Efficient Use of Resources
Transcription
Efficient Use of Resources
1 AES EL ETROP AULO Sustainability report 2012 2 Summary About the report Message from the CEO Profile Corporate Governance Consistency Transparency Governance Structure Corporate Structure Capital Market Strategic and Sustainable Planning Sustainability Platform Public Commitments Corporate Management Strategic Plan Cycle Safety Workforce Safety Safety for the Population Innovation and Excellence for the Customer’s Satisfaction Customer Satisfaction Operational Excellence Efficient Use of Resources Efficient Use of Financial Resources Efficient Use of Power Resources Efficient Use of Natural Resources Development and valuation of employees, suppliers and communities Development and Valuation of employees Development and Valuation of suppliers Development and Valuation of communities Social Report (Ibase) Assurance Report of socioenvironmental information Assurance report on the process of engagement of public of relations GRI Exam Statement Index of GRI Indicators Credits 3 4 7 11 11 14 15 19 19 21 23 25 26 27 30 31 33 36 37 41 45 45 53 57 63 63 70 74 82 83 86 88 89 93 3 About the report GRI: 2.1; 3.1; 3.3; 3.4; 3.5; 3.6; 3.8; 3.9; 3.10 AES Eletropaulo provides, in this sustainability report, the initiatives to insure the development of its business, by exposing the key matters related to the company’s social, environmental and economic responsibility. Published by the seven consecutive years under the guidelines of the Global Reporting Initiative (GRI), this document is in compliance with level B of adherence to the guidelines, and was subject to external verification. Eventually and always indicated in the explanatory notes, specific assumptions for calculating the GRI indicators with additional methodologies were adopted. Complementarily, reformulations in information previously provided are indicated in the explanatory notes. Published on an annual basis, the report covers the period between January 1, 2012 and December 31, 2012 and provides information on the AES Eletropaulo’s activities in its operational units in the State of São Paulo. The content was defined together with all the company’s areas and based on the discussions during the 4th Cycle of Relationship Discussions, carried out between September and November 2012, which represented a development process, attended by employees, suppliers and clients (corporate and residential). This report is in compliance with the commitment established with target audiences on the disclosure of the findings related to the Sustainability Platform, in the context of the "Communication, Knowledge and Information". C C+ B B+ A A+ Answer to items: Answer to all criteria mentioned to Level C plus: 1.2; 3.9, 3.13; 4.5 to 4.13; 1.1; 2.1 to 2.10; 3.1 to 3.8, 3.10 to 3.12 G3 Performance Indicators and Sector Supplement Not required Answer to a minimum of 10 Performance Indicators, including at least one of each the following performance areas: social, economic and environmental. 4.16 to 4.17 Information about Management Way to each Indicator Category Answer to a minimum of 20 Performance Indicators, including at least one of each of the following performance area: economic, environmental, human rights, labor practices, society, and responsibility over the product. Management Way disclosed for each Category of Indicator Answer to each essential indicator of G3 and of Sector Supplement* considering the Principle of materiality of one of the following ways: (a) answering to the indicator or (b) explaining the reason of such omission. With external verification G3 Management way The same required to Level B With external verification Content of the Report 4.1 to 4.4, 4ª14 to 4.15 With external verification G3 Profile To forward doubts and suggestions about this report, right to the board of Communication and Sustainability, to the care of Luiz Pires, on the e-mail comunicacao@aes.com. 4 Message from the CEO GRI: 1.1; 1.2; EU10; EU19; EU28; EU29 For the first time, we announced our financial results together with the social and environmental enterprises of AES Brazil. This consolidates an important step in the Strategic and Sustainable Planning, we released in early 2012, and provide more clarity to the commitments we have made to contribute to the sustainable development of the company. The year 2012 was marked by significant events such as confirmation of the third tariff review of AES Eletropaulo, the introduction of the program to reduce the electricity tariff and the definition of the proposal for renewal of the licenses of distribution, transmission and generation of electricity, maturing between 2015 and 2017. It is expected that the reduction of electricity tariffs, implemented since January 2013, will contribute to greater competitiveness of Brazilian industry and promote the economic growth of the Country. The hydrology arising from a shyest scheme of rains in the 4th quarter of 2012 led to the activation of higher level of thermoelectric power generation to supply electricity demand in the country. This brings reflection on how the industry should move more consistently in expanding the operational flexibility of the Brazilian electrical system, ensuring greater security of supply against volatile hydrological situations. In this scenario, we maintained investments and focus on customer satisfaction in the pursuit of growth opportunities of our generation capacity and improving efficiency standards and discipline in execution. We invested in 2012, R$ 1.2 billion in our operations in electricity distribution - AES Eletropaulo and AES Sul, improving the quality of services, and modernizing the power grid. The frequency (FEC) and the average duration of interruptions (DEC) were reduced by 15% and 19%, respectively, in the concession area of AES Eletropaulo, and in 8% and 9% in AES Sul. We surpassed 500 thousand families with regularized wiring in municipalities served by AES Eletropaulo, which added to those of AES Sul are equivalent to 2 million people in lowincome communities benefited by our services and the education program for the efficient and safe use of electricity, between 2004 and 2012. On the subject of safety our number 1 value, we did not record fatal accidents involving our own employees for the second consecutive year and reached 16.8% reduction in accidents involving company employees and contractors. We regret two fatal accidents involving employees of contractors of AES Eletropaulo and AES Sul and expanded our actions and investments in training monitoring and consolidation of a culture consistent with our values of safety to all those who provide services to us. Fatal accidents involving the population were reduced by 16% in the areas where we operate. In generation, we invested approximately R$ 139 million in the modernization program of hydro plants. In pursuing the goal of expanding the generation capacity of AES Tietê, up to 3000 MW by 2016, followed with the environmental licensing process for installing the Term Sao Paulo project with 550 MW capacity. We also acquired an option to purchase the Project Term Araraquara, with a capacity of 579 MW, in São Paulo. We expanded, yet, our activities in energy trading in the free market, achieving a portfolio equivalent to 288 MW as part of our strategy for the rehiring of energy to be provided by AES Tietê from 2016. After more than four years, we resumed thermoelectric operations on natural gas, in Rio Grande do Sul, AES Uruguaiana, initially in an operation of an emergency nature, providing 5 up to 244 MW to the system from February 2013, but certain we could contribute to the flexibility in the operation of the electrical system of the country enabling, together with the Brazilian government, the conditions for sustainable and long-term operation. We seeked, throughout the past year, to be more efficient and have discipline in execution, especially in AES Eletropaulo, according to the third tariff review cycle. We invested in technology, including a new modern Operation Center for AES Eletropaulo, and made significant changes, integrating all business areas of the Group and the Commercial and Operations areas of AES Eletropaulo in a single head office in the municipality of Barueri in the State of São Paulo. AES Brazil ended 2012 with EBITDA of R $ 2.6 billion and net income of R $ 1.1 billion, 46% and 62% lower than 2011. Part of this result is due to the sale of AES Atimus, recorded in the balance sheet for the year 2011, and the reflections of the third tariff review of AES Eletropaulo. Our investments for 2013 will total R$ 1.1 billion, of which R $ 918 million for energy distribution (R$ 647 million in AES Eletropaulo and R $ 271 million in AES Sul) and R $ 213 million in the continuing modernization program of hydroelectric plants at AES Tietê. We obtained several recognitions throughout 2012, as recognition we dedicate the trust and support of our employees, customers, investors, suppliers, shareholders, communities, regulatory bodies and public power: AES Eletropaulo and AES Tietê won the National Quality Award, the National Quality Foundation; AES Brasil was recognized for the second time as one of 20 model companies in Sustainability, according to Sustainability Guide Exam; AES Eletropaulo and AES Tietê integrate, once more, the Corporate Sustainability Index (ISE) of BM &FBovespa; AES Sul was named one of the 150 best companies to work for, according to the Guia Você S.A 2012; AES Eletropaulo was voted the most admired company in Brazil in 2012, the fourth consecutive year in the category "Electricity Supply", in award sponsored by the magazine Carta Capital; AES Eletropaulo won the Children's Award, the ABRINQ Foundation / Save the Children, as a reference company in the country in serving children from 0 to 6 years through the work of Luz e Lápis Children’s Education Center. Britaldo Soares President of the Group AES Brasil 6 Profile AES Eletropaulo A company providing sustainable solutions in electricity for over 6.4 million customers GRI 1.2; 2.1; 2.2; 2.4; 2.5; 2.7; 2.8; 3.6 Since 1998, AES Eletropaulo operates in the metropolitan region of São Paulo, distributing electricity to 24 municipalities in São Paulo (see the list of municipalities in the table below) in a total area of 4,526 km2. The Company is the largest distributor of electric energy in Latin America supplying electric energy to 16.6 million inhabitants and 6,5 million consumer units. Therefore, counting on a staff comprised of 5,872 own employees and 11,563 subcontracted employees, serving its clients with quality and efficiency. The area of concession of AES Eletropaulo is focused on the main industrial and financial center in Brazil, with a Gross Domestic Product (PIB) that represents more than 50% of the total GDP in São Paulo, according to the information provided by Fundação Sistema Estadual de Análise de Dados (Seade) and Instituto Brasileiro de Geografia e Estatística (IBGE). The Human Development Index (IDH) of the region totals 0.828 – based on a scale from 0 to 1. Based on these characteristics, AES Eletropaulo is responsible for the supply of 34.3% of the total electricity consumed in the State of São Paulo and 10.5% of the total electricity consumed in Brazil. In order to meet these challenges and focus on the supply of efficient and sustainable electric energy solutions to meet its clients' needs, in 2012, the company invested R$ 831.1 million in the projects for maintenance, expansion and modernization of the network, in addition to the services provided to the customer. This amount is 12.5% greater than the investments performed in 2011 (R$ 738.7 million). In 2012, AES Brasil, whose Group AES Eletropaulo also takes part, completed a significant change in its work structure to provide further integration, synergy, improvement, efficiency and competitiveness. In an innovative work environment that promotes the welfare of the employees, AES Brasil transferred its head office and integrated the Group’s corporate areas, including the Commercial and Operational areas of AES Eletropaulo, in a single building in the city of Barueri (SP). For further information on the effects and benefits of this change, see page 63. Cities of Concession Area of AES Eletropaulo Barueri Itapevi Santana do Parnaíba Cajamar Jandira Santo André Carapicuíba Juquitiba São Bernardo do Campo Cotia Mauá São Caetano do Sul Diadema Osasco São Lourenço da Serra Embu Pirapora do Bom Jesus São Paulo Embu-Guaçu Ribeirão Pires Taboão da Serra Itapecerica da Serra Rio Grande da Serra Vargem Grande Paulista 7 GRI 2.3; 2.6; EU1; EU4 AES Eletropaulo in numbers 5.872 own employees and 10,251 subcontracted employees 6,5 million consumer units 24 cities served 151 substations 13.703,8 MVA of installed capacity 41.177,6 km of aerial distribution grid 3.134,9 km of underground distribution grid 1.766,7 km of aerial subtransmission line 190 km of underground subtransmission line R$ 9.95 billion of net operating income R$ 831,1 million invested in the modernization and expansion of the grid and customer service R$ 107,9 million in net income R$ 113.24 in investments in the communities of our concession area 45.557 GWh* of energy distributed to the captive market and free customers R$ 1.157.629.316,47 of capital stock 66 thousand shareholders** 56.3% Free float*** * wh (watt-hour) is the unit of measurement that indicates the amount of energy necessary to power a 1 watt load for the period of 60 minutes. 1 gwh (gigawatt-hour) is equal to 1 billion watts, or 3,600 gj. / ** AES Eletropaulo is a publicly-held company and trades its shares in BM&FBovespa. / *** It is the percentage of free shares to be traded in the market and not held by strategic shareholders (controlling shareholders and executive officers, as well as shareholders holding over 5% of the company’s total capital). The free float does not comprise the restricted shares (which cannot be traded) and those in treasury. In practical terms, the highest the free float is, the highest is the liquidity in the market. GRI EU3 Units Consumers per Class 2010 2011 2012 Residential 5.749.408 5.956.173 6.094.754 345.682 344.606 340.098 Industrial 29.020 28.465 27.972 Others 17.954 18.545 19.286 6.142.064 6.347.789 6.482.110 Commercial Total GRI 2.3; 2.4; 2.5 AES Corp. e AES Brasil AES Corp. is a global company operating in the generation and distribution of electricity. Operating in 27 countries, its workforce, comprised of 27 thousand people, is committed with the operational excellence and compliance with the energy consumption needs in the world. In Brazil since 1997, AES acts in the generation, distribution and sale of electric power, with operations in the states of São Paulo and Rio Grande do Sul. Currently, it comprises a workforce of 7.6 thousand employees in Brazil. AES Brasil Group is comprised of two distributors, AES Eletropaulo and AES Sul, and two generators, AES Uruguaiana and AES Tietê. Together, these companies account for 12.5% of electric energy distributed and 2.2% of installed capacity in the country. For further information on the AES Eletropaulo’s background, access www.aeseletropaulo.com.br. 8 Regulatory Landscape The year of 2012 was one of significant changes in the Brazilian electricity sector. In addition to the effects from the tariff reviews, the periodical process performed by the National Electric Energy Agency (Aneel), the Federal Government announced a number of reductions of electric power fees in order to stimulate the Brazilian economy through the Provisional Measure 579. The main purpose of the review is to ensure the fair value of the tariff charged against the consumers, based on the gains in terms of efficiency and productivity of the distributor in a specific period set forth in the agreement – each four years for AES Eletropaulo. The tariff review index approved in July of 2012 by ANEEL was -9.33% (average effect absorbed by the consumer) and -5.60% (economic effect). The Company has already expected the tariff reduction due to the sharing of efficiency gains and productivity, however, at a level lower than that provided by Aneel. The effects from this change affected the Company as a whole and, despite of the recognition due to the excellence in the management (see page 26), it resulted in the restructuring of positions and salaries to be aligned with the new financial scenario (see page 65). The tariff review in 2012 is not directly related to the annual tariff adjustment, in the period and intercycles, in which the formula included in the concession agreement is applied. Also in the regulatory landscape, on September, 2012, a measurement package was announced in order to encourage the economy growth. This package, also through PM579, seeks to reduce the energy costs to all consumers. This initiative seeks for an average reduction of 20.2%1 in the electricity tariffs, of which, in average, 16.2% refers to the residential customers and 19.7% to 28.0% refers to the industrial consumers, based on two main aspects: reduction of the sectorial charges (up to 7%) and redefinition of the conditions for renewal of the concession agreements for generation, transmission and distribution, falling due between 2015 and 2017 (up to 13.2%). The effects from PM 579 and related legislation were already considered in the calculation of the tariff of AES Eletropaulo, performed by Aneel, on February, 2013. The consumers of AES Eletropaulo will have a reduction of 18.25%. Awards and recognitions GRI 2.10 The year of 2012 was marked by significant activities and consolidation of important strategic actions of AES Eletropaulo, all directed to the construction of more efficient processes for the improvement of the services provided and customer satisfaction. This performance was recognized by the target audiences and translated into important awards. Some of the significant awards are as follows: ● 2012 Abradee Award: promoted by the Brazilian Association of Electric Power Distributors (Abradee), it recognizes the best distribution companies operating in Brazil. In the year, the company advanced from the 8th to the 5th position, amongst the 29 companies with over 500 thousand clients. With respect to the specific categories, we refer to the first position in the ranking of the Economic and Financial Management, as well as the second position in the ranking of the Social Responsibility; 9 ● Corporate Sustainability Index (ISE): for another year (portfolio of 2013), AES Eletropaulo will comprise this important portfolio of shares, of which it is a member since 2005 in BM&FBovespa; ● National Quality Award: promoted by the National Quality Foundation, recognized AES Eletropaulo, again, in 2012 for its management practices and continuous improvement; ● 2012 Most Admired Companies in Brazil: for the fourth consecutive year, AES Eletropaulo was considered the most recognized company in the “Energy Supply” category in the award granted by Carta Capital magazine; ● 2012 Annual Balance of the Best and Largest Companies: organized by the Diário do Comércio newspaper, AES Eletropaulo was considered the best company in terms of financial results and efficiency; ● Best Brazilian Companies: awarded in the “Energy Efficiency” category in the first edition of the award granted by the Brasil Econômico; ● Company that Mostly Respects the Consumer: awarded in the “Energy Suppliers” category by the Consumidor Moderno magazine; ● Energy Efficiency Highlight: award granted in the 9th Brazilian Congress on Energy Efficiency; ● Children Award of Fundação Abrinq/Save the Children: AES Eletropaulo was recognized as a reference in Brazil in terms of services provided to children between 0 and 6 years old through the Luz e Lápis Children’s Education Center; ● Certification ISO 14001: The certification was made to all the processes of the company, from the distribution system to its facilities; ● Abrasca de Criação de Valor Award: AES Eletropaulo received the sectorial achievement award, for the acknowledgement of the efforts of the company, which created 13.7% of the value to its shareholders in average of the last three years. ● APEX global Awards 2011: it acknowledges the company and the country which performed the best implementation and development of Apex program, of AES Corp. and its practices. ● Certification OHSAS 18.001: in 2012, the health and safety management system of AES Eletropaulo was certified comprising all of the company’s facilities and activities; Companies that Communicate the Best with Journalists: prize , awarded to AES Brasil, which recognizes the quality of the relationships that companies have with journalists and with the market, as well as emphasizing the level of treatment offered to the press based on the accessibility, availability and ease of verification of general information or related to business. Sustainability Reference In 2012, AES Brasil Group was recognized as one of the 20 sustainable role model companies by the Exame magazine. This award, provided by one of the most recognized business publications in Brazil, is the recognition of the commitment assumed by the Group´s companies with the sustainable development, represented by strategy, goals in the medium and long term and practical actions. 10 Governance Structure Strategic and Responsible Operation The adoption of good practices is essential for the efficient business management and, therefore, an important basis for value creation In order to develop a strategic and responsible corporate governance structure, the companies comprising the AES Brasil Group operate in order to ensure the equity and transparency in the relations with shareholders and the protection of the rights of the other target audiences. Accordingly, these companies are based on the Consistency and Transparency Principles of AES Corp. With respect to the consistency, the companies adopt and comply with the commitment to develop, with all related parties, the transactions and activities in accordance with their values and guidelines. In terms of transparency, the companies work on a continuous basis to define an open and transparent communication with all target audiences. Vision, Mission and Values GRI 4.8 In order to consolidate the high performance culture disseminated in all companies of AES Brasil Group, AES Eletropaulo's initiatives are aligned with the organizational guidelines, objective and long-term goals set forth in the Group's Strategic Sustainable Plan. All companies comprising AES Brasil are guided by the same mission and Values. Vision To be the best power distribution concessionaire in Brazil by 2016. Mission Promote welfare and development with safe, sustainable and reliable offer of electric energy solutions. Values Safety in first place; Act with integrity; Honor commitments; Seek excellence; Job satisfaction. Consistency In accordance with its values, specifically with respect to acting with integrity, since 2011 AES Eletropaulo comprises the Pro-Ethics Company Registry. As an initiative of the General Controllership of the Federal Government (CGU) and the Ethos Institute, this registry evaluates, judges – based on strict criteria – and discloses the organizations that voluntarily intends to develop an environment of commercial integrity and confidence, including those operating in the public sector. Integrate the registry 14 companies, of which three comprise the AES Brasil Group (AES Eletropaulo, AES Tietê and AES Sul). For 11 further information on CGU initiative and Ethos Institute, visit: www.cgu.gov.br/empresaproetica Requirements evaluated by the Pro-Ethics Company Registry ● Adoption of an internal code of ethics; ● Adoption of social responsibility rules; ● Creation of a system to receive anonymous comments; ● Implementation of rules to receive gifts; ● Creation of internal commission to judge eventual deviations committed internally. The recognition confirms that the ethics was always the basis to conduct business in AES Eletropaulo. It is a formal and express commitment disclosed by the Value Guide, a set of rules, assumptions and recommendations to ensure the transparency and consistency in the measures adopted by AES Brasil Group (see the table below for further information). In addition, the Ethics and Compliance Program promotes the good practices to all target audiences and ensures the highest ethics level in all relationships with our interested parties, reducing the exposures in terms related to reputation. Value Guide The activities of the companies comprising AES Brasil are supported by our Code of Ethics and Business Behavior, denominated “The AES Values – from Words to Actions”. The document is based on the AES Corp.’s guidelines, which support the corporate governance practices. The Value Guide is available to all interested parties at www.aesbrasil.com.br/Documents/GuiadeValores.pdf. Contractual Compliance Review GRI SO2 The contractual compliance review has the purpose to verify the legal and ethics conduct of the commercial partners, prior to an agreement contracting or renewal, and safeguard AES Eletropaulo from situations that may characterize any ethics or legal violation, to ensure the integrity of the business. On a periodical basis, the Group offers training to improve the understanding of the Values of the company and discussion of the daily ethical matters, such as the FCPA (Law against Corruption). As on FCPA (Anti Corruption Law). Based on the Compliance program, there are rules for evaluation and previous approval of the engagements of all areas of the companies comprising the AES Group in Brazil with respect to the amounts greater than US$100 thousand or that could be classified as high risk, regardless of any value. GRI SO3 Employees trained in procedures against corruption Management Others 2009 2010 2011 2012 303 13 337 1 3,813 276 4,414 67 Note: In 2009, the training against corruption was performed by 96% of the employees; in 2010, employees that have not performed the training in the previous year attended to the training, together with new employees; in 2011, the training was performed by 86% of the employees; in 2012, employees that have not performed the training in the previous year attended to the training. 12 GRI 4.12 Integrity Commitments AES Brasil Group is considered to be a reference by adopting strict initiatives that supersedes the common market practices. The companies comprising the Group are, for example, signatories of the Corporate Treaty for Integrity and Anti-corruption, a joint initiative from Ethos Institute, Uniethos, Patri, the United Nations Development Programme (Pnud), United Nations Office on Drugs and Crime (Unodoc) and the Brazilian Committee of the Global Pact. These companies also comprise the ethic committee of the National Quality Foundation (FNQ), whose purpose is to contribute with other organizations in the development of the best joint practices and in the production of materials to support other companies that intend to adopt transparent and reliable initiatives. Dissemination of Values GRI SO2; SO3; SO4 Over 2012, 5,570 employees of all units of AES Eletropaulo attended to the trainings directed to the disclosure and improvement of the Company's values and internal policies, as indicated in the table below: Trained persons by type of training (2012) Subject Trained employees Integration for new employees 7 Program of Leadership Development (PDL) 30 Workshop Contract Compliance 7 Prohibition of Second Job and External Activity 9 Prohibition of Extra Compensation in Christmas 562 4.962 Ethics Champions FCPA (Foreign Corrupt Practices Act) 69 Global Ethics Day 1.739 AES Brasil Value Guide Certification 5.570 Total of Employees with Compliance Training 5.570 Suppliers trained by type of training(2012) Theme Suppliers trained FCPA (Foreign Corrupt Practices Act) 9 Prohibition of Extra Compensation in Christmas 168 Total of Suppliers with Compliance Training 177 Despite the efforts undertaken by AES Eletropaulo to disclose its value and adopt the measures to prevent the unlawful actions, in 2012 we recorded two cases of corruption, which resulted in the discharge of three employees. In one of the cases the supplier was also blocked. 