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INVESTMENTS
12 Months Ended
Dec. 31, 2022
Investments Abstract  
INVESTMENTS

 

16.INVESTMENTS
     
  Control 2022 2021
CEMIG Geração e Transmissão Controlled - -
Guanhães Energia S.A. (‘Guanhães Energia’) Jointly controlled 183 125
Hidrelétrica Cachoeirão S.A. (‘Hidrelétrica Cachoeirão’) Jointly controlled 47 59
Hidrelétrica Pipoca S.A. (‘Hidrelétrica Pipoca’) Jointly controlled 47 47
Madeira Energia (‘MESA’) (2) Affiliated 10 -
Fundo de Investimento em Participações Melbourne Multiestratégia (‘FIP Melbourne’) (2) Affiliated 8 -
Retiro Baixo Energética S.A. (‘Retiro Baixo’) Jointly controlled 185 201
Aliança Norte Participações S.A. (‘Aliança Norte’) (3) Jointly controlled 576 609
Baguari Energia S.A. (‘Baguari Energia’) Jointly controlled 160 168
Aliança Geração de Energia S.A. (‘Aliança Geração’) Jointly controlled 1,194 1,141
Amazônia Energia Participações S.A. (‘Amazônia Energia’) (3) Jointly controlled 886 933
Paracambi Energética S.A. (‘Paracambi’) (formely Lightger) (6) Jointly controlled 134 124
Transmissora Aliança de Energia Elétrica S.A. (‘Taesa’) Jointly controlled 1,549 1,580
Ativas Data Center S.A. (‘Ativas’) (8) Affiliated - 16
CEMIG Sim Controlled - -
UFVs (1) Jointly controlled 128 99
Axxiom Soluções Tecnológicas S.A. (‘Axxiom’) (7) Jointly controlled - 4
Total of investments  

5,107

5,106

Usina Hidrelétrica Itaocara S.A. (‘Itaocara’) (4) Jointly controlled - (21)
  Control 2022 2021
Madeira Energia S.A. (‘MESA’) (Usina de Santo Antônio) - provisions to losses (5) Affiliated - (162)
Total  

5,107

4,923

 

(1)Set of photovoltaics bussiness, in which the investee CEMIG Sim has a interest.
(2)Indirect interest in the Santo Antônio plant through these investees.
(3)Indirect interest in the Belo Monte plant through these investees.
(4)The jointly controlled entity Usina Hidrelétrica Itaocara had negative shareholders’ equity. Thus, after reducing the book value of its interest to zero, the Company recognized the loss to the extent that it assumed contractual obligations with the jointly controlled entity and the other shareholders, which on September 30, 2022 is R$14 (R$21 on December 31, 2021). In the 4th quarter of 2022, the Company made an investment in this investee in the amount of R$25, corresponding to the portion of 49% of the penalty applied by ANEEL, related to the discharge of the guarantee of faithful performance, due to the failure to implement UHE Itaocara I. With this, the provision referring to the Company's contractual obligations to the invested company and the other shareholders was reverted. Additionally, ANEEL recommended to MME the termination, upon request, of the concession of UHE Itaocara through the rescission of Concession Contract 001/2015. Given the non-recoverability of the investment, the Company recognized an impairment loss presented in the Statement of Income under Other operating expenses.
(5)In June 2022, the provision related to the Company's contractual obligations assumed with the investee and the other shareholders was reversed. Further details are disclosed in this note.
(6)On November 8, 2022, the investee's Extraordinary General Assembly approved the amendment of the bylaws that changed its corporate name to ‘Paracambi Energética S.A.’.
(7)On December 22, 2022, the Company entered into a stock purchase and other agreement (‘CCVA’) for the sale of 49% of its interest in Axxiom Soluções Tecnológicas S.A. (‘Axxiom’) to Light S.A. (‘Light’), which holds 51.0% of the remaining interest. More details in Note 32.
(8)On November 16, 2022, the Company entered into a share purchase and sale agreement and other agreements for the sale of 19.6% of its equity interest in Ativas Data Center S.A. (‘Ativas’) to Sonda Procwork Informática Ltda. On December 28, 2022, the Company concluded the sale of all its equity interest held in Ativas to Sonda. More details in Note 32.

 

The Company’s investees that are not consolidated are jointly controlled entities, with the exception of the interests in the affiliate Madeira Energia (Santo Antônio power plant).

For the fiscal year ended on December 31, 2022, the Company's management evaluated whether there were indications of possible devaluation of assets, as referred to in IAS 36 - Impairments of Assets. Except for the recognition of loss on the investment held in the jointly controlled entity Itaocara, the net book value of the other investments was found to be recoverable.

Additionally, in relation to the above, the Company’s management has assessed the risk threatening all its investments ability to continue as a going concern, taking substantially into consideration: the economic-financial clauses of CEMIG D and Gasmig; the guarantee of revenues of the transmission companies; the protection against force majeure reduction in regulated generation contracts; and all the legal measures that have been applied by the federal government and by ANEEL - and has concluded that the Company and its subsidiaries will continue to operate as a going concern.

The right of exploitation is recognized in the business combination and are amortized considering the concession period of each subsidiaries, associates and joint ventures.

 

a)Changes in investments in subsidiaries, jointly controlled entities and affiliates:
           
Investee 2021 Gain (loss) by equity method
(Income statement)
Dividends Additions / Acquisitions Others 2022
Hidrelétrica Cachoeirão 59 15 (27) - - 47
Guanhães Energia 125 58 - - - 183
Hidrelétrica Pipoca 47 16 (16) - - 47
MESA (3) - 10 - - - 10
FIP Melbourne (3) (5) - 169 - - (161) 8
Paracambi (formely Lightger) 124 17 (7) - - 134
Baguari Energia 168 22 (30) - - 160
Amazônia Energia (4) 933 (47) - - - 886
Aliança Norte (4) 609 (33) - - - 576
Ativas 16 (1) - - (15) -
Taesa 1,580 305 (336) - - 1,549
Aliança Geração 1,141 104 (48) - (3) 1,194
Retiro Baixo 201 22 (38) - - 185
UFV Janaúba Geração de Energia Elétrica Distribuída S.A. (‘UFV Janaúba’) 3 1 (1) - - 3
UFV Corinto Geração de Energia Elétrica Distribuída S.A. (‘UFV Corinto’) (2) 9 2 (2) - (1) 8
UFV Manga Geração de Energia Elétrica Distribuída S.A. (‘UFV Manga’) (2) 11 3 (2) - (1) 11
Investee 2021 Gain (loss) by equity method
(Income statement)
Dividends Additions / Acquisitions Others 2022
UFV Bonfinópolis II Geração de Energia Elétrica Distribuída S.A. (‘UFV Bonfinópolis II’) (2) 6 1 (1) - (1) 5
UFV Lagoa Grande Geração de Energia Elétrica Distribuída S.A. (‘UFV Lagoa Grande’) (2) 15 3 (2) - (1) 15
UFV Lontra Geração de Energia Elétrica Distribuída S.A. (‘UFV Lontra’) (2) 18 4 (3) - (1) 18
UFV Mato Verde Geração de Energia Elétrica Distribuída S.A. (‘UFV Mato Verde’) (2) 6 1 (1) - - 6
UFV Mirabela Geração de Energia Elétrica Distribuída S.A. (‘UFV Mirabela’) (2) 4 1 (1) - - 4
UFV Porteirinha I Geração de Energia Elétrica Distribuída S.A. (‘UFV Porteirinha I’) (2) 5 1 (1) - (1) 4
UFV Porteirinha II Geração de Energia Elétrica Distribuída S.A. (‘UFV Porteirinha II’) (2) 7 1 (1) - - 7
UFV Brasilândia Geração de Energia Elétrica Distribuída S.A. (‘UFV Brasilândia’) (2) 15 3 (2) - (1) 15
Apolo I SPE Empreendimentos e Energia S.A. (‘UFV Apolo I’) - 1 - 6 - 7
G2 Campo Lindo I Energia S.A. (‘UFV Campo Lindo I’) - 1 - 7 - 8
G2 Campo Lindo II Energia S.A. (‘UFV Campo Lindo II’) - 2 - 7 - 9
G2 Olaria I Energia S.A. (‘UFV Olaria I’) - 1 - 7 - 8
Axxiom 4 (4) - - - -
Itaocara - (3) - 10 (7) -
Total investment

