) | Par Bond | Copel | 05.20.1998 | 1 | 04.11.2024 | 6.0% + 0.20% | Half-yearly | 17.315 | 52.569 | 53.498 |
(1) | Discount Bond | Copel | 05.20.1998 | 1 | 04.11.2024 | 1.1875%+0.20% | Half-yearly | 12.082 | 36.362 | 37.007 |
Total foreign currency | | | | | | | | 88.931 | 90.505 |
Local currency | | | | | | | | | |
Banco do Brasil | | | | | | | | | |
(2) | 21/02155-4 | Copel DIS | 09.10.2010 | 2 | 08.15.2018 | 109.0% of DI | Half-yearly | 116.667 | 120.652 | 122.713 |
(3) | 21/02248-8 | Copel DIS | 06.22.2011 | 2 | 05.16.2018 | 109.0% of DI | Half-yearly | 150.000 | 75.873 | 152.314 |
(4) | CCB 21/11062X | Copel DIS | 08.26.2013 | 3 | 07.27.2018 | 106.0% of DI | Annual | 151.000 | 160.068 | 151.359 |
(5) | CCB 330.600.773 | Copel DIS | 07.11.2014 | 3 | 07.11.2019 | 111.8% of DI | Half-yearly | 116.667 | 84.040 | 124.170 |
(5) | CFX 17/35959-7 | Copel DIS | 05.16.2017 | 2 | 05.06.2019 | 109.0% of DI | Half-yearly | 75.000 | 74.526 | - |
(5) | CCB 21/00851-5 | Copel DIS | 06.30.2017 | 2 | 06.13.2019 | 11.0% | Quarterly | 38.889 | 37.576 | - |
(5) | NCI 330.600.132 | Copel | 02.28.2007 | 3 | 02.28.2019 | 107.8% of DI | Half-yearly | 231.000 | 159.252 | 241.312 |
(5) | NCI 330.600.151 | Copel | 07.31.2007 | 3 | 07.31.2017 | 111.0% of DI | Half-yearly | 18.000 | 6.301 | 6.366 |
(5) | CCB 306.401.381 | Copel | 07.21.2015 | 2 | 07.21.2018 | 109.40% of DI | Half-yearly | 640.005 | 671.477 | 677.177 |
(5) | NCI 306.401.445 | Copel | 02.24.2017 | 2 | 02.15.2020 | 124,5% of DI | Half-yearly | 77.000 | 78.540 | - |
| | | | | | | | | 1.468.305 | 1.475.411 |
Eletrobras | | | | | | | | | |
(6) | 980/95 | Copel DIS | 12.22.1994 | 80 | 08.15.2019 | 8.0% | Quarterly | 11 | 4 | 5 |
(6) | 981/95 | Copel DIS | 12.22.1994 | 80 | 02.15.2020 | 8.0% | Quarterly | 1.169 | 147 | 180 |
(6) | 982/95 | Copel DIS | 12.22.1994 | 80 | 11.15.2020 | 8.0% | Quarterly | 1.283 | 59 | 71 |
(6) | 983/95 | Copel DIS | 12.22.1994 | 80 | 11.15.2020 | 8.0% | Quarterly | 11 | 90 | 103 |
(6) | 984/95 | Copel DIS | 12.22.1994 | 80 | 08.15.2021 | 8.0% | Quarterly | 14 | 38 | 44 |
(6) | 985/95 | Copel DIS | 06.07.2004 | 80 | 07.30.2016 | 8.0% | Quarterly | 61 | 26 | 29 |
(7) | 142/06 | Copel DIS | 03.03.2008 | 120 | 08.30.2020 | 5.0% + 1.0% | Monthly | 74.340 | 4.546 | 6.369 |
(7) | 206/07 | Copel DIS | 02.18.2010 | 120 | 12.30.2022 | 5.0% + 1.0% | Monthly | 109.642 | 28.154 | 32.648 |
(7) | 273/09 | Copel DIS | 05.12.2009 | 120 | 10.30.2016 | 5.0% + 1.5% | Monthly | 63.944 | 9.025 | 9.866 |
| | | | | | | | | 42.089 | 49.315 |
Caixa Econômica Federal | | | | | | | | | |
(7) | 415.855-22/14 | Copel DIS | 03.31.2015 | 120 | 12.08.2026 | 6.0% | Monthly | 2.844 | 5.503 | 5.631 |
| | | | | | | | | 5.503 | 5.631 |
Finep | | | | | | | | | |
(8) | 21120105-00 | Copel TEL | 07.17.2012 | 81 | 10.15.2020 | 4% | Monthly | 35.095 | 10.417 | 11.983 |
(8) | 21120105-00 | Copel TEL | 07.17.2012 | 81 | 10.15.2020 | 3,5% + TR | Monthly | 17.103 | 8.786 | 10.043 |
| | | | | | | | | 19.203 | 22.026 |
BNDES | | | | | | | | | |
(9) | 820989.1 | Copel GeT | 03.17.2009 | 179 | 01.15.2028 | 1.63% above TJLP | Monthly | 169.500 | 123.595 | 128.722 |
(10) | 1120952.1-A | Copel GeT | 12.16.2011 | 168 | 04.15.2026 | 1.82% above TJLP | Monthly | 42.433 | 27.498 | 28.895 |
(11) | 1120952.1-B | Copel GeT | 12.16.2011 | 168 | 04.15.2026 | 1.42% above TJLP | Monthly | 2.290 | 1.484 | 1.559 |
(12) | 1220768.1 | Copel GeT | 09.28.2012 | 192 | 07.15.2029 | 1.36% above TJLP | Monthly | 73.122 | 57.446 | 59.493 |
(13) | 13211061 | Copel GeT | 12.04.2013 | 192 | 10.15.2031 | 1.49% above TJLP | Monthly | 1.041.155 | 897.794 | 923.982 |
(14) | 13210331 | Copel GeT | 12.03.2013 | 168 | 08.15.2028 | 1.49% and 1.89% above TJLP | Monthly | 17.644 | 14.453 | 15.017 |
(15) | 15206041 | Copel GeT | 12.28.2015 | 168 | 06.15.2030 | 2.42% above TJLP | Monthly | 34.265 | 26.790 | 27.666 |
(16) | 15205921 | Copel GeT | 12.28.2015 | 168 | 12.15.2029 | 2.32% above TJLP | Monthly | 21.584 | 16.302 | 16.860 |
(17) | 14205611-A | Copel DIS | 12.15.2014 | 72 | 01.15.2021 | 2.09% p.y. above TJLP | Monthly | 41.583 | 24.601 | 27.893 |
(17) | 14205611-B | Copel DIS | 12.15.2014 | 6 | 02.15.2021 | 2.09 p.y. above TR BNDES | Annual | 17.821 | 14.696 | 18.735 |
(18) | 14205611-C | Copel DIS | 12.15.2014 | 113 | 06.15.2024 | 6% p.y. | Monthly | 78.921 | 54.849 | 58.787 |
(19) | 14205611-D | Copel DIS | 12.15.2014 | 57 | 02.15.2021 | TJLP | Monthly | 750 | 34 | 38 |
(20) | 3153-352 | Copel DIS | 11.01.2016 | 36 | 01.15.2022 | 5.5% p.y. above TJLP | Quarterly | 489 | 501 | - |
(21) | 14212711 | Santa Maria | 06.01.2015 | 192 | 08.15.2031 | 1.66% p.y. above TJLP | Monthly | 59.462 | 53.179 | 54.734 |
(21) | 14212721 | Santa Helena | 06.01.2015 | 192 | 08.15.2031 | 1.66% p.y. above TJLP | Monthly | 64.520 | 57.668 | 59.355 |
(22) | 11211521 | GE Farol | 03.19.2012 | 192 | 06.15.2030 | 2.34% p.y. above TJLP | Monthly | 54.100 | 50.412 | 52.053 |
(22) | 11211531 | GE Boa Vista | 03.19.2012 | 192 | 06.15.2030 | 2.34% p.y. above TJLP | Monthly | 40.050 | 37.270 | 38.482 |
(22) | 11211541 | GE S.B. do Norte | 03.19.2012 | 192 | 06.15.2030 | 2.34% p.y. above TJLP | Monthly | 90.900 | 84.525 | 87.275 |
(22) | 11211551 | GE Olho D'Água | 03.19.2012 | 192 | 06.15.2030 | 2.34% p.y. above TJLP | Monthly | 97.000 | 90.271 | 93.229 |
| | | | | | | | | 1.633.368 | 1.692.775 |
| | | | | | | Single | | | |
(23) | Promissory notes | Copel GeT | 12.29.2015 | 1 | 12.18.2017 | 117% of DI | installment | 500.000 | 621.544 | 581.909 |
| | | | | | | Single | | | |
(24) | Promissory notes | Copel GeT | 05.12.2017 | 1 | 05.12.2019 | 117% of DI | installment | 500.000 | 504.873 | - |
| | | | | | | | | 1.126.417 | 581.909 |
Banco do Brasil | | | | | | | | | |
BNDES Transfer | | | | | | | | | |
(25) | 21/02000-0 | Copel GeT | 04.16.2009 | 179 | 01.15.2028 | 2,13% above TJLP | Monthly | 169.500 | 123.590 | 128.721 |
| | | | | | | | | 123.590 | 128.721 |
Total local currency | | | | | | | | 4.418.475 | 3.955.788 |
| | | | | | | | | 4.507.406 | 4.046.293 |
| | | | | | | | Current | 1.464.237 | 1.470.742 |
| | | | | | | | Noncurrent | 3.043.169 | 2.575.551 |
51
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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| | | | | | | | | |
| | Issue | Number of | Final | Annual rate p.y. | Finance | | Parent Company |
| Contracts | Date | installment | maturity | (interest + commission) | charges | Principal | 06.30.2017 | 12.31.2016 |
Foreign currency | | | | | | | | |
| STN | | | | | | | | |
(1) | Par Bond | 05.20.1998 | 1 | 04.11.2024 | 6.0% + 0.20% | Half-yearly | 17,315 | 52,569 | 53,498 |
(1) | Discount Bond | 05.20.1998 | 1 | 04.11.2024 | 1.1875%+0.20% | Half-yearly | 12,082 | 36,362 | 37,007 |
| | | | | | | | 88,931 | 90,505 |
Local currency | | | | | | | | |
| Banco do Brasil | | | | | | | | |
(5) | NCI 330.600.132 | 02.28.2007 | 3 | 02.28.2019 | 107.8% of DI | Half-yearly | 231,000 | 159,252 | 241,312 |
(5) | NCI 330.600.151 | 07.31.2007 | 3 | 07.31.2017 | 111.0% of DI | Half-yearly | 18,000 | 6,301 | 6,366 |
(5) | CCB 306.401.381 | 07.21.2015 | 2 | 07.21.2018 | 109.40% of DI | Half-yearly | 640,005 | 671,477 | 677,177 |
(5) | NCI 306.401.445 | 02.24.2017 | 2 | 02.15.2020 | 124,5% of DI | Half-yearly | 77,000 | 78,540 | - |
| | | | | | | | 915,570 | 924,855 |
| | | | | | | | 1,004,501 | 1,015,360 |
Circulante | 444,649 | 453,288 |
Não circulante | 559,852 | 562,072 |
|
Allocation: |
(1) The restructuring of medium and long-term debt in connection w ith the financing received under Law No. 4,131/1962. |
(2) (3) (4) (5) Working capital. |
(6) National Program for Watering - Proni. |
(7) Rural Electricity Program -Luz para Todos. |
(8) BEL project - ultra w ide band intranet service (Ultra Wide Band - UWB). |
(9) (25) Construction of the Mauá Hydroelectric Pow er Plant and its transmission system, in consortium w ith Eletrosul. |
(10) Implementation of transmission line betw een substations Foz do Iguaçu and Cascavel Oeste. |
(11) Purchase of machinery and equipment for implementation of the transmission line described above. |
(12) Implementation of Cavernoso II SHP. |
(13) Implementation of HPP Colíder and associated transmission system. |
(14) Implementation of the 230/138kV Cerquilho III Substation. |
(15) Implementation of transmission line Assis – Paraguaçu Paulista II. |
(16) Implementation of transmission lines Londrina – Figueira and Salto Osório – Foz do Chopim C2. |
(17) Investment in preservation of businesses, improvements, operational support and general investments in expansion. |
(18)National machinery and equipment accredited by BNDES. |
(19) Implementation, expansion and consolidation of projects and Enterprises Social Investment Programs (ISE). |
(20)Operation for the acquisition of machinery and/or equipment and IT and automation equipment. |
(21) (22) Construction and implementation of w ind generating plant. |
(23)Payment of grant – auction 012/2015, relative to HPP GPS. |
(24) Payment of the first installment of Copel’s debentures and w orking capital improvement of Copel Get. |
52
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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|
Guarantees: |
(1) Company’s centralized revenues account. Deposited Collateral (23.1). |
(2) (3) Pledge until 360 days. |
(2) (3) (4) (5) (20) Credit assignment. |
(6) (7) Ow n revenue, supported by pow er of attorney granted by a public instrument, and the issue of promissory notes and commercial duplicatesequal to the number of installments falling due. |
|
(8) Withhold the amounts from the checking account in w hich revenues are deposited. |
(9) (12) (25) Total revenue from the sale and/or transaction of CCEAR energy, related to the project, through Concession Agreement ofAttachment of Revenues, Account Management and Other Covenants. |
|
(10) (11) Fiduciary assignment of rights under the Concession Agreement No. 027/2009-ANEEL, Transmission Service Provision Contract No.09/2010-ONS and contracts for use of Transmission System, signed by the ONS, the Dealerships and the Transmission System users, including thetotal income from the provision of transmission services. |
|
|
(13) Fiduciary assignment of rights under the Concession Agreement No. 01/2011MME-HPP Colíder and fiduciary assignment due to the Purchaseand Sale of Energy Eétrica (CCVEE) betw een Copel and BRF - Brasil Foods S.A. |
|
(14) Fiduciary assignment of rights under the Public Service Concession Agreement for Electric Pow er Transmission No. 015/2010-ANEEL, signedbetw een Copel and the Federal Government. |
|
(15) Assignment of credit rights deriving from Concession Agreement No. 002/2013 - ANEEL. |
(16) Assignment of credit rights deriving from Concession Agreement No. 022/2012 - ANEEL. |
(17) (18) (19) Surety of Companhia Paranaense de Energia; fiduciary assignment of income and indemnity rights of the concession. |
(21) Guarantee from Companhia Paranaense de Energia; pledge of shares; assignment of credit rights deriving from Electricity AgreementReservation No. 153/2011; assignment of revenues arising from the project. |
|
(22) Pledge of shares (GE Farol, GE Boa Vista, GE São Bento do Norte and GE Olho D'Água); assignment of receivables arising from the sale ofelectricity produced by the project; assignment of machinery and equipment assembled or built w ith the funds pegged to it. |
|
(23) (24) Surety of Companhia Paranaense de Energia. |
23.1 Collateral and escrow deposits - STN
Guarantees provided in the form of Par Bonds for R$44,583 (R$42,988 at December 31, 2016), and Discount Bonds in the amount of R$31,145 (R$30,086 at December 31, 2016), to be used to repay amounts of principal corresponding to STN contracts, when these payments are due on April 11, 2024. The amounts are updated by applying the weighted average percentage changes of United States Treasury Zero Coupon bond prices, by the share of each series of the instrument in the portfolio of collateral for principal, provided in the context of the Brazilian Financing Plan - 1992.
23.2 Breakdown of loans and financing by currency and index
| | | | | |
Consolidated | | | | | |
| | 06.30.2017 | % | 12.31.2016 | % |
Foreign currency - change in currencies in the period (%) | | | | | |
U.S. Dolar | (1.31) | 88,931 | 1.97 | 90,505 | 2.24 |
| | 88,931 | 1.97 | 90,505 | 2.24 |
Local currency - accumulated index in the period (%) | | | | | |
CDI | 10.14 | 2,557,146 | 56.73 | 2,057,320 | 50.84 |
TJLP | 7.00 | 1,687,413 | 37.44 | 1,743,974 | 43.10 |
Ufir / fixed rate | 0.00 | 85,168 | 1.89 | 54,946 | 1.36 |
TR | 0.00 | 23,482 | 0.52 | 28,778 | 0.71 |
Without indexer | 0.00 | 65,266 | 1.45 | 70,770 | 1.75 |
| | 4,418,475 | 98.03 | 3,955,788 | 97.76 |
| | 4,507,406 | 100.00 | 4,046,293 | 100.00 |
53
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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23.3 Maturity of noncurrent installments
| | | | | | |
| | Parent Company | | | Consolidated |
| Foreign | Local | | Foreign | Local | |
06.30.2017 | currency | currency | Total | currency | currency | Total |
2018 | - | 319,886 | 319,886 | - | 631,290 | 631,290 |
2019 | - | 114,270 | 114,270 | - | 874,970 | 874,970 |
2020 | - | 37,548 | 37,548 | - | 195,089 | 195,089 |
2021 | - | - | - | - | 140,507 | 140,507 |
2022 | - | - | - | - | 136,213 | 136,213 |
After 2022 | 88,148 | - | 88,148 | 88,148 | 976,952 | 1,065,100 |
| 88,148 | 471,704 | 559,852 | 88,148 | 2,955,021 | 3,043,169 |
23.4 Changes in loans and financing
| | | | | |
Consolidated | Foreign currency | Local currency | |
| Current | Noncurrent | Current | Noncurrent | Total |
Balance as of January 1, 2017 | 836 | 89,669 | 1,469,906 | 2,485,882 | 4,046,293 |
Funding | - | - | - | 691,378 | 691,378 |
Charges | 1,883 | - | 205,914 | 3,418 | 211,215 |
Monetary and exchange variations | - | (1,521) | 3,224 | 7,299 | 9,002 |
Transfers | - | - | 232,956 | (232,956) | - |
Amortization - principal | - | - | (275,178) | - | (275,178) |
Payment - charges | (1,936) | - | (173,368) | - | (175,304) |
Balance as of June 30, 2017 | 783 | 88,148 | 1,463,454 | 2,955,021 | 4,507,406 |
23.5 Covenants
The Company and its subsidiaries signed loan and financing agreements containing covenants that require economic and financial ratios to remain within pre-determined parameters, requiring annual fulfillment and other conditions to be observed, such as not making any alteration to the Company’s shareholdings in the capital stock of subsidiaries that would alter control without prior consent.Failing to fulfill these conditions may lead to accelerated debt repayment and/or fines.
Until June 30, 2017, all the agreed conditions had been fulfilled.
