Financial Statements INDEPENDENT AUDITORS’ REPORT To the Shareholder and Management of Banco Nacional de Desenvolvimento Econômico e Social - BNDES 1. We have audited the accompanying individual (Bank) and consolidated balance sheets of Banco Nacional de Desenvolvimento Econômico e Social (BNDES) and subsidiaries (the “Bank”, the Entity”) as of December 31, 2008 and the related individual statements of income, changes in shareholders’ equity, cash flows and value added for the six-month period and year then ended, and the related consolidated statements of income, cash flows and value added for the six-month period and year then ended, all expressed in Brazilian reais and prepared under the responsibility of the Bank’s management. Our responsibility is to express an opinion on these financial statements. The financial statements of affiliates in which the subsidiary BNDES Participações S.A. (BNDESPAR) has investments of R$4,474,381 thousand as of December 31, 2008, representing 1.61% of total consolidated assets and 17.71% of shareholders’ equity and in which net loss determined under the equity method amounts to R$388,435 thousand and R$247,598 thousand, respectively, for the year and six-month period ended December 31, 2008, were audited by other independent auditors, whose opinion thereon was unqualified. Our opinion, insofar as it relates to these investments and the related equity in affiliates, is based on the reports of the other auditors. 2. Our audits were conducted in accordance with auditing standards in Brazil and comprised: (a) planning of the work, taking into consideration the significance of the balances, volume of transactions, and the accounting and internal control systems of the Bank and its subsidiaries, (b) checking, on a test basis, the evidence and records that support the amounts and accounting information disclosed, and (c) evaluating the significant accounting practices and estimates adopted by Management, as well as the presentation of the financial statements taken as a whole. 3. In our opinion, based on our audits and the reports of other auditors, the financial statements referred to in paragraph 1 present fairly, in all material respects, the individual and consolidated financial positions of Banco Nacional de Desenvolvimento Econômico e Social (BNDES) and subsidiaries as of December 31, 2008, the results of their operations, the changes in shareholders’ equity (Bank), their cash flows, the wealth generated and distributed among the elements that contributed to its generation for the year and six-month period then ended, in conformity with Brazilian accounting practices. 4. We had previously audited the financial statements of Banco Nacional de Desenvolvimento Econômico e Social – BNDES and subsidiaries, for the year ended December 31, 2007, comprising the balance sheet, the statements of income, changes in shareholders’ equity, changes in financial position, and supplemental information comprising the statements of cash flows and value added, on which we issued a qualified opinion dated January 30, 2008, given that an affiliate – BNDES Participações S.A. (BNDESPAR) – in which as of December 31, 2007 the Bank had an investment determined under the equity method was not audited by us nor by other independent auditors. Subsequently, however, an unqualified opinion on said financial statements was issued by other independent auditors’ report. As mentioned in Note 2, changes in Brazilian accounting practices have been introduced effective January 1, 2008. The financial statements for the year ended December 31, 2007, presented with the 2008 financial statements, have been prepared in accordance with Brazilian accounting practices in effect until December 31, 2007 and, as permitted by Technical Pronouncement CPC 13, First-Time Adoption of Law 11638/07 and Provisional Act 449/08, are not being restated with adjustments for purposes of comparability between years. 5. The accompanying financial statements have been translated into English for the convenience of readers outside Brazil. Rio de Janeiro, January 28, 2009 DELOITTE TOUCHE TOHMATSUMarcelo Cavalcanti Almeida Auditores IndependentesEngagement Partner CRC 2SP 011.609/O-8 “F” RJCRC 1RJ 036.206/O-5 In Thousands of Brazilian Reais – R$ Table 1 – BNDES and Subsidiaries: Balance Sheets as of December 31 BNDES 2008 Note Current assets Cash Interbank investments Foreign exchange portfolio Resale agreements Interbank deposits Securities Banco do Brasil investment funds Government securities Shares and warrants Trading debentures Debentures Allowance for losses – Debentures Foreign fixed-income securities Investment fund shares Derivatives Interbank onlendings 2008 5 39,734,479 3,929 347 2,920 5.1 903,000 5.2 2007 61,206,697 3,637 6,908,965 48,764,079 6,311 347 347 2,920 347 - 903,000 - 6,003,045 - 6,003,045 - 6 3,788,730 7,126,206 6,402,563 8,334,359 6.4 1,277,766 5,042,101 2,829,198 5,840,182 2,124,690 977,041 2,125,260 977,602 - - 680 3,900 - 862,515 - 862,515 7 94,299 48,991 122,787 56,172 7.2.4 (463) (10,318) (3,433) (15,767) - 159,874 - 159,874 6.5 - - 1,035,633 403,879 25 292,438 46,002 292,438 46,002 8 19,587,669 19,602,534 30,266,967 25,966,748 19,918,092 19,957,055 30,668,885 26,540,213 19,495,588 16,943,470 30,246,381 23,526,628 8 Loans Unrestricted funds Funds – PIS-Pasep Funds – Merchant Marine Fund Allowance for losses Other receivables Credit sale of securities Allowance for losses – Credit sale of securities Receivables Allowance for losses – Receivables Tax credits Recoverable taxes Other 2007 45,721,966 2,344 6,908,965 Interbank onlendings Unrestricted funds Funds – PIS-Pasep Allowance for losses Provision for rebates on special agricultural programs Loans Consolidated 422,504 3,013,585 422,504 3,013,585 (330,423) (354,409) (401,918) (418,687) - (112) - (154,778) 13,836,735 11,099,823 15,539,143 12,312,302 14,102,859 11,423,284 15,837,897 12,660,351 11,912,269 9,139,990 13,647,307 10,377,057 1,780,027 2,082,052 1,780,027 2,082,052 410,563 201,242 410,563 201,242 (266,124) (323,461) (298,754) (348,049) 1,424,189 1,882,912 1,912,088 2,125,284 9 15,754 18,925 254,749 77,043 9 (137) (92) (4,079) (3,644) 9 110,034 116,941 115,490 515,146 9 (746) (529) (4,812) (124,762) 20.2 132,113 155,025 379,475 305,858 20.1 46,673 47,406 266,554 315,877 11 1,120,498 1,545,236 904,711 1,039,766 BNDES 2008 / ANNUAL REPORT 04 In Thousands of Brazilian Reais – R$ Continuation Table 1 – BNDES and Subsidiaries: Balance Sheets as of December 31 BNDES Note Other assets Non-current assets Long-term assets Securities 6 Available-for-sale debentures Debentures Allowance for losses – Debentures Government securities Derivatives Interbank onlendings Property and equipment in use Deferred charges Total assets BNDES 2008 / ANNUAL REPORT 05 2007 173,334 226,370,492 208,758,350 11,549,367 18,728 158,933,624 141,203,317 3,115,334 173,334 216,087,752 190,684,415 16,494,317 18,728 153,887,979 134,814,367 5,419,225 490,372 - 490,372 - 2,869,420 7,610,423 5,338,485 7.2.4 (6,491) (8,795) (142,226) (174,530) 8,475,089 74,177 8,475,089 74,738 25 60,659 180,532 60,659 180,532 8 104,299,046 73,221,030 69,128,317 54,534,705 106,058,457 74,544,841 71,044,660 55,999,727 83,186,270 60,036,722 48,172,473 41,491,608 22,872,187 14,508,119 22,872,187 14,508,119 (1,759,411) (1,323,811) (1,916,343) (1,465,022) 90,783,367 63,371,559 101,054,963 71,713,263 92,529,414 65,218,276 102,997,887 73,729,139 84,234,716 54,748,999 94,703,189 63,259,862 4,387,394 8,124,772 4,387,394 8,124,772 3,907,304 2,344,505 3,907,304 2,344,505 (1,746,047) (1,846,717) (1,942,924) (2,015,876) Other receivables Investments in subsidiaries and affiliates Other equity interests Other investments 2008 2,529,738 8 Permanent assets Investments 2007 7 Loans Unrestricted funds Funds – PIS-Pasep Funds – Merchant Marine Fund Allowance for losses Tax credits Credit sale of securities Allowance for losses – Credit sale of securities Receivables Allowance for losses – Receivables Receivables – National Treasury Tax incentives 2008 7.1 Interbank onlendings Unrestricted funds Funds – PIS-Pasep Allowance for losses Loans Consolidated 2,126,570 1,495,394 4,006,818 3,147,174 20.2 538,364 378,018 906,194 729,698 9 4,985 20,001 1,073,109 1,260,399 9 (44) (98) (33,151) (36,929) 9 995,786 1,000,673 1,011,120 1,013,138 9 (6,752) (4,528) (18,180) (8,417) 28.1 452,441 - 768,976 - 141,790 101,328 298,750 189,285 12 17,501,315 17,639,334 25,292,510 18,982,639 12.1 17,373,979 17,511,530 7,637,318 7,284,944 84,003 84,471 17,611,859 11,639,336 12.6 43,333 43,333 43,333 58,359 96,674 14,153 272,092,458 83,189 7,784 198,668,103 96,674 14,153 277,294,449 83,189 7,784 202,652,058 In Thousands of Brazilian Reais – R$ Continuation Table 1 – BNDES and Subsidiaries: Balance Sheets as of December 31 BNDES Note Current liabilities Deposits Interbank deposits Special deposits – FAT Restricted deposits Other 14 16.2 Funding operations Repurchase agreements 15 Interbranch accounts Third-party funds in transit Debentures Borrowings and onlendings Domestic borrowings Foreign borrowings Bonds Domestic onlendings National Treasury Subsidiaries Merchant Marine Fund Other Foreign onlendings – Multilateral institutions 18 17 17.1 17.1 17.1 17.1 17.1 Other payables Financial and developments funds PIS-Pasep Other Taxes on income Other taxes Linked to foreign exchange transactions Dividends and interest on capital payable Provision for civil and labor contingencies Accounts payable – FAPES Linked to the National Treasury Provision for planned retirement program Deferred taxes Actuarial liabilities – FAMS Derivatives Other 13 20 21 26.2 28.2 27 20.2 26.3 25 Hybrid debt/equity instruments National Treasury 19 Subordinated debt FAT – Constitutional Other subordinated debts Non-current liabilities 16.1 Consolidated 2008 2007 2008 2007 22,230,358 3,375,935 2,455,884 319,196 388,635 212,220 8,446,983 8,446,983 5 5 108,291 3,302,287 359,779 36,733 36,733 1,978,486 1,281,692 231,242 450,793 14,759 927,289 4,395,743 1,979,095 1,474,313 504,782 386,115 69,074 1,319,462 5,178 15,923 6,943 50,190 30,876 11,630 292,776 228,481 87,368 87,368 2,513,746 2,513,746 2,513,746 224,595,479 12,857,888 794,114 282,344 511,100 670 4 4 3,948,184 1,800,056 1,800,056 1,580,673 150,345 479,513 237,227 713,588 567,455 5,849,849 1,728,869 1,393,653 335,216 711,580 60,023 1,737,019 7,493 14,018 1,155,265 99,538 11,640 3,880 320,524 80,585 80,585 2,185,152 2,185,152 2,185,152 160,886,865 22,869,490 3,375,935 2,455,884 319,196 388,635 212,220 8,446,983 8,446,983 5 5 276,379 3,140,899 359,779 36,733 36,733 1,817,098 1,351,546 450,793 14,759 927,289 5,028,175 1,979,103 1,474,313 504,790 464,149 129,946 36,271 1,319,462 10,195 21,284 391,876 66,540 30,876 16,509 292,776 269,188 87,368 87,368 2,513,746 2,513,746 2,513,746 229,158,338 13,144,073 794,114 282,344 511,100 670 4 4 3,530,040 1,800,056 1,800,056 1,162,529 211,714 237,227 713,588 567,455 6,554,178 1,728,877 1,393,653 335,224 1,220,414 142,391 17,450 1,737,019 12,078 18,754 1,155,265 142,875 16,011 3,880 359,164 80,585 80,585 2,185,152 2,185,152 2,185,152 164,584,635 BNDES 2008 / ANNUAL REPORT 06 In Thousands of Brazilian Reais – R$ Continuation Table 1 – BNDES and Subsidiaries: Balance Sheets as of December 31 BNDES Note Long-term liabilities Deposits Interbank deposits Special deposits – FAT Debentures Borrowings and onlendings Domestic borrowings Foreign borrowings Bonds Domestic onlendings National Treasury Subsidiaries Merchant Marine Fund Other Foreign onlendings – Multilateral institutions 14 16.2 18 17 17.1 17.1 17.1 17.1 Other payables Financial and developments funds PIS-Pasep Accounts payable – FAPES Provision for civil and labor contingencies Actuarial liabilities – FAMS Provision for planned retirement program Deferred taxes 13 26.2 21 26.3 27 20.2 Hybrid debt/equity instruments National Treasury 19 Subordinated debt FAT – Constitutional Other subordinated debts Debt eligible for capitalization Shareholders' equity 22 Capital Capital reserve Revaluation reserve Profit reserve Legal reserve Tax incentive reserve Future Capital Increase reserve Operating margin reserve Fair value adjustments Own assets Assets of affiliates and subsidiaries Retained earnings Total liabilities and shareholders’ equity The accompanying notes are an integral part of these financial statements. BNDES 2008 / ANNUAL REPORT 16.1 07 Consolidated 2008 2007 2008 2007 224,595,479 27,783,772 2,850,000 24,933,772 6,895,067 64,835,781 5,713,392 3,539,700 3,539,700 42,600,123 31,528,980 2,696,403 4,300,004 4,074,736 12,982,566 30,342,921 28,045,762 28,045,762 879,422 800,344 425,268 56,660 135,465 5,936,566 5,936,566 88,801,372 88,801,372 76,324,657 12,476,715 25,266,621 13,879,407 106,631 4,910,845 1,182,918 58,678 748,307 2,920,942 161,647 156,963 4,684 6,208,091 272,092,458 160,886,865 25,817,269 25,817,269 24,093,895 935,490 935,490 14,377,523 4,185,665 3,085,410 2,675,891 4,430,557 8,780,882 27,737,820 26,513,438 26,513,438 581,420 202,325 356,075 84,562 5,580,677 5,580,677 77,657,204 77,657,204 65,346,148 12,311,056 24,923,350 13,879,407 106,631 281,105 917,266 917,266 9,738,941 198,668,103 229,158,338 27,783,772 2,850,000 24,933,772 9,029,416 66,441,636 5,713,392 3,539,700 3,539,700 44,205,978 35,831,238 4,300,004 4,074,736 12,982,566 31,165,576 28,045,762 28,045,762 1,026,268 1,289,163 578,640 82,224 143,519 5,936,566 5,936,566 88,801,372 88,801,372 76,330,800 12,470,572 25,266,621 13,879,407 106,631 4,910,845 1,182,918 58,678 748,307 2,920,942 161,647 156,963 4,684 6,208,091 277,294,449 164,584,635 25,817,269 25,817,269 2,025,935 24,846,296 935,490 935,490 15,129,924 8,023,476 2,675,891 4,430,557 8,780,882 28,657,254 26,513,439 26,513,439 728,026 800,285 492,227 115,124 8,153 5,580,677 5,580,677 77,657,204 77,657,204 65,362,465 12,294,739 24,923,350 13,879,407 106,631 281,105 917,266 917,266 9,738,941 202,652,058 In Thousands of Brazilian Reais – R$ Table 2 – BNDES and Subsidiaries: Statement of Income BNDES Income from financial Intermediation Loans and interbank onlendings Local currency Foreign currency Income from securities Income from transactions linked to the National Treasury Man agement fee on funds and programs Expenses on financial Intermediation Fun ding operations – financing and onlendings Local currency Foreign currency Gains (losses) on derivatives Expenses on transactions linked to the National Treasury Allowance for loan losses Gains on foreign exchange portfolio 24 Gross profit from financial Intermediation Other operating income (expenses) Equ ity in subsidiaries and affiliates Net monetary adjustment of assets and liabilities – Selic Premium amortization Allowance for losses on investments Income from dividends Income from interest on capital Gain on sale of variable income securities Oth er income from interest ownerships Rev ersal of provision for civil and labor contingencies 2008 2nd Half of 2008 Note 12 Consolidated 2007 20,593,057 24,652,265 2nd Half of 2008 7,759,846 2008 2007 23,511,417 28,577,862 9,956,013 5,977,003 10,990,263 8,741,342 6,517,682 12,496,298 10,442,636 13,040,893 11,171,205 (3,045,496) 15,416,966 13,219,529 (3,073,311) 1,249,613 1,830,104 1,322,677 1,241,887 2,183,389 1,824,086 105,068 192,014 142,174 114,539 210,104 163,453 220,480 468,679 599,149 220,343 468,542 599,149 (17,926,615) (19,877,091) (2,629,364) (21,668,933) (24,266,169) (3,791,360) (4,868,105) (9,067,667) (7,647,272) (6,393,648) (11,666,215) (9,231,243) (14,015,326) (11,949,421) 3,864,794 (16,340,162) (13,928,357) 3,858,537 1,038,106 940,731 246,124 1,038,106 940,731 246,124 (20,262) (72,302) (7,265) (20,262) (72,302) (7,265) (78,381) 256,275 954,616 29,680 444,681 1,382,848 17,353 15,293 (40,361) 17,353 15,293 (40,361) 2,666,442 4,775,174 5,130,482 1,842,484 4,311,693 6,164,653 (1,074,739) 1,238,900 3,341,669 (219,290) 3,024,273 3,882,005 271,828 3,622,865 4,121,578 69,465 5,815 1,101,861 (587,804) (537,178) 124,813 (643,878) (734,270) (18,203) - - - - - (107,320) (468) (468) - (714,378) (677,694) (7,921) 249 433 46,004 499,261 887,925 527,310 - - - 782,236 1,170,228 860,773 - - 506,276 578,164 4,613,946 3,729,779 - - - 23,986 23,986 210 11,228 (603,176) 28,901 202,954 (495,254) (130,055) BNDES 2008 / ANNUAL REPORT 08 Continuation In Thousands of Brazilian Reais – R$ Table 2 – BNDES and Subsidiaries: Statement of Income BNDES 2nd Half of 2008 Note Tax expenses Personnel expenses Administrative expenses Other operating income Other operating expenses Income before profit sharing Employee profit sharing Net income Earnings per share 09 2nd Half of 2008 2008 2007 (162,094) (267,578) (247,711) (258,088) (455,564) (494,624) (197,208) (430,882) (391,005) (340,695) (723,761) (573,174) (83,845) (136,462) (124,693) (126,160) (205,964) (161,957) 134,427 141,219 36,737 226,007 233,054 41,079 (549,873) (759,231) (518,164) (618,174) (885,753) 1,591,703 6,014,074 8,472,151 1,623,194 7,335,966 10,046,658 20 (168,968) (507,096) (777,616) (198,663) (1,543,616) (1,725,976) 20 (104,827) (258,741) (285,293) (114,428) (635,849) (639,556) 20 (102,492) 97,713 (60,707) (73,647) 210,489 (297,961) 1,215,416 5,345,950 7,348,535 1,236,456 5,366,990 7,383,165 (32,910) (32,910) (34,770) (53,950) (53,950) (69,400) 1,182,506 0,000188 5,313,040 0,000847 7,313,765 0,001166 1,182,506 - 5,313,040 - 7,313,765 - The accompanying notes are an integral part of these financial statements. BNDES 2008 / ANNUAL REPORT 2007 (461,052) Income before taxes on income Income tax Social contribution tax Def erred taxes – Net of realization 2008 Consolidated Table 3 – BNDES and Subsidiaries: Statement of Changes in Shareholders’ Capital Reserves Tax Incentive Reserve Capital Revaluation Reserve for Investees’ Assets Balances as of January 1, 2008 Supplementary dividends – 2006 Supplementary dividends – 2007 Revaluation reserve Reversal of revaluation reserve (note 2) Fair value adjustments Net income Allocation of income (note 22) Legal reserve Tax incentive reserve (note 2) Interest on capital Future capital increase reserve (note 22) Operating margin reserve (note 22) 13,879,407 106,631 281,105 - - - - - - - - (281,105) - - - - - - - - - - - - - - - - - - - - - Balances as of December 31, 2008 Changes in year 13,879,407 - 106,631 - (281,105) Balances as of July 1, 2008 Supplementary dividends – 2006 Supplementary dividends – 2007 Valuation adjustments to equity Net income Allocation of income (note 22) Legal reserve Tax incentive reserve (note 2) Interest on capital Future capital increase reserve (note 22) Operating margin reserve (note 22) 13,879,407 106,631 - - - - - - - - - - - - - - - - - - - - - - - - - - - - Balances as of December 31, 2008 Changes in period 13,879,407 - 106,631 - - The accompanying notes are an integral part of these financial statements. BNDES 2008 / ANNUAL REPORT 10 In Thousands of Brazilian Reais – R$ Equity for the Six-Month Period Ended December 31, 2008 Profit Reserve Legal Reserve Tax Incentive Reserve Fair Value Adjustments Future Capital Operating Increase Reserve Margin Reserve Affiliates’ and Subsidiaries’ Assets Retained Earnings Own Assets Total 917,266 - - - - - 9,738,941 24,923,350 - - - - - - (2,465,278) (2,465,278) - - - - - - (1,065,571) (1,065,571) - - - - - - - (281,105) - - - - 156,963 4,684 - 161,647 - - - - - - 5,313,040 5,313,040 265,652 - - - - - (265,652) - - 58,678 - - - - (58,678) - - - - - - - (1,319,462) (1,319,462) - - 748,307 - - - (748,307) - - - - 2,920,942 - - (2,920,942) - 1,182,918 265,652 58,678 58,678 748,307 748,307 2,920,942 2,920,942 156,963 156,963 4,684 4,684 6,208,091 (3,530,850) 25,266,621 343,271 917,266 - - - - 584 13,869,475 28,773,363 - - - - - - (2,465,278) (2,465,278) - - - - - - (1,065,571) (1,065,571) - - - - 156,963 4,100 - 161,063 - - - - - - 1,182,506 1,182,506 265,652 - - - - - (265,652) - - 58,678 - - - - (58,678) - - - - - - - (1,319,462) (1,319,462) - - 748,307 - - - (748,307) - - - - 2,920,942 - - (2,920,942) - 1,182,918 265,652 58,678 58,678 748,307 748,307 2,920,942 2,920,942 156,963 156,963 4,684 4,100 6,208,091 (7,661,384) 25,266,621 (3,506,742) BNDES 2008 / ANNUAL REPORT 11 In Thousands of Brazilian Reais – R$ Table 3 – BNDES and Subsidiaries: Statement of Changes in Shareholders’ Equity for Period Ended December 31, 2007 Capital Reserves Tax Incentive Reserve Capital Profit Reserve Revaluation Reserve for Investees’ Assets Legal Reserve Retained Earnings Total Balances as of January 1, 2007 Tax incentive reserve Revaluation reserve Recognition Realization Reversal Net income Allocation of income (note 22): Legal reserve Interest on capital Dividends 13,879,407 60,726 84,761 551,578 4,515,458 19,091,930 - 45,905 - - - 45,905 - - 212,527 - - 212,527 - - (12,425) - 12,425 - - - (3,758) - - (3,758) - - - - 7,313,765 7,313,765 - - - 365,688 (365,688) - - - - - (1,212,000) (1,212,000) - - - - (525,019) (525,019) Balances as of December 31, 2007 Changes in year 13,879,407 - 106,631 45,905 281,105 196,344 917,266 365,688 9,738,941 5,223,483 24,923,350 5,831,420 The accompanying notes are an integral part of these financial statements. In Thousands of Brazilian Reais – R$ Table 4 – BNDES and Subsidiaries: Statements of Cash Flows BNDES Consolidated 2008 2nd Half of 2008 2007 2nd Half of 2008 2008 2007 Cash flows from operating activities Net income Items not requiring cash outlay Rec ognition (reversal) of allowance for losses Rec ognition (reversal) of provision for labor and civil contingencies Rec ognition (reversal) of allowance for losses on investments Equity in subsidiaries and affiliates Depreciation and amortization Premium amortization Realization (recognition) of tax credits, net Changes in assets and liabilities 1,182,506 5,313,040 7,313,767 1,182,506 5,313,040 7,313,765 (94,689) (3,359,452) (5,029,107) 495,148 531,303 (1,922,541) 78,381 (256,275) (954,616) (29,680) (444,681) (1,382,848) (11,228) 603,176 (28,901) (202,955) 495,253 130,055 468 468 - 714,378 677,694 7,921 (271,828) (3,622,865) (4,121,578) (69,465) (5,815) (1,101,861) 7,026 13,757 15,281 9,223 19,341 18,911 - - - - - 107,320 102,492 (97,713) 60,707 73,647 (210,489) 297,961 (10,376,981) (16,431,396) (12,212,092) (5,032,064) (9,662,312) (10,737,752) BNDES 2008 / ANNUAL REPORT 12 Continuation In Thousands of Brazilian Reais – R$ Table 4 – BNDES and Subsidiaries: Statements of Cash Flows BNDES 2nd Half of 2008 2008 Consolidated 2007 2nd Half of 2008 2008 2007 (45,474,040) (60,937,418) (16,044,741) (38,148,333) (51,011,450) (15,667,644) Increase in financing, net Inc rease (decrease) in interbank (6,876,291) (6,908,618) 436 (6,876,291) (6,908,618) 436 investments, net 817,966 (9,593,303) (12,753,887) 1,650,078 Increase (decrease) in other assets, net (6,290,567) (8,271,045) Inc rease (decrease) in loans 28,985,984 42,241,211 367,526 30,258,074 43,351,421 (602,847) and onlendings, net 8,446,983 8,446,983 8,446,983 8,446,983 Increase in repurchase commitments, net 7,003,358 7,003,358 7,137,345 7,279,860 1,484,395 Increase in debentures, net 3,827,592 1,994,133 2,646,721 3,743,461 1,933,379 2,397,830 Increase in other liabilities, net Net cash provided by (used in) operating Activities Cash flows from investing activities Inc rease (decrease) in permanent assets, net Div idends received from subsidiaries and affiliates Net cash provided by (used in) financing activities Cash flows from financing activities Increase in subordinated debt Dividends paid Net cash provided by (used in) financing activities Decrease in cash (9,289,164) (14,477,808) (9,927,432) (3,354,410) (3,817,969) (5,346,528) (2,518,025) 126,156 3,646,686 (4,708,555) (7,283,828) (2,155,115) 2,643,821 2,643,821 687,745 12,312 146,227 687,745 125,796 2,769,977 4,334,431 (4,696,243) (7,137,601) (1,467,370) 7,487,452 11,472,762 5,087,713 7,487,452 11,472,762 5,087,713 (3,530,850) (3,530,850) (1,503,681) (3,530,850) (3,530,850) (1,503,681) 3,956,602 7,941,912 3,584,032 3,956,602 7,941,912 3,584,032 (5,206,766) (3,765,919) (2,008,969) (4,094,051) (3,013,658) (3,229,866) Represented by: At beginning of six-month period/year 6,486,876 5,046,029 7,054,999 6,926,886 5,846,493 