“The information contained in this document in relation to the development of Transportadora de Gas del Perú S.A. during 2013 is true and correct. Notwithstanding the liability of the issuer, the undersigned shall be responsible for the contents of this document according to the applicable legal rules.” Ricardo Ferreiro General Manager Lima, March 12 ,2014 Table of Contents The Company 6 General Data 6 The Company 8 Main Assets 8 Relation with the Government 9 Our Managers 10 Our Directors 12 Our Shareholders 14 Gas Sector Macroeconomic Context 15 15 Much more than expected: benefits of Camisea 19 Market Development 20 Natural Gas Transportation 20 Natural Gas Liquids Transportation 22 Gas transport is our task. Transporting it properly, our commitment 22 Bigger Responsibilities in a new scenario 23 Safety First 24 Responsible and Inclusive 26 Respectful with the Environment 28 The Expansions 31 In the legal framework 32 Management Analysis 32 Annual Report 2013 The Company General Data /6 Name Address Telephone, Fax, Web Transportadora de Gas del Perú S.A. (TgP). Víctor Andrés Belaúnde 147. Centro Empresarial Real. Torre Real 3, Office 501. San Isidro, Lima 27. 617-7777 Fax: 617-7725 www.TgP.com.pe Date of Incorporation Registration CIIU November 02nd, 2000. File 11227891 of the Register of Legal Entities of the Registry Office of Lima and Callao. Pipeline transportation (code: 60302). Purpose Economic Group Duration /7 The transport of natural gas and natural gas liquids by pipelines and the distribution of natural gas by pipeline networks; construction and erection, civil engineering work in particular, design, supply of goods and services for the construction, operation, maintenance and repair of the network of such pipelines, construction of other infrastructure and installations necessary for the provision of public transport services by pipelines of natural gas and natural gas liquids and the distribution of natural gas by pipeline networks and any related activity, whether by public or private concession. TgP is not part of any economic group. Capital Stock Total of 208’300,000 voting registered stocks, created, issued, subscribed and paid-up. Each stock has a face value of US$ 1.00. Indefinite. Annual Report 2013 The Company TgP is the concessionaire responsible for the transportation of natural gas (NG) and natural gas liquids (NGL) from Camisea fields in the forest to the Peruvian coast: Pisco for NGL and Lurín for NG. As part of its corporate policy, Transportadora de Gas del Perú aims to perform efficiently and safely, the transportation of natural gas and its liquids to the industries and from Cusco’s jungle sector to the coast going through 4800 MAMSL in the Peruvian highlands. This compromise began on December 6th 2000, date in which both concessions were granted to TGP by the Energy and Mining Ministry, for a 33-year period, starting on the subscription date, which can be extended to a maximum of 60 years. /8 The stockholders of TgP are: Tecgas NV, Tecgas Camisea S.A., Hunt Pipeline Company of Peru Ltd., Sipco Peru Pipelines Corporation, Carmen Corporation, SK Innovation Co., Ltd, International Power S.A., Graña y Montero S.A.A. and Corporación Financiera de Inversiones S.A.A. Tecgas NV is the strategic operator under the BOOT (Build Own Operate Transfer) contracts. Main Assets From January 2002 to August 2004, when the company’s operations started, 729 Km of pipelines were built for the natural gas to flow from Camisea to the City Gate in Lurín, and a 557 Km pipeline for the natural gas liquids to flow to the fractionation plant in Pisco. To these it was added the construction of the compressor plant built in the Highlands sector and the parallel pipeline (loop) of 105 Km installed in Coast. To accompany the country’s energy development, we build a base of responsible policies. In case of the gas pipeline the section of the Coast Loop, the Malvinas compression station, and the compression plant in the Highlands sector boost the flow of natural gas to its destination. And, for natural gas liquids, four pump stations, which originally were composed of three bombs each one. Then in 2011 a fourth pump was added to each PS (Pump Station). Later in 2012 a fifth pump was added to the PS1 (Jungle Sector). In addition to this, the Pipeline Transportation System has three pressure reduction stations that control the flow along its route. The gas and liquid flows, as well as the facilities, are controlled, automatically and in real time, by the Supervisory Control and Data Acquisition (SCADA), which makes a continuous follow-up through the control room in Lurín. It is worth mentioning that TgP’s assets are the ones that constitute the Pipelines Transportation System of Natural Gas from Camisea to City Gate in Lima and the Pipelines Transportation System of Natural Gas Liquids from Camisea to the Coast, both, jointly with the respective Concession, regulated through the “BOOT Concessions”, subscribed with the Peruvian State. We carry out our activities convinced that environmental protection, safety of people we worked with, and neighboring communities are the bases of a responsible policy to build the energy development of a country. We take on the responsibility of contributing with the local economic progress, cooperating to the improvement of life standard of the transportation system’s neighbor communities. Our actions have a participatory approach so that the benefits of our activities continue beyond our presence and permanence in the Camisea project. Relation with the Government As a company of the hydrocarbon sector and as a concessionaire of Natural gas and Natural Gas Liquids transportation system of Camisea, TGP maintains a constant communication with the Ministry of Energy and Mines (MEM – Spanish acronyms for Ministerio de Energía y Minas), the Supervisory Organism for Investment in Energy and Mines (OSINERGMIN - Spanish acronyms for Organismo Supervisor de la Inversión en Energía y Minería), Ministry of Environment (MINAM – Spanish acronyms for Ministerio del Ambiente) and his related agency, the Environmental Evaluation and Control Organism (OEFA – Spanish acronyms for Organismo de Supervisión y Fiscalización Ambiental ) and several public organism. In this context, Hydrocarbon General Direction (DGH – Spanish acronyms for Dirección General de Hidrocarburos) of MEM plays a normative and promoting role for hydrocarbon sector. DGH signed with TgP the concession Agreements for Natural Gas and Natural Gas Liquids transportation of Camisea (the BOOT contracts). Furthermore, MEM’s General Direction of Energetic and Environmental Affairs (DGAAE – Spanish acronyms for Dirección General de Asuntos Ambientales Energéticos) is a technical and normative organism responsible for promoting the execution and promulgation of environmental laws for energy related activities (comprising hydrocarbons and electricity). In this regard, DGAAE is in charge of creating conditions for such operations to be aligned to the Peruvian’s sustainable development. TgP has obtained many environmental approvals from DGAAE, which are necessary to develop its activities. Regard to MINAM, OEFA plays the role of technical specialized organism, which is in charge of evaluating and control the enforcement of the environmental normativity by the companies, including the ones that belong to the energy subsector. Regarding OSINERGMIN, TgP’s activities are regulated by Natural Gas Control Management (GFGN – Spanish acronyms for Gerencia de Fiscalización de Gas Natural). GFGN is responsible for directing, coordinating and controlling the process of supervision and control of the activities developed by the company, as well as controlling the permanent compliance of contractual commitments assumed in the BOOT contracts signed by TgP. /9 Annual Report 2013 Our Managers Year 2007 Officers Employees 5 Workers Total - 16 11 Officers Variation Employees Variation - -1 2008 5 11 - 16 - - 2009 5 12 - 17 - 1 2010 5 12 - 17 - - 2011 5 11 - 16 - -1 2012 4 12 - 16 - 1 2013 4 11 - 15 - -1 Salaries of Directors and Managers (% on gross income) 0.3% Note: All personnel is permanent /10 Ricardo Ferreiro Tomás Delgado General Manager of Transportadora de Gas del Perú since April 2006. Administration and Finance Manager of Transportadora de Gas del Perú since January 2005. Mechanical Engineer, Universidad Nacional de La Plata. He has been working for 22 years in the hydrocarbons industry in Tecpetrol (Techint Corporation), in which he has taken different responsibilities. He started as a Production and Plant Supervisor in the Aguarigües operation (north of Argentina). He also was responsible for the operation of wells, gas and petroleum treatment plants, gas and oil pipelines, gas reinjection plant of the Campo Durán and Aguaragüe deposits in Argentina, between 1992 and 1996. From 1996 to 2005, he worked as the Production and Facilities Manager of Tecpetrol in Venezuela, then as Operation manager and finally as General Manager of Tecpetrol of Venezuela until 2005. Since 2006, he has been working as the General