5,106

676

(519)

37

(193)

5,107

Itaocara - Overdraft liability (21) 7 - 14 - -
MESA (3) - Loss provisions (1) (162) 162 - - - -
Total

4,923

845

(519)

51

(193)

5,107

 

(1)In June 2022, the provision related to the Company's contractual obligations assumed with the investee and the other shareholders was reversed. Further details are disclosed in this note.
(2)On May 23, 2022, the reduction of capital stock of these UFVs was approved by means of an Extraordinary General Assembly.
(3)Indirect participation in the Santo Antônio Plant through these investees.
(4)Indirect participation in Belo Monte Dam through these investees.
(5)On September 12, 2022, AGPar made the payment associated with the settlement arising from Arbitral Award CCBC-86/2016 to the Melbourne Fund. Thereafter, the Company recognized the receivable against income. Further details are provided throughout this note.

 

               
Investee 2020 Gain (loss) by equity method
(Income statement)
Dividends Additions / acquisitions Losses on investments Others 2021
Hidrelétrica Cachoeirão 53 14 (8) - - - 59
Guanhães Energia 131 (6) - - - - 125
Hidrelétrica Pipoca 36 11 - - - - 47
Madeira Energia (Santo Antônio plant) 209 (209) - - - - -
FIP Melbourne (Santo Antônio plant) 158 (158) - - - - -
Lightger 131 5 (12) - - - 124
Baguari Energia 159 31 (22) - - - 168
Amazônia Energia (Belo Monte plant) 965 (32) - - - - 933
Aliança Norte (Belo Monte plant) 631 (22) - - - - 609
Ativas Data Center 17 (1) - - - - 16
Taesa 1,467 481 (368) - - - 1,580
Aliança Geração 1,167 199 (225) - - - 1,141
Retiro Baixo 195 13 (7) - - - 201
UFV Janaúba Geração de Energia Elétrica Distribuída 10 1 (2) - - (6) 3
UFV Corinto Geração de Energia Elétrica Distribuída 10 - (1) - - - 9
Investee 2020 Gain (loss) by equity method
(Income statement)
Dividends Additions / acquisitions Losses on investments Others 2021
UFV Manga Geração de Energia Elétrica Distribuída 11 2 (2) - - - 11
UFV Bonfinópolis II Geração de Energia Elétrica Distribuída 6 - - - - - 6
UFV Lagoa Grande Geração de Energia Elétrica Distribuída 15 2 (2) - - - 15
UFV Lontra Geração de Energia Elétrica Distribuída 17 1 - - - - 18
UFV Mato Verde Geração de Energia Elétrica Distribuída 6 1 (1) - - - 6
UFV Mirabela Geração de Energia Elétrica Distribuída 4 1 (1) - - - 4
UFV Porteirinha I Geração de Energia Elétrica Distribuída 6 - (1) - - - 5
UFV Porteirinha II Geração de Energia Elétrica Distribuída 7 1 (1) - - - 7
UFV Brasilândia Geração de Energia Elétrica Distribuída (1) - 4 (1) 12 - - 15
Axxiom Soluções Tecnológicas

4

(2)

-

2

-

-

4

Total of investments

5,415

337

(654)

14

-

(6)

5,106

Itaocara - equity déficit (2)

(30)

7

-

42

(40)

-

(21)

Madeira Energia (Santo Antônio Plant) - provisions to losses (3)

-

(162)

-

-

-

-

(162)

Total

5,385

182

(654)

56

(40)

(6)

4,923

 

(1)Includes the amount of R$2 of the acquisition of the jointly controlled subsidiary UFV Brasilândia.
(2)On December 1, 2021, CEMIG GT injected capital into UHE Itaocara S.A., in the amount of R$40. This amount is proportional to its shareholding interest in the investee and was recognized under Other expenses in the Company’s income statement. Further, R$1 was injected to cover the expenses specified in the 2021 budget of the investee.
(3)A loss was recognized for extension of the contractual obligations which the Company had assumed to the investee and the other shareholders. On December 31, 2021 this amount was R$162.

 

Investee 2019 Gain (loss) by equity method
(Income statement) (3)
Remeasurement of previously held equity interest in subsidiaries acquired (step-acquisition) Dividends Additions / acquisitions Others Disposals 2020
Companhia de Transmissão Centroeste de Minas 24 - 37 - 45 14 (120) -
Hidrelétrica Cachoeirão 54 9 - (10) - - - 53
Guanhães Energia (1) 131 - - - - - - 131
Hidrelétrica Pipoca 31 11 - (6) - - - 36
Madeira Energia (Santo Antônio plant) 167 42 - - - - - 209
FIP Melbourne (Santo Antônio plant) 385 (227) - - - - - 158
Lightger (1) 128 10 - (7) - - - 131
Baguari Energia 157 23 - (21) - - - 159
Amazônia Energia (Belo Monte plant) 1,028 (63) - - - - - 965
Aliança Norte (Belo Monte plant) 671 (40) - - - - - 631
Ativas Data Center 16 1 - - - - - 17
Taesa 1,213 494 - (240) - - - 1,467
Aliança Geração 1,192 89 - (114) - - - 1,167
Retiro Baixo 180 15 - - - - - 195
UFV Janaúba Geração de Energia Elétrica Distribuída 10 1 - (1) - - - 10
UFV Corinto Geração de Energia Elétrica Distribuída - 1 - - 9 - - 10
UFV Manga Geração de Energia Elétrica Distribuída - 1 - - 10 - - 11
Investee 2019 Gain (loss) by equity method
(Income statement) (3)
Remeasurement of previously held equity interest in subsidiaries acquired (step-acquisition) Dividends Additions / acquisitions Others Disposals 2020
UFV Bonfinópolis II Geração de Energia Elétrica Distribuída - - - - 6 - - 6
UFV Lagoa Grande Geração de Energia Elétrica Distribuída - 3 - - 12 - - 15
UFV Lontra Geração de Energia Elétrica Distribuída - 3 - - 14 - - 17
UFV Mato Verde Geração de Energia Elétrica Distribuída - 1 - - 5 - - 6
UFV Mirabela Geração de Energia Elétrica Distribuída - - - - 5 (1) - 4
UFV Porteirinha I Geração de Energia Elétrica Distribuída - - - - 6 - - 6
UFV Porteirinha II Geração de Energia Elétrica Distribuída - 1 - - 6 - - 7
Axxiom Soluções Tecnológicas (1)

13

(9)

-

-

-

-

-

4

Total of investments

5,400

366

37

(399)

118

13

(120)

5,415

Itaocara - equity déficit (2)

(22)

(9)

-

-

1

-

-

(30)

Total

5,378

357

37

(399)

119

13

(120)

5,385

 

(1)With the cessation of control of Light, the remaining equity interest in these investees was recognized as an investment in affiliates or jointly controlled subsidiaries, and measured by the equity method, in accordance with IFRS 10. More details see Notes 1 and 32.
(2)On December 31, 2019, the investee had negative shareholders’ equity. Thus, after reducing the accounting book value of its interest to zero, the Company recognized the provision for losses on investments, in the amount of R$22, resulting from contractual obligations assumed with the subsidiary and the other shareholders.
(3)Includes bargain purchase related to the acquisition of the joint-controlled entities UFV Corinto, UFV Manga, UFV Lagoa Grande, UFV Lontra, UFV Mato Verde and UFV Porteirinha II, in the amount of R$7.

