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08

Annual Report

Rede Ferroviária Nacional – REFER, E.P.E.


08
Annual Report

CONTENTS
1. Message by the Board of Directors 4
2. Corporate Governance 9
3. Analysis of the Economic Setting 26
4. REFER Activities in 2008 30
4.1. Infrastructure Management 33
4.1.1. Conservation and Maintenance 38
4.1.2. Operation 42
4.2. Investments 47
4.3. Complementary activities 60
5. Environment 62
6. Property Assets 65
7. Safety 68
8. Human Resources 71
9. Financing Debt Management 74
10. REFER Shareholdings 79
11. Results, Asset Structure and Indicators 83
12. Final Note 91
13. Outlook 93
14. Financial Statements and Annexes 95
15. Annexes 156

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Rede Ferroviária Nacional – REFER, E.P.E.


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1.
The current Board of Directors’ first mandate ended in 2008. Consequently, this is a suitable time to
assess the company's activities during the previous year and to highlight some priorities for 2009.

In 2008, the company successfully completed another stage in its mission of providing the country
with a competitive transport infrastructure by managing and developing an efficient and safe railway
network in an environmentally friendly manner despite Portugal’s intense budget restrictions.

Despite REFER’s short existence as a rail infrastructure management company, it has inherited an
important historical legacy. In November 2008, the company celebrated the Vouga Line’s 100th year
by organising a train trip between Espinho and Oliveira de Azeméis, which commemorated the
inaugural trip on this rail line by King D. Manuel II in 1908.

The Railway Sector’s Strategic Guidelines presented by the government in 2006, and included in the
general transport policy, comprise the framework for developing REFER's activities and establish a
number of Strategic Objectives for the sector:
• Improve accessibility and mobility in order to increase the railway’s transport market share;
• Guarantee suitable standards of safety, interoperability and environmental sustainability;
• Evolve to a sustainable financing model which also promotes efficiency;
• Promote research, development and innovation.
The Strategic Objectives set forth by REFER in its various prospects are clearly part of the objectives
stipulated for the sector.

In order to meet these objectives, in 2008 REFER had 3,556 employees whose work and dedication
revealed the company's commitment to fulfil certain quality levels and operational and financial
performance. REFER is thus working toward a sustainable model in compliance with the major
guidelines comprising the Program Contract proposal and the Strategic Guidelines for the Railway
Sector.

REFER has carried out its activities in accordance with quality and efficiency standards and in a
manner to guarantee good infrastructure availability rates, to provide stable schedules and to ensure
service quality to operators. To meet this goal, in recent years REFER has been improving service
levels to operators, whereby it has achieved a 98% punctuality rate in Suburban trains and 97% in
Regional and Freight trains. Nevertheless, in 2008 Pendular and Intercity trains inverted this trend
essentially due to the poor track condition of some sections. However, plans have already been
made for major rehabilitation works.
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At the end of 2008, 56% of the whole national railway track was equipped with sophisticated Speed
Control Systems, Convel and ATS (advanced technology systems), in addition to another safety
system, the Ground Train Radio, along 55% of the whole track. The company thus maintained its
efforts initiated in previous years to provide operators with an infrastructure equipped with systems
ensuring enhanced safety and reliability.

In 2008, infrastructure operators continued to slightly increase their utilisation, in keeping with growth
previous years, reaching 41.284 million train kilometres (TK), a 2% increase over 2007. However,
through the liberalisation of freight transport, two new operators emerged – TAKARGO and COMSA
RAIL. The former began operations in the national rail network with 37,000 train kilometres, whereas
the latter requested to reserve slots for testing and training in the Lisbon – Vilar Formoso axis.
Note that the first private freight rail operator – TAKARGO, of the MOTA-ENGIL group – began
operating on 25 September 2008. This occasion is not only a milestone in Portugal’s railway system,
but also allows REFER to foresee increased utilisation of its infrastructure. Currently, TAKARGO has two
1400 locomotives, which allows it to make a daily run with a train of ballast hopper cars from the
Torre da Gadanha Station to the work front at Barreiro - Pinhal Novo. TAKARGO is training train drivers
at the Poceirão – Setil section, and a yard for flatbed container wagons is in the final stage of
approval. COMSA RAIL Transport is a company held by the COMSA Group operating in the transport
and logistics market. Currently, it is operating in Spain and Poland and is expected to begin doing
business in Portugal in the near future.

In 2008, REFER’s rail safety and accident prevention measures to implement the Plan to Eliminate or
Reclassify Level Crossings included 57 actions which eliminated 40 LC and reclassified 17 LC. The
company’s efforts resulted in 20 more actions in 2008 than in 2007. At the end of 2008, the universe
of lines with railway operations included 1,229 level crossings, for an average density of 0.433 level
crossings per kilometre. The ongoing policy to eliminated level crossings, and thus improve their
safety, has contributed to an ongoing accident reduction. In 2008, there were 55 accidents, 11 less
than in the previous year and 68 less than in 2001. In 2009, the company is forecasting to eliminate
78 level crossings and to reclassify 67, and these measures are expected to reduce the accident
rate by 9%.