9,076,359 Cash + cash equivalents (1) 6,486,876 5,046,029 7,054,999 6,926,886 5,846,493 9,076,359 At end of six-month period/year 1,280,110 1,280,110 5,046,030 2,832,835 2,832,835 5,846,493 Cash + cash equivalents (1) 1,280,110 1,280,110 5,046,030 2,832,835 2,832,835 5,846,493 (5,206,766) (3,765,919) (2,008,969) (4,094,051) (3,013,658) (3,229,866) Decrease in cash (1) Includes cash and Banco do Brasil investment fund shares. The accompanying notes are an integral part of these financial statements. BNDES 2008 / ANNUAL REPORT 13 In Thousands of Brazilian Reais – R$ Table 5 – BNDES and Subsdiaries: Statements of Value Added BNDES 2nd Half of 2008 2008 2007 Revenues 20,061,299 24,512,581 9,441,918 Financial intermediation Other operating revenues Reversal (recognition) of allowance for losses Nonoperating revenues 20,593,057 24,652,265 7,944,289 (453,634) (397,134) 540,950 (78,381) 256,275 954,616 257 1,175 2,063 Expenses 18,298,526 21,286,885 4,373,944 Financial intermediation Other operating expenses Nonoperating expenses 17,848,234 20,133,366 3,643,610 447,501 1,133,312 423,296 2,791 20,207 307,038 Inputs purchased from third parties 73,710 117,023 100,771 Materials, energy and others Outside services Loss (recovery) of assets 12,463 19,884 21,471 61,247 97,139 79,300 Gross value added Retentions - - - 1,689,063 5,646 3,108,673 10,943 4,967,203 15,281 Depreciation, amortization and depletion 5,646 10,943 15,281 Net value added generated by the entity Value added received in transfer 1,683,417 272,077 3,097,730 3,623,298 4,951,922 4,167,582 271,828 3,622,865 4,121,578 249 433 Equity in subsidiaries and affiliates Dividends and interest on capital Value added for distribution Distribution of value added Personnel and related charges Employee profit sharing Taxes payable Rentals Dividends and interest on capital Retained earnings 1,955,494 100.0% 1,955,494 100.0% 46,004 6,721,028 100.0% 6,721,028 100.0% 9,119,504 100.0% 9,119,504 100.0% 207,869 10.6% 375,376 5.6% 336,373 3.7% 32,910 1.7% 32,910 0.5% 34,770 0.4% 529,987 27.1% 995,551 14.8% 1,430,047 15.7% 2,222 0.1% 4,151 0.1% 4,549 0.0% 1,319,462 67.5% 1,319,462 19.6% 1,737,019 19.0% (136,956) -7.0% 3,993,578 59.4% 5,576,746 61.2% BNDES 2008 / ANNUAL REPORT 14 Continuation In Thousands of Brazilian Reais – R$ Table 5 – BNDES and Subsdiaries: Statements of Value Added Consolidated 2nd Half of 2008 2008 2007 Revenues 24,369,253 33,893,527 15,151,357 Financial intermediation Other operating revenues Reversal (recognition) of allowance for losses Nonoperating revenues 23,511,416 28,577,860 9,997,651 688,185 4,730,091 3,768,765 29,680 444,681 1,382,848 139,972 140,895 2,093 Expenses 22,657,697 26,558,172 6,356,967 Financial intermediation Other operating expenses Nonoperating expenses 21,698,613 24,710,850 5,233,838 950,687 1,806,382 815,740 8,397 40,940 307,389 824,983 853,860 140,567 Inputs purchased from third parties Materials, energy and others Outside services Loss (recovery) of assets 714,378 677,694 7,921 Gross value added 886,573 6,481,495 8,653,823 20,540 32,313 27,373 90,065 143,853 105,273 Retentions 9,278 17,961 18,910 Depreciation, amortization and depletion 9,278 17,961 18,910 Net value added generated by the entity 877,295 6,463,534 8,634,913 1,350,962 2,063,968 2,489,944 Equity in subsidiaries and affiliates Dividends and interest on capital 69,465 5,815 1,101,861 1,281,497 2,058,153 Value added for distribution 2,228,257 100.0% 8,527,502 100.0% 11,124,857 100.0% Distribution of value added 2,228,257 100.0% 8,527,502 100.0% 11,124,857 100.0% Value added received in transfer Personnel and related charges Employee profit sharing Taxes payable Rentals Dividends and interest on capital Retained earnings 287,070 12.9% 630,690 7.4% 491,597 4.4% 53,950 2.4% 53,950 0.6% 69,400 0.6% 701,089 31.5% 2,523,018 29.6% 3,244,377 29.2% 3,642 0.2% 6,804 0.1% 5,718 0.1% 1,319,462 59.2% 1,319,462 15.5% 1,737,019 15.6% (136,956) -6.1% 3,993,578 46.8% 5,576,746 50.1% The accompanying notes are an integral part of these financial statements. BNDES 2008 / ANNUAL REPORT 15 1,388,083 BANCO NACIONAL DE DESENVOLVIMENTO ECONÔMICO E SOCIAL – BNDES AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2008 AND 2007 1. OPERATIONS 1.1. History Banco Nacional de Desenvolvimento Econômico e Social (“BNDES” or the “Bank”) was established on June 20, 1952, under Law 1628, as a government agency. Subsequently, according to Law 5662 and Decree 68786, both of June 21, 1971, BNDES was converted into a state-owned company under private law, subject to general budget and accounting rules and specific regulations established by the National Monetary Council (CMN). 1.2. Purposes and Activities The BNDES Group is the Federal Government’s main instrument to grant long-term loans, focused on incentives to domestic private enterprise. BNDES structure is designed to promote national development and job creation by prioritizing: Infrastructure investments; Investments in basic inputs to revive industrial growth; • Exports; • Local technology; • Support to small and medium businesses; • Continental integration within South America. • • In addition to operating as a development bank, BNDES has an important role in formulating national development policies and pinpointing solutions for structural issues of the Brazilian economy. BNDES 2008 / ANNUAL REPORT 16 BNDES also operates through its wholly-owned subsidiaries BNDES Participações S.A. (BNDESPAR), which invests in local companies by subscribing shares and convertible debentures, and Agência Especial de Financiamento Industrial (FINAME), which supports the expansion and modernization of Brazilian industry by financing the purchase of machinery and equipment and the export of capital goods and services. 2. BASIS OF PREPARATION AND PRESENTATION OF FINANCIAL STATEMENTS The individual and consolidated financial statements have been prepared in accordance with Brazilian Corporate Law and Central Bank of Brazil’s standards, and are presented in the format required by the Standard Chart of Accounts for National Financial Institutions (Cosif). On December 28, 2007, Law 11638/07 was enacted, altering, revoking and adding new provisions to the Brazilian Corporate Law (Law 6404, of December 15, 1976), especially with respect to chapter XV, Fiscal Year and Financial Statements. Although the Central Bank of Brazil (Bacen) has not yet issued standards on changes required by said Law, until standards are fully introduced in Cosif, Management decided to adopt for the first time the provisions of Law 11638/07 and Provisional Act 449/08, with a transition date of January 1, 2008, based on Paragraph 1 of article 186 of Law 6404/76 and, subsidiarily, the standards set forth by the Brazilian Securities and Exchange Commission (CVM), not conflicting with Bacen regulations. The changes introduced by this Law that affected the Entity’s financial statements as of December 31, 2008 are as follows: eplacement of the statement of changes in financial position by the statement of cash flows – R CVM Resolution 547/2008; • Inclusion of the statement of value added – CVM Resolution 557/2008; • Changes in parameters for accounting for affiliates under the equity method – Law 11638/2007 and Executive Act 449/08; • Recording of investment grants (tax incentives) in income, in the amount of R$58,678 thousand – CVM Resolution 555/2008; • Elimination of revaluation reserve – Law 11638/2007; • Related parties – note 23 – CVM Resolution 560/2008. • BNDES 2008 / ANNUAL REPORT 17 Adjustments required by Law 11638/2007: To allow comparability of income and shareholders’ equity with amounts that might have been obtained if the Company had not been required to adopt the provisions of Law 11638/07 and Provisional Act 449/08, the Entity estimated the impact thereof on income and shareholders’ equity as of December 31, 2008 as shown below: In Thousands of Brazilian Reais – R$ BNDES Shareholders’ Equity Income Reported amounts Adjustments required by Law 11638/07: Reversal of the revaluation reserve recognized in 2008 Tax incentives recorded in the year Equity in subsidiaries – BNDESPAR and FINAME Equity in affiliates valued at cost, not recorded in 2008 Amo rtization of premium on investments valued at cost, not recorded in 2008 Div idends from affiliates formerly valued under the equity method, recorded in income for 2008 Int erest on capital from affiliates formerly valued under the equity method, recorded in income for 2008 Amounts that would have been reported if these adjustments had not been made Consolidated 5,313,040 25,266,620 Shareholders’ Equity Income 5,313,040 25,266,620 - 281,105 - 281,105 (58,678) - (58,678) - 24,764 24,764 - - - - 331,179 331,179 - - (105,291) (105,291) - - (180,758) (180,758) - - (20,366) (20,366) 5,279,126 25,572,489 5,279,126 25,572,489 3. CONSOLIDATION CRITERIA The consolidated financial statements include BNDES and its wholly-owned subsidiaries FINAME and BNDESPAR. The consolidation of the balance sheet and statement of income corresponds to the sum of assets, liabilities, revenues and expenses, according to their nature, with the following eliminations: (i)Intercompany investments, reserves and retained earnings; (ii)Balances of transactions between BNDES and its subsidiaries and other intercompany receivables and/or payables; (iii)Intercompany balances and unrealized profit; (iv)Taxes on unrealized profit and stated as deferred taxes in the consolidated balance sheet. BNDES 2008 / ANNUAL REPORT 18 4. SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES 4.1. Results of Operations Operations with fixed rates are stated at redemption value, and income and expenses for future periods are recorded as a reduction of related assets and liabilities and recognized in income as incurred. Operations with floating rates or indexed to foreign currencies are adjusted through the balance sheet date. Other income and expenses are recognized on the accrual basis, observing the daily pro rata basis for those of a financial nature. The 17% appreciation of the Brazilian currency in relation to the US dollar in 2007 impacted significantly the statement of income – for example, income from loans is negative (loss) and expenses on loans and financing denominated in foreign currencies, in particular the US dollar, are positive (gain). 4.2. Interbank Investments Stated at cost plus income earned through the balance sheet dates, less valuation allowance, when applicable. 4.3. Securities and Derivatives According to Central Bank of Brazil Circular 3068/01, of November 8, 2001, securities in the portfolio are classified into one of the following three categories, according to Management’s intention, as follows: a) Trading securities; b) Available-for-sale securities; c) Held-to-maturity securities. Trading securities and available-for-sale securities are stated at fair value on the balance sheet date and held-tomaturity securities are stated at cost plus income earned through the balance sheet date. BNDES 2008 / ANNUAL REPORT 19 Adjustments to fair value of trading securities are recorded against the related income or expense account in the statement of income for the period. Adjustments to fair value of securities classified as available-for-sale are recorded in a separate caption in shareholders’ equity, net of taxes, and are transferred to the statement of income upon realization through the definitive sale of the respective securities. In conformity with article 9, paragraph 4, of Law 9491/97, holders of shares that are linked to the National Privatization Fund must record such shares in their books, under the same criterion, until the privatization process is completed. Before transferring such shares to that portfolio, they were recorded at the lowest of their acquisition cost or market value, pursuant to article 183 of Law 6404/76. Derivatives consisting of swap and futures market transactions are recorded under the following criteria: - Swap transactions – the differential receivable or payable is accounted for in assets or liabilities, respectively, and allocated to income or expense on a pro rata basis through the balance sheet date; - Futures market transactions – notional amounts are recorded in memorandum accounts and amounts receivable and/or payable relating to daily adjustments are recorded in balance sheet accounts against statement of income accounts. These transactions are settled on a daily basis. The Central Bank of Brazil set forth, through Circular 3082/2002, criteria for measuring and classifying derivatives. At the balance sheet date, derivatives are stated at fair value, and the appreciation or depreciation of non-hedge derivatives or non-market risk hedge derivatives is included in income or expense accounts in the statement of income. 4.4. Loans, Interbank Onlendings, Debentures, Credit Sales of Securities, Receivables, and Allowance for Loan Losses Loans, interbank onlendings, debentures, credit sales of securities and receivables are classified according to the Management’s risk assessment, taking into consideration the economic situation, past experience and specific risks related to the operation, debtors and guarantors, according to the parameters established by Central Bank of Brazil Resolution 2682/99, which requires a periodic analysis of the portfolio and its classification in nine levels, in which AA is minimum risk and H is maximum risk. Income from transactions (loans and interbank onlendings) past due for more than 60 days, regardless of their risk level, is only recorded as income when actually received. Transactions classified as level H, if past-due, remain in this classification for six months, after which they are written off against the recorded allowance and controlled, for at least five years, in memorandum accounts, with no record in the balance sheet. BNDES 2008 / ANNUAL REPORT 20 Renegotiated operations remain at least at the same risk level in which they were classified. Renegotiated loans that had already been written off against the allowance and that were recorded in memorandum accounts are classified as level H, and possible gains resulting from the renegotiation are only recognized in income when realized. The allowance for loan losses, considered sufficient by Management, complies with the criteria established by the Central Bank of Brazil through Resolution 2682. 4.5. Investments Investments in affiliates, considered as those entities over which the Company has significant influence, under Provisional Act 449/08, are valued under the equity method. Other investments are stated at cost and, when applicable, adjusted to their likely realizable value. The declared dividends and interest on capital for investments accounted for under the equity method are recorded as a reduction of the related equity interests. Dividends and interest on capital measured at acquisition cost are recorded directly in the statement of income. The premium determined on the acquisition of investments, whose economic basis is not identified, is fully amortized. The premium calculated based on estimated future results is amortized over the period and to the extent of the projections that determined it, limited to ten years. The discount resulting from the acquisition of investments, whose economic basis is not identified (for other economic reasons) will be written off upon the sale of the investments. 4.6. Property and Equipment Stated at acquisition cost, less accumulated depreciation calculated under the straight-line method based on the estimated useful lives of the assets. 4.7. Deferred Charges Stated at acquisition or formation cost, less accumulated amortization calculated under the straight-line method. 4.8. Monetary Adjustment of Receivables and Payables Receivables and payables legally or contractually subject to exchange variation or indices are adjusted through the balance sheet dates. Corresponding register of these adjustments are recorded in the statement of income for the period. BNDES 2008 / ANNUAL REPORT 21 4.9. Recognition of Actuarial Assets and Liabilities a) Pension plan Actuarial assets, determined by outside actuaries, are not recognized as assets of the sponsor because it is not possible to offset such amounts against future contributions, as set forth by the pension fund regulations. The portion of actuarial gains and losses to be recognized as an increase or decrease in future liabilities, to be determined by outside actuaries, will correspond to the excess of the higher value between 10% of the fair value of the plan’s assets or 10% of actuarial liabilities discounted to present value. This portion is recognized over the average future period of service of the active participants of the plan. The effect of deferring actuarial gains and losses is recognized through the annual expense on the pension plan, determined by the outside actuary. Expenses on sponsor’s contributions to the pension plan are recognized in the statement of income on an accrual basis. b) Health care plan Actuarial liabilities, determined by the outside actuaries, are recognized by the sponsor as an increase in existing provision, with a corresponding entry to the statement of income. Expenses on sponsor’s contributions to the post-employment health care plan are charged to income on the accrual basis. 4.10. Income and Social Contribution Taxes The provision for income tax is recorded based on book income, adjusted for additions and deductions set forth by tax legislation at the rate of 15%, plus a 10% surtax on taxable income exceeding R$120 thousand for the six-month period (R$240 thousand for the year). Social contribution tax for BNDES and FINAME was recognized at a rate of 9% through April and at a 15% rate beginning May 2008 (Law 11727/08); and 9% for BNDESPAR. Deferred income and social contribution taxes on temporary additions are recorded under the caption “Tax credits”. BNDES 2008 / ANNUAL REPORT 22 4.11. Accounting Estimates The preparation of financial statements in conformity with Brazilian accounting practices and regulations of the Central Bank of Brazil and the Brazilian Securities and Exchange Commission requires Management to use judgement in determining and recording accounting estimates. Assets and liabilities subject to these estimates and assumptions include the allowance for loan losses, provision for contingencies, accrued taxes, and realization of tax credits. Actual results could differ from these estimates. 5. INTERBANK INVESTMENTS 5.1. Investments in Resale Commitments BNDES conducted short-term investments in resale commitments (own portfolio) backed as of December 31, 2008 by Treasury Bills – LFT, with a balance of R$903,000 thousand. 5.2. Investments in Interbank Deposits Interbank deposit is a financial instrument or security that allows exchange of reserves among financial institutions. Issuance and assignment thereof is exclusively registered and book-entry. No certificate is issued. Registration and settlement should be mandatorily performed through the Clearinghouse for the Custody and Financial Settlement of Securities (CETIP), authorized by the Central Bank. In December 2008, BNDES started to conduct this short-term transaction and, as of December 31, 2008, it had interbank deposits in the amount of R$6,003,045 thousand,with Banco do Brasil as the counterparty, at a rate of 13.64% per year, with maturity scheduled for January 2, 2009, registered with Cetip. BNDES 2008 / ANNUAL REPORT 23 6. SECURITIES 6.1. By Nature and Issuer In Thousands of Brazilian Reais – R$ As of December 31 BNDES 2008 Own portfolio Trading securities: Public sector: Treasury Bills – LFT National Treasury Notes – NTN-B Other Private sector: Banco do Brasil’s exclusive investment fund shares Debentures Consolidated 2007 2008 2007 5,706,553 9,946,034 13,404,041 14,033,141 1,188,419 - 1,188,419 - 76,124 956,860 76,124 956,860 - 6,273 - 6,273 1,277,766 5,042,101 2,829,198 5,840,182 - 862,515 - 862,515 2,542,309 6,867,749 4,093,741 7,665,830 Available-for-sale securities: Public sector: Treasury Bills – LTN (see note 17.1-c) National Treasury Notes – NTN-F (see note 17.1-c) Private sector: Debentures Mutual fund shares and interests Shares, stock certificates and subscription warrants 397 - 397 - 49,438 - 49,438 - 490,372 - 490,372 - - - 1,035,633 403,879 - - 680 3,900 540,207 - 1,576,520 407,779 1,686,791 1,038,170 1,916,030 1,038,170 - - 570 1,122 937,246 1,880,241 5,817,180 4,356,487 - 159,874 - 159,874 (4,033) (17,259) (142,049) (188,443) Held-to-maturity securities: Public sector: Debentures Other Private sector: Debentures Foreign fixed-income securities Allowance for losses – Debentures – Private sector Allowance for losses – Debentures – Public sector Total allowance for losses – Debentures Linked to repurchase commitments Available-for-sale securities (Public sector): National Treasury Notes – Series F – NTN-F (see note 17.1-c) Treasury Bills – LTN (see note 17.1-c) (2,921) (1,854) (3,610) (1,854) (6,954) (19,113) (145,659) (190,297) 2,617,083 9,201,929 3,059,172 - 7,588,121 9,201,929 5,365,356 - 7,615,859 - 7,615,859 - 561,857 - 561,857 - BNDES 2008 / ANNUAL REPORT 24 In Thousands of Brazilian Reais – R$ Continuation As of December 31 BNDES 2008 Consolidated 2007 2008 2007 Held-to-maturity securities (Public sector): National Treasury Notes – Series B – NTN-B Derivatives (note 25) Linked to guarantees – Public sector Treasury Bills – Series A Total 1,024,213 - 1,024,213 - 353,097 226,534 353,097 226,534 83,472 88,085 83,472 88,085 15,338,097 10,241,540 22,896,880 13,753,584 3,788,730 7,126,206 6,402,563 8,334,359 Current Non-current 11,549,367 3,115,334 16,494,317 5,419,225 Total 15,338,097 10,241,540 22,896,880 13,753,584 Summary by issuer (net of allowance): Public sector Private sector 12,283,649 2,087,534 12,512,769 2,088,656 3,054,448 8,154,006 10,384,111 11,664,928 Total 15,338,097 10,241,540 22,896,880 13,753,584 In September 2008, BNDES received public sector securities, as described in Note 17.1c, that were classified under the “trading” category, as set forth in the Central Bank of Brazil´s (Bacen) Circular 3.068/2001. This classification was based on the expectation that these assets would be sold in the short run, which, under such Bacen´s Circular, is defined as an active and frequent trading transaction. Given the significant changes in market conditions since then, BNDES changed its monetization strategy for such assets. In this regard, the likelihood of trading such securities was significantly changed. Currently, sales are expected to be made between the current date and some time in 2013, which would make the classification originally assumed inadequate. To conform the classification of securities to the purposes they are currently intended to, in preparing the financial statements as of December 31, 2008, these securities were reclassified to the “available-for-sale” category. The adjustment to fair value made at the reclassification date, in the period from September to December 2008, remained recorded in income for the year, as set forth in Bacen’s Instruction 3068/2001. After the reclassification date, that is, December 31, 2008, it was recorded in a specific shareholders’ equity account. This classification was adopted also for the second fundraising transaction by the National Treasury, in October 2008, also in the form of securities. Considering the unfavorable market conditions and the difficulty in selling debentures, even when the market was more favorable, in preparing the financial statements as of December 31, 2008, debentures originally classified as “trading” (Note 7.1) were reclassified to “available-for-sale”, under Bacen´s Circular 3068/2001, and, after such reclassification, were recorded in a specific shareholders’ equity account. BNDES 2008 / ANNUAL REPORT 25 6.2. Fair Value of Held-to-Maturity Securities In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Cost Consolidated Cost Market Market Own portfolio Held-to-maturity securities: Public sector: Debentures Other Private sector: Debentures Allowance for losses – Debentures Linked to repurchase commitments: 1,686,791 1,686,791 1,686,791 1,686,791 1,916,030 570 1,916,600 1,916,030 570 1,916,600 937,246 (6,954) 1,024,213 937,246 (6,954) 1,067,559 5,817,180 (145,659) 1,024,213 5,817,180 (145,659) 1,067,559 1,024,213 3,641,296 1,067,559 3,684,642 1,024,213 8,612,334 1,067,559 8,655,680 Held-to-maturity securities: Public sector: National Treasury Notes – Series B – NTN-B Total Held-to-maturity debentures represent a type of financial support. They are issued by companies having BNDES as the sole buyer and, thus, are not sold to the public and do not have a secondary market. For this reason, their fair value is equal to adjusted cost. The fair value of National Treasury notes was calculated based on the prices disclosed by Bloomberg Financial Services. 