13 GRI HR6; HR7 Decent Work AES Brasil works in order to eradicate child labor and prevent degrading and forced labor in its supply chain by means of various tools. Also in the register stage, the companies of the Group make available information related to Ethics Code. In contracts, there are specific clauses on this matter. Also, audits in loco are performed in suppliers. The matter is also included in the checklist of verification of Safety Inspections. In order to enter into this undertaking, AES Brasil has executed in 2010 the National Treaty for the Eradication of Slave Labor in Brazil. Transparency GRI HR3; HR4; SO7; PR9 Aligned with the transparency guideline, AES Eletropaulo works, on a daily basis, to establish the communication relationship with all target audiences. The company is supported by the AES Helpline, the communication line, available 24 hours a day and 365 days of the year to receive and address the claims reporting ethics concerns or doubts related to the Company’s values, as reported by the several target audiences of the companies comprising the AES Brasil Group. Through telephone (0800 891 4167) or internet (www.aeshelpline.com), AES helpline receives from own employees or subcontracted employees, suppliers, shareholders and others doubts, claims or denounces related to ethics, lack of ethics and business practices deemed illegal, corrupt or not in accordance with AES values. The reports do not need to be identified and will always be treated as confidential. The confidentiality is ensured as all cases are received by an outsourced company globally contracted by AES Corp., located in the United States of America, ensuring, therefore, the accuracy, transparency and lawfulness of the verification process. All reports are analyzed and verified by the Compliance Management. The most sensitive cases are reported to the Ethics Committee for decision and resolution by the organization leadership. AES Corp., on the other hand, manages the results of these inspections, whose final level is the inspection, and the process may be resumed, if necessary. In 2012, there was an accusation related to the religious discrimination. This happened in March and was investigated by the Compliance department. At the end of the investigation, it was concluded that it did not have legal basis. AES Brasil AES Eletropaulo AES Helpline 2010 2011 2012 2010 2011 2012 Claims 314 278 250 249 222 197 Requests for guidance 105 102 53 81 77 45 Total 419 380 303 330 299 242 In 2012, AES Brasil Group received a total of 303 calls, of which 53 relate to clarifications and 250 relate to cases that could affect the Group's values. At AES Eletropaulo, out of the 242 received calls, 197 were claims and 45 about guide requests. 14 Governance Structure GRI: 4.1; 4.3; 4.4; 4.9; 4.5; 4.6; 4.7; 4.10; 4.11 The corporate governance of AES Eletropaulo is supported by its corporate bodies, as described below, which are responsible for the analysis and decision-making procedures in accordance with the matters set forth in the Bylaws. General Meeting The General Meeting is the Company’s resolute body and, although it has the power to resolve on all matters, it is generally requested solely with respect to those cases that are private. There are two types of meetings: the ordinary and extraordinary. The Ordinary General Meeting, as a rule, is requested by the Board of Directors, and shall occur in the first four months of each year to resolve on the matters set forth in article 132 of the Brazilian Corporate Law. The Extraordinary General Shareholders’ Meeting may be requested by the Officers, Board of Directors (when installed) or by the shareholders of the company in the cases provided in article 123 of the Corporation Law and whenever necessary, to resolve on the matters that not require specific power. Board of Directors The Board of Directors is the body responsible for the determination of the general direction of the Company’s business, as well as for the approval of relevant matters and under its exclusive responsibility, as set forth in the By-Laws. It is comprised of 11 effective members and nine alternates, of which two effective members are independent directors (as set forth in the Level 2 Regulation of BM&FBovespa), one effective member and the respective alternate representing the employees, and one effective member representing the minority ordinary shareholders and the other shareholders indicated by the controlling shareholders. The mandate of the currently management directors ends at the General Meeting requested to approve the financial statements for the year of 2012, having met 14 times throughout 2012, to conduct and monitor, on an effective basis, the company’s economic, operational, social and environmental performance. Supervisory Board The Supervisory Board is the body those oversights the executive officers’ acts, as well as verifies its compliance with legal and statutory obligations. Its installation is optional and the Bylaws on its functioning, in a permanent way,, or in the fiscal years in which it is installed at the request of the shareholders. When operational, its opinion is mandatory with respect to certain matters set forth in current law or in the Bylaws, such as annual management report, including its opinion on the supplementary information that it may deem required or useful by the General Meeting; proposals of the management bodies, to be submitted to the General Meeting, related to the capital stock changes, issuance of debentures or subscription bonus, investment plans or capital budgets, distribution of dividends, transformation, incorporation, merger or spin off; among others. It is comprised of five effective members and five alternates, with mandate through the first Ordinary General Meeting held after the election of its members. Some of the meetings are held together with the meetings of the Company’s Board of Directors. Board of Executive Officers The Board of Executive Officers is the executive body responsible for the company’s management, in addition to the resolutions of the General Meetings and Board of Directors. It is comprised of the CEO, the Company’s Vice-CEO and the Investor Relations Officer and 15 more five officers vice-presidents, with mandate of three years, reelection being permitted. The mandate of the current members of the Executive Board terminates at the General Meeting that approved the financial statements for the year ended 2012. Sustainability Committee The Sustainability Committee is not a statutory body of the Company being responsible for ensuring the management and rendering of accounts related to the sustainability matters, including the validation of the strategy and the oversight of the progress through the monitoring of the action plans, development of indicators and measurement of goals. It is comprised of the AES Brasil’s CEO and its vice-CEO and reports directly to the Board of Directors of each one of the Group’s companies. Management Policy Committee of Investments and Operational The Management Policy Committee of Investments and Operational is a statutory body to act together with the Board of Directors of and the Executive Officers of the company and its function is to assess the Board of Directors, being its competence: (i) analyze the proposals of the Annual Business Plan; (ii) analyze the proposals of investment plans on expansion, replacement and improvement of facilities, programming, and operation and maintenance of the company's budget; (iii) monitor the evolution of the performance indicators of the company; (iv) assess the adequate provision of services of the company, in compliance with the standards required by the regulator body; and (v) monitor the implementation of the Annual Business Plan, well as the analysis of all issues involving strategic and relevant aspects of technical-operational, legal, administrative, economic, financial, environmental and social. The management committee has permanent operation and consists of six members, appointed in the form of the Shareholders' Agreement of Companhia Brasiliana de Energia. Performance Forum (Management System) It ensures the compliance with the strategic goals and planned operational performance. It is supported by the company’s executive officers and leaderships. Focused Groups and Areas Compliance It is subordinated to the Vice-chair of Legal Matters of the AES Brasil, this area is responsible for the Ethics and Conduct Code and its dissemination, trainings related to ethics and compliance, inspection of the matters reported by the AES Helpline Channel and evaluation of the reputation and ethics behavior of the suppliers, agents, service providers and current or potential business partners. Information Security It ensures the confidentiality, integrity and availability of the business information complying with the requirements of corporate governance and legislation. Internal Audit It prepares, together with AES Corp., an annual audit plan that includes the business, regulation and control risks. Internal Controls It proposes, improves and monitors the implementation of the best corporate governance practices. 16 GRI 4.2; Members of the Board of Directors Chairman Vincent Winslow Mathis* Effective directors Armínio Francisco Borjas Herrera Bernerd Raymond da Santos Ávila Britaldo Pedrosa Soares Flora Lúcia Marin de Oliveira Francisco José Morandi Lopéz Heloísa Regina Guimarães de Menezes Kenneth Joseph Zagzebski Manuel Jeremias Leite Caldas (Independent Director) Sergio Canuto da Silva (representative of the employees) Sergio Silva do Amaral (Independent Director) Alternate directors Airton Ribeiro de Matos Charles Rene Lebarbenchon Marcelo de Carvalho Lopes Marcos Ponce de Leon Arruda Patricia Rosa de Oliveira (representative of the employees) Paulo Camillo Vargas Penna Pedro de Freitas Almeida Bueno Vieira Ricardo de Abreu Sampaio Cyrino Rinaldo Pecchio Junior Members of the Supervisory Board** Chairman Sebastião Bergamini Júnior Effective directors Joaquim Dias de Castro Marcelo Gasparino da Silva Marcus Pereira Aucélio Maria Carmen Westerlund Montera Alternate directors André Eduardo Dantas Eduardo Coutinho Guerra Kurt Janos Toth Luis Eduardo Frisoni Junior Luiz Ferreira Xavier Borges 17 Members of the Board of Executive Officers Britaldo Pedrosa Soares - Executive President Gustavo Duarte Pimenta - Executive Vice President Paulo Camillo Vargas Penna – Executive Vice President Pedro de Freitas Almeida Bueno Vieira - Executive Vice President Rinaldo Pecchio Junior - Company’s Vice-CEO and Investor Relations Officer Sheilly Caden Contente - Executive Vice President Sidney Simonaggio – Executive Vice President * Elected on May 3, 2012. **Elected on April 16, 2012. Corporate Structure 18 Capital Market The shares of AES Eletropaulo are listed in Level 2 Corporate Governance of BM&FBovespa, which means that the company assumes a public and formal commitment to comply with differentiated practices, which requires and reinforces transparency in all acts. In 2012, its roles comprised, for the second consecutive year, the ICO2 (Efficient Carbon Index), developed by BM&FBovespa together with the National Social and Economic Development Bank (BNDES) and that includes in its portfolio solely the companies that adopt transparent practices with respect to the emission of greenhouse gases (GEE). In this regard, AES Eletropaulo monitors and determines it's GEE emissions on a transparent basis, reinforcing its commitment with the climate and environmental matters (for further information, see page 60). The shares of AES Eletropaulo also comprise the Electricity Index (IEE), whose purpose is to measure the electric sector performance. In addition, it was maintained, for the eight consecutive year, in the Corporate Sustainability Index (ISE), of BM&FBovespa. AES Eletropaulo is one of the 14 companies – amongst the 37 that comprise the 2013 portfolio – that authorized the public disclosure of its questionnaires, allowing, therefore, the public to obtain further information on the company’s operations and behavior. The total shares of AES Eletropaulo is 167,343,887, of which 66,604,817 are common shares (ELPL3) and 100,739,070 are preferred shares (ELPL4). The company also holds ADRs (American Depositary Receipts) traded in the north american over-the-counter market that, beginning January 2012, migrated to the Level 1 rules and were traded under code EPUMY. The migration aimed at providing access to the ADRs by the investors, mainly those domiciled abroad, as well as increase the liquidity of the shares. In 2012, the common shares (ELPL3) closed the year at R$ 24.00, a decrease of 45.5%, while the preferred shares (ELPL4) closed the year at R$ 16.80, a decrease of 54.0%. In this same period, Ibovespa appreciated by 7.4% and IEE reduced at 11.2%. For further information on the capital markets, access the investor relations section at AES Eletropaulo website: www.aeseletropaulo.com.br/ri. Aiming the integrated report, focused in the investor In June 2012, AES Brasil was one of the four Brazilian companies that adhered to the International Integrated Reporting Council (IIRC), an international association comprised of regulators, investors, companies, sectorial associations, accounting professionals and ONGs. The purpose of this work group is to discuss and prepare the guidelines for the "integrated report”, a summarized document that provides the economic, financial, social and environmental information of the organization on a simple, direct and connected basis. This project defines a more adequate channel for the communication with investors and shareholders, as well as with the market analysts that believe that the long-term strategy, and the relation between its social and environmental and the economic and financial performance, represent relevant information for the investment decision. 19 Communications with shareholders and investors In order to report to its shareholders and investors, AES Eletropaulo offers: - E-mail: ri.aeseletropaulo@aes.com; - Access to the RI site through mobile phone; - Warning system of updates submitted directly to the e-mail of the shareholder, as requested; - Twitter account focused exclusively in RI: @eletropaulo_rj - Quarterly conferences offered to all shareholders; - Public meetings with presentation of the business overview and results. Strategic and Sustainable Planning GRI: 1.2 AES Brasil is committed with its sustainable development and operates as an agent to understand, meet and advance the electricity needs of its clients, with secure and innovative solutions for the economic, environmental and social development of the communities where it operates. This commitment is the main basis of the Company’s Strategic and Sustainable Planning, launched in 2012 and that will be fully put in practice through 2016. AES Brasil’s planning has four strategic guidelines that indicate the alternatives for the company to be able to comply with its commitment. The strategic guidelines are the following: Focus on customer Expansion Comments from the relation network Efficiency and accuracy in the performance The AES Brasil’s Strategic Planning was defined in order to ensure the alignment with the Sustainability Platform, whose development commenced in 2010 and was launched with the Strategic Planning at the beginning of 2012. The platform comprises a set of aligned guidelines that affect all organization’s processes. The strategic guidelines and the main and related matters of the Sustainability Platform have the same purposes and priorities, ensuring that the actions are performed on a smooth and continuous basis, which ensures effective and long-term results to the Company. There are five main matters and three related matters with respect to the Sustainability Platform of AES Brasil. Main matters: • Security; • Innovation and excellence for the customer's satisfaction; • Sustainable power generation; • Efficient use of resources; • Development and evaluation of employees, suppliers and communities. 20 Related matters: • Education for sustainability • Integration of relation network; • Communication, information and knowledge. Strategy Spread: The Knowledge Map AES Brasil considers that the disclosure of the strategy of each business with its employees is essential for the success of the Strategic and Sustainable Planning. The purpose of the training is to disclose, with more details through the knowledge map, the strategy for the 2012-2016 cycle of AES Brasil, stimulating the dialogue and the understanding of all employees, as well as how, individually, each employee is able to contribute with the compliance of the strategic goals. Accordingly, AES Brasil developed a training that takes approximately four hours and is performed on a playful and dynamic basis: the Map represents the business model, the Strategic Planning of the organization, reinforcing the sustainability as an essential aspect of the AES Brasil’s strategy and the We Are AES Culture. Therefore, after understanding their role in the compliance with the Group’s strategy, all employees of AES Brasil contribute to meet the Sustainable Strategic Plan Cycle’s goals. AES Brasil at Rio +20 During Rio+202, AES Brasil’s CEO, Britaldo Soares, discussed about the preparation and implementation of the Sustainability Platform and the Group’s need to focus on and be committed with the sustainable development of all company, demonstrating how the sustainability is effectively related to the business. AES Brasil actively participated in Rio+20. The staff that attended to the event contributed with significant discussions on the essential changes in governance structures, business management and human behavior deemed necessary to the commitment with the sustainable development. The company was also involved in technical discussions that aim at identifying the electric energy solutions to generate less environmental and social effects without, however, result in loss of efficiency. The presence of the company confirmed the recognized position that AES Brasil is assuming with respect to the matters related to the sustainability in the electricity sector. We participated, as well, in the preparation of the document “2050 Brazilian View – a new business schedule in Brazil”. Prepared by the Brazilian Corporate Council for Sustainable Development (CEBDS), the purpose of the document is to provide a future sustainable view and determine the possible alternatives to ensure this. Another aspect that reinforces the company’s commitment with sustainability is the appointment of Britaldo Soares for the Board of Directors of CEBDS and as member of the Sustainability Committee, of Amcham. 2 United Nations Conference about the sustainable development that joined, in June 2012, the political, business and civil leaders of several nations to enter into proposals and agreements for the sustainable development. 21 Sustainability Platform GRI 4.16 In 2012, the Sustainability Platform of AES Brasil faced an important process of consolidation and dissemination in the Group’s companies. The alignment with the Strategic and Sustainable Planning is an important effect of this consolidation and already ensures effective results for the organization. With respect to the safety subject – the company’s most important value – several actions were undertook in the concession area of AES Eletropaulo in order to ensure a reduction of 19% of fatal accidents with the population (for further information, see page 30). Another important subject was the innovation and excellence of the Customer Satisfaction, in which AES Eletropaulo reached the best index of Customer Satisfaction in the Abradee ranking since the research was performed for the first time (for further information, see page 36). With respect to the development and valuation of employees, it was given sequence to the program for development and recognition of the best practices through the Supplier Financial Performance Index (IDF) (for further information, see page 70). With respect to the development and appreciation of communities, the Strategic Planning and the Sustainability Platform allowed the consolidation of the Corporate Social Responsibility Management System (SGRSC), which defines the guidelines of the private social investment, allowing, therefore, the company to improve its operations at the communities and align its social investments to the business strategy (for further information on the SGRSC, see page 74). In terms of platform management and governance, the Sustainability Committee met four times in 2012 to monitor the 38 commitments and reported the updated information to the Board of Directors and to the Supervisory Board two times. One of the main decisions of the Sustainability Committee was the approval of the company’s main sustainability indicators that must be reported on a quarterly basis beginning 2013. Sustainability Policy GRI 1.2; 4.14; 4.17 The commitment of AES Brasil with the sustainable development is defined in the documents that express our identity (View, Values, Ethics Code) and sustainability policy as explained in our website (www.aesbrasilsustentabilidade.com.br). 22 INDICATORS SAFETY 2011 2012 Performed Goal Performed Status Nº of fatal accidents with employees 0 0 0 Nº of fatal accidents with contracted 0 0 1 Total nº of fatal accidents 0 0 1 Nº of accidents with and without leave of employee 64 51 36 Nº of accidents with and without leave of contracted 70 56 71 134 107 108 87 70 89 Total nº of accidents with and without leave (including fatal accidents) Total nº of accidents with the population INNOVATION AND EXCELLENCE FOR CUSTOMER SATISFACTION Performed Goal Performed Status DEC (Duration Equivalent of Interruption per Unit Consumer) 10.36 8.67 8.35 FEC (Frequency Equivalent of Interruption per Unit Consumer) 5.45 6.87 4.64 INS (Index of Level of Service) of Call Center (% of clients we responded in up to 30 seconds) – Annual average 88.8 89.0 91.7 EFFICIENCY IN USE OF NATURAL RESOURCES Performed Goal Performed Status Recycled residue and/or reused / Quantity of generated residue (%) 11% 16% 55% Own consumption of electric energy (MWh) 55% 53% 44% 162,218 158,974 358,799 Direct and indirect emission of CO2 - Losses and fuel - (tCO2e) EFFICIENCY IN THE USE OF POWER RESOURCES Global losses (%) Performed Goal Performed Status 10.51 % 10.30% 10.30% Own consumption of electric energy (MWh) 45,251 44,346 44,198 Energy saved in the projects of Energy Efficiency and Transformation of Consumers into Clients 62,338 46,000 116,685 (MWh) DEVELOPMENT AND VALUATION OF EMPLOYEES Rate of voluntary turnover – own employees (%) Performed 8.8% Goal 6.0% 10.5% DEVELOPMENT AND VALUATION OF COMMUNITIES Performed Nº of beneficiaries by social projects of the company 1,231,000 1.231,000 1,682,000 mil 46,203 50,000 55,000 Nº of benefited families by the low income project Goal Performed Status Performed Status Knowledge of the Platform by the Employees For the dissemination and adhesion of the Sustainability Platform in AES Brasil, it was performed a research, on a sample basis, of the internal communication focused on this subject, applicable to 600 employees, of all levels of authority. The results indicate that, although most part of the persons interviewed declared to be aware of the Sustainability Platform, the percentage of those that “know well” it is solely 17%. This information shows that, despite of the efforts undertaken to disclose the strategy, still needs to be done a strong work, mainly focusing the role of the leaders as the persons responsible for such disclosure. Accordingly, in 2013, it will be put in practice the Education for Sustainability Program (commitment of the related matter Education for Sustainability), 23 not only to improve the knowledge on the Platform, and also to allow each employee to understand how to use the sustainability principles in the personal and professional routine. Dialogue Cycle GRI 4.14; 4.16 Between September and November 2012, AES Brasil Group carried out the fourth edition of the Dialogue Cycle, an engagement process that gathers the groups of the target audiences to evaluate how the organization is in accordance with its expectations and demands. The aspects discussed in these meetings are used as the support and feedback for the corporate actions. The 2012 edition was attended by 97 persons, including employees, suppliers and clients (corporate and residential) of AES Eletropaulo. Public Commitments GRI 4.12; 4.13 The companies of the AES Brasil Group are the signatories of the Global Agreement and promote the Millennium Goals, the initiatives of the United Nations Organization (ONU). The Global Agreement stimulates the business community to adopt, sponsor and promote ten basic and universal human rights, labor practices, environment and prevention practices against corruption and bribery. The signatories are invited to introduce the ten conduction of business and activities and report its progress to ONU and to the company on a yearly basis. Beginning 2005, AES Eletropaulo is the signatory of the Global Agreement and discloses, on a yearly basis, the performance of its activities, as well as the social and environmental effects through the sustainability report. The Millennium Goals, on the other hand, are comprised of eight set of guidelines that promote education, balance, reduction of child mortality, health of pregnant, fight against Aids and other diseases, fight against starving, respect to the environmental and worldwide development. AES Eletropaulo adhered, in 2008, to the Business Agreement for Integrity and against Corruption, participating in discussions with the community about the situation and stimulating the business citizenship. The distributor maintains the relationship mainly with the following: Brazilian Association of Power Distribution Companies (Abradee): contributes to the operational and financial and economic excellence of concessionaires, focused on serving the customer; Union of the Energy Industry in the State of São Paulo (SindiEnergia): studies, coordinates, protects and represents the agents of the energy sectors in the state of São Paulo; Ethos Institute for Business and Social Responsibility: assists companies in incorporating the concept of social responsibility in their management, by making use of an incessant evaluation and improvement process; Abrinq Foundation: mobilizes the society towards issues related to the children and adolescent rights. AES Eletropaulo participates in the Company Friend of the Children Program, which encourages private social investment in measures on behalf of children and adolescents; 24 Unidos Group: a partnership between the U.S. diplomatic bodies in Brazil and the U.S. companies headquartered in the Brazilian territory, whose purpose is to disseminate the investment of companies which participate in environmental and social and economic development projects and promote corporate social responsibility before diverse segments of the society; Brazilian Corporate Council for Sustainable Development (CEBDS): it comprises the principles and practices of the sustainable development in the business context, reconciling the economic, social and environmental aspects; Companies for the Climate (EPC): a permanent business platform, organized by Fundação Getúlio Vargas, whose purpose is to organize, inform and structure the business leaderships for the management and reduction of the greenhouse gases, as well as climate management and proposals for public policies and positive incentives in the context of the climate changes; Global Reporting Initiave (GRI): in 2012, AES Eletropaulo, through AES Brasil, was classified as the Organizational Stakeholders, which means that the company is one of the key members that contributes with knowledge, performing an important role in the company’s governance; International Integrated Reporting Council (IIRC): by means of AES Brasil, AES Eletropaulo participates in a international association between the regulatory bodies, investors, companies, ONGs and other entities whose purpose is the progress of the corporate performance reports, including economic, financial , social and environmental results. AES Eletropaulo understands that the adhesion to voluntary commitments is important for the discussion on matters deemed relevant to the company, as well as for joint resolutions to the current challenges. Based on this, the company was committed to “engage again or identify and comply with the Voluntary Commitments related to the sustainable development through 2013, in the context of the related matter of Integration of Public Relations. Corporate Management AES Eletropaulo received, for the second time, the National Quality Award, which recognizes the best management practices. GRI 4.5 AES Eletropaulo received, for the second time, the National Quality Award (PNQ) that recognizes the best management practices. The company was one of the six awarded between 41 candidates The management of the companies of AES Brasil Group is guided by the Strategic and Sustainable Planning and follows the Management Excellence Model (MEG), of the National Quality Foundation (FNQ), comprised of 11 excellence points3. Such points are converted into excellence criteria that, among other things, allowing the determination of the maturity degree of the company’s management. 