As for investments in long duration infrastructures, REFER maintained its modernisation and
development projects in the national railway network. Among the said projects, the following are
highlighted:
• Reopening of the Rossio Tunnel in February 2008, after nearly 4 years of recovery works. The
Rossio Tunnel rehabilitation consisted of a structural intervention by building a closed
concrete section inside the tunnel, in a length of approximately 1.180 km, and by building a
concrete platform with embedded track along the whole length (2.613 km), which will
provide access to road vehicles if necessary, and also consisting of a reinforcement
member to endow the tunnel with structural stability.
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• In March 2008, REFER completed the works contract for the Rail Link to the National Ironworks,
thus meeting the schedule laid out during the respective consignment, representing an
overall investment of 15 million euros. The new branch line now made available by REFER is
3,788 meters long and stems from a 795-metre section, also built for this project, called V
line of the Coina Station.
• After the operation start-up of the Lisbon Operation Command Centre (OCC) in November
2007, and fulfilling the planned schedule, the Porto OCC
began operating in April 2008. Housed in a vanguard
building next to the Contumil Station, the Porto OCC will
command/control the lines of Minho, Guimarães, Leixões,
Douro and North [Mealhada (inclusive) to Porto –
Campanhã] and the Braga Branch Line.
• The new train station and rail tunnel began operating in May 2008 in the city of Espinho. The
first train to cross this new infrastructure was the Alfa Pendular from Braga going to Lisbon. The
second track opened to traffic on May 5, after which train traffic continued normally along
the two operation tracks. The intervention also included building a new passenger building
accessed at street level by two entrances linked by an atrium, from which access is provided
through traditional and mechanical means directly to the central passenger platform. The
works began in 2004 and represented an investment of 60 million euros.

Espinho
• In March 2008, the company awarded the works contract called Alentejo Line - Barreiro -
Pinhal Novo Section (excl.) - Electrification and Modernisation of Stations and Stops.”
Completion of this works contract will reduce trip times and improve service quality,
particularly by linking the rail and river infrastructures, improving comfort at stations and the
respective accesses.
• In November 2008, works were completed at the Cacia Multimodal Terminal to install the
following systems, which will be commanded and supervised by the Porto Operation
Command Centre. The Cacia Multimodal Terminal construction project emerged
consequent to the rail link to the Porto of Aveiro and which aims mainly to redistribute cargo
coming from and going to the Port of Aveiro. The main objective of this project is to build a
railway operation system whereby all trains coming from/going to the Port of Aveiro originate
at the Cacia Multimodal Terminal. This terminal will, not only receive/forward the respective
merchandise, but also regulate rail traffic and route it to the North Line and Beira Alta Line,
whereby the latter is the European axis linking to Spain.

REFER’s investment during 2008 reached 398 million euros, which implied a 76% realisation rate
compared with what had been planned (522.9 million euros). Of this value, 392 million euros were
invested on Long Duration Infrastructures (99% of total investment) and 5.6 million euros were
invested on Management Support Structures (1% of the total investment). Investments in 2008 were
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financed by EU Fund allocations, Protocols signed between REFER and various entities and reliance
on other financing sources.

In 2008, the company fulfilled its environmental objectives regarding Noise and the Conservation of
Nature and Biodiversity. It was also a year in which the company provided greater support to its
maintenance activities and intensified investment activities. Environmental evaluation is crucial, not
only because it’s one of the means of implementing the principle of prevention (stipulated in the
Environmental Policy), but also since it is one of the critical requirements for making the necessary
investments to modernise the railway infrastructure.
In 2008, the company submitted 90% of the Strategic Noise Charts (SNC), part of the first stage, to
the Portuguese Environment Agency for the Cascais Line, Sintra Line, Cintura Line and North Line
(Lisbon/Azambuja section). Overall, the charts cover 102 km of rail track. About 11 km are still to be
completed covering the section of Porto S. Bento/Ermesinde. Note that work on this SNC began in
2008, as soon as the respective cartographic survey was performed.
As for Fauna and Flora, we point out the Ecological Rehabilitation Project for a Saltworks in Alcácer do
Sal. The Alcácer do Sal saltworks was acquired in June 2008, followed by the topographic survey
necessary for preparing the intervention program. The first version of the intervention program was
submitted to REFER in November 2008.

The Fixed Assets Management Model was maintained in order to prepare procedures to apply the
new fixed assets management structure to the maintenance activities.
Expanding the initial project essentially aims to standardise the concept of assets and their
application by creating a single language within REFER to be used by the various players; to monitor
the fixed assets in an integrated manner, aligning the financial and technical outlook under a model
understood by everyone; to facilitate maintenance management decisions in order to choose the
best option between investing and asset maintenance, and in order to compare costs per asset
within an internal and external benchmarking perspective.

Lastly, in financial terms, we highlight the implementation of the Euro Medium Term Notes Program of
an overall amount of 1.5 billion euros. This instrument consists of a number of contractual documents
signed between the company and financial intermediaries to create a single legal body
characterising the most relevant aspects of any issuance of bonds either through public or private
issues, with or without state guarantee. As such, REFER gains greater flexibility in the capital
marketsand is able to take an opportunistic approach by occasionally using market conditions which
offer greater financial advantages. Setting up a program of this type does not, on its own, imply any
commitment to current or future debt. The commitment to debt exists only after a concrete bond
issue.
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Rede Ferroviária Nacional – REFER, E.P.E.


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2.
MISSION, OBJECTIVES AND POLICIES

According to Decree-Law 104/97, of April 29, the main goal of REFER E.P. is to provide a public
service of managing the national railway network. The company’s goals also include:
i. Construction, installation and renovation of the railway infrastructures which includes, in
particular, the respective studies, planning and development;
ii. Circulation command and control and promoting, coordinating and developing all
activities related with railway infrastructures;
iii. Complementary or subsidiary activities to the main goal.

In 2008, REFER’s statutes were published in Decree-Law 141/2008, of July 22, and came into force on
23 July 2008. This Decree-Law alters the statute that created the National Railway Network, REFER,
E.P., and the respective statutes, in order to adapt them to the new legal system of the state's
corporate sector.
Therefore, the National Rail Network, REFER, E. P., is transformed into a public corporate entity called
Rede Ferroviária Nacional, REFER, E. P. E., which includes an alteration to the structure of its governing
bodies. The competences of the former Audit Committee are now shared by two new governing
bodies: Audit Committee and Chartered Accountant.
At the same time, adjustments were made to REFER’s competences applicable to rail infrastructure
maintenance for the 25 de Abril Bridge.

