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Politics

Disclosure Policy

We have established a Policy for Information Disclosure and the Preservation of Secrecy by Potential or Actual Holders of Relevant Information, according to CVM Ruling No. 358, of 3 January 2002, as amended by CVM instructions no. 369 of June 11, 2002 and no. 449 of March 15, 2007.

EDP Energias do Brasil S.A.

The Company's information disclosure policy was approved by the Board of Directors' Meeting held on December 18, 2007.

I. Disclosure Policy Preamble and Definitions

Considering the assumptions that:

  1. The investor should have immediate access to any Material Act or Fact (as defined below):
  2. The Company is obliged to disclose any Material Action or Fact (as defined below) in an organized, clear, truthful, equal and sufficient form; and
  3. Controlling Shareholders and Managers (as defined below) are obliged to evaluate the time and opportunity to disclose the Material Action or Fact, including the possibility of maintaining confidentiality to the Company's benefit when they understand that the disclosure of the Material Action or Fact will pose a risk to legitimate Company's interest;

Current Company's information disclosure policy was approved by the Board of Directors.

DEFINITIONS
Controlling shareholders Company's controlling shareholders, direct or indirect.
Managers Members of the board of directors and executive board, acting on their own behalf or on the behalf of the Company.
Company EDP – Energias do Brasil S.A.
Members Members of the supervisory board and of any bodies with technical or consulting functions that are created according to the bylaws
CVM Brazilian Securities Commission.
Recipients Related Controlling Shareholders, Managers, Board members and Holders of Information.
Related holders of information whoever in the capacity of employee or not, due to its position, function or job in the Company or in controlling companies, subsidiaries or associates of the Company or under common control is aware of information related to Material Action or Fact (as defined below), especially those that participate in areas directly subordinated to Controlling Shareholders, Managers and Board members.
Material action or fact any (i) decision of Controlling Shareholders; (ii) resolution of the shareholders' meeting or Management meeting: or (iii) any other political-administrative, technical, business or economic-financial, or related to the business action or fact that may significantly influence on: (a) the quotation of securities issued by the Company or referred to them; (b) the decision of investors on buying, selling or maintaining those securities; or (c) the decision of investors about exercising rights inherent to the condition of holder of securities issued by the Company or referred to them.
Instruction 358 Instruction no. 358, issued on January 3, 2002 by CVM, as amended by CVM instructions no. 369 of June 11, 2002 and no. 449 of March 15, 2007.
Disclosure Policy This Company Information Disclosure Policy.
II. Recipients

All Recipients (Related Controlling Shareholders, Managers, Members and Holders of Information) are subject to the Disclosure Policy.

III.Potentially material action or fact

Materiality criterion of the Material Action or Fact is based on the possibility of substantially influencing the decision of investors of negotiating with Securities.

Material Fact, as defined above is any action or fact able to substantially influence on:

  • the quotation of securities issued by the Company or referred to them;
  • the decision of investors on buying, selling or maintaining those securities; or
  • the decision of investors about exercising any rights inherent to the condition of holder of securities issued by the Company or referred to them.
IV. Examples of Material Acts or Facts

The transcription of Material Action or Fact examples provided for in Instruction 358 is presented below. Recipients should note that (i) the occurrence of any of the examples below is not necessarily a Material Action or Fact, as according to item

POTENTIALLY MATERIALACTION OR FACT, it is the ability to substantially influence (a) the quotation of securities issued by the Company or referred to them; (b) the decision of investors on buying, selling or maintaining those securities; or (c) the decision of investors of exercising rights inherent to the condition of holder of securities issued by the Company or referred to them; and (ii) the list contains only examples, it does not deplete or limit the possibilities of occurrence and characterization of a Material Action or Fact.