3 Systematic thought; organizational learning; innovation culture, leadership and during purposes; direction by proceedings and information, future view; generation of value; people appreciation; knowledge on the customer and the market development of partnerships and social responsibility. 25 This measurement is performed through the independent evaluation and within the cycle of PNQ, an FNQ’s initiative that acknowledges the world class companies, considered as holders of the best management practices. The organizations that participate in the PNQ are evaluated based on MEG and in accordance with the scale that varies between 0 and 1,000, divided into ranges. AES Eletropaulo had already been recognized by PNQ in 2009 and through the Ibero-american Quality Award in 2010. As an integral part of the Management Excellence Model of the AES Brasil’s companies and as an important instrument for the organizational direction, the Strategic Planning is reviewed on a yearly basis. This revision counts on the participation of the leaderships and comprises all the company’s areas. The process is developed during the first six-month period of the year, as a way to direct and improve the culture of organizational performance in the short term (one year) and in the long term (five years), as set forth in the Strategic Plan Cycle. In 2012, AES Eletropaulo also won, in an integrated manner, the certifications ISO 14001:2004, which attests that quality and excellence of the company in the practices and actions related to the Environment, and BS OHSAS 18001:2007, health and safety standard of work. Another important victory to AES Eletropaulo in 2012 was the renewal, for the third time, of the ISO Certification 9001. The certification ensures that the company is in accordance with the requirements of ISO Certification 9001:2008, which covers the quality management. Strategic Plan Cycle GRI 4.5; 4.16 The Strategic and Sustainable Planning of AES Brasil is developed on a cycle basis, allowing eventual corrections and adjustments over the process. The cycle of the strategic planning is comprised of two stages: definition and establishment of the strategy. During the definition stage, between January and June, the Xtrategy takes place, which is a method to define the strategy developed by AES Corp. and adjusted by AES Brasil. The Xtrategy allows the risk analyses and opportunities based on the following: macroeconomic estimates; regulatory and political environment; projected market expansion; corporate risk matrix; Swot matrix; and specific challenges related to each business. Beginning June, the strategy is implemented, during which stage the discussions are performed for the preparation of the budget of the company and the definition of the main initiatives/projects for the definition of the strategic guidelines and commitments assumed in the Sustainability Platform. Between September and October, the budget assumptions and the projections of the financial statements are discussed and approved by AES Corp. and the National Social and Economic Development Bank (BNDES). In accordance with the allocation of the resources approved by the respective boards, the respective action plans are detailed and related to the strategic guidelines, including terms, goals and responsible persons. Between November and December, the individual goals and targets of the main executive officers of the Group’s companies are defined, in accordance with the Strategic and 26 Sustainable Planning and the budget approved. Finally, all commitments are executed through the management agreements (see below). The last stage for the implementation of the strategy refers to the learning and adjustment, in which the learning's of the previous process, is the starting point for the new cycle. The report and disclosure of the long-term strategy, purposes and strategic goals for all company's employees take place in February of the next year. Forums of performance On a monthly basis, the Performance Forums are performed, which are the meetings whose purpose is the management and analysis of the performance, including the results from the strategic and tactical indicators, as well as the revision of the action plans. There are three types of meetings: Results Meeting: material facts, points of attention and resolutions; Preparation Meeting: tactical/operational plan and performance plan of the management agreements. Business Meeting: strategic and performance plan of the business and main processes; Intangible Assets The non-accounting intangible assets comprise an important part of the Strategic and Sustainable Planning and, in order to maintain them aligned with the business strategy, the companies of the AES Brasil Group provide for a set of systems that allows the updating of information, attraction and retention of persons and development of communities, in addition to the innovation of products and processes. The nonaccounting intangible assets are identified and evaluated based on the market, technological and administrative aspects. Based on this analysis, these assets are classified as follows: Human – capacity, experience and knowledge; Technological – research and development, processes and products. Market – brand, clients and relationship; Infrastructure – sundry systems and client master file; and One of the Sustainability Platform Commitments of AES Brasil with respect to the Efficient Use of the Resources is to restructure the management of these assets through 2014, adjusting the definition, monitoring and measurement processes. Risk Management The Integrated Risk Management of AES Brasil allows the identification of and control over the most significant corporate risks (which could affect the image and capacity of the strategic goals and purposes) based on The Committee of Sponsoring Organizations – Enterprise Risk Management methodology (Coso-ERM). This methodology allows that the risks identified are classified based on the related probability and effects in the matrix denominated heatmap. 27 The risks inherited to the businesses are grouped in four areas: strategic, financial, operational and regulatory. These areas are divided into 57 categories. All risks are properly addressed with an action plan, through a monthly monitoring of the key risks. The other risks are monitored in intervals between four and 12 months. In addition, some risks are monitored through the Key Risk Indicator (KRI), which verifies its performance and is used as an advanced warning with respect to the related exposure or potential loss. STRATEGIC INTANGIBLE ASSETS GOVERNANCE MARKET MARKET STRATEGY/ ELECTRICITY SECTOR Reputation Technological innovation Policies and internal controls Organizational structure Relationship/ Water shortages Politics Macroeconomic scenario Recruitment and Retention of talents Succession and Person Dependence Integrity in Client´s Registry Unethical conduct Relationship with stakeholders Energy contracting Continued operations Planning and budget Development incentive Market share and competition Products and services development Investment decision FINANCIAL Merger and acquisition REGULATORY Actuarial Credit Liquidity Electricity sector Welfare plan Collection and default Commodities Tariff review Concentration of receivables Exchange rate Concessions renewal Access to capital Debt acceleration Cash flow OPERATIONAL Proceedings Sector infrastructure Personnel Information and technology Community General Material and services supply Equity management Training Access to information Public safety Labor Contractual obligation Quality in provision of services Health and safety Availability of systems Environment Civil Commercial losses Technical losses and energy efficiency Relations with unions Integrity of systems and IT environment Project tracking Operational capacity Third parties Operational efficiency Benefits Tax/ fiscal Accounting practices Target Audience GRI 4.14; 4.15; 4.16; 4.17 Aiming at making its actions more effective and to meet the specific demands, AES Brasil approved in 2012 a revision of the target audience map. With the involvement of the leadership, the project, which started in 2011, resulted in the reclassification from six to ten sets of target audiences of the company. In accordance with its level of relationship and influence, the audiences were grouped as the ones that: 28 Influence: Press, Electrical Sector Agents, Organized Civil Society and Communities; Support: Employees, Shareholders and Lenders; Depend/Support: Suppliers and Clients; and Regulate/Inspect: Public Power and Regulatory Bodies. Integration of Relation Network In order to ensure that the business management is able to meet to the expectations of our target audiences and generate the contributions to the Strategic Plan Cycle, AES Brasil structured and systematized its engagement process based on the international rule AA1000. Thus, the company aims at obtaining expectations and demands, as well as the sustainability aspects that could be controlled and over which the AES Brasil Group has control. This process is important to ensure that the expectations of these target audiences are considered in the Strategic and Sustainable Planning in a clear and transparent way. The application of the procedure in 2012 with the target audience, complies with the commitment presented in its Sustainability Platform, as well as it starts the systematization of a procedure to be applied to all target audiences of the Group in the next years. In 2013, for example, the company will extend its scope by including the investors focused on the publication of its first integrated report in the next year. Learn more about this Project on page 20. Safety It is the attitude protecting the life of our employees, suppliers and community Sustainability Commitment Current Status Next steps Not reached. A fatal accident with an employee of a partner was recorded. Maintenance of routine of safety inspections, safety walks, internal and external audits, security dialogues, risk assessments before starting the services, news events and training Reduce in 20% of accidents with and without removal (own and contracted) Reached. It was registered a reduction of 23% in relation to the previous year Maintenance of routine of safety inspections, safety walks, internal and external audits, security dialogues, risk assessments before starting the services, news events and training Reduce in 20% per annum total accidents with population Not reached. Although it has been observed a reduction of 19% in fatal accidents, it was registered an increase of 2.2% in the total of accidents Improvement in the safety campaign with the population (2012-2016) No fatal accidents (own and contracted) per year *The metric for monitoring of meeting the commitments of reduction of accidents is under review. 29 GRI LA8; LA7; LA9; PR1; EU16; EU18; EU20; EU21; EU25 Safety is the value number 1 of AES Brasil. This means that nothing is more important than ensuring the physical integrity of the employees, suppliers and of the 16.6 million people that on a daily basis enjoy the well being provided by the electricity in the concession area of AES Eletropaulo. The challenge is to reduce the accidents. Therefore, the safety efforts undertaken by AES Brasil Group aims at anticipating the risks and seeking the preventive actions that would represent the best safety conditions for all persons. The Safety Programs of the AES Brasil’s companies are based on the global guidelines of AES Corp. and on the Occupational Health and Safety Management System (SGSSO). The requirements of the SGSSO are in accordance with the specifications of the OHSAS 18001 (Occupation Health Safety Assessment Series), an international rule focused on the health and work safety, directed to the preservation of the physical integrity and health of the employees and partners through the practices of mitigation of risks in activities and facilities. As a result of the adherence of its Safety Management System, the company received, in 2012, the OSHAS Certification 18001. Although out of the three commitments, two commitments were not reached in 2012, AES Eletropaulo recorded significant results, such as the reduction of 44% in the number of accidents with own employees and decrease of 19% in the fatal accidents with the population. Similarly to 2011, the company has not recorded any fatal accident with its own employees. According to the Occupational Health and Safety Management System of AES Brasil, the Group received the award in 2012 from Fundação Coge, under the Labor Safety and Health Management category. In December 2012, AES Eletropaulo was certified in Rule OHSAS 18001. The good performance, although, did not repeat with the outsourced companies and one fatality was registered in 2012. Workforce Safety GRI LA7, LA8 The Safety Program of AES Eletropaulo, including all company’s practices, was prepared to contribute with the consolidation of a safe environment through the commitment with continuous improvement. This program is based on the Standards of AES Corp., 25 safety standards focused on the improvement of procedures and practices and also based on the compliance with the requirements of rule OHSAS 18001. In order to ensure the effectiveness of the safety actions performed, the company monitors such actions through the AES Corp. – Safety Management System, whose process is based on a continuous cycle comprised of four stages: Plan: identify the safety risks and define the goals; Execute: include trainings, qualification and operational controls; Verify: monitor the progress of the goals and perform the corrective actions; Review: include the progress analysis actions to develop the changes, if necessary. During 2012, it was given continuity to all practices set forth in the Safety Program, reaching a reduction of 44% in the number of accidents with and without the leave of own employees and increase of 1% in outsourced employees. 30 Work Health and Safety 2010 2011 2012 14.002 13.679 23.799³ TF (frequency rates)¹ – employees 6,55 5,994 3,29 TF (frequency rates)¹ – contracted parties 5,26 3,87 4,27 TG (severity rates)² employees 672 49,67 33 TG (severity rates)² – contracted parties 349 53,49 500 Fatal accidents – employees 1 0 0 Fatal accidents- contracted parties 0 0 1 634 644 36 874 704 71 4604 2614 366 1.1414 9684 8.433 Investments in Safety Programs (R$ thousands) Occupational accidents with and without suspension – employees Occupational accidents with and without suspension – contracted parties Discounted/lost days – employees Discounted/lost days – contracted parties 1.Frequency rate/ 2. Severity rate: accidents with suspension per million of men-hour of exposure to the risk over one year 3. In 2012 the company began to account for investments in individual and collective protection equipment (EPC / EPC) in total investment in safety. 4. Information rectified in relation to previously reported change in methodology for calculating the indicator. Safety Program GRI LA8 The Safety Program of AES Eletropaulo is comprised of several actions, comprised mainly of the following: Safety Walk The Safety Walk is an initiative of AES Brasil Group and involved the leadership (CEO, viceCEOs, executive officers, managers and coordinators) of several areas operating in the field in order to monitor the activities performed by own and outsourced employees, as well as identify and eliminate the conditions and behaviors not in accordance with the security policies. In 2012, the leaders of AES Eletropaulo performed 27,166 safety walks, reaching the goal set forth for the period. As a result of such walks, the leaders recorded all insecurity conditions and all action plans for the correction and prevention were set forth for each one of them, based on the study in each case. Leader in Action In order to skill the leaderships in order to guide and oversight the staffs for performing safe work and, therefore, ensure the efficiency of our initiatives, this practice offers the training based on three aspects (safety, quality and productivity) to the leaders that operate directly in the field. Safety Blitz in Contracted Companies The Safety Blitz is a practice adopted by AES Eletropaulo with the contracted companies of the Electrical Power System (SEP). This refers to a visit to suppliers for a safety inspection in order to resolve the insecurity conditions in the entire value chain. In 2012, 10 blitze were performed in the contracted companies. 31 Event Report It is a communication line of the Integrated Management System with the employees to stimulate the communication of probable accidents and behaviors or insecurity conditions in the work environments, in addition to the environmental events. Accordingly, the company ensures that all events that could potentially result in environmental accidents are reported and verified, in order to perform the actions to eliminate the risks. The employees may also provide suggestions with respect to the company’s safety and environmental practices. The reports received are analyzed, classified and addressed in accordance with the event potential. In 2012, AES Eletropaulo received 15,872 reports. Safety Discussion It comprises periodical meetings – monthly and weekly – aiming at providing information to all employees with respect to all matters such as: environmental safety, result of the inspections of accidents and reports on significant events, performance analysis, occupational health, results from the field inspections, safety campaigns, technical and operational procedures with significant effects on the safety or environment, among others. Zero Tolerance It comprises the prompt, effective and efficient actions based on the safety inspections directed to identify and eliminate the insecurity conditions that could result in severe or fatal accidents. The preventive actions reinforce the prompt leadership role to maintain and develop a safe environment and the use of the controls to ensure that the safety conditions in field are being complied. Megasafety Inspection Its purpose is to determine the existence and conditions of the tools, material, vehicles and protection equipment. These are coordinated by technical managers, operational coordinators and safety coordinators and technicians. Safety Committees GRI LA6 Four Committees represent the employees from AES Eletropaulo with respect to the matters of health and safety. These Committees comprise 100% of the company’s employees. The goal for 2013 is to ensure the periodicity of the meetings of each committee. COMMITTEE Work Safety AES Brasil Work Safety AES Eletropaulo MAIN CARACTHERISTICS Approves safety goals and targets for AES Brasil Group’s companies, monitors the main performance indicators, and approves investments and the allocation of emergency proceeds for prevention or correction of safety related questions. Monitors the indicators in detail by Regional Board of Directors and by the main contracted companies; evaluates the main performance matters and the definition of the preventive or corrective actions; aligns the activities, by continuously communicating the members; recognizes monthly the employees that were recognized in the health and safety matters. 32 Regional Committee and Executive Committee of Work Safety of AES Eletropaulo Internal Commission for Accidents Prevention (Cipa) Analyses the main indicators of safety in each regional; as well as discusses with the local safety staff the actions to be performed; and organizes the Critical Analysis Meeting (RAC) involving their own or third party leaderships. It provides information and seeks for resources for prevention and improvements. It is divided into subcomissions, which discuss differentiated subjects and address the discussions to the CEO of Cipa. Each Board of Directors has specific analysis and the subcomissions define how each area should act. Safety for the Population In 2012, AES Eletropaulo improved its actions directed to provide information to the population on the risks of the electric energy in the context of the Viva sem Acidentes Movement. The reduction of 19% in the accidents (from 16, in 2011, to 13, in 2012) is the result of more than 153 safety blitze; 372 trainings for the civil construction professionals; 3,777 safety lectures and 6,199 presentations of the safety trucks, reaching an audience of 1.27 million people. All these initiatives were reinforced by an intensive media campaign, since 2011, which aimed at advising and warning the population with respect to the need of adopting safety measures in relation to the electric network. In order to directly reach the population, the campaign performed actions in the soccer stadiums, samba communities, public schools, communities, work sites and trains of the Metropolitan Trains Company of São Paulo (CPTM). The focus of the campaign was the customers of classes C, D and E. Accordingly, the campaign adopted a simple language based on the daily activities of the population in order to ensure that the message could be better understood by the highest number of persons. As recognition for the work of AES Eletropaulo in the execution of these actions, the campaign resulted in the 2012 MaxiMídia Award, received from Meio & Mensagem magazine, under the category “Best Mix Media Use”. The fatal accidents with the population decreased in 19% between 2011 and 2012; but the total number of accidents increased from 87 in 2011 to 89 in 2012. Between 2009 and 2012, the total of accidents decreased 33% and the fatal accidents, 50%. GRI EU25 33 Safety Day with the Population In order to reinforce and continue with the initiatives to provide information of the electric energy risks to its clients, on June 29, 2012 AES Eletropaulo launched the Safety Day with the Population. The action comprises in the provision to the population of safety tips through interactive activities. Amongst the attractive measures of the event, we count on the lan house truck equipped with interactive game that challenges the participants with the exercises of “right or wrong” with respect to the electrical installations, in order to stimulate the changes in the behavior and proper and safe use of electric energy. Electric and Magnetic Fields The electric and magnetic fields are always implemented in the electricity transmission. In this regard, AES Eletropaulo adopts cautions and preventive measures with respect to the exposure of the population during the development of the projects, in accordance with the recommendations of the Worldwide Health Organization (OMS). Under applicable legislation (Federal Law nº 11934, of May 5, 2009, regulated by ANEEL Normative Resolution 398, of March 23, 2010), the company performed the studies for the measurement and simulation of the magnetic fields and follows, on a periodical basis, the analysis of the institutes on the matter. This monitoring is performed in partnership with the Brazilian Association of Electromagnetic Compatibility (Abricem) and provides support to a research and development project with the purpose to oversight the exposure levels of the employees and population to magnetic fields of 60 hz generated in substations and subtransmission lines and, therefore, comply with the safety limits in all facilities. The company aims also at defining the most adequate architecture for the electrical system and the development of the remote sensitive terminals of the magnetic fields in the selected places (metrics). In addition, the Project includes the development of a database that could provide the information to the population and governmental agencies (federal, state and municipal), in accordance with Bill 2.576/2000. In 2010, AES Eletropaulo has installed sensors in line Pirituba-Bandeirantes which allowed the monitoring, in real time, of its electromagnetic field. In 2012, the tests of the new measurement system were successfully completed, which innovates such in terms of calculation of the distance between the field and buildings and portability, as allowing the measurements to be performed in several places. Thus, it may be used to evaluate the levels of the magnetic fields in the areas next to the electric grid 34 Innovation and Excellence for the Customer´s Satisfaction Provide an environment and culture that offer solutions to improve the life of persons and ensure the quality and excellence in the services rendered to the customer Sustainability Commitment(20122016) Current Status Next steps Reach a level above 85% of customer satisfaction of AES Eletropaulo at Abradee research, until 2015. In progress. Index in 2012 was of 80,6%, surpassing the goal set for the year, which was 77.2%. This result was achieved due to the investments in the power distribution network, the modernization and expansion of channels and training of operational and commercial staff. Continue investments in the distribution network and in the modernization of the service channels. Implement an internal structure to ensure the promotion and management of innovative practices and projects, through 2012. Reached. 