Status and activities of REFER, E. P. E.:


“REFER, E. P. E., is a public corporate entity with legal personality, endowed with administrative
and financial autonomy and its own assets, and shall be subject to supervision by the ministers
responsible for the finance and transport sectors.”

In summary, REFER has the following mission:

“PROVIDE A COMPETITIVE TRANSPORT INFRASTRUCTURE


INFRASTRUCTURE BY MANAGING AND DEVELOPING AN EFFICIENT
EFFICIENT AND SAFE

FRIENDLY."
RAILWAY NETWORK THAT IS ENVIRONMENTALLY FRIENDLY

And its vision:

“REFER WILL BE AN EXEMPLARY EUROPEAN RAILWAY INFRASTRUCTURE


INFRASTRUCTURE MANAGER”
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To carry out its activities, REFER split its organisation to suit the two aspects of its mission, but always
keeping in mind that its main goal is to provide a public infrastructure management service.
However, the whole corporate and administrative structure serves each activity in the same manner.
In addition to the activities covered by its missions – infrastructure management and investment
management – REFER, in performing its normal operations, also carries out other complementary
activities.
According to its corporate purpose, REFER carries out two complementary business activities:
• Infrastructure Management and Operation,
Operation as a public service provider which manages the
whole National Railway Network infrastructure, which includes circulation command and
control and the promotion, coordination and development of all activities related with the
railway infrastructure.
• Investment to build,
build, install and renew the railway infrastructure, which includes, in particular, the
respective study, planning and development, an activity carried out on behalf of the state (the
assets are part of the public railway domain).
• Other Activities such as building, installing and managing interfaces with the services of other
transport modes and using spaces to enhance its assets.

The Strategic Guidelines for the Rail Sector (OESF), presented by the government in October 2006
and part of the general transport policy, stipulate a set of Strategic Objectives for the sector and
comprise the framework for developing REFER’s activities.

The following table illustrates the strategic goals for 2009 as defined by REFER according to the
Activities / Budgets Plan:

Outlook analysis Strategic Objectives

1. Ensure economic-financial sustainability


2. Reduce costs of rendered services
Financial
3. Increase contribution by non-operation activities
4. Increase asset utilisation levels

5. Improve the network's service levels


6. Improve and modernise the network infrastructure
7. Improve services rendered to end clients
Client
8. Ensure high safety levels
9. Promote environmental sustainability / social responsibility
10. Improve image and recognition

11. Increase the organisation's productivity


Internal / Processes
12.Optimise the management and control of investments / contracts

Organisational Learning 13. Strengthen technical and management expertise


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As for compliance with the goals set forth in 2008, we highlight that, of the total investment planned
for 2008, of 522,875,068 euros,
euros only 398,063,870
398,063,870 euros were invested, for a 76% realisation rate.
rate
The difference, of -124,811,197 euros compared with the approved budget, was caused essentially
by delays/reformulations of various projects.
The main works completed during 2008 are highlighted below:
• Rehabilitation of the Rossio Tunnel: Start-up of train traffic on 16 April 2008;
• Branch Line to the National Ironworks: Inaugurated on 18 March 2008;
• Porto OCC: Operation start-up on 18 April 2008;
• Lisbon OCC: Full operation start-up on 27 April 2008;
• Sub-section 3.3 – Ovar / Gaia – New Station of Espinho: Inaugurated on 4 May 2008;
• Sub-section 1.2 – Alverca / Vila Franca de Xira – Riverside Tour.

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GOVERNING BODIES

According to its statutes (Decree-Law 104/97 of April 29), the governing bodies of REFER E.P. include
a Board of Directors and an Audit Committee. Decree-Law 141/2008, of July 22, has transformed
REFER into a public corporate entity and thereby altered the structure of its governing bodies. The
competences of the former Audit Committee are now shared by two new governing bodies: the
Supervisory Board and Chartered Accountant. Until 31 December 2008, the members of the
Supervisory Board and the Chartered Accountant had not been appointed yet, such that the Audit
Committee remained in office.

BOARD OF DIRECTORS (DECREE-LAW 104/97 OF APRIL 29).

“The Board of Directors generally performs all acts necessary to manage and develop the company
and to manage its assets without loss to the powers of the respective supervising ministries" (Decree-
Law 104/97 of April 29).

CHAIRMAN OF THE BOARD OF DIRECTORS  Engineering and Construction


 Human Resources
 Organizational Development
LUÍS FILIPE MELO E SOUSA PARDAL  General Secretariat
 Quality
 Environment
 Property Assets
 Corporate Relations

VICE-CHAIRMAN OF THE BOARD OF DIRECTORS  Economy and Finance


 Plan and Control
ALFREDO VICENTE PEREIRA  Strategic Planning
 Provisions and Logistics

 Legal land Litigations


BOARD MEMBER  International Relations
 Auditing
ROMEU COSTA REIS  Communication and Image
 EU Funds

BOARD MEMBER  Infrastructure Operation


 Safety/Security
ALBERTO JOSÉ ENGENHEIRO CASTANHO RIBEIRO  Stations Management

BOARD MEMBER  Information Systems and Technology


 Tariffs and Infrastructure Access
CARLOS ALBERTO JOÃO FERNANDES  Liaison with the Fertagus Concession
Contract
 Contracts with the State
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Position Governing Bodies Election Mandate

Board of Directors

69/2005 of November 1st


Chairman of the Board Luís Filipe Melo e Sousa Pardal
24 2005/2008

69/2005 of November 1st


Vice-Chairman of the Board Alfredo Vicente Pereira
24 2005/2008

69/2005 of November 1st


Board Member Romeu Costa Reis
24 2005/2008

69/2005 of November 1º
Board Member Alberto José Engenheiro Castanho Ribeiro
24 2005/2008

69/2005 of November 1st


Board Member Carlos Alberto João Fernandes
24 2005/2008

Decision 4/2009 2nd


Chairman of the Board of Directors Luís Filipe Melo e Sousa Pardal
of January 21 2009/2011

Decision 4/2009 2nd


Vice-Chairman of the Board of Directors Alfredo Vicente Pereira
of January 21 2009/2011

Decision 4/2009 2nd


Board Member Romeu Costa Reis
of January 21 2009/2011

Decision 4/2009 2nd


Board Member Alberto José Engenheiro Castanho Ribeiro
of January 21 2009/2011

Decision 4/2009 2nd


Board Member Carlos Alberto João Fernandes
of January 21 2009/2011

AUDIT BODIES (DECREE-LAW 141/2008 OF JULY 22)

“The audit bodies are responsible for monitoring the company’s legality, regularity and good financial
and asset management.”