6.3. Maturity In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total Own portfolio Trading securities: Public sector: Treasury Bills (LFT) National Treasury Notes (NTN-B) Private sector: Ban co do Brasil’s exclusive investment fund shares - 1,188,419 76,124 - - - - - 1,188,419 76,124 1,277,766 - - - - - - 1,277,766 1,277,766 1,264,543 - - - - - 2,542,309 BNDES 2008 / ANNUAL REPORT 26 In Thousands of Brazilian Reais – R$ Continuation As of December 31, 2008 BNDES Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total Available-for-sale securities: Public sector: National Treasury Bills (LTN) National Treasury Notes (NTN-F) Private sector: Debentures - 2,540 397 - 46,898 - - - 397 49,438 - 2,540 397 314,010 360,908 152,825 152,825 23,537 23,537 - 490,372 540,207 - - - - 64,001 1,622,790 - 1,686,791 12,699 12,699 - 81,600 81,600 86,602 86,602 259,277 323,278 497,068 2,119,858 - 937,246 2,624,037 - 415,585 - 1,911,154 - 5,289,120 - 7,615,859 - - - 561,857 - - - 561,857 - 10,354 415,372 598,487 - - - 1,024,213 - 425,939 289,657 415,372 2,781 3,071,498 60,659 - 5,289,120 - - 9,201,929 353,097 1,290,465 3,975 1,986,654 11,924 512,074 31,799 3,611,466 31,799 507,902 3,975 7,436,490 83,472 - 15,345,051 Held-to-maturity securities: Public sector: Debentures Private sector: Debentures Linked to repurchase commitments Available-for-sale securities: Public sector: National Treasury Notes – Series F (NTN-F) National Treasury Bills (LTN) Held-to-maturity securities: Public sector: Nat ional Treasury Notes – Series B (NTN-B) Derivatives (Note 25) Linked to guarantees Public sector: Treasury Bills (LFT) – Series A Allowance for losses – Debentures – Private sector Allowance for losses – Debentures – Public sector Total BNDES 2008 / ANNUAL REPORT (4,033) (2,921) 15,338,097 27 In Thousands of Brazilian Reais – R$ As of December 31, 2007 BNDES Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total Own portfolio Trading securities: Public sector: National Treasury Bills (NTN-B) Other Private sector: Banco do Brasil’s exclusive inv estment fund share Trading debentures - 956,860 - - - - - 956,860 6,273 - - - - - - 6,273 5,042,101 - - - - - - 5,042,101 862,515 - - - - - - 862,515 5,910,889 956,860 - - - - - 6,867,749 - - - - 65,400 972,770 - 1,038,170 1,634 - 47,357 404,961 135,153 1,291,136 - 1,880,241 - - 159,874 - - - - 159,874 1,634 - 207,231 404,961 200,553 2,263,906 - 3,078,285 - - 46,002 180,532 - - - 226,534 - 88,085 Held-to-maturity securities: Public sector: Debentures Private sector: Debentures Foreign fixed-income securities Derivatives (note 25) Linked to guarantees Public sector: Treasury Bills (LFT) – Series A Allowance for losses – Debentures – Private sector Allowance for losses – Debentures – Public sector Total - 3,477 10,431 27,816 27,816 18,545 5,912,523 960,337 263,664 613,309 228,369 2,282,451 - 10,260,653 (17,259) (1,854) 10,241,540 BNDES 2008 / ANNUAL REPORT 28 In Thousands of Brazilian Reais – R$ As of December 31, 2008 Consolidated Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total Own portfolio Trading securities: Public sector: Treasury Bills (LFT) National Treasury Notes (NTN-B) Private sector: Ban co do Brasil’s exclusive investment fund shares - 1,188,419 - - - - - 1,188,419 - 76,124 - - - - - 76,124 2,829,198 - - - - - - 2,829,198 2,829,198 1,264,543 - - - - - 4,093,741 - - 397 - - - - 397 - 2,540 - 46,898 - - - 49,438 - - - 314,010 152,825 23,537 - 490,372 680 - - - - - - 680 1,035,633 - - - - - - 1,035,633 1,036,313 2,540 397 360,908 152,825 23,537 - 1,576,520 - - - - 201,809 1,714,221 - 1,916,030 - 570 - - - - - 570 Available-for-sale securities: Public sector: National Treasury Bills (LTN) National Treasury Notes (NTN-F) Private sector: Debentures Sha res of publicly-traded companies Mut ual investment funds and interests Held-to-maturity securities: Public sector: Debentures Other Private sector: Debentures 12,699 22,734 87,355 469,030 1,796,773 2,714,942 713,647 5,817,180 12,699 23,304 87,355 469,030 1,998,582 4,429,163 713,647 7,733,780 - 415,585 - 1,911,154 - 5,289,120 - 7,615,859 - - - 561,857 - - - 561,857 - 10,354 415,372 598,487 - - - 1,024,213 - 425,939 415,372 3,071,498 - 5,289,120 - 9,201,929 Linked to repurchase commitments Available-for-sale securities: Public sector: Nat ional Treasury Notes – Series F (NTN-F) National Treasury Bills (LTN) Held-to-maturity securities: Public sector: Nat ional Treasury Notes – Series B (NTN-B) BNDES 2008 / ANNUAL REPORT 29 In Thousands of Brazilian Reais – R$ Continuation As of December 31, 2008 Consolidated Without Maturity Derivatives (note 25) Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total - 289,657 2,781 60,659 - - - 353,097 - 3,975 11,924 31,799 31,799 3,975 - 83,472 3,878,210 2,009,958 517,829 3,993,894 2,183,206 9,745,795 Linked to guarantees: Public sector: Treasury Bills (LFT) – Series A 713,647 23,042,539 Allowance for losses – Debentures – Private sector Allowance for losses – Debentures – Public sector (142,049) (3,610) Total 22,896,880 In Thousands of Brazilian Reais – R$ As of December 31, 2007 Consolidated Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total Own portfolio Trading securities: Public sector: National Treasury Notes (NTN-B) Other Private sector: Ban co do Brasil’s exclusive investment fund shares Trading debentures Mut ual investment funds and interests - 956,860 - - - - - 956,860 6,273 - - - - - - 6,273 5,840,182 - - - - - - 5,840,182 862,515 - - - - - - 862,515 403,879 - - - - - - 403,879 7,112,849 956,860 - - - - - 8,069,709 Available-for-sale securities: Private sector: Subscription warrants 3,900 - - - - - - 3,900 3,900 - - - - - - 3,900 BNDES 2008 / ANNUAL REPORT 30 In Thousands of Brazilian Reais – R$ Continuation As of December 31, 2007 Consolidated Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total Held-to-maturity securities: Public sector: Debentures Other Private sector: Debentures Foreign fixed-income securities Derivatives (note 25) - - - - 65,400 972,770 - 1,038,170 - 561 - 561 - - - 1,122 1,634 216 54,322 769,951 368,857 2,495,622 665,885 4,356,487 - - 159,874 - - - - 159,874 1,634 777 214,196 770,512 434,257 3,468,392 665,885 5,555,653 - - 46,002 180,532 - - - 226,534 - 88,085 Linked to guarantees: Public sector: Treasury Bills (LFT) – Series A - 3,477 10,431 27,816 27,816 18,545 7,118,383 961,114 270,629 978,860 462,073 3,486,937 Allowance for losses – Debentures – Private sector Allowance for losses – Debentures – Public sector Total 665,885 13,943,881 (188,443) (1,854) 13,753,584 6.4. Banco do Brasil Exclusive Investment Funds Banco do Brasil Funds are classified as trading securities according to the Central Bank of Brazil’s Circular 3068, of November 8, 2001. The Funds’ portfolio consists basically of government securities issued by the National Treasury and under the custody of the Special Settlement and Custody System (Selic). BNDES 2008 / ANNUAL REPORT 31 The breakdown of the Funds’ portfolio is as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES As of December 31, 2007 Consolidated BNDES Consolidated BB Extramercado Fund* Assets Cash and cash equivalents Repurchase commitments Treasury Bills (LFT) National Treasury Bills (LTN) Securities Treasury Bills (LFT) National Treasury Notes (NTN-F) National Treasury Bills (LTN) Fixed-income fund shares Other 10,022 30,039 1 7 1,240,379 2,187,555 2,286,615 2,286,615 - - 693,350 754,038 28,095 612,433 467,222 1,204,695 - - 17,783 17,783 - - 381,149 381,149 102,754 - - 102,754 2 4 2 5 1,278,498 2,830,031 3,948,876 4,747,046 (732) (833) (626) (715) (732) 1,277,766 (833) 2,829,198 (626) 3,948,250 (715) 4,746,331 Cash and cash equivalents National Treasury Notes (NTN-B) Treasury Bills (LFT) - - 13 13 - - 77,137 77,137 - - 809,819 809,819 National Treasury Bills (LTN) - - 195,993 195,993 Currency swap Futures market Other - - 1,294 1,294 - - 9,610 9,610 - - 2 2 - - 1,093,868 1,093,868 - - (17) (17) 1,277,766 2,829,198 (17) 1,093,851 5,042,101 (17) 1,093,851 5,840,182 Liabilities Accounts payable Subtotal Fundo BB Polo XXVI Multimercado** Assets Liabilities Accounts payable Subtotal Total * Includes funds such as BB Urano 2 (FINAME), BB Extramercado Exclusivo 23 FI RF (BNDESPAR) and BB Milênio 28 FI Renda Fixa (BNDES), whose investment policies are similar. ** Fund intended to hedge against foreign exchange rate fluctuation exposure. BNDES 2008 / ANNUAL REPORT 32 BREAKDOWN OF THE SECURITIES INCLUDED IN THE FUNDS’ ASSETS BY MATURITY In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Number Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total BBExtramercado Fund Treasury Bills (LFT) 341,110 Total - 1,240,379 1,789 - 26,306 - - 1,268,474 - 1,240,379 1,789 - 26,306 - - 1,268,474 In Thousands of Brazilian Reais – R$ As of December 31, 2007 BNDES Number Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total BBExtramercado Fund 831,764 Treasury Bills (LFT) Nat ional Treasury 20,000 Notes (NTN-F) Nat ional Treasury 1,224,347 Bills (LTN) Fix ed-income fund 71,829,880 shares - 2,296,863 - 179,626 157,981 119,367 - 2,753,837 - - - - - 17,783 - 17,783 - 702,570 4,379 367,550 - - - 1,074,499 102,754 - - - - - - 102,754 102,754 2,999,433 4,379 547,176 157,981 137,150 244,285 - 80 - - - 809,739 - 809,819 50,000 - - - - - - 77,137 77,137 220,000 - - - 195,993 - - - 195,993 102,754 80 2,999,513 4,379 195,993 743,169 157,981 809,739 946,889 77,137 77,137 1,082,949 5,031,822 3,948,873 BB Polo XXVI Fund Treasury Bills (LFT) Nat ional Treasury Notes (NTN-B) Nat ional Treasury Bills (LTN) Total BNDES 2008 / ANNUAL REPORT 33 In Thousands of Brazilian Reais – R$ As of December 31, 2008 Consolidated Number Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total BBExtramercado Fund Treasury Bills (LFT) 752,694 Total - 2,187,555 44,521 - 91,227 476,685 - 2,799,988 - 2,187,555 44,521 - 91,227 476,685 - 2,799,988 In Thousands of Brazilian Reais – R$ As of December 31, 2007 Consolidated Number Without Maturity Up to 3 Months 3 to 12 Months 1 to 3 Years 3 to 5 Years 5 to 15 Years Over 15 Years Total BBExtramercado Fund Treasury Bills (LFT) 1,054,251 Nat ional Treasury 20,000 Notes (NTN-F) Nat ional Treasury 1,288,815 Bills (LTN) Fix ed-income fund 71,829,880 shares - 2,314,618 38,232 462,155 552,887 123,418 - 3,491,310 - - - - - 17,783 - 17,783 - 763,258 4,379 367,550 - - - 1,135,187 102,754 - - - - - - 102,754 102,754 3,077,876 42,611 829,705 552,887 141,201 - 4,747,034 244,285 - 80 - - - 809,739 - 809,819 50,000 - - - - - - 77,137 77,137 220,000 - - - 195,993 - - - 195,993 102,754 80 3,077,956 42,611 195,993 1,025,698 552,887 809,739 950,940 77,137 77,137 1,082,949 5,829,983 BB Polo XXVI Fund Treasury Bills (LFT) Nat ional Treasury Notes (NTN-B) Nat ional Treasury Bills (LTN) Total BNDES 2008 / ANNUAL REPORT 34 6.5. Mutual Investment Funds and Interests These investments are managed by private financial institutions. Shares of these funds are valued based on the share value disclosed by the fund manager on the balance sheet date. In Thousands of Brazilian Reais – R$ As of December 31 Fund Manager Bra sil 21 – Fundo Mútuo de Investimento em Empresas Emergentes PRO T – Fundo de Investimento em Participações Log ística Brasil – Fundo de Investimento em Participações Fire – Fundo Mútuo de Investimento em Empresas Emergentes Fun do de Invest. em Partic. Governança e Gestão – FIPGG Opportunity Equity Partners – FIA Bra sil Energia – Fundo de Investimentos em Participações Inf raBrasil – Fundo de Investimentos em Participações RB Cinema I – Fundo Financiamento Ind. Cinematográfica Nacional Fun do Brascan de Petróleo e Gás AG Angra Infra-Estrutura – Fundo de Investimento em Participações Fun do de Investimentos Cia. Paulista Trens Metropolitanos Other Total Dynamo Administradora de Recursos Ltda. 2008 2007 4,645 6,061 462,808 - Banco Bradesco S.A. 13,564 - Bra silPrivate Consultoria e Participações Ltda. 26,908 25,032 Gov ernança & Gestão Investimentos 28,974 31,187 Mellon Serviços Financeiros Distribuidora de Títulos Mobiliários S.A. 104,698 57,891 Banco Bradesco S.A. 118,485 65,514 Banco ABN Amro Real S.A. 67,756 25,144 Rio Bravo Investimentos S.A. 11,677 11,087 Banco Brascan S.A. 13,642 11,388 Banco Bradesco S.A. 38,011 30,189 Banco Bradesco S.A. 79,164 83,175 Mellon Serviços Financeiros Distribuidora de Títulos Mobiliários S.A. 65,301 57,211 1,035,633 403,879 Mutual investment funds in emerging companies Fire – Fundo Mútuo de Investimento em Empresas Emergentes – and Brasil 21 – Fundo Mútuo de Investimento em Empresas Emergentes – were recognized as closed-end funds financed solely by BNDESPAR, with an eight-year duration. These funds’ activities are expected to end by January, 2009 and January, 2010, respectively. BNDES 2008 / ANNUAL REPORT 35 7. DEBENTURES 7.1. Available-For-Sale Debentures Typically, BNDES fosters, through its subsidiary BNDESPAR, the development of the stock market. BNDES lacked an action aimed at supporting the development of the Brazilian corporate debt market. Accordingly, in August 2006, the Bank established rules applicable to the subscription of simple debentures through public offering, and the trading of these securities in the secondary market to support both new issues and the rollover of the assets purchased to increase local market liquidity. The subscription of publicly offered debentures is limited to low-risk transactions, with the following features: Subscription limited to 15% of the offering; • Industries supported by BNDES; • Funds raised in order to finance: - fixed investments; - working capital; - expenses on R&D or other intangible assets; - mergers and acquisitions (where scale economies are material to drive expansion of the company’s activities); - financial restructuring, if considered a necessary step to permit subsequent investments or partnerships. • Adoption of distribution and trading procedures that favor securities widespread in the market, liquidity, also with the participation of market makers, standardized clauses and corporate governance best practices. • Trading in the secondary market must follow the competition and pricing transparency principles, preferably with transactions conducted through electronic platforms, or otherwise supported by quotations provided by electronic platforms. As of December 31, 2008, the trading securities balance was R$490,372 thousand (R$862,515 thousand as of December 31, 2007). BNDES 2008 / ANNUAL REPORT 36 7.2. Held-To-Maturity Securities These debentures represent a type of financial support, rather than a financial investment, contracted directly with the issuers and realized upon maturity or converted/transformed into equity interest according to contractual clauses. Due to the characteristics of these securities, they are valued according to the standards defined by Central Bank of Brazil Resolution 2682, as shown in Note 7.2.4. 7.2.1. Breakdown of Held-to-Maturity Debentures In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Consolidated As of December 31, 2007 BNDES Consolidated Gross amount Allowance for losses 2,624,037 7,733,210 2,918,411 (6,954) (145,659) (19,113) (190,297) Net amount 2,617,083 7,587,551 2,899,298 5,204,360 Current Non-Current 93,836 119,354 38,673 40,405 2,523,247 7,468,197 2,860,625 5,163,955 Total 2,617,083 7,587,551 2,899,298 5,204,360 5,394,657 7.2.2. Gross Portfolio by Sector In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Public sector Private sector Manufacturing Other services Total BNDES 2008 / ANNUAL REPORT 37 Consolidated As of December 31, 2007 BNDES Consolidated 1,686,791 1,916,030 1,038,170 1,038,170 273,778 2,821,147 1,250,840 2,684,424 663,468 2,996,033 629,401 1,672,063 937,246 2,624,037 5,817,180 7,733,210 1,880,241 2,918,411 4,356,487 5,394,657 7.2.3. Gross Portfolio by Maturity In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Consolidated Current: 2009 2010 2011 2012 2013 After 2013 Total 2,624,037 7,733,210 94,299 122,787 86,602 469,031 - - 172,431 401,629 - 1,446,106 2,270,705 5,293,657 In Thousands of Brazilian Reais – R$ As of December 31, 2007 BNDES Current: 2008 2009 2010 2011 2012 After 2012 Total Consolidated 48,991 56,172 232,897 268,813 172,064 501,137 - 2,581 200,552 431,676 2,263,907 4,134,278 2,918,411 5,394,657 BNDES 2008 / ANNUAL REPORT 38 7.2.4. Gross Portfolio and Allowance for Losses by Risk Level In Thousands of Brazilian Reais – R$ As of December 31, 2008 Debentures Risk level AA A B C H Status Performing Performing Performing Performing Performing Nonperforming BNDES Allowance Consolidated % Allowance 1,698,489 4,041,632 0,00 BNDES - Consolidated - 802,207 2,224,908 0,50 4,011 11,125 37,872 1,261,849 1,00 379 12,618 85,469 85,469 3,00 2,564 2,564 - 119,067 100,00 - 119,067 - 285 100,00 - 285 119,352 7,733,210 6,954 119,352 145,659 Total 2,624,037 Current Non-Current 94,299 122,787 463 3,433 2,529,738 7,610,423 6,491 142,226 Total 2,624,037 7,733,210 6,954 145,659 In Thousands of Brazilian Reais – R$ As of December 31, 2007 Debentures Risk level AA A B C D E F G H Status Performing Performing Performing Performing Performing Performing Performing Performing Performing Nonperforming Total BNDES Allowance Consolidated % Allowance BNDES Consolidated 1,706,094 2,444,159 0,00 - - 1,053,137 1,969,655 0,50 5,266 9,849 40,168 40,168 1,00 402 402 104,272 428,860 3,00 3,128 12,866 - 367,944 10,00 - 36,795 - 10,187 30,00 - 3,056 - 3,862 50,00 - 1,930 14,740 14,740 70,00 10,317 10,317 - 106,150 100,00 - 106,150 - 8,932 100,00 - 8,932 - 115,082 - 115,082 2,918,411 190,297 5,394,657 19,113 Current Non-Current 48,991 56,172 10,318 15,767 2,869,420 5,338,485 8,795 174,530 Total 2,918,411 5,394,657 19,113 190,297 BNDES 2008 / ANNUAL REPORT 39 7.2.5. Changes in the Allowance for Losses on Debentures In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Balance at beginning of year Reversal, net Write-offs against the allowance Balance at end of year As of December 31, 2007 Consolidated BNDES Consolidated 19,113 190,297 43,199 595,376 (12,159) (35,617) (24,086) (405,076) - (9,021) - (3) 6,954 145,659 19,113 190,297 The effect on the statement of income is shown in note 24. 8. LOANS AND INTERBANK ONLENDINGS 8.1. Breakdown In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Loans Allowance for losses Interbank onlendings Allowance for losses Provision for rebates on special agricultural programs* As of December 31, 2007 Consolidated BNDES Consolidated 106,632,273 118,835,784 76,641,560 (2,012,171) (2,241,678) (2,170,178) 86,389,490 (2,363,925) 104,620,102 116,594,106 74,471,382 84,025,565 125,976,549 101,713,545 94,501,896 82,539,940 (2,089,834) (2,318,261) (1,678,220) (1,883,709) - - (112) (154,778) 99,395,284 215,989,390 92,823,564 167,294,946 80,501,453 164,527,018 Total 123,886,715 228,506,817 Current Non-Current 33,424,404 45,806,110 30,702,357 38,279,051 195,082,413 170,183,280 136,592,589 126,247,967 Total 228,506,817 215,989,390 167,294,946 164,527,018 * See note 8.9 BNDES 2008 / ANNUAL REPORT 40 8.2. Gross Portfolio by Currency In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Local Currency Foreign Currency Consolidated Total Local Currency Foreign Currency Total Subsidiaries Other 66,503,840 12,670,377 79,174,217 - - - 121,854,736 31,579,869 153,434,605 176,285,693 44,263,636 220,549,329 Total 188,358,576 44,250,246 232,608,822 176,285,693 44,263,636 220,549,329 In Thousands of Brazilian Reais – R$ As of December 31, 2007 BNDES Local Currency Subsidiaries Other Total Foreign Currency Consolidated Total Local Currency Foreign Currency Total 45,961,008 9,816,779 55,777,787 - - - 95,864,687 19,500,982 115,365,669 139,269,150 29,660,280 168,929,430 141,825,695 29,317,761 171,143,456 139,269,150 29,660,280 168,929,430 8.3. Gross Portfolio by Sector In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Public sector Private sector Rural Manufacturing Commerce Financial intermediation Other services Total BNDES 2008 / ANNUAL REPORT 41 Consolidated As of December 31, 2007 BNDES Consolidated 107,632,036 36,683,353 77,914,054 28,385,922 2,403,477 49,952,340 27,876,531 972,962 43,771,476 124,976,786 232,608,822 2,403,477 49,952,340 74,562,212 972,962 55,974,985 183,865,976 220,549,329 1,763,708 36,198,919 710,010 23,573,095 30,983,670 93,229,402 171,143,456 1,763,708 36,198,920 710,010 61,138,944 40,731,926 140,543,508 168,929,430 8.4. Gross Portfolio by Maturity In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Past-due Current: 2009 2010 2011 2012 2013 After 2013 Total Consolidated 328,324 328,324 33,692,627 28,446,216 23,089,066 18,739,056 15,767,722 112,545,811 232,608,822 46,178,458 40,732,294 30,489,809 23,175,764 16,179,921 63,464,759 220,549,329 In Thousands of Brazilian Reais – R$ As of December 31, 2007 BNDES Past-due Current: 2008 2009 2010 2011 2012 After 2012 Total Consolidated 180,777 181,274 30,900,291 27,713,796 23,965,556 20,525,244 9,800,559 58,057,233 171,143,456 38,282,233 29,333,845 23,677,641 15,675,504 4,701,090 57,077,843 168,929,430 8.5. Loans and Interbank Onlendings Portfolio Concentration In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES 10 largest customers 50 next largest customers 100 next largest customers Other Total 122,266,840 55,696,804 29,970,715 24,674,463 232,608,822 Consolidated 76,249,414 74,543,198 39,973,371 30,783,346 220,549,329 As of December 31, 2007 BNDES 89,459,540 41,563,189 20,479,922 19,640,805 171,143,456 Consolidated 60,987,879 56,469,584 29,411,708 22,060,259 168,929,430 BNDES 2008 / ANNUAL REPORT 42 8.6. Breakdown of Portfolio and Allowance for Losses by Risk Level The National Monetary Council established, through Resolution 2682 of December 21, 1999, published by the Central Bank of Brazil, a system for recognizing the allowance for loan losses. The rule, which defines the risk ratings for performing and nonperforming loans and the related percentages, became effective in March 2000. Therefore, the allowances for losses on performing and nonperforming loans and interbank onlendings were as follows: a) Loans In Thousands of Brazilian Reais – R$ As of December 31, 2008 Loans Risk Level AA A B C D E F G H Status Performing Performing Performing Performing Nonperforming Performing Nonperforming Performing Nonperforming Performing Nonperforming Performing Nonperforming Performing Nonperforming Total Current Non-Current Total BNDES 2008 / ANNUAL REPORT 43 BNDES Allowance Consolidated % Allowance 44,302,869 46,334,150 0,00 - - 43,185,871 43,341,617 0,50 215,929 216,708 12,985,501 16,619,790 1,00 129,855 166,198 4,004,177 10,385,424 3,00 120,126 311,563 150,981 150,981 4,529 4,529 4,155,158 10,536,405 124,655 316,092 159,292 159,292 15,929 15,929 10,00 BNDES Consolidated 42,299 42,299 4,230 4,230 201,591 201,591 20,159 20,159 167,521 167,521 50,256 50,256 354 354 106 106 167,875 167,875 50,362 50,362 88,676 88,676 44,338 44,338 193 193 97 97 88,869 88,869 44,435 44,435 354,595 354,595 248,217 248,217 37,950 37,950 26,565 26,565 392,545 392,545 274,782 274,782 1,062,481 1,063,429 1,062,481 1,063,429 89,513 89,513 89,513 89,513 1,151,994 106,632,273 1,152,942 118,835,784 1,151,994 2,012,171 1,152,942 2,241,678 30,00 50,00 70,00 100,00 14,102,859 15,837,897 266,124 298,754 92,529,414 102,997,887 1,746,047 1,942,924 106,632,273 118,835,784 2,012,171 2,241,678 In Thousands of Brazilian Reais – R$ As of December 31, 