  • a) signature of an agreement or contract for the transfer of the Company's shareholding control, even if under suspensive or resolutive condition;;
  • b) change in the Company's control, including through the execution, alteration or rescission of a shareholders' agreement;
  • c) execution, alteration or rescission of a shareholders' agreement, according to which the Company is a party or intermediator, or that has been registered in the Company's own book;
  • d) inclusion or exclusion of a partner that has entered into an operational, financial, technological or administrative contract or collaboration with the Company;
  • e) authorization to trade securities issued by the Company in any domestic or foreign market;
  • f) decision of canceling the registration as a publicly-held company;
  • g) incorporation, merger or spin-off of the Company or related companies;
  • h) transformation or wind-up of the Company;
  • i) change in the Company's equity;
  • j) change in accounting criteria;
  • k) renegotiation of debt;
  • l) approval of the stock option plan;
  • m) change in rights and benefits of securities issued by the Company;
  • n) stock split, reverse split or stock grant;
  • o) acquisition of Company's shares to hold in treasury or cancel, as well as disposal of shares thus acquired;
  • p) the Company's profit or loss and allocation of cash proceedings;
  • q) execution or extinction of a contract or unsuccess in its conduction, when expected outcome is known to the public;
  • r) approval, change or withdrawal of project or delay in implementation;
  • s) start, resumption or discontinuance of manufacturing or trading of product or service provision;
  • t) discovery, change or development of technology or Company's resources;/li>
  • u) change in projections disclosed by the Company; and/or
  • v) judicial or extra-judicial recovery request, requirement or acknowledgment of bankruptcy or lawsuit that may affect the Company's economic-financial situation.
V. Confidentiality

Recipients should keep absolute confidentiality about the Company's business Material Action or Fact that has not been disclosed to the market.

While the Material Action or Fact is not disclosed, Recipients should promote restricted disclosure, when necessary to develop the business, always as confidential information and ensuring that every person with access to that information is aware that it is confidential and that its disclosure is limited, pursuant to the terms of this Disclosure Policy; joint responsibility is established, in accordance with Article 8 of Instruction 358, when confidentiality is not complied with by employee or reliable third party, for the Recipients that disclosed the information.

VI. Procedures Related to the Maintenance of Confidentiality

Recipients should take precautions to maintain information on undisclosed Material Action or Fact confidential.

When dealing with confidential or possibly material information, pursuant to the terms of item POTENTIALLY MATERIAL ACTION OR FACT yet undisclosed, Recipients should:

  • immediately report it to the Investors Relation Officer, in accordance with item MAINTENANCE OF CONFIDENTIALITY TO THE BENEFIT OF THE COMPANY;/li>
  • make sure that all documents related to this information circulate with confidentiality notice and/or restricted access and, also, that mail, either conventional or electronic, is addressed to reliable people that are aware that information is provided confidentially, in accordance with the Company's standards on electronic mail security;
  • forward to the Investors Relations Officer a list including name, position and function, if known, of people to which information was formally or informally provided; and
  • immediately communicate the Investors Relations Officer about suspect or actual leak of information from its restrict and determinable circle.
VII. Direct Responsibility for the Disclosure of Material Action or Fact

The Investors Relations Officer is primarily responsible for the disclosure of Material Action or Fact.

The Investors Relations Officer should effectively comply with the disclosure of Material Action or Fact, immediately disclosing and communicating CVM and the markets in which securities issued by the Company are traded, in compliance with provisions of item MAINTENANCE OF CONFIDENTIALITY TO THE BENEFIT OF THE COMPANY.

VIII. Joint Responsibility for the Disclosure of Material Action or Fact

Recipients that are personally aware of a Material Action or Fact that should have been disclosed already are jointly responsible.

Complying with the procedure established in sub item (a) of item PROCEDURES RELATED TO MAINTENANCE OF CONFIDENTIALITY and when the omission of the Investors Relations Officer in disclosing the Material Action or Fact is verified by Controlling Shareholders, Management or Members, these should immediately warn other members of the Company's Executive Board for them to analyze the possible disclosure without prejudice to the duty of informing the Material Action or Fact to CVM, in accordance with paragraph 2 of Article 3 of Instruction 358. The Company's Executive Board will communicate to the Recipient, immediately and in written, about that resolution.

IX. Anomalous Situations

Recipients that are personally aware of undisclosed Material Action or Fact should pay attention to atypical fluctuations in shares' quotations.

Whenever there is unusual fluctuation in quotation of securities issued by the Company, either in traded prices or quantities, the Investors Relations Officer will inquire internal people with access to material information to check whether they are aware of any matter liable to being disclosed to the market. Recipients that are personally aware of a Material Action or Fact should pay attention to any unusual fluctuation in quotation of securities issued by the Company and report to the Investors Relations Officer information necessary for its correct understanding, so that this information is able to, on its own, support a possible disclosure, in accordance with the terms of Instruction 358.