Audit Body

“The Supervisory Board, without loss to other duties which it is legally assigned, must:
a) Audit management and compliance with regulatory standards applicable to the
company’s activities to, in particular, fulfil the objectives stipulated in the annual budgets;
b) Issue opinions about documents which render the company’s accounts, in particular
results, the operating statement and other documents to be submitted annually by the
Board of Directors, as well as the annual report of the said board;
c) Issue an opinion about any issue of interest to the company and which is submitted by the
Board of Directors for assessment;
d) Inform the competent bodies about any detected company management irregularities;
e) Issue an opinion on the legality and convenience of the acts by the Board of Directors in
cases where the law requires its approval or agreement.”
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Chartered Accountant

“The Chartered Accountant shall perform all examinations and checks necessary for the review
and legal certification of accounts, as well as perform the following duties:
a) Check the regularity of the books, accounting records and the underlying documents;
b) When deemed convenient and through the means thought suitable, check cash amounts
and the existence of any types of goods or values belonging to the company or received
by it as a guarantee, deposit or other purpose;
c) Check the exactitude of the documents rendering the accounts;
d) Check whether the accounting policies and valuation criteria applied by the company
lead to a correct evaluation of the assets and results.
Quarterly, the Supervisory Board and the Chartered Accountant must send to the ministers in charge
of finance and transports a brief report outlining the implemented control measures and any
detected anomalies, as well as budget deviations and respective causes."

Audit Committee

Position Governing Bodies Election

Audit Committee

Barbas, Martins, Mendonça & Associados,


President (ROC (chartered accountant) SROC,
Representada by Issuf Ahmad

Member Hilário Manuel Marcelino Teixeira DC 641/2005

Mandate suspended José Manuel Alves Portela

Auditing

Assistance is provided to the Audit Committee according to the 2008 contract for Rendering
External Auditing Services to the REFER Group:

EXTERNAL AUDITING

PRICEWATERHOUSECOOPERS & ASSOCIADOS – SOCIEDADE REVISORES OFICIAIS DE CONTAS, LDA.


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REMUNERATION TO MEMBERS OF GOVERNING BODIES

The following remuneration statute was issued for the governing bodies of REFER E.P.E.:

1. BOARD OF DIRECTORS
Executive Directors
President:
- Remuneration of 4,752.55 euros, 14 times per year;
- Representation expenses BD 1,663.39 12 x year
- Accumulation of Duties 843.65 14 x year
Vice-
Vice-President
- Remuneration of 4,496.64 euros, 14 times per year;
- Representation expenses BD 1,348.99 12 x year
- Accumulation of Duties 843.65 14 x year
Board Members
- Remuneration of 4,204.18 euros, 14 times per year.
- Representation expenses BD 1,261.25 12 x year
- Accumulation of Duties 843.65 14 x year

2. AUDIT COMMITTEE
Member of the Audit Committee
Hilário Manuel Marcelino Teixeira
- Remuneration for being on the Audit Committee 950.51 12 x year

The remunerations statute for the second mandate has not been determined yet.

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The governing body members were remunerated as follows:

euros

Alberto José
BOARD OF DIRECTORS - Luís Filipe Melo e Alfredo Vicente Romeu Costa Carlos Alberto
Engenheiro
Remunerations 2007 Sousa Pardal Pereira Reis João Fernandes
Castanho Ribeiro

Chairman Vice-Chairman Member Member Member


1. Remuneration
1.1. Base remuneration 57.031 53.960 50.450 50.450 50.450
1.2. Accumulated management positions 10.124 10.124 10.124 10.124 10.124
1.3. Complementary remuneration
1.4. Representation expenses 19.961 16.188 15.135 15.135 15.135
1.5. Management bonuses (……months)
1.6. Others (identify in detail)
Holiday subsidy 5.596 5.340 5.048 5.048 5.048
Christmas subsidy 5.596 5.340 5.048 5.048 5.048

2. Other fringe benefits and compensations


2.1. Telephone expenses 499 463 170 843 1.777
2.2. Value spend by the company to purchase a
18.263 14.260 10.953 14.063 11.346
company car
2.3. Value spend on company car fuel 4.627 3.215 2.943 4.903 2.315
2.4. Travel subsidy 406 731 244 487
2.5. Meal subsidy
2.6. Others (identify in detail)

3. Costs incurred on social benefits


3.1. Mandatory social security 18.607 17.756 4.617 16.784 2.528
3.2. Complementary retirement plans
3.3. Health insurance 241 241 241 241 241
3.4. Life insurance 7 7 7 7 7
3.5. Others (identify in detail)

4. Additional Information
4.1.Option for salary of origin (y/n) n n n n n
Civil Service Civil Service
4.2. Social Security regime Normal Regime Normal Regime Normal Regime
Pension Fund Pension Fund
4.3. Compliance with no. 7 of RCM 155/2005
4.4. Year vehicle was acquired by the company AOV 2006 AOV 2007 AOV 2008 AOV 2007 AOV 2007
4.5. Exercise of option to acquire vehicle
4.6. Usufruct of company home n n n n n
4.7. Holds remunerated position outside the group
4.8. Others (identify in detail)

According to article 4 of Decree-Law 141/2008, of July 22, REFER, E.P.E. shall be audited by a
Supervisory Board and by a Chartered Accountant. However, since the members of the audit body
were not appointed by a joint order until the end of 2008, the members of the audit committee
remained in office.