The financial covenants contained in the loan and financing agreements are presented below:
| | | |
Company | Contract | Financial index | Limit |
Copel GeT | BNDES Finem nº 820989.1 - Mauá | EBITDA / Net financial results | ≥ 1,3 |
Copel GeT | Banco do Brasil nº 21/02000-0 - Mauá |
Copel GeT | 2ndissue of Promissory Notes | Consolidated net debt / Consolidated EBITDA | ≤ 3,5 |
Debt service coverage ratio | ≥ 1,5 |
Copel DIS | BNDES Finem nº 14205611 | Financial indebtedness / adjusted EBITIDA | ≤ 5,0 |
Santa Maria Energias Renováveis | BNDES Finem nº 14212711 | Debt service coverage ratio | ≥ 1,3 |
Santa Helena Energias Renováveis | BNDES Finem nº 14212721 |
São Bento Energia, Investimento e Participações | BNDES Assignment Agreement | Debt service coverage ratio | ≥ 1,3 |
GE Boa Vista S.A. | BNDES Finem nº 11211531 |
GE Farol S.A. | BNDES Finem nº 11211521 |
GE Olho D´Água S.A. | BNDES Finem nº 11211551 |
GE São Bento do Norte S.A. | BNDES Finem nº 11211541 |
Financing for businesses - Finem |
54
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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24 Debentures
| | | | | | | | | | |
| | | Issue | Number of | Maturity | Annual rate p.y. | | Consolidated |
Issue | Company | Date | installment | initial | final | (interest) | Principal | 06.30.2017 | 12.31.2016 |
(1) | 5th | Copel | 05.13.2014 | 3 | 05.13.2017 | 05.13.2019 | 111.5% of DI | 1.000.000 | 675.350 | 1.017.099 |
(2) | 6th | Copel | 06.29.2017 | 1 | - | 06.28.2019 | 117.0% of DI | 520.000 | 517.184 | - |
(3) | 1st | Copel GeT | 05.15.2015 | 3 | 05.20.2018 | 05.20.2020 | 113.0% of DI | 1.000.000 | 1.012.344 | 1.094.731 |
(4) | 2nd | Copel GeT | 07.13.2016 | 2 | 07.13.2018 | 07.13.2019 | 121.0% of DI | 1.000.000 | 1.136.889 | 1.060.613 |
(5) | 1st | Copel DIS | 10.30.2012 | 2 | 10.30.2016 | 10.30.2017 | DI + Spread 0.99% p.y. | 1.000.000 | 509.279 | 511.525 |
(6) | 2nd | Copel DIS | 10.27.2016 | 2 | 10.27.2018 | 10.27.2019 | 124.0% of DI | 500.000 | 542.262 | 504.699 |
(7) | 1st | Copel TEL | 10.15.2015 | 5 | 10.15.2020 | 10.15.2024 | IPCA + 7.9633% p.y. | 160.000 | 176.902 | 174.184 |
(8) | 2nd | Elejor | 09.26.2013 | 60 | 10.26.2013 | 09.26.2018 | DI + Spread 1.00% p.y. | 203.000 | 50.667 | 70.984 |
(9) | 1st | Compagás | 06.15.2013 | 40 | 09.15.2015 | 12.15.2018 | TJLP+1.7% p.y.+1.0% p.y. | 62.626 | 28.669 | 38.018 |
(10) | 2nd | Compagás | 04.15.2016 | 57 | 07.15.2017 | 12.15.2021 | TJLP/Selic + 2,17% p.y. | 33.620 | 26.344 | 23.768 |
(11) | 2nd | (a) | 03.24.2016 | 192 | 08.15.2016 | 07.15.2032 | TJLP + 2,02% p.y. | 147.575 | 140.746 | 143.407 |
(12) | 2nd | (a) | 03.24.2016 | 192 | 08.15.2016 | 07.15.2032 | IPCA + 9,87% p.y. | 153.258 | 147.695 | 151.781 |
| | | | | | | | | 4.964.331 | 4.790.809 |
| | | | | | | | Current | 1.483.662 | 1.131.198 |
| | | | | | | Noncurrent | 3.480.669 | 3.659.611 |
(a) | Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus IV e Ventos de Santo Uriel. |
Characteristics: |
(1) (2) (3) (4) (5) (6) (7) (8) Simple debentures, single series, not convertible into shares, unsecured, for public distribution w ith restricted placement efforts, according to CVM No. 476. |
(9) (10) Simple floating debentures, issued privately in a single series and not convertible into shares. |
(11) Simple debentures, 1stserie, issued privately and not convertible into shares. |
(12) Simple debentures, 2ndserie, issued privately and not convertible into shares. |
Finance charges: |
(1) Half-yearly interest - May and November. |
(2) Interest on the maturity of the agreement |
(3) Anuual interest - May. |
(4) Anuual interest - July. |
(5) (7) Half-yearly interest - April and October. |
(6) Anuual interest - October. |
(8) (11) (12) Monthly interest. |
(9) (10) Quarterly interest - March, June, September and December. |
Allocation: |
(1) (2) (3) (4) (5) (6) Working capital or used to make investments in the issuer. |
(7) Deployment, expansion and modernization of the telecommunication netw ork. |
(8) Full settlement of the loan agreement w ith Copel. |
(9) (10) Fund investment plan of the issuer. |
(11) (12) Implementation of w ind farms and associated transmission systems. |
Collaterals: |
(1) (2) (3) (4) (5) (6) (7) (8) Personal guarantee |
(9) (10) Floating |
(11) (12) Real and personal guarantee and pledge of Copel Geração e Transmissão's shares. |
Guarantor: |
(3) (4) (5) (6) (11) (12) Copel. |
(8) Copel, at the ratio of 70% and Paineira Participações S.A., at the ratio of30%. |
(9) (10)Compagás. |
Trustee: |
(1) (2) (3) (4) (5) (6) (7) (8) Pentágono S.A. DTVM. |
(9) (10)BNDES Participações S.A. - BNDESPAR. |
(11) (12) None. |
55
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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24.1 Maturity of noncurrent installments
| | |
06.30.2017 | Parent Company | Consolidated |
2018 | - | 773,993 |
2019 | 850,181 | 1,948,982 |
2020 | - | 365,668 |
2021 | - | 42,304 |
2022 | - | 68,395 |
After 2022 | - | 281,327 |
| 850,181 | 3,480,669 |
24.2 Changes in debentures
| | | |
Consolidated | | | |
| Current | Noncurrent | Total |
Balance as of January 1, 2017 | 1,131,198 | 3,659,611 | 4,790,809 |
Funding | - | 522,521 | 522,521 |
Charges and monetary variations | 298,015 | 7,368 | 305,383 |
Transfers | 708,831 | (708,831) | - |
Amortization - principal | (371,238) | - | (371,238) |
Payment - charges | (283,144) | - | (283,144) |
Balance as of June 30, 2017 | 1,483,662 | 3,480,669 | 4,964,331 |
24.3 Covenants
Copel and its subsidiaries issued debentures containing covenants that require certain economic and financial ratios to be kept within pre-determined parameters, requiring annual fulfillment and other conditions to be observed, such as not making any alteration to the Company’s shareholdings in capital stock that would alter control without prior consent from the debenture holders; not paying out dividends or interest on capital if it is in arrears in relation to honoring any of its financial obligations or not keeping the financial ratios as determined without prior written consent of the debenture holders.Failing to fulfill these conditions may lead to accelerated redemption of debentures and regulatory penalties.
Until June 30, 2017, all the agreed conditions had been fulfilled.
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The financial covenants contained in the debenture agreements are presented below:
| | | |
Company | Contract | Financial index | Limit |
Copel | 5thissue de Debentures | Consolidated net debt / Consolidated EBITDA | ≤ 3,5 |
6thissue de Debentures | Debt service coverage ratio | ≥ 1,5 |
Copel GeT | 1stissue de Debentures | | |
Copel GeT | 2ndissue de Debentures | Consolidated net debt / Consolidated EBITDA | ≤ 3,5 |
Copel TEL | 1stissue de Debentures | Debt service coverage ratio | ≥ 1,5 |
Copel DIS | 2ndissue de Debentures | | |
Copel DIS | 1stissue de Debentures | Consolidated net debt / Consolidated EBITDA | ≤ 4,0 |
Elejor | 2ndissue de Debentures | Debt service coverage ratio | ≥ 1,2 |
Compagás | 2ndissue de Debentures | Consolidated net debt / Consolidated EBITDA | ≤ 3,5 |
2ndissue de Debentures | General Indebtedness | ≤ 0,7 |
Nova Asa Branca I | 2ndissue de Debentures | Debt service coverage ratio | ≥ 1,3 |
Nova Asa Branca II |
Nova Asa Branca III |
Nova Eurus IV |
Ventos de Santo Uriel |
25 Post-employment Benefits
The Company and its subsidiaries sponsor private retirement and pension plans (Unified Pension Plan and Pension Plan III) and medical and dental care (“ProSaúde II” and “ProSaúde III” plans’ regulations ) for their active employees and their dependents.The lifetime sponsorship of the healthcare plan for retirees, pensioners and legal dependents is only applied to “Prosaúde II” plan participants.
25.1 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 Variable Contribution Plan - CV.
The Defined Benefit plan - BD is a closed plan for new participants since 1998. The Variable Contribution plan - CV is the only plan available for new participants.
The costs assumed by the sponsors for these plans are recognized according to the actuarial valuation prepared annually by independent actuaries in accordance with CPC 33 (R1) and correlated to IAS 19 (R1) and IFRIC 14. The economic and financial assumptions for purposes of the actuarial valuation are discussed with the independent actuaries and approved by the sponsor’s management.
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25.2 Healthcare Plan
The Company and its subsidiaries allocate resources for the coverage of healthcare expenses incurred by their employees and their dependents, within rules, limits, and conditions set in “ProSaúde II” and “ProSaúde III” plans’ regulations.Coverage includes periodic medical exams in both plans and is only extended to all retirees and pensioners for life in the “ProSaúde II” plan.
25.3 Statement of financial position and statement of income
Amounts recognized in liabilities, under Post-employment Benefits, are summarized below:
| | | | | |
| | Parent Company | Consolidated |
| | 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
Pension plans | | 4 | 7 | 1,085 | 1,252 |
Healthcare plans | | 3,869 | 3,698 | 793,182 | 768,613 |
| | 3,873 | 3,705 | 794,267 | 769,865 |
| Current | 191 | 188 | 48,060 | 47,894 |
| Noncurrent | 3,682 | 3,517 | 746,207 | 721,971 |
The consolidated amounts recognized in the statement of income are shown below:
| | | | |
. | Parent Company | Consolidated |
| 06.30.2017 | 06.30.2016 | 06.30.2017 | 06.30.2016 |
Employees | | | | |
Pension plans | 884 | 943 | 39,207 | 36,627 |
Healthcare plan - post employment | 259 | 3,717 | 48,215 | 64,421 |
Healthcare plan - active employees | 332 | 459 | 40,183 | 34,574 |
(-) Transfers to construction in progress | - | - | (11,194) | (10,237) |
| 1,475 | 5,119 | 116,411 | 125,385 |
Management | | | | |
Pension plans | 349 | 234 | 650 | 505 |
Healthcare plan | 56 | 52 | 93 | 138 |
| 405 | 286 | 743 | 643 |
| 1,880 | 5,405 | 117,154 | 126,028 |
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| | | | |
. | Parent Company | Consolidated |
| 04.01.2017 | 04.01.2016 | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 | to 06.30.2017 | to 06.30.2016 |
Employees | | | | |
Pension plans | 453 | 319 | 18,619 | 17,661 |
Healthcare plan - post employment | 129 | 1,677 | 24,109 | 32,212 |
Healthcare plan - active employees | 178 | 175 | 20,335 | 17,378 |
(-) Transfers to construction in progress | - | - | (5,519) | (5,127) |
| 760 | 2,171 | 57,544 | 62,124 |
Management | | | | |
Pension plans | 240 | 143 | 427 | 328 |
Healthcare plan | 27 | 29 | 45 | 68 |
| 267 | 172 | 472 | 396 |
| 1,027 | 2,343 | 58,016 | 62,520 |
25.4 Changes in post-employment benefits
| | | |
Consolidated | | | |
| Current | Noncurrent | Total |
Balance as of January 1, 2017 | 47,894 | 721,971 | 769,865 |
Appropriation of actuarial calculation | - | 48,215 | 48,215 |
Appropriation of pension and healthcare contributions | 72,939 | - | 72,939 |
Transfers | 23,979 | (23,979) | - |
Amortizations | (96,752) | - | (96,752) |
Balance as of June 30, 2017 | 48,060 | 746,207 | 794,267 |
25.5 Actuarial valuation in accordance with CPC 33 (R1)
In compliance with CPC 33 (R1), the Company and its subsidiaries choose to prepare the actuarial report annually.
The information prepared in compliance with the Actuarial Valuation Report is described in Note 25 to the financial statements for the year ended December 31, 2016.
26 Customer Charges Due
| | |
Consolidated | | |
| 06.30.2017 | 12.31.2016 |
Energy Development Account (CDE) (a) | 111,756 | 136,450 |
Global Reversal Reserve (RGR) | 4,964 | 5,262 |
Tariff flags | 27,219 | - |
| 143,939 | 141,712 |
(a) Aneel published Resolutions No. 2,004/2015 and No. 2,202/2017. |
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27 Research and Development and Energy Efficiency
27.1 Balances recognized for investment in Research and Development (R&D) and the Energy Efficiency Program (EEP)
| | | | | |
Consolidated | Amounts payable, | | Other | Balance | Balance |
| before any related | Amounts payable to | amounts | as of | as of |
| prepayments | regulatory agencies | payable | 06.30.2017 | 12.31.2016 |
Research and Development - R&D | | | | | |
National Fund for Scientific and Technological Development - FNDCT | - | 4,464 | - | 4,464 | 4,603 |
MME | - | 2,233 | - | 2,233 | 2,302 |
R&D | 86,834 | - | 215,894 | 302,728 | 294,088 |
| 86,834 | 6,697 | 215,894 | 309,425 | 300,993 |
Energy efficiency program - EEP | | | | | |
National Program of Electricity Conservation - Procel | - | 1,316 | - | 1,316 | 4,932 |
EEP | 21,134 | - | 164,116 | 185,250 | 177,964 |
| 21,134 | 1,316 | 164,116 | 186,566 | 182,896 |
| 107,968 | 8,013 | 380,010 | 495,991 | 483,889 |
| | | Current | 195,043 | 231,513 |
| | Noncurrent | 300,948 | 252,376 |
27.2 Changes in R&D and EEP balances
| | | | | | | | |
Consolidated | FNDCT | MME | R&D | Procel | EEP | |
| current | current | current | noncurrent | current | current | noncurrent | Total |
Balance as of January 1, 2017 | 4,603 | 2,302 | 135,401 | 158,687 | 4,932 | 84,275 | 93,689 | 483,889 |
Additions | 13,692 | 6,845 | 568 | 13,123 | 3,776 | - | 15,106 | 53,110 |
Performance agreement | - | - | - | - | - | - | 775 | 775 |
Selic interest rate (Note 34) | - | - | 76 | 11,214 | (128) | - | 8,354 | 19,516 |
Payments | (13,265) | (6,632) | - | - | (7,264) | - | - | (27,161) |
Concluded projects | (566) | (282) | (16,341) | - | - | (16,949) | - | (34,138) |
Balance as of June 30, 2017 | 4,464 | 2,233 | 119,704 | 183,024 | 1,316 | 67,326 | 117,924 | 495,991 |
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28 Accounts Payable Related to Concession
| | | | | | | | |
Consolidated | | | | | Discount | Annual | | |
| Company | Grant | Signature | Closing | Rate | Adjustment | 06.30.2017 | 12.31.2016 |
(1) HPP Mauá | Copel GeT | 06.29.2007 | 07.03.2007 | 07.2042 | 5.65% p.y. | IPCA | 16.365 | 16.235 |
(2) HPP Colider | Copel GeT | 12.29.2010 | 01.17.2011 | 01.2046 | 7.74% p.y. | IPCA | 23.062 | 22.783 |
(3) HPP Baixo Iguaçu | Copel GeT | 07.19.2012 | 08.20.2012 | 01.2047 | 7.74% p.y. | IPCA | 6.651 | 6.299 |
(4) SHP Cavernoso | Copel GeT | 07.11.2013 | 07.11.2013 | 07.2018 | 7.74% p.y. | IPCA | 46 | 66 |
(5) HPP Apucaraninha | Copel GeT | 07.11.2013 | 07.11.2013 | 07.2018 | 7.74% p.y. | IPCA | 328 | 460 |
(6) HPP Chaminé | Copel GeT | 07.11.2013 | 07.11.2013 | 07.2018 | 7.74% p.y. | IPCA | 567 | 795 |
(7) HPP Derivação Rio Jordão | Copel GeT | 07.11.2013 | 02.24.2014 | 02.2019 | 7.74% p.y. | IPCA | 427 | 532 |
(8) HPP Fundão e HPP Santa Clara | Elejor | 10.23.2001 | 10.25.2001 | 10.2036 | 11.00% p.y. | IGPM | 504.371 | 518.372 |
| | | | | | | 551.817 | 565.542 |
| | | | | | Current | 61.800 | 66.210 |
| | | | | | Noncurrent | 490.017 | 499.332 |
Discount rate applied to calculate present value: |
Actual net discount rate, in line w ith the estimated long-term rate. It bears no relationship w ith the expected project return. |
Payment to the federal government: |
Monthly installments equivalent to 1/12 of the annual payment restated, as defined in the concession agreement. |
28.1 Changes in accounts payable related to concession
| | | |
Consolidated | | | |
| Current | Noncurrent | Total |
Balance as of January 1, 2017 | 66,210 | 499,332 | 565,542 |
Additions | - | 352 | 352 |
Adjust to present value | - | 564 | 564 |
Monetary variations | (4,531) | 22,850 | 18,319 |
Transfers | 33,081 | (33,081) | - |
Payments | (32,960) | - | (32,960) |
Balance as of June 30, 2017 | 61,800 | 490,017 | 551,817 |
29 Other Accounts Payable
| | | |
Consolidated | | | |
| | 06.30.2017 | 12.31.2016 |
Agreement Ivaí Engenharia (Note 30.1.2 - g) | | 61,560 | 122,068 |
Public lighting rate collected | | 24,423 | 27,565 |
Aneel Order No. 084/2017 provision | | 21,311 | 20,542 |
Customers | | 16,569 | 32,283 |
Financial offset for the use of w ater resources | | 14,308 | 28,880 |
Pledges in guarantee | | 13,848 | 8,067 |
Investment acquisition | | 9,447 | 9,595 |
Reimbursements to customer contributions | | 4,635 | 10,894 |
Other liabilities | | 41,154 | 35,422 |
| | 207,255 | 295,316 |
| Current | 165,907 | 264,791 |
| Noncurrent | 41,348 | 30,525 |
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30 Provisions for Legal Claims
The Company and its subsidiaries are defendants in various judicial and administrative proceedings before different courts.Based on assessments made by the Company’s legal counsel, Management makes provisions for actions in which losses are rated probable, thus meeting the criteria for recognition of provisioning described in Note 4.9 to the financial statements at December 31, 2016.
The Company’s management believes that, at the time of preparation of financial statements, it is not practicable to provide information regarding the expected timing of any cash outflows resulting from these legal actions in which the Company and its subsidiaries are involved, due to the slow pace and unpredictability of Brazilian legal, tax and regulatory systems, and since final resolution of the proceedings for which a provision has been registered depends on the conclusions of court proceedings.Therefore, this information is not being provided.
30.1 Provisions for litigation
30.1.1 Changes in provisions for litigation in actions rated as probable losses
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| | | |
Parent company | Balance as of | Income | Balance as of |
| January 1, 2017 | Additions | June 30, 2017 |
Tax | | | |
Cofins (a) | 93,892 | 6,254 | 100,146 |
Others (b) | 23,335 | 548 | 23,883 |
| 117,227 | 6,802 | 124,029 |
Labor (c) | 18 | 322 | 340 |
Civil (f) | 20,578 | 1,540 | 22,118 |
Regulatory (j) | 15,121 | - | 15,121 |
| 152,944 | 8,664 | 161,608 |
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30.1.2 Description of nature and/or details of the principal actions
a) Contribution for Social Security Funding (COFINS)
Plaintiff:Federal Tax Authority
Cofins payables and respective interest and fines from August 1995 to December 1996 due to the termination of a judicial decision that had recognized the Company’s exemption from Cofins.
Current status:awaiting judgment.
b) Other tax provisions
Actions relating to federal, state and municipal taxes, fees and other charges in which the Company challenges their applicability, calculation bases and amounts due to be collected.The principal action is described below:
Defendant:Federal Tax Authority
By the case 5037809-14.2015.4.04.7000, Copel GeT required payment in installments of the balance owed on the annual adjustment of corporate income tax (IRPJ) and social contribution (CSLL) for the fiscal year 2014. The Federal Tax Authority consolidated the amount and applied the maximum fine. An injunction was filed in order to prevent the Tax Authority from taking action, since it failed to obey the limit established in legislation, in Management’s opinion.
Current status:a judgment rendered by the Federal Judge of the 4th Region dismissed the action and the Company filed an appeal against the decision.On December 31, 2016, the amount of R$32,318 was transferred to Other Tax Liabilities.
c) Labor
Labor claims comprise claims filed by employees and former employees of Copel and its subsidiaries 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.
d) Employee benefits
Labor claims comprise claims filed by retired former employees of the Company and its wholly owned subsidiaries against the Copel Foundation, which will have consequential impact on the Company and its wholly owned subsidiaries, since additional contributions will be required.
e) Civil and administrative claims
Actions involving billing, irregular procedure, administrative contracts and contractual fine, indemnity for accidents with the electric power grid or vehicles.The main lawsuits are as follows:
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Plaintiff:Tradener Ltda. Estimated amount:R$110,896
Class actions and civil public actions were filed in which illegalities and annulments relating to the execution of the electric power purchase agreement entered into between the Company and Tradener are pointed out.Class action No. 588/2006 has already been rendered final and unappeasable, and the ruling recognized as valid commissions payable by the Company to Tradener.In the civil public action No. 0000219-78.2003.8.16.0004, filed by the Prosecution Office, a decision has also been rendered ruling on the absence of irregularities in the electric power purchase agreement.Therefore, Tradener brought recovery lawsuits, seeking to receive its commissions.