X. Maintenance of Confidentiality to the Company's Benefit

Material Action or Fact should be immediately disclosed, unless maintaining it confidential is indispensable to preserve the Company's legitimate interest.

The Material Action or Fact may exceptionally not be disclosed when Controlling Shareholders or Management understand that its disclosure will pose a risk to a legitimate interest of the Company, and the following should also be complied with:

  • Controlling Shareholders or Managers that decide on maintaining confidentiality to the benefit of the Company should immediately and formally inform the Investors Relations Officer of the fact considered material and that should be maintained as confidential, providing the information necessary to its correct understanding so that this information is able to, on its own, support a possible disclosure, in accordance with the terms of Instruction 358.
  • The Investors Relations Officer or the other Managers or Controlling Shareholders of the Company - provided that these two groups simultaneously communicate the Investors Relations Officer - may request that CVM analyze the necessity of maintaining confidentiality, provided that this is done in a sealed envelope addressed to the CVM President with a confidentiality warning. In case CVM decides that the Material Action or Fact should be disclosed to the market, it will determine to the interested person or the Investors Relations Officer, as applicable, its immediate communication to the stock exchange and the entity of the over-the-counter market in which securities are traded, and its disclosure as provided for in Article 3 of Instruction 358; and
  • In any hypothesis of maintaining confidentiality on Material Action or Fact, and in face of situations that may be classified in item ANOMALOUS SITUATIONS or when the situation is out of the Recipients' control, the Investors Relations Officer should be immediately informed to adopt the procedures provided for in item (b) above or immediately disclose the respective Material Action or Fact, without prejudice to Controlling Shareholders' and Managers' responsibility on disclosure.
XI. Holders of Securities Issued by the Company

Controlling Shareholders, Managers and Board members should inform the Company which are the holders and the trading by subsidiaries of securities issued by the Company.

Controlling Shareholders, Managers and Board members are obliged to inform to the Company which are the holders and the trading of securities, derivatives or any other securities referred to securities issued by the Company or issued by Subsidiaries or parent companies, provided that they are publicly-held companies. They should also communicate securities issued by these companies that are held (i) by the spouse from whom he/she is not legally separated; (ii) to the partner; (iii) to any dependent included in annual income tax return; and (iv) to direct or indirect subsidiaries.

Communication provided for in this item should be made on a monthly basis for the maximum period of 5 days after the end of each month, regardless of changes in any of the positions held, except: (i) upon investiture in the position, when communication should be made on the first business day after investiture; and (ii) to Managers and Members, when Securities are traded, when communication should be made within 5 days after the completion of each business. This communication should contain at least the following:

  • Name and qualification, indicating the registration number in the Corporate Taxpayers Registry or the Taxpayers Registry;
  • Number of shares per species and class and other features in case of other securities, in addition to the identification of the issuing company and position balance held before and after trading; and
  • Acquisition or disposal forms, prices and dates of transactions.
XII. Responsability for the Disclosure of Information on Trading of Managers and Related People

The Investors Relations Officer is responsible for informing CVM on Trading conducted by Managers and Related People.

The Investors Relations Officer should transmit to CVM and the markets in which the trading of securities issued by the Company is allowed, information received by the Company in conformity with the provisions of Chapter XI above.

XIII. Asymmetrical Disclosure of Information

All Recipients are responsible for not disclosing Material Action or Fact on a privileged manner, even if in public or restricted meetings.

Previously to the disclosure of a Material Action or Fact through any communication means, including information to the press, or in union, investors, analysts or selected public meetings, inside the country or abroad, Recipients should contact and submit the material that is the object of the disclosure to the Investors Relations Officer, confidentially, and he/she will take the measures required to the simultaneous disclosure of information, if applicable.

XIV. On Crime Against the Capital Market

The use of information about undisclosed Material Action or Fact may be classified as crime, subject to imprisonment for a period of one to five years and fine.