2007 Loans Risk Level AA A B C D E F G Status Performing Performing Performing Performing Nonperforming Performing Performing Performing Nonperforming Performing Nonperforming BNDES Allowance Consolidated % Allowance 29,820,944 31,567,755 0,00 BNDES - Consolidated - 34,015,132 34,153,855 0,50 170,077 170,770 6,971,586 9,496,226 1,00 69,717 94,962 1,587,956 6,896,628 3,00 47,639 206,900 1,763 1,763 3,00 1,589,719 6,898,391 53 53 47,692 206,953 712,670 735,345 10,00 71,267 73,535 2,174,665 2,174,851 30,00 652,400 652,457 82,704 82,704 50,00 41,352 41,352 50,00 41,805 41,805 83,609 83,609 166,313 166,313 382,019 382,019 70,00 70,00 83,157 83,157 267,415 267,415 196 196 382,215 382,215 730,960 737,183 77,356 77,356 808,316 76,641,560 814,539 86,389,490 Current Non-Current 11,423,284 12,660,351 323,461 348,049 65,218,276 73,729,139 1,846,717 2,015,876 Total 76,641,560 86,389,490 2,170,178 2,363,925 H Performing Nonperforming Total 137 137 267,552 267,552 100,00 730,960 737,183 100,00 77,356 77,356 808,316 2,170,178 814,539 2,363,925 b) Interbank Onlendings In Thousands of Brazilian Reais – R$ As of December 31, 2008 Interbank Onlendings Risk Level AA A B C D E H Status Performing Performing Performing Performing Performing Performing Performing* Nonperforming BNDES Allowance Consolidated % Allowance BNDES Consolidated 99,310,948 36,826,912 0,00 - - 23,174,735 59,302,777 0,50 115,874 296,514 1,472,221 3,243,963 1,00 14,722 32,440 59,070 354,679 3,00 1,772 10,640 138 288 10,00 14 29 2,835 8,982 30,00 850 2,694 1,949,568 1,968,910 100,00 1,949,568 1,968,910 7,034 7,034 7,034 7,034 1,975,944 101,713,545 1,956,602 2,089,834 1,975,944 2,318,261 Total 1,956,602 125,976,549 Current Non-Current 19,918,092 30,668,885 330,423 401,918 106,058,457 71,044,660 1,759,411 1,916,343 Total 125,976,549 101,713,545 2,089,834 2,318,261 * See note 8.8 BNDES 2008 / ANNUAL REPORT 44 In Thousands of Brazilian Reais – R$ As of December 31, 2007 Interbank Onlendings Risk Level AA A B C D E H Status Performing Performing Performing Performing Performing Performing Performing* Nonperforming BNDES Allowance Consolidated % Allowance 74,575,876 33,088,061 0,00 BNDES - Consolidated - 16,371,865 41,572,221 0,50 81,859 207,861 1,924,038 6,192,422 1,00 19,240 61,923 32,284 45,780 3,00 970 1,374 24,054 32,080 10,00 2,405 3,208 47 47 30,00 14 14 1,555,879 1,590,979 100,00 1,555,879 1,590,979 100,00 17,853 18,350 1,573,732 94,501,896 1,609,329 82,539,940 Current Non-Current 19,957,055 26,540,213 354,409 418,687 74,544,841 55,999,727 1,323,811 1,465,022 Total 94,501,896 82,539,940 1,678,220 1,883,709 Total 17,853 18,350 1,573,732 1,678,220 1,609,329 1,883,709 * See note 8.8 8.7. Changes in Allowance for Losses on Loans and Interbank Onlendings a) Loans In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES As of December 31, 2007 Consolidated BNDES Consolidated Balance at beginning of year Reversal, net Write-offs against the allowance 2,170,173 2,363,919 3,393,405 3,655,083 (88,470) (52,199) (1,125,738) (1,193,630) (69,532) (70,042) (97,494) (97,528) Balance at end of year 2,012,171 2,241,678 2,170,173 2,363,925 b) Interbank Onlendings In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES As of December 31, 2007 Consolidated BNDES Consolidated Balance at beginning of year Recognition, net Write-offs against the allowance 1,678,220 1,883,710 463,104 685,408 411,613 434,551 1,215,116 1,198,301 1 - - - Balance at end of year 2,089,834 2,318,261 1,678,220 1,883,709 The effect on the statement of income is shown in note 24. BNDES 2008 / ANNUAL REPORT 45 8.8. Provision for Onlendings Under the Pronaf Program As of December 31, 2007, onlending operations carried out under the National Program for the Strengthening of Family Agriculture (Pronaf), totaling R$1,808,803 thousand as of December 31, 2008 (R$1,488,205 thousand as of December 31, 2007), have been classified at risk level H of CMN Resolution 2682/99. This reclassification is in accordance with article 2 of said Resolution because these operations are constantly renegotiated, as required by the Federal Government, with extension of maturities, waiver of fines and late-payment charges, reduction of interest rates, granting of discounts, and return of paid installments. 8.9. Provision for Rebates on Special Agricultural Programs Through Decree 6201, of August 28, 2007, regulated by Central Bank of Brazil Resolution 3496, of August 30, 2007, the Federal Government authorized the granting of rebates on rural investment financing installments falling due in 2007, including operations carried out under the FINAME Special Agricultural Program, whose cost will be assumed by FINAME. Consequently, the Bank accrued R$169,204 thousand and R$120 thousand, as of December 31, 2008, as costs resulting from the granting of rebates on operations carried out under the FINAME Special Agricultural Program, which will be assumed by FINAME and BNDES credit facilities, respectively, pursuant to article 5 of Decree 6201/07. As of December 31, 2008, onlendings are presented net of the effects of such costs. 9. OTHER RECEIVABLES – TERM SALES OF SECURITIES AND RECEIVABLES 9.1. Breakdown In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Term sales of securities Allowance for losses Receivables Allowance for losses Total Current Non-Current Total Consolidated As of December 31, 2007 BNDES Consolidated 20,739 1,327,858 38,926 (181) (37,230) (190) 1,337,442 (40,573) 20,558 1,290,628 38,736 1,296,869 1,105,820 1,126,610 1,117,614 1,528,284 (7,498) (22,992) (5,057) (133,179) 1,098,322 1,118,880 1,103,618 2,394,246 1,112,557 1,151,293 1,395,105 2,691,974 124,905 361,348 135,245 463,783 993,975 2,032,898 1,016,048 2,228,191 1,118,880 2,394,246 1,151,293 2,691,974 BNDES 2008 / ANNUAL REPORT 46 9.2. Gross Portfolio by Sector In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Public sector Private sector Manufacturing Financial intermediation Other services Total Consolidated As of December 31, 2007 BNDES Consolidated 894,292 894,291 879,102 1,254,586 15,512 1,289,777 25,792 1,317,340 5,226 13,779 10,422 28,336 211,529 256,621 241,224 265,464 232,267 1,126,559 1,560,177 2,454,468 277,438 1,156,540 1,611,140 2,865,726 9.3. Gross Portfolio by Maturity In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Past-due Current: 2008 2009 2010 2011 2012 2013 After 2012 After 2013 Total BNDES 2008 / ANNUAL REPORT 47 Consolidated As of December 31, 2007 BNDES Consolidated 7,728 7,815 128,138 584,374 137,319 370,239 215,665 413,537 124,013 319,912 145,934 334,500 132,572 328,583 182,643 371,293 75,660 266,096 83,030 268,104 66,416 256,370 393,402 886,103 1,156,540 2,865,726 590,579 913,268 1,126,559 2,454,468 9.4. Breakdown of Gross Portfolio by Risk Level and Allowance for Losses In Thousands of Brazilian Reais – R$ As of December 31, 2008 Credit Sale of Securities Risk Level Status Consolidated % Allowance - 9,371 0,00 - - 5,226 5,226 0,50 26 26 15,513 1,288,947 1,00 155 12,890 - 24,314 100,00 - 24,314 Total 20,739 1,327,858 181 37,230 Current Non-Current 15,754 254,749 137 4,079 4,985 1,073,109 44 33,151 Total 20,739 1,327,858 181 37,230 AA A B H Performing Performing Performing Performing BNDES Allowance BNDES Consolidated In Thousands of Brazilian Reais – R$ As of December 31, 2007 Credit Sale of Securities Risk Level Status Consolidated % Allowance - 17,865 0,00 - - 38,926 47,817 0,50 190 235 - 1,269,507 3,00 - 38,085 - 2,253 100,00 - 2,253 Total 38,926 1,337,442 190 40,573 Current Non-Current 18,925 77,043 92 3,644 20,001 1,260,399 98 36,929 Total 38,926 1,337,442 190 40,573 AA A C H Performing Performing Performing Performing BNDES Allowance BNDES Consolidated In Thousands of Brazilian Reais – R$ As of December 31, 2008 Receivables Risk Level AA G H Total Current Non-Current Total Status Performing Performing Performing BNDES Allowance Consolidated % Allowance 1,098,322 1,098,322 0,00 BNDES Consolidated - - - 17,652 70,00 - 12,356 7,498 10,636 100,00 7,498 10,636 1,105,820 1,126,610 7,498 22,992 110,034 115,490 746 4,812 995,786 1,011,120 6,752 18,180 1,105,820 1,126,610 7,498 22,992 BNDES 2008 / ANNUAL REPORT 48 In Thousands of Brazilian Reais – R$ As of December 31, 2007 Receivables Risk Level AA A E F G H Status Performing Performing Performing Nonperforming Performing Nonperforming BNDES Allowance Consolidated % Allowance 871,373 884,485 0,00 BNDES - Consolidated - 238,513 238,513 0,50 1,193 1,193 112,645 - 375,485 30,00 - 7,728 7,728 50,00 3,864 3,864 - 21,986 70,00 - 15,390 100,00 - 87 Total 1,117,614 1,528,284 - 87 5,057 133,179 Current Non-Current 116,941 1,000,673 515,146 529 124,762 1,013,138 4,528 Total 1,117,614 1,528,284 8,417 5,057 133,179 9.5. Changes in Allowance for Losses on Credit Sales of Securities In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Consolidated As of December 31, 2007 BNDES Consolidated Balance at beginning of year Reversal, net Write-offs against the allowance 190 40,578 1,308 101,070 (9) (3,277) (1,118) (60,481) - (71) - (11) Balance at end of year 181 37,230 190 40,578 The effect on the statement of income is shown in note 24. 9.6. Changes In Allowance For Losses on Receivables In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Consolidated As of December 31, 2007 BNDES Consolidated Balance at beginning of year Recognition (reversal), net 5,057 133,179 1,311 2,441 (110,187) 3,746 92,775 Balance at end of year 7,498 22,992 5,057 133,179 The effect on the statement of income is shown in note 24. BNDES 2008 / ANNUAL REPORT 49 40,404 10. RECEIVABLES WRITTEN OFF AS LOSSES AND RENEGOTIATED In Thousands of Brazilian Reais – R$ 2nd Half of 2008 BNDES Receivables written off as losses Recovered receivables* Renegotiated receivables As of December 31, 2008 Consolidated BNDES As of December 31, 2007 Consolidated BNDES Consolidated 8,683 9,145 69,531 79,063 97,494 97,542 454,747 554,010 569,686 677,952 1,022,541 1,014,743 2,252,650 2,252,650 2,428,661 2,428,661 668,046 668,046 * The effect on the statement of income is shown in note 24. 11. OTHER RECEIVABLES – OTHER In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Receivables – National Treasury Dividends and interest on capital Refundable payments Escrow deposits Other As of December 31, 2007 Consolidated BNDES Consolidated - - 183,369 212,236 840,176 652,134 965,646 450,190 71,313 16,596 64,618 15,274 154,870 172,985 141,266 158,683 54,139 62,996 190,337 203,383 Total 1,120,498 904,711 1,545,236 1,039,766 Current Non-Current 1,120,498 904,711 1,545,236 1,039,766 - - - - Total 1,120,498 904,711 1,545,236 1,039,766 12. INVESTMENTS In 2008 Brazilian Corporate Law (Law 6404/76) was altered by Law 11638, of December 28, 2007 and Provisional Act 449, of December 3, 2008. With respect to accounting for investments in affiliates, the new Law altered the scope of application of the equity method, eliminated the concept of materiality, and established the concept of “significant influence”, which should be considered to exist when a holding company has at least 20% of its investee’s voting capital. BNDES 2008 / ANNUAL REPORT 50 To conform to these new criteria, in 2008 the Company was required to revalue investments in affiliates. This led to the reclassification, in 2008, of 39 investments from equity method to cost method, since there was no significant influence applied to these companies. Pursuant to CVM Resolution 565, of December 17, 2008, which approved Technical Pronouncement CPC 13 – First-time Adoption of Law 11638/07, the carrying amount of investments in affiliates as of December 31, 2007, including unamortized premium or discount, was considered to be the new cost value for purposes of future measurement and determination of their recoverable value (“impairment”), whereas valuation under the equity method was no longer applicable. Dividends and interest on capital received for income that had already been recognized under the equity method are being accounted for as a reduction of these investments. Additionally, the amounts of the investments and shareholders’ equity were decreased by R$281,105 thousand, because of BNDESPAR’s decision to reverse the balance of the Revaluation Reserve, consisting fully of affiliates’ revaluations, as determined by article 6 of Law 11638/07. BNDES adjusted the financial statements of the affiliates that opted to maintain the balances of the revaluation reserve, to ensure that procedures are applied consistently. 12.1. Breakdown In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES In subsidiaries Accounted for under the equity method In affiliates Accounted for under the equity method Other equity interests Other investments Total As of December 31, 2007 Consolidated BNDES Consolidated 17,373,979 - 17,511,530 - - 7,637,318 - 7,284,944 17,373,979 7,637,318 17,511,530 7,284,944 84,003 17,611,859 84,471* 11,639,336 43,333 43,333 43,333 58,359 17,501,315 25,292,510 17,639,334 18,982,639 * As of December 31, 2007, R$8,010 thousand (BNDES) and R$3,721,368 thousand (Consolidated) were classified as “investments in affiliates at cost”. BNDES 2008 / ANNUAL REPORT 51 12.2. BNDES’ Subsidiaries Subsidiaries Shareholders’ Equity Base Date Agê ncia Especial de Financiamento Industrial (FINAME) BNDES Participações S.A. (BNDESPAR) Net Incorme for the Year 12.31.2008 3,834,579 262,637 12.31.2008 13,539,400 3,360,228 Total (a) Valuation adjustments to shareholders’ equity. The percentage of equity interest held in subsidiaries is 100%. 12.3. Affiliates Under the Equity Method - Consolidated Investees Base Date Capital Bertin (1) Brasiliana (1) Copel (1) 10.31.2008 3,349,360 10.31.2008 2,960,708 10.31.2008 4,460,000 Rio Polímeros (1) 10.31.2008 1,469,806 Telemar Part, (1) (2) 10.31.2008 2,043,690 Number of Shares Held (in Thousands) Base Net Income for Equity in Affiliates Shareholders’ Equity (476,189) Common Preferred 3,423,079 7,709 - (34,980) 3,161,719 300,000 50,000 1,146,796 8,008,485 38,299 27,282 (99,197) 1,406,491 317,974 - 52,812 2,488,300 858,225 1,000 Subtotal Other companies Total (1) Financial statements audited by other independent auditors for the base date of the equity in affiliates. (2) Includes redeemable preferred shares, in the amount of R$1,239,616 thousand. These shares have priority in the distribution of fixed, accumulated dividends equivalent to 5% per year on the issue price adjusted based on the IPCA (extended consumer price index) variation. Payment thereof may be made upon delivery of class-A preferred shares issued by Telemar Norte Leste S.A. BNDES 2008 / ANNUAL REPORT 52 In Thousands of Brazilian Reais – R$ Equity in Subsidiaries As of December 31 2008 2nd Half of 2008 Net Book Value of Investment As of December 31 2007 Dividends Adjustments to Subsidiaries’ Shareholders’ Equity (a) As of December 31 As of December 31 2008 2007 65,193 262,638 363,092 (59,777) - 3,834,579 3,631,718 206,636 3,360,228 3,758,486 (780,399) 4,684 13,539,400 13,879,812 271,829 3,622,866 4,121,578 (840,176) 4,684 17,373,979 17,511,530 In Thousands of Brazilian Reais – R$ Equity in Subsidiaries Equity Interest (%) 26,92 Net Book Value As of December 31 As of December 31 2008 2007 Equity Value of Investment Premium Discount All for Losses a b c As of December 31 As of December 31 2008 2007 (132,809) - 921,558 1,450,247 a 2,371,805 - 53,85 (14,115) 149,770 1,702,464 (231,948) b 1,470,516 1,816,633 23,96 279,356 267,433 1,919,212 (313,525) b 1,605,687 1,395,494 (30,019) (53,650) b c 267,954 197,298 1,603,721 598,733 25,00 (26,348) 20,541 351,623 31,38 (215,167) 61,789 1,631,175 (109,083) 499,533 6,526,032 114,898 546,629 325,135 5,815 1,046,162 (27,454) b 1,450,247 a (602,946) b (53,650) c a b 7,319,683 4,008,158 317,635 3,276,786 7,637,318 7,284,944 (7,500) c 1,450,247 a (602,946) b (61,150) c 6,851,167 • The base date indicates the investee’s shareholders’ equity date used in the last calculation of equity in affiliates. The effects of significant events subsequent to the base date were recognized. • In addition to the base Net Equity, equity in affiliates considers the effects of changes in affiliates’ net equity from prior year base date to the current year base date, including effects of prior year adjustments, capital reserves, repurchase of shares, change in capital and in interest ownership percentage. • The amounts related to discount on investment subscription are not amortized due to the lack of economic fundamentals. • 2007 consolidated equity in affiliates, in the amount of R$1,101,861 thousand, as shown in the Statement of Income, includes the effect of changes in capital reserves on subsidiaries BNDESPAR and FINAME, in the amount of R$55,700 thousand. BNDES 2008 / ANNUAL REPORT 53 12.4. Other Equity Interests In Thousands of Brazilian Reais – R$ Net Book Value Number of Shares Held (in Thousands) Investees Amé rica Latina Logística (ALL) (2) Aracruz Celulose S.A. Banco do Brasil S.A. Bom Gosto (2) Brasil Telecom Part. S.A. Braskem Brenco GEG (2) Cad am – Caulim da Amazônia S.A. (1) Cesp Coteminas CPFL Energia S.A. Cia. Siderúrgica Nacional (CSN) Cia. Vale do Rio Doce (Vale) Eletrobrás (1) Emp resa Brasileira de Aeronáutica S.A. (Embraer) Gerdau S.A. Independência Ind ústrias Verolme Ishibrás S.A. (1) JBS (1) Klabin (2) Light (2) Marfrig Frigoríficos MPX – Mineração Ouro Fino (1) Paranapanema Petrobras Rede Energia (2) Red e Ferroviária Federal S.A. (RFFSA) Tele Norte Leste Participações S.A. Valepar S.A. (3) Common Equity Interest (%) Preferred BNDES Consolidated As of Dec 31 As of Dec 31 As of Dec 31 As of Dec 31 2008 2008 2007 2007 130,448 175,614 10.61 - - 638,696 - 56,881 - 5.51 - - 129,280 129,280 64,006 - 2.52 - - 1,085,480 1,275,237 - 2,424 34.59 - - 245,845 - 1,271 9,660 3.00 - - 166,663 195,899 - 26,496 5.22 - - 227,545 243,207 134,835 - 20.92 - - 140,000 - 17,944,799 - 34.56 - - 140,600 - - 3,712 16.87 8,008 8,008 8,008 8,008 - 18,697 5.71 - - 234,736 139,789 - 12,070 10.35 - - 115,005 134,005 29,822 - 6.21 - - 608,161 550,600 28,887 - 3.64 - - 151,379 268,615 218,836 326 4.08 - - 1,508,260 709,886 133,758 - 11.81 - - 2,240,013 2,240,013 37,413 - 5.05 - - 109,699 109,699 35,917 14,162 3.50 - - 153,352 49,096 - 10,840 13.89 - - 250,000 - 1,224,784 1,224,784 12.98 2 2 2 2 186,892 - 13.00 - - 1,472,274 1,137,006 - 185,860 20.25 - - 562,144 - 68,556 - 33.62 - - 822,511 - 39,286 - 14.66 - - 817,655 102,000 178 - 2.61 - - 179,180 179,180 84,000 - 11,250 20.00 - - 105,727 54,986 - 17.52 - - 125,261 805 94,492 574,047 7.62 - - 1,022,684 1,022,685 - 64,236 25.30 - - 263,332 - - 3,956,987 1.55 73,579 73,579 73,579 73,579 775 5,627 1.63 - - 164,599 164,599 149,787 18,394 9.79 - - 2,625,429 1,558,569 BNDES 2008 / ANNUAL REPORT 54 In Thousands of Brazilian Reais – R$ Continuation Number of Shares Held (in Thousands) Investees Common Preferred Subtotal Other interests Total (4) Net Book Value Equity Interest (%) BNDES Consolidated As of Dec 31 As of Dec 31 As of Dec 31 As of Dec 31 2008 2008 2007 2007 81,589 81,589 16,387,099 2,414 2,882 1,224,760 10,375,759 1,263,577 84,003 84,471 17,611,859 11,639,336 (1) Classified as “Investments in affiliates at cost” in 2007. (2) Classified as “Investments in affiliates under the equity method” in 2007. (3) In this quarter, the Company invested R$1,066,860 thousand relating to 18,394,143 redeemable preferred shares in Valepar. These shares will be redeemable on a semiannual basis, in May and November, of each year, from 2011 to 2015. Dividends from these shares are fixed and cumulative based on a fixed rate of 16% per year. (4) Book value net of allowance in the amount of R$316,835 thousand in 2008 and R$315,453 thousand in 2007 – BNDES and R$1,194,458 thousand in 2008 and R$791,553 thousand in 2007 – Consolidated. 12.5. Quality of Stock Portfolio – Consolidated The amount of equity interests recorded is R$25,249,177 thousand, of which R$7,637,318 thousand in affiliates (subject and not subject to equity in affiliates) and R$17,611,859 thousand in other companies. Of that total, approximately 62%, R$15,624,615 thousand is invested in shares traded on stock exchanges and R$9,624,562 thousand in unlisted companies. As of December 31, 2008, the estimated market value of equity interests is R$52,824,196 thousand. Equity interest in shares traded on stock exchanges, calculated using the average quotation by share in the last trading session on the São Paulo Stock Exchange (Bovespa) was R$38,458,496 thousand. In Thousands of Brazilian Reais – R$ As of December 31, 2008 Net Book Value Equity interest in Eletrobrás Equity interest in Petrobras Other equity interests traded on stock exchanges Interest in unlisted companies* Total Market Value Unrecorded Gain (Loss) 2.240.013 3.477.707 1.237.694 1.022.684 15.645.974 14.623.290 12.361.918 19.334.815 6.972.897 9.624.562 14.365.700 4.741.138 25.249.177 52.824.196 27.575.019 * As the estimated value is based on economic value projections, the market value of such equity interests has not been audited by independent auditors. BNDES 2008 / ANNUAL REPORT 55 12.6. Other Investments In Thousands of Brazilian Reais – R$ Net Book Value BNDES As of Dec 31 2008 Consolidated As of Dec 31 2007 As of Dec 31 2008 As of Dec 31 2007 Tax incentive investments Stock exchange memberships Works of art Investment in projects – Vale: Project 118 296 296 296 296 41,606 41,606 41,606 41,606 Total 43,333 43,333 43,333 58,359 1,131 1,131 1,131 16,157 300 300 300 300 13. PIS/PASEP FUND Since 1974, part of the revenue from PIS and Pasep (taxes on revenue), which formed the PIS/Pasep Fund, began to be transferred to BNDES. Under applicable legislation, the funds would be used in economic development programs, including capital markets. On average, in the period from 1974 to 1988, 38% of this tax revenue, equivalent to approximately R$700,000 thousand per year, was transferred. The PIS/Pasep Fund bears the risk of transactions conducted through December 31, 1982. BNDES receives an annual management fee of 0.5% per year on 1.63% of the total portfolio as of December 31, 2008, paid by the Fund. The Bank bears the risks of transactions conducted after that date (98.37% of the portfolio), and is authorized to charge from borrowers a management fee of up to 0.5% per year, embedded in the interest rate, and a risk fee of up to 1.5% per year. As of December 31, the Bank manages the following amounts of the PIS/Pasep Fund: In Thousands of Brazilian Reais – R$ As of December 31, 2008 PIS/Pasep FPS 29,510,021 As of December 31, 2007 27,840,246 10,054 66,845 29,520,075 27,907,091 Current Non-Current 1,474,313 1,393,653 28,045,762 26,513,438 Total 29,520,075 27,907,091 BNDES 2008 / ANNUAL REPORT 56 The balances of the PIS/Pasep Fund loans entered into through December 31, 1982, which are a Fund’s risk, were reclassified at the end of the first half of 2002 as BNDES liabilities, rectifying the amount of the related liability to the Fund, as instructed by the Central Bank of Brazil. In Thousands of Brazilian Reais – R$ As of December 31, 2008 Changes in PIS-PASEP BNDES Risk PIS/Pasep Risk Total Balance at beginning of year/period Income (expenses) Transfers from FPS Returns 27,840,246 606,296 28,446,542 2,030,426 23,207 2,053,633 1,049,329 - 1,049,329 (1,409,980) - (1,409,980) Balance at end of year/period 29,510,021 629,503 30,139,524 14. INTERBANK DEPOSITS Deposit funds from other financial institutions. Since November 2008, BNDES has raised funds through interbank deposits, under the following conditions: In Thousands of Brazilian Reais – R$ As of December 31 Counterpart Maturity Caixa Econômica Federal Index Rate 2008 2007 5. 21.2009 101.50 DI Selic 1,200,000 5. 25.2009 101.50 DI Selic 1,200,000 - Banco do Brasil 5. 5.2010 99.70 DI Selic 1,400,000 - 6. 4.2010 100.00 DI Selic 50,000 - HSBC Banco Real Accrued interest 5. 27.2010 98.50 DI Selic 1,000,000 - 4. 