100% of action plan was implemented, with the remodeling of the internal structure of the team, as well as the management of the innovation projects. Once fulfilled, this commitment no longer exists from 2013 Maintenance and improvement of internal structure Promote an organizational incentive culture, through 2014. In progress. Reached 100% of the planned for 2012, with the performance of internal campaigns with the “Innovation Week” and the participation in awards and events of the sector, on the theme Innovation Define focus and concept of innovation for AES Brasil that will serve as base for the next internal campaigns, which shall include mobilization action and recognition Implement five innovative solutions and clean technologies in AES Brasil that would generate value to our interested parties, by increasing quality and reducing the environmental and social costs and effects of our operations, through 2016. In progress. Reached the goal of mapping and beginning five innovative projects Monitor the implementation of five projects already defined and prospect strategic and sustainable projects for the maintenance of portfolio Spread the innovation concept and strategy in the value chain and establish partnerships which extend the results until 2016. Not started. This commitment was prioritized to start its planning from 2013, after the definition of the new concept and the focus of the company's innovation Define the new concept of innovation and focus of AES that will allow the spread in the value chain and strengthen the relationship with suppliers to seek solutions and common interests AES Eletropaulo is a company that daily seeks for renewal and more efficient measures to its practices. The company believes that simple acts can contribute to improve the routine of the persons in the development of their daily activities inside and outside their work. In order to disclosure this culture amongst its employees, AES Eletropaulo created, in 2011, an area to stimulate the innovation and implement the innovation culture in the company. In addition, AES Eletropaulo has invested in the innovation of the electricity grid. Over the last years, there were investments in the promotion of a more intelligent grid, resulting in an 35 energy of highest quality and reliability to approximately 6.5 million customers of the company. The results from this investment can already be confirmed and in 2012 it has been recorded the best operational performance indices of the company’s history. Customer Satisfaction GRI PR5 The excellence in the customer service and the continuous improvement in the rendering of the power supply are the assumptions adopted by AES Eletropaulo. In 2011, there was a significant effort in the company to reorganize our customer care infrastructure, including initiatives such as the improvement of the electronic customer care channels, opening of new stores that offer assistance in person and launching of the platform of digital customer care, the Mobile Web; in addition to the high investments in the field staffs and grid technology. Due to all this initiatives, an important objective was reached: increase the customer satisfaction level. This index is measured by Abradee and, in 2012, the company received grade 80.6 in the Quality Satisfaction Index (ISQP), the best index in 14 years, and 9.1 points greater than the research in 2011. This result leaves the company closer to the next goal of 85% established for 2012. The expectation for the next years is to have a better position in the association raking, from the 13th position to the 5th position through 2016. In 1999, the Abradee research is performed annually based on the five themes of the Quality Satisfaction Index , namely: Power Supply; Information and Communication; Light Account; Customer Service; Image. In the total, 625 customers are interviewed in person to contribute with the research that determines the level of satisfaction with the electricity distributors. The growth in 2012 is the result of the investment made by the company over the last years. It has been R$831.1 million, an increase of 12.5% compare to 2011, focused in maintenance, expansion, grid modernization and customer services. Customer Satisfaction 2010 2011 2012 Levels of satisfaction obtained by research IASC-Aneel (%) 62,37 ND* 61,5 Level of satisfaction with Perceived Quality by residential customers (ISQP) –Abradee research (%) 76,6 71,5 80,6 Quality of Services Amongst the important investments between 2011 and 2012 in the customer services to ensure the customer satisfaction, we include the following: increase of 150 positions in the call center, in addition to the 400 positions available so far; engagement of 300 customer care positions with variable service capacity that will be in stand by for emergency cases; improvement of the electronic service capacity from 2,000/hour to 54,000/hour; implementation of the Mobile Agency for field services in critical days. In order to continue with the projects for improvement of the customer service, in 2012, the company launched 14 new points of services in person, totaling 40 units that provide 36 several services to the customer, as second electric energy invoice, master file changes, fraud reports, claims due to the lack of electricity, installation requests, indemnity claims for electricity damages, amongst others. In order to improve the customer care services, in 2013, AES Eletropaulo will provide, in its customer service points, 127 self service terminals, 50 totens and 77 telephones (Fale Fácil), transferring part of assistance in person to electronic points. Customer Service Lines Virtual Center http://www.aeseletropaulo.com.br/Paginas/Servicos.aspx SMS 27373 24 hour customer service number Emergency calls: 0800 72 72 196 Business hour calls: 0800 72 72 120 Special call to hearing impaired customers: 0800 77 28 626 Stores that offer assistance in person http://www.aeseletropaulo.com.br/clientes/Paginas/lojas.aspx Services Network Assistance In 2012, it was made a replacement on the assistance in person of AES Eletropaulo. The current network, with 37 points strategically positioned, aims at the improvement in the quality of the assistance by means of the centralization of services. The selection of assistance points was made by a study prepared by the company which include four main aspects: establishment of the ideal productivity per assistance position; assessment of the average monthly demand of assistance per region; calculation of the proper number of service positions per region; and exploration of the profile of the client searching for the assistance in person. An example of application of the method is Loja Rebouças (Avenida Rebouças nº 2708, in São Paulo) the first to be fully reformulated in accordance with the new quality standards enabling more comfort and agility in its service capacity. Respect with the customer AES Eletropaulo was elected the “company that most respects the consumer”, under the Energy Suppliers category, according to the Consumidor Moderno magazine, as a result of a research carried out together with Shopper Experience. The average reached by the company was 6.44, taking into consideration that 21% of the consumers had experience with the brand. 37 Call Center Excellence In October, 2012, AES Eletropaulo was recognized for the best work presented in the Brazilian Electricity Distribution Seminar (Sendi) – the most important meeting of the representatives of the electricity sector. The winning project was the “U.R.A. – An Automated Relationship”, which had good results from the improvement of the distributor’s call center. The study concluded that, with the expansion of the U.R.A. (Remote Customer Care Unit), the capacity increased significantly, from 2 thousand to 54 thousand customers served per hour. Such improvement enabled the increase of 19% to 43% in the withholding of calls. Focused on the continuous improvement of the relationship with the customer, AES Eletropaulo, beginning 2011, has invested in the expansion of the call center and in the modernization of the points of services in person. In the total, approximately R$ 90 million have already been allocated to these projects. Express Invoice In May 2012, AES Eletropaulo began the delivery of electricity invoices upon consumption measurement. With this new system, the company reduced not solely the costs with the delivery of the invoices, but also the environmental impacts related to the consumption of paper and transportation of the invoices (reduction of the emission of CO2 by the usage of fuel). This because the new equipment that measures the consumption also prints the invoice, which is provided to the customer upon measurement. Accordingly, the equipment communicates in long distance with the concessionaire’s billing system, which receives the information and records the payment. The project, developed in partnership with SAP, a recognized company in the business management software, counted on an investment of R$ 11.2 million. In 2012, the project was implemented in the region of Tucuruvi and currently serves 422 thousand customers. It is expected that at the end of 2013 all 6.5 million customers of AES Eletropaulo will be benefited with this new system. Number of customer services GRI PR5 38 Claim Services GRI PR5, PR9 AES Eletropaulo provides to its customers the Ombudsman service to record eventual statements related to the services provided by the concessionaire. In 2012, the main registered statements related to requests for indemnity due to electricity damages (PID), energy consumption, measurement and service orders. Together, these claims accounted for 64% of the total claims performed during the year. The main claims received by Fundação de Proteção e Defesa do Consumidor (Procon) relate to consumption issues (amounts included in the invoices), including the debits charged (collection of pending amounts and fees). Following the analysis and calculation of all claims – taking into consideration the sector regulation, 52% were classified as founded and the customers received the necessary clarifications. The Ombudsman service receives the claims recorded in the specific 0800 and also those received by Agência Nacional de Energia Elétrica (National Electric Energy Agency- Aneel), Agência Reguladora de Sanemaneto e Energia do Estado de São Paulo (São Paulo State Sanitation and Energy Regulatory Agency-Arsesp) and Procon. In February, the company received a notice of infraction in the amount of R$3,54 million of Procon/SP. At the end of the year, the process was under administrative resource, for there was no violation of assistance indicators, grounds used in such draft. Solved claims (%) During service 2010 2011 2012 50.4 57.4 63.8 In 30 days 84.10 91.29 91.04 Between 30 and 60 days 13.00 7.39 7.78 2.90 1.33 1.19 51.00 49.00 52.45 More than 60 days Relevant Claims in relation with the total of complaints received Solved claims in relation with the total of relevant claims Claims solved in relation to the number of valid complaints 100.00 100.00 100.00 100 100 100 39 Information security GRI PR8 The safety and protection of customers’ information are extremely important to AES Eletropaulo. In September 2012, the access to the Virtual Center was interrupted for a period of five hours due to a possible problem with the website, which permitted viewing the other customers’ invoices. However, these invoices were not viewed by all customers. In order to view the other customers’ invoices, the user had to have some technical – to combine systematically certain codes – and have the intention to obtain third-party information. The information security staff was promptly advised and did not record the invasion nor use of any personal information stored in our system. Operational Excellence Productivity (Summer Plan) GRI EC2; EU21 Beginning 2011, AES Eletropaulo introduced the PDA (Digital Personal Assistant), which allows the submission and completion of the service orders through a pocket equipment similar to the smartphone, improving the performance. In addition to the performance improvements, there were benefits in the reliability and coverage of information, which allowed the company to prepare a more precise map of the events and time of customer care services. Again, AES Eletropaulo seeks for technological innovation in order to increase the efficiency of its operations and improve the customer care services. Accordingly, the preventive measures are important. An example is the Meteorological Monitoring System (SIM), whose information directly affected the planning of emergency events in 2012 arising from the climate damages. Another example of proactive measure and prevention against critical scenarios is the Summer Plan, adopted by the company since 1996. During this period, which presents strong rain more frequently, affecting the distribution network, AES Eletropaulo provides its entire technical staff to meet the calls and emergency events. This integrates the company’s human resources strategy and, despite of the dismissals due to the company’s restructuring (see page 65), there was an increase from 264 to 473 (during summer time) in the number of professionals that operate in the emergency calls, which improved the operational performance indicators GRI EU6; EU7 Renew Program The purpose of the Renew Program is to improve and increase the effectiveness in the performance of the activities and reduce the costs with system maintenance, in addition to support the decision-making process. Accordingly, this program reviews the company’s processes and the changes in the IT area that will allow the integration and modernization of the systems responsible for the company’s operation. The reviews will also improve the customer services and allow the implementation of systems adjusted to the AES Brasil’s processes, improving the results to the Group’s companies. Through 2012, more than 100 employees of different areas operated in the Inova program projects. In 2013, it is estimated that 350 persons will adopt the program. 40 Distribution network expansion GRI 2.9; EC8; EU6 In addition to invest in the modernization and automation of the electric grids, it is also necessary to invest in the expansion of the system, ensuring the distribution in accordance with the demand of the consumer units, without breaking down the system and reducing the quality of the electric energy distributed. Accordingly, in 2012, AES Eletropaulo invested R$ 216.5 million in projects for the expansion of the electrical system. Amongst these investments, we highlight the construction of the new substation Ermelino Matarazzo and the improvement of the substations Santo Amaro and Cotia, which, together, totaled 200 MVA of power to the AES Eletropaulo’s system. The results from such expansion are reflected in the improvement of the energy quality, as it allowed the new balance of the load in the benefited regions. In São Paulo, 20 new primary circuits for distribution in the substations of João Clímaco, Carapicuíba, Bandeirantes, Ibirapuera, Ermelino Matarazzo and Parnaíba were launched, in addition to the expansion of the capacity of other 38 primary circuits in the substations of Cotia, Monções, Tamboré, Vila Talarico, Nações and Carapicuíba, with the reconstruction of the underground stretches. With the new circuits, AES Eletropaulo can improve the quality of our services due to the increase in demand for electric energy in the benefited regions, totaling approximately 230 thousand customers. For 2013, it is estimated the construction of 47 new circuits and the expansion of the capacity of over 25 primary circuits in the substations of Monções, Vila Talarico, Nações, Clementino, Carapicuíba, Monte Azul, Varginha and Guaianazes. The new cycle of tariff reviews resulted in the need of reviewing the capacity of investments. However, the focus will be maintained on the improvement of the quality of the services provided. Accordingly, it is estimated for 2013 the investment of R$ 178.6 million in the construction and expansion of the distribution substations, primary circuits and subtransmission lines. Innovation: Aiming Intelligent Networks GRI EU6; EU21 For AES Eletropaulo, the efficient and secure provision of services, with quality, depends directly on its innovation culture and the continuous investment in alternatives and electricity distribution technologies. This is a daily concern in order to meet its goal that is to ensure the customers’ satisfaction and to be the electric best power distribution concessionaire in Brazil by 2016. One of the tools to meet this purpose is the efforts undertaken by the company to introduce technologies which are able to provide the smart grids in its concession area. The smart grids are comprised of several equipment which is able to map the traditional electric energy grid: sensors, automation devices and smart metrics. With this set of technologies, the company is aware – at long distance and in real time – of the volume and quality of the electricity that is being used in each consumption unit. Accordingly, the concessionaire will be able to remotely perform the maintenance, monitoring of irregular connections and cutting and reconnecting the installations. In addition to the technological improvements established over the recent years (see page 41), in 2012, AES Eletropaulo prepared the roadmap of the Smart Grid Program for the period between 2013 and 2015, which defines a restructuring project for the region of Barueri (SP) – in order to test the definition of the applications and functionalities of the 41 smart grids, covering the electric energy grid of the city, five substations and approximately 56 thousand metrics; and another project in Vargem Grande Paulista and Caucaia do Alto, which aims at testing the functionalities of the smart grid. Over this period, AES Eletropaulo will make investments greater than R$ 70 million. Investments, modernization and quality GRI: PR9; EC2; EC8; EU6 One of the steps for the implementation of the smart grid is the investment in technologies that ensure the monitoring of and remote control over the distribution networks. In 2012, AES Eletropaulo concluded the installation of 1,488 new automatic connectors, equipment that allows the recovery of the power supply remotely, in case of interruption due to any external effect, without the need of allocating the maintenance staff to such place. Currently, over 3 thousand equipment is implemented in the grid. With an investment of R$ 38.9 million, the installation of the automatic reconnectors resulted in the best operational indices (DEC and FEC) of the company’s history, as demonstrated in the table below. The installation of the automatic reconnectors prevented approximately 990 thousand interruptions due to the failures in the transmission in the consumer units throughout the year, allowing an FEC of 4.65 in 2012. Another significant effect from the investments in the automation of the electric grid is reflected in the reduction of the amounts paid in fines imposed by the regulatory bodies arising from the interruptions in the energy supply. In 2012, the company paid a total amount of R$ 24.9 million in fines, a decrease of 13% compared to 2011. Another important aspect in 2012 was the project to map the substations. In total 100 substations and 140 primary circuits4 were mapped, with investments of R$ 20.2 million. For 2013, it is estimated the mapping of 540 connectors, secondary circuits and capacity banks. The investments in modernization of the grid allow customers to have access to the electricity with reliability and quality, which are already being recognized and that reflect in our indexes of Customer Satisfaction (see page 37). Therefore, on an integrated basis, AES Eletropaulo seeks for innovative solutions to comply with the commitments and goals of the Sustainability Platform and the Strategic and Sustainable Planning. DEC and FEC In 2012, AES Eletropaulo reached the best indexes of DEC and FEC in its history. It was registered 8.35 hours and 4.64 times, respectively, representing a decrease of 19% in the DEC index and 15% in the FEC index, compared to the previous year. 4 Part of the distribution network that feeds the transformers; the grid that comes from the transformers and reaches the consumption points is called secondary grid. 42 GRI EU28; EU29 Operational Indicators General DEC of the Company – determined value 2010 2011 2012 10,60 10,36 8,35 General DEC of the Company – regulatory limit 9,32 8,68 8,67 General FEC of the Company – determined value 5,43 5,45 4,64 General FEC of the Company – regulatory limit 7,39 6,93 6,87 DEC – Duration Equivalent to the Interruption per Consumer Unit FEC – Frequency Equivalent to the Interruption per Consumer Unit Electric Cab The partnership among AES Eletropaulo, Municipality of São Paulo, Sindi Taxi and the assembler Nissan commenced the pilot program Electric Cab – Zero Emission. The purpose of the project is to evaluate the operational performance of ten electric taxis in a city of São Paulo. The vehicles are operational and we count on the support of five rapid loaders that supply up to 80% of the total load of the vehicles within solely 30 minutes, allowing the resupply in short stops and without affecting the daily activities. The benefits of the project include the reduction of the consumption of fuels and, therefore, the emission of CO2 derived from the extraction and refining of fuel and natural gas, normally used in this category. Distributed Energy GRI: EC2; EU6; EU8 In April 2002, Aneel enacted a normative instruction in order to define the general conditions for the access to the distributed generation. The rule created the Energy Compensation System, which allows the customer to install small generators in its consumption unit and exchange energy with the local distributor. The rule is valid in order to allow the generators to use the alternative sources of energy (water, solar, biomass, eolic and qualified cogeneration). Thus, the energy generated in a residential facility and not consumed and may be included in the AES Eletropaulo’s system, which will use the credit to discount the consumption on the following months. The credits may be used within 36 months and the information will be included in the customer’s invoice, in order to inform the customer about the energy balance and also to understand the invoice. At the same time of the progress of regulation, AES Eletropaulo directed the resources of the Research and Development Program to projects that may enable the concept of the distributed generation in its concession area. 43 Solar energy in the city of São Paulo With the purpose of performing it in practice, studies on technical, economic and commercial feasibility in the use of photovoltaic solar panels in the electricity generation, AES Eletropaulo invests in the implementation of trial plants. The largest project will be made in the future stadium to be used in the opening of the 2014 World Soccer Cup, in São Paulo, and has the participation of AES Tietê, generating company of Group AES in Brazil and other companies of the electrical sector and investments of private enterprise. On the other hand, in Parque Villa Lobos, the project aims at studying the aspects of the distributed generation of solar energy and of the connection with the distribution network and also developing national technology. It will be installed solar panels distributed and one photovoltaic plant in the Park area. Efficient Use of Resources The proper allocation of these resources in order to ensure balanced results with respect to all relation network, in accordance with the company’s efficient use of resources In the Sustainability Platform, this main theme – Efficient Use of Resources – is divided in three types of resources: financial, energy and natural. The results are broken down below. Efficient Use of Financial Resources Sustainability Commitment (2012-2016) Current Status Next steps Operate with costs that would place us in the first positions of the Aneel ranking in terms of operational efficiency (between 25% of the most efficient companies). In progress. The action fronts that AES will need to adopt to achieve new ranking position by Aneel, including the new scenario of tariff review were mapped. The company currently occupies the third quartile of the ranking Establish an action plan and annual goals to achieve the goal by 2016 Management restructuring of the intangible assets through 2014. In progress. In 2012, were mapped existing processes for the management of intangible assets Establish an action plan and annual goals to achieve the goal by 2014 The new cycle of tariff reviews of Aneel will significantly affect the revenues of AES Eletropaulo. Therefore, the commitment with the efficient use of financial resources becomes even more relevant and strategic for the business. In this regard, in 2012, the Creating Value program was more relevant. The program – an initiative of AES Brasil that seeks to improve the result of the company, either by an increased revenue, either by optimal use of financial resources - brought a profit of R$ 319.3 million, exceeding the goal of 2012 of R$ 318 million. The performance of the program was in all areas of AES Brasil, having as main initiatives: improved performance of collection agencies, migration of service channels, reducing labor contingencies, customer segmentation, renegotiation of contracts, among other. This confirms that the companies comprising AES Brasil have undertaken efforts to ensure that the decrease in revenues does not adversely affect the target audiences. 