Use undisclosed material information whose Recipients are aware of and that they should keep confidential and which is able to provide undue benefit to oneself or others, through trading of securities on one's own behalf or on behalf of a third party is a practice classified as crime against the capital market, pursuant to the terms of Article 27-D of Law no. 6,385, of December 7, 1976, as amended by Law no. 10,303, of October 31, 2001, subject to imprisonment for a period of one to five years and fine of up to three times the amount of the undue benefit obtained as a result of the crime.

XV. Effectiveness and Changes - Changes to the Disclosure Policy will be Informed to Recipients.

As decided, the Disclosure Policy is effective as of December 18, 2007. The Company's Board of Directors may, at any time, change current Disclosure Policy and, in this case, the Investors Relations Officer should immediately communicate the changes to Recipients, CVM, stock exchange and market entities in which securities issued by the Company are traded, and they are applied to all on communication date.

Annex – Terms of Compliance with the Information Disclosure Policy

I, [name and description], [function or position], declare that I have made myself aware of the terms and conditions of the Information Disclosure Policy of EDP ( EDP Energias do Brasil S.A. ), in compliance with the terms of CVM Ruling No. 358, of January 3, 2002 and approved by the Board of Directors of the company on December 18, 2007.

By signing this, I formally accept the company's Information Disclosure Policy, and I hereby bind myself to comply with all its terms and conditions, adopting in situations of doubt the most conservative position possible.

[city], [date]

_________________________

[name]

Trading in securities issued by EDP Energias do Brasil S.A., or referred to them by potential or actual holders of relevant information under CVM Ruling No. 358, of 3 January 2002, as amended by CVM instructions no. 369 of June 11, 2002 and no. 449 of March 15, 2007.

EDP Energias do Brasil S.A.

The Company's information disclosure policy was approved by the Board of Directors' Meeting held on December 18, 2007.

Trade Policy

Trading in securities issued by EDP Energias do Brazil S.A., or to which they are referenced, on the part of potential or effective holders of relevant information, under the terms of CVM instruction no. 358, of January 3, 2002, as amended by CVM instructions no. 369 of June 11, 2002 and no. 449 of March 15, 2007.

Approved by the Board of Directors of the Company at meeting held on December 18, 2007.

Trading securities policy issued by the company or to which they are referenced

I. Preamble of the trading policy and definitions

Pursuant to the terms of Law nº 6,404 of December 15, 1976, especially the provisions of paragraphs 1 and 5 of Article155, and regulation issued by the Brazilian Securities and Exchange Commission (CVM) with emphasis on Article 13 of Instruction 358, Controlling Shareholders, Managers, Board members and Former Managers are obliged to keep confidentiality on any undisclosed material information obtained as a result of their position and able to fairly influence the quotations of securities. It is prohibited to obtain, for oneself or others, advantages in the securities market.

In addition, Law no 6,385, of December 7, 1976, in its Article 27-D classifies as crime against the capital market the use of undisclosed material information by anyone who is aware of it and that should keep it confidential, able to provide to oneself or others, undue advantage in the trading of securities on one's own behalf or on behalf of a third party.

In compliance with said provisions and considering that (i) the effective allocation of funds in a market economy requires the existence of a reliable and timely system; and (ii) that spontaneous market forces and the sum of private interests are not sufficient to ensure the existence of an effective information system, thus forcing the establishment of mandatory compliance with certain conduct standards, the Company hereby establishes some guidelines for the trading of securities of its issuance, or referred to them, by certain people, in conformity with the provisions of Article 15 of Instruction 358, as amended.

The purpose of adopting the Trading Policy is to establish specific parameters and limits for the trading of Securities by its recipients, maintaining, however, the absolute prohibition of using information on undisclosed Material Action or Fact to obtain, for oneself or others, advantages in the securities market.