Current status:Case record 0005990.22.2012.8.16.0004 - in the judgment rendered on January 27, 2014 the Company was ordered to pay the amount of R$107,955, which is the value updated by the (INPC/IBGE) from the maturity of the commissions payable to Tradener under the purchase agreement entered into with Celesc, plus default interest of 1% per month, as of the date of notification (October 31, 2012), as well as attorneys’ fees.The Company filed an appeal against this decision, however, on November 11, 2016, by majority votes, the Court dismissed the appeal.From this decision, Copel filed an appeal which is pending judgment.
f) Easements
Lawsuits are filed when there is a difference between the amount determined by Copel for payment and the amount claimed by the owner and/or when the owner's paper title may not be registered (probate proceedings are underway, properties have no registry number, etc.).
They may also involve third-party interventions for adverse possession, whether from owners or occupants of contiguous properties or even in cases of properties where right of way easements are required to preserve limits and boundaries of these areas.
g) Expropriations and property
Lawsuits are filed challenging expropriation when there is a difference between the amount determined by Copel for payment and the amount claimed by the owner and/or when the owner's paper title may not be registered (probate proceedings are underway, properties have no registry number, etc.).
Possessory case actions include those for repossession of property owned by the concessionaire.Litigation arises when there is a need to repossess properties invaded or occupied by third parties in areas owned by the Company.Cases may also arise from intervention in third-party adverse possession, or owners or occupants of contiguous properties or even in cases of properties to preserve limits and boundaries of expropriated areas.The principal action is described below:
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Plaintiff:Ivaí Engenharia de Obras S.A.
Declaratory action brought by the plaintiff in order to recognize the right to economic and financial rebalancing of the contract signed with Copel GeT, followed by an action for relief from judgment filed by Copel to vacate the final and unappealable decision in the declaratory judgment action, followed by a collection suit filed by the plaintiff to collect the amounts arising from the economic and financial rebalance of the agreement and followed by compliance with the provisional decision proposed by the plaintiff.
Current status:a final and unappealable decision has been issued on the declaratory action and on the action for relief from judgment, sentencing Copel to pay attorneys’ fees and court costs.The amounts deriving from the right to the economic and financial rebalancing of the contract involved in the unappealable decision issued on the declaratory action are the object of a collection lawsuit under appeal in the Superior Court of Justice (STJ), which are also object of compliance of provisional sentence started by the opposing party, pending at the trial court.On October 21, 2016, Copel signed an agreement, previously approved by the Board of Directors, whereby it undertook to pay to Ivaí Engenharia R$152,250, in 15 monthly and consecutive installments of R$10,150 - the first installment maturing by the fifth business day after signature of the transaction agreement and the 14 remaining installments on the 15th of each immediately subsequent months, considering that the base amount of the second installment, as well as the subsequent ones, will be adjusted for inflation, as of the signature of the agreement, at 50% of the last IPCA index disclosed until the maturity date of each installment.The agreement comprises the discussions between the parties on the economic and financial balance of the agreement and suspends the ongoing collection suits, under appeal in the STJ, and compliance with provisional sentence, until the payment of all the installments of the agreement, when the abovementioned lawsuits will be dismissed.On September 30, 2016, R$152,250 was transferred to Other accounts payable (Note 29). The agreement has been complied with by Copel and the installments have been timely paid.
h) Consumers
Lawsuits seeking compensation for damages caused by household appliances, lawsuits claiming damages for pain and suffering caused by service interruption and lawsuits filed by industrial consumers challenging the lawfulness of the increase in electricity prices while Plano Cruzado (anti-inflation plan) was in effect and claiming reimbursement for the amounts paid by the Company.
i) Environmental
Class actions whose purpose is to obstruct the progress of environmental licensing for new projects or to recover permanent preservation areas located around the hydroelectric power plant dams unlawfully used by private individuals.If the outcome of the lawsuits is unfavorable to the Company, management estimates only the cost to prepare new environmental studies and to recover the areas owned by Copel GeT.
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They also contemplate the “Termos de Ajuste de Conduta –TAC”, which refers to the commitments agreed upon and approved between the Company and the competent bodies for noncompliance with any condition contained in the Installation and Operation Licenses.As they are considered liabilities, these amounts are recorded as "obligations" in current and non-current liabilities and the balancing items in property, plant and equipment (construction cost).
j) Regulatory
The Company is challenging, both at the administrative and judicial levels, notifications issued by the Regulatory Agency of alleged violations against regulations.The main lawsuit is described below:
Plaintiffs:Companhia Estadual de Energia Elétrica - CEEE and Dona Francisca Energética S.A.
Estimated amount:R$49,655
Copel, Copel Geração e Transmissão and Copel Distribuição are challenging lawsuits filed against ANEEL's decision No. 288/2002 involving the companies that have been mentioned.
Current status:awaiting judgment.
30.2 Contingent liabilities
30.2.1 Classification of actions rated as possible losses
Contingent liabilities are present obligations arising from past events for which no provisions are recognized because it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation.The following information concerns the nature of the Company’s contingent liabilities and potential losses arising thereof.
| | | | |
| Parent company | Consolidated |
| 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 |
Tax (a) | 477,274 | 484,539 | 808,777 | 752,625 |
Labor (b) | 324 | 146 | 355,175 | 423,495 |
Employee benefits (c) | - | - | 21,775 | 23,631 |
Civil (d) | 10,947 | 10,302 | 598,117 | 594,220 |
Regulatory (e) | - | - | 788,451 | 765,906 |
| 488,545 | 494,987 | 2,572,295 | 2,559,877 |
30.2.2 Description of nature and/or details of the principal actions
a) Tax
Actions relating to federal, state and municipal taxes, fees and other charges in which the Company challenges their applicability, calculation bases and amounts due to be collected.The main lawsuits are as follows:
Plaintiff:Social Security National Institute (INSS) Estimated amount:R$318,039
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Tax claims against Copel related to social security contribution on assignment of manpower (lawsuit No. 5003583-56.2010.404.7000); it is worth emphasizing that the case has already been judged favorably to the Company at two court levels, awaiting judgment by the Superior Court of Justice (STJ).
Current status:awaiting judgment.
Plaintiff:Social Security National Institute (INSS) Estimated amount:R$27,507
Tax collections against Copel consisting of social security contribution imposed on the assignment of labor (NFLD - 35.273.876-6). The case has been at Carf (Brazilian Administrative Tax Court) for judgment since 2010. The assessment of risk as possible is due to the existence of several legal arguments to defend the Company, particularly (a) the fact that no services were provided and no labor was assigned and (b) the fact that service providers classified into the Simples (lower taxation) category are not required to withhold that contribution.
Current status:awaiting judgment.
Plaintiff:State Tax Authority (SEFAZ) Estimated amount:R$66,193
Copel DIS received tax deficiency notice 6587156-4 from the State of Paraná for allegedly failing to pay ICMS (VAT) tax on the ‘metered demand’ line in the electricity bills issued to a major consumer between May 2011 and December 2013.
Copel DIS claims lack of standing in regard to this tax deficiency notice, given that it derives from Declaratory Action No. 33,036, currently pending judgement by the 3rd Public Treasury Court of Curitiba, filed by a major consumer in the State of Paraná, which was held valid and considered that ICMS tax should be levied on metered demand only. Note that this sentence was subsequently overturned by the Paraná State Court of Justice (TJ/PR), through Civil Appeal 822.670-2, given the major consumer’s lack of standing to question the levy of ICMS on contracted demand.
The Company believes that, since it was not involved in the lawsuit, it is not subject to the effects from the respective court ruling, which would imply its lack of standing in tax deficiency notice 6.587.156-4.
b) Labor
Labor claims comprise claims filed by Copel employees and former employees 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.
c) Employee benefits
Labor claims comprise claims filed by retired former employees of the Company and its wholly owned subsidiaries against the Copel Foundation, which will have consequential impact on the Company and its wholly owned subsidiaries, since additional contributions will be required.
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d) Civil
Lawsuits involving billing, irregular procedure, administrative contracts and contractual fine, indemnity for accidents with the electric power grid and vehicles.The main lawsuits are as follows:
Plaintiff:Mineradora Tibagiana Ltda. Estimated amount:R$150,714
Action claiming compensation for alleged losses when this mining company was involved in the construction of the Mauá plant by the Energético Cruzeiro do Sul consortium in which Copel GeT has a 51% stake. The action challenges the validity of the mining permit granted by Mineradora Tibagiana for the Mauá job site and the indemnifying effects arising thereof.
Current status:action awaiting judgment in lower court.
Plaintiff:Ivaí Engenharia de Obras S.A.
Action for collection brought by the plaintiff in order to collect amounts arising from economic and financial rebalancing of the contract signed with Copel GeT, recognized in the declaratory action.
Current status:the judgment of the 2nd motion for clarification filed by Copel GeT before the Superior Court of Justice (STJ) was published on December 18, 2015, challenging the difference in amounts due arising from cumulative updating of the amount of plaintiff’s credit at the SELIC interest rate as against other interest rates in the period preceding the court’s expert report (October 2005). The judgment prescribes the case’s return to the State of Paraná Court of Justice (TJ-PR) for the latter to render a new judgment on the motion for clarification brought by Copel GeT, thus righting the omission of the previous trial.Ivaí has filed a motion for clarification on February 5, 2016, which is now pending judgment by the Superior Court of Justice (STJ).Therefore the amount to be assessed as probable loss is the amount of the plaintiff’s receivable adjusted on a monthly basis using the TJ-PR’s official price index, which is the average of the IGP-DI/INPC indices, as sought by Copel GeT in court, plus late payment penalties at 1% per month, plus burden of defeat. However, it is still considered as a possible loss, with reversal of the TJ-PR’s previous judgment, that is, the amount of debt will be adjusted according to the SELIC interest rate cumulative with other interest rates in the period preceding the court’s expert report.At the same time, a provisional execution of the total credit amount sought by Ivaí is currently taking place.As described in Note 30.1.2, the parties entered into an agreement, that comprises the discussions between the parties on the economic and financial balance of the agreement and suspends the ongoing collection suits, under appeal in the STJ, and compliance with provisional sentence, until the payment of all the installments of the agreement, when the abovementioned lawsuits will be dismissed.The agreement has been complied with by Copel and the installments have been timely paid.
Plaintiffs: franchises of the Agency / Copel store Estimated amount:R$51,804
Filing of two individual claims against Copel Distribuição regarding the franchise contracts of 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 sub concession, with transfer of the services provided and full pass-through of the fees, amongst other amounts, currently have appeals awaiting trial.
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Current status:awaiting judgment.
e) Regulatory
The Company is challenging, both at the administrative and judicial levels, notifications issued by the Regulatory Agency of alleged violations against regulations.The main lawsuits are as follows:
Plaintiff:ANEEL Estimated amount:R$17,206
Copel DIS filed an appeal against a decision by ANEEL's Director-General under Resolution No. 3,959 from December 8, 2015 imposing an inefficiency penalty on Copel Distribuição due to over-contracting for use of the distribution system (MUSD) with the National Power Network Operator (ONS).
Current status:awaiting judgment.
Plaintiff:Energia Sustentável do Brasil S.A. -ESBR Estimated amount:R$729,609
The primary matter at issue is the exclusion of distribution utilities from liability for damages resulting from schedule overruns in the construction of the Jirau hydropower station. ESBR brought Ordinary Action No. 10426-71.2013.4.01.4100 against Aneel in the federal courts of Rondônia, the decision on which: (i) excludes liability for the 535-day schedule overrun in the construction of the Jirau Hydropower Station; (ii) declares any obligations, penalties and costs imposed on ESBR as a result of the schedule overrun to be unenforceable, and (iii) annuls ANEEL Resolution No. 1,732/2013, which recognized a schedule overrun of only 52 days.An appeal has been brought by ANEEL, in progress at the TRF of the 1st Region.
The practical outcome of the decision is that, by exempting ESBR, it exposed the distribution utilities with which it had concluded regulated power trading contracts (CCEARs) – including Copel Distribuição – to the spot market and spot prices during the period.The reason is that electricity trading rules require that all electricity consumed be covered by a contract.
One of the measures adopted was the filing for writ of mandamus 1001675-88.2015.4.01.0000 submitted to the Regional Federal Court of the 1st Region by the Brazilian Association of Electricity Distributors (Abradee), of which Copel DIS is a member, seeking to annul the case brought by ESBR against ANEEL since service of process.Although a favorable preliminary injunction was obtained, there was an unfavorable judgment of the writ of mandamus, stating that it was not applicable in this case.After the publication of the judgment, Abradee filed an ordinary appeal, currently being judged by the Regional Federal Court of the 1st Region.
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However, ANEEL´s motion to stay execution 0050083-30.2015.4.01.0000/RO was partly accepted on November 30, 2015 by the presiding judge of the Regional Federal Court of the 1st Region, which upheld the CCEE Board of Directors’ resolution voted at meeting 813 on July 21, 2015, based on the court’s decision in the case of Action for a Provisional Remedy 9500-90.2013.4.01.4100, determining the “obligation to deliver 70% of the physical guarantee provided by the effective start-up of commercial operations by Jirau HPP generators until this amount is equivalent to the original delivery obligation.”An appeal brought by ESBR was rejected.This decision is also subject to appeal.
The risk of loss in this case is rated ‘possible’, considering the amount of R$729,609, on June 30, 2017. If the actions are judged unfavorably, the amount will be classified as Sectorial Financial Asset to be recovered through tariff rates.
Current status:awaiting judgment.
31 Equity
31.1 Capital
The paid-in share capital is R$7,910,000. The different classes of shares (with no par value) and main shareholders are detailed below:
| | | | | | | | |
| Number of shares in units |
Shareholders | Common | Class "A" Preferred | Class "B" preferred | Total |
| in share | % | in share | % | in share | % | in share | % |
State of Paraná | 85,028,598 | 58.63 | - | - | - | - | 85,028,598 | 31.07 |
BNDES | 38,298,775 | 26.41 | - | - | 27,282,006 | 21.26 | 65,580,781 | 23.96 |
Eletrobrás | 1,530,774 | 1.06 | - | - | - | - | 1,530,774 | 0.56 |
Free float: | - | - | - | - | - | - | | - |
B3 | 18,623,228 | 12.84 | 76,763 | 23.36 | 69,220,805 | 53.96 | 87,920,796 | 32.14 |
NYSE | 1,212,916 | 0.84 | - | - | 31,626,498 | 24.65 | 32,839,414 | 12.00 |
Latibex | - | - | - | - | 117,606 | 0.09 | 117,606 | 0.04 |
Municipalities | 178,393 | 0.12 | 9,326 | 2.84 | 3,471 | - | 191,190 | 0.07 |
Other shareholders | 158,396 | 0.10 | 242,538 | 73.80 | 45,282 | 0.04 | 446,216 | 0.16 |
| 145,031,080 | 100.00 | 328,627 | 100.00 | 128,295,668 | 100.00 | 273,655,375 | 100.00 |
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31.2 Equity value adjustments
| | |
| Parent company | Consolidated |
Balance as of January 1, 2017 | 998,466 | 998,466 |
Adjustments to financial assets available for sale | | |
Financial investments (a) | 2 | 3 |
Taxes on adjustments | - | (1) |
Equity interest investments | 5,325 | 5,325 |
Taxes on adjustments | (1,810) | (1,810) |
Realization of equity evaluation adjustment | | |
Deemed cost of fixed assets | - | (55,323) |
Taxes on adjustments | - | 18,810 |
Deemed cost of fixed assets - equity (a) | (36,513) | - |
Balance as of June 30, 2017 | 965,470 | 965,470 |
(a) Equity in the parent company, net of taxes. |
31.3 Earnings per share - basic and diluted
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32 Net Operating Revenue
| | | | | | |
Consolidated | Gross | PIS/Pasep | | Regulatory | Service tax | Net revenues |
| revenues | and Cofins | ICMS (VAT) | charges (31.5) | (ISSQN) | 06.30.2017 |
Electricity sales to final customers (32.1) | 4,060,655 | (374,786) | (935,053) | (525,556) | - | 2,225,260 |
Electricity sales to distribuitors (32.2) | 1,643,310 | (119,181) | - | (26,100) | - | 1,498,029 |
Use of the main distribution and transmission grid (32.3) | 3,344,428 | (285,929) | (733,145) | (357,424) | - | 1,967,930 |
Construction income | 394,816 | - | - | - | - | 394,816 |
Fair value of assets from the indemnity for the concession | 5,445 | - | - | - | - | 5,445 |
Telecommunications | 200,105 | (7,279) | (46,462) | - | (1,227) | 145,137 |
Distribution of piped gas | 330,388 | (30,994) | (56,890) | - | - | 242,504 |
Sectorial financial assets and liabilities result | (80,184) | - | - | - | - | (80,184) |
Other operating revenue (32.4) | 85,576 | (12,972) | - | - | (1,301) | 71,303 |
| 9,984,539 | (831,141) | (1,771,550) | (909,080) | (2,528) | 6,470,240 |
|
|
Consolidated | | | | | | Net revenues |
| Gross | PIS/Pasep | | Regulatory | Service tax | 04.01.2017 |
| revenues | and Cofins | ICMS (VAT) | charges (31.5) | (ISSQN ) | to 06.30.2017 |
Electricity sales to final customers (32.1) | 2,006,892 | (185,368) | (451,088) | (278,713) | - | 1,091,723 |
Electricity sales to distribuitors (32.2) | 848,814 | (62,233) | - | (12,751) | - | 773,830 |
Use of the main distribution and transmission grid (32.3) | 1,515,697 | (136,717) | (359,902) | (186,692) | - | 832,386 |
Construction income | 175,410 | - | - | - | - | 175,410 |
Fair value of assets from the indemnity for the concession | (884) | - | - | - | - | (884) |
Telecommunications | 104,102 | (3,954) | (24,290) | - | (633) | 75,225 |
Distribution of piped gas | 169,029 | (15,475) | (28,677) | - | - | 124,877 |
Sectorial financial assets and liabilities result | 67,793 | - | - | - | - | 67,793 |
Other operating revenue (32.4) | 39,743 | (6,238) | - | - | (636) | 32,869 |
| 4,926,596 | (409,985) | (863,957) | (478,156) | (1,269) | 3,173,229 |
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| | | | | | |
Consolidated | | | | | | Net revenues |
| Gross | PIS/Pasep | | Regulatory | Service tax | 06.30.2016 |