(euros)

Salgueiro, Castanheira e Barbas, Martins, Mendonça &


AUDIT COMMITTEE - Hilário Manuel Marcelino
Associados, SROC Associados, SROC, Lda
2008 Teixeira
(1st Quarter) (As of the 2nd Quarter)

Remuneration
Base remuneration 11.406
Expenses on social benefits
Mandatory social security 2.709
Social Security Regime Normal Regime

Fees 10.812 57.270

TOTAL 14.115 10.812 57.270


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INTERNAL AND EXTERNAL RULES AND REGULATIONS

This chapter will list the external and internal regulations to which REFER is subject:
• Legal Code for the Land Transport System, Law 10/90 of March 17, the land transport system
includes the infrastructures and production means assigned to land travel by persons and freight
within the Portuguese territory or when the trip ends or has part of its route within the said territory
and is governed by this law, its underlying decree-laws and regulations.
• Decree-
Decree-Law 104/97,
104/97 which created REFER, E.P., was published on 29 April 1997.
1997
REFER, whose share capital is 100% held by the state, is governed jointly by the Ministry of
Finance and the Ministry of Public Works, Transport and Communications. REFER carries out
activities to fulfil its goals, according to the principles of modernisation and effectiveness, to
regularly and continuously render a public service of managing the national railway network
infrastructures. According to what was established, REFER:
REFER
 may carry out all necessary or convenient management acts to fulfil its objectives;
 maintains the rights and assumes the responsibilities assigned to the state by the applicable
legal provisions and regulations covering the Public Railway Domain.
• Decree-
Decree-Law 299-
299-B/98 published on 29 September 1998, created Instituto
Nacional do Transporte Ferroviário (INTF) (National Railway Transport
Institute) which regulates and inspects the railway sector, supervises
activities and intervenes in public service concessions.
• Decree-
Decree-Law 568/99, of December 23,
23 revises regulations applicable to level crossings, approved
by Decree-Law 156/81, of June 9, and establishes the obligation to prepare multi-year plans to
eliminate level crossings. It was amended by Decree-
Decree-Law 24/2005, of January
January 26.
26
• For contracting purposes, REFER is subject to Decree-Law 223/01, in the specific case of works
contracts, and everything not regulated therein is covered by Decree-Law 59/99.
• Decree-
Decree-Law 93/2000,
93/2000 of May 23, establishes the conditions to be met in the national territory to
obtain interoperability of the trans-European high speed railway system (transposes Council
Directive 96/48/CE, of 23 July 1996). It was altered by Decree-Law 152/2003, of July 11, which
rectifies omissions detected in the transposition of Council Directive 96/48/CE, of July 23, carried
out by Decree-Law 93/2000, of May 23.
• Decree-
Decree-Law 270/2003, of October 28, was published in October 2003 and transposed to
national law Directives 2001/12/CE, 2001/13/CE and 2001/14/CE, normally called “1st Railway
Package” to open the railway transport market to participation by private companies, thus
guaranteeing a number of criteria regarding technical, financial and safety capacity (altered by
Decree-Law 146/2004, of June 17).
• Decree-
Decree-Law 276/2003, of November 4,
4 establishes the new legal policy applicable to assets of
the public railway domain, including rules on the respective utilisation, disfranchising, exchange
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and the rules applicable to relations of bordering proprietors and of the population in general
with those assets, legislative authorisation given by Law 51/2003, of August 22.
Consequent to what was stipulated in this legal statute, REFER prepared and published,
published in this
year, the first edition of the Network Directory which provides railway
way transport companies with
essential information for their access to and utilisation of the national railway infrastructure
managed by REFER and open to railway transport.

• Decree-
Decree-Law 24/2005, of January 26,
26, alters the Level Crossing Regulations approved by Decree-
Law 568/99, of December 23.
• In March 2005, INTF published Regulation 21/2005 covering the user fees applicable to services
rendered to operators by the infrastructure manager.
• Decree-
Decree-Law 156/2005,
156/2005, of September 15, establishes the obligation for all
a goods and service
providers that are in contact with the general public to maintain a complaints book.
• As an issuer of securities, REFER must publish all the information stipulated in the Securities Code
and in the Securities and Exchange Commission (CMVM) Regulations 4/2004, of 11/2005,
11/2005 in
reference to the application of the IFRS.
• Decree-Law
Law 200/2006 created IMTT - Institute of Mobility and Land
Transport,
Transport, merging various entities, including the INTF - National Railway
Transport Institute.
Institute
• Council of Ministers Resolution 49/2007 defined the Good Governance principles for the state's
corporate sector companies.
• Decree-
Decree-Law 18/2008, of January 29,
29 regulates the drafting and implementation of public
contracts,
contracts, thereby defining all consequent procedures, from the moment when the decision is
made to contract an entity until the contract award and the contract execution.
• REFER’s statutes were altered through the publication of Decree-
Decree-Law 141/2008, of July 22,
22 and
which came into force on 23 July 2008. This Decree-Law
Law alters the statute that created the
National Railway Network, REFER, E.P., and the respective statuses,
es, in order to adapt them to the
new legal system of the state's corporate sector. Therefore, Rede Ferrroviária
Nacional, REFER, E. P., was transformed
transformed into a public corporate entity now called
Rede Ferroviária Nacional, REFER,
REFER, E. P. E.
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INFORMATION ON RELEVANT TRANSACTIONS WITH RELATED ENTITIES

The following table illustrates the most relevant revenue by REFER E.PE.P. with companies within its
group during 2008:

(Euros)

Company Contract / Income Amount

Assigning of workers 1.339.314,00


RAVE - Rede de Alta Velocidade, S.A.
Other services rendered 129.009,24
1.468.323,24

Advertising 690.943,51
CPCOM – Exploração de Espaços
Concession of commercial areas 1.619.229,80
Comerciais da CP, SA
Other services rendered 47.265,60
2.357.438,91

REFER TELECOM – Serviços de Concessions 1.187.539,20


Telecomunicações, S.A. Other services rendered 711.479,16
1.899.018,36

INVESFER – Promoção e Comercialização


Rental of spaces 55.892,03
de Terrenos e Edifícios, S.A.
55.892,03

Ferbritas, Empreendimentos Industriais e


Other services rendered 74.219,22
Comerciais S.A.
74.219,22

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INFORMATION ABOUT OTHER TRANSACTIONS

For public contracting purposes, and in the specific case of works contracts, REFER E.P.E. was subject
to Decree-Law 223/01 until 30 July 2008. Anything not regulated therein is covered by Decree-Law
59/99.
As of 30 July 2008, the company will be covered by the new Public Contracts Code (PCC) approved
by Decree-Law 18/2008, of January 29. By regulating public contracting matters, the PCC transposes
E.U. directives 2004/17 and 2004/18 (both of the European Parliament and of the Council, of 31
March 2004), defining the rules that, until now, were dispersed among the following statutes:
a) Decree-Law 59/99, of March 2 (public works contracts);
b) Decree-Law 197/99, of June 8 (acquisitions of goods and services);
c) Decree-Law 223/2001, of August 9 (works contract and acquisitions for special sectors);
d) Various other statutes and miscellaneous precepts applicable to public contracting.

In 2007, REFER implemented internal contracting procedures – centralised in the Contracting,


Procurement and Logistics Department – applicable to all contractual procedures for works contracts
or rendering of services to be carried out through a contractual process or direct agreement, whose
estimated value is equal to or greater than € 125,000.

C C O Porto

C C O Porto

Ligação Ferroviária ao Porto de


Aveiro

C C O Lisboa

Vi ana do Castelo

Li nha de Sintra
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The following table lists the suppliers whose invoices were greater than 1 million euros, and which
represent 90% of total invoicing:

(Euros) (Euros)

Amount Invoiced in Amount Invoiced in


Company Company
2008 2008

OPWAY - Engenharia, SA 44.214.166 Expoland - Promoção Imob., S.A. 2.386.651


Teixeira Duarte-Eng. Construções SA 39.812.551 Ferrovial Agroman SA 2.283.635
INVESFER-Prom.Com.Terr.Edifícios SA 38.689.658 Monte Adriano - Eng Construção, SA 2.204.223
THALES Security Solutions & 34.682.989 AVS-Corretor Seguros , SA 2.048.797
Ferrovias e Construções, S.A. 28.883.973 Petróleos de Portugal-Petrogal-SA 1.934.787
Dimetronic SA 26.014.395 EDP Distribuição Energia SA(Porto) 1.812.263
Refer Telecom Serv Telecomunic SA 17.169.999 Iberlim-Sociedade Técnica 1.641.442
FERBRITAS-Empreend. Ind.Comércio SA 16.086.774 TECNOVIA-Sociedade de Empreitadas 1.623.888
SOMAGUE Engenharia SA 15.580.811 Thyssen Elevatec (Elev Tecnolog) SA 1.622.440
Neopul - Soc Estudos Construções SA 11.919.780 EFACEC - Sistemas de Electronica SA 1.521.096
Fergrupo - Const Tecnicas Ferrov SA 11.093.586 EMEF -Emp Manutenc Equip Ferrovº SA 1.519.469
Obrecol - Obras e Construções SA 10.383.655 TECNASOL-FGE Fundações Geotecnia SA 1.483.529
Construtora Abrantina, Sa 8.265.729 Railtech International 1.367.460
Futrifer-Indústrias Ferroviárias SA 7.663.457 Gapres - Gabinete Proj Eng Ser SA 1.312.043
CP-Caminhos Ferro Portugueses, EP 7.563.482 Bombardier Transportation Portugal, 1.307.950
Mota - Engil, Engenhar e Construção 7.012.234 GIL - Gare Intermodal de Lisboa SA 1.248.601
EDP Distribuição Energia SA(Lisboa) 6.740.680 Nortejuvil-Sociedade de Construções 1.217.330
Promorail - Tecnologias de 6.338.836 Geofer -Prod Com Bens Equipament SA 1.198.803
BRISA Engenharia e Gestão, SA 4.821.967 GIBB Portugal Strategic Alliance 1.098.898
Grupo 8-Vigilância Prev Electr Lda 4.290.121 EFACEC Engenharia SA 1.094.100
Socied.de Const. Soares da Costa SA 4.116.590 ArcelorMittal España, S.A. 1.072.178
Lena Engenharia e Construções, SA 3.877.368 Maranhão - Soc de Construções Lda 1.066.572
Satepor-Indústria de Travessas de 3.733.487 PDT - Proj. Telecomunicações, SA 1.057.973
Edifer-Const.Pires Coelho 3.654.324 João Mata Lda 1.046.668
Consulgal-Consult Engenh Gestão, SA 2.634.411 TPF Planege - Consultores Eng 1.027.264
Somafel - Eng.Obras Ferroviárias SA 2.517.760 RAILTECH PORSOL 1.003.670
DHV, S.A. 2.441.769 Accenture, Consultores de Gestão, 1.002.479

An annex includes the contracts signed in 2008 and whose value exceeded € 125,000.

Annexes:

Annex I – Contracts that were not signed through a public tender (Direct Award)

Annex II – Works contracts whose value exceeded € 125,000

Annex III – Rendered Services of a value exceeding € 125,000

Annex IV – Supplies exceeding € 125,000


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ANALYSIS OF THE COMPANY


COMPANY’S SUSTAINABILITY

This chapter is included in the 2008 Sustainability Report of REFER, E.P.E.