DEFINITIONS
Controlling Shareholders Company's controlling shareholders, direct or indirect.
Advisory provision of advisory, assistance or any type of consulting on investment in Securities.
Managers members of the board of directors and executive board, acting on their own behalf or on the behalf of the Company.
Bovespa São Paulo Stock Exchange.
Company EDP Energias do Brazil S.A.
Members Members of the supervisory board and of any bodies with technical or consulting functions that are created according to the bylaws.
CVM Brazilian Securities Commission.
Trading Days days in which there are shares trading sessions at Bovespa
Former Managers managers that leave the Company's management before the public disclosure of business or fact commenced during management period.
Material action or fact any (i) decision of Controlling Shareholders; (ii) resolution of the shareholders' meeting or Management meeting: or (iii) any other political-administrative, technical, business or economic-financial, or related to the business action or fact that may significantly influence on:

(a) the quotation of securities issued by the Company or referred to them;

(b) the decision of investors on buying, selling or maintaining those securities; or

(c) the decision of investors about exercising rights inherent to the condition of holder of securities issued by the Company or referred to them.
Instruction 358 Instruction no. 358, issued on January 3, 2002, by CVM, as amended by CVM instructions no. 369, of June 11, 2002 and no. 449, of March 15, 2007.
People Subject to a Company, Controlling shareholders, Managers.
Trading Restriction Board members, Former Managers, Employees and/or Executives periodically listed by the Investors Relations Officer, at his/her own discretion, as People Subject to Trading Restrictions.
Trading Policy current Securities Trading Policy.
Individual Investment Plan individual plan containing intentions of People Subject to Trading Restriction for long term investments in Securities using their own funds, and filed in the Company's head office pursuant to the terms of item V of the Trading Policy.
Associated Companies Companies with 10% interest or more in the capital of one another without holding control.
Subsidiaries Direct or indirect subsidiaries that qualify or will qualify as such, pursuant to the terms of Law no. 6,404, of December 15, 1976 ("Brazilian Corporate Law").
Parent Companies The Company, Controlling Shareholders, Administrators, Board Members, Former Administrators, Employees and/or Executives whom the Director of Investor Relations shall indicate, at his exclusive criteria, as being Subject to Restriction of Trades, as disclosed in a list published from time to time.
Securities (i) any security issued by the Company, such as shares, debentures, promissory notes, subscription notes; and (ii) any security, contract or agreement referred to any security issued by the Company, such as derivative contracts and/or purchase options and future sales.
II. Recipients of the trading policy

The Trading Policy affects, and requires adhesion in writing by: (i) Controlling shareholders; (ii) Managers; (iii) Members; (iv) Former Managers; and (v) Employees and executives that the Company's Investor Relations Director may appoint, at his sole discretion, as Persons Subject to Restriction for Trading, in accordance with periodically disclosed listings.

The obligations foreseen in this Trading Policy are equally applicable to persons listed in the previous paragraph and linked to the Company's parent companies and subsidiaries.

III. Trade prohibitions

The Persons Subject to Restriction for Trading are presumably holders of privileged information and may not trade with Securities (i) in disagreement with the Trading Policy and/or (ii) in several specific periods.

The People Subject to Restriction for Trading, except for Company board members and directors, and those of subsidiaries and affiliated companies, may not trade with securities in the fifteen-day period preceding the disclosure of the Company's quarterly information (ITR form) and annual financial statements (DFP form). Company’s board members and directors as well as those of subsidiaries and affiliated companies, may only trade with securities in the fifteen calendar day period preceding the disclosure of the Company's quarterly information (ITR form) and annual financial statements (DFP form) in cases of the provisions of Chapter VII of this Trading Policy.

Covered in the prohibitions of this Trading Policy is the trading performed directly or indirectly by Persons Subject to Restriction for Trading, defined as:

  • Direct Trading: A trading with Securities occurring for the account of the Person Subject to Restriction for Trading or directly benefiting said person, such as those carried out in stock exchange or over the counter in which the final commitment lies with the Person Subject to Restriction for Trading;
  • Indirect Trading: A trading with Securities that has as the indirect beneficiary the Person Subject to Restriction for Trading, such as those conducted by companies controlled by the Person Subject to Restriction for Trading, an exclusive investment fund of the Person Subject to Restriction for Trading or through third parties with whom a Person Subject to Restriction for Trading has a fiduciary agreement, a portfolio or share management agreement, except for the hypotheses of authorized trading, as described below.
IV. Authorized trading hypotheses

The prohibitions established in this Trading Policy do not apply:

  • in the case where trading with Company's securities is conducted by investment funds of which Persons Subject to Restriction for Trading are unit holders, provided that the investment fund are exclusive and the investment fund manager's trading decisions are not influenced by the unit holders; and/or
  • in transactions with Company treasury shares by private trading linked to the exercising of the purchase option in accordance with the plan for granting purchase options approved by the Company, and in repurchases of those shares by the Company also by private trading.
V. Trading by board members and directors

The Company's board members and directors and those of subsidiaries and affiliated companies may acquire Securities issued by the Company in the fifteen (15) calendar-day period preceding the disclosure of quarterly information (ITR form) and annual financial statements (DFP form), provided that (i) the acquisition is made in conformity with the Individual Investment Plan; and (ii) the Company has approved a schedule of specific dates for disclosure of ITR and DFP forms.