12.2010 100.00 DI Selic 400,000 - 55,884 - Total 5,305,884 - Current 2,455,884 - Non-Current 2,850,000 - Total 5,305,884 - BNDES 2008 / ANNUAL REPORT 57 - 15. MONEY MARKET FUNDING Operations conducted in the Brazilian financial system’s over-the-counter market in which the seller assumes the commitment of repurchasing at a preset date and subject to interest securities he himself sold. In 2008, BNDES raised funds using National Treasury securities (note 17.1c), therefore, its own portfolio, involving National Treasury Notes – series F – NTN-F, National Treasury Bills – LTN, and National Treasury Notes – series B – NTN-B. Such transactions are short term and conditions are as follows: In Thousands of Brazilian Reais – R$ As of December 31 Securities National National National National National Treasury Treasury Treasury Treasury Treasury Rates* Notes Notes Notes Notes Notes F F F F F (NTN-F) (NTN-F) (NTN-F) (NTN-F) (NTN-F) Maturity 2008 2007 100.1% of ASR 1.6.2009 288,006 - 100.2% of ASR 1.6.2009 518,255 - 100.2% of ASR 1.12.2009 396,945 - 100.2% of ASR 1.27.2009 2,840,719 - 100.2% of ASR 2.16.2009 2,758,456 - 6,802,381 National Treasury Bills (LTN) 100.2% of ASR 1.6.2009 National Treasury Notes B (NTN-B) 100.2% of ASR 1.22.2009 National Treasury Notes B (NTN-B) 100.2% of ASR 2.16.2009 516,740 - 516,740 590,085 - 430,571 - 1,020,656 Financial charges Total 107,206 - 8,446,983 - * ASR – Average Selic Rate 16. FAT – SUBORDINATED DEBT AND SPECIAL DEPOSITS The Fund for Workers’ Assistance (FAT), consisting basically of revenue from PIS and Pasep (taxes on revenue) and income from its investments, is used to fund the unemployment insurance and the salary bonuses, as well as economic development programs through BNDES, by at least 40% of that tax revenue. BNDES 2008 / ANNUAL REPORT 58 Thus, FAT succeeded the PIS/Pasep Fund and significantly changed the purpose of the referred taxes. While the PIS/Pasep Fund was created to be part of the individual endowment of workers who held fund shares, FAT is used as a tool against unemployment on two fronts. The first, of an emergency nature, supports the unemployed by granting a temporary compensation, and a training and outplacement program. The second front is preventive, fostering job creation through economic development projects. FAT funds transferred to BNDES are classified into two categories: 16.1. Constitutional FAT Constitutional FAT comprises transfers of funds up to the limit of 40% of the PIS and Pasep revenue. In this category, balances are subject to TJLP (long-term interest rate) or indexed to the US dollar (FAT Exchange) and bear interest based on LIBOR. BNDES pays to FAT (Federal Government) semiannual interest corresponding to the TJLP, limited to 6% per year. The difference between the TJLP and the interest paid is included within the debit balance of non-current liabilities. Constitutional FAT funds are amortized only when there are insufficient funds to pay unemployment insurance and salary bonuses, in the amounts and circumstances set forth by law. The debit balance of Constitutional FAT is recorded under the caption “Subordinated debt” and consists of: In Thousands of Brazilian Reais – R$ As of December 31, 2008 FAT – Constitutional FAT – TJLP – Principal FAT – Foreign exchange – US$* Accrued interest Total As of December 31, 2007 83,321,872 63,186,272 5,479,500 14,470,932 88,801,372 77,657,204 2,513,746 2,185,152 91,315,118 79,842,356 Current Non-Current 2,513,746 2,185,152 88,801,372 77,657,204 Total 91,315,118 79,842,356 *Up to 50% of total regular transfers; used to finance production/sale of products with acknowledged international demand. BNDES 2008 / ANNUAL REPORT 59 Central Bank of Brazil Resolution 344, of February 28, 2007, which revoked Central Bank of Brazil Resolution 2837, of May 30, 2001, maintained the classification of funds transferred by the Fund for Workers’ Assistance (FAT) as Subordinated Debt. This classification is possible since BNDES debt related to these funds is not subject to contractually defined repayment terms, as they must only be required when the Ministry of Labor lacks sufficient funds to pay unemployment insurance. In this case, about 20% of the debit balance would be repaid in the first two years, 10% in the following three years, and 5% from the sixth year, when required, to cover unemployment insurance expenses. In addition, pursuant to item III, article 14 of Central Bank of Brazil Resolution 3444, Subordinated Debt – Eligible for Capitalization is limited to 50% of the Tier I Capital, equivalent to R$12,476,715 thousand and R$12,470,572 thousand as of December 31, 2008 (R$12,311,056 thousand and R$12,294,739 thousand as of December 31, 2007) Bank and Consolidated, respectively. 16.2. FAT – Special Deposits FAT – Special Deposits represent additional transfers to Constitutional FAT. Special Deposits are used in specific programs and under special conditions, subject to different rules of interest rate, repayment and interest payments to FAT. The debit balance of FAT – Special Deposits is recorded under the caption “FAT – Special deposits” and consists of the following: In Thousands of Brazilian Reais – R$ As of December 31, 2008 FAT – Special deposits “Pró-emprego” (government employment incentive program) Export/Development FAT Pronaf (rural development program) Infrastructure Giro Rural (rural financing) Accrued interest As of December 31, 2007 314,459 377,241 6,793,636 6,392,011 954,225 965,609 16,387,148 17,402,287 484,304 680,121 24,933,772 25,817,269 319,196 282,344 Total 25,252,968 26,099,613 Current Non-Current 319,196 282,344 24,933,772 25,817,269 Total 25,252,968 26,099,613 BNDES 2008 / ANNUAL REPORT 60 Changes in the Constitutional FAT and FAT – Special deposits for the period ended December 31, 2008 were as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 Constitutional Foreign Exchange TJLP Special Deposits Total Balance at beginning of six-month period Inflow of funds Monetary adjustment Foreign exchange variation Accrued interest Interest on special deposits Amortization of special deposits Interest paid Transfer to FAT foreign exchange Return on FAT foreign exchange 65,023,277 14,819,079 26,099,613 105,941,969 10,138,203 - 1,700,000 11,838,203 179,120 - - 179,120 - 826,845 - 826,845 4,496,570 298,426 36,853 4,831,849 - - 1,525,804 1,525,804 - - (2,492,576) (2,492,576) (3,928,256) (538,146) (1,616,726) (6,083,128) (3,422,481) 3,422,481 - - 13,240,758 (13,240,758) - - Balance at end of six-month period 85,727,191 5,587,927 25,252,968 116,568,086 17. BORROWINGS AND ONLENDINGS 17.1. Breakdown a) Domestic Borrowings To pay dividends and interest on capital for 2007, BNDES acquired federal government securities from FGTS (Severance Pay Fund), by entering into a financing agreement in the amount of R$6,073,171 thousand, as of December 31, 2008, under the following conditions: Inflation adjustment based on TR (managed prime rate) plus interest of 4.8628% per year, to be amortized in 18 years, from January 1, 2009 to December 1, 2026. BNDES 2008 / ANNUAL REPORT 61 b) Foreign Borrowings – Bonds In Thousands of Brazilian Reais – R$ BNDES and Consolidated Amount of issue Maturity US$1 billion ITL 300 billion US$300 million Accrued interest 6.16.2018* JPMorgan Chase Institution 4.28.2010 Citibank 12.12.2011 JPMorgan Chase As of December 31, 2008 As of December 31, 2007 2,337,000 1,771,300 501,600 404,100 701,100 531,390 36,733 28,756 Total 3,576,433 2,735,546 Current Non-Current 36,733 1,800,056 3,539,700 935,490 Total 3,576,433 2,735,546 *The repricing process of foreign securities issued in 1998 and maturing in June 2008 was concluded in June 2008. The repricing was made at the original issue amount (US$1 billion), at face value, with interest rate of 6.369% per year and a new maturity for June 16, 2018. Foreign loan agreements are subject to annual interest rates varying from 5.86% to 5.83% per year as of December 31, 2008. Concentration by funding rate range is as follows: In Thousands of Brazilian Reais – R$ BNDES and Consolidated As of December 31, 2008 Funding rates: From 5.1 to 7% From 7.1 to 9% From 9.1 to 11% Accrued interest Total As of December 31, 2007 2,337,000 1,771,300 501,600 404,100 701,100 531,390 3,539,700 2,706,790 36,733 28,756 3,576,433 2,735,546 BNDES 2008 / ANNUAL REPORT 62 c) Domestic Onlendings – National Treasury In Thousands of Brazilian Reais – R$ BNDES Currency As of December 31, 2008 Average Maturity As of December 31, 2007 TR + 6% per year Selic IPCA + 6% per year IGP-DI 18.26 years 1,559,519 1,536,747 - - 137,123 9.05 years 1,635,723 1,451,018 7.02 years 1,323,420 1,190,121 US$ + 6% per year 20.98 years 17,953,332 7,364 Reais + 12%* 11.10 years 10,254,497 - Reais - 1,642 1,642 82,539 11,995 32,810,672 4,336,010 1,281,692 150,345 Non-Current 31,528,980 4,185,665 Total 32,810,672 4,336,010 Accrued interest Total Current * Provisional Act 439/2008 authorized granting financing to BNDES in the amount of up to R$15 billion. In September and October 2008. the first two financing agreements were entered into, in the amount of R$5.000.000 thousand each, through direct placement by the Federal Government of government securities benefiting BNDES. National Treasury Bills and National Treasury Notes – Series F were issued. In Thousands of Brazilian Reais – R$ Consolidated Currency As of December 31, 2008 Average Maturity TR + 6% per year Selic IPCA + 6% per year IGP-M + 10% per year US$ + 6% per year IGP-DI Reais + 12% Reais Accrued interest As of December 31, 2007 18.26 years 1,559,519 1,536,747 9.05 years 2,141,457 2,041,123 9.05 years 1,635,723 1,451,018 2.19 years 2,160,800 1,933,811 20.98 years 17,953,332 7,364 7.02 years 1,323,420 1,190,121 11.10 years 10,254,497 - - 1,642 1,642 152,394 73,364 37,182,784 8,235,190 1,351,546 211,714 Non-Current 35,831,238 8,023,476 Total 37,182,784 8,235,190 Total Current BNDES 2008 / ANNUAL REPORT 63 d) Foreign Onlendings – Multilateral Institutions In Thousands of Brazilian Reais – R$ BNDES and Consolidated Institution Currency JBIC IDB NIB KfW YEN/US$ CDB US$ Accrued interest Total Current Average Maturity As of December 31, 2008 As of December 31, 2007 7.61 years 2,731,683 2,064,901 Various 14.98 years 8,593,885 6,622,144 US$ 10.12 years 350,550 283,408 1.30 year 355,881 271,217 14.17 years 1,752,750 - 125,106 106,667 13,909,855 9,348,337 927,289 567,455 Various Non-Current 12,982,566 8,780,882 Total 13,909,855 9,348,337 Foreign onlending agreements are subject to annual interest rates varying from 1.63% to 10.35% per year as of December 31, 2008. Concentration by funding rate range is as follows: In Thousands of Brazilian Reais – R$ BNDES and Consolidated As of December 31, 2008 Funding rates: Up to 3% 3.1 to 5% 5.1 to 7% 7.1 to 9% 9.1 to 11% Accrued interest Total As of December 31, 2007 2,830,556 729,613 6,786,081 112,617 3,817,562 6,798,457 - 1,335,288 350,550 265,695 13,784,749 9,241,670 125,106 106,667 13,909,855 9,348,337 BNDES 2008 / ANNUAL REPORT 64 BNDES’ foreign sources of funds are comprised of both fundraising through traditional financial instruments – syndicated loans and issuance of Eurobonds – as well as fundraising from multilateral credit institutions and governmental agencies. While market instruments are not guaranteed by the Federal Government, the loans obtained from multilateral institutions – World Bank, Inter-American Development Bank (IDB), Nordic Investment Bank (NIB) and their co-financiers – require under their Articles of Organization that such loans be formally guaranteed by the Federal Government. Independent loans, which are not co-financed with multilateral institutions yet raised with governmental entities, such as the Japan Bank for International Cooperation (JBIC), Kreditanstelt für Wiederaufban (KfW) and China Development Bank (CDB), may or may not be formally guaranteed by the Federal Government. e) Merchant Marine Fund (FMM) Since January 1984, BNDES is the financial agent of the Merchant Marine Fund (FMM), the purpose of which is to provide financial support to National Merchant Marine fleet renewal, expansion, and overhauling activities. As of December 31, 2008, FMM investments reached R$5,402,864 thousand, of which R$4,750,797 thousand (R$450,793 thousand in current and R$4,300,004 thousand in long-term) involve BNDES risk (R$2,913,118 thousand as of December 31, 2007). Since June 2002, under guidance of the Central Bank of Brazil, transactions involving BNDES risk, which rectified the related sources of funds, have been reclassified to the Bank’s assets. f) National Development Fund (FND) On October 3, 1988, with the enactment of Decree 96905, BNDES assumed the responsibilities of the National Development Fund (FND) Executive Department, providing technical, administrative and personnel support. FND’s assets totaled R$7,726,722 thousand as of December 31, 2008; its net equity amounted to R$1,934,189 thousand, divided into 2,363 million shares, with a par value of R$0.8289. The funds raised from FND amounted to R$4,049,038 thousand (R$761,002 thousand in current and R$3,288,036 thousand in long-term) and R$5,107,088 thousand in 2007. BNDES 2008 / ANNUAL REPORT 65 17.2. Borrowings and Onlendings, by Year of Maturity, are as Follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Domestic Current: 2009 2010 2011 2012 2013 After 2013 Total Foreign Consolidated Total Domestic Foreign Total 2,338,265 964,022 3,302,287 2,176,877 964,022 3,140,899 7,376,871 1,805,612 9,182,483 5,262,498 1,805,612 7,068,110 3,865,644 2,203,071 6,068,715 3,356,508 2,203,071 5,559,579 4,230,636 1,208,441 5,439,077 4,228,740 1,208,441 5,437,181 4,265,113 1,153,748 5,418,861 4,622,405 1,153,748 5,776,153 28,575,251 10,151,394 38,726,645 32,449,219 10,151,394 42,600,613 50,651,780 17,486,288 68,138,068 52,096,247 17,486,288 69,582,535 In Thousands of Brazilian Reais – R$ As of December 31, 2007 BNDES Domestic Current: 2008 2009 2010 2011 2012 After 2012 Total Foreign Consolidated Total Domestic Foreign Total 1,580,673 2,367,511 3,948,184 1,162,529 2,367,511 3,530,040 1,236,812 597,042 1,833,854 1,105,710 597,042 1,702,752 4,890,240 1,381,497 6,271,737 3,011,163 1,381,497 4,392,660 2,003,893 1,210,613 3,214,506 996,476 1,210,613 2,207,089 662,362 778,245 1,440,607 660,471 778,245 1,438,716 5,584,216 5,748,975 11,333,191 9,356,104 5,748,975 15,105,079 15,958,196 12,083,883 28,042,079 16,292,453 12,083,883 28,376,336 18. ISSUE OF DEBENTURES BNDES System issued private debentures through BNDES and public debentures through BNDESPAR: In Thousands of Brazilian Reais – R$ As of December 31, 2008 As of December 31, 2007 Debentures issued BNDES Private issue (BNDES) Public issue (BNDESPAR) 7,003,358 7,003,358 - - 2,302,437 - - Total 7,003,358 9,305,795 - 2,025,935 Consolidated BNDES Consolidated 2,025,935 BNDES 2008 / ANNUAL REPORT 66 18.1. PRIVATE ISSUE – BNDES BNDES issued 700,000 thousand simple, registered debentures, nonconvertible into shares, in five series, with no secured or floating guarantee, no preemptive rights, however, with collateral. The unit par value of debentures is R$10 thousand as of the issuance date, December 23, 2008. The placement was private, through exclusive subscription by FGTS Investment Fund, represented by its manager, Caixa Econômica Federal (CEF). Debentures will be adjusted on a monthly basis every 15th of each month based on TR and yield 6% p.a. on a monthly basis. Maturity is scheduled for October 15, 2029 and the liability will be amortized monthly from January 15, 2009 through October 15, 2029. The adjusted amount of liabilities for debentures issued is as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 1st series Adjusted principal (TR) Accrued interest (6% p.a.) 2nd series Adjusted principal (TR) Accrued interest (6% p.a.) 3rd series Adjusted principal (TR) Accrued interest (6% p.a.) 4th series Adjusted principal (TR) Accrued interest (6% p.a.) 5th series Adjusted principal (TR) Accrued interest (6% p.a.) Total Current Non-Current Total BNDES 2008 / ANNUAL REPORT 67 As of December 31, 2007 1,500,234 - 486 - 1,500,234 - 486 - 1,500,234 - 486 - 1,500,234 - 486 - 1,000,156 - 322 - 7,003,358 - 108,291 - 6,895,067 - 7,003,358 - 18.2. Public Issue – BNDESPAR BNDESPAR issued 600,000 simple, registered, book-entry, nonconvertible debentures of a single series, without guarantee or preference (non-privileged), with a unit par value of R$1,000 on the issue date, totaling R$600,000 thousand. This public distribution was held as part of the Issuer’s First Public Debenture Distribution Program approved at the Meeting of Executive Board of BNDES, the issuer’s single shareholder, held on September 2, 2006, pursuant to Executive Board’s Decision 836/2006 – BNDES and filed with the Brazilian Securities and Exchange Commission on December 19, 2006, under No. CVM/SRE/PRO/2006/0011. Debentures were subscribed and paid up at the price of R$898.33 each, corresponding to a unit par value of R$1,000 (one thousand reais), adjusted for a discount of 10.167%, determined in a book-building procedure. Debentures’ unit par value should be adjusted from the subscription and payment date based on the extended consumer price index (IPCA), as determined and disclosed by the Brazilian Institute of Geography and Statistics (IBGE), and the adjustment amount should be added automatically, according to the formulas defined in the debenture indenture. Debentures will pay interest of 6% p.a. calculated on the debenture’s updated unit par value and paid at the end of each capitalization period, that is, January 15, 2009, January 15, 2010, January 15, 2011 and January 15, 2012, as detailed in the debenture indenture. Debentures will be repaid in a single installment, on the maturity date, January 15, 2012. In the second distribution, which occurred on July 1, 2007, BNDESPAR issued 1,350 thousand simple, registered, book-entry debentures, in two series, out of which 550 thousand debentures of the First Series and 800 thousand debentures of the Second Series, without guarantee and preemptive rights (non-privileged), at a unit par value of R$1,000, in the second issue, totaling R$1,350,000 thousand. These debentures were subscribed and paid up at their unit par value. The unit par value of the First Series debentures will not be adjusted, bearing only fixed interest of 11.20% per year. Interest and principal will be fully paid on the maturity date, January 1, 2011. The unit par value of the First Series debentures will be adjusted based on the IPCA (extended consumer price index), calculated and released by the IBGE. The result of the adjustment is automatically added to the par value, under the formulas set forth in the Indenture Final Amendment. BNDES 2008 / ANNUAL REPORT 68 On the second-series debentures’ unit par value, adjusted for inflation, fixed interest of 6.80% per year will be calculated, since the subscription and payment date or from the date of prior payment of second-series interest, as the case may be, through the actual payment date. Second-series interest will be paid on August 15, 2009, August 15, 2010, August 15, 2011, August 15, 2012, and on the maturity date, August 15, 2013, when it will be repaid in a single installment. Second Series interest will be calculated according to the formula set forth in the Indenture Final Amendment. The adjusted amount of liabilities for debentures issued is as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 1st distribution Adjusted principal (IPCA) Accrued interest (6% p.a.) Discount Accumulated amortization of discount* 2nd distribution 1st series Principal Accrued interest (11.2% p.a.) 2nd series Adjusted principal (IPCA) Accrued interest (6.8% p.a.) 665,811 As of December 31, 2007 625,776 83,333 38,160 (61,002) (61,002) 24,598 12,791 712,739 615,725 550,000 550,000 89,799 24,874 865,143 812,961 84,756 22,375 Total 1,589,698 2,302,437 1,410,210 2,025,935 Current Non-Current 168,088 - 2,134,349 2,025,935 Total 2,302,437 2,025,935 * Discount will be amortized on a straight-line basis from December 2007 to January 2012. BNDES 2008 / ANNUAL REPORT 69 19. PRIVATIZATION OF COMPANHIA VALE DO RIO DOCE Pursuant to Law 9491/97, regulated by Decree 2201/97 and the Share Transfer and Debt Assumption Agreement and Other Covenants, shares of Companhia Vale do Rio Doce (CVRD) owned by the Federal Government (94,953,982 registered common shares and 4,372,154 registered preferred shares) were transferred to BNDES. A portion of these shares was sold during CVRD’s privatization at auctions held in May 1997, and the proceeds were transferred to BNDES. In exchange for the funds received, BNDES agreed to, alternatively or jointly, at the Ministry of Finance’s discretion: a) Assume both acknowledged and novated debts of the Federal Government involving the Salary Variation Compensation Fund (FCVS); b) Transfer to the Federal Government its own BNDESPAR debentures with the same profile (dates of payment and financial conditions) as those of the debts of the Federal Government to the FCVS. On December 29, 2000, a debt assumption was formalized in the amount of R$2,593,470 thousand (originally received, adjusted by TR variation, plus annual interest of 6.17% per year), corresponding to 1,608,084 CVSA970101 securities, payable under the following conditions: Grace period for payment of interest 4 years and 1 month beginning on December 1, 2000, and first payment on January 1, 2005 Grace period for payment of principal 8 years and 1 month beginning on December 1, 2000, and first payment on January 1, 2009 Remaining term 27 years beginning on December 1, 2000 and last payment of principal and charges on January 1, 2027 Interest rate TR (managed prime rate) + 6.17% per year In March 2002, BNDES sold through a public offering on the domestic and foreign markets, 39,389,193 common shares issued by Cia. Vale do Rio Doce (CVRD) for R$2,218,339 thousand, settled in April 2002. Such amount was also the subject matter of an assumption of debt of the Federal Government regarding the Salary Variation Compensation Fund (FCVS), monetarily adjusted by TR (managed prime rate) and interest of 6.17% per year. In December 2005, the remaining shares transferred by the Federal Government were sold in an auction together with minority interest, for R$1,516 thousand, and the settlement was concluded in January 2006. BNDES 2008 / ANNUAL REPORT 70 In August 2006, BNDES and the Federal Government entered into a Debt Novation and Acknowledgment Agreement in the amount of R$5,293,537 thousand, corresponding to the portion of the agreements above intended to change BNDES debt profile and increase its Regulatory Capital, adjusting its terms and conditions to those of a hybrid debt/equity instrument, pursuant to Resolution 2837, as established by the National Monetary Council (CMN) on May 30, 2001, under the terms of Executive Act 315, of August 3, 2006. As of December 31, 2008, the balances of these agreements were as follows: Hybrid Debt/Equity Instrument: R$6,023,934 thousand (R$5,730,182 thousand as of December 31, 2007). • Debt Assumption Agreement: R$1,568,958 thousand (R$1,547,056 thousand as of December 31, 2007), recorded under Domestic Onlendings – National Treasury. • 20. INCOME AND SOCIAL CONTRIBUTION TAXES 20.1. Current BNDES calculates income and social contribution taxes based on annual taxable income and is subject to monthly payments on an estimated basis, whenever the tax suspension/reduction is not applicable, as provided for in articles 27 to 35 of Law 8981/95 and other applicable legislation. As of December 31, 2008 and 2007, the Bank recorded provisions for social contribution tax (at the rate of 9% until April 2008 and 15% beginning May 2008 pursuant to article 17 of Law 11727/2008) and income tax (at a 15% rate, plus a 10% surtax). In the consolidated statement, only BNDESPAR recorded the provision for social contribution tax at the rate of 9%. BNDES 2008 / ANNUAL REPORT 71 Income and social contribution taxes were calculated as follows: In Thousands of Brazilian Reais – R$ BNDES 2nd Half of 2008 Income Tax Income before taxes Employee profit sharing Tax basis Tot al income tax and social contribution charges (credit) at rates of 25% and 9% respectively Eff ects of additions (deductions) on tax calculation: • C redits written off as loss • A llowance for loan losses (Central Bank of Brazil Resolution 2682/99) • E