| revenues | and Cofins | ICMS (VAT) | charges (31.5) | (ISSQN) | Restated |
Electricity sales to final customers (32.1) | 5,607,425 | (517,022) | (1,434,558) | (596,169) | - | 3,059,676 |
Electricity sales to distribuitors (32.2) | 1,452,388 | (117,411) | - | (24,026) | - | 1,310,951 |
Use of the main distribution and transmission grid (32.3) | 4,279,394 | (305,809) | (817,250) | (510,790) | - | 2,645,545 |
Construction income | 572,445 | - | - | - | - | 572,445 |
Fair value of assets from the indemnity for the concession | 122,395 | - | - | - | - | 122,395 |
Telecommunications | 169,326 | (6,487) | (37,740) | - | (1,109) | 123,990 |
Distribution of piped gas | 344,152 | (33,644) | (60,340) | - | - | 250,168 |
Sectorial financial assets and liabilities result | (1,254,487) | - | - | - | - | (1,254,487) |
Other operating revenue (32.4) | 72,319 | (11,294) | - | - | (1,119) | 59,906 |
| 11,365,357 | (991,667) | (2,349,888) | (1,130,985) | (2,228) | 6,890,589 |
|
|
Consolidated | | | | | | Net revenues |
| | | | | | 04.01.2016 |
| Gross | PIS/Pasep | | Regulatory | Service tax | to 06.30.2016 |
| revenues | and Cofins | ICMS (VAT) | charges (31.5) | (ISSQN ) | Restated |
Electricity sales to final customers (32.1) | 2,580,831 | (236,640) | (665,935) | (197,894) | - | 1,480,362 |
Electricity sales to distribuitors (32.2) | 696,470 | (55,715) | - | (11,810) | - | 628,945 |
Use of the main distribution and transmission grid (32.3) | 2,579,501 | (148,147) | (399,076) | (240,950) | - | 1,791,328 |
Construction income | 301,292 | - | - | - | - | 301,292 |
Fair value of assets from the indemnity for the concession | 113,369 | - | - | - | - | 113,369 |
Telecommunications | 84,107 | (3,223) | (18,799) | - | (592) | 61,493 |
Distribution of piped gas | 174,341 | (17,100) | (30,265) | - | - | 126,976 |
Sectorial financial assets and liabilities result | (727,285) | - | - | - | - | (727,285) |
Other operating revenue (32.4) | 37,684 | (5,675) | - | - | (564) | 31,445 |
| 5,840,310 | (466,500) | (1,114,075) | (450,654) | (1,156) | 3,807,925 |
32.1 Electric sales to final customers by category
| | | | |
Consolidated | Gross revenue | Net revenue |
| 06.30.2017 | 06.30.2016 | 06.30.2017 | 06.30.2016 |
Residential | 1,303,306 | 1,850,437 | 650,265 | 1,011,859 |
Industrial | 1,129,124 | 1,770,188 | 711,174 | 1,034,947 |
Trade, services and other activities | 897,933 | 1,251,821 | 435,814 | 622,756 |
Rural | 370,494 | 309,312 | 246,323 | 175,041 |
Public entities | 108,151 | 135,732 | 62,130 | 80,053 |
Public lighting | 105,842 | 130,075 | 50,905 | 65,668 |
Public service | 145,805 | 159,860 | 68,649 | 69,352 |
| 4,060,655 | 5,607,425 | 2,225,260 | 3,059,676 |
|
Consolidated | Gross revenue | Net income |
| 04.01.2017 | 04.01.2016 | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 | to 06.30.2017 | to 06.30.2016 |
Residential | 618,947 | 855,587 | 300,729 | 492,443 |
Industrial | 618,043 | 852,634 | 393,723 | 521,475 |
Trade, services and other activities | 409,204 | 545,427 | 189,744 | 285,980 |
Rural | 181,157 | 127,931 | 118,298 | 74,116 |
Public entities | 52,965 | 66,845 | 29,585 | 41,287 |
Public lighting | 54,837 | 58,360 | 25,975 | 31,296 |
Public service | 71,739 | 74,047 | 33,669 | 33,765 |
| 2,006,892 | 2,580,831 | 1,091,723 | 1,480,362 |
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32.2 Electricity sales to distributors
| | |
Consolidated | Gross revenue |
| 06.30.2017 | 06.30.2016 |
Bilateral contracts | 799,215 | 659,864 |
Electric Energy Trade Chamber - CCEE | 600,647 | 353,621 |
Agreements for Pow er Trade on the Regulated Market - CCEAR (auction) | 175,359 | 345,860 |
Interest (Note 10.2) | 42,359 | 56,895 |
Quota system | 25,730 | 36,148 |
| 1,643,310 | 1,452,388 |
|
Consolidated | Gross revenue |
| 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 |
Bilateral contracts | 415,306 | 335,504 |
Electric Energy Trade Chamber - CCEE | 320,633 | 141,353 |
Agreements for Pow er Trade on the Regulated Market - CCEAR (auction) | 78,784 | 165,469 |
Interest | 21,747 | 56,895 |
Quota system | 12,344 | (2,751) |
| 848,814 | 696,470 |
32.3 Use of the main distribution and transmission grid by customer class
| | | | |
Consolidated | Gross revenue | Net revenue |
| 06.30.2017 | 06.30.2016 | 06.30.2017 | 06.30.2016 |
Residential | 1,006,487 | 1,108,721 | 508,845 | 515,095 |
Industrial | 567,257 | 691,160 | 268,287 | 322,139 |
Trade, services and other activities | 640,208 | 748,584 | 309,245 | 343,793 |
Rural | 179,395 | 185,880 | 129,316 | 126,911 |
Public entities | 84,444 | 88,143 | 50,228 | 48,435 |
Public lighting | 80,558 | 88,127 | 39,945 | 40,695 |
Public service | 63,559 | 65,024 | 32,036 | 29,861 |
Free consumers | 317,533 | 177,545 | 248,408 | 132,682 |
Basic netw ork, BN connections, and connection grid | 692 | 802 | 541 | 599 |
Operating and maintenance income (loss) - O&M | 81,774 | 82,984 | 75,250 | 78,777 |
Interest income | 322,521 | 1,042,424 | 305,829 | 1,006,558 |
| 3,344,428 | 4,279,394 | 1,967,930 | 2,645,545 |
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| | | | |
Consolidated | Gross revenue | Net income |
| 04.01.2017 | 04.01.2016 | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 | to 06.30.2017 | to 06.30.2016 |
Residential | 475,512 | 537,974 | 235,744 | 252,813 |
Industrial | 252,936 | 327,159 | 99,374 | 145,977 |
Trade, services and other activities | 308,449 | 364,692 | 147,789 | 173,526 |
Rural | 80,674 | 81,995 | 54,816 | 58,091 |
Public entities | 41,432 | 46,028 | 24,161 | 25,754 |
Public lighting | 41,010 | 43,589 | 20,084 | 20,565 |
Public service | 31,013 | 31,710 | 15,293 | 14,729 |
Free consumers | 169,399 | 95,546 | 131,561 | 72,098 |
Basic netw ork, BN connections, and connection grid | 346 | 401 | 268 | 302 |
Operating and maintenance income (loss) - O&M | 40,864 | 43,370 | 36,652 | 49,880 |
Interest income | 74,062 | 1,007,037 | 66,644 | 977,593 |
| 1,515,697 | 2,579,501 | 832,386 | 1,791,328 |
32.4 Other operating revenues
| | |
Consolidated | Gross revenue |
| 06.30.2017 | 06.30.2016 |
Leasing and rent (32.4.1) | 53,337 | 49,388 |
Income from rendering of services | 15,410 | 11,283 |
Charged service | 6,741 | 4,391 |
Other income | 10,088 | 7,257 |
| 85,576 | 72,319 |
|
Consolidated | Gross revenue |
| 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 |
Leasing and rent (32.4.1) | 26,558 | 24,939 |
Income from rendering of services | 7,447 | 5,885 |
Charged service | 3,547 | 2,269 |
Other income | 2,191 | 4,591 |
| 39,743 | 37,684 |
32.4.1 Revenues from leases and rentals
| | |
Consolidated | | |
| 06.30.2017 | 06.30.2016 |
Equipment and framew ork | 51,528 | 49,242 |
Facilities sharing | 1,669 | 31 |
Real estate | 140 | 115 |
| 53,337 | 49,388 |
|
Consolidated | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 |
Equipment and framew ork | 26,166 | 24,845 |
Facilities sharing | 320 | 31 |
Real estate | 72 | 63 |
| 26,558 | 24,939 |
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32.5 Regulatory charges
| | |
Consolidated | | |
| 06.30.2017 | 06.30.2016 |
Energy Development Account - "CDE Energia" (32.5.1) | 369,423 | 387,101 |
Energy Development Account - "CDE Uso" (32.5.1) | 338,069 | 492,559 |
Research and development and energy efficiency - R&D and PEE | 53,110 | 47,447 |
Other charges - rate flags | 120,636 | 178,042 |
Global Reversion Reserve - RGR quota | 23,052 | 21,513 |
Inspection fee | 4,790 | 4,323 |
| 909,080 | 1,130,985 |
|
Consolidated | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 |
Energy Development Account - "CDE Energia" (32.5.1) | 163,507 | 195,825 |
Energy Development Account - "CDE Uso" (32.5.1) | 177,597 | 232,061 |
Research and development and energy efficiency - R&D and PEE | 27,073 | (4,255) |
Other charges - rate flags | 96,043 | (11,830) |
Global Reversion Reserve - RGR quota | 11,526 | 36,691 |
Inspection fee | 2,410 | 2,162 |
| 478,156 | 450,654 |
32.5.1 Energy Development Account - CDE
The primary objectives of the Energy Development Account (CDE) created by Law No. 10,438/2002 are:(i) universalization; (ii) subsidy to the low income residential subclass; (iii) Fuel Consumption Account - CCC; (iv) amortization of financial operations related to the reversal of assets at the end of the concessions; (v) competitiveness of energy produced from wind power, small hydroelectric plants, biomass, natural gas and coal.CDE’s quotas were originally defined based on the CCC figures for the 2001 Interconnected Systems, the values of which were adjusted annually starting in 2002 in proportion to the market growth of each agent, and in 2004 also by the IPCA.As of Law 12,783/2013, the system is changed and quotas are defined based on the resources needed to achieve its purposes and other revenues related to the CDE.The CDE charge incorporates:
i) annual quota of “CDE-Uso”: this quota is allocated to the financing of the objectives of the CDE, set forth in its annual budget, defined by the Federal Government, as provided in §§ 2 and 3 of art.13 of Law 10,438/2002, with wording given by Law No. 12,783/2013.
ANEEL Resolution No. 2202/2017 defined the CDE-Uso quota, in the monthly amount of R$53,329 as of January 2017. However, as of June of the same year, the monthly amount of the quota was changed to R$71,600, established by ANEEL Resolution No. 2,204/2017;
ii) annual quota “CDE - Energia” (ACR account): this quota is intended for the discharge of credit operations contracted by CCEE in the management of the Regulated Contracting Environment - ACR Account, in compliance with Decree No. 8,222/2014, and pursuant to Normative Resolution No. 612/2014.
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The purpose of the ACR Account is to cover costs relating to involuntary spot market exposure and the costs of thermal power dispatching in 2014.
Resolution No. 1,863/2015 defined the value of the CDE quota (ACR Account) at R$46,638, as of June 2015. Beginning June 2016, by means of Resolution No. 2004/2015, the amount of the quota was updated to R$49,362. In April 2017, the quota was reduced to R$37,907 until March 2018, and from April 2018 to March 2020, the quota will be R$49,362, as approved by Resolution No. 2,231/2017. These installments are updated annually, in accordance with the conditions contracted by CCEE for each of the loans made to the participating financial institutions; and
iii) annual quota CDE - Energia: this quota is destined to the return of the resources received by the distribution concessionaires, from January 2013 to January 2014, to cover costs relating to involuntary spot market exposure and the hydrological risk of the plants contracted on a regime of quotas, and the costs of thermal power dispatching for reasons of energy security, in compliance with Decree 7,895/2013 and Decree 8,203/2014.
From June 2016 to May 2017, the monthly amount of the CDE-Energia quota was established at R$18,947 by ANEEL Resolution No. 2,077/2016. From June 2017, the monthly quota was changed to R$20,138, by Resolution No. 2,204/2017.
Preliminary injunction Abrace and Anace
As a result of preliminary injunctions in favor of the Brazilian Association of Large Industrial Consumers and Free Consumers - Abrace, and of the National Association of Energy Consumers - Anace and other associates, which challenge at court the tariff components of CDE-Uso and CDE-Energia, ANEEL, through Resolutions 1,967/2015, 1,986/2015 and 2,083/2016, ratified the tariff calculation deducting these charges from associates of those entities, as long as the preliminary injunctions granted in Judicial Proceedings No. 24648-39.2015.4.01.3400 and No. 0069262-32.2015.4.01.3400 / 16th Federal Court are in effect.
On the other hand, by the preliminary injunction in favor of Abradee, the associated distributors are guaranteed the right of non-transfer, deducting from the portion of CDE-Uso and CDE-Energia the amounts not collected due to the effects of the preliminary injunction.This deduction, which covers all preliminary injunctions, was approved by Aneel by Order No. 1,576, dated June 14, 2016.
Moreover, In compliance with the preliminary injunction granted in the Judicial Proceedings No. 0028882-30.2016.4.01.3400 of the 2nd Federal Court, ANEEL, through Order No. 2,634, dated September 30, 2016, ratified, regarding the 2016 tariff process, new Tariffs for Use of Distribution Systems - Tusd for Abrace members, effective as of June 29, 2016 for as long as the effects of the preliminary injunction relief remain.Recently, other companies have also obtained favorable injunctions, with publication of new tariffs.
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Recently, by means of Resolution No. 2,255 of 6/20/2017, Article14, the tariff components of the Energy Tariff (TE) in R$/MWh, which must be applied in compliance with the injunctions granted in lawsuits that challenge the payment of CDE amounts, in accordance with the Order 1,576 of June 14, 2016, from the last tariff review of June 24, 2016. As shown in table 11 to this Resolution, the consumer units included in injunctions No. 000692-32.2015.4.01.3400 of the National Association of Energy Consumers - Anace and No. 0028996-66.2016.4.01.3400 of the Labor Union of Cement Industry - SNIC, currently totaling 26 units, will continue to benefit from the reduced tariffs.
Accordingly, the Company has been carrying out the deduction of the payment of the CDE quota from the unbilled amounts resulting from these injunctions, thus not impacting the distributor’s result.The differences between the rate coverage for this charge and the amount actually paid, from the beginning of the preliminary injunction to June 2017, represent the amount of R$109,019 for CDE Uso and R$11,126 for CDE Energy.
32.6 Copel DIS periodic tariff adjustment
Aneel’s Resolution No. 2,255 of June 20, /2017 approved the result of Copel DIS Annual Tariff Review and authorized a 5.85% average adjustment to be perceived by consumers, consisting of: -0.73% related to the inclusion of financial components; 1.07% from updating Portion B; 2.78% from adjusting Portion A; and 2.73% reflecting the withdrawal of the financial components from the previous tariff process.
This adjustment was fully applied to Copel DIS tariffs as of June 24, 2017.
33 Operating Costs and Expenses
| | | | | |
Consolidated | | | General and | Other | |
| Operational | Selling | administrative | operating | |
| costs | expenses | expenses | expenses, net | 06.30.2017 |
Electricity purchased for resale (33.1) | (2,414,979) | - | - | - | (2,414,979) |
Charge of the main distribution and transmission grid | (309,190) | - | - | - | (309,190) |
Personnel and management (33.2) | (459,458) | (8,700) | (157,082) | - | (625,240) |
Pension and healthcare plans (Note 25.3) | (87,459) | (1,170) | (28,525) | - | (117,154) |
Materials and supplies | (34,104) | (427) | (4,428) | - | (38,959) |
Materials and supplies for pow er electricity | (13,488) | - | - | - | (13,488) |
Natural gas and supplies for gas business | (169,835) | - | - | - | (169,835) |
Third-party services (33.3) | (182,610) | (8,854) | (59,122) | - | (250,586) |
Depreciation and amortization | (342,033) | (7) | (18,402) | (6,752) | (367,194) |
Estimated losses, provisions and reversals (33.4) | (61,011) | (50,377) | - | (85,837) | (197,225) |
Construction cost (33.5) | (517,099) | - | - | - | (517,099) |
Other operating costs and expenses, net (33.6) | (99,596) | (14,177) | (48,264) | (24,119) | (186,156) |
| (4,690,862) | (83,712) | (315,823) | (116,708) | (5,207,105) |
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| | | | | |
Consolidated | | | General and | Other | |
| Operational | Selling | administrative | operating | 04.01.2017 |
| costs | expenses | expenses | expenses, net | to 06.30.2017 |
Electricity purchased for resale (33.1) | (1,338,470) | - | - | - | (1,338,470) |
Charge of the main distribution and transmission grid | (140,179) | - | - | - | (140,179) |
Personnel and management (33.2) | (231,881) | (4,393) | (82,868) | - | (319,142) |
Pension and healthcare plans (Note 25.3) | (43,110) | (589) | (14,317) | - | (58,016) |
Materials and supplies | (17,002) | (154) | (2,432) | - | (19,588) |
Materials and supplies for pow er electricity | (8,427) | - | - | - | (8,427) |
Natural gas and supplies for gas business | (87,496) | - | - | - | (87,496) |
Third-party services (33.3) | (92,139) | (4,716) | (32,821) | - | (129,676) |
Depreciation and amortization | (170,880) | (3) | (9,857) | (3,376) | (184,116) |
Estimated losses, provisions and reversals (33.4) | (31,154) | (25,704) | - | (41,668) | (98,526) |
Construction cost (33.5) | (242,370) | - | - | - | (242,370) |
Other operating costs and expenses, net (33.6) | (43,715) | (7,246) | (21,810) | (607) | (73,378) |
| (2,446,823) | (42,805) | (164,105) | (45,651) | (2,699,384) |
| | | | | |
Consolidated | | | General and | Other | |
| Operational | Selling | administrative | operating | |
| costs | expenses | expenses | expenses, net | 06.30.2016 |
Electricity purchased for resale (33.1) | (2,253,644) | - | - | - | (2,253,644) |
Charge of the main distribution and transmission grid | (477,676) | - | - | - | (477,676) |
Personnel and management (33.2) | (417,808) | (7,782) | (134,913) | - | (560,503) |
Pension and healthcare plans (Note 25.3) | (93,329) | (1,300) | (31,399) | - | (126,028) |
Materials and supplies | (39,307) | (294) | (4,043) | - | (43,644) |
Materials and supplies for pow er electricity | (18,212) | - | - | - | (18,212) |
Natural gas and supplies for gas business | (199,765) | - | - | - | (199,765) |
Third-party services (33.3) | (185,419) | (22,346) | (58,592) | - | (266,357) |
Depreciation and amortization | (331,604) | (17) | (14,373) | (6,753) | (352,747) |
Estimated losses, provisions and reversals (33.4) | - | (93,886) | - | 37,070 | (56,816) |
Construction cost (33.5) | (553,504) | - | - | - | (553,504) |
Other operating costs and expenses, net (33.6) | (131,135) | 4,038 | (69,276) | (49,889) | (246,262) |
| (4,701,403) | (121,587) | (312,596) | (19,572) | (5,155,158) |
| | | | | |
Consolidated | | | General and | Other | |
| Operational | Selling | administrative | operating | 04.01.2016 |
| costs | expenses | expenses | expenses, net | to 06.30.2016 |
Electricity purchased for resale (33.1) | (1,053,773) | - | - | - | (1,053,773) |
Charge of the main distribution and transmission grid | (212,995) | - | - | - | (212,995) |
Personnel and management (33.2) | (211,546) | (3,951) | (69,875) | - | (285,372) |
Pension and healthcare plans (Note 25.3) | (45,974) | (650) | (15,896) | - | (62,520) |
Materials and supplies | (17,949) | (153) | (2,227) | - | (20,329) |
Materials and supplies for pow er electricity | (7,718) | - | - | - | (7,718) |
Natural gas and supplies for gas business | (85,114) | - | - | - | (85,114) |
Third-party services (33.3) | (89,944) | (14,411) | (31,712) | - | (136,067) |
Depreciation and amortization | (162,491) | (8) | (7,836) | (3,376) | (173,711) |
Estimated losses, provisions and reversals (33.4) | - | (56,930) | - | 121,175 | 64,245 |
Construction cost (33.5) | (294,639) | - | - | - | (294,639) |
Other operating costs and expenses, net (33.6) | (49,770) | 2,209 | (33,631) | (33,750) | (114,942) |
| (2,231,913) | (73,894) | (161,177) | 84,049 | (2,382,935) |
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| | | | |
Parent company | | General and | Other operacional | |
| | administrative | income | |
| | expenses | (expenses), net | 06.30.2017 |
Personnel and management (33.2) | | (19,123) | - | (19,123) |
Pension and healthcare plans (Note 25.3) | | (1,880) | - | (1,880) |
Materials and supplies | | (369) | - | (369) |
Third party services | | (7,932) | - | (7,932) |
Depreciation and amortization | | (37) | (561) | (598) |
Estimated losses, provisions and reversals (33.4) | | - | (3,039) | (3,039) |
Other operating income (expenses) | | (7,717) | 13,088 | 5,371 |
| | (37,058) | 9,488 | (27,570) |
|
Parent company | | General and | Other operacional | |
| | administrative | income | 04.01.2017 |
| | expenses | (expenses), net | to 06.30.2017 |
Personnel and management (33.2) | | (11,715) | - | (11,715) |
Pension and healthcare plans (Note 25.3) | | (1,027) | - | (1,027) |
Materials and supplies | | (252) | - | (252) |
Third party services | | (3,920) | - | (3,920) |
Depreciation and amortization | | (18) | (281) | (299) |
Estimated losses, provisions and reversals (33.4) | | - | (1,650) | (1,650) |
Other operating income (expenses) | | (5,176) | 13,066 | 7,890 |
| | (22,108) | 11,135 | (10,973) |
|
Parent company | | General and | Other operacional | |
| | administrative | income | |
| | expenses | (expenses), net | 06.30.2016 |
Personnel and management (33.2) | | (15,936) | - | (15,936) |
Pension and healthcare plans (Note 25.3) | | (5,405) | - | (5,405) |
Materials and supplies | | (184) | - | (184) |