VI. Rules related to trading policy

All Securities operations arising from Direct or Indirect Trading must observe certain limits.

The Persons Subject to Restriction for Trading who want to trade with Securities must expressly adhere to the Trading Policy by means of the Adhesion Agreement, whose form is the Attachment I hereto, and observe the following limitations:

  • abstaining from trading Securities whenever so determined by the Investor Relations Director for the period established by him, regardless of presentation of justifications;
  • abstaining from trading Securities if applicable and as long as there is observance of the provisions of Chapters IV and VII of this Trading Policy, when a reasonable time has not yet elapsed for the assimilation of the disclosed Material Action or Fact, assuming that a reasonable time will have elapsed (i) in relation to the disclosure of quarterly information (ITR) and annual information (DFP and IAN forms) when two (2) stock market days have elapsed counting from the date of disclosure of said quarterly information (ITR) and annual financial statements (DFP and IAN), including that date, or on the date of publication or availability of their information in the Periodical and Occasional Information System (IPE) of the Brazilian Securities Commission (CVM) and the São Paulo Stock Exchange (Bovespa), whichever occurs first; and (ii) in relation to the other hypotheses of disclosure of a Relevant Action or Fact, on the stock exchange day subsequent to the date of disclosure of the Relevant Action or Fact, including that date.
  • not conducting trading with Securities privately, except if expressly authorized by the Investor Relations Director;
  • (d) providing guidance and making the best efforts so that the (i) spouse or partner; (ii) descendant; and (iii) any other dependent included in the annual income tax return only trade Securities in the periods in which there is authorization to trade Securities; and
  • (e) abstaining from trading Securities whenever the trading can interfere in the condition of related businesses, generating losses to shareholders or to the Company or its subsidiaries and affiliated companies, even if it is after the disclosure of the Material Action or Fact.

The Company will maintain in its main offices a list of those who sign the Adhesion Agreement with their particulars, position or function, address and corporate or personal federal tax enrollment number.

Whenever there are changes to the master file data, subscribers of the Adhesion Agreements must inform them immediately to the Company, in the person of the Investor Relations Director, who will update the list and keep it at the disposal of the Securities Commission (CVM).

The Adhesion Agreements must remain filed in the Company's main offices as long as their signatories maintain a link to the Company and for at least five (5) years after their separation.

VII. Filing of the individual investment plan

The Company's board members and directors, as well as those of subsidiaries and affiliated companies may only trade Securities within the fifteen calendar day period preceding the disclosure of the quarterly information (ITR form) and annual financial statements (DFP form), in accordance with Individual Investment Plans duly filed in the Company, with the observation of several requirements.

Company board members and directors, and those of subsidiaries and affiliated companies, who have their Individual Investment Plans duly filed in the Company in conformity with the specifications below, may trade with Securities within the fifteen (15) calendar day period preceding the disclosure of quarterly information (ITR form) and annual financial statements (DFP form), although they must observe all obligations listed in items III, IV and V above.

The Individual Investment Plan:

  • may not be filed by the Company board members and directors, and those of subsidiaries and affiliated companies who have a personal knowledge of a Material Action or Fact not yet disclosed to the market, and within the fifteen (15) calendar days preceding the disclosure of ITR and DFP forms;
  • must be filed thirty (30) days before the start of any trading with Securities by the Company board members and directors and those of subsidiaries and affiliated companies;
  • will be established with a validity period of no less than twelve (12) months
  • will establish the irrevocable and unconditional commitment by Company board members and directors and those of subsidiaries and affiliated companies to invest previously established amounts, indicating, on a monthly basis, (i) the volume of own funds they want to invest in Securities in the period; and (ii) the quantity, type, species and class, if any, of Securities that they intend to acquire in the period;
  • will establish (i) the obligation of extending the commitment for purchasing the Securities, even after the end of the period originally foreseen for linking the Company board members and directors and those of subsidiaries and affiliated companies to the Individual Investment Plan depending on the Material Action or Fact not disclosed to the market and within the fifteen (15) days preceding the disclosure of the ITR and DFP forms; and (ii) obligation of Company board members and directors and those of subsidiaries and affiliated companies to revert to the Company any losses avoided or gains earned in trading with Company Securities arising from a possible change on the dates of disclosure of the ITR and DFP forms, calculated under reasonable criteria to be established in the Individual Investment Plan.