44 Economic and Financial Performance In 2012, the net profit amounted to R$ 107.9 million, a reduction of 93.1% as compared to the amount of R$1,572.1 million registered in 2011. This reduction is explained by: (i) negative impact of R$252.1 million, due to the effect of revision and tariff adjustment on Installment B, offset in part by the increase of R$120.9 million by virtue of the total market growth in 1.0% in 2012; (ii) negative impact of R$295.4 million in 2012, related to the increase of costs of Installment A considering the tariff homologated in July 3, 2012; (iii) increase of R$ 487.0 million in the expenses with Installment A in the first semester of 2012; (iv) increase of 23.5% of expenses with PMSO (personnel, material, services and other); (v) increase in the account other revenues and expenses due to non-recurring effect related to the sale of AES Eletropaulo,Telecom (AES Atimus) to TIM; (vi) lower financial result, due to non-recurring financial revenue in 2011 (adjustment for inflation and interests on arrears on Finsocial contribution), reduction of capitalized interests and decrease of monetary updates due to lower judicial contingencies balance. Results 2012 – highlights (R$ million) Consolidated IFRS (R$ million) Gross revenue 2011 2012 Variation 15,240.2 15,313.7 0.5% Net revenue 9,835.6 9,959.2 1.3% Operating costs and expenses 6,961.4 8,442.1 21.6% EBITDA 2,847.9 655.6 77.0% Financial results (21.3) (51.6) 14.2% Financial revenues 318.3 238.7 25.0% Financial expenses (339,6) (399.6) 17.7% Results before tax 2,323.2 98.7 95.8% Net profit 1,572.1 107.9 -93.1% G GRI: EC1 Wealth Distribution - by interested parties Employees 2010 R$ thousand 2011 % R$ thousand 2012 % R$ thousand % (566,418) 7.71% (551,052) 6,71% (615.893) 10.35% Government (taxes, fees and contributions and Financing/third segment taxes)parties (5,250,345) 71.48% (5,729,558) 69,76% (4.916.937) 82.60% (180,863) 2.46% (360,817) 4,39% (312.179) 5.24% Shareholders/retained (1,347,689) 18.35% (1,572,105) 19,14% (107.946) 1.81% Added value distributed (7,345,315) 100% (8,213,532) 100% (952.955) 100% 45 Operating Revenue The gross operating revenue reached R$ 15,313.7 million in 2012, a growth of 0.5% in the period. This behavior is explained by: (the growth of 2.0% of owner-dominated market in the period; by the increase of 1.3% registered in the line of other revenues in the same period of comparison. In 2012, the deductions amounted R$ 5,354.5 million, which represents a decrease of 0.9% in the comparison with 2011. This evolution is explained by the decrease of values defined by Aneel to CCC (Conta de Consumo de Combustíveis), PROINFA (Programa de Incentivo às Fontes Aternativas de Energia Elétrica) and CDE (Conta de Desenvolvimento Energético) charges, as well as of tax charges levied upon the supply revenue arising out of the invoicing variation between the periods. As a result of the changes mentioned above, net operating revenue was 1.3% higher than in the comparison between the years 2011 and 2012, totaling R$ 9,959.2 million. Operating Revenue (R$ million) Supply revenue 13,558.0 13,609.0 Var (%) 2011 x 2012 0.4% Other revenues 1,682.0 1,704.7 1.3% Total gross revenue 15,240.2 15,313.7 0.5% Deductions of gross revenue (5,404.6) (5,354.5) -0.9% 9,835.6 9,959.2 1.3% Net revenue 2011 2012 Operating costs and expenses In 2012, operating expenses rose 20.9% compared to 2011, totaling R$ 8,389.5 million. The costs are detailed below: 2011 2012 Variation (%) 2012 x 2011 Installment A 5,689.1 6,858.5 20.6% Electricity bought for resale 4,464.1 5,376.3 20.4% Transmission 1,225.1 1,482.2 21.0% PMSO 1,250.7 1,531.1 22.4% Personnel 545.9 704.6 29.1% Third party services 461.0 503.0 20.9% Materials 51.7 62.5 9.1% Others 192.1 261.0 35.9% 6,939.8 8,389.5 20.9% Operating expenses (R$ million) Total 46 Installment A The expense on electricity purchased had increased by 20.4% in the year due to higher purchase volumes and increased average price of purchased power. In 2012, expenses with transmission and electric network usage charges grew by 21.0% compared to 2011, due to the increase of charges of Basic Network, the ONS (Operadores Nacional de Sistema) and the System Service Charge (ESS). Personnel Costs and expenses with personnel increased by 29.1% in the year due to the following factors: I. restructuring of the workforce according to the internal review process in search of greater efficiency, which will further benefit the results of the company; II. increased costs to the private pension entity; and III. increase for the readjustment of wages, charges and benefits from 2011 and 2012. Personnel- in millions R$ 2011 2012 Var (%) Personnel and charges 433.0 537.9 2012 x 24.2% 2011 Pension entity 112.9 166.7 47.6% Total 545.9 704.6 29.1% Third Parties Services and Materials The expenses with materials and services from third parties closed the year at R$ 565.5 million, with an increase of 10.3% compared to 2011, mainly influenced by the expenses with the Action Plan 2011-2012 and operational bases reform and change to the new corporate headquarters. Other Operating Expenses Other operating expenses increased by 35.9%, totaling R$ 261.0 million in 2012. The main highlights are: I. II. the reversal of labor and tax provisions in the third quarter of 2011, totaling R$73.2 million; increase in PCLD (Provision of Credits and Doubtful Losses) and write-offs reflecting higher default rates for the period; amounts offset by the reduction of R$ 16.2 million in the line of other expenses primarily due to lower advertising expenses and compensation for damages to consumers; the latter due to the higher volume of reimbursements made in the due to the extratropical cyclone in 2011. Operating expenses (R$ million) 2011 2012 Variation (%) 2012 x 2011 89.6 167.5 7.0 14.6 109.6% - - NA Others * 184.0 148.3 -19.4% Total 192.1 261.0 95.9% PCLD and write-offs Provision (Reversion) for contingencies Convictions and court settlements 86.9% * Leases and rents, compensations, losses and damages, advertising, bank tariffs, IPTU etc 47 Other revenues and expenses The account of other revenue and expenses increased from an expense of R$ 47.9 million in 2011, also to an expense of R$ 914.1 million in 2012, reflecting the sale of AES Atimus in October 2011. Excluding this effect, the increase of R$ 149.6 million in 2012 compared to the previous year is explained mainly by the increase of R$ 92.4 million with construction expenses due to higher Capex in the period, plus the growth in R$ 57.2 million in expenses for decommissioning asset. Ebitda In 2012, the EBITDA (earnings before interest, taxes, depreciation and amortization, initials in English) the company reached a total of R$ 655.6 million, a decrease of 77.0% compared to the previous year, when EBITDA was R$ 2,847.9 million. The following factors explain this performance: (i) negative impact of R$ 252.1 million due to the effect of the tariff review and adjustment on Installment B, partially offset by an increase of R$ 120.9 million due to the growth of 1.0% of the total market in 2012; (ii) negative impact of R$ 295.4 million in 2012 related to the increase of Installment A costs in relation to what was found in the tariff approved on July 3, 2012; (iii) increase of R$ 487 million in the expenses with Installment A in the first semester of 2012 compared to the first semester, reflecting greater expense with power purchase for resale and charges of Basic Network, ONS and ESS; (iv) increase of 23.5% with PMSO expenses; and (v) increase in the account of other revenues and expenses due to the non-recurring effect related to the sale of AES Atimus to Tim in October 2011. Financial results In 2012, the financial result was a net expense of R$ 51.6 million, while in 2011 the result was a net expense of R$ 21.3 million. This performance is explained by the following factors: I. positive impact in third quarter of 2011, non-recurring item of R$ 54.3 million, as a adjustment for inflation and interest on arrears over the Finsocial contribution; II. reduction in the average time of closure of the works and putting into operation of the management system of works resulting in a decrease of R$ 21.0 million in capitalized interest; III. provisions in fourth quarter of 2012, related to notices of infraction issued by ANEEL in the amount of R$ 18.3 million related to indicators DEC and FEC 2009 and nonconformities raised by the regulatory agency in the preparation of the valuation report of the Regulatory Compensation Base. The company has filed an appeal together with ANEEL to review the figures for non-compliance with Regulatory Compensation Base. IV. reclassification of the fair value of the financial asset related to concession previously recorded in equity and now recognized as adjustment for inflation, totaling an expense of R$ 15.1 million; V. negative impact of R$ 6.7 million due to the decrease in CDI between periods, due to the reduction of 3.2 pp in the CDI for the period. And partially offset by: 48 I. restatement on the transfer of properties sold in April 2007, totaling R$ 39.4 million. The completion of the transfer of the remaining property of the operation allowed the accounting of amounts related to adjustment for inflation for the period; II. allowance in the amount of R$ 27 million recognized in fourth quarter of 2011 related to the notices of infraction issued by ARSESP and Aneel, positively impacting the same period of 2012; III. favorable ruling with respect to the action seeking PIS credit offset, in third quarter of 2012, which resulted in the recognition of R$ 18.5 million. The company recalculated the amounts related to the action involving PIS credit and found an additional credit. This value only refers to the monetary update of the difference determined through recalculation of the action Compensation to the Shareholders The Management of AES Eletropaulo proposes the distribution of 25% of base for payment of dividends for the year of 2012, considering the amount of JSCP (Interest on Own Capital) previously proposed discounted the Income Tax, totaling R $ 54.9 million. The Managers further propose that the remaining amount of R$ 138.2 million is allocated to the Statutory Reserve to reinforce working capital and financing of maintenance, expansion and development of the company's activities. Allocations will be ratified at the Annual General Meeting (AGM) which is expected to occur by April 30, 2013, as well as the ratification of the interest on capital in the gross amount of R $ 54.3 million deliberated at the Board Meeting and the definition to the effective date for payment. The amount of complementary dividends proposed by the managements of the company is of R$ 0,5 million, and of JSCP, is of R$ 54,3 million, corresponding to R$ 0,31 per ON share ON and R$ 0,34 per PN share. Debt On December 31, 2012, the company's gross debt totaled R$ 3,935.9 million, R$ 209.4 million higher at the end of 2011, reaching R$ 3,726.5 million. The 5.8% increase in gross debt refers mainly to: (i) the 14th issue of debentures in November 2011, worth R$ 600 million disbursement in January 2012; (ii) disbursements from FINEP during 2012, totaling R$ 19.8 million; (iii) partially offset by: (iv) amortizations of principal of the 10th issue of debentures in the amount of R $ 200 million, CCB Citibank in the amount of R $ 50 million and CCB Bradesco in the amount of R$ 30 million and; (v) the reduction of the net debt recorded with Fundação CESP in R$ 96.8 million, due to the fact that the payments to the pension fund of the installments for the year 2011 were higher than the costs from the actuarial calculation. The balance of this debt totaled R$ 1,133.0 million at the end of December 2011. Cash totaled R$ 814 million at the end of the year, R $ 576.4 million lower than the same value of 2011. At the end of 2012, the company's net debt totaled R$ 3,114.8 million, 34% higher than the balance of 4T11, due mainly to the lower balance of cash. 49 The average cost of total debt of AES Eletropaulo showed variation from CDI + 0.98% p.a. on December 31, 2011 to CDI + 1.21% p.a. on December 31, 2012. The average debt maturity was 6.9 years, a level slightly higher than the term of 6.6 years as of December 31, 2011. Investments In 2012, the volume of the company's investments totaled R$ 831.1 million, representing an increase of 12.5% compared to the same period in 2011. Investments with own funds totaled R$ 796.2 million, while projects financed by the customer during this period totaled R$ 34.9 million. In 2013, the Company plans to invest R $ 646.9 million, 22.2% lower than 2012. From this amount, R$ 621.0 million with their own resources and R$ 25.9 million funded by customers. Main investments – 2012 System Expansion and Customer Services • In 2012, it was invested R$ 195.5 million to meet the addition of 202 thousand new customers, of which 55.4 thousand are related to regularization of illegal connections. • R$ 216.5 million were invested in system expansion in 2012, with focus on an increase in installed capacity of 187MVA, as a result of the deactivation of processing 88/3.8kV of ETD Ibirapuera (-36MVA), retraining of ETD Campestre (-27MVA), expansion of ETD Santo Amaro (40 MVA), Cotia (40MVA), Leopoldina (45MVA), Guaianazes (5MVA) and energizing the new ETD Ermelino Matarazzo (120MVA). Moreover, the works of Air Channel of Station Peri 1-2, LTA Piratininga - Bandeirantes 1-2 and LTA Piratininga Bandeirantes 3-4 and RAE Sertãozinho were completed. These improvements will benefit a population of about 1.7 million inhabitants. 50 Recovery of Losses • We invested R$ 27.9 million for the completion of 55.4 thousand regularization of illegal connections, correction of irregularities of 43.6 thousand irregularities and replacement of 109.2 thousand obsolete meters. Maintenance • The cumulative total invested in 2012 was R$ 213.0 million, mainly in the maintenance of 2005 km of the network, in addition to the installation of 1,488 automatic circuits recloses. Others There were allocated R$ 99.1 million for the creation of the New Administrative Headquarters and acquisition of vehicles mainly aimed to support the contractors to carry out works for the expansion of the network and pruning and emergency classes. Commercial Performance The AES Eletropaulo’s concession area has the most diverse economic activities, whether industrial, commercial or service. Also, it has the largest population concentration in the Country. In 2012, the total market in the concession area of the company grew by 1% compared to 2011. This performance reflects the low economic growth of the Country, which strongly impacted the industrial activity in the company's concession area. Moreover, the market performance for the year was sustained by the residential and commercial classes, due to favorable indicators of unemployment and income, and the higher volume of sales in the State of São Paulo, which grew 9.9%. Furthermore, the consumption of the total market in the year had a positive impact of an additional 0.8 day billing (+103 GWh). These numbers were offset by the exit of a free customer for the basic network and the dismissal of a customer which, together, negatively impacted with 534 GWh in the year. Excluding the impact of billing days and the exit of customers, the total market would have registered a growth of 2% in 2012. Power Consumption (GWh) Type of customer Residential Industrial Commercial Public power and others Captive market Free Consumers Total Market 2011 2012 Var. (%) 2011 x 2012 16,408 17,029 3.8% 5,996 5,803 -3.2% 11,614 11,815 1.7% 2,799 2,922 4.4% 36,817 37,570 2.0% 8,284 7,987 -3.6% 45,101 45,557 1.0% 51 Efficient Use of Power Resources Commitments Current status Nest steps Reduce global losses at AES Eletropaulo in 13,35% until 2016 In progress. Reached the goal of 2012 to reduce overall losses of AES Eletropaulo in 2%, of 10.51% in 2011 to 10.30% in 2012.'s Actions for the recovery of commercial losses were intensified as the fight against fraud and the informal connection and management of technical losses Intensify actions for the recovery of commercial losses and maintain the management of technical losses Reduce own consumption of electric power in 20%, through 2016. In progress. In 2012, there was a 2.2% reduction in energy consumption compared to 2011. It was performed an inventory and identification of major opportunities for reduction. Contributed to the reduction of energy consumption change of four units for the new headquarters of AES Brazil, between July and December 2012 - building with more efficient electrical design Establish an Internal Management Committee of Energy Consumption and other natural resources, focusing on new energy efficiency projects, and internal awareness campaigns Contribute to reduce the energy consumption of our customers by 180 thousand mwh by 2016 In progress. There was a reduction of 109.3 thousand MWh, exceeding the 2012 target of 57 thousand MWh. Result of the intensification of regularization of electrical installations of low-income consumers and energy efficiency projects in schools, hospitals, etc Keep the intensification of the "Turning Consumers into Clients" and of projects of energy efficiency projects for clients such as Public Authority With respect to the efficient use of power resources, the efforts undertaken by AES Eletropaulo were focused on the reduction of the technical and commercial losses. In addition to the engineering actions, including the construction of new substations and circuits for load redistribution (for further information, see page 41), the company acted to become more efficient in the customers’ equipment in the context of the Energy Efficiency Program, including the regularization of irregular connections through the Transformation from Consumers to Customers program. Decrease of technical and commercial losses GRI: EU6; EU7; EN6; EN7; EU12; EN26 The losses in the distribution represented the difference between the electric energy required and the electric energy effectively sold to the customers in the same period, classified into two types: technical and commercial (non-technical). In 2012, the initiatives to reduce the losses increased by 537 GWh. This volume of added energy resulted from the initiatives that comprise the loss mitigation plan. Amongst the main actions, we refer to the following: inspection of frauds directed to the segment of high history of irregularities and increased impact in the volume of added energy; recovery of installations which were discontinued due to the lack of payment of the customers that started to use irregular energy; replacement of the obsolete metrics for more modern equipment, which allows more accurate balance and reading, contributing to reduce the 52 invoicing losses due to inaccurate reading; and regularization of informal connections (read more on page 77). In 2012, AES Eletropaulo performed 282 thousand inspections to avoid fraud and irregularities, resulting in 46 thousand measurement irregularities. In addition, 67.3thousand installations were recovered whose power supply was discontinued Energy consumption GRI: EN4; EN5; EN7 The electricity consumption in AES Eletropaulo in 2012 was 44.29 GWh, 2.1% lower than the previous year. This result approximates to the commitment assumed by the AES Brasil Group which provides for the reduction of 20% in own consumption through 2016, considering 2011 as the base year. This way, the company exceeded the goal for the year, established in 44,36 GWh. The economy in the period, which totaled 1,05 GWh, corresponds to the energy demand of a city of 41 thousand inhabitants for about a year. Total Consumption of Energy by Source 2010 2011 2012 93 88 88* Fossil fuel (%) 5 4 10* Alternative sources (gas, wind power, solar energy etc.) (%) 2 8 2* 46 45.07 Hydropower (%) Total consumption of energy (GWh) 44.29 * in virtue of the lack of information the national energy balance started to consider the proportion of the contracts of purchase of energy of AES Eletropaulo. 53 Reduction of consumption of energy of clients and Program of Energetic Efficiency GRI: EU6; EU7; EN6; EN7; EN26 In addition to the Transformation from Consumers to Customers project (see page 77), AES Eletropaulo invests in energy efficiency projects to the customers of the industrial, public power and service groups. Throughout 2012, AES Eletropaulo invested R$ 46.84 million in energy efficiency projects, in cities of concession area, such as São Paulo, Diadema, Pirapora de Bom Jesus, Carapicuíba, among others. The plans benefited state and municipal schools, hospitals, traffic lights and tunnels of the São Paulo state capital besides public buildings, among others, totaling in the 520 units a reduction of 38,846 MWh/year of energy consumption, which is equivalent to the average monthly consumption of more than 14.1 thousand households. One of the initiatives that can be perceived by the São Paulo citizens daily is replacing incandescent light bulbs with LED lights in about 110 thousand traffic lights of the city. Besides saving about 80% of the electricity, requiring less maintenance, this kind of lighting is safest because it ensures that drivers and pedestrians have no doubts about the color of light, regardless of the reflection of sunlight. In 2013, a refinement of the project includes the installation of no breaks that keep the traffic lights system running even during a potential power outage at 176 intersections, corridors and critical city. In August 2012, Eletropaulo ended, together with the Municipality of São Paulo, the works to replace the lighting system of more than seven tunnels totaling 20 in the city. AES Eletropaulo project’s benefits go beyond improvements in lighting: the action also reduced thefts of cables, saving energy and maintenance costs, but also in the care of the electrical system. In addition, another 195 schools in the municipal city of São Paulo and another 73 of the state have benefited from the modernization of the lighting system, which also brings greater economy and quality for students, especially for those studying at night. In health, R$ 1.5 million was invested in the improvement of lighting and HVAC systems of 12 public hospitals, benefiting patients and physicians. GRI EN6 Saved energy (MWh) Investment (R$ million) Efficient Energy Program 38.846 46,84 Program of Transformation of Consumers into Clients 77.839 58,77 Total 116.685 105,61 Reduction of energy consumption of clients 54 Main Projects Developed in 2012 Education Project: 73 State schools and 195 of the Municipality of São Paulo Customer: Education Secretariat and Municipal Education Secretariat Total amount invested in the projects: R$ 9.1 million Scope of the project: modernization of the lighting system Estimated energy savings: 8,030 MWh / year Public buildings Project: municipal governments, governmental departments and governmental agencies Customer: Taboão da Serra, Pirapora do Bom Jesus, Sub Municipality of São Paulo, Diadema, and Carapicuíba Total amount invested in the projects: R$ 3.0 million Scope of the project: modernization of the lighting system of 219public buildings, including schools, Basic Health Unit (UBS), hospitals, Municipal Market of São Paulo and administrative buildings Estimated energy savings: 4,082MWh/ year Public lighting (tunnels) Project: 7 tunnels in the city of São Paulo especially Anhangabaú, Roosevelt and Court of Appeals Customer: Municipality of São Paulo Total amount invested in the projects: R$ 13.6 million Scope of the project: modernization of the lighting system of the tunnels with LED technology Estimated energy savings: 18,884 MWh / year Health Project: several hospitals Clients: 10 State Hospitals, IAMSPE and the Hospital of Military Police Total amount invested in the projects: R$ 1.5 million Scope of the project: modernization of the system of air conditioning, and lighting Estimated energy savings: 8,006 MWh / year Street lighting Project: Street lighting of the City of São Paulo Clients: CET/PMSP Total amount invested in the projects: R$ 16.7 million Scope of the project: replacement of over 110 thousand incandescent lamps by led lamps. Estimated energy savings: 25,781 MWh/year 55 Efficient Use of Natural Resources Commitments Status Next Steps Expand by 40% waste recycling and cut by 25% waste disposal in landfills by 2016 In progress. Exceeded the goals of 2012 for recycling of waste, as well as for the disposal to landfill of waste generated by the company. It was registered 49% of recycling and reuse of waste generated in 2012, a rate above the 15% target projects to the year was recorded. It was also registered the reduction of waste sent to landfill, 55% of total generation in 2011 to 45% of total generation in 2012, an index above the target of 53% projected for the period. Additionally, there was a reduction of 73.2% of the total waste generated by the company. These results were obtained from the prioritization of major waste volumes and greater environmental impact and appropriateness of the allocation process. Enhance and monitor processes, raising awareness of people involved, to ensure the efficient management of generated waste and its proper disposal Give priority to the partners receiving the waste taking into consideration the social and environmental aspects of the plant for treatment/disposal of the waste until 2016 In progress. In 2012, were mapped and prioritized the suppliers recipients of waste, environmental criteria were defined and mapped the current processes to manage those suppliers to identify potential improvements Review the procedure for hiring and management of waste suppliers and recipients and implement new process including phases of training, adaptation and development of these suppliers Reduce in 10% the water consumption, in 10% the co2 emissions and in 5% the paper consumption and prioritize the use of renewable fuel in the fleet up to 2016 In progress. It was not achieved the goal of the year for the 2% reduction in water consumption, which increased by 7.6% compared to the consumption of 2011 , mainly due to works in the buildings (old and new) that served as headquarters to AES Brazil. Although the goal of reducing the energy consumption has been achieved, the goal of reducing emissions of CO2 was not achieved in consequence of the increase of the emission factor of the national electric grid and the impact of high energy consumption in company inventory. Establish an Internal Management Committee of the Consumption of Natural Resources, with a focus on new projects and beyond internal awareness campaigns. To sustain efforts to reduce its own consumption of electricity, as well as losses in the system. It was reached the target of 2% reduction in paper consumption compared to 2011 Merge at least 20% of recycled and reused material and/or equipment in the power grid up to 2016 In progress. It was performed an inventory and equipment with greater potential for reuse were prioritized. The pilot project was implemented that would measure the viability and return (financial and environmental) of this recycling process. Measure the results of the pilot project, make possible adjustments and assess the possibility of extending the scope of the project, including new materials Structure, up to 2013, the risk management and opportunities identification system associated with weather changes In progress. The action plan was completed in 2012 with the involvement of the internal public for mapping risks and opportunities associated with Climate Change Define guidelines for the performance of AES as to Climate Change and establish a Management Model 56 GRI: EN14, EN26, EN28, EN30 AES Eletropaulo is supported by the Environmental Management System (SGA), whose main purposes are the prevention, correction, mitigation and control of the environmental effects. SGA offers the system of continuous improvement through the development of management purposes, goals, programs and procedures, and operating instructions, aligning, therefore, the company’s processes and activities, specifically with respect to those that represent the most significant risks to the environment. The system also refers to themes that involve management of services and material suppliers, taking into account issues related to the compliance with the environmental laws, good environmental management practices and regulations and the company’s policies, in addition to prevention of impacts. Another point of attention of SGA is the impacts that the AES Eletropaulo’s activities would cause against the communities in the surroundings, in order to identify ways to minimize them. All these actions are directed by the Sustainability Policy of the AES Brasil Group, which operates in accordance with the prevailing environmental laws and regulations and with respect to the natural resources. In 2012, the certification ISO 14001:2004 scope reached 100% of the company’s processes and units, covering all AES Eletropaulo’s operations in the 24 cities of the concession area. Environmental protection expenses (R$ thousand) 2010 2011 2012 3,409 3,225 3,068 147 1,676 1,463 Environmental Offsets and Licensing 1,217 810 1.313 Recovery of the Quality of the Soil and Underground water 3,558 6,616 11,256 Prevention to Pollution (Construction of Oil collecting basins ETDs) Other environmental management costs (personnel) 2,175 2,677 2,078 314 138 1 ND ND 2,237 R&D Projects 2,916 2,176 655 Energy Efficiency Projects 62,871 54,978 35,008 Direct Costs - Environment Management SGA - Environmental Management System and others Other costs of environmental management TOTAL 76,607 72,297 57,080 Environmental sanctions 2010 2011 2012 26 21 18* * Monetary value of significant fines: R $ 229,968.21 (does not consider the penalties with ongoing resource). 