 

Changes in dividends receivable are as follows:

 
   
Balance on December 31, 2019

186

Dividends proposed by investees 399
Elimination of dividends due to business combination (1)
Adjustment of dividends proposed by investee classified as held for sale (1)
Withholding income tax on Interest on equity (8)
Amounts received (387)
Balance on December 31, 2020

188

Investees’ dividends proposed 655
Amounts received (499)
Withholding income tax on Interest on equity (9)
Balance on December 31, 2021

335

Investees’ dividends proposed 519
Amounts received (708)
Balance on December 31, 2022

146

 

b)Main information on the subsidiaries, jointly controlled entities and affiliates, not adjusted for the percentage represented by the Company’s ownership interest:
                   
Investee Numbers of shares 2022 2021 2020
    CEMIG interest (%) Share capital Equity CEMIG interest (%) Share capital Equity CEMIG interest (%) Share capital Equity
CEMIG Geração e Transmissão 2,896,785,358 100.00 5,474 8,893 100.00 4,124 7,755 100.00 4,000 5,842
MESA (3) 24,796,536,323 7.53 12,202 229 15.51 10,620 1,492 15.51 10,620 2,259
Hidrelétrica Cachoeirão 35,000,000 49.00 35 96 49.00 35 120 49.00 35 110
Guanhães Energia (2) 548,626,000 49.00 549 373 49.00 549 255 49.00 549 268
Hidrelétrica Pipoca 41,360,000 49.00 41 95 49.00 41 93 49.00 41 73
Baguari Energia (1) 26,157,300,278 69.39 187 231 69.39 187 243 69.39 187 229
Parajuru 85,834,843 100.00 86 158 100.00 86 128 100.00 71 107
Volta do Rio 274,867,441 100.00 275 248 100.00 275 207 100.00 117 171
Paracambi (formely Lightger) 79,078,937 49.00 79 123 49.00 79 98 49.00 79 106
Aliança Norte (5) 41,949,320,044 49.00 1,210 1,084 49.00 1,209 1,148 49.00 1,209 1,189
Amazônia Energia (1) (4) 1,322,897,723 74.50 1,323 1,189 74.50 1,323 1,252 74.50 1,323 1,296
Aliança Geração 1,291,582,500 45.00 1,291 2,039 45.00 1,291 1,858 45.00 1,291 1,858
Retiro Baixo 225,350,000 49.90 225 319 49.90 225 346 49.90 225 325
Itaocara 156,259,500 49.00 207 15 49.00 156 (42) 49.00 72 (60)
CEMIG Baguari 406,000 100.00 - - 100.00 - - 100.00 - -
CEMIG Geração Três Marias 1,291,423,369 100.00 1,291 1,728 100.00 1,291 1,652 100.00 1,291 1,452
CEMIG Geração Salto Grande 405,267,607 100.00 405 562 100.00 405 527 100.00 405 455
CEMIG Geração Itutinga 151,309,332 100.00 151 231 100.00 151 212 100.00 151 180
CEMIG Geração Camargos 113,499,102 100.00 113 183 100.00 113 165 100.00 113 144
CEMIG Geração Sul 148,146,505 100.00 148 252 100.00 148 215 100.00 148 174
CEMIG Geração Leste 100,568,929 100.00 101 168 100.00 101 148 100.00 101 127
CEMIG Geração Oeste 60,595,484 100.00 61 126 100.00 61 106 100.00 61 84
Rosal Energia 46,944,467 100.00 47 123 100.00 47 115 100.00 47 127
Sá Carvalho 361,200,000 100.00 37 138 100.00 37 134 100.00 37 115
Horizontes Energia 39,257,563 100.00 39 61 100.00 39 60 100.00 39 55
CEMIG PCH 45,952,000 100.00 46 99 100.00 46 90 100.00 46 90
CEMIG Geração Poço Fundo 97,161,578 100.00 139 172 100.00 97 144 100.00 1 4
Empresa de Serviços de Comercialização de Energia Elétrica S.A. 486,000 100.00 - 11 100.00 - 8 100.00 - 57
CEMIG Trading 1,000,000 100.00 1 6 100.00 1 2 100.00 1 30
Centroeste 28,000,000 100.00 28 120 100.00 28 122 100.00 28 118
CEMIG Distribuição 2,359,113,452 100.00 5,372 7,105 100.00 5,372 6,943 100.00 5 6
Taesa 1,033,496,721 21.68 3,042 6,570 21.68 3,042 6,685 21.68 3 6
Gasmig 409,255,483 99.57 665 1,373 99.57 665 1,222 99.57 665 1
CEMIG Sim 112,420,992 100.00 175 199 100.00 102 111 100.00 24 94
Sete Lagoas 36,857,080 100.00 37 73 100.00 37 65 100.00 - -
UFV Janaúba 18,509,900 49.00 7 7 49.00 7 6 49.00 19 22
UFV Corinto 18,000,000 49.00 16 17 49.00 18 19 49.00 18 20
UFV Manga 21,235,933 49.00 19 21 49.00 22 22 49.00 21 24
UFV Bonfinópolis 13,197,187 49.00 12 13 49.00 13 13 49.00 13 13
UFV Lagoa Grande 25,471,844 49.00 23 25 49.00 25 26 49.00 25 26
UFV Lontra 29,010,219 49.00 27 29 49.00 29 29 49.00 29 29
UFV Mato Verde 11,030,391 49.00 10 11 49.00 11 11 49.00 11 12
UFV Mirabela 9,320,875 49.00 9 10 49.00 9 9 49.00 9 9
                     
Investee Numbers of shares 2022 2021 2020
    CEMIG interest (%) Share capital Equity CEMIG interest (%) Share capital Equity CEMIG interest (%) Share capital Equity
UFV Porteirinha I 12,348,392 49.00 11 11 49.00 12 13 49.00 12 13
UFV Porteirinha II 11,702,733 49.00 11 12 49.00 12 12 49.00 12 12
UFV Brasilândia 25,629,900 49.00 24 26 49.00 26 27 - - -
UFV Fazenda Prudente de Moraes (‘UFV Prudente de Moraes’) 35,050,000 100.00 35 35 - - - - - -
UFV Apolo I 8,258,980 49.00 8 9 - - - - - -
UFV Campo Lindo I 13,323,845 49.00 13 13 - - - - - -
UFV Campo Lindo II 13,323,845 49.00 13 14 - - - - - -
UFV Olaria I 13,323,845 49.00 13 13 - - - - - -

 

(1)Joint venture based on shareholders’ agreement.
(2)On June 23, 2022, Light concluded the sale of its equity interests in Guanhães Energia and Lightger to Brasal Energia S.A.. The operation consisted of the sale to Brasal Energia S.A. of the total interest held by Light representing 51% of the capital stock of Lightger and Guanhães Energia.
(3)Indirect participation in Santo Antônio Plant through this investee.
(4)Indirect participation in Belo Monte Plant through this investee.