quity in subsidiaries • A llowance for investment valuation • Provision for civil and labor contingencies • Int erest on capital payable to the Federal Government – Bank • A ctuarial liabilities – FAMS • Planned Employee Retirement Program • A djustment of securities to fair value • A djustment of swap to fair value • FAPES – Technical Reserves • G rants – Tax Incentives • Dividends from investments stated at cost • Increase in CSLL rate • O ther additions (deductions), net Income tax and social contribution Reversal of IRPJ and CSLL in 2007 Income tax and social contribution As of December 31, 2008 Social Contribution Income Tax As of December 31, 2007 Social Contribution Income Tax Social Contribution 1,591,703 1,591,703 6,014,074 6,014,074 8,472,151 8,472,151 (32,910) (32,910) (32,910) (32,910) (34,770) (34,770) 1,558,793 1,558,793 5,981,164 5,981,164 8,437,381 8,437,381 389,698 140,292 1,495,291 538,305 2,109,345 759,364 (48,401) (17,425) (55,819) (20,095) (140,523) (50,588) 131,111 47,200 60,970 21,949 (7,394) (2,662) (67,957) (24,465) (905,716) (326,058) (1,030,394) (370,942) - - 76,085 27,390 (3,054) (1,100) 148,926 53,613 (7,225) (2,601) (329,866) (118,752) (329,866) (118,752) (303,000) (109,080) 7,072 2,545 17,296 6,226 12,643 4,552 (9,662) (3,478) (19,312) (6,952) 46,025 16,569 (19,459) (7,005) (19,459) (7,005) - - 48,992 17,637 48,992 17,637 - - 72,617 26,142 72,617 26,142 29,355 10,568 (14,669) (5,281) (14,669) (5,281) - - - - - - (3,248) (1,169) - 41,752 - 72,602 - - 12,546 6,765 12,089 7,933 (4,053) 3,892 168,968 104,827 511,340 260,264 777,616 285,293 - - (4,244) (1,523) - - 168,968 104,827 507,096 258,741 777,616 285,293 BNDES 2008 / ANNUAL REPORT 72 In Thousands of Brazilian Reais – R$ Consolidated 2nd Half of 2008 Income Tax Income before taxes Employee profit sharing Tax basis Tot al income tax and social contribution charges (credit) at the rates of 25% and 9% respectively Eff ects of additions (deductions) on tax calculation: • C redits written off as loss • A llowance for loan losses (Central Bank of Brazil Resolution 2682/99) • E quity in subsidiaries • Int erest on capital of subsidiaries and affiliates • B arter of securities • Dividends from investments stated at cost • Int erest on capital payable to the Federal Government – Bank • A llowance for investment valuation • Provision for civil and labor contingencies • A ctuarial liabilities – FAMS • Premium amortization, net of realization • A djustment of securities to fair value • A djustment of swap to fair value • FAPES – Technical Reserves • Planned Employee Retirement Program • G rants – Tax Incentives • E ff ect of CSLL rate increase (May to December) • O ther additions (deductions), net • Effect of tax loss carryforwards FINAME Income tax and social contribution Reversal of IRPJ and CSLL in 2007 Income tax and social contribution BNDES 2008 / ANNUAL REPORT 73 As of December 31, 2008 Social Contribution Income Tax Social Contribution As of December 31, 2007 Income Tax Social Contribution 1,623,194 1,623,194 7,335,966 7,335,966 10,046,658 10,046,658 (53,950) (53,950) (53,950) (53,950) (69,400) (69,400) 1,569,244 1,569,244 7,282,016 7,282,016 9,977,258 9,977,258 392,311 141,232 1,820,504 655,381 2,494,315 897,953 (155,775) (56,079) (163,126) (58,725) (146,191) (52,629) 128,778 46,360 38,534 13,872 (116,413) (41,909) (17,366) (6,252) (1,453) (524) (275,465) (99,167) 16,564 5,963 16,564 5,963 16,239 5,846 1,116 402 (39,201) (14,112) 36,526 13,149 (124,752) (44,911) (221,875) (79,875) (131,828) (47,458) (329,866) (118,752) (329,866) (118,752) (303,000) (109,080) 173,355 62,408 163,893 59,002 40,090 14,432 (51,022) (18,370) 121,749 43,829 32,320 11,635 9,074 3,266 21,728 7,822 17,650 6,354 (8,076) 319 (22,057) (3,285) (32,201) (633) (19,459) (7,005) (19,459) (7,005) - - 48,992 17,637 48,992 17,637 - - 72,617 26,142 72,617 26,142 29,355 10,568 (11,660) (4,198) (27,309) (9,831) 64,499 23,220 (34,273) (12,573) (34,273) (12,573) - - - 15,334 - 50,807 - - 17,946 9,020 11,739 7,114 80 7,275 90,159 54,485 90,159 54,485 - - 198,663 114,428 1,547,860 637,372 1,725,976 639,556 - - (4,244) (1,523) - - 198,663 114,428 1,543,616 635,849 1,725,976 639,556 Breakdown of taxes payable is as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Taxes on income: Provision: Income tax Social contribution tax Prepayments: Income tax Social contribution tax Taxes payable As of December 31, 2007 Consolidated BNDES Consolidated 511,340 1,547,860 777,616 260,264 637,372 285,292 1,725,975 639,554 771,604 2,185,232 1,062,908 2,365,529 (249,427) (1,228,617) (255,866) (834,215) (136,062) (492,466) (95,462) (310,900) (385,489) 386,115 (1,721,083) 464,149 (351,328) 711,580 (1,145,115) 1,220,414 Recoverable and prepaid taxes are as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES As of December 31, 2007 Consolidated BNDES Consolidated Income tax overpaid in prior years Withholding income tax on fixed income Withholding income tax on variable income Withholding income tax on interest on capital Prepayments – Audiovisual Prepayments of IRPJ and CSLL for offset Other - 622 - 2,287 41,303 178,686 39,182 104,497 5,370 9,570 4,130 7,600 - 30,199 - - - 1,657 4,094 3,202 Total 46,673 266,554 47,406 315,877 Current Long-term 46,673 266,554 47,406 315,877 - - - - Total 46,673 266,554 47,406 315,877 - - - 182,317 - 45,820 - 15,974 BNDES 2008 / ANNUAL REPORT 74 20.2. Tax Credits In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Breakdown of deferred tax assets: Credits written off as loss Provision for civil and labor contingencies Allowance for investment valuation Adjustment of swap to fair value Swa p transactions – Regulatory Instruction 334/03 of the Federal Revenue Service Adjustment of securities to fair value Employee profit sharing Planned Employee Retirement Program Unearned interest Premium amortization, net of realization Barter of securities Allowance for losses on assets Tax loss Social contribution tax loss carryforwards As of December 31, 2007 Consolidated BNDES Consolidated 262,771 314,346 303,230 351,457 311,330 477,490 59,984 263,178 29,455 190,254 26,417 130,642 4,304 4,304 4,173 4,173 - - 38,536 38,536 - - 5,823 5,823 13,427 20,904 11,822 23,596 42,740 57,693 62,594 87,719 - - 19,961 19,961 - 69,366 - 109,968 - 218 - - 152 152 503 503 - 90,159 - - - 54,485 - - 664,179 1,279,371 533,043 1,035,556 5,642 5,642 - - 656 656 - - Subtotal Total 6,298 670,477 6,298 1,285,669 533,043 1,035,556 Current Long-term 132,113 379,475 155,025 305,858 538,364 906,194 378,018 729,698 Total 670,477 1,285,669 533,043 1,035,556 Subtotal Bre akdown of deferred tax on fair value adjustment of available-for-sale securities: IRPJ and CSLL PIS and Cofins Breakdown of deferred tax liabilities: Amortization of discount Adjustment of swap to fair value Adjustment of securities to fair value - (8,054) - (8,153) (2,548) (2,548) - - (30,876) (30,876) - - (33,424) (41,478) - (8,153) Taxes payable on available-for-sale securities: IRPJ and CSLL PIS and Cofins (taxes on revenues) (119,074) (119,074) - - (13,843) (13,843) - - Subtotal Total (132,917) (166,341) (132,917) (174,395) - (8,153) Current Long-term (30,876) (30,876) - - (135,465) (143,519) - (8,153) Total (166,341) (174,395) - (8,153) Subtotal BNDES 2008 / ANNUAL REPORT 75 Pursuant to Central Bank of Brazil Resolution 3059/02 and prevailing tax rates mentioned in Note 20.1, the Bank recognized deferred tax assets and liabilities on temporary additions and deductions that will be taxable and deductible from income and social contribution tax bases in the future. As of December 31, 2008, the provisions for deferred income and social contribution taxes were as follows: In Thousands of Brazilian Reais – R$ 2 Half of 2008 nd BNDES Income tax Social contribution Total Consolidated As of December 31, 2008 BNDES Consolidated As of December 31, 2007 BNDES Consolidated (64,057) (52,500) 2,279 65,607 (44,637) (38,435) (21,147) 95,434 144,882 (16,070) (237,941) (60,020) (102,492) (73,647) 97,713 210,489 (60,707) (297,961) The effect of the increase in social contribution tax rate (from 9% to 15% beginning May 2008, for BNDES and FINAME) amounted to R$94,067 thousand (R$107,940 thousand – Consolidated) and is included in the table shown above. Basically, deferred tax assets on temporary differences arise from: a) Credits written off as loss: refer to losses on loans or interbank onlendings which are past due for more than 360 days or had their maturity accelerated due to noncompliance with contract clauses. Such receivables may be under amicable collection by the receivables recovery department or, otherwise subject to court collection. b) Provisions for civil and labor contingencies: refer to labor (note 21.a) and civil (21.b) contingencies. c) Allowance for losses on investments: equity interests accounted at cost or under the equity method and other investments. d) Swap transactions: net gains or losses on swap transactions used to hedge payables. e) Barter of securities: refers to the tax credit recorded to offset the effect of current income and social contribution taxes paid on the difference between fair value and carrying amount arising from the securities barter transaction. The realization of these credits is tied to the sale of the underlying securities. f) Planned retirement employee program: estimated costs of the plan which provides incentives to employees who qualify for retirement for length of service (note 27). BNDES 2008 / ANNUAL REPORT 76 Tax credits and taxes payable on temporary additions and deductions are realized upon payment, utilization or reversal of the related provisions. The amounts recognized and written off in the year are as follows: In Thousands of Brazilian Reais – R$ BNDES Increase in CSLL Rate 12/31/2007 Tax credits: Credits written off as loss Provision for civil and labor contingencies Allowance for investment valuation Swa p transactions – Regulatory Instruction 334/03 of the Federal Revenue Service Adjustment of swap to fair value Adjustment of securities to fair value Employee profit sharing Planned Employee Retirement Program Recognition Realization 12/31/2008 303,230 53,511 52,541 (146,511) 262,771 59,984 10,585 252,150 (11,389) 311,330 26,417 4,662 187 (1,811) 29,455 38,536 6,801 - (45,337) - 4,173 736 82,738 (83,343) 4,304 5,823 1,028 183,079 (189,930) - 11,822 2,086 13,427 (13,908) 13,427 62,594 11,046 - (30,900) 42,740 19,961 3,523 - (23,484) - 503 89 - (440) 152 533,043 94,067 584,122 (547,053) 664,179 IRPJ and CSLL - - 5,642 - 5,642 PIS and Cofins - - 656 - 656 Unearned interest Allowance for losses on assets Subtotal Tax credits payable on available-for-sale securities: Subtotal - - 6,298 - 6,298 533,043 94,067 590,420 (547,053) 670,477 Adjustment of swap to fair value - - (2,548) - (2,548) Adjustment of securities to fair value - - (30,876) - (30,876) - - (33,424) - (33,424) IRPJ and CSLL - - (119,074) - (119,074) PIS and Cofins - - (13,843) - (13,843) Subtotal - - (132,917) - (132,917) Total - - (166,341) - (166,341) Total Taxes payable liabilities: Subtotal Taxes payable on available-for-sale securities: BNDES 2008 / ANNUAL REPORT 77 In Thousands of Brazilian Reais – R$ Consolidated Increase in CSLL Rate 12/31/2007 Tax credits: Credits written off as loss Provision for civil and labor contingencies Allowance for investment valuation Swa p transactions – Regulatory Instruction 334/03 of the Federal Revenue Service Adjustment of swap to fair value Adjustment of securities to fair value Employee profit sharing Planned Employee Retirement Program Unearned interest Amortization of premium Barter of securities Allowance for losses on assets Tax loss Social contribution tax loss carryforwards Recognition Realization 12/31/2008 351,457 57,610 55,811 (150,532) 314,346 263,178 18,815 302,024 (106,527) 477,490 130,641 4,662 242,917 (187,966) 190,254 38,536 6,801 - (45,337) 4,304 4,173 736 82,738 (83,343) 5,823 1,028 183,079 (189,930) - 23,597 2,561 20,904 (26,158) 20,904 87,719 12,115 457 (42,598) 57,693 19,961 3,523 - (23,484) - 109,968 - 11,834 (52,436) 69,366 - - 218 - 218 503 89 - (440) 152 - - 90,159 - 90,159 - - 54,485 - 54,485 1,035,556 107,940 1,044,626 (908,751) 1,279,371 IRPJ and CSLL - - 5,642 - 5,642 PIS and Cofins (taxes on revenues) - - 656 - 656 - - 6,298 - 6,298 1,035,556 107,940 1,050,924 (908,751) 1,285,669 Subtotal Taxes credits on available-for-sale securities: Subtotal Total Taxes payable liabilities: Amortization of discount (8,153) - - 99 (8,054) Adjustment of swap to fair value - - (2,548) - (2,548) Adjustment of securities to fair value - - (30,876) - (30,876) (8,153) - (33,424) 99 (41,478) IRPJ and CSLL - - (119,074) - (119,074) PIS and Cofins - - (13,843) - (13,843) - - (132,917) - (132,917) (8,153) - (166,341) 99 (174,395) Subtotal Taxes payable on available-for-sale securities: Subtotal Total BNDES 2008 / ANNUAL REPORT 78 In Thousands of Brazilian Reais – R$ BNDES 12/31/2006 Tax credits: Credits written off as loss Provision for civil and labor contingencies Allowance for investment valuation Swa p transactions – Regulatory Instruction 334/03 of the Federal Revenue Service Adjustment of securities to fair value Employee profit sharing Planned Employee Retirement Program Unearned interest Allowance for losses on assets Total Recognition Realization 12/31/2007 498,797 33,543 (229,110) 303,230 10,480 77,045 (27,541) 59,984 25,374 3,195 (2,152) 26,417 38,536 5,604 (1,431) 42,709 - 5,863 (40) 5,823 20,060 11,822 (20,060) 11,822 - 62,594 - 62,594 - 19,961 - 19,961 503 - - 503 593,750 219,627 (280,334) 533,043 In Thousands of Brazilian Reais – R$ Consolidated 12/31/2006 Tax credits: Credits written off as loss Provision for civil and labor contingencies Allowance for investment losses Swa p transactions – Regulatory Instruction 334/03 of the Federal Revenue Service Adjustment of securities to fair value Employee profit sharing Planned Employee Retirement Program Unearned interest Recognition Realization 12/31/2007 555,865 33,553 (237,961) 351,457 158,195 136,279 (31,296) 263,178 181,523 21,439 (72,321) 130,641 38,536 5,604 (1,431) 42,709 - 5,863 (40) 5,823 25,330 19,857 (21,590) 23,597 - 87,719 - 87,719 - 19,961 - 19,961 Amortization of premium 133,927 27,811 (51,770) 109,968 Barter of securities 239,638 - (239,638) - 503 - - 503 1,333,517 358,086 (656,047) 1,035,556 (8,153) - - (8,153) (8,153) - - (8,153) Allowance for losses on assets Total Taxes payable: Amortization of discount Total BNDES 2008 / ANNUAL REPORT 79 Unrecorded tax credits as of December 31, 2008 totaled R$2,293,766 thousand (R$11,623,496 thousand as of December 31, 2007), BNDES, and R$3,214,098 thousand (R$2,550,983 thousand as of December 31, 2007), Consolidated. These amounts refer basically to the allowance for loan losses (Central Bank of Brazil Resolution 2682/99), part of the provisions for civil and labor contingencies, allowance for losses on investments arising from tax incentives (Finor – Northeast Investment Fund) – only for CSLL – and others, and the provision for medical expenses (FAMS). Pursuant to Central Bank of Brazil Resolution 3059/02, tax credits can only be recognized on amounts that will be realized in up to 5 years, a period changed to 10 years under Central Bank of Brazil Resolution 3355/06. However, the 5-year timeframe has been conservatively maintained for the realization of tax credits, and these amounts will either be realized over a longer period or are not expected to be realized. The expected realization of tax credits is as follows: In Thousands of Brazilian Reais – R$ BNDES 2009 Credits written off as loss Provision for civil and labor contingencies Allowance for investment losses Adjustment of swap to fair value Employee profit sharing Planned Employee Retirement Program Allowance for losses on assets Total 2010 2011 2012 2013 After 2013 Total 92,236 77,814 13,513 47,012 32,196 - 262,771 2,071 74,131 2,374 1,302 231,452 - 311,330 - - - - - 29,455 29,455 4,304 - - - - - 4,304 13,427 - - - - - 13,427 20,076 8,600 8,194 5,870 - - 42,740 - - - - - 152 152 132,114 160,545 24,081 54,184 263,648 29,607 664,179 In Thousands of Brazilian Reais – R$ Consolidated 2009 2010 2011 2012 2013 After 2013 Total Credits written off as loss Provision for civil and labor contingencies Allowance for investment losses Adjustment of swap to fair value Employee profit sharing Unrealized gain on marketable securities barter Planned Employee Retirement Program Amortization of premium Allowance for losses on assets Income tax loss carryforwards Tax loss carryforwards 122,667 94,032 15,106 50,079 32,463 - 314,347 3,777 238,037 2,747 1,459 231,470 - 477,490 99,289 45,090 - 14,089 - 31,785 190,253 4,304 - - - - - 4,304 20,905 - - - - - 20,905 218 - - - - - 218 25,840 12,390 10,796 8,667 - - 57,693 52,705 1,954 967 3,414 370 9,956 69,366 - - - - - 152 152 31,107 33,611 25,441 - - - 90,159 18,664 20,166 15,654 - - - 54,484 Total 379,476 445,280 70,711 77,708 264,303 41,893 1,279,371 BNDES 2008 / ANNUAL REPORT 80 The present value of recorded tax credits, calculated considering the average funding rate, is R$491,493 thousand (R$1,004,886 thousand - Consolidated). Under article 5 of Resolution 3059/02, the assets corresponding to the portion of tax credits must be written off whenever the amounts effectively realized in two consecutive periods are less than 50% of the amounts estimated for the same period in a technical study prepared by the Bank. The provisions of this article are not applicable to tax credits recognized before the date on which such Resolution took effect. As of December 31, 2008, no write-offs of such nature have been made. The tax credits recognized after this Resolution took effect total R$570,375 thousand (R$1,088,679 thousand - Consolidated). 21. PROVISIONS FOR CIVIL AND LABOR CONTINGENCIES BNDES is a party to various labor and civil lawsuits arising from the normal course of its business. The lawsuits were classified into three risk of loss categories: probable, possible, and remote, based on the likelihood of loss according to opinion of the internal and external legal counsel that analyze the nature of the lawsuits, similarity with previous cases, complexity, previous court decisions, and the status of the lawsuits. The use of this classification criterion complies with CVM Resolution 489, of October 3, 2005, concerning contingencies, which recommends recognizing a provision in the total amount of contingencies classified as probable and the disclosure of contingencies classified as possible. The provisions recognized were considered by Management to be sufficient to cover any losses. The provisions recognized by nature are as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Consolidated As of December 31, 2007 BNDES Consolidated Labor lawsuits Civil lawsuits 44,425 57,284 69,617 81,051 761,097 1,242,074 140,201 731,312 Total 805,522 812,363 1,299,358 209,818 Current Non-Current 5,178 10,195 7,493 12,078 800,344 1,289,163 202,325 800,285 Total 805,522 1,299,358 209,818 812,363 BNDES 2008 / ANNUAL REPORT 81 a) Labor Lawsuits The provision for labor contingencies reflects the risk of probable loss on 115 ongoing lawsuits that refer basically to job reinstatement of dismissed employees (136 lawsuits - Consolidated.) Changes in the provisions for labor contingencies in the period are as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Balance at beginning of year Recognition (reversal), net Payments Balance at end of year Consolidated As of December 31, 2007 BNDES Consolidated 69,617 81,051 79,690 96,018 (17,720) (15,509) (10,073) (14,191) (7,472) (8,258) - (776) 44,425 57,284 69,617 81,051 As of December 31, 2008, there are 87 ongoing lawsuits (105 - Consolidated) classified as possible loss, in the estimated amount of R$26,382 thousand (R$30,499 thousand - Consolidated). b) Civil Lawsuits The provision for civil contingencies reflects the risk classification as probable loss on 38 (42 - Consolidated) lawsuits, the main of which refer to a claim for compensation for property damages and pain and suffering, for which the judgement of the appeals filed is pending, and privatizations made by the Federal Government and implemented by BNDES as the manager of the National Privatization Program (PND), besides contractual issues. At the consolidated level, lawsuits are similar, with the main one being a lawsuit filed in 1995, relating to a privatization auction held in 1989 for which the lower court decision, favorable to BNDESPAR, was revised and still awaiting judgement. BNDES 2008 / ANNUAL REPORT 82 Changes in the provision for civil contingencies in the period are as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Consolidated As of December 31, 2007 BNDES Consolidated Balance at beginning of year Recognition (reversal), net 140,201 731,312 159,029 587,066 620,896 510,762 (18,828) 144,246 Balance at end of year 761,097 1,242,074 140,201 731,312 As of December 31, 2008, there are 73 ongoing lawsuits (84 - Consolidated) classified as possible loss, in the estimated amount of R$285,733 thousand (R$734,658 thousand - Consolidated). 22. SHAREHOLDERS’ EQUITY BNDES’s subscribed capital is represented by 6,273,711,452 registered common shares, without par value, all held by the Federal Government. In September 2008, the Board of Directors of BNDES approved the additional payment of dividends for 2007 and 2006, respectively, in the amount of R$1,065,571 thousand and R$2,465,279 thousand, paid with federal government securities (CVS) that month. 22.1. Profit Reserves In 2008, the by-laws of BNDES includes the recognition of a profit reserve for future capital increase, a profit reserve for operating margin and a tax incentive reserve. The reserve for future capital increase is intended to assure that a shareholders’ equity compatible with the expected increases in the Bank’s assets is formed, and is recorded at the rate of 15% of adjusted net income, limited to 30% of capital. In 2008, the reserve for future capital increase was recorded in the amount of R$748,307 thousand. The reserve for operating margin is intended to guarantee operating margin compatible with the development of the Bank’s transactions, and is recorded at the rate of 100% of the remaining balance of net income, limited to 50% of the capital. In 2008, the reserve for operating margin was recorded in the amount of R$2,920,742 thousand. BNDES 2008 / ANNUAL REPORT 83 Further, with the enactment of Law 11638/07, tax incentives are recorded in the 2008 net income, and are allocated to profit reserves. In 2008, BNDES recorded a Tax incentive reserve in the amount of R$58,678 thousand which was deducted from the calculation basis of mandatory dividends, pursuant to article 195-A of Law 6404/76. 22.2. Mandatory Minimum Dividend The by-laws of BNDES provides for the payment of minimum dividends of 25% of adjusted net income, pursuant to article 202 of the Brazilian Corporate Law. Mandatory minimum dividends were calculated as follows: Net income Legal reserve Tax incentive reserve 5,313,040 Adjusted net income Mandatory minimum dividends – 25% Proposed dividends subject to interest on capital 4,988,710 1,247,178 1,319,462 (265,652) (58,678) In 2007, BNDES allocated 5% of its net income of R$7,313,765 thousand for the recognition of the legal reserve, in the amount of R$365,688 thousand. Twenty-five percent (25%) of net income was allocated as mandatory minimum compensation to the shareholder, after the recognition of the legal reserve, of which R$1,212,000 thousand as interest on capital and R$525,019 thousand as dividends. 