57 Waste and material GRI: EN1; EN22 The development of the activities in AES Eletropaulo depends on the resources such as cables, poles, metallic material, isolators and transformers, amongst other items. Currently, these materials are managed based on the specifications of purchase, without the control of volume or mass. In 2012, it was started the alignment work, so the information may be reported in 2013. Based on the commitment to use at least 20% of recycling and/or reused materials and equipment in the electric energy grid through 2016, AES Eletropaulo started, in 2012, a project to evaluate the potential use of the reverse logistics in all operation. We prioritized three types of material with a greater reuse potention, poles, ironware and insulators, which received a differentiated treatment from the removal of the grid to the final treatment for reuse. It was implemented the pilot project and it is estimated a cost reduction of approximately R$ 3.8 million/year. In addition to the purchase and efficient use of the material, the proper management of the waste generated is a commitment assumed by AES Eletropaulo. In 2012, the company increased by 32.64% the recycling and reuse activities, as well as reduced by 78.68% the generation of waste for landfill in relation to 2011. GRI EN22; 3.11 Residues Non Hazardous Residues (t) Reuse 2010 2011 2012¹ 391 439 321 Recycling 9,708 13,168 21,029 Recovery 0 0 0 Incineration (or use as fuel) 92,501 53,211 142² Sanitary landfill 74,145 79,974 17,046 176,745 146,792 38,538 Total ¹For wastes that are not heavy it is applied factors of volume of conversion for weight, estimated by the company, as well as data provided by the contractors responsible for waste disposal of the residues. ²A wide variation in the category "Incineration (or use as biomass fuel)" occurs by changing the method of calculation and volume of conversion factor for weight of the residue of pruning. In addition, part of this amount started to be recycled. ³A variation in the category of landfill due to the seasonality of the generation of construction waste while reducing hazardous waste happens for the decommissioning project of the site of Cambuci. 58 GRI EN22 Hazardous Waste (t) 2010 Recycling Recovery (including energy recovery) 2011 100 1.074 639 1.332 1.516 611 67 18 33 1.974 4.079 1.177 209 559 329 0 0 102 Incineration (mass burning) Sanitary landfill Co-processing Decontamination PCB Total 2012 3.682 7.246 2.891 2010 2011 2012 Transported 3,682 6,054 2,242 Received treatment 3,682 6,054 2,242 4 The weight of oil for reduction is estimated base on the intensity of the gross oil. GRI EN24 Transported hazardous waste(t) Water GRI: EN8; EN9; EN21 In 2012 the consumption of water in the AES Eletropaulo units was 1246,379 m³, a volume 7.6% higher than the goal for the period. This amount is equivalent to 21.52m³/employee, 2.6% higher than the previous year. In order to comply with the commitment of reduction in water consumption, an inventory of all sites of the company was made. An internal management commission was created analysis of the treatment and establishments of action plans focused on the reduction in consumption. Total consumption of water per source (m³) 2010 2011 2012 127,621 115,913 126,379 Underground source (pit) ND 1,591 - Superficial collection (water courses) NA NA - 127,621 117,504 126,379 22.53 20.98 21,52 Supply (public network) Total Consumption of water (m³) Water consumption by employee (m³) Water discharge per quality and disposal Discharges Quantity(m³) Treatment Oily water from 974 Underwater Transforming Effluents fromChambers 2.877 Underwater Transforming Chambers Physical-chemical treatment Biological Treatment Quality Disposal NA NA Hired Company Hired Company Was it reused by another organization? No No 59 Emissions of Greenhouse Gases (GEE)and Substances Depleting the Ozone Layer (SDOs) GRI: EN3; EN4; EN16; EN17; EN18; EN19; EN29 In 2012, AES Brasil commenced the implementation of a Risk Management and Opportunities Identification System associated with the Climate Changes, which is a commitment of the Sustainability Platform and whose purpose is to evaluate the company’s weaknesses for the proposal of prior measures for climate adjustments, amongst other purposes. In addition, the inventory of emission of greenhouse gas (GEE) was improved, which started to considered additional sources compared to the previous year. We included emissions related to the recharge of fire extinguishers and solid waste. Taking into consideration the emissions directly controlled by AES Eletropaulo, it was totaled 8,106.49 tCO2e, mainly corresponding to the consumption of fuel in the fleet and emission of SF6. The indirect emissions corresponding to the energy consumption for the performance of the organization activities totaled the equivalent to 350,692.24 tCO2, taking into consideration the average monthly emission of 0.0686 tCO2/MWh of the Brazilian Integrated System (SIN). It is also emphasized there was an increase of 135% in the SIN’s average emission factor, and, if the assumptions of the previous year are maintained, the value would be 151,355.25 tCO2. The increase with respect to the previous year resulted from the change in the water system, caused by a long lasting draught, and the subsequent increase in the use of the thermoelectric plants to meet the Brazilian energy supply. GRI EN16 Direct emissions of Greenhouse Gases per source (equivalent tCO2) Direct emissions 2010 2011 2012 7,367.49 8,106,49 7,367.49 5.84 11.33 5.84 Mobile combustion 4,235.35 6,253.63 4,235.35 Fugitive emissions 1,350.80 967.38 1,350.80 Solid Waste 1,775;49 874.15 1,775.49 Indirect emissions related to energy purchase 154,851;47 350,692;24 154,851.47 Total Emissions 162,218;96 358,798;73 162,218;96 Stationary combustion GRI EN19 Emissions of substances destroying the Ozone layer Type of gas Consumption (t) ODP (Ozone Depletion Potential) CFC11 (t equivalent) 2012 0,0749 0,004 0,004 60 Control of impacts to biodiversity GRI EN11; EN12 The works for the analysis of impacts to biodiversity occur in the licensing phase of undertakings. In this phase, less aggressive project alternatives are identified and in the event of technical-financial unfeasibility of implementation, offsets are made. Parque Estadual da Serra do Mar Location: State of São Paulo (several municipalities) Position regarding the area: within the area Operation: subtransmission electrical system Operating unit size: 2.07 km2 Biodiversity value: covered area of remaining portions of Atlantic Forest - Conservation Unit Parque do Pedroso Location: Santo André - SP Position regarding the area: within the area Operation: subtransmission electrical system Operating unit size: 0.14 km2 Biodiversity value: covered area of remaining portions of Atlantic forest - Conservation Unit APA Capivari Monos e APA Bororé Location: São Paulo - SP Position regarding the area: within the area Operation: Subtransmission electrical system Operating unit size: 0.42 km2 Biodiversity value: covered area of remaining portions of Atlantic forest APA - Environmental Preservation Area (Municipal) APA do Carmo Location: São Paulo - SP Position regarding the area: within the area Operation: subtransmission electrical system Operating unit size: 0.14 km2 Biodiversity value: covered area of remaining portions of Atlantic forest APA - Environmental Preservation Area (State) Parque Ecológico do Tietê Location: São Paulo - SP Position regarding the area: within the area Operation: subtransmission electrical system Operating unit size: 0.24 km2 Biodiversity value: covered area of remaining portions of Atlantic forest - Conservation Unit Substations and Lines in spring areas Location: municipalities within our concession area Position regarding the area: within the area Operation: subtransmission lines and substations Operating unit size: 2,73 km2 Biodiversity value: APRM (area of preservation and recovery of springs) 61 GRI EN13 Pomar Urbano Performed in a joint partnership with the Government of the State of São Paulo, the program Pomar Urbano (Urban Orchard) aims at promoting the environmental and landscape recovery of the margins of Pinheiros River, in São Paulo. The project occurs over part of one of the subtransmission lines of AES Eletropaulo, at the margins of the river, and over the last three years, the company was in charge for the maintenance of two sections, corresponding to 37.3 hectares. Other companies performed the maintenance of other sections. 62 Development and valuation of employees, suppliers and communities To know, get involved with transparency and positively affect our target audiences for the constructions of a collective agenda to generate value to all parties. AES Eletropaulo is engaged to offer a favorable professional work environment to its employees, and development and recognition to its suppliers, as well as the definition of actions focused on the communities where we operate. Development and valuation of employees Commitments Status Reach an index above 85% of satisfaction In progress. In 2012, the goal of 80% was not reached in AES Eletropaulo, in AES Brasil work environment until 2016. staying in 74% Next steps Evaluate possible improvements to existing initiatives focused on the development and recognition of employees and management, improving programs and strengthening the internal communication processes In order to comply with its strategic and business commitments, as well as seeking for the creation of value for all its target audiences, AES Eletropaulo is specifically focused on its employees. A company seeks, on a daily basis, to create systems to stimulate and appreciate the employees, focusing on the efficiency, professional satisfaction and quality of life. In 2012, an important project was concluded: the transition to the new head office. At the end of 2010, we started the preparation of this change, which was supported by a number of discussions between all hierarchical levels, research about the employees’ opinion and feasibility studies. In January 2012, the group Embaixadores da Mudança (Ambassadors for Change), which gathered 60 employees representing all areas to discuss and create solutions for all issues related to the transition to the new head office. The Ambassadors for Change continued to meet even after the completion of the transition, in order to evaluate the suitability of the employees to new working strategy of the company and identify possible areas for improvement. The change into the new head office involved the allocation of 1,500 employees - who were previously in different offices in the City of São Paulo - in one single building in the city of Barueri (SP). The main purpose of the change was to increase the integration, synergy, agility, efficiency and competition capacity of the company, in an innovative environment that would be able to promote the welfare of the employees, in addition to reduce the company’s costs. Therefore, the new head office provides for a more modern physical space that improves the integration between the employees, also improving the work. It has also an infrastructure to support the needs of the employees, as a site for meal and the Off Space, which provides for entertainment activities. 63 New working strategy The changes are not solely related to the location and infrastructure. AES Brasil believes in an innovative method of work. The transition to the new head office also changed the work culture. The effects for the employees started with the work time, which commences at 7 a.m. and ends at 4:00 p.m., defined with the purpose of reducing the time in the traffic of the Metropolitan Region of São Paulo in the rush hours. In accordance with the estimates, the change in the initial work time – which previously was at 9:00 a.m. – resulted a gain of approximately 58 minutes in the displacement of the employees. The new work time allows the employee to return to his/her place earlier than he/she was used to, increasing the free time for personal activities and, therefore, improving the quality of life. The new working strategy of AES Brasil also resulted in changes in the daily activities. The planning and organization of the work time are further emphasized and disclosed by the company. The purpose is to increase the productivity without increasing the working time. Therefore, before the change to the new head office, 100% of the employees were trained about the new way to work and acts related to it. It also implemented the remote work. The employees that do not record the working hours can negotiate with the respective leaders and perform the work remotely once a week. The purpose of this initiative is to provide the employees with more flexibility to perform their personal and professional activities, contributing, therefore, to their satisfaction and quality of life. Displacement of the employees One of the most important and most discussed issues in the management process for change was the issue of displacement of the employees to the new work site. The Ambassadors for Change held discussions to reach a transportation model that meets, in the best possible way, the needs of the 1,500 employees allocated in the new head office. The company provides a freight transport that serves about 840 employees. There are 24 routes covering the entire metropolitan region of São Paulo and allow employees to arrive and leave the work site within the stipulated time. Satisfaction in work environment In order to evaluate the employees’ opinion on the infrastructure, quality of life, integration between the areas and remote work at the new head office of AES Brasil, an Evaluation Research was performed and received over 600 responses. In accordance with such research, 87% of the employees are satisfied with the new work environment and the quality of the facilities. For 40% of the employees, the quality of life was improved with the change, and 54% believes that the new working strategy facilitates the daily activities. Also according to the evaluation, the remote work affected positively the life of 73% of the employees, and 70% of the employees declared that the integration with the other areas made the work more accurate and productive. These results confirmed that the new working strategy is already consolidated amongst the employees and that contributed to improve the work environment and daily productivity. In 2012, 74% of the employees of AES Eletropaulo provided a positive evaluation of the new workspace. Although the goal was not reached (85%), we consider that many factors adversely affected the results, mainly the restructuring of the company when the research was performed. 64 Restructuring In the second half of 2012, AES Eletropaulo went through a period of restructuring in its employees’ staff. This adjustment was necessary due to the effects of the tariff review and led to the resizing of positions and teams. Thus, it was necessary to conduct a review of the impacts to all target audiences and it was decided to make major adjustments. It was promoted adaptations that implied a change of functions and compensation equating thus reducing 68 positions in administrative and operational base, increasing by 470 vacancies the number of electricians who work customer service, and encouraging 70 people to retire within the Retirement Incentive Program. Adding to the dismissals in the period, there was a net increase of 204 vacancies in the company. Development and appreciation GRI LA12 The integration and development of the AES Brasil’s employees are continuous. The employee’s transparency in the professional performance is analyzed, amongst other periods, during the Performance Evaluation with Feedback 360º, which involves leaderships and the employees in the analysis of the performance of subordinated employees, peers and managers. Such transparency is implemented during the Pé na Estrada, a direct discussion between senior management and the employees, which provides the results from previous year, company’s strategy, investment plan and goals for the year, in addition to respond to the questions performed by the employees in the microphone. In addition, the employees attend to the discussions in the tables to present the improvement proposals that may be used in the Group’s environmental strategic plan. In 2012, 18 meetings were held, attended by 192 participants of all companies. In order to stimulate and compensate the employees that stand out in the development of their daily activities, the Company adopted the Recognition Program. Recognition of employees To encourage and prize the employees that stand out in the development of daily duties, since 2009 AES Brasil keeps the Recognition Program: dynamic, management and values of AES. In AES Eletropaulo, in 2012, 326 persons benefited, including 235 dynamic recognition to employees or staffs whose actions had positive impact on the company taking into consideration the responsibilities of the position. Siga Livre: the path for expansion at AES Brasil GRI LA11 The professionals of the AES Brasil Group also have the opportunity to define their career plans and to establish the goals for their professional expansion through Siga Livre, a program that provides information on the hierarchical levels and knowledge, formation and experience necessary to be in charge of each position. The Siga Livre content was reviewed and updated at the end of 2012, with 764 promotions and 1,300 salary increases due to merits or change in position, in connection with the program in AES Eletropaulo. 65 Internal recruiting The development and retention of talents are essential for the good performance of the businesses. Therefore, AES Brasil prioritizes the internal recruiting with respect to the new opportunities. In 2012, 40% of the vacations were occupied by employees already working in the company in other positions. The main objective of the program is the improvement of the succession plan, as well as to encourage the employees to prepare their career plan, so that in the future these employees are able to be in charge of new positions in the organization. So that the positions may be available to all in a democratic manner, the company uses the internal communication tools, such as intranet, board and bulletins, to do the disclosure. When AES is not able to fill internally out all spaces, an external selection process is opened, coordinated by human resources area, with active participation of the requesting area manager. Profile of the employees GRI LA1 General information Total number of employees Employees with age up to 30 years old (%) Employees with age between 31 and 40 years old (%) Employees with age between 41 and 50 years old (%) Employees with age over 50 years old (%) Number of women in relation to total of employees (%) Women in management position in relation to total of management positions (%) Black employees women (black and mixed race) in relation to total of employees (%) Black employees (black and mixed race) in relation to total of employees (%) Black employees (black and mixed race) in management position in relation to total of management position (%) Trainees in relation to total of employees (%) Employees annual program for contracting of apprentices (%) Disabled Employees 2010 5,663 30.73 40.14 23.29 5.84 19.83 24.18 2.15 17.55 2011 5,668 28.32 40.81 24.26 6.61 19.64 25.98 2.01 17.33 2012 5,872 31.79 40.38 22.10 5.71 17.61 25.00 2.04 18.95 1.10 1.57 2.38 1.2 0.62 62 0.3 2.38 71 0.9 0.6 61 GRI LA13 66 Professional Development School level profile – describe in relation to the total of employees Basic education High school education Higher education Post graduation (specialization, Master’s degree or Ph) Illiteracy among work force Amount invested in Professional Development and education in relation to the payroll 2010 % 11,50 59,53 24,64 4,33 0,00 1,09 2011 % 10,11 60,20 24,77 4,92 0,00 1,60 2012 % 7,99 65,32 21,74 4,94 0,00 1,61 67 Turnover GRI: LA2 In 2012, there were 1,071 hiring compared to 864 dismissals, 180 were women and 684 men. In the period, the voluntary turnover rate5 was 10.43%. The target established by all AES Brasil Group’s companies is up to 6% and the result observed is the reflex of the structure of the company. Compensation and benefits GRI: EC3; EC5, LA3, LA14 AES Eletropaulo is concerned about to remain attracting and competitive in the market and adopts a compensation policy that includes a number of benefits to its employees. The company’s salary policy includes nominal salary (fixed compensation), additional compensations and benefits, in addition to the Profit Sharing Program (PLR). The fixed compensation is tied to the position and job duties, according to the level of responsibility. On the other hand, the variable compensation is based on the individual performance evaluation and on company’s result and it is paid through the Profit Sharing Program. The lowest compensation in base salary paid by the company corresponds to 1.69 times the 2012 current minimum salary. With respect to the equity in the compensation of operational positions, for example, men had a salary 4% higher than the women compensation. In 2011, this difference was 29%. The Company also offers to all employees the private pension plan, such as Fundação Cesp, Previdência Itaú-Unibanco and MetLife. These are three different options – defined, supplementary and voluntary – and the contributions are defined in accordance with the characteristics of each plan, with disbursements performed by the employees and by the company. Benefits Meal ticket Transportation ticket Life insurance Health plan Coverage for disqualification/invalidity Mother and father leave Pension plan Note. the benefits are not entitled to the employees working during a half period 5 (GRI 3.9) The rate of voluntary turnover only considers dismissals requested by employees, not considering dismissals, and reflects the organization's ability to retain talent. Calculation formula: ((disconnected voluntarily + accepted) / 2) total employees 68 GRI LA14 % of employees by salary range Until 5 minimum wages From 6 to 10 minimum wages From 11 to 15 minimum wages Above 15 minimum wages Average salary by category (R$) Board of director positions Management positions Administrative positions Production positions Men/ women salary Board of Directors Executive Board Management Administrative Operational Apprentices Trainees Interns Compensation profile 2010 64,75 23,91 6,06 5,28 Compensation profile 2010 28,866.74 14,350.86 3,950.97 1,640.58 2011 59,56 26,59 8,01 5,84 2012 62,77 25,90 8,69 6,02 2011 28,685.85 14,787.84 4,159.86 1,786.97 2012 33,192.54 16,186.58 4,365.91 1,776.34 2012 83% 111% 66% 96% 100% 100% 96% Quality of Life GRI: LA8 The quality of life in the work environment is one of the main concerns of AES Brasil. Therefore, AES Sul invests in programs and actions to identify hazard and risk factors related to occupational health. Through the Occupational Health and Safety Management System (SGSSO), based on the OHSAS 18.001 and on the Behavior Based on Safety (BBS), the company adopts control measures aiming to insure people’s health, safety and ergonomics. One of the initiatives is the program Viva Bem Viva Mais, divided in three stages, whose purpose is to reduce the stress and promote the quality of life, contributing to the professional and personal development of the employees: Viva o Corpo – focused on the care with health of the employees; Viva a Mente – focused in reducing the stress and lack of physical exercises; Viva Mais – promote campaigns for promotion of physical and mental welfare. Another action that aims to further improve the AES Sul employee and assist him in times of difficulty, contributing to a more peaceful, secure and balanced professional and personal life, is the Count on with Us Program. This program values the confidentiality and has a team of social workers who attend in person or via 0800, offering comprehensive social support in different situations and procedures, such as direct care to employees and dependents seeking help from social context; home and hospital visits to remote employees: 24h care in case of accidents; information and support to employees removed by Social Security (INSS); among others. The Personal Support Program is another service channel that aims to restore emotional well-being of the employee. Through it, employees and their families can seek psychological, legal, financial aid, speech therapist, among others. Services are offered by professionals, by phone or in person. 69 Communication with internal public AES Brasil seeks for the continuous discussion with its employees and maintains a number of communication channels through which the employees are able to issue their opinion, resolve doubts and know better the company. We refer to the Rede Ligado, comprised of five channels integrated with Communication. Development and valuation of suppliers Commitments Status Next steps Implement the contracted companies’ development and improvement management program until 2014. In progress. New social, From new criteria, assess gaps and environmental, safety and operational develop Program of Development of criteria for hiring and evaluating Suppliers suppliers were refined Have 100% of service suppliers qualified in sustainability, encouraging them to adopt sustainable practices and seek certification of its products and services until 2016. In progress. New social, From the new criteria, draw model of environmental, safety and operational the program of Education for criteria for hiring and evaluating Sustainability for selected suppliers suppliers were refined Implement the furtherance program for Not started. This commitment was small and new suppliers until 2014. planned for 2013. Draw the Support Program for Small and New Suppliers Implement a contracting model of suppliers at total cost until 2012. Reached. The model of hiring of suppliers based on the methodology of Strategic Sourcing which includes the Implement new criteria for pilot assessment of the total cost was suppliers to verify the opportunities and defined, in addition to refining the areas for improvement regarding the criteria for hiring and evaluation of total cost suppliers that will also compose the total cost. Once fulfilled, this commitment ceases to exist in 2013 Adopt prioritization of suppliers of materials and services that have environmental practices process by 2016 In progress. Studies and activities were performed to define environmental criteria that will be inserted in the hiring model and supplier management Draw and implement a pilot project that considers the social and environmental criteria already defined and select group of suppliers to test the model, including actions of development and recognition In order to comply with the commitment to establish a clear and transparent relationship with its suppliers, AES Brasil Group created, in 2011, a performance evaluation system of this target audience considered critical, which directly affects the company’s business, including agreements with an effective period of at least six months and of high value. Therefore, all most significant suppliers to AES Brasil are considered by the tool. The entire process is based on the procedures of the Certification ISO 9001. The Suppliers Performance Index (IDF) counts on the participation of the managers of the areas of all companies comprising the Group, which are responsible for completing, on a monthly basis, the questionnaire including aspects related to the safety, environment, social responsibility, quality, management, productivity, relationship and contractual clauses. In 2012, IDF improved significantly its scope, which also improved the tool. When it was created, the IDF had four questionnaires to evaluate approximately 40 suppliers. Currently, there are 12 questionnaires that evaluate approximately 200 suppliers and over 300 agreements, once some of them are responsible for more than one agreement. 