 

The main balances for the affiliated and jointly controlled entities on December 31, 2022:

         
2022 Taesa Paracambi (formely Lightger) Hidrelétrica Cachoeirão Hidrelétrica Pipoca Retiro Baixo
Assets          
Current 2,261 63 15 20 63
  Cash and cash equivalents 760 60 11 14 49
Non-current 13,198 109 91 98 338
Total assets

15,459

172

106

118

401

           
Liabilities          
Current 817 11 1 8 25
  Loans 1,957 9 - 7 14
Non-current 8,045 38 1 7 45
    Loans 372 38 - 7 28
Equity 6,597 123 104 103 331
Total liabilities and equity

15,459

172

106

118

401

 

           
Statement of income          
Net sales revenue 1,621 62 43 45 77
Cost of sales (176) (17) (12) (10) (4)
  Depreciation and amortization (9) (12) (3) - (9)
Gross income (loss)

1,445

45

31

35

73

General and administrative expenses (197) (2) - (1) (3)
Finance income 652 6 4 3 10
Finance expenses (1,700) (4) - (1) (5)
Operational income (loss)

200

45

35

36

75

Share of (loss) income, net, of subsidiaries and joint ventures 925 - - - -
Income tax and social contribution tax 324 (4) (3) (3) (26)
Net income (loss) for the year

1,449

41

32

33

49

           
Comprehensive income (loss) for the year          
Net income (loss) for the year 1,449 41 32 33 49
Comprehensive income (loss) for the year

1,449

41

32

33

49

           
2022 Aliança Norte Guanhães Energia Amazônia Energia Madeira Energia Baguari Energia
Assets          
Current - 132 - 1,819 83
  Cash and cash equivalents - 3 - 924 10
Non-current 1,092 376 1,191 20,953 205
Total assets

1,092

508

1,191

22,772

288

           
Liabilities          
Current - 38 2 2,571 25
  Loans - 12 - 655 -
Non-current 8 97 - 19,972 24
    Loans - 80 - 13,546 -
Equity 1,084 373 1,189 229 239
Total liabilities and equity

1,092

508

1,191

22,772

288

 

           
Statement of income          
Net sales revenue - 57 - 4,137 81
Cost of sales - (45) - (3,451) (31)
  Depreciation and amortization - (16) - - (10)
Gross income (loss)

-

12

-

686

50

General and administrative expenses (65) - - (150) -
Finance income - 90 - 361 10
Finance expenses - (11) - (3,521) -
Operational income (loss)

(65)

91

-

(2,624)

60

Share of (loss) income, net, of subsidiaries and joint ventures - - (63) - -
Income tax and social contribution tax - (32) - (222) (20)
Net income (loss) for the year

(65)

59

(63)

(2,846)

40

           
Comprehensive income (loss) for the year          
Net income (loss) for the year (65) 59 (63) (2,846) 40
Comprehensive income (loss) for the year

(65)

59

(63)

(2,846)

40

 

           

2022
Aliança Geração Usina Hidrelétrica Itaocara S.A. UFV Janaúba UFV Corinto UFV Manga
Assets          
Current 724 4 4 2 2
  Cash and cash equivalents 449 4 3 1 1
Non-current 3,468 11 17 17 20
Total assets

4,192

15

21

19

22

           
Liabilities          
Current 383 - 2 - -
  Loans 136 - 2 - -
Non-current 1,489 - 12 1 1
    Loans 713 - 11 - -
Equity 2,320 15 7 18 21
Total liabilities and equity

4,192

15

21

19

22

 

           
Statement of income          
Net sales revenue 1,109 - - 6 7
Cost of sales (608) - 5 (1) (1)
  Depreciation and amortization (124) - (1) - -
Gross income (loss)

501

-

5

5

6

General and administrative expenses (43) - - - -
Finance income 61 - - - -
Finance expenses (109) (7) (1) - -
Operational income (loss)

410

(7)

4

5

6

Share of (loss) income, net, of subsidiaries and joint ventures 11 - - - -
Income tax and social contribution tax (139) - (1) (1) (1)
Net income (loss) for the year

282

(7)

3

4

5

           
Comprehensive income (loss) for the year          
Net income (loss) for the year 282 (7) 3 4 5
Comprehensive income (loss) for the year

282

(7)

3

4

5

             

2022
UFV Bonfinópolis II UFV Lagoa Grande UFV Lontra UFV Olaria 1 UFV Mato Verde UFV Mirabela
Assets            
Current 2 3 4 1 1 1
  Cash and cash equivalents 1 1 2 1 1 -
Non-current 12 23 27 13 11 9
Total assets

14

26

31

14

12

10

             
Liabilities            
Current - - 1 - - -
  Loans - - - - - -
Non-current 1 1 1 1 - -
    Loans - - - 1 - -
Equity 13 25 29 13 12 10
Total liabilities and equity

14

26

31

14

12

10

 

             
Statement of income            
Net sales revenue - 8 10 2 4 3
Cost of sales (1) (1) (1) (1) (1) (1)
  Depreciation and amortization - - - (1) - -
Gross income (loss)

(1)

7

9

1

3

2

General and administrative expenses - - - - - -
Finance income 1 - - - - -
Finance expenses - - - - - -
Operational income (loss)

-

7

9

1

3

2

Share of (loss) income, net, of subsidiaries and joint ventures - - - - - -
Income tax and social contribution tax 3 (1) (1) - - -
Net income (loss) for the year

3

6

8

1

3

2

             
Comprehensive income (loss) for the year            
Net income (loss) for the year 3 6 8 1 3 2
Comprehensive income (loss) for the year

3

6

8

1

3

2

 

             

2022
UFV Porteirinha I UFV Porteirinha II UFV Brasilândia UFV Apolo 1 UFV Campo Lindo 1 UFV Campo Lindo 2
Assets            
Current 1 2 3 1 1 1
  Cash and cash equivalents - 1 2 - - 1
Non-current 11 11 28 8 13 13
Total assets

12

13

31

9

14

14

             
Liabilities            
Current - - 4 - - -
  Loans - - - - - -
Non-current 1 1 1 - 1 1
    Loans 1 - 3 - 1 1
Equity 11 12 26 9 13 13
Total liabilities and equity

12

13

31

9

14

14

 

             
Statement of income            
Net sales revenue 4 4 8 2 3 2
Cost of sales (1) (1) (2) (1) (1) (1)
  Depreciation and amortization - - - - (1) (1)
Gross income (loss)

3

3

6

1

2

1

General and administrative expenses - - - - - -
Finance income - - 1 - - -
Finance expenses - - - - - -
Operational income (loss)

3

3

7

1

2

1

Share of (loss) income, net, of subsidiaries and joint ventures - - - - - -
Income tax and social contribution tax - - (1) - - -
Net income (loss) for the year

3

3

6

1

2

1

             
Comprehensive income (loss) for the year            
Net income (loss) for the year 3 3 6 1 2 1
Comprehensive income (loss) for the year

3

3

6

1

2

1

The main balances for the affiliated and jointly controlled entities on December 31, 2021 is as follows:

             
2021 Hidrelétrica Itaocara S.A. Ativas Data Center Taesa Axxiom Soluções Tecnológicas Lightger Hidrelétrica Cachoeirão
Assets            
Current 5 42 2,135 13 35 29
  Cash and cash equivalents 5 16 385 4 29 25
Non-current 11 96 13,761 19 120 93
Total assets

16

138

15,896

32

155

122

             
Liabilities            
Current 58 39 1,417 21 11 1
  Loans - 24 16 7 9 -
Non-current - 19 7,794 2 46 1
    Loans - 14 614 - 46 -
Equity (42) 80 6,685 9 98 120
Total liabilities and equity

16

138

15,896

32

155

122

 

             
Statement of income            
Net sales revenue - 90 3,472 28 54 37
Cost of sales (36) (85) (649) (28) (26) (8)
  Depreciation and amortization

-

(10)

(9)

(1)

(11)

(3)