22.3. Retained Earnings The balance of retained earnings, in the amount of R$6,208,091 thousand, refers to prior years’ earnings, which under Bacen Resolution 3605, of August 29, 2008, shall be allocated until December 31, 2010. BNDES 2008 / ANNUAL REPORT 84 23. TRANSACTIONS WITH SUBSIDIARIES 23.1. Transactions with Subsidiaries Transactions between companies included in consolidation have been eliminated from the consolidated financial statements and were as follows: In Thousands of Brazilian Reais – R$ 2 Half of 2008 As of December 31, 2008 nd FINAME BNDESPAR Total Assets: Onlendings Local currency Foreign currency FINAME BNDESPAR Total As of December 31, 2007 FINAME 49,627,262 16,876,578 66,503,840 38,579,777 12,575,447 94,931 12,670,378 9,737,582 62,202,709 16,971,509 79,174,218 48,317,359 Liabilities: Onlendings Local currency Income: Onlendings Local currency Foreign currency BNDESPAR Total 7,381,231 45,961,008 79,197 9,816,779 7,460,428 55,777,787 (686,993) (2,240,652) (2,927,645) (1,222,934) (2,341,989) (3,564,923) 885,504 625,481 1,510,985 1,672,673 982,458 4,184,336 38,563 4,222,899 3,427,930 33,057 5,069,840 664,044 5,733,884 5,100,603 (1,413) (113,737) (115,150) (311,614) Expenses: Onlendings Local currency BNDES 2008 / ANNUAL REPORT 85 2,655,131 1,461,971 356,215 1,818,186 3,460,987 (1,537,743) (11,103) (1,548,846) 1,015,515 6,116,118 (75,772) 345,112 269,340 (203,995) (515,609) (354,819) (202,107) (556,926) 23.2. Transactions with the National Treasury – BNDES’ Single Shareholder Transaction conditions are described in Note 17 and are summarized as follows: In Thousands of Brazilian Reais – R$ BNDES 2nd Half of 2008 Liabilities: Onlendings Expenses: Onlendings Consolidated As of December 31, 2008 As of December 31, 2007 (32,810,672) (4,336,010) 6,757,308 449,135 6,308,173 2nd Half of 2008 As of December 31, 2008 As of December 31, 2007 (37,182,784) (8,173,821) 5,936,554 164,143 5,811,994 23.3. Transactions with Welfare and Pension Plan Foundation of BNDES – FAPES Transactions with FAPES and Health Care and Welfare Fund (FAMS), administered by FAPES, summarized below, are detailed in Note 26: In Thousands of Brazilian Reais – R$ BNDES Liabilities: Payables – FAPES – Private pension plan Actuarial liabilities – FAMS – Health care plan Consolidated As of December 31, 2007 As of December 31, 2008 As of December 31, 2007 As of December 31, 2008 (895,345) (595,438) (1,047,553) (746,780) (436,898) (367,715) (595,149) (508,238) In Thousands of Brazilian Reais – R$ BNDES 2nd Half of 2008 Expenses: Private pension plan Health care plan As of December 31, 2008 Consolidated As of December 31, 2007 As of December 31, 2008 2nd Half of 2008 As of December 31, 2007 (59,208) (60,595) (45,558) (76,148) (82,810) (63,309) (25,105) (28,285) (22,706) (29,933) (42,833) (41,235) BNDES 2008 / ANNUAL REPORT 86 24. INCOME FROM (EXPENSES ON) ALLOWANCE FOR LOSSES Breakdown of income from allowance for losses: In Thousands of Brazilian Reais – R$ 2nd Half of 2008 BNDES Reversal (recognition), net, of: Loans Interbank onlendings Debentures Installment sales of securities Receivables Rec overy of receivables written off from assets Recorded income (expense), net As of December 31, 2008 Consolidated BNDES Consolidated As of December 31, 2007 BNDES Consolidated (332,905) (393,818) 88,470 52,199 1,125,738 1,193,630 (202,288) (230,984) (411,613) (434,551) (1,215,116) (1,198,301) 1,755 (2,358) 12,159 35,617 24,086 405,076 (37) (21,592) 9 3,277 1,118 60,481 342 124,422 (2,441) 110,187 (3,746) (92,775) 454,752 1,423,112 569,691 1,547,054 1,022,536 1,014,737 (78,381) 898,782 256,275 1,313,783 954,616 1,382,848 25. DERIVATIVES Foreign exchange and interest rate derivatives are used to adjust the composition and volatility of the exchange and interest rate positions of foreign financial liabilities of BNDES so that its “currency basket” credit product, which represents the composition of the Bank’s foreign currency exposure, is more attractive to borrowers. Concurrently, these derivatives facilitate management of assets and liabilities denominated in hard currencies to reduce any mismatching among these currencies. Pursuant to its financial policy, BNDES tries to transfer to borrowers exchange and interest rate risks, including those arising from derivative transactions, and ultimately assumes any credit risk derived from the effect of exchange or interest rate volatility on its customers. Exchange and interest rate derivatives transactions are intended to increase the dollar weight in the “currency basket” and minimize any adverse impact that the volatility of other hard currencies may cause on borrowers of funds denominated in the currency unit linked to the “currency basket” of BNDES, and reduce the risk associated to a possible currency mismatch in the BNDES balance sheet. BNDES 2008 / ANNUAL REPORT 87 As regards the effectiveness analysis of exchange and interest rate over-the-counter transactions, BNDES receives the full amount payable on the underlying hedged asset. Thus, the hedging level is usually close to 100%. Until the end of 2004, all BNDES transactions were carried out in the foreign over-the-counter market because of its higher liquidity offered. However, with the tax treatment changes introduced by Laws 11033 of December 21, 2004 and 11196 of November 21, 2005, BNDES decided to carry out new hedging transactions in the local market, registered with the Clearinghouse for the Custody and Financial Settlement of Securities (Cetip). Additionally, current transactions conducted in the foreign market were migrated to the local market. The option for carrying out transactions in the local market after 2005 required the preparation and negotiation of contractual instruments that regulate the local market hedging transactions with several institutions (Global Derivative Contract and Attachment), as well as the adaptation to the criteria for acceptance of local counterparties. In view of the liability transactions’ profile of BNDES, hedging transactions have been traded in the over-thecounter market and registered with Cetip. In order to mitigate the credit risk involved in such transactions, acceptance of the counterparties is determined based on the credit rating made by BNDES, with possible requirement of formal guarantees. The tables below describe the asset transactions involving currency hedges as of December 31, 2008. All transactions below were recorded according to Central Bank of Brazil Circular 3082, of January 30, 2002, and were traded in the local market and registered with Cetip. 25.1. Summary of Current Currency Swap Transactions Notional Value Benchmark Currencies Maturity ITL 300 billion Euro – US$ US$482 million US$ – R$ US$793 million April 2010 bet ween January 2009 and June 2010 bet ween March 2015 US$ (fixed – floating interest rate) and May 2021 Counterparts Ita ú BBA and Banco Merrill Lynch de Investimentos Cit ibank, Santander, Unibanco and Itaú BBA Cit ibank, Merrill Lynch de Investimentos and HSBC BNDES 2008 / ANNUAL REPORT 88 25.2. Managed Portfolio Additionally, in order to manage short-term currency mismatches, BNDES performs, through the Managed Portfolio, operations involving foreign exchange derivatives on the BMF (Commodities & Futures Exchange). The investments and redemptions are determined by BNDES and performed by BB DTVM, and the proceeds from redemptions of securities are deposited into a BNDES account maintained with Banco do Brasil and can be reinvested. Breakdown of derivatives (BNDES and Consolidated) In Thousands of Brazilian Reais – R$ As of December 31, 2008 Memorandum Account Balance Sheet Account Maturity Asset position: Swap contracts: Foreign currency: US$ x R$ US$ x R$ US$ x EUR Futures contracts (long position) R$ US$ Liability position: Swap contracts: Foreign currency: US$ x R$ US$ x R$ US$ x EUR Futures contracts (short position) US$ Total BNDES 2008 / ANNUAL REPORT 89 Custodian Nominal Value Amount Receivable (Payable) Fair Value Note 25.1 Cetip 400,096 40,985 40,985 jan/2009 and jan/2010 BMF 1,197,778 197,956 197,956 Note 25.1 Cetip 1,261,550 63,441 63,441 2,859,424 302,382 302,382 28,171 jan/2012 BMF 3,881,176 28,171 jan/2009 BMF 971,024 22,544 22,544 4,852,200 50,715 353,097 50,715 353,097 Note 25.1 Cetip 460,238 233,090 233,090 jan/2009 and jan/2010 BMF 1,014,255 14,434 14,434 Note 25.1 Cetip 467,135 - - 1,941,629 247,523 247,523 701,100 45,253 45,253 292,776 60,321 292,776 60,321 jan/2009 BMF In Thousands of Brazilian Reais – R$ As of December 31, 2007 Memorandum Account Shareholders’ Equity Nominal Value Amount Receivable (Payable) Swap contracts: Asset position: Foreign currency: US$ x R$ US$ x EUR Liability position: Foreign currency: US$ x R$ US$ x EUR Total Fair Value 692,787 159,078 707,092 67,456 159,078 67,456 1,399,879 226,534 226,534 (354,059) (3,880) (3,880) (810,893) - - (1,164,952) 234,927 (3,880) 222,654 (3,880) 222,654 In Thousands of Brazilian Reais – R$ Amounts Receivable (Payable) Summary of derivatives As of December 31, 2008 Short position Long position As of December 31, 2007 353,097 Total 226,534 (292,776) (3,880) 60,321 222,654 In Thousands of Brazilian Reais – R$ 2nd Half of 2008 Income (expense) on swaps contracts Income (expense) on futures contracts Total As of December 31, 2008 As of December 31, 2007 (59,450) (51,248) 1,097,556 991,979 246,124 - 1,038,106 940,731 246,124 BNDES 2008 / ANNUAL REPORT 90 The income (expenses) on derivative transactions are fully transferred to borrowers of funds pegged to a “currency basket”. The fair value of each swap transaction is defined as the difference between the estimated present values of their long and short positions. Position estimate is based on the calculation of their respective future cash flows – based on the rate at which the transaction was contracted, for fixed rate positions, or on projections from market curves, for floating rate positions – measured at present value based on the market curves applicable to each transaction. Swap transactions contracted by BNDES are intended to: (i) manage its exposure to market risks arising from fluctuations in foreign exchange and interest rates and/or (ii) manage the composition of the currency basket product, which is passed on to customers. Therefore, potential losses on these instruments arising from changes in the abovementioned factors are likely to be offset against gains on assets or reductions in liabilities associated with each transaction. 26. PENSION PLAN 26.1. Pension Plan Welfare and Pension Plan Foundation of BNDES (FAPES) is a private pension plan entity. Its main purpose is to provide benefits that supplement the social security benefits granted by the National Institute of Social Security (INSS) to the employees of its sponsors: BNDES, FINAME, BNDESPAR and FAPES itself. FAPES has a defined benefit plan and uses the capitalization financial system to measure its reserves. Sponsors must provide to FAPES, when required, funds for covering any technical deficits identified by an actuarial valuation, as established by the Foundation’s bylaws, pursuant to the legislation in force. Based on FAPES’ balance sheet of as of December 31, 2008, there is a surplus, before receivables from the sponsors, between the guarantee assets and the actuarial obligation, in the amount of R$277,866 thousand for BNDES - Bank (R$175,387 thousand as of December 31, 2007) and R$366,979 thousand - Consolidated (R$227,415 thousand as of December 31, 2007), equivalent to 8.7% (4.5% as of December 31, 2007) and 8.8% (17.0% as of December 31, 2007) of FAPES’ total guarantee assets, respectively, for BNDES – Bank and Consolidated. The actuarial liability is covered by Accounts payable – FAPES (Note 26.2) recorded in BNDES Group companies, in accordance with accounting recognition rules set forth by Accounting Procedure and Standard (NPC) 26 issued by the Brazilian Institute of Independent Auditors (Ibracon). Considering the sponsors’ receivables, the pension and retirement plan has a surplus of R$1,173,211 thousand for BNDES BNDES 2008 / ANNUAL REPORT 91 (R$670,381 thousand as of December 31, 2007) and R$1,414,532 thousand for Consolidated (R$873,751 thousand as of December 31, 2007), equivalent to 36.7% (17.1% as of December 31, 2007) and 34.0% (17.0% as of December 31, 2007) of total guarantee assets, respectively, for BNDES and Consolidated. The actuarial liability was measured by an independent actuary under the Projected Unit Credit (PUC) method, based on analyses carried out in September 2006. The amounts were adjusted through December 31, 2008 based on actuarial interest of 6% per year and monetary adjustment based on the INPC (National Consumer Price Index) variation. The table below shows the contributions made by BNDES to fund the benefit plan, in accordance with the limits established by legislation in force: In Thousands of Brazilian Reais – R$ 2nd Half of 2008 BNDES Payroll Participants’ contribution Sponsors’ contribution As of December 31, 2008 Consolidated BNDES Consolidated As of December 31, 2007 BNDES Consolidated 195,275 230,890 333,109 398,450 248,261 313,694 14,825 17,967 25,425 30,763 28,778 36,333 21,319 25,922 37,364 45,463 28,778 36,333 26.2.Accounts Payable – FAPES Accounts payable – FAPES refers to debt acknowledgement contracts entered into with the sponsors, with fixed amortization term and monthly payments, with a total of thirteen installments each year, calculated by the Price System and subject to an actuarial interest rate of 6% per year, plus an administrative costing rate and monetary adjustment, which occurs at the same time and ratio as the salary adjustment or general changes of the sponsors’ employees. BNDES 2008 / ANNUAL REPORT 92 The debt balance is as follows: In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Consolidated As of December 31, 2007 BNDES Consolidated 2002 contracts (a) 2004 contracts (b) Provision for change in career and salaries plan – PECS (c) 385,002 492,038 357,999 457,528 119,433 164,605 136,995 188,808 390,910 390,910 100,444 100,444 Total 895,345 1,047,553 595,438 746,780 Current Non-Current 15,923 21,284 14,018 18,754 879,422 1,026,269 581,420 728,026 Total 895,345 1,047,553 595,438 746,780 (a) Refers to the agreement between the BNDES group entities and their employees regarding the recognition of changes in working hours, pursuant to Law 10556, of November 13, 2002, which resulted in a 16.67% increase in the participants’ contribution salary, directly impacting the benefit plan’s mathematical reserves. For partial coverage of the increase in such reserves in 2002, contracts establishing the debt repayment in 390 installments were entered into. The payments began in January 2003. (b) Refers to conversion of the mathematical reserves to be recognized (in compliance with Central Bank of Brazil’s recommendation), which were being amortized on a monthly basis since November 1998 through extraordinary contributions, into debt acknowledged by the sponsors, falling due in November 2018. The first installment was paid in December 2004. (c) PECS (Strategic Career and Salaries Plan): BNDES Executive Board approved the amendment to the NEA (Salary Evolution and Access Standard) that substitutes the originally established seven fiveyear periods for thirty one-year periods. As a result, STEA – Serviços Técnicos de Estatística e Atuaria Ltda, a company that provides the actuarial valuation and calculation services to FAPES, concluded that the changes made would increase mathematical reserves for unvested benefits of active participants by R$390,910 thousand as of July 2007, in view of the entry of new participants, the aging of the group of beneficiaries, and the increase in participants’ contribution salary. Therefore, BNDES Executive Board authorized the accrual of this amount. 26.3.Other Employee Benefits a) Health Care Plan BNDES and its subsidiaries sponsor the Health Care and Welfare Fund (FAMS), created primarily to provide the plan’s participants and dependents with benefits that supplement or are similar to those granted by the INSS. These benefits, which include healthcare, hospital and dental care services under free- or directed-choice systems, are provided to the employees since 1976, under BNDES Executive Board Resolution 933/98, also applicable to BNDES subsidiaries. FAMS beneficiaries are active and retired employees of BNDES and its subsidiaries and their dependents; in the event of death of the principal beneficiary, the dependent is assured of his/her right to the benefits over a maximum of 24 months. FAMS receives funds donated by BNDES and its subsidiaries to attain its goals. These funds are managed by FAPES, which is also responsible for annual budgeting and detailing of operating costs required by FAMS. BNDES 2008 / ANNUAL REPORT 93 FAMS is not covered by guarantee assets. Benefits are prepaid by BNDES based on budgets prepared by FAPES, which files with BNDES a monthly Accountability Schedule prepared by FAPES to support the expenses incurred. As of December 31, 2008, the amount of the actuarial obligation to covered participants and active participants for the average future length of service was recorded based on the update of the actuarial valuation made by an independent actuary on September 30, 2008. In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES As of December 31, 2007 Consolidated BNDES Consolidated Active participants Covered participants 268,984 345,099 249,469 332,623 302,021 392,411 328,687 410,987 Value of actuarial obligation 571,005 737,510 578,156 743,610 Unrecognized actuarial losses (134,107) (142,361) (210,441) (235,372) 436,898 595,149 367,715 508,238 Current Non-Current 11,630 16,509 11,640 16,011 425,268 578,640 356,075 492,227 Total 436,898 595,149 367,715 508,238 Net actuarial liability In Thousands of Brazilian Reais – R$ 2 Half of 2008 As of December 31, 2008 nd Net expenses in the period BNDES Consolidated BNDES Consolidated Cost of current service Cost of interest Unrecognized actuarial losses, net 4,664 7,017 11,015 13,368 22,678 40,305 61,519 79,147 (1,397) - 10,902 12,299 Total 25,945 47,322 83,436 104,814 In Thousands of Brazilian Reais – R$ 2 Half of 2007 As of December 31, 2007 nd Net expenses in the period BNDES Consolidated BNDES Consolidated Cost of current service Cost of interest Unrecognized actuarial losses, net 5,309 6,758 10,113 12,874 23,777 32,000 46,682 62,792 - 767 5,581 9,414 Total 29,086 39,525 62,376 85,080 BNDES 2008 / ANNUAL REPORT 94 b) Other Benefits In addition to FAMS, BNDES and its subsidiaries grant the following benefits to their active employees: In Thousands of Brazilian Reais – R$ 2nd Half of 2008 BNDES As of December 31, 2008 Consolidated BNDES Consolidated As of December 31, 2007 BNDES Consolidated Transportation ticket Meal voucher Daycare 137 208 249 321 250 347 6,260 7,790 12,581 14,439 10,700 13,478 1,103 1,162 2,018 2,100 1,581 1,703 Total 7,500 9,160 14,848 16,860 12,531 15,528 26.4.Results of Actuarial Valuation of the Pension Plan In Thousands of Brazilian Reais – R$ As of December 31, 2008 BNDES Change in fair value of plan assets: Fair value of plan assets at beginning of year Expected return on plan assets Contributions received by the fund* Benefits paid Actuarial gain (loss) on plan assets at beginning of year** Fair value of plan assets at end of year (1) Change in actuarial obligation: Present value of actuarial obligation at beginning of year Cost of interest Cost of current service Benefits paid Actuarial loss on actuarial obligation at beginning of year Present value of actuarial obligation at end of year (2) (3) P resent value of obligations in excess of present value of assets (1-2) (4) Unrecognized actuarial losses (5) Net actuarial assets (obligations) before receivables from sponsor (3+4) (6) Receivables from sponsor Net actuarial assets (liabilities) (5+6) Consolidated As of December 31, 2007 BNDES Consolidated 3,922,537 414,453 101,088 (197,127) (1,046,697) 3,194,254 5,142,609 545,559 127,703 (246,712) (1,414,386) 4,154,773 3,092,471 328,917 93,106 (172,054) 580,096 3,922,536 4,038,455 430,176 120,130 (210,950) 764,798 5,142,609 3,299,595 345,022 71,991 (197,127) 317,767 3,837,248 4,325,904 452,954 88,458 (246,712) 370,513 4,991,117 3,052,813 178,082 60,646 (172,054) 180,108 3,299,595 3,986,664 232,964 76,665 (210,950) 240,562 4,325,905 (642,994) (836,344) 622,941 816,704 920,860 1,203,323 (447,554) (589,289) 277,866 366,979 175,387 227,415 895,345 1,173,211 1,047,553 1,414,532 494,994 670,381 646,336 873,751 * 2 008 - Includes R$38,299 thousand, in BNDES, and R$51,477 thousand, in Consolidated, from other participants’ contributions. 2007 - Includes R$35,550 thousand, in BNDES, and R$47,464 thousand, in Consolidated, from other participants’ contributions. ** The Brazilian, as well as the global, stock market has turned in a negative performance, which ultimately impacts FAPES’ results. Accordingly, significant losses in the variable rate segment, which account for 26% of FAPES’ assets were recorded. BNDES and FAPES understand that this loss is due to a market situation expected to be temporary. BNDES 2008 / ANNUAL REPORT 95 In Thousands of Brazilian Reais – R$ 2nd Half of 2008 Net expenses in the period BNDES Cost of current service Cost of interest Expected return on plan assets Participants' contributions Unrecognized actuarial gains, net Total As of December 31, 2008 Consolidated BNDES Consolidated 39,008 47,930 71,991 88,457 248,851 326,765 345,022 452,954 (209,791) (277,103) (414,452) (545,559) (12,190) (14,604) (24,476) (29,936) - 827 (3,950) (7,713) 65,878 83,815 (25,865) (41,797) In Thousands of Brazilian Reais – R$ 2nd Half of 2007 Net expenses in the period BNDES Cost of current service Cost of interest Expected return on plan assets Participants' contributions Consolidated 31,194 Total As of December 31, 2007 BNDES 39,434 Consolidated 60,646 76,665 89,100 116,658 178,082 232,963 (167,681) (219,453) (328,917) (430,176) (10,032) (12,800) (19,905) (25,470) (57,419) (76,161) (110,094) (146,018) The main assumptions adopted in the actuarial valuation were: Specification Type As of December 31, 2008 As of December 31, 2007 Benefits plan Benefits considered Actuarial valuation method Defined benefit All regulatory benefits Defined benefit All regulatory benefits Projected unit credit method Projected unit credit method Mortality table AT-2000 AT-2000 Disability Ave rage turnover up to 47 years old for those joining the plan after 12/31/1977 Ave rage turnover after 47 years old for those joining the plan by 12/31/1977 Álvaro Vindas Álvaro Vindas 0% per year 0% per year 0% per year 0% per year Ind ex of actual salary increase expected for active participants 2.4426% and 2.9546% per year, for 2.4426% and 2.9546% per year, for assistants and technicians, respectively, assistants and technicians, respectively, up to the expected retirement age up to 51 years and nil after 51 years Ind ex of actual increase expected for pension 0% per year benefits granted: Ind ex of actual increase expected for health care 3% (actual growth) and 2% due to aging benefits granted: 0% per year 5% per year Rat e used to discount actuarial liabilities to present value: Interest of 6% per year plus 4.5% adjustment Interest of 6% per year plus 4.5% adjustment Expected rate of return on plan assets: Interest of 6% per year plus 4.5% adjustment Interest of 6% per year plus 4.5% adjustment BNDES 2008 / ANNUAL REPORT 96 27. PLANNED EMPLOYEE RETIREMENT PROGRAM After the decision of the Federal Supreme Court (STF) establishing that the voluntary retirement of employees does not automatically terminate the employment contract, a large number of employees remained working at the Bank while receiving the retirement benefit, which impaired the expected renewal of its personnel. The Planned Retirement Program, which encourages employees who qualify for full or early retirement for length of service to leave the Bank, was approved in the 2007 Collective Bargaining Agreement to ensure the renewal of personnel and that the experience of the retirees is passed on to the new employees. According to a FAPES estimate, in the next five years 713 employees will be eligible to the Program, which corresponds to approximately 35% of the current personnel of BNDES Group. As of December 31, 2008, the estimated disbursement resulting from the implementation of the program is approximately R$148,764 thousand, as follows: R$106,850 thousand – BNDES, R$30,198 thousand – BNDESPAR and R$11,716 thousand – FINAME. The disbursement for the next 12 months is estimated at R$66,540 thousand, as follows: R$50,190 thousand – BNDES, R$12.928 thousand – BNDESPAR and R$3,422 thousand – FINAME. 