Manager of Transportadora de Gas del Perú. Ricardo is the Director of AFIN (by its acronym in Spanish Asociación para el Fomento de la infraestructura Nacional), member of the Directors Committee of SNMPE, member of the Organizing Committee of INGEPET. Vice-president of SNMPE, and President of the Sectorial Committee of Hydrocarbons of SNMPE. Mechanical Engineer, Universidad Simón Bolívar, Venezuela. Master in Business Administration, Instituto de Estudios Superiores de Administración (IESA), graduated with honors. Manager of Administration and Finance in Credicard from 1988 to 1990. Then, he was Finance Manager of Banco Mercantil, one of the largest financial institutions of the Venezuelan market. In 1997, he was Project Manager of Siderúrgica Venezolana SA (Sivensa), where he was responsible for the creation of a joint-venture with the oil company Amoco for the exploitation of an oil field, being in charge of the economic model of evaluation and negotiation of the stockholders’ resolutions and operation agreements. He was also responsible for the evaluation of the privatization of Siderúrgica del Orinoco (Sidor) and became Finance Manager in 1998. In his capacity, he was also responsible for the management of the company’s financial strategy, including its debt restructuring for approximately US$ 1,500 million. Rafael Guarderas Manager of Institutional Relations and Social Management of Transportadora de Gas del Perú S.A. (TgP) since October 2004. Administration and Finance Manager of Transportadora de Gas del Perú from 2001 to September 2004. Master in Business Administration (MBA) from Escuela Superior de Administración de Negocios para Graduados (ESAN); complementary studies in Finances; Postgraduate in System Engineering; graduated from the Peruvian Navy Academy. He began his professional career in 1984 as Navy Official, where he spent 12 years performing in different areas such as Administration, Logistics, Finances and System Engineering. In 1995, he joined Class Point S.A., a company retailer where he worked as Administration and Finance Manager, Deputy Manager to the General Management. He joined TgP in 2001, where he was the Administration and Finance Manager; he was also in charge of the Systems, Logistics and Human Resources areas, during the construction phase. Renzo Viani Legal Manager of Transportadora de Gas del Perú since May, 2002. Attorney at Law graduated at Pontificia Universidad Católica del Perú (PUCP) in August 1988. Master in Economic International Law at the School of Graduates of PUCP (1995 - 1996). He started working as an attorney at the law firm Estudio Javier Alva Orlandini. From 1992 to 1995, he was Legal Manager of Daewoo Perú S.A. Then, he worked during three years as partner of the law firm Estudio Mendoza, Carrizales y Viani. Since 1998, he was legal counsel of the Peruvian Government in the special committee for the delivery of the concession of Camisea Project, and providing consulting to the Energy and Mining Ministry, Copri (today Proinversión) and Perupetro until 2001. He was the director of the mining company Bayóvar. From 2001 to 2002, was associate attorney of the law firm Muñiz, Forsyth, Ramírez, Pérez Taiman & Olaya Abogados, in the energy area. During the same period of time, he was National Attorney-in-fact of the oil company Syntroleum Corporation, Peruvian branch, holder of the license contract for Block Z-1. Author of several articles in specialized journals about regulation on transportation of natural gas. He participated as a lecturer at the annual university extension courses from OSINERGMIN and post graduate courses of the Pontificia Universidad Católica del Perú in the area of regulation of natural gas. He has been a lecturer in the V and VII Mining, Hydrocarbons and Electricity International Law Congress organized by SNMPE (Sociedad Nacional de Minería, Petróleo y Energía). He has been a lecturer at the Hidrocarbons Management Diploma from ESAN University. He is a member of the Legal Committee of AFIN (Asociación para el Fomento de la Infraestructura Nacional) and the Hidrocarbons Legal Committee of SNMPE. /11 Annual Report 2013 Our Directors Directors # Non independant directors 7 Independant directors - Total 7 Ricardo Markous Chairman of the Board of Directors of Transportadora de Gas del Perú since November 2000 and General Director of Gas & Power area of Tecpetrol. /12 Civil Engineer with specialization in hydraulics, graduated from Universidad de Buenos Aires. Postgraduate in Management at Stanford University, Graduate Business School, California. Since 1980, he has held several executive positions within the Techint Organization. He is a member of the Board of Transportadora de Gas del Norte S.A. (TGN), Tecpetrol S.A. and Litoral Gas S.A. German Jimenez Vega Country Manager of Pluspetrol since July 2011, with responsibilities over the business of Pluspetrol Norte S.A., operators of Block 8 and Block 1AB, Pluspetrol Perú Corporation S.A., Camisea’s consortium operators and Pluspetrol E&P. Director of Transportadora de Gas del Perú since August 2012. Director of Pluspetrol Perú Corporatión, Pluspetrol Norte, Pluspetrol E&P, Pluspetrol Camisea and Pluspetrol Lote 56 since August 2012. He is a mechanical engineer from Pontificia Universidad Católica del Perú and has a master’s degree in Business Administration by the Massachusetts Institute of Technology – MIT, in the United States. Possesses over twenty years of experience in the Energy sector and has developed his career in many countries from North and South America. His last positions were based in Houston, as Senior Manager of Merger and Acquisition for the Americas and Senior Manager of Business and Strategies. Also, he is Director of Pamer Corporation since 2011. Dennis Grindinger Director of Transportadora de Gas del Perú since November 2013. Executive Vice President of Hunt Oil Company, South America. As executive vice president of South America for Hunt Oil Company, Dennis Grindinger is responsible for several areas, as exploration operations in connection with the Wandari project in the Peruvian provinces of Manu and Tambopata, along the Camisea gas trend; development and production of oil and gas from operations in the Camisea area of Peru including the associated transport of the crude oil and gas along the Transportadora de Gas del Peru; and LNG operations at the 4.2 ton gas liquefaction plant, located 170 kilometers South of Lima at Pampa Melchorita, as well as the associated marine loading facilities and a 408-kilometer (254 mile) gas pipeline connecting the plant to the existing TGP pipeline. Grindinger joined Hunt Oil Company on January 1, 2001, and for eight years served as its general counsel. For the next six years, Grindinger served as Hunt's chief financial officer. Prior to joining Hunt, Grindinger was a partner with Thompson & Knight, a leading Texas law firm. He earned a bachelor’s degree in business administration, specializing in finance, from the University of Notre Dame, and a Juris doctor from Southern Methodist University. Karim Ait Said Director of Transportadora de Gas del Perú since November 2012. Engineer in Hydrocarbons Economics since 1989 and Master in Business Administration (EDHEC - Lille – France) since 2005. He started his professional career being in charge of the Energy Studies & Planning at the Algerian Energy and mining Ministry in 1989. After four years he began working as a Planning and Economy Studies Manager at Sonatrach Transportation Segment. Then in 2006 he became Vice President of MEDGAZ (Company in charge of the construction and operation of the Natural Gas pipeline between Argelia and Spain). Finally in September 2011, he became General Manager of Sonatrach Peru Corporation. Hernando Graña Director of Transportadora de Gas del Perú since November 2000. Industrial Engineer, graduated from Texas A & M University. Postgraduate studies in Mine Engineering, University of Minnesota, USA. Director of IPAE from 1988 to 1990. Director of Capeco since 1986 and Second Vice-president of AFIN. Director of Graña y Montero S.A.A. since 1996, Chairman of the Board of Directors of GyM S.A., Director of GMI S.A, and GMP and Chairman of the Board of Directors of Stracon-GyM S.A. Director of Concar S.A. from 1996 to 2011 Director of GMP from 1984 to 2002. Nowadays director of Norvial S.A., La Chira, CAM and Vial y Vives. Marcelo Coppellotti Director of Transportadora de Gas del Perú since July 2008. Studied Electronic Engineering at Universidad Nacional de Rosario, Argentina. He followed the General Management Program of CEDEP, Fontainebleau. Began his professional trajectory in GDF Group Suez in July of 1993, carrying out several positions in the distribution company Litoral Gas in Argentina. In 1998, he began his international career occupying the General Management of the company Distrinor Chile, developing the industrial market in the north region of the country. In 1999, he assumed the General Director position of Tractebel Digagro in Querétaro city; Mexico and later, in 2003, occupied the Commercial Management of