Gross income (loss) (36) 5 2,823 - 28 29
General and administrative expenses - (7) (169) (4) (1) -
Finance income - - 34 - 2 2
Finance expenses

(30)

(3)

(844)

(1)

(11)

-

Operational income (loss) (66) (5) 1,844 (5) 18 31
Share of (loss) income, net, of subsidiaries and joint ventures - - 781 - - -
Income tax and social contribution tax

-

-

(411)

-

(3)

(2)

Net income (loss) for the year

(66)

(5)

2,214

(5)

15

29

 
Comprehensive income (loss) for the year
Net income (loss) for the year

(66)

(5)

(2,214)

(5)

15

29

Equity valuation adjustments

-

-

37

-

-

-

Comprehensive income (loss) for the year

(66)

(5)

2,251

(5)

15

29

 

               

2021
Hidrelétrica Pipoca Retiro Baixo Aliança Norte Guanhães Energia Amazônia Energia Madeira Energia (1) Baguari Energia
Assets              
Current 18 111 - 15 - 928 72
  Cash and cash equivalents 12 99 - 5 - 180 3
Non-current 101 322 1,150 392 1,254 23,286 218
Total assets

119

433

1,150

407

1,254

24,214

290

               
Liabilities              
Current 10 38 - 41 2 2,309 21
  Loans 7 14 - 12 - 116 -
Non-current 14 49 2 111 - 20,413 26
  Loans 13 41 - 93 - 12,828 -
Equity 95 346 1,148 255 1,252 1,492 243
Total liabilities and equity

119

433

1,150

407

1,254

24,214

290

 

               
Statement of income              
Net sales revenue 39 70 - 52 - 3,758 77
Cost of sales (11) (25) - (55) (2) (2,292) (9)
  Depreciation and amortization

(3)

(9)

-

(18)

-

(870)

(11)

Gross income (loss) 28 45 - (3) (2) 1,466 68
General and administrative expenses (2) (3) (2) - - (80) -
Finance income - 4 - - - 265 4
Finance expenses

(2)

(5)

-

(8)

-

(3,476)

(4)

Operational income (loss)

24

41

(2)

(11)

(2)

(1,825)

68

Share of (loss) income, net, of subsidiaries and joint ventures - - (39) - (42) - -
Income tax and social contribution tax

(1)

(13)

-

(2)

-

1,812

(23)

Net income (loss) for the year

23

28

(41)

(13)

(44)

(13)

45

               
Comprehensive income (loss) for the year

23

28

(41)

(13)

(44)

(79)

45

 

(1)The amount of Shareholders’ equity originally disclosed by the investee was adjusted by the Company for the purposes of posting equity income (change in the value of equity in non-consolidated investees), to take into account the modifying subsequent events resulting from the judgments given in the arbitration proceedings to which Saesa is a party. There is more information below in this Note.
             


2021
Aliança Geração UFV Janaúba UFV Corinto UFV Manga UFV Bonfinópolis II UFV Lagoa Grande
Assets            
Current 728 1 3 3 2 3
  Cash and cash equivalents 378 1 2 2 2 3
Non-current 3,364 18 17 20 12 23
Total assets

4,092

19

20

23

14

26

             
Liabilities            
Current 762 2 1 1 1 -
  Loans 101 - - - - -
Non-current 1,472 12 - - - -
  Loans 700 - - - - -
Equity 1,858 5 19 22 13 26
Total liabilities and equity

4,092

19

20

23

14

26

 

             
Statement of income            
Net sales revenue 1,096 5 4 6 3 6
Cost of sales (102) (2) - - - -
  Depreciation and amortization

(157)

(2)

(1)

(1)

-

(1)

Gross income (loss) 994 3 4 6 3 6
General and administrative expenses (44) - (1) (1) (1) (1)
Finance income 41 - - - - -
Finance expenses

(233)

(1)

-

-

-

-

Operational income (loss)

758

2

3

5

2

5

Income tax and social contribution tax

(252)

(1)

-

(1)

(1)

(1)

Net income (loss) for the year

506

1

3

4

1

4

             
Comprehensive income (loss) for the year

506

1

3

4

1

4

 

             

2021
UFV Lontra UFV Mato Verde UFV Mirabela UFV Porteirinha I UFV Porteirinha II UFV Brasilândia
Assets            
Current 4 1 1 3 1 3
  Cash and cash equivalents 3 1 1 2 - 2
Non-current 26 11 9 11 12 27
Total assets

30

12

10

14

13

30

             
Liabilities            
Current 1 1 1 1 1 3
Equity 29 11 9 13 12 27
Total liabilities and equity

30

12

10

14

13

30

 

             
Statement of income            
Net sales revenue 5 3 2 2 3 5
Depreciation and amortization (1) - - - - (1)
Gross income (loss) 5 3 2 2 3 5
General and administrative expenses (1) (1) (1) - (1) (1)
Operational income (loss)

4

2

1

2

2

4

Income tax and social contribution tax

(1)

-

-

-

-

(1)

Net income (loss) for the year

3

2

1

2

2

3

             
Comprehensive income (loss) for the year

3

2

1

2

2

3

 

The main balances for the affiliated and jointly controlled entities on December 31, 2020:

             
2020 Hidrelétrica Itaocara S.A. Ativas Data Center Taesa Axxiom Soluções Tecnológicas Lightger Hidrelétrica Cachoeirão
Assets            
Current 3 39 2,360 20 103 30
  Cash and cash equivalents 2 12 896 3 80 26
Non-current 10 104 11,745 21 129 80
Total assets

13

143

14,105

41

232

110

             
Liabilities            
Current 73 39 841 25 72 2
  Loans - 27 121 7 9 -
Non-current - 18 7,238 7 54 -
    Loans - 16 923 1 54 -
Equity (60) 86 6,026 9 106 108
Total liabilities and equity

13

143

14,105

41

232

110

 

             
Statement of income            
Net sales revenue - 94 3,561 41 52 34
Cost of sales (13) (78) (1,048) (38) (9) (15)
  Depreciation and amortization

-

(15)

(7)

(2)

(11)

(3)

Gross income (loss) (13) 16 2,513 3 43 19
General and administrative expenses - (8) (153) (5) (1) -
Finance income - - 39 - 2 1
Finance expenses

(5)

(3)

(514)

(1)

(16)

-

Operational income (loss) (18) 5 1,885 (3) 28 20
Share of (loss) income, net, of subsidiaries and joint ventures - - 834 - - -
Income tax and social contribution tax

-

(2)

(456)

-

(2)

(1)

Net income (loss) for the year

(18)

3

2,263

(3)

26

19

 
Comprehensive income (loss) for the year

(18)

3

2,263

(3)

26

19

 

               

2020
Hidrelétrica Pipoca Retiro Baixo Aliança Norte Guanhães Energia Amazônia Energia Renova Madeira Energia
Assets              
Current 21 87 - 13 - 998 945
  Cash and cash equivalents 8 74 - 6 - 29 263
Non-current 89 331 1,189 405 1,296 1,299 21,370
Total assets

110

418

1,189

418

1,296

2,297

22,315

               
Liabilities              
Current 17 30 - 27 - 725 1,150
  Loans 7 14 - 12 - 380 108
Non-current 20 63 - 123 - 2,680 18,906
  Loans 20 55 - 106 - 1,083 4,902
Equity 73 325 1,189 268 1,296 (1,108) 2,259
Total liabilities and equity

110

418

1,189

418

1,296

2,297

22,315

 

               
Statement of income              
Net sales revenue 33 73 - 49 - 70 3,200
Cost of sales (6) (29) - (36) - (46) (2,720)
  Depreciation and amortization

(3)

(11)

-

(17)

-

(7)

(869)