28. ASSETS AND LIABILITIES WITH THE NATIONAL TREASURY 28.1. Assets Refer to amounts receivable from the National Treasury to equalize interest from Federal Government’s incentive programs (Pronaf, Revitaliza and Agrícolas) with a fixed rate below the long-term interest rate (TJLP) to TJLP plus 1%. Balances as of December 31, 2008 were R$452,441 thousand – BNDES and R$768,976 thousand – Consolidated. 28.2. Liabilities Refer to amounts payable to the National Treasury to equalize interest from Federal Government’s incentive programs (Modermaq and Moderfrota) with fixed rate above TJLP, to TJLP. In other words, under programs whose fixed rate is higher than TJLP, any excessive interest in relation to TJLP shall be returned to the National Treasury. Receivables from the acquisition of shares in Banco do Brasil, in March 2007, from Export Guaranty Fund (FGE), which were paid in installments to the National Treasury, settled in October 2008. As of December 31, 2008, balances were R$6,943 thousand and R$391,876 thousand, in BNDES and Consolidated, respectively (R$1,155,265 thousand as of December 2007, in BNDES and Consolidated). BNDES 2008 / ANNUAL REPORT 97 29. OPERATING LIMITS (BASEL ACCORD) Pursuant to Central Bank of Brazil Resolution 2283 of June 5, 1996, the minimum capital ratios (Bank and Consolidated) are calculated on risk-weighted assets. As of December 31, 2008, such ratio reached 19.14% for BNDES (28.29% as of December 31, 2007) and 17.80% for Consolidated (26.73% as of December 31, 2007). 30. OTHER INFORMATION 30.1.Joint Liability of the Federal Government In conformity with Opinion 1124/96 issued by the Ministry of Planning and Budget, BNDES, as a wholly-owned company of the Federal Government, cannot file for bankruptcy and the Federal Government is jointly liable for obligations assumed by BNDES. 30.2.Counter-Guarantees Provided BNDES pledged to the National Treasury as counter-guarantees for guarantees and loans raised abroad, in the amount of US$600 million, 7,744,038 registered preferred shares issued by Petróleo Brasileiro S.A. – Petrobras (later split into 61,952,304 preferred shares) and 28,083,251,230 registered common shares issued by Centrais Elétricas Brasileiras S.A. – Eletrobrás (later grouped into 56,166,502 common shares) held by its wholly-owned subsidiary BNDES Participações S.A. – BNDESPAR. Out of these shares, 61,952,304 preferred shares issued by Petrobras and 1,510,070 common shares in Eletrobrás remain blocked and under custody. 30.3.Management of Programs Export Guaranty Fund – FGE FGE, a accounting fund linked to the Ministry of Finance and managed by BNDES, was created by Law 9818/99 for the purpose of covering the guarantees pledged by the Federal Government on export insurance guarantee transactions. As of December 31, 2008, total guarantees pledged amounted to R$5,656,916 thousand. BNDES 2008 / ANNUAL REPORT 98 Guaranty Fund to Promote Competitiveness – FGPC FGPC is an accounting fund linked to the Ministry of Development, Industry and Foreign Trade and managed by BNDES, created by Law 9531/97 and regulated by Decree 3113/99. The purpose of this fund is to provide funds to guarantee the risk of financing operations undertaken by BNDES and FINAME, directly or through onlending institutions, to micro, small and midsized export companies or producers of inputs that are an integral part of the production process, assembly or packaging of goods for export. As of December 31, 2008, total guarantees pledged amounted to R$314,402 thousand. Regional Development Fund using Privatization Resources – FRD FRD, created on December 17, 1997 through BNDES Resolution 918, is an accounting fund engaged in providing financial support to regional and social development projects in municipalities geographically located in areas under the influence of Companhia Vale do Rio Doce (Vale). The seed capital of the fund was R$85,900 thousand, provided from a donation made under National Privatization Board (CND) Resolution 02/97. In 2008, the fund conducted transactions totaling R$8,368 thousand. Land and Agrarian Reform Fund – Banco da Terra Banco da Terra is an accounting fund created by Supplementary Law 93/98 and regulated by Decree 3475/2000, to provide funds for rural settlement and land reform programs, and BNDES is the financial manager of the Fund. 30.4.Risk Management and Internal Controls Proper risk management and an effective internal control system are crucial to allow BNDES to fulfill its mission effectively, in accordance with internal and external regulations and with the goals established by Top Management. These activities are extended and integrated into a specific unit called AGR (Risk Management Area). BNDES 2008 / ANNUAL REPORT 99 AGR comprises the Internal Control, Credit Risk Management, Market Risk Management and Operational Risk Management Departments. In general, it has the following functions: efine and propose to the Board of Directors the general risk management and internal control guidelines for D BNDES and its subsidiaries; • Monitor the risk exposure levels; • Analyze and monitor the regulatory capital requirements; • Analyze the evolution of the allowances for loan losses and their impacts on the results of BNDES and its subsidiaries; • Evaluate the quality of existing internal controls in the BNDES System, assignment of responsibilities, segregation of • duties, involved risks, and compliance with internal and external regulations, proposing actions for their improvement; • Disseminate an internal control and risk management culture in the BNDES System. The Risk Management Committee (CGR) was also created and is composed of the Chairman, the Vice-Chairman and Directors of BNDES who meet monthly to evaluate and express their opinions on risk management and internal control issues. Prudential Regulation The year 2008 was marked by a reversal in the world economy evidencing the risk management issue, as well as the importance of Financial Regulation for the health of economies. In Brazil, the emphasis is on the change in the institutional structure of Financial Regulation, with the enforcement of the Brazilian Central Bank regulations referring to the implementation of Basel II in Brazil and the preparation of financial institutions for the change in accounting norms which will occur with the enforcement of international accounting standards – International Financial Reportings Standards (IFRS). For BNDES, in this year, the efforts were focused on adapting to new Brazilian Central Bank regulations, improving internal controls, and disseminating a risk culture in the Institution. Among the new obligations as of July 2008, there is the sending of information to the Regulatory Agency on market risk on a daily basis, and on market, credit and operational risk, on a monthly basis. BNDES 2008 / ANNUAL REPORT 100 Internal Controls BNDES intends to promote the continuous improvement of internal controls for financial, operating and managerial information systems. For this, it performs procedures with the objective of evaluating the risks and internal controls on work processes, as well as compliance with internal and external regulations. Reports containing evaluation conclusions are submitted to the Risk Management Committee and the Top Management. In addition, actions for the dissemination of internal controls culture are developed to lead to high ethical and conduct standards resulting in a structured process of communication based on transparency. During 2008, the Executive Board and the Board of Directors approved the BNDES Corporate Policy of Internal Controls which defined objectives, principles, guidelines and responsibilities required for the maintenance of internal controls adequate to the institution. Operational Risk In 2008, the unit responsible for conducting activities related to operational risk, implemented a set of actions aiming at compliance with the Brazilian Central Bank (Bacen) regulations. A template of an operational risk event chart was developed, classifying loss events in three levels, considering the eight categories provided for in Resolution 3380/06. This tool guides the capture, analysis, and monitoring of possible loss events in BNDES, in addition to aggregating and organizing events possessing similar features, contributing to build a database which will permit the use of an advanced methodology in the future to calculate the operation risk portion for capital requirement calculation. In compliance with Bacen Release 16913, BNDES selected the Basic Indicator Approach as the methodology for calculating the Required Regulatory Capital (PRE) portion referring to the operational risk (POPR) addressed by Circular 3383, of April 30, 2008. This portion has been periodically determined and informed to Bacen as an integral part of the Statement of Operational Limits (DLO). In order to disseminate the operational risk culture in the institution, a specific module on this theme was included in the new employee training program which has been regularly ministered to new employees. BNDES 2008 / ANNUAL REPORT 101 A review of the Operational Risk Corporate Policy was carried out and was subsequently approved by BNDES Executive Board and Board of Directors, in compliance with the determination of the supervising entity, pursuant to the terms of Bacen Resolution 3380/2008. Within the scope of the Business Continuity Management (GCN) there was, under the coordination of AGR, the participation of Business Units in CPD Contingency Tests to evaluate the BNDES capacity of carrying out key business processes in an alternative environment, as a preliminary stage for the construction of an integrated GCN system. Credit Risk The main objective of credit risk management is to evaluate the BNDES loan portfolio risk. One of its assignment is to calculate Regulatory Capital, in order to guarantee compliance with current regulation. Currently, the standardized methodology for the calculation of Regulatory Capital, issued by the regulatory agency, is used. However, BNDES already carries out internally preliminary estimates for different risk components of its loan portfolio, aiming at evaluating potential expected and unexpected financial losses. During the first half of 2008, the Department organized itself to comply with the procedures established by Bacen Circular 3360/2007, for the calculation of the Required Regulatory Capital (PRE) portion referring to exposures weighted by a risk weight factor (PEPR). This activity involved other areas of the Bank and comprised a database survey and organization, including information on several risk mitigators used by BNDES, and the exposures related to credit commitments. During the second half of 2008, the BNDES completed the database treatment required for the determination of different credit risk components (Probability of Default, Loss Due to Default and Credit Risk Exposure). After the database treatment, preliminary estimates for mentioned risk components have already been obtained. Simultaneously, BNDES has structured itself to comply with Bacen Circular 3398/2008, and currently carries out the monthly monitoring of credit risk exposure of the Public Sector, of different sectors of the economic activity, and of the limits established in CMN Resolution 2844/2001. The improvement of credit risk management techniques currently used by BNDES will not only permit compliance with Basel II requirements but will also provide a deep knowledge of the Institution’s credit portfolio, generating important bases for the improvement of its credit policy. BNDES 2008 / ANNUAL REPORT 102 Market Risk Activities carried out by market risk management involve measuring and managing risks arising from the volatility of macroeconomic variables, such as interest rate, foreign exchange rate, and share price. Accordingly, as of 07/01/2008, when Bacen Resolution 3490 and underlying Circulars 3361, 3362, 3363, 3364, 3365, 3366 and 3368 of 09/12/08 and 3389 of 06/25/2008, BNDES defined and improved data survey and regulatory capital calculation mechanisms required to cover market risks existing in the Bank’s portfolio. BNDES informs Bacen, on a regular basis, the Journal Statement of Capital Requirement Installments (DDR), as well as monthly information on market risk for both trading and bank portfolios, through the Statement of Limits and Minimum Standards (DLO). In addition to this information, marking to market of the whole Bank’s portfolio is sent on a monthly basis (Statement of Market Risk - DRM). As regards of market risk measurement of transactions contained in the bank portfolio, computed in Rban (installment related to interest rate risk of the bank portfolio transactions), BNDES defined GAP as the standard methodology to be used, and also created a routine for retrieving data related to all asset and liability transactions of the bank portfolio. During 2008, the following activities should be highlighted: studies for the implementation of a model for market risk management of its own; contribution for the dissemination of a risk management culture in the institution; monitoring of the capital structure of the companies of the BNDES system; and carrying out the bid notice public inquiry to acquire market risk tool. Centralization of market risk management process permitted a greater specialization of the work and the implementation of new routines, important for the improvement of market risk management in the Institution. BNDES 2008 / ANNUAL REPORT 103 BOARD OF DIRECTORS Chairman Miguel Jorge Vice Chairman Luciano Coutinho MEMBERS OF THE BOARD Alessandro Golombiewski Teixeira Carlos Roberto Lupi Eduardo Eugênio Gouvêa Vieira João Antônio Felício João Paulo dos Reis Velloso Luiz Eduardo Melin de Carvalho e Silva Paulo Antonio Skaf Paulo Bernardo Silva Cláudio Renato Guimarães da Silva SUPERVISORY BOARD Erenice Alves Guerra Charles Carvalho Guedes Reginaldo Braga Arcuri Clayton Campanhola – Alternate member Nina Maria Arcela – Alternate member Maurício Teixeira da Costa – Alternate member BNDES 2008 / ANNUAL REPORT 104 EXECUTIVE BOARD CEO Luciano Coutinho Vice-President Armando Mariante Carvalho Junior OFFICERS Eduardo Rath Fingerl Elvio Lima Gaspar João Carlos Ferraz Luiz Fernando Linck Dorneles Maurício Borges Lemos Wagner Bittencourt de Oliveira SUPERINTENDENT OF THE FINANCIAL AREA Maria Isabel Rezende Aboim HEAD OF THE ACCOUNTING DEPARTMENT Vânia Maria da Costa Borgerth – CRC – RJ 064.817/4 BNDES 2008 / ANNUAL REPORT 105 In Thousands of Brazilian Reais – R$ Table 6 – BNDESPAR: Balance Sheets As of December 31 2008 Current assets Cash and cash equivalents Securities Shares of Banco do Brasil investment funds Debentures Allowance for losses – Debentures Shares and warrants Shares of investment funds Government securities Other receivables Term sale of securities Allowance for losses – Term sale of securities Receivables Allowance for losses – Receivables Dividends and interest on capital receivable Tax credits Recoverable and prepaid taxes Other 2007 3,052,918 317 1,645,429 2,640,088 83 1,179,516 583,708 769,444 28,488 7,181 (2,970) (5,449) - 3,900 1,035,633 403,879 570 561 1,407,172 1,460,489 377,460 320,187 (3,942) (3,552) 5,456 398,205 (4,066) (124,233) 652,134 450,190 172,598 133,531 189,682 267,841 17,850 18,320 33,644,460 8,479,286 4,944,950 24,805,007 5,950,172 2,303,892 Debentures Allowance for losses – Debentures Government securities 5,080,685 2,469,066 (135,735) (165,735) - 561 Other receivables 3,534,336 3,646,280 Term sale of securities Allowance for losses – Term sale of securities Receivables Allowance for losses – Receivables Tax credits Tax incentives 3,170,312 3,320,318 (33,107) (36,831) 15,334 12,464 Non-current assets Long-term assets Securities (11,428) (3,889) 267,324 290,365 125,901 63,853 Investments 25,165,174 18,854,835 Investments in affiliates Other equity interests Other investments 7,637,318 7,284,944 17,527,856 11,554,865 - 15,026 Total assets 36,697,378 27,445,095 BNDES 2008 / ANNUAL REPORT 106 In Thousands of Brazilian Reais – R$ Continuation Table 6 – BNDESPAR: Balance Sheets As of December 31 2008 2007 Current liabilities Securities Onlendings 4,075,740 168,088 2,899,149 2,922,463 1,445,475 BNDES 2,899,149 1,445,475 Other payables 1,008,503 1,476,988 780,399 881,274 78,033 400,762 58,747 78,247 5,017 4,585 Dividends and interest on capital payable Taxes on income Other taxes Provision for civil and labor contingencies Actuarial liabilities – FAMS Linked to foreign exchange transactions Accounts payable – FAPES Provision for Planned Retirement Program Others 3,653 3,379 12,116 10,337 3,943 3,483 12,928 35,358 53,667 59,563 Non-current liabilities Long-term liabilities Debentures Onlendings 19,082,238 19,082,238 2,134,349 16,213,817 10,642,819 10,642,819 2,025,935 7,918,953 BNDES National Treasury 14,072,360 6,014,953 2,141,457 1,904,000 Other payables 734,072 697,931 Accounts payable – FAPES Actuarial liabilities – FAMS Provision for Planned Retirement Program Provision for civil and labor contingencies Deferred taxes 108,302 108,086 117,047 105,100 17,270 20,720 483,399 455,872 8,054 8,153 Shareholders’ equity 13,539,400 13,879,813 Capital Capital increase under approval Capital reserve Revaluation reserve Valuation adjustments to equity – Affiliates’ assets Profit reserve Legal reserve Tax incentive Retained earnings 10,404,356 10,404,356 Total liabilities and shareholders’ equity BNDES 2008 / ANNUAL REPORT 107 2,370,910 - 92,993 92,993 - 281,105 4,684 - 595,835 427,823 70,622 - - 2,673,536 36,697,378 27,445,095 In Thousands of Brazilian Reais – R$ Table 7 – BNDESPAR: Statements of Income As of December 31 2nd Half of 2008 Operating income Equity interest Equity in affiliates Gain on sale of variable-income securities Interest on capital Dividends Commissions and fees Financial transactions Loans Securities Income from investment funds Commissions and charges Operating expenses Equity interest Equity in affiliates Recognition of allowance for losses on investments Expenses on equity in affiliates Premium amortization Financial transactions Financial charges on payables: Issue of debentures BNDES BNDES – PIS/Pasep funds National Treasury Bills Other payables Reversal of the allowance for losses General and administrative expenses Tax expenses Officers’ compensation Personnel expenses Recognition (reversal) of provision for civil and labor contingencies Inflation adjustment of assets and liabilities, net – Selic Administrative expenses Others Income before taxes on income Income tax Social contribution tax Deferred taxes Income before profit sharing Employee Profit Sharing Net income Earnings per share 2008 2007 2,387,638 2,200,950 328,491 578,164 782,236 499,011 13,048 186,688 209,320 274,466 (301,567) 4,469 (1,735,664) (973,109) (259,026) (713,910) (173) (762,555) 8,143,948 7,442,517 746,866 4,613,946 1,170,218 887,501 23,986 701,431 392,965 439,456 (143,307) 12,317 (2,759,656) (1,418,450) (741,051) (677,226) (173) (1,341,206) 6,577,679 5,719,235 1,153,442 3,223,503 827,760 514,320 210 858,444 408,289 339,813 106,198 4,144 (793,912) (222,522) (107,281) (7,921) (107,320) (571,390) (134,283) (664,044) (24,993) (134,164) (4) 194,933 (252,140) (82,316) (170) (123,217) (14,011) (56,074) (30,405) 54,053 399,834 (102,438) (40,167) (34,948) 222,281 (15,645) 206,636 206,636 (277,012) (1,015,515) (54,984) (237,458) (4) 243,767 (610,915) (154,104) (370) (215,692) (28,585) (193,777) (49,670) 31,283 4,773,377 (1,036,520) (377,109) 16,125 3,375,873 (15,645) 3,360,228 3,360,228 (138,240) (345,111) (266,167) (180,838) (4) 358,970 (646,276) (211,664) (305) (203,887) (27,912) (140,998) (30,247) (31,263) 5,137,491 (811,689) (304,994) (283,471) 3,737,337 (26,710) 3,710,627 3,710,627 BNDES 2008 / ANNUAL REPORT 108 In Thousands of Brazilian Reais – R$ Table 8 – FINAME: Balance Sheets As of December 31 Current assets Cash Securities Banco do Brasil exclusive investment fund Stocks 2008 2007 20,117,060 976 968,403 15,172,572 2,299 28,638 967,723 28,638 680 - Interbank onlendings 17,330,205 13,869,316 Interbank onlendings Allowance for losses Provision for rebates on special agricultural programs 17,401,700 14,088,260 (71,495) (64,278) - (154,666) Loans 1,702,408 1,212,479 Loans Allowance for losses 1,735,038 1,237,067 (32,630) (24,588) 115,068 59,840 Other receivables Prepaid taxes Tax credits Linked to the National Treasury Other 30,199 630 74,764 17,302 - 28,867 10,105 13,041 Non-current assets long-term assets Interbank onlendings 48,759,270 48,759,270 38,039,574 39,236,417 39,236,417 30,809,293 Interbank onlendings Allowance for losses 38,196,506 30,950,505 (156,932) (141,212) Loans 10,271,596 8,341,704 Loans Allowance for losses 10,468,473 8,510,863 (196,877) (169,159) Other receivables 448,100 85,420 Tax credits Linked to the National Treasury Tax incentives 100,506 61,315 Total assets BNDES 2008 / ANNUAL REPORT 109 316,535 - 31,059 24,105 68,876,330 54,408,989 In Thousands of Brazilian Reais – R$ Continuation Table 8 – FINAME: Balance Sheets As of December 31 2008 2007 Current liabilities Onlendings 4,248,736 3,728,931 6,146,889 5,903,658 BNDES National Treasury 3,659,077 5,842,289 Other payables Actuarial liabilities – FAMS Credits restricted to transaction settlement Dividends and interest on capital payable Taxes on income Other taxes Accounts payable – FAPES Provision for Planned Retirement Program Linked to the National Treasury Other 69,854 61,369 519,805 243,231 1,226 992 24,155 7,113 59,777 84,372 - 108,071 2,125 4,121 1,418 1,253 3,422 7,979 384,933 - 42,749 29,330 Non-current liabilities log-term liabilities Onlendings 60,793,016 60,793,016 60,704,433 44,630,382 44,630,382 44,408,881 BNDES National Treasury 58,543,632 42,475,070 2,160,801 1,933,811 Other payables 88,583 221,501 Accounts payable – FAPES Provision for civil and labor contingencies Actuarial liabilities – FAMS Provision for planned program 38,544 38,520 5,420 142,087 36,325 31,051 8,294 9,843 Shareholders’ equity 3,834,578 3,631,718 Capital Capital increase under approval Capital reserve Profit reserve Legal reserve Tax incentive reserve Retained earnings 3,494,062 3,182,869 316,988 137,656 - 23,992 13,132 34,086 Total liabilities and shareholders’ equity 10,396 - - 253,115 68,876,330 54,408,989 BNDES 2008 / ANNUAL REPORT 110 In Thousands of Brazilian Reais – R$ Table 9 – FINAME: Statements of Income As of December 31 2nd Half of 2008 Income from financial intermediation Loans and interbank onlendings Local currency Foreign currency Income from transactions linked to the National Treasury Income from securities 2007 2008 6,274,945 7,584,914 1,826,345 1,960,848 3,984,318 3,330,472 4,278,627 3,537,531 (1,576,660) 21,278 9,471 18,090 25,999 44,975 51,255 (6,512,103) (7,408,625) (1,079,230) (2,240,672) (3,924,950) (2,685,869) (4,184,559) (3,428,314) 1,537,377 (86,872) (55,361) 69,262 (237,158) 140,642 176,289 (4,909) 747,115 (244,222) Reversal (recognition) of provisions for civil and labor contingencies Tax expenses Inflation adjustment of dividends and interest on capital – Selic Personnel expenses Administrative expenses Other operating expenses Other operating income 205,737 136,507 (131,044) (13,499) (33,882) (35,042) - (3,315) (2,018) (38,887) (77,195) (52,183) (11,742) (19,463) (6,697) (14,179) (20,839) (20,976) 13,212 13,278 3,738 Income before taxes (96,516) 171,380 502,893 Income tax Social contribution tax Deferred taxes – Recognition 72,744 - (136,670) 30,566 - (49,270) 63,793 96,652 46,217 Income before profit sharing 70,587 268,032 363,170 Expenses on financial intermediation Loans from BNDES and National Treasury Local currency Foreign currency Allowance for loan losses Gross profit from financial Intermediation Other operating income (expenses) Employee profit sharing Net income Earnings per share BNDES 2008 / ANNUAL REPORT 111 (5,395) (5,395) (7,920) 65,192 0,000111 262,637 0,000445 355,250 0,000603