Cálidda, assuming, after year 2006, the General Management of the mentioned Company. Since 2007 he is the Vice-president of Transportation & Distribution, Health, Security & Environment for GDF SUEZ Energy Latin America. Tae Won Kim Director of Transportadora de Gas del Perú since January 2011. Vice-president & General Manager of SK Innovation Lima. Graduated from Korea University (1985) and from Colorado School of Mines (1997), with the degrees of BA in Economics and Master of Science in Mineral Economics. He started his professional career in SK Energy on 1988, having assumed multiple positions including: Finance Manager, SK Myanmar Branch Office, Yangon, Myanmar, Commercial Manager, E&P Division, SK Seoul, General Manager, E&P Business Team, SK Seoul, General Manager, Celtic Oil (SK’s UK subsidiary), London and General Manager, E&P Production Group, SK Seoul. /13 Annual Report 2013 Our Shareholders Shareholders Tecgas Camisea S.A. % 47,837,748 22.9658 Nationality Cayman Island Hunt Pipeline Company of Peru Ltd. 46,620,101 22.3812 Cayman Island Sonatrach 44,119,000 21.1805 Cayman Island Carmen Corporation 25,790,101 12.3812 Cayman Island SK Innovation Co. Ltd. 23,310,050 11.1906 Korea International Power S.A. 16,800,000 8.0653 Belgium Tecgas NV 1,323,000 0.6351 Netherlands Antilles Graña y Montero S.A.A. 1,250,000 0.6001 Peru 1,250,000 0.6001 Peru 208,300,000 100.0000 Corporación Financiera de Inversiones S.A.A. Total /14 Number of share During 2013, there was no change in the shareholders structure. Holding Number of shareholders Shareholding (%) Less than 1% 3 1.8353 Between 1% - 5% 0 0.0000 Between 5% - 10% 1 8.0653 More than 10% 5 90.0994 Total 9 100.0000 Note: All are voting shares. 1 Up to the date of the Annual Report’s elaboration, there is no sanguine relation and/or likeness among the directors and the members of TgP’s Management, or among these and the company’s shareholders. Gas Sector Macroeconomic Context Gross Domestic Product In 2013, Peruvian’s economy grew 5.1% according to the Peruvian Central Bank (by its acronym in Spanish Banco Central de Reservas del Perú - BCRP). This increase in the national economy is lower than the 5.5% growth estimated in September. This variation is explained by the decrease of private investment and a lower private consume rate. The GDP is expected to continue its growth at rates near to its potential level, due to the latest investment projects, mainly in the mining sector. GDP (%var. / year) % 10 9.9 8.7 8 GDP Latin America 6.1 6 6.9 6.3 5.1 4.3 4 /15 GDP Peru 3.9 3.0 2.5 2 0.9 0 2008 2009 -2 2010 2011 2012 2013 -2.4 -4 Source: INEI, BCRP2 Balance of Trade Balance of Trade in 2013 showed a negative difference to exports approximately amounting to US$ 365 million, lower than US$ 4,527 million in the prior year, representing a decrease of 108.1% versus 2012. This effect is explained mainly by a decrease of exports in 8.4% due to the reduction of the domestic demand and low dynamism of private investment. 2 Data from the Inflation Report – December, 2013 published in the web page of the Peruvian Central Bank (www.bcrp.gob.pe). Annual Report 2013 Balance of Trade 50,000 Total Exports Total Imports Balance of Trade Millions of US$ 40,000 30,000 20,000 10,000 0 2008 2009 2010 2011 2012 2013 -10,000 Source: BCRP3 /16 Inflation During 2013, the accumulated inflation of the year was 2.9%, above the minimum target band (2.0% with an upper and lower deviation of 1%) of Peruvian Central Bank (by its acronym in Spanish Banco Central de Reserva del Perú - BCRP), due to decelerated economic growth to rates below its potential, eliminating inflationary pressures. Inflation (%var. / year) IPC Lima 8.0 7.0 6.0 6.7 5.0 4.7 4.0 3.0 2.0 2.6 2.1 2.9 1.0 0.2 0 2008 2009 2010 2011 2012 2013 Source: BCRP4 3, ⁴ Data from the web page of Peruvian Central Bank. (www.bcrp.gob.pe). Section “Statistics”. Exchange Rate As in previous years and consistent with the trend shown by other regional currencies, the Nuevo Sol (S/.) continued to strengthen against the dollar, considering an uncertain context associated with expectations of the withdrawal of Fed’s stimulus and reduction of commodities’ prices. A currency depreciatory tendency developed from January to September, remaining stable through the fourth trimester. The exchange rate showed a decrease from S/. 2.56 per U.S. dollar at the end of December 2012 to S/. 2.78 at the end of December 2013. Nominal Exchange Rate - Average Interbank Sale 3.4 3.3 3.1 3.0 2.8 2.7 2.5 January 2008 July 2008 January 2009 July 2009 January 2010 July 2010 January 2011 July 2011 January 2012 July 2012 January 2013 July 2013 January 2014 Source: BCRP5 Country-Risk Peru's country-risk reached 177 pbs at the end of 2013, according to the Peruvian Central Bank’s statistics. It is worth to mention that during 2013, Standard & Poor’s and Fitch raised the credit rating of Peru to 'BBB+'. Furthermore, Moody's Investors Service, that is another major credit rating agency, maintained its rating of the country in Baa2. Country Risk 800 Spread - Embi+ Perú (pbs) 700 Spread - EMBIG América Latina (pbs) 600 500 400 300 200 100 0 January July 2008 2008 January 2009 July 2009 January 2010 July 2010 January 2011 July 2011 January 2012 July 2012 January 2013 July 2013 January 2014 Source: BCRP6 5, 6 Data from the web page of the Peruvian Central Bank. (www.bcrp.gob.pe). Section “Statistics”. /17 Annual Report 2013 Exchange Indexes During 2013, the Lima Stock Exchange had a downward trend. At the end of the year, the General Index of Lima Stock Exchange (GILSE), the most representative in the local exchange, decreased by 23.6%, from 20,629 points at the end of 2012 to 15,754 points at the end of 2013. Likewise, the Selective Index of Lima Stock Exchange (SILSE), which gathers 15 leading stocks, decreased by 26%, from 31,001 to 22,878 points. It is worth to mention that the GILSE showed several fluctuations throughout 2013, having its lower peak in July. Regarding the sector level all showed downward trend, being the most affected agricultural and mining sectors, which posted annual loss in excess of 40%⁷. The amount of trading for this year was relatively lower than the previous year, as shown in the chart. The Stock Capitalization of the Lima Stock Exchange at December 31, 2013 stood at 120,653 million dollars, decreasing by 21.3% to the figure set last year. It is also important to note the marked decrease registered by junior shares by 31%⁸. 25,000 25,000 20,000 20,000 15,000 15,000 10,000 10,000 5,000 5,000 Variable Interest Securities Traded Volume (million of NSO) GILSE GILSE /18 Million of US$ GILSE and Traded Volume 0 0 2008 2009 2010 2011 2012 2013 Source: BCRP9 Prospects for 2014 In its December 2013 Inflation Report, the Peruvian Central Bank (by its acronym in Spanish BCRP) estimates an increase in the GDP for 2014 of 6%. Furthermore, it is also expected that at mid-2013, inflation converges gradually to the target range of 2.0%, considering the absence of inflationary pressures associated with increments of commodities’ prices. According to the Multi -Annual Macroeconomic Framework (by its acronym in Spanish Marco Multieconómico Multianual - MMM), issued by the Ministry of Economy and Finances, it is expected that the current account will have an average deficit of 4.3% of the GDP for the 2014-2016 period. This deficit is projected to continue and will be financed primarily with mid and long term capital flows, which will maintain a high level of international reserves necessary to be ready to respond to international negative events. At the end of the next year, according to the survey of macroeconomic projections prepared by the BCRP in December 2013, it is expected that the exchange rate reaches 2.83 Nuevos Soles per US$ Dollar1⁰. 7 Data from the “Stock Exchange Report – December 2013” from the Lima Stock Exchange Web (www.bvl.com.pe). 8 Data from the “Stock Exchange Report – January 2014” from the Lima Stock Exchange Web (www.bvl.com.pe). ⁹ Data from the web page of the Peruvian Central Bank. (www.bcrp.gob.pe). Section “Statistics”. 