Gross income (loss) 27 44 - 13 - 24 480
General and administrative expenses (1) (4) (1) - - (122) (82)
Finance income - 2 - - - - 258
Finance expenses

(2)

(6)

-

(10)

-

26

(2,112)

Operational income (loss)

24

36

(1)

3

-

(72)

(1,456)

Share of (loss) income, net, of subsidiaries and joint ventures - - (77) - (84) 95 -
Income tax and social contribution tax

(2)

(3)

-

(2)

-

(1)

10

Net income (loss) for the year

22

33

(78)

1

(84)

22

(1,446)

               
Comprehensive income (loss) for the year

22

33

(78)

1

(84)

22

(1,446)

 

             

2020
Baguari Energia Aliança Geração UFV Janaúba UFV Corinto UFV Manga UFV Bonfinópolis II
Assets            
Current 63 805 3 2 1 -
  Cash and cash equivalents 10 385 2 1 - -
Non-current 209 2,461 19 18 23 13
Total assets

272

3,266

22

20

24

13

             
Liabilities            
Current 22 503 - - - -
  Loans - 19 - - -  
Non-current 21 905 - 1 2 -
  Loans - 261 - - - -
Equity 229 1,858 22 19 22 13
Total liabilities and equity

272

3,266

22

20

24

13

 

             
Statement of income            
Net sales revenue 73 1,042 - 3 3 -
Cost of sales (30) (580) 3 - - -
  Depreciation and amortization

(11)

(154)

(1)

(1)

(1)

-

Gross income (loss) 43 462 3 3 3 -
General and administrative expenses 5 (47) - (1) (2) -
Finance income 2 28 - - - -
Finance expenses

(1)

(63)

-

-

-

-

Operational income (loss)

49

380

3

2

1

-

Share of (loss) profit, net, of subsidiaries and joint ventures - - - - - -
Income tax and social contribution tax

(17)

(126)

-

-

-

-

Net income (loss) for the year

32

254

3

2

1

-

             
Comprehensive income (loss) for the year

32

254

3

2

1

-

 

             

2020
UFV Lagoa Grande UFV Lontra UFV Mato Verde UFV Mirabela UFV Porteirinha I UFV Porteirinha II
Assets            
Current 2 - 1 - 1 -
  Cash and cash equivalents 1 - - - - -
Non-current 24 29 11 9 12 12
Total assets

26

29

12

9

13

12

             
Liabilities            
Current - 1 - - - -
Non-current - 1 - - - -
Equity 26 27 12 9 13 12
Total liabilities and equity

26

29

12

9

13

12

 

             
Statement of income            
Net sales revenue 2 - - 1 - -
Cost of sales - (1) - - - -
Gross income (loss) 2 (1) - 1 - -
General and administrative expenses (1) (1) - - - (1)
Operational income (loss)

1

(2)

-

1

-

(1)

Income tax and social contribution tax

-

-

-

-

-

1

Net income (loss) for the year

1

(2)

-

1

-

-

             
Comprehensive income (loss) for the year

1

(2)

-

1

-

-

 

Madeira Energia S.A. (‘MESA’) and FIP Melbourne (special purpose vehicle through which CEMIG GT holds interests in ‘SAAG’)

Santo Antônio Energia S.A (‘SAESA’) is a wholy-owned subsidiary of MESA, whose objects are operation and maintenance of the Santo Antônio Hydroelectric Plant and its transmission system, for 35 years from its signature, on June 13, 2008. The Santo Antônio Hydroelectric Plant began commercial operation with its first generating unit in 2012 and reached full generation in December 2016. Between the shareholders include Furnas, Odebrecht Energia, SAAG and the Company.

On December 31, 2022, MESA continues to have negative net working capital, in the amount of R$752. It should be noted that in the second quarter of 2022 there was a cash inflow of R$1,583, as a result of the capital increase approved at the EGM held for this purpose on April 29, 2022 and paid by the other investors. This resource was used in the third quarter of 2022, almost in its entirety, to pay the settlements resulting from the conclusion of arbitration proceedings involving the construction consortium and other parties, mentioned in more detail below. As for the low short-term liquidity, it should be noted that the hydroelectric plants constituted under the Project Finance format structurally present negative net working capital in the first years of operation, since they are constituted with high financial leverage indexes. On the other hand, they count on firm energy sales contracts of long term as support and guarantee of payment of their debts.

To equalize its capital structure and liquidity situation, MESA has also been adopting actions aimed at readjusting its operating costs, protecting its exposure to hydrological risks, improving its capital structure and managing its energy operations.

 

Dilution of CEMIG GT’s equity interest in Mesa

On June 7, 2022, the shareholder Furnas subscribed new common shares issued by Mesa, in the amount of R$1,583, as a result of the capital increase approved by an Extraordinary General Meeting of Shareholders held on April 29, 2022, and in view of the other shareholders waiving their first refusal rights. With the paying up of the shares subscribed, the equity interest held by Furnas in Mesa increased from 43.06% to 72.36%, diluting the total equity interest held by CEMIG GT from 15.51% to 7.58%. This percentage does not take into account the result of the arbitration proceeding CAM 115/2018, described in the next item of this Note.

On July 7, 2022, a Contract to Cancel the Shareholders’ Agreement was signed at the Extraordinary General Meeting of Shareholders of Mesa, resulting in Furnas assuming shareholding control of Mesa. This EGM also decided to change the composition of the Boards of Directors of SAE and Mesa. These boards now each have 11 members, and CEMIG GT and SAAG have the right to appoint, jointly, one member (and that member’s alternate) to each board, until such time as CEMIG GT and SAAG are completely released from all and any liabilities, obligations and/or guarantees given to Mesa and/or SAE under the financing contracts and instruments, including those related to acquisition of energy. As a result, even with the cancellation of the shareholders’ agreement, the position of the Company continued to qualify as significant influence over the investee.

With the aforementioned capital increase, the invested company started to present positive shareholders' equity, and the conditions that led the Company to recognize, on December 31, 2021, the provision for the overdraft liability no longer exist. Consequently, the Company reversed this provision. More details in Note 35.

As a result of the changes in the equity stakes in MESA motivated by the aforementioned capital increase, the amendments to SAE's financing instruments were signed in November 2022, in order to equalize the guarantees given by the shareholders and their economic groups, making them proportional to the new equity stakes.

 

Arbitration proceeding 21,511/ASM/JPA (c. 21,673/ASM) - Santo Antônio Energia S.A.

On January 31, 2022, the arbitration decision on arbitration proceeding in CCI (International Chamber of Commerce) No. 21,511/ASM/JPA (c. 21,673/ASM) was released, which consolidated the matters between Santo Antônio Energia S.A. (SAE), Consorcio Construtor Santo Antônio (CCSA) and other parties, relating, in summary, to the following issues:

i.CCSA will be responsible to reimburse SAE on the energy purchased considering the delay in the power plant construction.
ii.SAE will be responsible to reimburse the CCSA on the costs increases due to, mainly, from strikes and work stoppages occurred from 2009 to 2013.

 

On February 7, 2022, the International Arbitration Court of CCI indicates that part of the main claims of SAE were rejected, and the main claims of CCSA were rejected, as well as some of the claims of its co-consortium members against SAE. Also, the arbitration decision initially declared as being without effect the instrument entitled ‘Terms and Conditions’, which was

the basis for recognition by the Company of the ‘Reimbursable Expenditures’, as set out in a note to the financial statements of SAE.

As well as the granted CCSA claims, with which SAE disagrees, that have already been provisioned in SAE financial statements as ‘Guarantee Deposits’ (R$770) and ‘Other Provisions’ (R$492), other claims were also granted with an estimated additional value of R$226 payable.