Third party services | | (7,945) | - | (7,945) |
Depreciation and amortization | | (16) | (561) | (577) |
Estimated losses, provisions and reversals (33.4) | | - | 179,147 | 179,147 |
Other operating income (expenses) | | (19,297) | 439 | (18,858) |
| | (48,783) | 179,025 | 130,242 |
|
Parent company | | General and | Other operacional | |
| | administrative | income | 04.01.2016 |
| | expenses | (expenses), net | to 06.30.2016 |
Personnel and management (33.2) | | (6,480) | - | (6,480) |
Pension and healthcare plans (Note 25.3) | | (2,343) | - | (2,343) |
Materials and supplies | | (119) | - | (119) |
Third party services | | (5,336) | - | (5,336) |
Depreciation and amortization | | (12) | (281) | (293) |
Estimated losses, provisions and reversals (33.4) | | - | 190,541 | 190,541 |
Other operating income (expenses) | | (10,831) | 439 | (10,392) |
| | (25,121) | 190,699 | 165,578 |
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33.1 Electricity purchased for resale
| | |
Consolidated | 06.30.2017 | 06.30.2016 |
Purchase of Energy in the Regulated Environment - CCEAR | 1,424,388 | 1,540,536 |
Itaipu Binacional | 555,036 | 578,534 |
Electric Energy Trade Chamber - CCEE | 482,400 | 220,953 |
Program for incentive to alternative energy sources - Proinfa | 108,824 | 121,201 |
Bilateral contracts | 19,721 | 8,430 |
(-) PIS/Pasep/Cofins taxes on electricity purchased for resale | (175,390) | (216,010) |
| 2,414,979 | 2,253,644 |
|
Consolidated | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 |
Purchase of Energy in the Regulated Environment - CCEAR | 703,505 | 728,066 |
Itaipu Binacional | 290,441 | 276,950 |
Electric Energy Trade Chamber - CCEE | 356,554 | 87,890 |
Program for incentive to alternative energy sources - Proinfa | 54,486 | 60,628 |
Bilateral contracts | 10,573 | 4,213 |
(-) PIS/Pasep/Cofins taxes on electricity purchased for resale | (77,089) | (103,974) |
| 1,338,470 | 1,053,773 |
33.2 Personnel and management
| | | | |
. | Parent company | Consolidated |
| 06.30.2017 | 06.30.2016 | 06.30.2017 | 06.30.2016 |
Personnel | | | | |
Wages and salaries | 7,931 | 8,337 | 366,646 | 345,232 |
Social charges on payroll | 2,834 | 3,002 | 132,539 | 124,054 |
Meal assistance and education allow ance | 499 | 651 | 55,815 | 49,574 |
Provisons for profit sharing (a) | 309 | 257 | 37,340 | 22,783 |
Compensation - Voluntary termination program/retirement | 2,450 | - | 19,222 | 7,099 |
| 14,023 | 12,247 | 611,562 | 548,742 |
Management | | | | |
Wages and salaries | 4,021 | 2,938 | 10,885 | 9,340 |
Social charges on payroll | 1,028 | 751 | 2,621 | 2,330 |
Other expenses | 51 | - | 172 | 91 |
| 5,100 | 3,689 | 13,678 | 11,761 |
| 19,123 | 15,936 | 625,240 | 560,503 |
(a) According to Federal Law No. 10,101/2000, State Decree No. 1,978/2007 and State Law No. 16,560/2010. |
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| | | | |
. | Parent company | Consolidated |
| 04.01.2017 | 04.01.2016 | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 | to 06.30.2017 | to 06.30.2016 |
Personnel | | | | |
Wages and salaries | 4,283 | 3,015 | 186,149 | 175,558 |
Social charges on payroll | 1,506 | 1,090 | 66,788 | 62,243 |
Meal assistance and education allow ance | 261 | 146 | 27,948 | 24,749 |
Provisons for profit sharing | 155 | 74 | 18,260 | 12,111 |
Compensation - Voluntary termination Program/retirement | 2,450 | - | 12,030 | 3,804 |
| 8,655 | 4,325 | 311,175 | 278,465 |
Management | | | | |
Wages and salaries | 2,415 | 1,717 | 6,348 | 5,439 |
Social charges on payroll | 628 | 452 | 1,557 | 1,420 |
Other expenses | 17 | (14) | 62 | 48 |
| 3,060 | 2,155 | 7,967 | 6,907 |
| 11,715 | 6,480 | 319,142 | 285,372 |
33.3 Third-party services
| | |
Consolidated | 06.30.2017 | 06.30.2016 |
Maintenance of electrical system | 62,078 | 83,947 |
Maintenance of facilities | 48,006 | 44,769 |
Communication, processing and transmission of data | 41,237 | 28,252 |
Meter reading and bill delivery | 25,222 | 24,657 |
Consumer service | 12,928 | 10,489 |
Consulting and audit | 11,608 | 13,555 |
Other services | 49,507 | 60,688 |
| 250,586 | 266,357 |
|
Consolidated | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 |
Maintenance of electrical system | 30,482 | 37,806 |
Maintenance of facilities | 23,941 | 23,699 |
Communication, processing and transmission of data | 20,247 | 11,673 |
Meter reading and bill delivery | 12,753 | 12,254 |
Consulting and audit | 5,644 | 8,532 |
Consumer service | 7,276 | 5,165 |
Other services | 29,333 | 36,938 |
| 129,676 | 136,067 |
33.4 Estimated losses, provisions and reversals
| | | | |
. | Parent company | Consolidated |
| 06.30.2017 | 06.30.2016 | 06.30.2017 | 06.30.2016 |
Provision (reversal) for litigations | 3,039 | (179,147) | 82,529 | (37,416) |
Impairment of assets | - | - | 61,011 | - |
Allow ance for doubtful accounts (Client and Other credits) | - | - | 50,489 | 93,886 |
Tax credits estimated losses | - | - | 3,307 | 346 |
Reversion in consortiums estimated losses | - | - | (111) | - |
| 3,039 | (179,147) | 197,225 | 56,816 |
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| | | | |
. | Parent company | Consolidated |
| 04.01.2017 | 04.01.2016 | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 | to 06.30.2017 | to 06.30.2016 |
Provision (reversal) for litigations | 1,650 | (190,541) | 42,230 | (121,129) |
Impairment of assets | - | - | 31,154 | - |
Allow ance for doubtful accounts (Client and Other credits) | - | - | 25,787 | 56,930 |
Reversion in tax credits estimated losses | - | - | (562) | (46) |
Reversion in consortiums estimated losses | - | - | (83) | - |
| 1,650 | (190,541) | 98,526 | (64,245) |
33.5 Construction cost
| | |
Consolidated | | |
| 06.30.2017 | 06.30.2016 |
Third party services | 232,817 | 202,384 |
Materials and supplies | 181,927 | 279,528 |
Personnel | 73,194 | 59,691 |
Others | 29,161 | 11,901 |
| 517,099 | 553,504 |
|
Consolidated | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 |
Third party services | 127,986 | 109,191 |
Materials and supplies | 73,080 | 147,921 |
Personnel | 35,535 | 30,008 |
Others | 5,769 | 7,519 |
| 242,370 | 294,639 |
33.6 Other operating costs and expenses, net
| | |
Consolidated | | |
| 06.30.2017 | 06.30.2016 |
Financial offset for the use of w ater resources | 54,817 | 94,200 |
Taxes | 49,574 | 15,660 |
Losses in the decommissioning and disposal of assets | 23,271 | 16,682 |
Compensation | 23,103 | 21,906 |
Leasing and rent (33.6.1) | 18,592 | 16,256 |
Advertising and publicity | 10,218 | 19,057 |
Other net costs and expenses | 6,581 | 62,501 |
| 186,156 | 246,262 |
|
| 04.01.2017 | 04.01.2016 |
Consolidated | to 06.30.2017 | to 06.30.2016 |
Financial offset for the use of w ater resources | 20,531 | 41,655 |
Taxes | 35,527 | 4,595 |
Losses in the decommissioning and disposal of assets | 9,679 | 6,068 |
Compensation | 11,665 | 10,585 |
Leasing and rent (33.6.1) | 10,102 | 7,339 |
Advertising and publicity | 6,151 | 9,729 |
Other net costs and expenses | (20,277) | 34,971 |
| 73,378 | 114,942 |
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33.6.1 Leases and rents
| | |
Consolidated | | |
| 06.30.2017 | 06.30.2016 |
Real estate | 16,797 | 14,162 |
Others | 2,580 | 2,677 |
(-) PIS and Cofins credits | (785) | (583) |
| 18,592 | 16,256 |
|
Consolidated | 04.01.2017 | 04.01.2016 |
| to 06.30.2017 | to 06.30.2016 |
Real estate | 9,308 | 7,022 |
Others | 1,244 | 677 |
(-) PIS and Cofins credits | (450) | (360) |
| 10,102 | 7,339 |
34 Financial Results
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35 Operating Segments
Operating segments are business activities that generate revenues and incur expenses, whose operating results are regularly reviewed by the executive boards of the Parent Company and subsidiaries and by key strategic decision makers responsible for allocating funds and assessing performance.
35.1 Products and services from which we generate revenues from the reportable segments
The Company operates in five reportable segments identified by management, through the Chief Executive Officer and the chief officers 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 first half of 2017, all sales have been to customers within Brazilian territory, as well as all non-current assets are located in national territory.
The Company and its subsidiaries did not identify any customer which individually accounts for more than 10% of total net revenues in the first half of 2017.
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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 transactions between segments are recognized as transactions with third parties, i.e. at current market prices.
35.2 The Company’s reportable segments
The reportable segments of the Company, in accordance with CPC 22 / IFRS 8, are:
Power generation and transmission (GET) -this segment comprises the generation of electric energy from hydraulic, wind, and thermal projects (GER) and the transport and transformation of the power generated by the Company, and the construction, operation, and maintenance of all power transmission substations and lines (TRA). For managers, the assets and liabilities of the generation and transmission segments are shown on an aggregate basis while their result is shown separately;
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.
Telecommunications (TEL) -this segment comprises telecommunications and general communications services.
GAS -this segment comprises the public service of piped natural gas distribution.
Holding Company (HOL) -this segment comprises participation in other companies.
35.3 Assets per reportable segment
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35.4 Statement of income per reportable segment
| | | | | | | | |
STATEMENT OF INCOME | Electric Energy | TEL | GAS | HOL | Intersegment operations | Consolidated |
| GET | DIS |
06.30.2017 | GER | TRA |
NET OPERATING REVENUES | 1,567,269 | 499,709 | 4,165,015 | 180,815 | 249,709 | 63,828 | (256,105) | 6,470,240 |
Net operating revenues - third-parties | 1,408,108 | 456,157 | 4,148,771 | 143,667 | 249,709 | 63,828 | - | 6,470,240 |
Net operating revenues - betw een segments | 159,161 | 43,552 | 16,244 | 37,148 | - | - | (256,105) | - |
OPERATING COSTS AND EXPENSES | (716,797) | (299,833) | (3,980,149) | (131,462) | (217,748) | (117,221) | 256,105 | (5,207,105) |
Energy purchased for resale | (29,414) | - | (2,480,485) | - | - | (65,542) | 160,462 | (2,414,979) |
Charges for use of the main transmission grid | (172,358) | - | (188,329) | - | - | - | 51,497 | (309,190) |
Personnel and management | (89,675) | (54,644) | (379,829) | (50,328) | (15,784) | (34,980) | - | (625,240) |
Pension and healthcare plans | (17,567) | (11,051) | (76,221) | (7,344) | (1,467) | (3,504) | - | (117,154) |
Materials and supplies | (5,929) | (2,317) | (27,873) | (1,172) | (1,185) | (483) | - | (38,959) |
Raw materials and supplies for generation | (13,488) | - | - | - | - | - | - | (13,488) |
Natural gas and supplies for gas business | - | - | - | - | (169,835) | - | - | (169,835) |
Third party services | (55,464) | (11,027) | (170,214) | (30,385) | (11,730) | (10,205) | 38,439 | (250,586) |
Depreciation and amortization | (187,669) | (2,359) | (143,243) | (18,998) | (14,296) | (629) | - | (367,194) |
Provision/reversal for litigations and estimated losses on tax credits | 5,790 | (20,488) | (65,641) | (3,056) | 774 | (3,215) | - | (85,836) |
Impairment of assets | (56,402) | - | - | - | - | (4,609) | - | (61,011) |
Other estimated losses, provisions and reversals | 780 | 406 | (47,430) | (3,020) | (1,114) | - | - | (50,378) |
Construction cost | - | (191,145) | (318,030) | - | (7,924) | - | - | (517,099) |
Other operating costs and expenses, net | (95,401) | (7,208) | (82,854) | (17,159) | 4,813 | 5,946 | 5,707 | (186,156) |
EQUITY IN EARNINGS OF INVESTEES | - | 73,789 | - | - | - | 9,209 | - | 82,998 |
PROFIT BEFORE FINANCIAL INCOME (LOSS) AND TAX | 850,472 | 273,665 | 184,866 | 49,353 | 31,961 | (44,184) | - | 1,346,133 |
Financial income | 48,728 | 6,315 | 153,175 | 4,539 | 10,516 | 81,169 | (5,626) | 298,816 |
Financial expenses | (295,446) | (63,748) | (176,845) | (13,411) | (7,675) | (165,579) | 5,626 | (717,078) |
OPERATING PROFIT | 603,754 | 216,232 | 161,196 | 40,481 | 34,802 | (128,594) | - | 927,871 |
Income Tax and Social Contribution | (242,882) | (48,164) | (81,961) | (13,315) | (11,786) | 38,488 | - | (359,620) |
NET INCOME (LOSS) | 360,872 | 168,068 | 79,235 | 27,166 | 23,016 | (90,106) | - | 568,251 |
|
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35.5 Additions to noncurrent assets by reportable segment
| | | | | | | |
| | | | | | | |
| GET | DIS | TEL | GAS | HOL | Consolidated |
06.30.2017 | GER | TRA |
Property, plant and equipment | | | | | | | |
Additions | 399,885 | - | - | 101,940 | - | 293 | 502,118 |
Intangible assets | | | | | | | |
Additions | - | 1,753 | 336,793 | 1,104 | 7,576 | 851 | 348,077 |
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36 Financial Instruments
36.1 Categories and determination of fair value of financial instruments
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Determining fair values
a) 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.
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c) Calculated based on the cost of the last issue by the Company, 117.0% of the CDI for discount of the expected payment flow.
d) The Company based its calculation on the comparison with a noncurrent, long-term and post-fixed National Treasury bond (NTN-B) maturing on August 15, 2024, which yields approximately 5.21% p.y. plus the IPCA inflation index.
e) Criteria and assumptions disclosed on note 4.4.9 to the financial statements for the year ended December 31, 2016, transmission concession.
f) Receivables related to the concession agreement for providing electricity generation services under quota arrangements at their fair value calculated by expected cash inflows discounted at the rate established in Aneel auction notice 12/2015 (9.04%), the best market benchmark in this case.
g) Criteria and assumptions disclosed on note 4.4.9 to the financial statements for the year ended December 31, 2016, distribution concession.The changes in the first half of 2017 are shown in Note 10.1.
h) The fair values of generation assets approximate their book values, according to Note 4.4.10 to the financial statements for the year ended December 31, 2016.
i) Calculated according to the price quotations published in an active market, for assets classified as level 1, and determined using the discounted cash flow method for those classified as level 3.
j) Calculated from the Unit Price quotation (PU) for June 30, 2017, obtained from the Brazilian Association of Financial and Capital Markets (Anbima), net of financial cost to amortize.
k) Real net discount rate of 8.63% p.a., in line with the Company’s estimated rate for long-term projects
36.2 Financial risk management
The Company's business activities are exposed to the following risks arising from financial instruments:
36.2.1 Credit risk
Credit risk is the risk of the Company and its subsidiaries incurring losses due to a customer or financial instrument counterparty, resulting from failure in complying with contract obligations.
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a) The Company's 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 that the Company might incur in losses resulting from difficulties to receive its billings to customers.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.
c) Management believes this credit risk is low because repayments are secured by funds from dividends.
d) Management believes this risk is very low because these contracts assure an unconditional right to be paid in cash by the concession Granting Authority at the end of the concession period for any infrastructure investments not recovered through tariffs by the end of the period, specifically for the transmission business, since RAP is guaranteed revenue that does not involve demand risk.
For the amount relating to RBSE assets existing on May 31, 2000, Aneel published Normative Resolution 589/2013, which defines criteria for calculating New Replacement Value (VNR).Given that on April 20, 2016, the Granting Authority defined the means and period for receiving this asset (still to be regulated by Aneel) through MME Ordinance 120, Management believes credit risk is low. Management considers the risk of this credit to be very low, even considering the injunctions that reduced temporarily the RAP receivable, regarding the cost of equity determined in RSBE’s assets from January 2013 to June 2017, as described in Note 10.4.
e) Management considers the risk of this credit to be very low, as the contract for the sale of energy by quotas guarantees the receipt of an Annual Generation Revenue - RAG guaranteed which includes the annual amortization of this amount during the concession term.
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f) For the generation concession assets, Aneel published Normative Resolution No. 596/2013, which defines criteria for calculating New Replacement Value (VNR), for indemnity purposes.Although the Granting Authority has not yet disclosed the means of remunerating these assets and there are uncertainties as to approval or ratification of investments made in this respect, Management believes that compensation for these assets indicates the recoverability of the recorded balance.
g) Management believes this credit risk is very low because these are specific programs together with the State Government to highlight the Luz Fraterna program (Note 37.a).
h) The risk arises from the possibility that the Company might incur losses resulting from the volatility on the stock market.This type of risk involves external factors and has been managed through periodic assessment of the variations occurred in the market.
36.2.2 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 with financial institutions and capital markets.
Short-, medium- 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 following table shows the expected undiscounted settlement amounts in 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.From 2019, 2018 indicators are repeated through the forecast period, except for the US dollar, which follows the US inflation rate.
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| | | | | | | |
Consolidated | Interest (a) | Less than | 1 to 3 | 3 months | | Over | Total |
| | 1 month | months | to 1 year | 1 to 5 years | 5 years | liabilities |
06.30.2017 | | | | | | | |
Loans and financing | Note 23 | 194,725 | 133,922 | 1,107,199 | 2,843,195 | 912,439 | 5,191,480 |
Debentures | Note 24 | 167,448 | 19,905 | 1,536,476 | 3,812,509 | 524,415 | 6,060,753 |
Payable related to concession | Rate of return + | | | | | | |
use of public property | IGP-M and IPCA | 5,495 | 10,994 | 49,492 | 291,067 | 1,538,699 | 1,895,747 |
Eletrobras - Itaipu | Dollar | - | 198,243 | 898,295 | 5,085,027 | 1,950,677 | 8,132,242 |
Other suppliers | - | 1,013,342 | 348,066 | 148,643 | 54,475 | 6 | 1,564,532 |
Purchase obligations | IGP-M and IPCA | - | 1,645,524 | 3,092,406 | 17,279,993 | 80,657,366 | 102,675,289 |
Ordinary financing of taxes | | | | | | | |
w ith the federal tax authorities | Selic | 5,369 | 10,832 | 50,173 | 125,705 | - | 192,079 |
Sectorial financial liabilities | Selic | 33,036 | 66,806 | 312,082 | 79,155 | - | 491,079 |
| | 1,419,415 | 2,434,292 | 7,194,766 | 29,571,126 | 85,583,602 | 126,203,201 |
12.31.2016 | | | | | | | |
Loans and financing | Note 23 | 90,265 | 164,214 | 1,588,764 | 1,873,952 | 1,556,703 | 5,273,898 |
Debentures | Note 24 | 8,725 | 19,929 | 1,545,694 | 4,147,064 | 583,869 | 6,305,281 |
Payable related to concession | Rate of return + | | | | | | |
use of public property | IGP-M and IPCA | 5,494 | 10,988 | 50,331 | 300,343 | 1,850,518 | 2,217,674 |
Eletrobras - Itaipu | Dollar | - | 193,346 | 893,025 | 5,104,889 | 2,698,195 | 8,889,455 |
Other suppliers | - | 1,106,430 | 21,619 | 124,060 | 40,239 | 2 | 1,292,350 |
Purchase obligations | IGP-M and IPCA | - | 1,497,009 | 3,129,899 | 17,686,276 | 94,007,720 | 116,320,904 |
Ordinary financing of taxes | | | | | | | |
w ith the federal tax authorities | Selic | 5,133 | 10,392 | 48,578 | 161,534 | - | 225,637 |
Sectorial financial liabilities | Selic | 13,071 | 26,537 | 125,315 | 144,590 | - | 309,513 |
| | 1,229,118 | 1,944,034 | 7,505,666 | 29,458,887 | 100,697,007 | 140,834,712 |
(a) Effective interest rate - w eighted average. |
At June 30, 2017, Copel recorded a negative net working capital of R$291,944 and R$1,402,617 in the Consolidated. The Company's Management has been monitoring thee liquidity and taking actions to balance the short-term financial capacity, preserving the Company's investment programs, as well as seeking debt extension.