10 According to opinions of the Financial System Institutions. Much more than expected: benefits of Camisea Camisea is the largest and most ambitious power project in Peru during the recent years. Access to an energy source such as natural gas and natural gas liquids of Camisea has not only reduced the dependence on other more expensive hydrocarbons, but it also benefits environment, because it is a less contaminant power source respect to the alternative fuels. We now present some of the estimated economic benefits associated with Camisea for users and the country11. Savings for Electric Users Camisea Project began creating tangible benefits in the power sector since May 2000. Starting on that date, the availability of Camisea natural gas began to be considered for the calculation of electricity bar rates12. With Camisea, electricity rates were significantly lower than the ones expected without this Project. Based on this, the savings for electricity users for having lower electricity prices from May 2000 to December 2013 would have been US$ 19,000 million. Savings for Vehicular NG Users Up to December 2013 it has been obtained about US$ 2,500 million of savings due to the conversion of vehicles that formerly worked with gasoline and diesel. The saving is due to the relative prices difference among the natural gas and the alternative fuels. Benefits for Peruvian State It is important to mention that, in addition to the direct economic benefits, experienced by the users, Camisea Project also resulted in significant income for the Peruvian Government. In this way, since the beginning of operations to December 2013, the country has received revenues for more than US$ 7,800 million from royalties and income tax. Additionally, Camisea Project contributed to the improvement of the Balance of Hydrocarbons. If we compare actual Balance of Hydrocarbons between the set-up of the project’s operations at the end of 2004 and December of 2013, with the Balance associated to a scenario without Camisea, the commercial deficit would have been US$ 10,500 million more. Savings of residential, commercial and industrial natural gas users On the other hand, natural gas direct users also experienced significant benefits when starting using this fuel. It is worth to mention that natural gas substitutes are oil derivative fuels such as diesel 2, petroleum liquefied gas, residual, among others. These substitute fuels, in addition of being much more contaminants than natural gas, have also a higher cost. Then, current industrial and domiciliary users of natural gas saved until December 2013 over US$ 5,200 million. 11 Figures are presented in current values and have been obtained from the report “Updating of the Economic Impact of Camisea in Peruvian Economy” prepared by Macroconsult S.A. on February, 2014. 12 Until 2004, a four year horizon was considered for power demand for setting the bar rates. Then, a change was made framing the projection of electric demand in two years. /19 Annual Report 2013 Market Development Natural Gas Transportation Independent Customers TgP has a very important portfolio of customers, mainly made up by electricity companies, distribution and large industries. To be an independent customer of TgP, the user must have natural gas consumption not lower than 30,000 m3/day, otherwise, the customer must request natural gas transportation through distributors. /20 Power Generators Up to December 2013, power generators that have a valid transportation contract with TgP are EDEGEL S.A.A., through its thermal power stations Ventanilla and Santa Rosa; ENERSUR S.A., through thermal power station Chilca1; Kallpa Generación S.A through thermal power station Kallpa; SDF Energía S.A.C, with its plant Oquendo; EGASA through its thermal power station Pisco; EGESUR with its station in Independencia; Duke Energy S. en C. por A. with its thermal power station Las Flores, Fenix Power S.A. with its thermal power station Chilca and Termochilca S.A.C. through its central plant Santo Domingo de Olleros. In these days, the installed power up to December 2013, of the Camisea natural gas power stations have contributed approximately 3,100 MW to the electricity system, which represents the 40% of the country’s generation capacity. Distributors (Regulated Customers) Up to December 2013, TgP has in force transportation contracts with two companies which provide distribution service of natural gas in the department of Lima and the constitutional province of Callao (Gas natural de Lima y Callao S.A.- Cálidda); and trough the department Ica (Contugas S.A.C.). Users with consumption lower than 30,000 m3/day may enter into contracts only with the distributors for the supply of natural gas. The group of regulated users includes residential customers, small and medium size industries, and car service stations (GNV). Industrial Customers TgP’s industrial customers are companies engaged in different production activities such as metal industry, oil, cement, ceramic, glass, textiles and food. These users consume more than 30,000 m3/day. This is a list of the existing independent customers of the transportation service: > Alicorp S.A.A. > Cerámica Lima S.A. > Cerámica San Lorenzo S.A.C. > Corporación Aceros Arequipa S.A. > Corporación Cerámica S.A. > Minsur S.A. > Owens-Illinois Perú S.A. > Perú LNG S.R.L. > Pluspetrol Perú Corporation S.A. > Sudamericana de Fibras S.A. > UNACEM S.A.A. The City Gate in Lurin is the place where natural gas is delivered to all customers that are connected to Cálidda’s distribution system. Humay is the delivery point of the Pluspetrol Perú Corporation S.A. (Pluspetrol) own use principal pipeline from Humay to Lobería. Three companies in Pisco are connected to this line: (i) the fractionation plant of Pluspetrol; (ii) Minsur; and; (iii) Corporación Aceros Arequipa. In Chilca there are five direct connections for electricity generation companies Duke Energy S. en C. por A., Enersur S.A., Fenix Power S.A., Kallpa Generación S.A., y Termochilca S.A.C. at December, 31th. NATURAL GAS TRANSPORTATION BY SECTOR 2013 Local Market 28.1% generator companies of 1.2%, and the demand for natural gas from independent customers increased by 3.1%. QUARTERLY NATURAL GAS TRANSPORTATION 2013 Local Market 16 14 Volume (Mm3/day) These delivery points are currently operated by the distribution company Calidda. Also, the KP 527 is the delivery point for electricity generation companies Egasa and Egesur, which possess an own-usage pipeline that carries the gas to its plants. Finally, at KP 211 a connection for delivery of gas to Peru LNG Company S.R.L. has been enabled. Furthermore, Ica’s distributor Contugas S.A.C. got enabled two connection points in Chincha (KP 559) and Humay(KP 520). 12 10 8 6 4 2 62.6% 0 1T-2013 2T-2013 3T-2013 4T-2013 Power Generators Independent Customers 9.3% Distributors Power Generators Independent Costumers Distributors Demand During 2013, the average transported volume of natural gas for local market was 14,202 Mm3/day. This volume represents an increase of 3.6% with respect to 2012. The increase in the transported volume was mainly due to the augmentation of consumption by customers that contract natural gas transportation service through distributors, which grew 8.2% as compared to the previous year; and are responsible for the 67.4% of the annual increase. It should be noted that, there was also a rise in the consumption of power Regarding the transportation service of natural gas for Perú LNG, TgP has transported to the delivery point in Chiquintirca (KP 211) an average of 17,340.63 Mm3/day, additionally to the volumes showed above. Contracts Regarding the natural gas transportation service, there are two forms of contracts. The first one is the firm volume transportation service when the user sets a daily fixed capacity and payment is irrespective of its use. The second one is the interruptible volume transportation service when the user sets a maximum daily transportation volume but only pays for the volume actually transported subject to the available network capacity. /21 Annual Report 2013 Natural Gas Liquids Transportation In case of natural gas liquids transportation service, our company has two agreements with the producers of Camisea fields. The Producers have Ship or Pay contracts in force with TgP for a firm transportation capacity of 110,000 bbl/day for 2013. It is important to mention that, during the year, the poly-pipe transported an average of 100,918 bbl/day. NATURAL GAS LIQUIDS TRANSPORTATION 2013 Quarterly Gas transport is our task. Transporting it properly, our commitment TgP has policies and action plans, as well as management models and targets to lead the activities. This assignment, "performing our task properly" is highly prioritized in the business model we develop. 110 /22 According to previous statement, performing tasks correctly involves: Volume (bbl/day) 100 90 > Social Commitment Performing under a participative view, developing mutual collaboration relationships with communities nearby our operations. 