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EVALUATION OF THE LEVEL OF COMPLIANCE WITH THE PRINCIPLES OF GOOD GOVERNANCE

Company's mission, objectives and policies


Indication of the mission and how it is carried out 
Indication of the objectives and their rate of fulfilment 

Internal and external regulations to which the company is subject


Summary reference of the regulations in question, whilst presenting the most relevant and important aspects 

Information on relevant transactions with related entities 

Information about other transactions


Procedures applied to acquire goods and services 
Universe of transactions which did not take place under market conditions 
List of suppliers representing over 5% of external supplies and services (if this percentage exceeds 1 M€) 

Indication of the governance model and identification of the members of governing


bodies
Identify all members of the governing bodies, their respective duties and responsibilities at the company, and
whether any members of the Board of Directors belong to any specialised committees. 
Identify the independent auditor, if one exists. 

Remuneration of members of the governing bodies


Provide detailed information according to the attached list 
Individually list all members of management bodies (executive and non-executive), of the audit body and of the
Meeting Board (if applicable) who have carried out duties during the year, specifying the concrete period, if less 
than one year.

Indicate the overall remunerations earned and other benefits and fringe benefits granted by the company 
Indicate annual amounts 

Sustainability
A company sustainability analysis covering economic, social and environmental aspects
Report

Evaluation of the level of compliance with the Principles of Good Governance, properly
justified


Presentation of the Code of Ethics


Reference to membership to a Code of Ethics 
Indication where it is available for consultation 
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ETHICS AND CONDUCT CODE

During 2008, REFER’s Ethics Committee performed its main activity which is to monitor and
implement the Ethics and Conduct Code approved by the company in late 2006.
The committee focussed essentially on disclosure measures and awareness raising actions which
placed the many day-to-day work activities within a framework of principles and values fundamental
for REFER and compliant with the conduct regulations in force.
As such, the Ethics Committee decided to create a new means designed specifically to
communicate with personnel about ethics. This new means, in addition to containing the Ethics and
Conduct Code text, includes practical cases to foster thought about and emphasise solutions for
situations potentially faced by personnel whilst performing their tasks.
The Ethics Committee also continued to monitor specific requests which it was submitted, many of
which for clarifications about the code's practical application, which means that the personnel use it
as another work tool, thus having accepted its conduct principles and standards.
All these factors help increase the culture of responsibility and integrity characteristic of REFER’s
actions, based on the ethical principles of rigour, transparency, honesty and impartiality in fulfilling
the company’s mission of providing the market with a competitive transport infrastructure whilst
managing and developing an efficient, safe and environmentally friendly railway network.
The Ethics and Conduct Code may be consulted at www.refer.pt.
Any person or entity may contact the Ethics Committee by e-mail at comissao.etica@refer.pt.

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3.
The European economy entered a recession in 2008, with a greater impact as of the last quarter,
and which was intensified because of the deepening financial crisis that started in mid 2007.
The economic slowdown and the forecast diminishing world growth and demand had a negative
impact on the Euro Zone economy. In particular, foreign demand for exports fell and domestic
activities (investment and consumption) decreased due to expectations of weakening demand and
tighter financing conditions. Data from economic surveys and activity indicators for December and
January confirmed this trend by forecasting negative growth in the last quarter of 2008 and during
2009.

The European Central Bank, in its meeting in January and for the fourth consecutive month, decided
to reduce the minimum proposed rate applicable to refinancing operations by 50 basis points (down
to 2.0 percent) and the rates applicable to the deposit facility and provision of liquidity to 1.0 and 3.0
percent, respectively. This drop in the reference interest rate is in line with the lower inflation caused
by a progressive economic slowdown in the wake of the increasingly more intense and widespread
financial crisis and plunging oil prices in the last quarter. The moderately higher currency and lending
rates also contributed to decreasing the inflationary pressure and risks.

In the money market, the Euribor interest rates rose sharply, particularly during the second quarter.
These rising interest rates resulted from intensifying liquidity problems felt across the world’s financial
system triggered by banks’ successive announcements of asset losses which generally undermined
confidence in the financial market. However, measures implemented by the main central banks
(decreasing the respective key interest rates and liquidity injections) and direct intervention by states
in their respective banking system helped to invert this trend as of the last quarter of 2008.
On the other hand, the euro’s effective nominal exchange rate rose against the main international
currencies, in particular against the sterling, the swiss franc and the dollar, although it depreciated
against the yen. The strengthening euro made Europe less competitive than other countries outside
the euro zone.

The Harmonised Index of Consumer Prices (HICP), on an annual average, increased from 2.1% in
2007 to 3.3% in 2008 and dropped significantly starting in July. Most items comprising the HICP
increased more than in 2007, with emphasis on higher priced energy sources and food staples until
the first half of the year. Excluding these two items, the average annual change in the HICP in 2008
rose 1.8% compared with 1.9% in 2007.

PORTUGUESE ECONOMY
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In keeping with the abovementioned context, Portugal’s economic growth stagnated. In 2008, Gross
Domestic Product (GDP) growth was null compared with the 1.9% growth in 2007. This stagnation was
marked by the interaction between the international financial crisis and the world economic
slowdown, in a scenario where an enduring number of structural weaknesses continued to hamper
Portugal’s economic growth.

MACROECONOMIC SCENARIO 2008 Growth rate, in %

Private consumption ** 1,4

Public consumption * 0,2

GFCF ** -4,0

Domestic demand * 1,0

Exports ** 0,6

Imports ** 6,6

GDP ** 0,0

Current Balance + Capital Balance (% GDP) * -9,0

Harmonised Index of Consumer Prices 2,7

Source: Bank of Portugal / INE (National Statistics Institute)


* Forecast indicator released by the Bank of Portugal
** -According to statistical data presented by INE

The inflation rate, according to the average annual change in the Harmonised Index of Consumer
Prices (HICP), increased from 2.4% in 2007 to 2.7% in 2008. Despite this increase, inflation fell in the
fourth quarter, in particular the significant fall in energy prices, non-energy industrial goods and food
goods.