As disclosed in notes 23.5 and 24.3, the Company and its subsidiaries have loans and financing agreements and debentures with covenants that if breached may have their payment accelerated.
36.2.3 Market risk
Market risk it is the risk that fair value or the future cash flows of a financial instrument shall oscillate due to changes in market prices, such as currency rates, interest rates and stock price.The purpose of managing this risk 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.
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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 tariff adjustment.
The exchange rate risk posed by the purchase of gas arises from the possibility of Compagas reporting losses on the fluctuations in exchange rates, increasing the amount in Reais of the accounts payable related to the gas acquired from Petrobras.This risk is mitigated by the monitoring and transfer of the price fluctuation through tariff, when possible.The Company monitors these fluctuations on a permanent basis.
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 June 30, 2017 and the probable scenario assumes a variation in the exchange rate - end of period (R$/US$3.30) based on the median market expectation for 2017 reported in the Central Bank’s Focus report of July 21, 2017. 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 probable scenario.
| | | | | |
| | Baseline | Projected scenarios - Dec.2017 |
Foreign exchange risk | Risk | 06.30.2017 | Probable | Adverse | Remote |
| | | | | |
Financial assets | | | | | |
Collaterals and escrow accounts - STN | USD depreciation | 75,728 | (188) | (19,073) | (37,958) |
| | 75,728 | (188) | (19,073) | (37,958) |
Financial liabilities | | | | | |
Loans and financing - STN | USD appreciation | (88,931) | 220 | (21,957) | (44,135) |
Suppliers | | | | | |
Eletrobras (Itaipu) | USD appreciation | (198,545) | 492 | (49,021) | (98,534) |
Petrobras (acquisition of gas by Compagás) | USD appreciation | (181,475) | 450 | (44,806) | (90,063) |
| | (468,951) | 1,162 | (115,784) | (232,732) |
In addition to the sensitivity analysis required by CVM Resolution No. 475/2008, the Company evaluates its financial instruments considering the possible effects on profit and loss and shareholders’ equity of the risks evaluated by Company management on the reporting date for the financial instruments, as recommended by CPC 40 and IFRS 7Disclosure.Based on the equity position and the notional value of the financial instruments held as of June 30, 2017, 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 income or financial expenses or increase the financial expenses related to the assets and liabilities raised in the market.
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The Company has not engaged in transactions with derivatives to cover this risk, but it has continually monitored interest rates and market indicators, in order to assess the potential need for such transactions.
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 scenario takes into account the existing balances in each account as of June 30, 2017 while the ‘probable’ scenario assumes balances reflecting varying indicators as follows:CDI/Selic - 8.00%, IPCA - 3.33% IGP DI - (0.86)% IGP-M - (0.28)% and TJLP - 6.40%, estimated as market average projections for 2017 according to the Focus Report issued by the Central Bank of Brazil as of July 21, 2017.
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 probable scenario.
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In addition to the sensitivity analysis required by CVM Resolution No. 475/2008, 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 CPC 40 (1) and IFRS 7. Based on the equity position and the notional value of the financial instruments held as of June
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30, 2017, 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.
36.2.4 Electricity shortage risk
Approximately 64.0% of installed capacity in the country currently comes from hydroelectric generation, which makes Brazil and the geographic region in which we operate subject to hydrological conditions that are unpredictable, due to non-cyclical deviations of mean precipitation.Unsatisfactory hydrological conditions may cause, among other things, the implementation of comprehensive programs of electricity savings, such as rationalization or even a mandatory reduction of consumption, which is the case of rationing.
From 2014, the reservoirs of the Southeast/Midwest, North and Northeast regions have been subject to adverse climate situations in recent years, leading agencies responsible for this industry to adopt water resources optimization measures to guarantee full compliance with load.
The economic crisis that the country is going through has had a significant impact on the consumption of electricity, practically stagnating its growth in the last 3 years, being decisive to avoid a greater difficulty in the full service of the market.
Regarding short-term risk, the Electric Power Industry Monitoring Committee - CMSE has been reporting a balance between energy supply and demand, and indices have been kept within safety margins.The same position is adopted by ONS regarding the risk of deficit in the medium term, as stated in the 2016-2020 Energy Operation Plan.
Although dam storage levels are not ideal, from the standpoint of regulatory agencies, when combined with other variables they are sufficient to keep the risk of deficit within the safety margin established by the National Energy Policy Council - CNPE (maximum risk of 5%) in all subsystems.
36.2.5 Risk of GSF impacts
The Energy Reallocation Mechanism (MRE) is a system of redistribution of electric power generated, characteristic of the Brazilian electric sector, which has its existence by the understanding, at the time, of the need for a centralized operation associated with a centrally calculated optimum price known as PLD.Since generators have no control over their production, each plant receives a certain amount of virtual energy which can be compromised through bilateral contracting.This value, which enables the registration of bilateral contracts, is known as Physical Guarantee - GF and, like the PLD, is also calculated centrally. PLD is calculated on a weekly basis. However, the GT, as required by Law, is recalculated every five years, with a limit, of increase or decrease, restricted to 5% by revision or 10% in the concession period.
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Monthly, the GF committed to bilateral contracts needs to be backed by electricity generation.This is done, basically, through the allocation of power generated received from the MRE or purchase of generation valued to the PLD.The GSF is the ratio of the entire hydroelectric generation of the MRE participants to the GF sum of all the MRE plants.Basically, the GSF is used to calculate how much each plant will receive from generation to back up its GF.Thus, knowing the GSF of a given month the company will be able to know if it will need to back up its bilateral contracts through purchases to the PLD.
Where GF multiplied by GF is less than the sum of bilateral contracts, companies will need to buy the difference in the spot market.However, for the GSF multiplication situation by GF to be greater than the bilateral contracts, the Company receives the difference to the PLD.
The low inflows recorded since 2014 as well as problems with delays in the expansion of the transmission system have resulted in low GSF values, resulting in heavy losses for the companies holding MRE participating hydroelectric projects.
For plants with contracts in the Free Contracting Environment - ACL, the main way to manage the low GSF risk is not to compromise the entire GF with bilateral contracts, currently is the approach adopted by Copel.
For the contracts in the ACR, Law No. 13,203/2015, allowed the generators to contract insurance against the load, by means of payment of a Risk Premium.Copel adopted this approach to protect contracts related to energy produced by Mauá, Foz do Areia, Santa Clara and Fundão HPPs.
For the distribution segment, the effects of the GSF are perceived in the costs of the contracts for availability, as well as in the costs associated with quotas of Itaipu, Angra and the plants whose concessions were renewed in accordance with Law No. 12,783/2013. This is a financial risk, however, since it guarantees the neutrality of energy purchase expenses through a tariff transfer.
36.2.6 Risk of non-renewal of concessions - generation and transmission
On March 24, 2017 Copel GeT filed with Aneel its intention to extend the granting of the TPP Figueira’s generation concession, emphasizing, however, that it will sign the necessary contracts and / or amendments only after knowing and accepting the contractual terms and the rules that will govern any process related to the extension of the grant.For the other plants, the deadline for manifestation to opt or not to extend the generation concessions are shown below:
| |
Plant | Deadline for manifestation |
HPP Gov. Bento Munhoz da Rocha Neto (Foz do Areia) | 09.17.2018 |
HPP Apucaraninha | 10.12.2020 |
HPP Chaminé | 08.16.2021 |
HPP Guaricana | 08.16.2021 |
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These five plants represent a Physical Guarantee of an average 620.69 MW.Currently, the extension of generation, transmission and distribution concessions covered by Articles 17, 19 and 22 of Law No. 9,074/1995 is governed by Law No. 12,783/2013. However, extension is permitted after express acceptance of conditions of that Law, such as: i) revenue determined according to criteria established by Aneel; ii) change from price remuneration to tariff calculated by Aneel for each plant; iii) allocation of plant energy and capacity physical guarantee shares to concessionaires and permittees of distribution public utilities; iv) submission to service quality standards defined by Aneel; and v) agreement with values established as indemnity of assets related to concession.
Concessions of hydroelectric power generation, electric power transmission and distribution may be extended at the discretion of the Concession Grantor, one single time, for the period of up to 30 years.However, for concessions of thermoelectric power generation, extension period is limited to 20 years.
Current regulation also defined that the concessionaire has a period to request extension of concession of up to 60 months before final contract date or after granting of hydroelectric power generation plants, and of up to 24 months for thermoelectric plants.
It is also defined that, if the concessionaire opts to extend its concession, the Concession Grantor may advance effects of extension by up to 60 months counted as of contract or grant date, and may also define initial tariff.
The Company will make analyses in the future to decide on whether or not concessions should be extended in view of conditions imposed by the Concession Grantor, aiming at preserving its profitability levels.
In case extension is not brought forward, the Concession Grantor will open a tender bid process for concessions of the auction or competition type, for up to 30 years, considering, for tender bid judgment, the lowest tariff value and the highest offer to pay grant bonus.
36.2.7 Risk of non-renewal of concessions - distribution
Recently, pursuant to the terms of Concession Agreement amendment No. 46/1999 of Copel DIS, concession was extended, provided that quality and efficiency parameters for provision of distribution services are met, measured by indicators that consider duration and frequency of service interruptions (DECi and FECi) and efficiency in the Company’s economic and financial management.
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The Fifth Amendment to the Concession Agreement imposes indexes of economic and financial efficiency and quality.Failure to comply with the indexes for two consecutive years or any limits at the end of the period of the first five years will result in the termination of the concession (clause 18, subclause 1).From the sixth year following the signing of the agreement, the breach of quality criteria for three consecutive years or of economic and financial criteria for two consecutive years will result in the opening of an expiration process (clause 12, subclause 14).In addition, non-compliance with the electricity supply quality indicators (DEC and FEC) for two consecutive years or three times in five years, may limit dividends or interest on equity (clause 2, subclause 8) payments to shareholders, while the breach of the economic and financial sustainability indicators may require a capital contribution from the controlling shareholders (clause 13, subclause 4).
The following table sets out the targets set for Copel DIS in the first five years of the renewal:
| | | | | |
| | Quality (Limit Established) (a) | Quality (Performed) |
Year | Economic and Financial Management | DECi (b) | FECi (b) | DECi (b) | FECi (b) |
2016 | | 13.61 | 9.24 | 10.80 | 7.14 |
2017 | EBITDA = 0 | 12.54 | 8.74 | - | - |
2018 | EBITDA (-) QRR= 0 (c) | 11.23 | 8.24 | - | - |
2019 | {Net Debt / [EBITDA (-) QRR]} = 1 / (0.8 * SELIC) (c) (d) | 10.12 | 7.74 | - | - |
2020 | {Net Debt / [EBITDA (-) QRR]} = 1 / (1.11 * SELIC) (c) (d) | 9.83 | 7.24 | - | - |
|
(a) According to Aneel's Technical Note No. 0335/2015. |
(b) DECi - Equivalent Time of Interruption Caused by Internal Source per Consumer Unit; and FECi - Equivalent Frequency of Interruption Caused by Internal Source per Consumer Unit. |
(c) QRR: Regulatory Reintegration Quota or Regulatory Depreciation Expense. This is the value defined in the most recent Periodical Tariff Review (RTP), plus the General Market Price Index (IGP-M) betw een the month preceding the RTP and the month preceding thetw elve-month period of the economic and financial sustainability measurement. |
(d) Selic: limited to 12.87% p.y. |
36.2.8 Risk of overcontracting and subcontracting of electricity
The agreement for purchase of electric power by distributors is regulated by Law No. 10,484/2014 and Decree No. 5,163/2004, which determine that distributors must purchase the volume required to serve 100% of their market through auctions on the Regulated Contacting Environment - ACR.
The contracting of the total output available in the market is verified by observing the period comprising the calendar year, and the difference between the costs remunerated by the tariff and those actually incurred on the power purchase are fully passed on to captive consumers as long as:(i) presents a contracting level between 100% and 105% of its market; (ii) presents a level lower than 100% - being, therefore, exposed to the risk of power purchase subject to the allowance for doubtful accounts, if the condition of involuntary undercontracting is recognized; and (iii) the Distributor presents a level higher than 105% - being, therefore, exposed to the risk of power sale subject to the allowance for doubtful accounts, if the condition of involuntary overcontracting is recognized.
That is, even if distributors determine contracting levels lower or higher than the regulatory limits, there is the assurance of neutrality if it is identified that such violation derives from extraordinary and unforeseen events that are not manageable.
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On the other hand, if the violation of the contracting limits derives from voluntary actions, these will be subject to the risk of spot market exposure, which can be advantageous or disadvantageous according to the amount of the difference settlement price (PLD).
In 2016 and 2017, the distributors experienced a scenario of general overcontracting and most of the companies determined contracting level higher than 105%, arising from economic factors such as the fall of consumption related to the crisis in the country and industry, the allocation of the Assured Power Quota Agreements, and the migration of special consumers to the free market.
As regards industry issues, through Normative Resolution No. 706/2016, ANEEL recognized as involuntary overcontracting the allocation of assured power quotas of hydro power plants classified under Law No. 783/2013 above the amount of replenishment of the distributors.
More recently, through Order 1,143/2017, ANEEL formalized the possibility of the distributors having recognized as involuntary overcontracting the migration of consumers to ACL.For this purpose, it will have the specific situation assessed individually under the principle of maximum effort, as provided for in Article6 of Normative Resolution 453/2011.
As a result, Copel DIS has put forth all efforts possible, as provided by the regulation, to mitigate the overcontracting generated by the migration of special consumers to the free market and requested ANEEL to consider any overcontracting related to this matter as involuntary.
36.2.9 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.
36.3 Capital management
The Company seeks to maintain a strong capital base to maintain the trust of investors, creditors and market and ensure the future development of the business.Management strives to maintain a balance between the highest possible returns with more adequate levels of loans and the advantages and the assurance afforded 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 Company monitors capital by using an index represented by adjusted net debt divided by adjusted EBITDA, as presented below.Corporate goal established in strategic planning provides for maintenance of index below 3.5 while any expectation of failing to meet this target will prompt Management to take steps to correct its course by the end of each reporting period.
100
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36.3.1 The equity indebtedness is shown below:
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101
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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37 Related Party Transactions
| | | | | | | | |
Consolidated | Assets | Liabilities | Revenue | Cost / Expense |
Related parties / Nature of operation | 06.30.2017 | 12.31.2016 | 06.30.2017 | 12.31.2016 | 06.30.2017 | 06.30.2016 | 06.30.2017 | 06.30.2016 |
Controlling shareholder | | | | | | | | |
State of Paraná -dividends payable | - | - | 141,141 | 83,786 | - | - | - | - |
CRC Transfer (Note 8) | 1,483,448 | 1,522,735 | - | - | 9,726 | 120,487 | - | - |
"Luz Fraterna" Program (a) | 167,219 | 167,674 | - | - | - | - | - | - |
2014 World Cup construction w ork (Note 15.1.2) | 14,266 | 14,266 | - | - | - | - | - | - |
Morar Bem Paraná Program (Note 15.1.3) | 12,492 | 24,985 | - | - | - | - | - | - |
Remuneration and employ social security charges assigned (b) | 12 | 302 | - | - | - | - | - | - |
Telecommunication services (c) | 37,478 | 48,794 | - | - | 19,814 | 14,604 | - | - |
Sistema Meteorológico do Paraná - Simepar (d) | - | - | 157 | 164 | - | - | (939) | (880) |
Entities with significant influence | | | | | | | | |
BNDES and BNDESPAR -dividends payable (e) | - | - | 53,289 | 57,218 | - | - | - | - |
Financing (Note 23) | - | - | 1,633,368 | 1,692,775 | - | - | (72,001) | (74,818) |
Debentures - Compagás (Note 24) | - | - | 55,013 | 61,786 | - | - | (2,918) | (2,000) |
Debentures - w ind farms (f) | - | - | 288,441 | 295,188 | - | - | (15,554) | - |
State of Paraná investee | | | | | | | | |
Sanepar(c) (g) | 17 | 32 | 3 | - | 1,795 | 1,496 | (824) | (687) |
Dividends | 12,095 | 16,817 | - | - | - | - | - | - |
Joint ventures | | | | | | | | |
Dominó Holdings- dividends | - | 5,123 | - | - | - | - | - | - |
Voltalia São Miguel do Gostoso- mutual (Note 15.4) | 36,210 | 28,968 | - | - | 1,863 | 1,725 | - | - |
Dividends | 1,032 | 1,032 | - | - | - | - | - | - |
Costa Oeste Transmissora de Energia(h) (i) (j) | 76 | 72 | 46 | 73 | 452 | 415 | (1,131) | (1,798) |
Dividends | 731 | 1,751 | - | - | - | - | - | - |
Marumbi Transmissora de Energia(h) (j) | 286 | 285 | 55 | 55 | 1,712 | 2,157 | (459) | (428) |
Dividends | 1,045 | 3,845 | - | - | - | - | - | - |
Caiuá Transmissora de Energia(h) (i) (j) | 329 | 308 | 187 | 356 | 1,883 | 437 | (8,299) | (7,435) |
Dividends | 1,991 | 1,991 | - | - | - | - | - | - |
Integração Maranhense Transmissora(h) (j) | - | - | 75 | 76 | - | - | (876) | (914) |
Dividends | 4,012 | 4,012 | - | - | - | - | - | - |
Matrinchã Transmissora de Energia(h) (j) | - | - | 322 | 326 | - | - | (3,929) | (1,273) |
Dividends | 23,213 | 23,213 | - | - | - | - | - | - |
Transmissora Sul Brasileira(h) (j) | - | - | 133 | 149 | - | - | (1,562) | (1,651) |
Guaraciaba Transmissora de Energia(h) (j) | - | - | 167 | 173 | - | - | (1,980) | - |
Dividends | 5,512 | 5,512 | - | - | - | - | - | - |
Paranaíba Transmissora de Energia(j) | - | - | 271 | - | - | - | (514) | (66) |
Dividends | 3,051 | 3,051 | - | - | - | - | - | - |
Cantareira Transmissora de Energia -dividends | 1,224 | 1,224 | - | - | - | - | - | - |
Associates | | | | | | | | |
Dona Francisca Energética S.A.(k) | - | - | 1,389 | 1,436 | - | - | (8,384) | (8,477) |
Foz do Chopim Energética Ltda.(c) (h) | 162 | 161 | - | - | 1,312 | 1,050 | - | - |
Sercomtel S.A. Telecomunicações(c) (l) | 3,694 | 3,430 | - | - | 4,164 | 4,354 | - | - |
Key management staff | | | | | | | | |
Fees and social security charges (Note 33.2) | - | - | - | - | - | - | (13,678) | (11,761) |
Pension and healthcare plans (Note 25) | - | - | - | - | - | - | (743) | (643) |
Other related parties | | | | | | | | |
Fundação Copel(c) | 50 | 52 | - | - | 158 | 147 | - | - |
Administrative property rental | - | - | 342 | 340 | - | - | (9,445) | (6,539) |
Pension and healthcare plans (Note 25) | - | - | 794,267 | 769,865 | - | - | - | - |
Lactec (m) | - | - | 1,641 | 1,743 | - | - | (8,890) | (6,607) |
102
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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a) The Luz Fraterna Program, created under Law No. 491/ 2013 and No. 17,639/2013 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 120 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 the Company.