On June 30, 2022 SAE, in a joint petition with Grupo Industrial Complexo Rio Madeira - GICOM, applied for extinction of the Action for Execution of Judgment filed by GICOM, which related to a portion of the amount defined by the Arbitration Judgment, due to an amicable agreement having been reached between the parties. This agreement terminated the action in which GICOM claimed R$645.

On August 4, 2022, a Transaction Agreement was signed between SAE and Grupo Civil, part of CCSA, comprising the companies CNO S.A., Andrade Gutierrez Engenharia S.A. and Novonor Serviços e Participações S.A. - In Judicial Recovery, for definitive termination of the Arbitration Proceeding CCI 21,511/ASM/JPA.

Concomitantly with signature of the agreement, the Parties signed and filed, on August 4, 2022, a joint petition for termination of (a) Arbitration Proceeding CCI 21,511/ASM/JPA, and (b) the Action for Execution of Judgment filed by Grupo Civil, in relation to the claimed amount of R$962, which was the remainder of the amount decided by the Arbitration Judgment. On October 3, 2022, SAE paid the final tranche, of R$ 203, under the agreement signed with the construction company Grupo Civil (‘GCIVIL’), completing closure of Arbitration Proceeding CCI 21,511/ASM/JPA, and the Action for Compliance with Judgment brought by GCIVIL.

Under the financing contracts signed with the Brazilian Development Bank (‘BNDES’) and financing contracts under on lending from the BNDES, any obligations arising for SAE under judgments in the arbitration proceedings are to be paid in accordance with the terms of the respective financing contracts.

Thus, the capital increase subscribed and paid up on June 7, 2022, as described above, in the amount of R$1,583 was allocated to pay debts arising from Arbitration Judgment CCI 21,511/ASM/JPA, being used for payment of the amounts under the agreement signed with GICOM and Grupo Civil.

 

The agreement between FIP Melbourne and AGPar - CCBC Arbitration Judgment 86/2016

The share purchase agreement that governed the transaction for acquisition of the shares of SAAG by the Company specifies payment of indemnity to FIP Melbourne by AGPar in the event of any excess cost in Mesa as a result of any causative factor prior to the signature of that agreement. From the conclusion of the transaction in 2014, up to the year 2016, there were expenditures, which had to be borne by FIP Melbourne, and which, in FIP Melbourne’s understanding, were within the scope of the provision of the share purchase agreement. Since agreement was not reached with AGPar on these questions, FIP Melbourne filed arbitration proceedings with the Brazil-Canada Chamber of Commerce.

The final arbitration judgment was given in January 2021, in favor of FIP Melbourne, and in August 2022 an agreement was signed between the parties to terminate litigation, establishing the updated amount of compensation at R$200, which was paid on September 12, 2022.

Considering the interest of CEMIG GT in FIP Melbourne, the Company recognized a gain of R$161, in the Statement of income for 2022. Additionally, the provision for the put option was adjusted to reflect this decision.

 

Amazônia Energia S.A. and Aliança Norte Energia S.A.

Amazônia Energia and Aliança Norte are shareholders of Norte Energia S.A. (‘NESA’), which holds the concession to operate the Belo Monte Hydroelectric Plant. Through the jointly controlled entities referred to above, CEMIG GT owns an indirect equity interest in NESA of 11.69%.

On December 31, 2022, NESA had negative net working capital of R$494 (R$189 on December 31, 2021). According to the estimates and projections, the situation of negative net working capital, and the future demands for investments in the hydroelectric plant, will be supported by revenues from future operations.

On September 21, 2015, NESA was awarded a preliminary injunction ordering ANEEL to abstain from applying penalties or sanctions to NESA in relation to the delay in Belo Monte Hydroelectric Plant to start operations, until the hearing of the application for an injunction made in the original case. The legal advisers of NESA have classified the probability of loss as ‘possible’ and estimated the potential loss on December 31, 2022 to R$2,972 (R$2,832 on December 31, 2021). The potential impact for the Company is limited to its investment interest in NESA.

 

Share purchase agreement for acquisition of SPCs owning photovoltaic plants

On April 7, 2022, CEMIG Sim signed share purchase agreements to acquire equity interests of 49% in six special-purpose companies (SPCs), held by G2 Energia e Empreendimentos Imobiliários Ltda. and by Apolo Empreendimentos e Energia Ltda.

These SPCs own six photovoltaic plants in Lavras, Minas Gerais, operating in shared mini-distributed generation, with total generation capacity of 18.5MWp (information of MW not audited). They will serve clients in the low-voltage residential, commercial and industrial markets.

On August 4, 2022, acquisition of equity interests in four of the SPCs that were the subject of these agreements was completed, upon implementation of all the required conditions for completion, as shown in this table:

         
  Plant

Power (MWp)

(Information of MW not audited)

Shareholders’ equity on acquisition date Adjusted acquisition price Retention
G2 OLARIA 1 ENERGIA S.A. Olaria 1 3.25 13 7 (1)
G2 CAMPO LINDO 1 ENERGIA S.A. Campo Lindo 1 3.25 13 7 (1)
G2 CAMPO LINDO 2 ENERGIA S.A. Campo Lindo 2 3.25 14 7 (1)
APOLO 1 SPE EMPREENDIMENTOS E ENERGIA S/A Apolo 1 2.75 9 6 (1)
G2 OLARIA 2 ENERGIA S/A Olaria 2 3.25 - - -
APOLO 2 SPE EMPREENDIMENTOS E ENERGIA S/A Apolo 2 2.75 - - -
Total  

18.5

50

27

(4)

 

The value of the acquisition is R$27, of which R$23 was paid on the closing date. The remaining amount of R$4, or 15% of the acquisition price, is withheld by CEMIG Sim as a guarantee of compliance by the Vendors with obligations to indemnify the purchaser, under the agreements. Release of this amount to the Vendor depends on occurrence of certain events specified in each agreement.

On January 13, 2023, CEMIG Sim concluded the acquisition of 49% of the equity interest in Apolo 2 SPE Empreendimentos e Energia S.A.. The acquisition value corresponds to R$5,759, being effectively paid on the closing date the amount of R$5. The remaining R$0.864, representing 15% of the acquisition price, was retained by CEMIG Sim as a guarantee for compliance with the obligation of the Seller to indemnify the Buyer, in accordance with the contractual terms, and the release of the amount retained as guarantee to the Seller depends on the occurrence of certain events, as provided for in the contract. The conditions precedent for the closing of the transaction have been duly met.

The closing of the acquisition of an equity stake in SPE Olaria 2 depends on the implementation of the suspensive conditions established in the share purchase and sale agreement, and the estimated amount for this is R$7, subject to the price adjustment mechanisms provided for in the agreement.

 

Acquisition of interests in SPCs owning photovoltaic plants

On June 29, 2022, CEMIG approved acquisition, through its wholly owned subsidiary CEMIG Sim, of 100% of the interests held by Genesys Participação Societária Ltda. and Mr. Antônio Carlos Torres in the special-purpose companies (‘SPCs’) owning photovoltaic generation plants listed below. These businesses,which are in Minas Gerais State, are in the construction phase, except UFV Prudente de Moraes. Completion of the transaction is subject to (i) conditions precedent of the transaction, and (ii) the plants starting operation. The acquisition of UFV Montes Claros and UFV Jequitibá was not closed as of December 31, 2022.

 

The estimated value of the transaction is shown in the table below:

     
  Power (MWp) (information of MW not audited) Consideration transferred Operational start-up forecast
UFV Prudente de Moraes (1) 6.46 43 Jul. 2022
UFV Montes Claros 3.20 20 May. 2023
UFV Jequitibá 6.25 39 Aug. 2023
Total

16.21

102

 

 

(1)UFV Prudente de Moraes started operating in 2022.