70 The flexibility of the tool enables the creation of specific questionnaires for each category of services and materials, converging the weights of evaluation criteria and their questions to the characteristics of each object. In 2012, for example, specific assessment models were developed to companies of power generation suppliers, which allowed the inclusion in the evaluation of suppliers who provide services and provide materials and equipment for AES Tietê and AES Uruguaiana. The evaluation cycle of the IDF is on a monthly basis in accordance with the effective period of the agreement, being the detailed results shared with suppliers after each evaluation. In accordance with the note provided, the tool classifies the suppliers into four performance rates: excellent; in compliance with the standards; needs improvements; not in compliance with the standards. When the classification is at the last two rates, the tool determines that the manager prepares an action plan in order to allow the supplier to reach the minimum standards. The effectiveness of the action plan is evaluated as from the improvement in the note obtained in the months subsequently to the commencement of the action plan. The significant development in 2012 was the participation and commitment of the managers that developed action plans also to the suppliers that complied with the minimum standards, contributing, therefore, effectively and on a proactive basis with the development of this target. In 2012, it was implemented 711 plans, as compared to 177 in 2011. In addition, to improve the transparency of the process, the Group is developing a satisfaction survey with all its critical suppliers. Initially scheduled for 2012, the research was scheduled for the second six-month period of 2013. IDF Improvements In 2012, AES Brasil began a process of improvement of evaluation of the suppliers. The criteria evaluation is being revised in order to supplement the evaluation on the social and environmental evaluation of our business partners. We improved the analysis taking into consideration the aspects related to the labor rights, of environment, health and safety, improving the process in relation to the new challenges for purposes of sustainability of the businesses. This revision was performed in two stages, which analyzed, individually, the perception of the leadership of AES Brasil and the suppliers, through dialogue panels, on the new evaluation criteria. In 2013 the work will be focused on the revision of the evaluation questionnaires in the IDF, taking into consideration both positions. The results from this evaluation will be converted into action plans to improve the social and environmental performance of the suppliers, considered in the Best Supplier Award, annually performed by the company. Incentive and Recognition With the improvement of the IDF, we also increased the recognition of the suppliers that obtained the best performance in the evaluations. Since 2011, AES Brasil promotes the AES Brasil Best Suppliers Award. With the slogan, “Large partnerships deserve large recognition”, the award is based on the IDF and recognizes the best practices of the partners, taking into consideration the safety, environment, social responsibility, quality, management, productivity, relationship and contractual clauses. Amongst the 205 suppliers (responsible for 323 service agreements and supply agreements), 118 were qualified to the award process, 34 as the final candidates and seven were the winners in the following categories: IT Services; Electric System Services (SEP); SAC Services; Infrastructure and Support Services; Generation Projects and Inventory 71 Material. There was also the delivery of the Highlight in Sustainability to two suppliers who hold shares in favor of the environment and / or the company. See the winners at www.aesbrasil.com.br/fornecedores. Suppliers Profile GRI EC6 In 2012, AES Eletropaulo held commercial relationship with 2.100 companies, of small, medium and large sizes, national and multinational to supply materials, equipment and services to meet the technical, operational and administrative needs of the plants. Over 60% of the employees engaged are comprised of suppliers and regional service providers. 10,251 professionals operate in AES Brasil through service providers in 2012. Employment policy GRI EC6 AES Brasil adopts specific rules to select its suppliers, including at the beginning of the file information on the basic guidelines in terms of safety, environment and Value Guide. In this stage, the company requires documentation for legal and tax qualification and consultations are performed regarding the company’s financial health and the compliance with the social and environmental legislation. The compliance with the requirements on the part of the suppliers is guaranteed by means of periodical and receipt inspections, industrial evaluation, ethics and compliance questionnaire, evaluation of the social and environmental responsibility and technical and work safety audits performed by AES Brasil and specialized companies. For more complex proceedings, AES Uruguaiana may require specific environmental licenses, evidences of compliance with the conditions and requirements of occupational safety and trainings regarding the regulatory rules nr-10 and nr-33 and evaluation of prototypes. In the contracting processes, AES Brasil identifies the needs and expectations of the suppliers, which are subsequently analyzed and used for the improvement of the practices related to the relationship. Accordingly, it seeks the means to adjust the company’s expectation for the performance of the suppliers on a sustainable manner. During the effectiveness of the agreements, events, meetings and workshops are carried out to ensure the continuity of supply without harming the parties. The main subjects addressed are ethics, safety and performance. In AES Eletropaulo, the percentage of purchases performed with the local suppliers6 is 75.37%. Contractual compliance review GRI: HR2; HR10 In order to improve the ethical level in the business relations and avoid corruption, the Ethics and Compliance area of the AES Brasil Group evaluates the reputation of the potential business partners, ensuring the ethical behavior of its business and reducing eventual risks against the company’s reputation. Therefore, before completing a transaction, 6 Local suppliers mean those located in the State of São Paulo. 72 the Ethics and Compliance Program provides for a number of analysis and research of compliance, denominated due diligence7 of the partners involved. In addition, the Compliance Agreement is attached to the agreement, which provides for the measures to be adopted by the partner in relation to the commitment of not performing unlawful acts, in addition to provide for the termination of the agreement with respect to the non-compliance with the terms of such appendix. In 2012, 100% of the suppliers qualified8 in the compliance process were evaluated with respect to these aspects, including the health and security conditions. In 2012, 2 thousand operations were evaluated in AES Brasil, of which 1,000 relates to AES Eletropaulo operations. In the year, the total of 106 suppliers, with agreements that include the verification clauses focused on the human right matters, were also submitted with respect to such matters. The agreements entered into with the suppliers evaluated were all accepted. 7 A due diligence is a . set of investigative acts to be performed before a business operation is achieved. 8 It is included in the compliance process suppliers with contracts exceeding US$ 100 thousand, or having any interaction with any government authority. 73 Development and valuation of communities Commitment Current Status Next steps Reached. Defined in the Management System of Corporate Social To define policy, strategy and sources Responsibility and Private Social Improve measuring indicators for private social investment, seeking Investment Policy, enhancing the processes and outcomes of private to narrow the focus to the AES Brasil environmental performance of the social investment group’s core business by 2013. Group with projects more connected to the core business. Once reached, the commitment ceases to exist in 2013 Reached. Besides cost reduction from 2013, was released Scenic Cia Scenic Aruanã, a group that is part of the Perform at least two performances Define own mechanism for revenue House of Culture and Citizenship and that generate income for the House generation of Culture and Citizenship aims to generate income through the of Culture and Citizenship and have House up to 2013. shows performed. A process of at least two more sponsors in 2013 attracting new sponsors was also implemented. Once fulfilled, this commitment ceases to exist from 2013 In progress. Mapping process and Participate from preparation e Define the institutions that will implementation of three public support or partnership of the AES receive support from AES in 2013 policies aimed at sustainability up to institutions that promote discussions on and which issues will be prioritized 2016. public policy Not started. This commitment was To identify and recognize society’s Define criteria and model for the best sustainability, by 2014. planned for 2013. recognition of best practices In progress. With the intensification of To expand the access to regularized the project Transformation of Keep the intensification of electric energy and to efficient Consumers into Clients, it was possible settlement of electric connections of consumption to 164 thousand to expand access to regularized the project Transformation of households in low income electricity to 55 thousand families , consumers into Clients communities, by 2016. exceeding the projected target for the year of 45 thousand families GRI SO1 In 2012, AES Brasil consolidated the Corporate Social Responsibility Management System (SGRSC), whose purpose is to ensure the continuous improvement of the social activities and ensure the maximum alignment with the company’s strategy established by the sustainability policy and in accordance with the rules and standards applicable to the businesses of AES Group in Brazil, such as ISO 26000 and AA 1000. The importance of the SGRSC is also reinforced by the definition of the responsibilities and decision-making processes, ensuring: improved efficiency in the identification and priority of the expectations of the target audiences with respect to the businesses; the proper mapping of the social effects related to activities – which will direct the projects and action plans, generating information that would allow the monitoring; and the rendering of accounts internally and externally. In 2012, R$121.6 million was invested and allocated, of which R$ 34.8 in our resources and R$ 86.8 in incentives, in projects of promotion of access to the education, culture and sport; inclusive professional training; energy efficiency and access to regular electricity; and social influence for the promotion of social matters aligned with the guidelines of the sustainability policy of AES Brasil. It may be noticed that one of the consequences of the tariff review in AES Eletropaulo (for more information, see page 9) was the reduction of the profit margin of the company and hence the social investments encouraged in December 2012 to be used in 2013 74 Development and appreciation of communities Social investment (R$ millions) Estimated number of benefited persons 2010 2011 2012 23,50¹ 82,78 121,55 19 thousand ² 1.231 thousand 1.682 thousand ¹ In 2010, no investments of the program Turning Consumers into Clients were recorded. ² In 2012 it was not accounted for the number of beneficiaries in safety campaigns and of the program Turning Consumers into Clients. Private social investment (ISP) One of the most important tools of the SGRSC is the Management Process of the Private Social Investments, which defines – clearly and directly – the guidelines of the private social investment in the AES Brasil and the criteria for the selection of the projects. The process in AES Brasil is described below. 75 GRI EC8 Culture and Citizenship House – AES Eletropaulo Main social project of AES Brasil, the Culture and Citizenship House is to transform the reality of thousands of children, people and adults by means of activities that are focused on art, culture, citizenship, quality of life and income generation. Directed mainly to the poor communities, the project served directly, in 2012, approximately 4.7 thousand persons in its activities and, indirectly, 214.3 thousand persons, with the presentations and lectures performed. In the AES Eletropaulo units, 1.1 thousand persons were served by the activities and 57.7 thousand for the presentations and lectures. Operating in social and human development, the project contains seven units: São Paulo and Osasco, with investment from AES Eletropaulo; the Barra Bonita, Lins, São José do Rio Pardo and Caconde units, which AES Tietê is responsible for; and Novo Hamburgo, in the state of Rio Grande do Sul, which is sponsored by AES Sul. The program comprises two stages, whose transversal themes are the safe and efficient usage of electricity and the responsible consumption of the natural resources. The first of them, offered from Monday to Friday, from 8:00 a.m. to 5:00 p.m., is directed to children and adolescents and offers activities as circus, and visual and digital art, music, theater, dance and artistic gym. The pedagogic methodology is developed and monitored by a multidisciplinary staff of professionals. The other area, which is aimed at young people and adults, promotes access to vocational and entrepreneurship courses, workshops for income generation, lectures and cultural events. For more information about the culture and citizenship house go to the site www.casadeculturaecidadania.com.br GRI EC8 AES Eletropaulo in the Schools One of the major program projects of Consumo Mais Inteligente, (read more on page 78), AES Eletropaulo in the Schools aims to foster change in consumption habits and works directly in teacher training which multiplies in the classroom, information on the safe and efficient use of electricity, besides providing three trucks with games and interactive play activities visiting schools and communities. In 2012, the project served 2,407 teachers from 291 public schools in the concession area of AES Eletropaulo and was attended by 63.7 thousand students, among children and adolescents who developed artwork on the matter, ranging from models to plays, music and dance. The trucks hit the audience of 123.6 thousand people. Therefore, the project totaled 189.8 thousand participation of people in 2012. 76 Prêmio Criança 2012 In 2012, AES Eletropaulo received the award Prêmio Criança 2012, Prêmio Criança (Child Award) 2012, sponsored by Abrinq Foundation/Save the Children, for the social project Centro Educacional Infantil Luz e Lápis. This award identifies and recognizes every two years, projects with good practices destined to children from 0-6 years, allowing visibility to successful initiatives, developed in Brazil. In its 19th edition, the Child Award received 202 registered initiatives, which went through several stages of analysis by experts in the field of childhood. From these initiatives, 10 were chosen as finalists and four of them were awarded, including 3 non-governmental organizations and one company, i.e., AES Eletropaulo. In addition to financing Luz e Lápis, AES Eletropaulo serves on the executive management of social institution, with volunteers comprising the Board of Executive Officers and Supervisory Board. GRI: EU6; EU7; EU22; EU24; EN6; EN7; EN26; EC9; SO1 Transformação de Consumidores em Clientes Mainly focused on regularizing the informal connections (popularly denominated “cats”) and, therefore, offering safe and reliable electricity to all persons and contributing to the welfare of poor communities, AES Eletropaulo had adopted since 2004 the Transformation from Consumers into Clients program. The regularization of these connections stimulates the efficient and safe use of electricity. In addition, many of the beneficiaries received an official address, which provides another sense of citizenship to these poor communities, allowing bank loans and purchase in installments, in addition to facility their entry in the formal work market. The familities served by this program were registered by AES Eletropaulo, in partnership with the Municipalities and the Social Development Ministry to benefit from the Social Tariff of Electricity (TSEE). In addition to the regularization of these connections, the program performs, through the field managers, a strong education work for the safe and proper use of electricity, directing the communities to avoid accidents with the electricity grid and providing tips to save electricity. During their visits, the managers also identify some places that need some repairs, such as the refurbishment of the internal electrical installations, replacement of lamps, replacement of freezers for more efficient models (with the Procel A Seal) and installation of smart showers. These measures help families to reduce consumption and, consequently, the energy bill, contributing to the maintenance of low default levels. The energy economy of the program, in 2012, reached 77.839MWh/year, promoting a reduction of 26.61MWh in the peak time. In 2012, the total number of connections reached 55,479 families, benefiting approximately 195 thousand people, besides replacing 6.507 refrigerators and 502.412 lamps, refurbish 356 homes that had poor electrical installations and install 195 systems for heating water for bathing by means of solar energy . Investments in 2012 totaled R$ 58.7 million - R$ 23.7 million from own resources and R$ 35 million from funding incentive. 77 Main Results of Transformation of Consumers into Clients (2004 a 2012): 11,5 million lamps replaced 36 thousand freezers replaced 3 thousand internal residential refurbishments 12.5 thousand economic showers installed 215 solar heating systems for bathing water 179 thousand energy diagnoses 3.1 thousand external lighting systems 482 thousand donated electrical utility meter box 512 thousand customers served 288 low income communities benefited 2 million people benefited R$ 379,8 million investment: R$ 183 million of own resources and R$ 196,8 million of funding incentive 78 Main private social investments of AES Eletropaulo in 2012 GRI 2.10; 4.12; EC4; EC7; EC8; EC9; SO1; SO5; EU14 Line of activity: education, culture and sports Project Description Area of influence Number of beneficiaries Program Consumo Mais inteligente Through projects in AES Eletropaulo, it aims to raise awareness about the safe and efficient use of electric energy and promote environmental education. The project program includes projects AES Eletropaulo in Schools (read more on page 76), Viva sem Acidentes, among others. All concession area of AES Eletropaulo AES Eletropaulo in the Schools (189,753); Viva sem Acidentes= (1,227,293) House of Culture and Citizenship Main social project of AES Brasil, the House of Culture and Citizenship aims to transform the reality of thousands of children, youth and adults through activities focused on art, culture, citizenship, quality of life and income generation, especially for low-income communities. Luz e Lápis Children´s Education Center With the title of Oscip (Organization of Civil Society and Public Interest), serves 300 children, from 1 to 6 years old, from low income families or social risk. Energia do Bem (Good Energy) Funds invested(R$) R$ 6,590,022 AES Eletropaulo in the Schools R$ 2,934,000 Viva sem Acidentes Sources of funds R$ 2,934,000 of own resources and R$ 3.656.022 of resources of energy efficiency 158,862 through partipation in lectures and presentations R$ 995.800,00 Own resources Two units – Santo Amaro and Guarapiranga, both in the South Region of the city of São Paulo 300 children R$ 1,410,785 Own resources AES Brazil volunteer program that aims to engage and offer support to own and contracted employees and their families who wish to voluntarily contribute to the development of communities where the Group is inserted. Applicable to all units of AES Eletropaulo 576 R$ 145,778 Own resources Sendi Main event of dissemination of good practices in the sector of energy distribution Brazil 2.500 R$ 37.000,00 Own resources V Fopase - Paulista Forum of Health, Safety and Quality of Life in the Work of Electricity Sector Debate on the proposals for the improvement of policies of Safety, Health and Quality of Life of companies in the energy sector as well as its contractors. Brazil 2.000 R$ 7.500,00 Own resources Metropoles - The Challenge of Sustainable Development Creation of 6 episodes on sustainable development to be broadcast on TV Culture Brazil Non estimated number 145,344.59 Funding incentives Proac Movies Room - Cine Moviola Aims to bring national and international cinematography to the population. The project has its structure made with recycled products and is equipped with audiovisual material State of São Paulo, in the cities of Caconde, Barra Bonita, Lins, Osasco, São José do Rio Pardo and São Paulo Non estimated number 253,456.57 Funding incentives Proac Cria Cores (Create Colours) Bring culture to the population through puppet theater. 20 cities in the concession area of AES Eletropaulo Non estimated number 235,235.00 Funding incentives Proac Urban changes in the Paulista capital of the start of the 20th century Book on urban development, sanitation, production and distribution of electricity and gas Brazil Non estimated number 170,939.19 Funding incentives Proac Energy Museum Network Operations of the Energy Museum Network Foundation and Sanitation. São Paulo Non estimated number 89,055.50 Funding incentivesProac Filma Brasil (Recording Brazil) Contest of scripts for short and medium length films, performed entirely through the Internet, with a subject related to human development. The proposal includes a specific web portal, ready to receive, in a practical and instant way, works from screenwriters, producers, professional and amateur, individual or legal person from the whole of Brazil. Brazil Prediction of about 7000 participants 131,483.50 Funding incentives Proac Show musical (Musical Show) Cultural event that counted with the participation of musicians of the sertanejo kind of music. Carapicuíba 5 thousand people R$ 86,000.00 Own resources Improvement in 15 lowland fields Works carried out in fields, locker rooms and cafeterias and installed stands and bank reserve for players São Paulo / South and East Zones Surrounding communities R$ 167,960.34 Funding incentives PIE São Paulo (Vila Guacuri) and Osasco 79 Line of action: inclusive professional training Project Description Area of influence Number of beneficiaries Funds invested(R$) Sources of funds Electricians database (Partnership with Senai, Instituto Edson, IVC (Instituto Vital Correia), IPESP (Special Payments Institute of São Paulo) and others located in concession area). Aiming to meet the strong demand for professionals in the sector and to ensure the quality of technical, behavioral training and customer satisfaction, AES Eletropaulo developed a project of Bank of Electricians, which recruits, selects and trains people for its own table of employees and also for their contracted partners. All concession area of AES Eletropaulo 950 R$ 5.414.410,00 Own resources Line of action: energy efficiency and access to regulated electricity Project Description Area of influence Number of beneficiaries Funds invested(R$) Sources of funds Transformation of Consumers into Clients The Program of Transformation of Consumers into Clients, which aims to promote regular access to electricity through the regularization of illegal connections (known popularly as "cats") aimed at providing safe and reliable electricity for all, and to contribute to the well being of people of disadvantaged communities. All concession area of AES Eletropaulo 55.4 thousand and 195 thousand people R$ 58.768.947 R$ 23.7 million and R$ 35 million of resources for Energy Efficiency Program Line of action: social influence Project Description Brazilian Corporate Council for Sustainable Development (CEBDS) Through participation in technical councils and discussion groups, CEBDS integrates the principles and practices of sustainable development in the context of business, reconciling economic, social and environmental dimensions. Area of influence Number of beneficiaries Funds invested(R$) Sources of funds Brazil Non estimated number R$ 16,000 Own resources In 2012 we contributed actively to the preparation of studies and documents such as the Vision 2050. International Integrated Reporting Council (IIRC) International coalition of regulators, investors, companies, NGOs and other civil society that aims the development of corporate performance reporting, integrating economic, financial, social and environmental outcomes. Brazil Non estimated number 44.788,28 Own resources 80 Annual Social Report Company: AES Eletropaulo 1- Base for calculation Net revenue (NR) Operating income (OR) Gross payroll (GP) 2- Internal Social Indicators Alimentation Compulsory social chargespension Private Health Safety and health at work Education Culture Capacitation and professional Daycare or daycare development assistance in the profit Participation or results Others Total- internal social indicators 3External Social Indicators Education Culture Health and sanitation Sport Fight against hunger and food safety Other Total of contributions for society(excluding social Taxes charges) Totalexternal social indicators 4- Environmental Indicators Investments related with production/ operation of Investments in programs and/ or projects Total of external investments in environment As to establishment of "annual goals" 5Indicators ofto minimize waste, functional body the No of employees at end general consumption in of Noperiod of admissions during production/ generation period No contracted andofincrease efficiency in employees No interns the of use of resources No of employees above 45 years No of women working in the % ofcompany position of leadership No of blackoccupied that workbyin women the company % of position of leadership occupied byor No of people disabled black with special needs 2012 Value (thousand reais) Value (thous) 49,005 125,591 166,709 44,778 23,799 737 0 6,235 1,162 71,671 0 489,689 Value (thous) 8,191 2,107 0 168 0 116,132 126,599 3,570,224 3,696,823 Value (thous) 20,104 36,977 57,080 9,959,198 204,679 433,111 % over GP % over NR 11.31% 0.49 % 29.00% 1.26 % 38.49% 1.67 % 10.34% 0.45 % 5.49% 0.24 % 0.17% 0.01 % 0.00% 0.00 % 1.44% 0.06 % 0.27% 0.01 % 16.55% 0.72 % 0.00% 0.00 % 113.06% 4.92 % % over OR % over NR 4.00 % 0.08 % 1.03 % 0.02 % 0.00 % 0.00 % 0.08 % 0.00 % 0.00% 0.00% 56.74% 1.17% 61.85% 1.27% 1,744.30% 35.85% 1806.16% 37.12% % over OR % over NR 9.82 % 0.20% 18.07 % 0.37% 27.89 % 0.57% ( ) does not have goals 2012( ) meets from 0 to 50% ( ) meets from 51 to5,872 75% (x) meets from 76 to 100% 1,071 10,251 51 1,023 1,034 26.13 1,298 5.00% 61 2011 Value (thousand reais) Value (thous) 44,318 112,579 112,320 34,880 13,679 0 0 6,402 1,129 61,874 0 387,181 Value (thous) 13,703 11,994 0 3,521 2,224 220 31,662 4,306 35,808 Value (thous) 15,143 57,154 72,297 9,835,578 2,344,513 5 % over % over NR GP 8.70 % 0.45 % 22.10 % 1.14 % 22.05 % 1.14 % 6.85 % 0.35 % 2.69 % 0.14 % 0.00 % 0.00 % 0.00 % 0.00 % 1.26 % 0.07 % 0.22 % 0.01 % 12.15 % 0.63 % 0.00 % 0.00 % 76.02 % 3.94% % over % over NR OR 0.58 % 0.14 % 0.51 % 0.12 % 0.00 % 0.00 % 0.15 % 0.04% 0.09% 0.02% 0.01% 0.00% 1.35% 0.32% 0.18% 0.04% 1.53% 0.36% % over % over NR OR 0.65% 0.15% 2.44% 0.58% 3.08% 0.74% ( ) does not have goals 2011 ( ) meets from 0 to 50% ( ) meets from 51 to5,668 75% (x) meets from 76 to 100% 529 11,563 19 1,108 1,113 25.98% 1,096 1.57% 71 81 6- Relevant information as to exercise of Relation between corporate biggest andcitizenship lowest Total number of work remuneration in the accidents Social and company environmental projects The safety and health developed the patterns ofby the work As to union freedom, company were defined environment were the right of collective The private pension by: defined by: bargaining internal contemplates: The sharingand of profit or representation of result contemplates: In the selection of suppliers, the sameof As to participation ethicalnumber standards and employees in volunteer Total of claims social and by the work programs, and % ofcritics claims and critics environmental company: consumers addressed orvalue resolved Total added to responsibility adopted distribute (inofthousand