80 70 60 50 1T-2013 2T-2013 3T-2013 4T-2013 > Environmental Commitment Performing in an environmentally responsible way in all of our tasks, to prevent or mitigate environmental impacts related to our operations. > Continuous Improvement We bet for continuous improvement in all of our activities, relentlessly searching and capitalizing development opportunities in order to achieve our strategic objectives both effectively and efficiently. > Technical and Operative Excellence Working under the highest technical standards maximizing the reliability and availability service provided. > Ethical Commitment We are committed with veracity, performing tasks properly and working with honesty and integrity. > Focused on the Staff Convinced that our major company potential is our staff, we encourage their capacities growth and promote a good organizational climate that leads to a self-integral development. > Occupational Health and Safety We are committed to occupational safe and healthy in our operations, ensuring at all-time the integrity of our staff, our contractors and communities nearby our operations. > Transparency Management Honoring our stakeholders, staff, clients, suppliers, neighbors and related institutions trust, working in a transparent way making public our management. Bigger Responsibilities in a new scenario During 2012, armed groups attempted against TgP's facilities and contractors, forcing the company to cease expansion works and restrain the maintenance activities. Nevertheless, this scenario improved during 2013 thanks to Peruvian Government security support and TgP staff commitment to face this situation with the highest professionalism. Thanks to this, during 2013, the transport operation was continuous, some of the maintenance activities were performed and expansion projects needed to attend the growing demand were restarted. This improvement winds strengthen the stakeholders’ confidence in TgP, in such sense, in April 30th, the company issued senior international bonds for a total amount of US$850,000,000 with a 4.25% rate and a final redemption in 2028. A complete record for a Peruvian company; not only for the amount, but for the percentage rate and the term obtained. To sum up, TgP is considered to be a solid operation with great future projections by investors worldwide. An additional sign for this was the purchase contract subscribed by Graña y Montero S.A.A. with Pluspetrol Resources Corporation for the total shares owned indirectly by them in Transportadora de Gas del Perú S.A., which represents 12.38% of the company’s social capital, for an equivalent amount of US$237,000,000. On the other hand, during 2013, TgP signed in September an addendum to the Natural Gas Transport Concession Contract in order to keep contributing to the country's growing energy demand. In this addendum is agreed to perform all necessary projects to expand the Transportation System capacity. To ensure this, a new loop will be built in the coast, the works in the jungle compressor facility will be restarted and a branch will be done from the existing pipelines to the city of Ayacucho. This last project has got a special implication for being the regional pipeline in the center of Perú and for being the "spearhead" in the Peruvian Government project for natural gas expansion in the country highlands. In 2013 the programs that allow the company to keep the highest standards in the industry were continued. So was renewed the certification for the Integrated Management System regarding the ISO 9001, ISO 14001 and OHSAS 18001 standards related to Natural Gas and Natural Gas Liquids Transport process. The Continuous Improvement Program developed its second edition, involving 12 teams and 72 contestants, which through projects have generated over US$1,500,000 in company savings. Equally TgP kept on the implementation of the Business Continuity /23 Annual Report 2013 Management System, founded in the forethought to keep operations when facing scenarios beyond the company’s control. Also, in order to strengthen the organizational climate, the Communication and Culture program continued during 2013. Generally, in 2013, TgP kept demonstrating the strong commitment to the gas transport task that supports Perú's growth despite the great challenges that is facing and that will probably face in the future. Safety First /24 Right after the violence incident lived in 2012, TgP strengthened its effort for patrimonial and personal security in its operation. That is how it was decided to follow activities to accomplish this objective. First, a security study was performed to design security previous activities that should be taken in count in the Transportation System first 220 Km. At the same time, since the first incident, major coordination with different Peruvian Government entities: Energy and Mining Ministry, Defense Ministry and Army Force Joint Command (COCOFA - Spanish acronyms for Comando Conjunto de las Fuerzas Armadas) took place to provide the necessary security conditions in the area. In March 2013, the Army installed the first temporal base in the expansion project Compressor Plant located in the Kp 127. Also, COCOFA placed other military bases in the nearby area during 2013, achieving greater security coverage, and with that, greater guarantees for the Project development. Moreover, some maintenance activities and geotechnical works in critical areas were restarted. People keep working hardly to incorporate protection resources that allow the maintenance and geotechnical works to reach their normal level. In May, 2013, works were restarted at the Compressor Plant, so, in addition to the previous agreed actions, plans and protocols, based in the security study performed, were elaborated for staff and supplies entry, in such way that both would be given coordinately with Security Forces. These protocols are communicated to all staff about to entry through trainings. Also, for the Compressor Plant staff, a training program was developed and is being executed regularly, consisting in practical non-opinion regarding how to proceed in case of any emergency related to physical security. The commitment for security to staff, contractors and communities nearby TgP influence area, forces the Occupational Health, Safety and Security Plan to be more demanding, in order to match the current legal frame and corporative standards. The general plan guidelines have as reference the OHSAS 18001 (Occupational Health and Safety Management Systems) international standards, which main goal is to prevent accident and illness. Constant coaching and training is the base to continuously improve the operations and security themselves. In occupational safe and healthy regards these are basically divided in two groups: Introductory Training for New Staff and Occupational Health and Safety Coaching. In 2013, 5,194 training activities were performed in occupational health and safety in every operating front, adding 93,615 man-hour to training hours. Emergency simulation practices were also intensified in the three operative sectors. During 2013, a total of 42 simulations of different type were performed (first aids, evacuation, fire, emergency zone, NG outflow and NGL leakage) which counted with the participation of all company areas and the contractors. In the spillover and leakages simulations also involved the authorities (local, stakeholders, and regional) and communities close to the event influence area. TgP Health and Safety Management comprise a set of plans and programs oriented to prevent occupational illness and work accidents. Here we describe some that allows reviewing the company performance in that matter: the Training Plan, the Accident/Incident Management, the Safe Work Analysis Evaluation (SWA) and the Work through Preventive Observation (STOP – Spanish acronyms for Seguridad en el Trabajo mediante la Observación Preventiva). The Safe Work Analysis (SWA) is the most important tool for operating risks analysis. Through this document is possible to establish the steps to follow, the associated risks and preventing actions corresponding to each task executed. The SWA field evaluation process allows measuring this tool usage and is a fundamental element to perform work inspection in safety management. During 2013, 1077 SWA evaluations were made, resulting in a 97/100 usage, which indicates the high level of fulfillment in this tool usage. One of the most contributive tools to achieve a successful SAS management is the Work Through Preventive Observation Program (STOP) that enables to observe, detect and correct unsafe acts; as well as the identification of safe acts that contributes to promote the continuous safe performance. This tool seeks to develop self-observation skills in the staff allowing preventing, recognizing and removing risk acts and conditions that might unchain injuries or accidents. For this, the staff counts with an observation card (STOP Card) on which they register any risk acts or conditions, likewise the ones they consider secure. In this way a total of 4,000 STOP Cards were achieved in 2013, demonstrating the staff inputs being a key aspect to a strategic safety management. The following indicators are used for accident analysis: a) accident with lost time involved frequency rate and b) the recordable accident frequency rate. Both calculated according to the law in force standards, with the base of one million Man-Hours worked: Accident with lost time involved frequency rate (IFN) Nº Accidents with lost time X 1'000,000 Man-Hours worked Recordable Accident Frequency Rate (IFR) Nº Recordable Accidents X 1'000,000 Man-Hours worked So, for 2013, the indicators that measure our occupational health performance achieved the following results: > Accident with Lost Time Involved Frequency Rate (IFN) = 0.47 > Recordable Accident Frequency Rate (IFR) = 0.95 It is worth to remark that 4'583,923 MH were worked in 2013, with peaks of 2,034 workers (operation and projects) and this indicators position us in the top of the companies in the gas industry. In addition it is important to mention that in January 