 

On September 7, 2022, CEMIG Sim concluded acquisition of 100% of the shares of the Prudente de Moraes photovoltaic generation business. This followed approval by the monopolies authority, CADE, and conclusion of due diligence.

The following shows preliminary measurements of the fair value of the assets and liabilities acquired:

 
Prudente de Morais solar generation plant R$ ’000 
Fair value of net assets acquired 48
Bargain purchase 5
Total value of the consideration paid for 100% of the Prudente de Moraes solar business (1)

43

 

(1)The consideration paid include the fair value off the contingent consideration in the amount of R$ 2.

 

     
Assets  Fair value on date of acquisition Liabilities  Fair value on date of acquisition
Current

0.132

Current

0.3

Cash and cash equivalents 0.84 Other current liabilities 0.3
Other current assets 0.48    
    Non-current

5

Non-current

57

Other non-current liabilities 5
Fixed assets 35    
Right to use - Leasing 5    
Intangible asset - Right of commercial operation 13    
    Total of the net assets at fair value

48

 

For the CEMIG Group, the acquisition will increase its participation in the generation sector, and its total generation output, ensuring efficient supply of energy to consumers, due to its expertise in this market.

 

c)Risks related to compliance with laws and regulations

Jointly controlled investees:

Norte Energia S.A. (‘NESA’) - through Amazônia Energia and Aliança Norte

Investigations and other legal measures are in progress since 2015, conducted by the Federal Public Attorneys’ Office, which involve other shareholders of NESA and certain executives of those other shareholders. In this context, the Federal Public Attorneys have started investigations on irregularities involving contractors and suppliers of NESA and of its other shareholders, which are still in progress. At present, it is not possible to determine the outcome of these investigations, and their possible consequences. These might at some time in the future affect the investee, further to the write-downs of infrastructure assets in the amount of R$183 recorded at NESA in 2015, based on the results of the independent internal investigation conducted by NESA and its other shareholders, the results of which were reflected in the Company through the equity method in that same year.

On March 9, 2018 ‘Operação Fortuna’ started, as a 49th phase of ‘Operation Lava Jato’ (‘Operation Carwash’). This operation investigates payment of bribes by the construction consortium of the Belo Monte power plant, comprising the companies Camargo Corrêa, Andrade Gutierrez, Odebrecht, OAS and J. Malucelli.

The Company’s management, based on its knowledge of the matters described above and on the independent procedure carried out, concluded that no adjustment was necessary in the financial statements.

 

Other investigations

In addition to the cases above, there are investigations being conducted by the Public Attorneys’ Office of the State of Minas Gerais (‘MPMG’), which aim to investigate possible irregularities in the investments made by CEMIG GT at Guanhães Energia and also at MESA.

 

Internal procedures for risks related to compliance with law and regulations

Taking into account the investigations that are being conducted by public authorities at the Company and at certain investees, as described above, the governance bodies of the Company have authorized contracting a specialized company to analyze the internal procedures related to these investments, as well as the factors that led the Company to be assessed

by federal tax authority for not paying withholding income tax in the acquisition of Light’s interest from Enlighted (see Note 24). This independent investigation was subject to oversight of an independent investigation committee whose creation was approved by the Company´s Board of Directors.

The Company’s internal investigation was completed and the corresponding report was issued on May 8, 2020. Considering the results of the internal investigations, no objective evidence was identified to affirm that there were illegal acts on the investments made by Company that were subject to the investigation, therefore, there was no impact in the Company’s consolidated financial statements.

In the second half of 2019, Company signed a cooperation agreement with the Securities and Exchange Commission (SEC) and US Department of Justice (DOJ). On December 28, 2022, and on February 13, 2023, the investigations were concluded by the SEC and DOJ respectively, without any actions being taken by these authorities.

In the end of 2020, the Company began internal procedures for investigation of allegations received by the Minas Gerais State Public Attorneys’ Office, through Official Letters, the content of which basically refers to alleged irregularities in public bidding purchasing processes. The investigation is being conducted by a new Special Investigation Committee (Comitê Especial de Investigação - CEI), with support from specialized advisers.

The independent internal investigation begun in 2020 has been concluded, and its final report has been delivered and was approved by the Investigation Committee on November 24, 2021: no matters were identified that might present a significant impact on the financial statements on December 31, 2022 or on financial statements for prior years. The Company awaits completion of the investigations by the Public Attorneys’ Office of Minas Gerais State (MPMG) that are still ongoing and the Brazilian and international authorities with whom this report was shared.

The Company will evaluate any changes in the future scenario and eventual impacts that could affect the financial information, when applicable. The Company continues to cooperate with domestic and foreign authorities in their analysis related to the ongoing investigations.

 

Accounting policy

Investments

The Company and its subsidiaries hold investments in affiliates and joint ventures. Control is obtained when the Company and/or one of its subsidiaries has the power to control the financial and operational policies of an entity to receive benefits from its activities. These investments are accounted using the equity method and are, initially, recognized at acquisition cost, by the consideration transferred, measured at fair value at acquisition date.

The difference between the amount paid and the amount of the shareholders’ equity acquired is recognized in Investments as: (i) added value, when the economic basis is substantially related to the fair value of the net assets of the subsidiary acquired; and (ii) goodwill premium, when the amount paid is higher than the fair value of the net assets, and this difference represents the expectation of generation of future value. The goodwill premium arising from the acquisition is tested annually for impairment.

After application of the equity method, the Company determines whether it is necessary to recognize an impairment loss on its investment in its affiliates or jointly controlled entities. At each reporting date, the Company determines whether there is objective evidence that the investment in the affiliates or jointly controlled entities is impaired. If there is such evidence, the investment carrying amount is subject to impairment testing.

The financial statements of the associates and jointly controlled subsidiaries are prepared for the same reporting periods as the Company. When necessary, adjustments are made to bring the accounting policies in line with those of the Company.

The participations in consortium are accounted in accordance with IFRS 11 - Joint ventures, and these investments are recognized in accordance with the Company’s participation in any assets and/or liabilities held or assumed jointly. The result of these investments is recognized in proportion to the Company’s participation in the revenues and expenses of the joint operation.

 

Business combinations

A business combination occurs when the Company or its subsidiaries acquire control of a business, whatever its legal form. The Company determines that it has acquired a business when the group of activities and assets acquired includes, at least, an input - entry of funds, and a substantive process, which together contribute materially to the capacity to generate output - an outflow of funds.

The Company accounts for business combinations using the acquisition method. Thus, at the moment of acquisition the acquiring company is required to recognize and measure the identifiable assets acquired, the liabilities assumed, and the shareholding interests of non-controlling equity holders at fair value, which will result in recognition of a goodwill due to expectation of future profitability, or in a gain arising from a bargain purchase, the gain being allocated to the statement of income for the period. Costs generated by acquisition of assets are allocated directly to the statement of income as and when incurred.

After the initial recognition, the goodwill is measured at cost, less any accumulated impairments. For the purposes of the impairment test, the goodwill acquired in business combinations is, as from the acquisition date, allocated to each one of the cash generating units that it is expected will be benefited by the synergies of the combination.

It is the Company’s understanding that the amount specifically referred to the right of concession, the right of commercial operation, or similar rights, does not constitute goodwill, including when these rights are acquired in a business combination in which the acquired entity is a concession holder, whose right to the concession has a known and defined period.

When a business combination is carried out in stages (‘step-acquisition method’), the interest previously held by the Company in its investee is remeasured at the fair value at the acquisition date and the corresponding gain or loss, if any, is recognized in the statement of income.