The Company board members and directors, and those of subsidiaries and affiliated companies, must hold the Securities acquired for at least ninety (90) days before making any other trading with those Securities, except for trading arising from (i) lending of Securities; or (ii) fully circumstantiated and justified situations with previous authorization by the Investor Relations Director.

Share subscriptions or acquisitions by exercising options granted by the Company under a Securities purchase option plan previously approved in a Company general shareholders' meeting will be assumed to be included in the Individual Investment Plan, regardless of anticipation.

VIII. Prohibition of treasury share transactions

Trading by the Company with shares issued by itself are subject to the absolute prohibitions indicated in items (a) and (b) below.

The Company's Board of Directors may not authorize trading of Company-issued shares in the following cases:

  • (a) when any agreement or contract has been entered into for the transfer of the Company's ownership control or an option or mandate for that purpose has been granted; and/or
  • (b) if there is an intent to perform a combination, split-off, merger, transformation or reorganization of the Company and while it has not become public by the disclosure of a Material Action or Fact.
IX. Prohibition to the provision of advisory

The provision of advice by Persons Subject to Restriction for Trading, either for payment or free of charge, is restricted by this Trading Policy.

The provision of advice by Persons Subject to Restriction for Trading, either for payment or free of charge, should be limited to the periods in which the Persons Subject to Restriction for Trading have no knowledge of any information related to a not yet disclosed Material Action or Fact.

X. Binding period of former managers to current policy

Board members who have adhered to this Trading Policy and leave the Company must observe certain rules.

Board members who have adhered to the Trading Policy and leave the Company when a Material Action or Fact of a business occurred during their management must observe the limitations established by the Trading Policy (i) for six (6) months counting from their separation from the Company; or (ii) until the disclosure of the related Material Action or Fact, whichever occurs first.

XI. Disclosure and effectiveness of the trading policy

The Investor Relations Director shall take steps for immediate dissemination, control and monitoring of the Trading Policy, which will take effect and produce its regular effects as from this date.

All Persons Subject to Restrictions for Trading that might be benefited by the Trading Policy will be personally notified of the provisions herein.

XI.Alterations

Any changes to the provisions of the Trading Policy must be immediately informed to the adhering personnel by the Investor Relations Director.

The Trading Policy may not be approved or changed when there is a pending undisclosed Material Action or Fact. Exceptional situations involving Securities trading previously brought to the Investor Relations Director for consideration may be authorized, under legal and regulatory limits.

The Company's Board of Directors, may, taking into account the period in which the above restriction will be in effect, make changes in this Trading Policy, and such changes will be promptly communicated by the Investor Relations Director to the Persons Subject to Restriction for Trading, and said Persons must expressly and in writing acknowledge the changes, and to the Securities Commission, the stock exchange and market entities in which the Securities are accepted for trading, and the changes will become applicable to each of them on the date of their acknowledgement of the changes.

Annex

Adhesion Term to the Trading Policy

I, [name and qualification], [function or position], hereby declare that I have taken notice of the terms and conditions of the Trading Policy of EDP Energias do Brazil S.A., in compliance with the terms of CVM Instruction No. 358, of January 3, 2002, and approved by the Board of Directors of the Company at a meeting held in December [-], 2007.

By signing this form below, I am formalizing my adhesion to the Company's Trading Policy, committing myself to comply with all of its terms and conditions, and adopting in the case of doubt, the most conservative position possible.

[city], [data]

___________________________________________________________________________________________
[name]
 

Witnesses:

1. _________________________________________________________________________________________

Name:

RG:

CPF:

2. _________________________________________________________________________________________

Name:

RG:

CPF:

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