16th, 2014 the company turned six years without any aerial accidents. These results are due to operative factors and organizational conditions that played three fundamental aspects: the leadership shown by the supervisors in every operation area, the experience gained through the years and the commitment acquired by every contractor company, which are a process vital motor. All that, in addition to the Integrated Management System (IMS), which has marked a milestone in safety management and has allowed reaching the highest international standards in every process. /25 Annual Report 2013 Responsible and Inclusive TgP seeks to be a social, responsible and trustable agent to our stakeholders, therefore considers that social management must ease the Pipeline Transport System (STD, Spanish acronyms for Sistema de Transporte por Ductos) operation through developing mutual benefit relationships with communities that inhabit our influence area. /26 TgP guides all actions through the Social Management Plan, which is meant to standardize internal process and reshape working alignments starting from previous years’ experience in the Coast, Highlands and Jungle. This has enable systematize the obtained results and identify improving opportunities in the currently executing programs. To elaborate the Social Management Plan were taken in consideration: the legal frame related to hydrocarbon industries, as well as the Banco Interamericano de Desarrollo (BID) international management standards and the Financing International Corporation (Environmental and Social Guidelines and Project Procurement: Environmental and Social Safeguards Risk Management). This plan supports itself in two strategic guidelines: conflict forethought and conflict solution; each of those is at the time performed through the following programs: > Local Labor Hiring Program (PMOL, Spanish acronyms for Programa de Contratación de Mano de Obra Local), seeks to impulse the development of the communities within the influence area and it is oriented to efficiently manage the local non-qualified labor demand through local labor temporary hiring, according to operation, maintenance and expansion requirements. > The Social Communications Program (PCS – Spanish acronyms for Programa de Comunicación Social), seeks to establish efficient and permanent communication mechanisms with local communities, related companies, municipal and regional authorities. > The Community Environmental Monitoring Program (PMAC – Spanish acronyms for Programa de Monitoreo ambiental comunitario). This program aims to obtain reliable and independent information about the Transportation System’s potential social and environmental impacts, with the purpose of timely management and appropriate corrective actions. > Conflict and Negotiation Management Program (PGCN – Spanish acronyms for Programa de Gestión de Conflictos y Negociaciones) has been the key to establish transparent relationships with communities within the influence area. For TgP, is important to collect information with concrete concerns, expectatives and claims received from the communities, as well as promoting a dialogue culture in intercultural context. In regards of the Transport System expansion plan in the Jungle region, an Integral Educative Project was implemented as part of the Local Development Support Program named “TgP Educates”, aiming to contribute in the educative quality improvement in the communities within the expansion influence area. > The Local Development Support Program (PADL – Spanish acronyms for Programa de Apoyo al Desarrollo Local) seeks to join efforts with authorities, local institutions and communities themselves to take part in the development of the communities located within TgP influence area. Social Management team defined five strategic guidelines to develop the PADL during 2013 in the following way: 1. Social Attending directly aspects referred to the communities’ development within the influence area, with a 23% of TgP total social investment. The scope covered the capacity strengthen in children, youngsters, adults and weak groups (peasant and native communities), and the support for cultural activities and others related. 2. Environmental Directed to environmental coexistence improvement, 18% of total investment was invested in sustainable use of natural resources and the capacity strengthen for an adequate environmental behavior. These projects scope covered thematic related to environmental education. 3. Educative For 2013, TgP prioritized this guideline considering 23% of the total social investment, regarding the improvement for formal public educative services, framed inside government educational institutions. These projects scope covered infrastructure, supplies provision improvement and direct attention to students and teachers capacity strengthen. 4. Health With the main objective to improve health care provided by State institutions. TgP invested 13% of social investments. The scope covered the infrastructure improvement, supply provision for health care, capacity strengthen for health professionals and promoters, and medical campaign organization. 5. Productive With the objective to contribute with the goods and service self-consumption and trading, TgP invested 23% of the total social investment. Generally related to primary economic activities (agriculture, cattle raise and tourism), emphasizing the capacity strengthen component and encouraging innovative activities. Social Investment Strategic Guidelines TgP 2013 18% 23% 23% 13% 23% Environmental Educative Productive Health Social Main Projects executed during 2013: 1. “Native Communities and Rural Settlement Assessment and Training for Pisciculture Project Implementation in the lower Urubamba, Echarate”. 2. “Project designing and communal pond Construction for Pisciculture and Amazonian fish breeding in captivity in Mazokiato Native Community”. 3. “Project designing and communal pond Construction for Pisciculture and Amazonian fish breeding in captivity in Manitinkiari Native Community”. 4. “Support to cofee and cacao management in Manatarushiato”. 5. “Solid Waste Management in Native Communities”. Building and implementation of segregation booths in the Timmpia, Camana, Chocoriari, Monte Carmelo, Puyentimari and Shimaa communities. 6. “Repopulation of Taricayas (Podocnemisunifilis) in the Lower Urubamba, Echarate, Cusco. In the Chocoriari, Timpía and Camaná Native Communities”. /27 Annual Report 2013 7. “Improvement of the peach, tara, eucalyptus and pine production in the Pipelines scope, San Miguel and Chilcas Districts, de la Mar Province - Ayacucho”. 8. “Technical capacity strengthen for coffee crop handling in Mejorada and Huayrapata localities, Anco District – La Mar – Ayacucho”. 9. “Afforestation and reforestation in soils suitable for forestry in the Parcahuanca, Cuchicancha, Andaraccay, Pomapuquio and Seccelambras communities in the Acocro District”. 10. “Afforestation on soils suitable for forestry in the Vinchos Peasant Community, Vinchos District, Huamanga Province – Ayacucho”. 11. “Forage floor installation in llachoccmayo and Fundo Illahuasi communities, Chiara District, Huamanga Province – Ayacucho”. /28 12. “Productive capacity strengthen and merchandising from eggs – Trucha fingerlings in the San Martín de Yanapiruro-Ichubamba community, Chiara District – Ayacucho”. 13. “Building of floating cages and installation for trucha Breeding in the Ccaraccocha lagoon – Pilpichca Peasant Community, Pilpichca District, Huaytará Province, Huancavelica Region”. 14. “Milk Cattle genetic improvement in Toccyascca community, Socos District, Huamanga Province – Ayacucho”. 15. “Contribution to social skill development in preschool and primary education, Hermilio Valdizán School, Pampamarca, Ayacucho. Living Pampamarca Values”. 16. “Support to commercial and productive management for guinea pigs in seven populated centers in Humay and Huáncano, Pisco, Ica”. 17. “Improvement in grasses grown for cattle and minor animals feeding in Humay, Pisco, Ica”. 18. “Support to commercial and productive management for sweet cucumber in Santa Ángela, Cañete”. 19. “Values Education Strengthen through sports in public schools in Lower Herbay, Lower and Higher Sands – Cañete, Lima”. 