In the balance at June 30, 2017, the amount of R$115,890 is recognized in the Parent Company, in line item Related Parties, as described in Note 15.1.1. The remaining balance has been paid on a monthly basis since August 2016.
b) Reimbursement of wages and social charges for employees transferred to the Paraná State Government.The balances shown are net of allowance for loan losses in the amount of R$1,376 as of June 30, 2017 (R$1,749 as of December 31, 2016).
c) Telecommunications services rendered in accordance with the agreement entered into by Copel Telecomunicações with the State of Paraná.
d) The Meteorological System of Paraná - Simepar is a supplementary unit of the Independent Social Service Paraná Technology, linked to the State Department of Science, Technology and Higher Education.Simepar has contracts with Copel DIS, effective until July 8, 2017, for services of weather forecast, meteorological reports, ampacity analysis, mapping and analyses of winds and atmospheric discharges.
e) BNDES is the parent company of BNDES Participações S.A.-BNDESPAR, which has significant influence over Copel (Note 31.1).
f) BNDES and BNDESPAR acquired all the debentures issued by the subsidiaries Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus IV and Ventos de Santo Uriel (Note 24).
g) Basic sanitation provided by Sanepar.
h) Charges for the use of the Transmission System and revenue from operating and maintenance contracts and rendering of engineering services with Copel GeT.
i) Copel DIS has transmission system connection contracts (CCT) with two companies - Costa Oeste Transmissora de Energia and Caiuá Transmissora de Energia – expiring upon the termination of the distribution or transmission concession, whichever occurs first.
j) Copel DIS maintains a Contract for the Use of Transmission System (Cust) with ONS and power transmission concessionaires whose object is the contracting of Transmission System Use Amount (Must).Contracting is permanent and is regulated by Aneel Normative Resolution No. 399/2010. Amounts are defined for four subsequent years, with annual reviews.
103
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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k) Power purchase and sale agreement signed by Dona Francisca Energética and Copel GeT, expiring on March 31, 2025.
l) Light pole sharing agreement, signed between Sercomtel S.A. Telecomunicações and Copel DIS, expiring on December 28, 2018.
m) The Institute of Technology for Development (Lactec) is a Public Interest Civil Society Organization (OSCIP), in which Copel is an associated.Lactec has service and R&D contracts with Copel GeT and Copel DIS, 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.
The values resulting from operating activities of Copel DIS with related parties are billed at the rates approved by Aneel.
37.1 Guarantees and endorsements awarded to related parties
Sureties and guarantees granted by Copel to its subsidiaries for financing and debentures are informed in Notes 23 and 24.
Copel provided financial guarantees, in the form of corporate bond, for power purchase agreements made by Copel GeT in May 2015, in the total amount of R$3,052 and made by Copel Energia, in November 2016, in the amount of R$16,406.
Sureties and guarantees granted by Copel and Copel GeT for financing, debentures and insurance contracts of joint ventures are shown below:
104
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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| | | | | | | | |
| | | | | | | | Amount endorsement/ security |
| | | Date issued | Final maturity | Amount approved | Balance 06.30.2017 | Interest % |
| Company | Operation |
(1) | Caiuá Transmissora | Financing | 12.23.2013 | 02.15.2029 | 84,600 | 74,784 | 49.0 | 36,644 |
(2) | Guaraciaba Transmissora | Debentures | 09.28.2016 | 01.15.2031 | 440,000 | 381,594 | 49.0 | 186,981 |
(3) | Integração Maranhense | Financing | 12.30.2013 | 02.15.2029 | 142,150 | 122,981 | 49.0 | 60,261 |
(4) | Mata de Santa Genebra | Debentures | 09.12.2014 | 06.30.2017 | 469,000 | 521,480 | 50.1 | 261,261 |
(5) | Matrinchã Transmissora | Financing | 12.27.2013 | 05.15.2029 | 691,440 | 591,469 | 49.0 | 289,820 |
(6) | Matrinchã Transmissora | Debentures | 05.15.2016 | 06.15.2029 | 180,000 | 195,100 | 49.0 | 95,599 |
(7) | Transmissora Sul Brasileira | Financing | 12.12.2013 | 07.15.2028 | 266,572 | 216,901 | 20.0 | 43,380 |
(8) | Transmissora Sul Brasileira | Debentures | 09.15.2014 | 09.15.2028 | 77,550 | 109,677 | 20.0 | 21,935 |
(9) | Paranaíba Transmissora | Financing | 10.21.2015 | 10.15.2030 | 606,241 | 592,289 | 24.5 | 145,111 |
(10) | Paranaíba Transmissora | Debentures | 01.15.2017 | 03.15.2028 | 120,000 | 116,272 | 24.5 | 28,487 |
(11) | Voltalia São Miguel do Gostoso Part. S.A. (a) Debentures | | 01.15.2016 | 12.15.2028 | 57,000 | 52,976 | 49.0 | 25,958 |
(12) | Usina de Energia Eólica Carnaúba S.A. (a) | Financing | 08.24.2015 | 11.15.2031 | 74,000 | 56,522 | 49.0 | 27,696 |
(13) | Usina de Energia Eólica Reduto S.A. (a) | Financing | 08.24.2015 | 11.15.2031 | 70,000 | 56,504 | 49.0 | 27,687 |
(14) | Usina de Energia Eólica Santo Cristo S.A. (a) Financing | | 08.24.2015 | 11.15.2031 | 74,000 | 53,137 | 49.0 | 26,037 |
(15) | Usina de Energia Eólica São João S.A. (a) | Financing | 08.24.2015 | 11.15.2031 | 68,000 | 53,864 | 49.0 | 26,393 |
(16) | Cantareira Transmissora de Energia | Financing | 12.28.2016 | 09.15.2032 | 426,834 | 385,889 | 49.0 | 189,086 |
| | | | | | | | 1,492,336 |
(a) Subsidiaries of Voltália São Miguel do Gostoso I Participações S.A. |
Financial institution (fund provider): |
BNDES: (1) (2) (3) (5) (7) (9) (12) (13) (14) (15) (16) |
Allocation: |
Investment Program and/or Working capital. |
Endorsement/Security: |
Provided by Copel Geração e Transmissão: (1) (3); |
Provided by Copel: (2) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15) (16) |
Securities offered for the transaction: |
Lien on shares given by Copel Geração e Transmissão, corresponding to: |
49,0%:(1) (2) (3) (5) (6) (11) (12) (13) (14) (15) (16);50,1%:(4);20,0%:(7) (8);24,5%:(9) (10); |
| | | | |
Performance bond Company | Final maturity | Amount Insured | % endorsement Copel GeT | Amount endorsement |
|
Matrinchã Transmissora | 12.31.2017 | 90,000 | 49.0 | 44,100 |
Guaraciaba Transmissora | 12.31.2017 | 47,000 | 49.0 | 23,030 |
Paranaíba Transmissora | 09.26.2017 | 48,000 | 24.5 | 11,760 |
Mata de Santa Genebra | 05.26.2018 | 78,300 | 50.1 | 39,228 |
Cantareira Transmissora | 11.30.2018 | 31,200 | 49.0 | 15,288 |
| | | | 133,406 |
105
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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38 Insurance
Details by risk type and effectiveness date of the main policies can be seen below.
| | |
Consolidado Apólice | Término da vigência | Importância segurada |
|
Nominated Risks | 08.24.2017 | 2,112,196 |
Operational risks - HPP Mauá - Consórcio Energético Cruzeiro do Sul | 11.23.2017 | 799,290 |
Operational risks - UEG Araucária (a) | 05.31.2018 | 725,329 |
Operational risks - Brisa Potiguar | 12.29.2017 | 674,673 |
Fire - Company - ow ned and rented facilities | 08.24.2017 | 521,931 |
Operational risks - São Bento | 12.29.2017 | 449,928 |
Legal guarantee - Office of the General Counsel to the National Treasury | 05.11.2018 | 291,396 |
Multi-risk - Elejor | 03.11.2018 | 197,800 |
D&O Insurance (a) | 03.28.2018 | 82,705 |
Aviation insurance (hull and civil liability) (a) | 01.30.2018 | 80,930 |
(a) The values of the insured of operating risks - UEG Araucária and Seguro Aeronáutico have been translated from USD |
into BRL, w ith the current rate R$3.3082, as of 06.30.2017. |
In addition to the related insurance, the Company and its subsidiaries contract other insurance policies with lower values, such as: general civil liability, payment guarantee, several risks, national and international transportation and life insurance.The guarantee insurance contracted by the subsidiaries and joint ventures have Copel as a guarantor, within the limits of their participation in each project.
39 Subsequent Events
39.1 Loans and financing
On July 7, 2017, Copel amended the agreement related to the Bank Credit Note No. 306,401,381 totaling R$640,005, issued by Banco do Brasil, subject to a payment of 120.0% of the average daily rates of Interbank Deposits - DI, with semiannual interest payment, for a term of 3 years and annual amortization at July 21, 2018, July 21, 2029 and July 21, 20020.
The main loans and financing raised and paid are shown below:
![](https://capedge.com/proxy/6-KA/0001292814-18-002440/elpitr2q17pag106.gif)
106
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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39.2 Debentures
The main issues and repayments of debentures are presented below:
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39.3 Enrollment in the Special Tax Regularization Program - Pert
On August 28, 2017, Copel DIS joined the Pert in accordance with the prevailing rules provided in Provisional Measure No. 783 of May 31, 2017 and Normative Instruction No. 1,711 of June 16, 2017.
On October 25, 2017, with the conversion of MP No. 783/2017 into Law No. 13,496, the percentage of reduction in fine was changed from 40% to 50%. When applying the effects of law, Copel DIS was entitled to a reduction of R$8,918 in the amount of its consolidated debt, which was recorded in October 2017.
39.4 5th Amendment - CRC Transferred to the State Government of Paraná
On October 31, 2017, the Company’s Management and the State of Paraná signed the 5th amendment that documented the Renewal of the CRC Adjustment Agreement, as disclosed in Note 8.
39.5 Joining the Sanepar’s Units Program and public offering of Units
On November 17, 2017, Copel requested the conversion of shares and for joining Sanepar’s Units Program, which occurred on November 21, 2017. The Units are assets comprised of more than one class of securities and the units held by Copel and Copel Energia one common share and four preferred shares issued by Sanepar.
Copel, holder of 36,343,267 preferred shares issued by Sanepar, requested the conversion of 7,268,655 into common shares and the formation of 7,268,653 Units. Copel Energia, holder of 7,956,306 common shares issued by Sanepar, requested the conversion of 6,365,044 into preferred shares and the formation of 1,591,261 Units.
On December 12, 2017, the bookbuilding of the secondary public offering with restricted placement efforts of Units issued by Sanepar was concluded, setting the price to R$55.20 per Unit. Copel and Copel Energia participated as sellers and sold all their Units, consequently receiving cash proceeds of R$484,608.
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39.6 Operation of ventures
39.6.1 Cantareira Transmissora de Energia - start of operations
On February 3, 2018, the transmission line Estreito - Fernão Dias (500 kV) entered into commercial operation one month in advance of the expected go-live. This project is owned by SPE Cantareira (49% Copel GeT).
The line, initially expected to become operational in March 2018, is 342 kilometers long and runs through the states of São Paulo and Minas Gerais, and more than 29 cities. The project will allow a further exchange of power, contributing to the operating security and reliability of the national electric system.
39.6.2 UHE Colíder - change in schedule
The expected start of operations of Hydropower Plant Colider was revised, where the first generating unit is expected for June 2018, while the third and last for November 2018.
On April 12, 2018, the installation of the third and last Kaplan rotor was completed. In the powerhouse, the last assembly phase of the three generator groups and turbines is in fast pace, while the transmission line that will connect UHE Colider to the Substation Cláudia into voltage 500 kV is in final installation phase, with wiring in progress.
39.6.3 Cutia Wind Farm Complex - review in schedule
The start of operations of the Cutia Wind Farm Complex, composed of seven wind farms (Guajiru, Jangada, Potiguar, Cutia, Maria Helena, Esperança do Nordeste and Paraíso do Ventos do Nordeste) all located in the State of Rio Grande do Norte, was changed to June 2018.
In accordance with the Reserve Energy Agreement (CER), the revenue expected for the period from October 1, 2017 until the start of operations of each generating unit of wind farms will be withheld and used to offset the reimbursements due for eventual annual or four-annual revenue below the amount contracted, while that the eventual positive remainder will be recorded as a credit. The failure to deliver the amount of energy does not subject the seller to financial exposure in the Spot Market.
39.7 Surety provided to related parties
On November 30, 2017 and January 9, 2018, Copel provided sureties for the following transactions:
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39.8 UEG Araucária Ltda. - Execution of gas agreement
On January 31, 2018 a fuel supply agreement was entered into by and between Petróleo Brasileiro S.A. - -Petrobras and UEG Araucária Ltda. The agreement will be effective until December 31, 2018 and provides for supply of up to 2,190,000 cubic meters of natural gas a day, with no take-or-pay requirement. Therefore, UTE Araucária is again available to the National Interlinked System - SIN and can be delivered at ONS discretion.Gas will be distributed by Compagás.
39.9 Revision of physical guarantee
The Concession Grantor revised the Physical Guarantee of the following power plants through MME Ordinance 178 of May 3, 2017 with effects from January 1, 2018:
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39.10 Recognition of tax credit
On February 14, 2018 the Brazilian Federal Revenue Office recognized tax credit for the restated amount of R$80,226 in favor of Copel regarding the discussion of tax levy on Pasep from July 1988 to July 1995, in connection with the effects of Federal Senate Resolution 49, of October 9, 1995, which suspended the effects of Decree-Laws 2,445/1988 and 2,449/1988, deemed to be unconstitutional by the Federal Supreme Court.
39.11 Credit received related to the Luz Fraterna program
The transfer of the receivables from the Luz Fraterna account of Copel DIS to Copel was suspended from the second half of 2015, considering Decree No. 2,789/2015, which created the possibility of using presumed ICMS (VAT tax) credits for the settlement of invoices referring to this program. In addition, State Law No. 18,875, dated 09.27.2016 authorized the State of Paraná to pay in installments the debts due and unpaid to Copel relating to services rendered up to the date of publication of said Law. On March 23, 2018, the State of Paraná settled the balance of R$115,890.
39.12 Loan agreements
39.12.1 Wind power plants
On August 21, 2017, loan agreements were signed between Copel (lender) and the wind farms (borrowers), with approved limits amounting to R$260,000, plus IOF and interest of 117% of the CDI, effective until January 31, 2018, aiming at providing working capital for financing the borrowers’ activities and business.
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On January 24, 2018, amendments to the loan agreements were signed, changing the effectiveness for September 28, 2018 and the approved limit to R$408,000, as shown below:
![](https://capedge.com/proxy/6-KA/0001292814-18-002440/elpitr2q17pag110.gif)
39.12.2 Copel TEL
A loan agreement was signed on August 9, 2017 between Copel (lender) and Copel TEL (borrower), whose details are disclosed in Note 15.3.
39.12.3 Voltalia São Miguel do Gostoso Participações
The loan agreement between Copel (lender) and Voltalia São Miguel do Gostoso (borrower) was settled on February 6, 2018, whose details are disclosed in Note 15.4.
39.13 Concession agreement - Compagás
Compagás is a party to a concession agreement entered into with the Concession Grantor, the State of Paraná, setting July 6, 2024 as the expiry date of the concession. Such date has always been disclosed and considered for assessment of the balances of the financial statements.
On December 7, 2017, the State of Paraná published Supplementary Law 205, introducing a new interpretation of the expiry of the concession, understanding that expiry will be on January 20, 2019.
The management board of Compagás, its Parent company and other shareholders are assessing and challenging the effects of the aforesaid law, understanding that they conflict with the provisions of the concession agreement currently in force. While such discussion is not ended and this law continues to be effective, the effects from the change in the maturity of the concession are being considered as from the financial statements as at December 31, 2017.
39.14 Statement of registration of power plant - UHE Marumbi
On April 17, 2018, ANEEL issued the statement of registration of power plant CGH.PH.PR.001501-6.02 for CGH Marumbi, located in the City of Morretes (State of Paraná - PR), with power of 4.8 MW and physical guarantee of average 2.4 MW.
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39.14 Lawsuits
The main lawsuits were recognized and disclosed in December 2017 and are as follows:
i) provision for lawsuit related to discussion by arbitration and under secrecy and confidentiality, in the discovery phase, without no decision being handed down. Moreover, the amount considered as possible loss for this lawsuit was included in note for civil contingent liabilities;
ii) provision for lawsuit in the amount of R$98,000 for compensation of supposed loss to the plaintiff due to work and implementation of the hydroelectric project, with low court judgment declaring the lawsuit has no grounds and being appealed by the grounded claim of the plaintiff, and the amount of damages should be determined subsequently.
111
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COMMENTS ON PERFORMANCE
for the six-month period ended June 30, 2017
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
1 Distribution Lines
Compact-Design Distribution Lines -Copel Distribuição has implemented compact-design distribution lines in urban areas with a high concentration of trees surrounding distribution grids.This technology reduces the number of trees cut down or trimmed, and improves the quality of power supply by reducing the number of unplanned outages.The total length of compact-design distribution lines installed at the end of June 2017 was 9,211 km (against 8,360 km in June 2016), up by 851 km year-over-year, a variation of 10.2%.
Secondary Isolated Lines –Copel Distribuição is also investing in low-voltage (127/220V) secondary isolated lines, which offer substantial advantages over regular overhead lines, including: improvement in DEC - Equivalent Time of Interruption per Consumer Unit and FEC - Equivalent Frequency of Interruption per Consumer Unit distribution performance indicators; defense against illegal connections; improved environmental conditions; reduced areas subject to tree trimming; improved safety; reduced voltage drops throughout the grid; and increased transformer useful life due to the reduction of short-circuits, among other advantages.The total length of secondary isolated lines as of the end of June 2017 was 16.789 km (against 15,511 km in June 2016), up by 1,278 year-over-year, a variation of 8.2%.
112
(CONVENIENCE TRANSLATION INTO ENGLISH FROM THE ORIGINAL PREVIOUSLY ISSUED IN PORTUGUESE)
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2 Power Market
Market behavior -Power generation by Copel Geração e Transmissão and wind farms totaled 10,300 GWh in the first six months of 2017 (against 13,899 GWh in the same period in 2016). The volume of energy purchased by Copel Distribuição by means of CCEARs (auctions) was 5,656 GWh (against 6,745 GWh in the same period in 2016), while the volume purchased from Itaipu was 2,945 GWh (against 2,963 GWh in the same period in 2016), as described below:
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Energy Sale -down by Copel Distribuição, Copel Geração e Transmissão, Copel Comercialização and wind farms:
| | | |
Segment | | | GWh |
| Jan - Jun 2017 | Jan - Jun 2016 | Var. |
Copel Distribuição | | | |
Captive Market | 10.149 | 11.837 | -14,3% |
Residential | 3.608 | 3.533 | 2,1% |
Industrial | 1.725 | 3.230 | -46,6% |
Commercial | 2.406 | 2.702 | -11,0% |
Rural | 1.188 | 1.166 | 1,9% |
Other | 1.222 | 1.206 | 1,3% |
Concessionaries and Licensees | 257 | 334 | -23,1% |
CCEE (MCP)(a) | 1.607 | 358 | 348,9% |
Total Copel Distribuição | 12.013 | 12.529 | -4,1% |
| | | |
Copel Geração e Transmissão | | | |
CCEAR (Copel Distribuição) (b) | 42 | 77 | -45,5% |
CCEAR (other concessionaries) (b) | 414 | 1.884 | -78,0% |
Free Customers | 2.318 | 1.813 | 27,9% |
Bilateral Agreements | 3.510 | 3.859 | -9,0% |
CCEE (MCP) | 1.725 | 883 | 95,4% |
Total Copel Geração e Transmissão | 8.009 | 8.516 | -6,0% |
| | | |
Wind Farms Complex | | | |
CCEAR (other concessionaries) (b) | 416 | 418 | -0,5% |
CER (c) | 177 | 178 | -0,6% |
Total Wind Farms Complex | 593 | 596 | -0,5% |
| | | |
Copel Comercialização | | | |
Free Customers | 257 | - | - |
Bilateral Agreements | 101 | - | - |
CCEE (MCP) (a) | 1 | - | - |
Total Copel Comercialização | 359 | - | - |
Total | 20.974 | 21.641 | -3,1% |
Note:Not considering the energy from MRE (Energy Relocation Mechanism). |
(a) CCEE: Electric Pow er Trade Chamber / MCP: Short Term |
(b) CCEAR: Energy Purchase Agreements in the Regulated Market |
(c) CER: Agreements Reserve Energy. |
| | | |
Captive Market - Copel Distribuição -Copel Distribuição’s energy sales to the captive market totaled 10,149 GWh in the first six months of 2017, down by 14.3% against the same period in 2016.