Distribution Added by: R$) Value (DVA) 7- Other information 2012 (thousand reais) ( ) board (x) board (x) board and ( and ) all management management employees ( ) does not ( ) follows OIT rules ( )involve board ( ) board and management ( ) board ( ) board and management ( ) not ( ) are considered ( ) does not ( suggested ) supports involve in the in Procon company 3,935 in the in Procon 21,059 company 54.2% In 2012: 5,952,955 57.8% 86.60% government 1.81% shareholders 10.35% employees 5.24% third parties 2011 (thousand reais) 81.79 36 ( ) all employees ( ) all Cipa (x) incentivizes (x) all and follows employees (x) all OIT employees (x) are required (x) organizes and in Justice incentivizes 2,376 in Justice 122% ( ) board (x) board and management (x) board and ( ) all employees management ( ) does not ( ) follows OIT ( )involve board ( ) boardrules and management ( ) board ( ) board and management ( ) not ( ) are suggested considered ( ) does not ( ) supports involve in the in Procon company 4,977 in the in Procon 26,312 company 44.0% In 2011: 18,086,851 55.0% 70.33% government 19.44% shareholders 5.88% employees 4.35% third parties 75.73 64 ( ) all employees ( ) all Cipa (x) incentivizes (x) all and follows employees (x) all OIT employees (x) are required (x) organizes in Justice and 5,360 in Justice incentivizes 53.2% 82 Limited Assurance Report of Independent Auditors Limited Assurance Report of Independent Auditors To the Shareholders and other Interested Parties of AES Brasil Barueri - SP Introduction We have been hired with the purpose of applying the procedures of limited assurance on the information of sustainability disclosed on the Sustainability Reports of AES Eletropaulo, AES Tietê and AES Sul, related to the year ended of December 31, 2012. Responsibilities of the Management of the Company The Managements of AES Eletropaulo, AES Tietê and AES Sul are responsible for the preparation and presentation in adequate form of the sustainability information disclosed in the Sustainability Reports according to the Guidelines of the Sustainability Reports of the Global Reporting Initiative - GRI (GRI-G3) and with the internal controls that have determined as necessary to allow the preparation of these information free from relevant distortions. Responsibility of the independent auditors Our responsibility is to express conclusion on the sustainability information disclosed on the Sustainability Reports, based on the work of limited assurance conducted according to NBC TO 3000 (Work of Assurance Different of Audit and Review), issued by the Federal Council of Accounting (CFC), which is equivalent to the international rule ISAE 3000, issued by the International Federation of Accountants, applicable to historical non financial information. These rules demands the fulfillment of ethical requirements, including requirements of independence and that the work is executed with the purpose to obtain limited assurance of the information disclosed on the Sustainability Reports, taken together, and free of relevant distortions. A work of limited assurance conducted according to the NBC TO 3000, equivalent to ISAE 3000, consists, mainly, of questionings to the Managements of AES Eletropaulo, AES Tietê and AES Sul and other professional of the Company involved in the preparation of the information disclosed in the Sustainability Reports, as well as the application of analytical procedures to obtain evidence that allows us to conclude in the best manner of the limited assurance on the sustainability information disclosed on the Sustainability Reports. The proceedings applied were: (a) the planning of works, considering the relevance, volume of quantitative and qualitative information and operational system and internal controls that served as base for the 83 preparation of sustainability information disclosed on the sustainability Reports of AES Eletropaulo, AES Tietê and AES Sul; (b) the understanding of the method of calculation and the proceeding for compilation of indicators through interviews with the responsible managers for the preparation of the information; (c) application of analytical procedures on quantitative information and questioning on qualitative information and its relation with information disclosed in the Sustainability Reports; (d) confrontation of financial nature indicators with financial demonstrations and/ or accounting records; (e) verification if organizational and operational limits defined by AES Eletropaulo, AES Tietê and AES Sul for the preparation of the Sustainability Reports is aligned with the criteria established by the Global Reporting Initiative- GRI. We believe the proceedings applied and the evidence obtained in our work are enough and appropriate to justify our conclusion to a limited extent. Range and limitations Our work had as purpose the application of procedures of limited assurance on the sustainability information disclosed on the Sustainability Reports of AES Eletropaulo, AES Tietê and AES Sul, not including the evaluation of the adequacy of its policies, practices and performance in sustainability. The procedures applied do not represent an examination in accordance to the Brazilian and international audit rules. Additionally, our report does not provide limited assurance on the scope of the future information (as for example: goals, expectations and projections) and descriptive information that are subject to subjective evaluation. In a limited assurance work the procedures applied are less extent than those applied in a reasonable assurance work, therefore the level of assurance obtained is lower than the one in a reasonable assurance work on the sustainability information disclosed on the Sustainability Reports of AES Eletropaulo, AES Tietê and AES Sul. Conclusion Based on the procedures performed, described in this report, nothing has come to our attention that leads us to believe that the sustainability information disclosed in the Sustainability Reports of AES Eletropaulo, AES Tietê and AES Sul, related to the year ended on December 31, 2012, were not compiled, in all relevant aspects, according to the Guidelines of the Sustainability Reports of Global Reporting Initiative- GRI (GRI-G3) and with registrations and files that served as base for its preparation. São Paulo, February 22, 2013 KPMG Risk Advisory Services Ltda. CRC 2SP023233/O-4 Eduardo V. Cipullo Accountant CRC 1SP135597/O-6 84 Limited Assurance Report of Independent Auditors To the Shareholders and other Interested Parties of AES Brasil Barueri - SP Introduction We were hired with the purpose of applying procedures of limited assurance on the information disclosed on the report of "IV Cycle of Dialogues with Public Relation AES", related to the year ended on December 31, 2012, prepared under the responsibility of its Management. Our responsibility is to issue a Report of Limited Assurance on this information. Procedures Applied The procedures of limited assurance applied were performed according to Rule NBC TO 3000 - Work of Different Assurance of Audit and Review, issued by the Federal Council of Accounting (CFC) and with ISAE 3000- International Standard on Assurance Engagements, issued by the International Auditing and Assurance Standards Board (IAASB) both for assurance work that are not of audit or review of historical financial information. The procedures of limited assurance comprised: (a) the planning of the works, considering the relevance, the coherence, the volume of quantitative information and operational systems and internal controls that served as base for the preparation of the report " IV Cycle of Dialogues with Public Relation AES"; (b) the understanding of the method of engagement and consolidation of indicators through the participation in dialogue panels with publics relation occurred between September and November, 2012; (c) confrontation, based in sampling, of qualitative information disclosed in the report " IV Cycle of Dialogues with Public Relation AES". Criteria of preparation of information The sustainability information disclosed in the report " IV Cycle of Dialogues with Public Relation AES" were prepared according to the guidelines for sustainability reports issued by the Global Reporting Initiative (GRI G3) and with principles of rule AA 1000 APS (2008). Range and limitations Our work had as goal the application of procedures of limited assurance on the information disclosed in the report " IV Cycle of Dialogues with Public Relation AES", not including the evaluation of adequacy of its policies, practices and performance on sustainability. The procedures applied do not represent an examination according to the Brazilian and international rules of audit. Additionally, our report does not provide limited assurance on the scope of future information (as for example: goals, expectations and ambitions) and descriptive information that are subject to subjective evaluation. 85 Conclusion Based on our review, we do not have any knowledge of any relevant change that must be made in the information disclosed on the report "IV Cycle of Dialogues with Public Relation AES" related to the year ended on December 31, 2012, so that it is prepared according to the registrations and files that served as base for its preparation. São Paulo, February 22, 2013 KPMG Risk Advisory Services Ltda. CRC 2SP023233/O-4 Eduardo V. Cipullo Accountant CRC 1SP135597/O-6 86 Index GRI 3.12 This AES Eletropaulo Sustainability Report meets the standards for level B+ of application according to the guidelines of the Global Reporting Initiative (GRI). The following table presents the information and reference of the chapters in which are located the GRI consolidated responses to this report. PROFILE ITEMS Indicator Page 1.1. Message from the CEO 4, 6 1.2. Description of the main impacts, risks and opportunities 7, 23 Organizational Profile 2.1. Name of the organization 5, 7 2.2. Main brands, products and/or services 7 2.3. Operational structure of the organization 8 2.4. Location of organization´s headquarter 4, 7, 8 2.5 Countries in which the organization operates and in which its main operations are 5, 8 located 2.6. Type and judicial nature of the property 7 2.7.Type of markets 7, 8 2.8. Size of the organization 8 2.9. Main changes on the report 89 2.10. Awards and Recognitions 9, 10, 26 Parameters for the Report 3.1. Period covered 4 3.2. Date of the most recent previous report 4 3.3. Cycle of report issuance 4 (annual) 3.4. Contact for doubts 4 3.5. Process for definition of the report´s content 4 3.6. Limit of the report 4, 7 3.7. Specific limitation as to scope or limit Answer: there are no specific limits as to the scope or limits 3.8. Base for the preparation on the report 4 3.9. Techniques on the measurement of data and base for calculation Answer: The measurements follow instructions of the GRI guidelines. Otherwise, notes inform the techniques used 3.10. Reformulation of information from previous reports Answer: There was a rectification related to customer service reports submitted in 2009 and 2010, as well as some safety indicators dueinto the change in or methodology for method calculating data. All corrections are identified by 3.11. Significant changes the scope, limit measurement explanatory Answer: Thenotes. conversion methodology of the volume of waste by weight of pruning significant changed compared to theTable previous due tothe thelocation improvement the method of calculation. 3.12. thatyear identifies of GRI of index 89 3.13. Political and actual proactive related to search for external verification to the report 83, 84, 85, 86, 87 The Global Reporting Initiative is checking the level of adherence to their guidelines in this report. The economic and financial data, the GRI indicators and IBASE Social Report were audited by KPMG SA. This message will be Governance, Commitments and Engagement overwritten after completion of the GRI check 4.1. Governance Structure 15, 16, 17, 18 4.2. Chair of the Highest Governance Body 17, 18 4.3. Independent or non-executive members of the highest governance body 17, 18 4.4. Mechanisms for shareholders and employees to provide recommendations 15, 16, 17, 18 4.5. Relationship between remuneration and performance of the organization 15, 16, 27 4.6. Processes to avoid conflicts of interest 15, 16, 4.7. Qualifications of members of the highest governance body 17, 18 4.8. Mission and Values, codes of conduct and principles relevant 11 4.9. Responsibilities for implementation of political, economic, ambient and social 15, 16 87 4.10. Self evaluation of the highest governance body 15, 16 4.11. Precautionary principle 15, 16 4.12. Charters, principles or other initiatives developed externally 25, 26, 80, 81 4.13. Participation in associations and national/ international organisms 25, 26, 80, 81 4.14. Relationship of stakeholder groups engaged by the organization 23, 29, 30 4.15. Basis for the identification and selection of stakeholders with whom to engage 23, 29, 30 Answer: Stakeholders are determined and chosen internally, taking into account the strategic importance of each of theApproaches selected groups to the activities of the company 4.16. to stakeholders engagements 23, 25, 29, 30 4.17. Main themes and concerns raised by means of stakeholders engagement 23, 25, 29, 30 Answer: The process of construction of the Sustainability Platform counted with the involvement and participation of various stakeholders of the company. The historic, as well as the material matrix, can be verified PERFORMANCE INDICATORS at:www.aesbrasilsustentabilidade.com.br Indicator Page/answer EC1. Direct economic value generated and distributed 446 EC2. Financial implications and other risks and opportunities due to climate change 41 EC3. Coverage of the pension plan benefit Answer: Participation in private retirement plans of AES Tietê is voluntary and covers all employees of the company. The plans offered the CESP Previdência Itaú Unibanco and MetLife, having three EC4. Significant financial aidare received from Foundation, the government 78, 79, 81, 83 different choose - set, supplementary and voluntary - and contributions are established according to the Presenceoptions on the to Market characteristics with payments made by employees the company. EC5. Variation of oneach, the proportion of wage compared to local and minimum wage 68 EC6. Policies, practices and proportion of costs with suppliers 72 EC7. Hiring of local staff 80 Indirect t Economic Impact 42, 43, 76, 78, 79, 80, EC8. Impact of infrastructure investments for public benefit 81 EC9 Indirect economic benefit 78, 79, 80, 81 ENVIRONMENTAL Materials EN1. Materials used by weight or volume 58 EN2. Percentage of materials used that are recycled Energy EN3. Direct energy consumption broken down by primary energy source 60, 61 EN4. Indirect energy consumption broken down by primary energy source 60, 61 EN5. Energy saved due to improvements in conservation and efficiency 54 EN6. Initiatives to provide products and services with low energy consumption 55 EN7. Initiatives to reduce indirect energy and reductions obtained 54 Water EN8. Total water withdrawal by the source 55 EN9. Water sources affected by withdrawal of water 55 EN10. Percentage and total volume of water recycled and used -Biodiversity EN11. Location and size of land owned 61 EN12. Significant impacts on biodiversity of activities, products and services 61 EN13. Protected or restored habitats 62 EN14. Strategies for managing impacts on biodiversity 57, 58 EN15. Number of species on the Lista Vermelha of IUCN and other conservation lists -Emissions, effluents and waste; EN16. Total direct and indirect emissions of greenhouse gases 60, 61 EN17. Other relevant indirect emissions of greenhouse gases 60, 61 EN18. Initiatives to reduce emissions of greenhouse gases and reductions achieved 60, 61 EN19. Emissions of substances that destroy the ozone layer 61 EN20. NOx, SOx and other significant atmospheric emissions -EN21. Total water discharge by quality and destination 56 EN22. Total weight of waste by type and disposal method 58, 59 EN23. Total number and volume of significant spills Answer: It was not recorded any significant oil; fuels spills; leakage of chemicals and other waste in 2010, 2011 and 2012 EN24. Weight of transported waste deemed hazardous 59 88 EN25. Description of protection and index of biodiversity water bodies and habitats Answer: No collections / water disposal / effluent were made in water bodies considered sensitive and / or in protected areas. Products and services EN26. Initiative to mitigate the environmental impacts 57, 58 EN27. Percentage of products and recovered packaging materials, by Category of Not applicable products Accordance EN28. Value of fines and total number of sanctions for noncompliance with 58 environmental laws Transport EN29. Environmental impacts related to transportation of products and of workers 60, 61 Answer: The company does not transport goods and workers being environmental impacts related to greenhouse gas emissions presented in the indicator EN16. General EN30. Investments in environmental protection 58 LABOR PRACTICES AND DECENT WORK Employment LA1. Total workforce, by employment type, employment contract and region 66 LA2. Total number and turnover rate of jobs, by age, gender and region 68 Reactions between Labor and Governance LA3. Comparison of benefits of full time employee and temporary 68 LA4. Percentage of employees covered by collective bargaining Answer: 100% of employees are covered by collective bargaining agreement LA5. Description of notifications (terms and procedures) Answer: In the Collective Agreement it does not mention the term or period of notice that employees are notified. It is saidand thatsafety if significant operational changes occur that they are previously discussed with the Union, and the Health at work company providesofthe entity with allrepresented information in related operational changes and the referred LA6. Percentage total workforce formalto safety and health 33 study of the same.Percentage This occurred in the moving to the new headquarters in Barueri (SP). LA7. of total workforce represented in formal safety and health 31, 32 LA8. Education programs, prevention and risk controls 32, 33 LA9. Themes related to safety and health covered in formal agreements with trade unions Answer: Formal agreements with trade unions cover the following topics related to health and safety at Work: provision and use of personal protective equipment (PPE), training and education, right to refuse unsafe work, Training Education and compliance with ILO - International LA10. Average hours of training per dayLabor Organization. -LA11. Programs for skills managements and lifelong learning and retirement 65 LA12. Percentage of employees receiving performance reviews 64 Diversity and Equal Opportunities LA13. Composition of senior management and council, and proportion of groups and 67 genderComposition of senior management and council, and proportion of groups and LA14. 68 gender LA15. Return to work and retention rates after maternity/ paternity leave, described by -gender RIGHTS HUMAN Buying Process HR1. Description and percentage of policies, guidelines to manage all human right -aspects in investments HR2. Contracted companies are submitted to evaluation on what refers to human rights 73 HR3. Policies on evaluation and treatment on the performance of human rights 14 Non Discrimination HR4. Total number of discrimination incidents and measures taken 14 Freedom of Association HR5. Policy of freedom of association and the degree of their application Answer: No operations in which there is risk to freedom of association were identified. It consists in the Collective Agreement Child Laborof AES Tietê a clause of Union Relations Policy, recognizing the union as the legitimate representative employees. This ensures that the union releases of HR6. Measuresoftoitscontribute to the eradication of child labor exercises its representation through 14 union leaders, achievements meeting, union officials access to the premises of AES Eletropaulo, union Forced labor/ slave membership, distribution of information, participation in corporate meetings and availability of HR7. Measures to contribute to the eradication of forced labor 14the minutes of Cipas. Safety Measures HR8. Measures to contribute to the eradication of forced labor -Indigenous Rights HR9. Total number of incidents or violations involving rights of indigenous people and -the measures taken HR10. Percentage and total number of transactions that have been analyzed for risks 73 related to human rights and/ or the impact of such risks 89 SOCIETY Community SO1. Programs and practices to evaluate and manage the impacts of operations on the 74, 77, 78, 79, 80, 81 communities Corruption SO2. Units analyzed for risks related to corruption 12, 13 SO3. Percentage of employees trained in anti corruption policies and procedures 12, 13 SO4. Answer to cases of corruption 13 Public Policies SO5. Answer to cases of corruption 81 SO6. Policies of financial contributions to political parties, politicians or institutions Answer: AES Brazil and its subsidiaries do not contribute to political parties in the country. SO7. Number of lawsuits for unfair competition -Accordance SO8. Fines and description of non monetary sanctions PRODUCT LIABILITY Health and safety of the client PR1. Policy to safeguard the health and safety during use of the product 31 PR2. Non conformities related to the impacts of products and services Answer: There were no cases registers of non conformity related to health and safety of consumers Development of products and Services PR3. Type of information on products and services required by labeling procedures -PR4. Non conformities related to the impacts of products and services -PR5. Practices related to Customer Satisfaction, including results of survey 37, 38, 39, 40 Communication and Marketing PR6. Programs for adherence to laws, standards and voluntary codes -PR7. Cases of non compliance related to regulations and voluntary codes concerning marketing communication Answer: There were no cases of non-compliance related to regulations and voluntary codes concerning marketing communications. PR8. Proven complaints related to the violation of privacy or lost of customer privacy Compliance PR9. Fines for failure to perform in providing products and services 14, 40, 43 SECTOR INDICATORS EU1. Installed capacity (MW), discriminated by the source of energy and by regulatory 7 system EU2. Net production of energy, discriminated by the source by primary energy source and regulatory system Answer: Indicator not applicable to AES Sul. EU3. Number of consumer units that are residential, industrial, institutional and 8 commercial EU4. Length of transmission and distribution lines overhead and underground 8 EU5. Allocation of allowances of emission CO2 equivalent, described by market structureThis and indicator carbon credits Answer: does not apply to Brazil, because it is the allocation of emission permits, something that thereManagement isn´t in the country. EU6 approach to ensure the availability and reliability of electricity supply 41, 42, 43, 44, 53, 55, in the Management short and longprograms term 77 77 EU7. on the demand side 55, EU8. Research and development in reliability of supply and sustainable development 44 Answer: According to the regulation of the electricity sector, 0.2% of net operating revenues of AES Eletropaulo is intended for research and development program , having been invested in 2012, R$ 22.8 million. EU9. Provision for decommissioning of power plants Answer: Indicator not applicable for AES at Brasil. EU10. Planned capacity compared to the projected electricity demand in the long term, -discriminated byefficiency energy source and regulatory system by energy source (%) EU11. Average of thermoelectric generation Answer: Indicator not applicable to AES Eletropaulo. EU12. Percentage loss of transmission and distribution in relation to the total of energy 53 EU13. Biodiversity of replacements habitats of affected areas -EU14. Programs and processes that ensure the availability of skilled workforce 78 EU15. Percentage of employees entitled to retirement in the next five to ten years, -brokenPercentage down job category and region EU16. of employees entitled to retirement in the next five to ten years, broken down job category andofregion Answer: All safety guidelines AES Sul are applicable to its suppliers in the performance of their hired activities. EU17. Days worked by contract workers and subcontractors undergo training relevant to -health safety of outsourced and subcontractors undergo training relevant to health EU18. and Percentage and safety 90 Answer: 100% of employees are undergoing training and safety assessments. EU19. Participation of stakeholders in decision making related to planning of -infrastructure development EU20. Measures to contingency planning, management plan and training program for 31 disasters/ emergencies and recovery plansmanagement plan and training program for EU21. Measures to contingency planning, 31, 41, 42 disasters/ emergencies andthose recovery plans EU22. Programs, including in partnership with the government, to improve or 77 maintain access toincluding electricity and in customer support EU23. Programs, those partnership withservice the government, to improve or -maintain access to electricity and customer service EU24. Practices address barriers related support to language, culture, low education and 77 specialNumber needs which hinder the electricity and for service to thecompany´s consumer, as EU25. of accidents andaccess deathstoinvolving service users involving 34 well asPercentage its safe use assets, including judicial decisions agreements pending or legal cases related EU26. of population in and areas with unmetand distribution regulated service to diseases Answer: There are no demands of new requests repressed , since 100% of the concession area municipalities are universalized. The new requests arise from growth anddiscriminated are met by thebydeadlines set by law, and EU27. Number of residential disconnections for population non-payment, broken are considered the program of regularization of illegal connections (Turning Consumers into Clients). duration of disconnection and by regulatory system Answer: In 2012 there were 583.819 occurences. EU28. Frequency of interruptions of power supply 43 EU29. Average duration of interruptions of power supply 43 EU30. Average availability factor of the power plant, discriminated by energy source and by regulatory system Answer: Indicator not applicable to AES Eletropaulo. INFORMATION ON MANAGEMENT APPROACH Approach Approach Economic performance EC Presence in the market Indirect economic impacts Materials Energy Water Biodiversity EN Emissions, effluents and waste Products and services Compliance Transport General Employment Rel. between work and governance LA Health and safety at work Training and education Diversity and equal opportunity Buying process Non discrimination Freedom of association HR Child labor Forced/ slave work Safety practices Indigenous rights Community Corruption SO Public policies Anticompetitive behavior Compliance Health and safety of the client Labeling of products and services PR Communication and marketing Client´s privacy Compliance Approach 45 7, 8 78-81 57-62 63-69 73 14, 15 30-35 90 72 12 78, 79 14, 15 32, 33 90-91 41 11-14 91 Credits General Coordinator Paulo Camillo Vargas Penna Vice-CEO of Institutional Relations, Communication and Sustainability Content Guidance Luciana Alvarez Sustainability Management Content Coordination Luiz Pires Sustainability Specialist Wording and edition Sustainability Report Revision Assertiva Produções Editoriais Graphic Project, layout development and graphic production Ricca RI 92