20. “Support to commercial and productive management for grape in La Esmeralda, Encañada, Cañete, Lima”. Respectful with the Environment One of the company priority purposes is to perform the operations safely, reliably and efficiently through a policy to forethought, control and mitigate potential environmental impacts. This policy allows us to accomplish both legal requirements and the willingly subscribed agreements signed by the company. To accomplish this, the company frames the management inside the ISO 14001 guidelines. > Environmental Monitoring Convinced to treat the environmental protection as a priority, the company performs periodical physical-chemical monitoring in several spots along the RoW, analyzing parameters such as noise, atmospheric releases, air and liquids quality. The purpose is to identify possible changes in the environmental quality. During 2013, it was performed the quarterly physical-chemical monitoring in air quality matrices, water quality, environmental noise, effluents and emissions, reviewing the 132 monitoring spots forming our network. The quarterly environmental monitoring reports with the Monitoring Plan results were issued to the regulatory organisms. > Biological Monitoring A Biologist team evaluates the entire transport area, prioritizing 34 biologically sensitive areas, such the amazonic flat woods, the mountain woods (including protected areas such as the Machiguenga communal reserve end the damping zone), wetlands, queñuales woods in the highlands, dry woods in the inter-Andean valleys and the coastal desert located between Ica and Lima. Monitoring comprises, also, the different mammals, birds, amphibians, reptiles and flora groups, as well as the water life in rivers and ravines. During October and November 2013, biological monitoring was performed in the 29 monitoring stations located in the Coast and Highlands. The Jungle stations had restrained access due to security measures instituted by the company because of the Emergency State in such stations. Therefore were evaluated, in 11 stations, the birds and herpetofauna groups, in 3 stations mammals group, in 7 stations the flora and vegetation group, water life group in 13 stations and water quality in 23 stations. > Reforestation The company performed Works in erosion control, re-vegetation and reforestation in the jungle area, achieving to decrease the RoW average to 25 meters. As it can be reviewed, the area used in the jungle area was 503 ha, shaped by many different soil types: mountain woods, mountain woods pacal, semi-dense primary amazonic woods, amazonic woods pacal and dense primary amazonic woods. The pipeline transport system goes through 38.4 ha of the Machiguenga communal reserve and through 238.7 ha in the damping area in the Machiguenga communal reserve, the Megantoni sanctuary and the Otishi national park. In the Highlands, the area used to install the pipeline transport system was 758.2 ha, from which the RoW went across 13.2 ha composed by Andean wetlands. The reconstruction works performed in that area has allowed the recovery of over 80% of the wetlands. In the Coast, the area used by the Project was 802.7 ha, from which 18.9 ha belonged to the damping area of the Paracas reserve. In 2013, the re-vegetation maintenance in the highlands area was performed, involving the tillers or cuttings transplant activities, improving the top soil, fertilization, invasive species removal from the wetland, among others, resulting 115.8 ha maintained and re-vegetated. The monitoring to the wetlands inside the TgP operations sensible areas was also performed, through the Biological Monitoring Plan, verifying the maintenance done. The re-vegetation process plays a key role in TgP’s transport operation system, given that it protects the soil from erosion allowing it to integrate the natural landscape. This way, the ecological equilibrium in each area and closing it to the final vegetal architecture designed for the RoW. > Waste TgP counts with a Solid Waste Management Plan for the Pipeline Transport System (STD). There are designated the guidelines to follow in order to manage according to environmental current legal standards and the company environmental policy. This way, 100% of the waste generated by the STD operations are treated and disposed in authorized places. Also, taking advantage of the 100% of the organic waste, accomplishing its treatment and reuse in shape of compost. For that regard, the company innovated in new methods development for waste treatment, adjusting the process to each different weather and altitude conditions proper from each region where operations run. During 2013, 544 MT of Solid Waste was generated, treated and disposed in authorized places. 88.7 MT organic waste was generated (16.3% of generated waste) were transformed into compost, producing 6.9 MT of this product which were employed in re-vegetation activities and in the Family Orchard Implementation Program in Chiquintirca. From 544 MT generated in 2013, 17.5% (95.68 MT) were recycled, among them can be highlighted the organic, plastic, cartons, recycled oils, batteries and metals waste. /29 Annual Report 2013 > Contingency Plan Since the beginning, the company counts with a Contingency Plan where the processes are detailed in order to react adequately when facing any emergency situation. This document details the resources and responsibilities assigned, and are defined the effective communications flows, among other regards. Given this methodology the company is capable to face any emergency in the different transport system areas. To do so, has ten emergency kits located in eight strategic places, which are monthly reviewed to ensure it operability. this to verify the accomplishment and correcting the possible deviation from the company standards. Finally it is worth to highlight that during 2013, 3420 environmental matters trainings were performed, involving a total 22,910 MH invested. In 2013, also had 12 environmental supervisions leaded by the Environmental Supervision and Prosecution Organism (OEFA – Spanish acronyms for Organismo de Supervisión y Fiscalización Ambiental). Also, a total of nine emergency responsive squads have been organized, which are trained to face any NGL spill over water flows or soils. /30 NGL spill and NG outflow simulations were performed in the highlands and coast in November 7th and 21st respectively, obtaining an Emergency Respond Indicator (IRE – Spanish acronyms for Indice de Respuesta a Emergencias) of 96.77% and 98.82% respectively, both in presence of a INDECI agent and in the highlands also with representative agents from San Antonio de Antarparco community in Ayacucho, Osinergmin, DIRESA Ayacucho, Ayacucho PNP and Huancavelica PNP, and Ayacucho’s Environmental Aspects Prosecutors. No simulations take place in the Jungle due to security issues. In advance to the Coast and Highlands simulations, during 2013 inspection visits were performed together with the operative areas to the control spots, control spots installation practices with the emergency squads in each region, and signage installation in the control spots to easily identify when facing an eventual contingency. > Supervision and Auditory Following the IMS guidelines, the company counts with its own certified staff as internal auditors, which are constantly coached to maintain and strengthen the different areas commitment to the continuous improvement of the management system. In 2013, 518 environmental inspections were performed, Our operations are safe, reliable and efficient. The Expansions Our operative indicators point TgP as a worldwide class transporter. Nevertheless, we are conscious about facing two big challenges: the growing gas demand and the new unsecure conditions in the Jungle and Highland regions. In order to overcome these barriers it is necessary to improve the available security infrastructure working side by side with Peruvian Government and together coordinating optimal working conditions for our contractors. TgP recognizes the importance of the contribution of the gas to the energetic country matrix, therefore we have developed initiatives to ensure the supplying process in the most efficient way. During 2013, the Peruvian Government through their Order Forces, performed important efforts attempting to restore the security conditions in the area, that, as informed in our Annual Report 2012, had forced to cease activities in the expansion projects originally forethought. However, these actions that would enable to continue the construction of the expansion project “Compression Plant”, since it was a project located in an enclosed perimeter, would not do so in an extended project with a great length such as the South Loop (project consisting in building a 55 kilometers pipeline parallel to the original one in the jungle area). Within this panorama, the Government solicited to TgP to assess expansion alternatives that would allow reaching the required transportation capacities in the required terms. For this, it was redesigned the original Expansion Project, based on raising the “Compression Plant” KP127 installed capacity from the originally forethought and constructing a Loop in the Coast between Chilca and Lurin, projects that also enabled the forethought expansion to 1.540 MMPCD. In such way, in September 2013, TgP and the Energy and Mining Ministry signed a new addendum to the Natural Gas Transport Concession Contract that contractually settles the new design of the Natural Gas transportation capacity expansion that, if not because of Major Force events, should be completed by the end of the year 2015. Ever since, the works in the “Planta Compresora” have restarted and the works regarding the Coastal Loop II begun, completing during 2013, 90% of the archeological recues that enables the new Loop right of way for the future programmed construction. With the new addendum