The residential segment consumed 3,608 GWh from January through June 2017, up by 2.1%, due to an increase of 1.9% in the number of customers.The residential segment consumption in the first half of 2017 represented 35.6% of the captive market, totaling 3,638,842 consumers.
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Consumption by the industrial segment decreased by 46.6% in the first half of 2017, to 1,725 GWh, mainly caused by the migration of captive clients to the free market.The intensive migration of captive clients to the free market (mostly in the second half of 2016) caused a strong decrease in the client database and the energy volume consumed in the industrial segment.Between July 2016 and June 2017, 376 clients left Copel Distribuição’s industrial captive market (122 clients in the first half of 2017). At the end of the first half of 2017, the industrial segment represented 17.0% of the captive market’s consumption and had 78,000 consumers.
The commercial segment consumed 2,406 GWh in the first half of 2017, down 11%.The decrease in the consumption was influenced by the migration of 262 captive clients to the free market between June 2016 and June 2017 (130 clients in the first half of 2017), and also due to the economic scenario, with a decrease in the retail sales volume.At the end of the first half of 2017, this segment accounted for 3.7% of the captive market, totaling 384,949 consumers.
The rural segment recorded an increase of 1.9% in consumption in the first half of 2017, totaling 1,188 GWh.By the end of June 2017, this segment accounted for 11.7% of the Copel’s captive market, totaling 356,753 consumers.
Consumption from other segments (public bodies, public lighting, public services and own consumption) totaled 1,222 GWh from January to June 2017, up by 1.3%.Jointly, these segments accounted for 12.0% of the captive market, totaling 57,394 consumers at the end of the first half of 2017.
Number of consumers -The number of end users (captive of Copel Distribution and free consumers of Copel Geração e Transmissão) billed in June 2017 was 4,516,824, up by 1.4% against the same month in 2016.
| | | |
Segment | Jun 2017 | Jun 2016 | Var. |
Residential | 3.638.842 | 3.572.311 | 1,9% |
Industrial | 78.000 | 84.457 | -7,6% |
Commercial | 384.949 | 378.733 | 1,6% |
Rural | 356.753 | 363.680 | -1,9% |
Others | 57.394 | 57.145 | 0,4% |
Total Captive Market | 4.515.938 | 4.456.326 | 1,3% |
Concessionaries and Licensees | 6 | 6 | - |
Free Customers¹ | 880 | 229 | 284,3% |
Total geral | 4.516.824 | 4.456.561 | 1,4% |
¹ All free customers served by Copel GeT, Copel Comercialização and other suppliers at the Copel Distribuição concession area. |
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3 Management
Headcount
Employees | Jun 2017 | Jun 2016 |
Copel and subsidiaries | | |
Copel | 79 | 70 |
Copel Geração e Transmissão | 1.685 | 1.671 |
Copel Distribuição | 5.914 | 6.177 |
Copel Telecomunicações | 661 | 618 |
Copel Comercialização | 40 | 3 |
Copel Renováveis | 74 | 46 |
| 8.453 | 8.585 |
Affiliated Company | | |
Compagás | 162 | 163 |
Elejor | 7 | 7 |
UEG Araucária | 17 | 16 |
| 186 | 186 |
| | |
4 Market Relations
From January to June 2017, Copel’s common (ON — ticker CPLE3) and class B preferred registered shares (PNB - ticker CPLE6) were traded in 100% of trading sessions of B3 S.A. - -Brasil, Bolsa, Balcão.
The shares outstanding totaled 44.96% of the Company’s capital stock.At the end of June 2017, Copel’s market value was R$5,904,602, based on quotations of all markets.
Out of the 58 stocks that make up Ibovespa’s theoretical portfolio, Copel’s PNB shares was 0.249%, with a 1.2174 Beta index.
Copel’s share in the portfolio of the Electric Power Sector Index — IEE was 5,509%.
COPEL PNB’s share in B3 - Corporate Sustainability Index (ISE) was 0.788%.
In B3, ON shares closed the period traded at R$19,00, while PNB shares closed at R$24.53, with negative variations of 40.42% and 10.34%, respectively.In the same period, the IBOVESPA index recorded a positive variation of 4.44%.
On the New York Stock Exchange (NYSE), PNB shares are traded at “Level 3”, in the form of ADSs, under ticker ELP, and were traded in 98% of the trading sessions, closing the period at US$7.34, with negative variation of 13.44%.Also in this period, the Dow Jones Index recorded a positive variation of 8.03%.
On the Latibex (the Euro market for Latin American Securities), which is connected to the Madrid Stock Exchange), the Company’s PNB shares were traded under the ticker XCOP in 76% of trading sessions, closing the period at € 7.77, with a negative variation of 3.84%.In the same period, the Latibex All Shares index recorded a negative variation of 0.67%.
The table below is a summary of Copel’s share trading between January and June 2017:
| | | | |
| ON | PNB |
Stock Performance (Jan - Jun/2017) | Total | Daily average | Total | Daily average |
B3 | | | | |
Number of Trades | 27.438 | 223 | 483.873 | 3.934 |
Volume Traded | 9.217.500 | 74.939 | 87.492.400 | 711.320 |
Trading Value (R$ thousand) | 205.874 | 1.674 | 2.735.315 | 22.238 |
Presence in Trading Sessions | 123 | 100% | 123 | 100% |
Nyse | | | | |
Volume Traded | 153.984 | 1.791 | 67.161.036 | 537.288 |
Trading Value (US$ thousand) | 1.057 | 12 | 618.765 | 4.950 |
Presence in Trading Sessions | 86 | 68% | 125 | 98% |
Latibex | | | | |
Volume Traded | - | - | 1.430.546 | 14.748 |
Trading Value (€ thousand) | - | - | 484 | 5 |
Presence in Trading Sessions | - | - | 97 | 76% |
| | | | |
5 Tariffs
Power distribution tariffs
| | | |
Retail distribution average rate (a) - R$/MWh | Jun 2017 | Jun 2016 | Var. |
Residential | 416,36 | 491,71 | -15,3% |
Industrial (b) | 378,13 | 417,12 | -9,3% |
Commercial | 412,13 | 467,13 | -11,8% |
Rural | 280,62 | 314,51 | -10,8% |
Other | 305,52 | 350,98 | -13,0% |
| 379,77 | 433,87 | -12,5% |
(a) W ithout ICM S. Does not consider tariff flags. |
(b) Free customers not included. |
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Power purchase tariffs
| | | |
Tariff Supply* - R$/MWh | Jun 2017 | Jun 2016 | Var. |
Itaipu (a) | 216,97 | 187,89 | 15,5% |
Auction 2008 - 2015 | - | - | - |
Auction 2010 - H30 | 211,39 | 195,43 | 8,2% |
Auction 2010 - T15 (b) | 129,36 | 170,90 | -24,3% |
Auction 2011 - H30 | 219,94 | 203,83 | 7,9% |
Auction 2011 - T15 (b) | 190,57 | 202,85 | -6,1% |
Auction 2012 - T15 (b) | 223,17 | 208,88 | 6,8% |
Auction 2016 - T20 (b) | 160,83 | 143,71 | 11,9% |
Auction CCEAR 2014 - 2019 (c) | 144,29 | 138,39 | 4,3% |
Auction CCEAR 2014 - 2019 (d) | 333,18 | 320,11 | 4,1% |
Auction 2014 - 18M | - | - | - |
Auction 2014 - 36M | - | 176,64 | -100,0% |
Bilaterais | 240,53 | 232,69 | 3,4% |
Angra | 229,71 | 204,39 | 12,4% |
CCGF (e) | 60,16 | 60,49 | -0,5% |
Santo Antonio | 136,12 | 126,16 | 7,9% |
Jirau | 119,73 | 110,97 | 7,9% |
Other auctions (f) | 166,20 | 201,15 | -17,4% |
Tariff Average Supply | 154,11 | 157,74 | -2,3% |
(a) Furnas transport charge not included. |
(b) Average auction price restated according t o the IPCA inflation index. The price comprises in fact three components: a fixed |
(c) Energy Agreements. |
(d) Capacity Agreements. |
(e) Contract of quotas of assured pow er of those HPPs w hich concessions w ere extended pursuant the new rules of Law 12783/1 |
(f) Products average price. |
*The table has been updated for all periods as new calculation methodology for average prices, a result of the 4th phase of thePublic Hearing 78/2011 Aneel approved on 03.28.2016. |
|
| | | |
Products average price
| | | |
Tariff Weighted Average Supply - R$/MWh | Jun 2017 | Jun 2016 | Var. |
Auction - CCEAR 2011-2040 | 207,14 | 193,20 | 7,2% |
Auction - CCEAR 2013-2042 | 223,66 | 207,23 | 7,9% |
Auction - CCEAR 2015 - 2045 | 158,68 | 149,32 | 6,3% |
Concession holders in the State of Paraná | 213,07 | 279,17 | -23,7% |
| | | |
6 Economic and Financial Results
Revenues (Note 32)
Until June 2017, net operating revenues was R$6,470,240, or 6.1% down against R$6,890,589 recorded in the same period in 2016.
This variation was mainly explained by:
a) 27.3% reduction in Revenues from Supply, mainly caused by:
· 12.9% average reduction in the tariff effective from June 2016; and
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· a 14.3% retraction in the captive market compared to the same period in 2016, basically due to the migration of captive clients to the free market and the country’s economic situation;
b) a 14.3% increase in Revenues from Supply, mainly caused by the increase in CCEE Revenues due to a greater average PLD in the period, R$219.16/MWh in the second quarter of 2017 against R$47.37/MWh in the second quarter of 2016;
c) a 25.6% decrease in Revenues from the Availability of the Power Grid, mainly caused by the average tariff adjustment of -12,9% in the tariff for use, which was partially offset by the effect of the cash flow remeasurement as a result of the appraisal report related to RBSE assets and a 2.0% increase in consumption of the energy wire market.
d) a 31.0% decrease in Construction Revenue, mainly caused by the revision of the implementation schedule of certain projects;
e) a 17.1% increase in Revenues from Telecommunication, largely due to the increase in the number of clients, particularly in the retail market, with the BEL Fibra product; and
f) a 93.6% increase in Sectorial financial assets and liabilities result, mainly caused by the amortization of sectorial liabilities.
Operating Costs and Expenses (Note 33)
Until June 2017, operating costs and expenses totaled R$5,207,105, up by 1.0% compared to R$5,155,158 recorded in the same period in 2016. The main highlights were as follows:
a) a 7.2% decrease in electricity purchased for resale, especially given the price variation;
b) a 35.3% decrease in the account Charges for use of the power grid, mainly due to the lower costs of System services charges - ESS and the Reserve energy charges - EER;
c) a 11.5% increase compared to the same period in 2016 in the balance of the Personnel and Management account, mainly due to salary adjustments, as per the collective bargaining agreement in effect as from October 2016;
d) a 15.0% reduction in natural gas and inputs used in gas operations, due to the decrease in consumption; and
e) a 247.1% increase in Provisions and Reversals, due to the recognition of impairment in 2017 and the reversal of provision for legal claims in the same period in 2016.
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Financial Result (Note 34)
The R$266,837 variation in financial result is mainly due to a 44.6% decrease in financial income, due to lower late payment charges on electricity bills and the deflation of the financial indexes used to restate the financial income, compared to the first half of 2016.
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Ebitda
Ebitda (earnings before interest, taxes, depreciation and amortization) is as follows:
![](https://capedge.com/proxy/6-KA/0001292814-18-002440/elpitr2q17pag120.gif)
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COMPOSITION OF GROUPS RESPONSIBLE FOR GOVERNANCE
BOARD OF DIRECTORS |
|
Chairman | Mauricio Schulman |
Members | Antonio Sergio de Souza Guetter George Hermann Rodolfo Tormin Rogério Perna Luiz Henrique Tessuti Dividino Adriana Angela Antoniolli Leila Abraham Loria Olga Stankevicius Colpo Sérgio Abu Jamra Misael |
STATUTORY AUDIT COMITEE | |
Chairman | Mauricio Schulman |
Financial Expert Members | Rogério Perna Luiz Henrique Tessuti Dividino Leila Abraham Loria Olga Stankevicius Colpo |
SUPERVISORY BOARD | |
Sitting members | Norberto Anacleto Ortigara Mauro Ricardo Machado Costa Nelson Leal Junior Roberto Lamb Letícia Pedercini Issa Maia |
|
Alternate members | Osni Ristow Roberto Brunner Gilmar Mendes Lourenço Kurt Janos Toth Alexandre Pedercini Issa |
EXECUTIVE BOARD | |
CEO | ANTONIO SERGIO DE SOUZA GUETTER |
Enterprise Management Officer | Gilberto Mendes Fernandes |
Chief Financial and Investor Relations Officer | Adriano Rudek de <oura |
Business Development Officer | Harry Françóia Júnior |
Institutional Relations and Legal Officer | Cristiano Hotz |
Governance, Risk and Compliance Officer | FABIO MALINA LOSSO |
Assistant Officer | PAULO CESAR KRAUSS |
| |
ACCOUNTANT | |
CRC-PR-045809/O-2 | ADRIANO FEDALTO |
| |
Information about this report | |
Investor Relations | Phone: +55 (41) 3222-2027 ri@copel.com |
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REVIEW REPORT ON QUARTERLY INFORMATION
To the Shareholders and Management of
Companhia Paranaense de Energia - Copel
Curitiba – State of Paraná
Introduction
We have reviewed the individual and consolidated interim financial information of Companhia Paranaense de Energia - Copel (“Company”), respectively identified as Parent Company and Consolidated, included in the Quarterly Information Form - ITR for the quarter ended June 30, 2017, which comprise the statement of financial position as of June 30, 2017 and the related statements of income and comprehensive income for the three and six-month periods then ended and the statements of changes in equity and cash flows for the six-month period then ended, including the accompanying notes.
The Company’s management is responsible for the preparation of this individual and consolidated interim financial information in accordance with Technical Pronouncement CPC 21 (R1) - Interim Financial Reporting, and in accordance with the international accounting standard IAS 34 – Interim Financial Reporting issued by the International Accounting Standards Board (IASB), as well as for the presentation of this information in accordance with the standards issued by the Brazilian Securities and Exchange Commission and applicable to the preparation of the Quarterly Information – ITR.Our responsibility is to express a conclusion on this interim financial information based on our review.
Scope of the review
We conducted our review in accordance with Brazilian and international standards for review of interim financial information (NBC TR 2410 and ISRE 2410 – Review of Interim Financial Information Performed by the Independent Auditor of the Entity).A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.A review is substantially less in scope than an audit conducted in accordance with auditing standards and, consequently, we were unable to obtain assure that we were aware of all significant matters that might be identified in an audit.Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that would leads us to believe that the individual and consolidated interim financial information included in the quarterly information referred to above was not prepared, in all material respects, in accordance with CPC 21 (R1) and IAS 34 applicable to the preparation of Quarterly Information – ITR and presented in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM).
"Deloitte" refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee ("DTTL"), its network of member firms, and their related entities. DTTL and each of its member firms are legally separate and independent entities. DTTL (also referred to as "Deloitte Global") does not provide services to clients. Please see www.deloitte.com/about to learn more about our global network of member firms. Deloitte provides audit, consulting, financial advisory, risk advisory, tax and related services to public and private clients spanning multiple industries. Deloitte serves four out of five Fortune Global 500® companies through a globally connected network of member firms in more than 150 countries bringing world-class capabilities, insights, and high-quality service to address clients’ most complex business challenges To learn more about how Deloitte’s approximately 225,000 professionals make an impact that matters, please connect with us on Facebook, LinkedIn, and Twitter. © 2017 Deloitte Touche Tohmatsu.All rights reserved. | |
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Emphasis of matter
Restatement of comparative balances
As described in note 4.1 to the interim financial information, due to the changes in accounting policies made by the Company, related to the classification of the adjustment of the expected cash flows of the concession financial asset, the corresponding amounts of the interim financial information related to the consolidated statements of income for the three- and six-month periods ended June 30, 2016 and the statement of value added for the six-month period then ended (supplementary information), presented for comparison purposes, were reclassified and are being restated as provided for in CPC 23 and IAS 8 - Accounting Policies, Changes in Accounting Estimates and Errors.Our conclusion does not contain modification in respect of this matter.
Other matters
Statements of value added
We have also reviewed the individual and consolidated statements of value added (DVA) for the six-month period ended June 30, 2017, prepared under the responsibility of the Company’s management, the presentation of which in the interim information is required in accordance with the standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of the Quarterly Information - ITR and considered as supplementary information by International Financial Reporting Standards (IFRS), which do not require the presentation of the DVA.These statements were submitted to the same review procedures previously described and based on our review, we are not aware of any fact that leads us to believe that they were not prepared, in all material respects, in a manner consistent with the interim financial information taken as a whole.
Curitiba, August 10, 2017
DELOITTE TOUCHE TOHMATSU Auditores Independentes | Fernando de Souza Leite Engagement Partner |
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SUPERVISORY BOARD’S OPINION
ON THE RESTATED INTERIM FINANCIAL INFORMATION FOR THE SECOND QUARTER OF 2017
The members of the Supervisory Board of Companhia Paranaense de Energia - Copel, undersigned, in accordance with their legal and statutory duties and responsibilities, have examined the Interim Financial Information for the 2nd quarter of 2017 approved by the Company’s Board of Directors at the meeting held on this date. The minutes were received and assessed individually by the members prior to the meeting and were previously discussed with the Management, the independent auditors and the Supervisory Board. Based on the work performed in the quarter, the analyses performed, the monitoring of discussions on internal controls and the clarifications provided by Management and the independent auditors and also considering the Limited Review Report of the Independent Auditors Deloitte Touche Tohmatsu Auditores Independentes, issued without qualifications, the members of the Supervisory Board declare that they are not aware of any facts or evidences that are not reflected in the Interim Financial Information for the quarter ended June 30, 2017 and conclude that this information may be disclosed.
Curitiba, June 13, 2018
/s/ | /s/ |
|
GILMAR MENDES LOURENÇO | LETÍCIA PEDERCINI ISSA MAIA |
/s/ | /s/ |
|
MAURO RICARDO MACHADO COSTA | ROBERTO LAMB |
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S T A T E M E N T
By this document, the Chief Executive Officer and the other Officers of Companhia Paranaense de Energia - Copel, publicly-held mixed capital company, with its headquarters at Rua Coronel Dulcídio nº 800, Curitiba - PR, enrolled with the National Registry of Legal Entities (CNPJ) under No. 76.483.817/0001-20, for the purposes of the provisions in item II, paragraph 1 of article 29 of CVM Instruction 480/2009, state that:
(I) they have reviewed and discussed and agree with the opinions expressed in the audit report of Deloitte Touche Tohmatsu Auditores Independentes related to the interim financial information of Copel included in the Quarterly Information Form - ITR as of June 30, 2017; and
(II) they have reviewed and discussed and agree with the interim financial information of Copel included in the Quarterly Information Form - ITR as of June 30, 2017.
Curitiba, August 10, 2017
| |
/s/ | /s/ |
ANTONIO SERGIO DE SOUZA GUETTER | GILBERTO MENDES FERNANDES |
Chief Executive Officer | Enterprise Management Officer |
|
/s/ | /s/ |
ADRIANO RUDEK DE MOURA | HARRY FRANÇÓIA JÚNIOR |
Chief Financial and Investor Relations Officer | Business Development Officer |
Investors | |
|
/s/ | /s/ |
CRISTIANO HOTZ | FABIO MALINA LOSSO |
Chief Legal and | Chief Governance, |
Institutional Relations Officer | Risk and Compliance Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
COMPANHIA PARANAENSE DE ENERGIA – COPEL |
| | |
By: | /S/ Antonio Sergio de Souza Guetter
| |
| Antonio Sergio de Souza Guetter Chief Executive Officer | |
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.