execution, TgP also committed to build the derivation pipeline to Ayacucho, first pipeline of a future branch that could reach Huanta and Huancayo. During 2013, it begun the execution of works regarding the basic engineering as well as the many different environmental and social studies that will enable the project execution during 2014. /31 Annual Report 2013 Management Analysis Transportadora de Gas del Perú is involved in many Administrative Procedures and Prosecutions that, for the present document, imported a sum upper to 115 Tax Units. Nonetheless, we must mention that those prosecutions are tied together to regular business development, reasonably considering that some of them might end in a significant adverse result to financial position or company results. In 2013, the company obtained a profit of US$ 63.4 million compared to last year that showed a decrease of 31%, due to a non-cash reduction in net income, as a consequence of the extinction of the obligation to construct the South Loop Project (for more details, go to Expansions chapter), that generated an income tax of $102.5 million. This was compensated by the higher transportation revenues, which are detailed later. In the sense and context above described, is informed that during 2013 neither Osinergmin nor the OEFA (Spanish acronyms for Environmental Evaluation and Control Organism) organism that replaced Osinergmin in environmental control matters (from the Environment Ministry) have impost any penalty to the company, not even Administrative Procedures have started against the company. As a result of the reviewing of the affidavits of the income tax corresponding to years 2004, 2005, 2009 and 2010, the Company received from the Tax Authority the fine and determination resolutions in which were determinated compensations to the income tax for US$ 16.82 million, plus interests and accessories. The Company has presented its claim to these resolutions. NET INCOME 100.0 80.0 Millions US$ /32 In the legal framework 60.0 40.0 20.0 20.0 0.0 2011 2012 2013 During this year, sales totalized US$ 509.4 million, amount that is consistent with the estimates for this period, and accounted a 10% rise compared to the income in the previous year. Incomes were distributed as follows: > US$ 125 million granted by Interamerican Development Bank (IDB) and Corporación Andina de Fomento (CAF) in 2004 for a term of 14 years, > US$ 50 million granted by Banco de Crédito del Peru (BCP) in 2007 for a term of 10 years, SALES BY SOURCE 600.0 > US$ 80 million granted by BCP and the French bank Natixis for a term of 7 years, 500.0 > US$ 150 million granted by BCP, Natixis and CAF in 2008 for a term of 7 and 10 years, > US$ 151 million granted by Banco Nacional de Desenvolvimento Económico e Social de Brasil (BNDES) in 2010 for a term of 8 years, 400.0 Millions US$ The loans obtained by TgP along its history are: 300.0 > In December 2011, a new loan for US$ 205 million was granted by BBVA Banco Continental for a term of 12 years. 200.0 100.0 0 2011 2012 2013 Natural Gas Liquids There has been a sustained growth in the Company’s operating income from natural gas transportation, reaching US$ 335.4 million in 2013. This increase in income from natural gas transportation was mainly driven by 80 MMPCD additional firm capacity contracted by Fenix Power Perú S.A. and Termochilca S.A.C. which started in January 1st, 2013. The cost of services in 2013 amounted to US$ 211.1 million, which represents an increase of 7.3% compared to 2012. This is mainly explained by the increase in the level of activities and operations in the company. In 2013, financial expenses amounted to US$ 107.5 million, which implies an increase of 21.6% compared to the previous year, mainly due to expenses associated with the refinancing operation of the company in the second quarter of 2013. On the other hand, in August 2004 TgP issued the First and Fourth Issuance of the Corporate Bonds First Program for US$ 200 million and S/. 236.6 million, respectively; and in May 2005 the Fifth and Sixth Issuance of the Corporate Bonds First Program for US$ 71.1 million and S/. 28.96 million. The issuances in US$ had a term of 15 years and the ones in S/. have a term of 25 years. In April 2010, the company registered two corporate bond issuances under the Second Program, being the Third issuance of US$ 100 million and the Fourth issuance of US$ 50 million, both had a term of 15 years. On April 30th, 2013, TgP issued an international issuance of senior bonds under 144 A rule and regulation S of the United States Securities Act. of 1933 for US$ 850 million at rate 4.25% for a term of 15 years. The use of proceeds was to repay bank loans, repayment of issuances from the First Program Corporate Bonds (First and Fifth issue) and the Second Program Corporate Bonds (Third and Fourth issue), along with other corporative objectives. /33 Annual Report 2013 The total amount of financial expenses during the period was US$ 37.5 million, corresponding to interest from TgP’s bonds outstanding during 2013. On the one hand, US$ 13.3 million corresponded to local bonds, considering that four out of six of those issuances were repaid in May 2013. On the other hand, US$ 24.2 million correspond to the international issuance. At the end of 2013, the characteristics of these bonds are described below: VAC Bonds (1st Program-4th issuance) VAC Bonds (1st Programa-6th issuance) Currency s./ s/. US$ Total Debt 236,600,000 28,960,000 850,000,000 As of December 31st, 2013 /34 Senior Bonds 144A/RegS Outstanding Amount 236,600,000 28,960,000 850,000,000 Repayment Quarterly Quarterly Semi-annually Outstanding Straight Line Straight Line Payable in 5 installments each on the last 5 years Disbursement Date 24/08/2004 24/05/2005 30/04/2013 First Repayment Date 25/11/2019 24/08/2020 30/04/2024 End Date 24/08/2029 24/05/2030 02/05/2028 Rate VAC VAC Fixed Spread 7.125% 6.25% 4.25% Term 25 Years 25 Years 15 Years Grace 15 Years 15 Years 10 Years Regarding the variation of TgP’s corporate bonds quotation in Lima’s Stock Exchange Market, the debt representative values issued by the company have not registered any negotiation during 201313. Likewise, it is worth mentioning that TgP has maintained for this year, the highest credit risk rating for corporate bonds in local market, according to the evaluation made by the following three risk rating firms: Apoyo & Asociados Internacionales S.A.C., Equilibrium Clasificadora de Riesgos S.A., and Clasificadora de Riesgo Pacific Credit Rating S.A.C. On April 2013, according to the evaluation made by the main risk rating firms, Moody’s Investors Service, Standard & Poors and Fitch, TgP got Baa2, BBB and BBB respectively. Regarding TgP’s investment, in order to increase the current transportation capacity to 920 MMCFD, TgP is developing the following expansion projects: The first one implies the building of a compressor plant at Kp 127 of the actual transportation system, which would be equipped with 4 turbo compressors (TTCC) of 18.000 HP respectively. The second one is denominated Loop costa, located between Chilca and Lurin, which consist on the building of a 31 Km pipeline, from Kp 699 to the City Gate in Lurín. Furthermore, TgP is in process to build a 20 km derivation from Kp 227 current pipeline to Ayacucho. 13 As reported by the LSE in CE-002/2014 circular sent on 29 January 2014. In general, TgP shows solid liquidity levels. Its liquidity ratio measured by the current asset-current liability ratio was 5.72, a 229% increment due to the accumulation of cash generated in the period and the liability management that increased the long term debt; while the acid test ratio measured as cash and banks over current liabilities was 4.56 that result on an increment of 235%. These high liquidity levels are mainly caused since 94% of TgP’s liabilities are long termed and because an appropriate level of cash and banks is kept, which reached US$ 328.7 million in 2013. According to current regulation, the Company maintains its accounting records in U.S. dollars, which constitute its functional and reporting currency. From more than two years, CPCC Luis Medina Chirinos has been in charge of the elaboration of TgP’s financial information, and TgP’s external auditors have been Dongo-Soria Gaveglio and Asociados S.R.L., a member firm of PricewaterhouseCoopers International Limited (PwCIL). Furthermore, the opinion of TgP’s external auditors about the financial statements has been “without disclaimers” for the end of 2013 fiscal year. LIQUIDITY 6.0 5.0 4.0 3.0 /35 2.0 1.0 0.0 2011 Current Liquidity Severe Liquidity 2012 2013 According to the BOOT contracts signed with TgP with the Peruvian government, the technical operations of the transportation systems are carried out by its pre-qualified strategic operator, which is operating through Compañía Operadora de Gas del Amazonas (COGA). Many of the activities described in this Annual Report were performed directly by COGA as operator, as shown in some photographs. CREDITS Creation and Design: B+A Comunicación Corporativa Printing: Impresso Gráfica