As for Portugal's needs to finance its economy, determined by the combined deficit of the current
and capital balances in percentage of GDP, the Bank of Portugal’s current forecast indicates that
these balances rose from 8.2 percent of GDP in 2007 to about 9.0% of GDP in 2008. This
deteriorating situation mainly reflects the sharp rise in the trade balance deficit of goods and
services. The deficit stemmed from skyrocketing oil prices and an abrupt drop in exports in contrast to
imports which continued to increase.

REFER

In 2008, REFER operated within a context of slowing economic growth.


Due to the state budget cuts, compensations paid to REFER for rendering a public service were not
sufficient to meet its needs. On the other hand, in the last quarter, it became more difficult to obtain
bank loans which also became more expensive for the company, clearly resulting from the banking
system’s liquidity problems.
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OUTLOOK

The Bank of Portugal is forecasting a negative economic growth of -0.8% for Portugal in 2009. This
negative growth is essentially caused by the deepening international recession which is expected to,
on one hand, directly affect growth of exports and, on the other hand, imply delaying decisions on
consumption and investment by national economic players.

Lastly, note that private investment and consumption of durable goods will continue to be affected
by increasing spreads applicable to the reference interest rate for bank operations (although the
reference rate is expected to fall) and due to the greater difficulty in obtaining bank loans. These
restrictions arise from the supervision entity’s imposition that banks maintain minimum solvency rates,
from the need for greater control over risk in operations and from yield targets by banks’ shareholders,
within a context of tense international financial markets which is still far from being attenuated.

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4.
REFER renders a public service by managing the overall National Railway Network infrastructure and is
therefore responsible for carrying out activities to meet its goals according to the principles of
modernisation and effectiveness by operating essentially in two business areas:

• Infrastructure Management includes managing the railway infrastructure’s capacity,


conservation and maintenance and managing the respective circulation command and
control systems, including signalling, regulation and promptness in order to ensure the
indispensable safety and quality conditions of a public railway transport system.
• Investment consists of building, installing and renewing the infrastructure, an activity carried out
on behalf of the state (the assets are part of the public railway domain).
The income and costs arising from the various missions/activities are shown below:

PROFIT AND LOSS ACCOUNT PER ACTIVITY 2008


^6
(10 euros)
Infrastructure Management Other
Total
Complementary
Conservation Operation Total Company
Activities

Sales 0,00 0,00 0,00 0,00 0,00


User fee 33,01 27,59 60,60 0,00 60,60
Other rendered services 0,00 11,03 11,03 0,00 11,03
Production variation 0,00 0,00
Other revenue 18,31 15,30 33,61 15,82 49,43
Operating Income 51,32 53,92 105,24 15,82 121,06

Cost of sales 5,20 0,32 5,51 0,37 5,89


Subcontracts 52,26 20,35 72,62 1,18 73,79
Other external supplies and services 6,92 17,56 24,48 4,48 28,96
Personnel costs 30,80 54,89 85,69 6,36 92,05
Depreciation and amortization in the year 2,03 1,08 3,11 0,34 3,45
Provisions for other risks and expenses 0,00 0,00 0,00 -0,48 -0,48
Adjustments to inventories and receivables 0,00 0,00 0,00 -0,14 -0,14
Other expenses 3,76 4,59 8,35 3,72 12,07
Operating Costs 100,96 98,79 199,75 15,84 215,59

Operating Result -49,64 -44,87 -94,51 -0,02 -94,53

The service-rendering income is assigned to the activities responsible for their execution or
management. Therefore, the operation activities include revenue from services rendered to railway
operators, in particular manoeuvres for rolling stock.

The user fee value, also accounted as a rendered service, is broken down into Operation and
Conservation, similar to the Compensatory Indemnities included in Other Income.

Supplementary income, included in the item Other Income, of Operation Activities, consisted of
selling traction energy. This item’s other elements stem from other complementary activities.
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Operating costs are distributed among REFER’s Missions and Activities by associating the amounts to
the real activities, in particular in Infrastructure Management. This is the case of infrastructure
maintenance costs (particularly subcontracted maintenance), expenses on stations,
telecommunications, emergency train, capacity management and traction energy. There are other
amounts which are distributed through the distribution keys and which reveal how the company’s
individual organisational units allocate resources to their respective operation tasks.

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4.1. INFRASTRUCTURE MANAGEMENT


CHARACTERISATION OF THE
THE RAILWAY NETWORK

In 2008, the national railway network had a total track length of 3,618 km, of which 2,842 km are
currently open to train traffic. This length includes 4 km operated by Metro de Mirandela. The network
increased by 4 km compared with 2007, after having included the Branch Line to the National
Ironworks and the Fundão Terminal. On the other hand, the electrified network increased 24 km due
to the electrification of the Barreiro – Pinhal Novo section, the Louriçal Branch Line and the National
Ironworks Branch Line.
Therefore, the 2008 national railway network is described as follows:

Without Train National Railway


With Train Traffic
Traffic Network

Electrified
Not electrified TOTAL TOTAL TOTAL
25.000V 1.500V Sub-Total

Wide track 1.435 25 1.460 1.190 2.650 327 2.977


Single track 853 0 853 1.190 2.043 327 2.043
Double track 539 25 564 0 564 0 564
Multiple track 43 0 43 0 43 0 43
Narrow track 0 0 0 192 192 449 641
Single track 0 0 0 192 192 449 641

TOTAL 1.435 25 1.460 1.382 2.842 776 3.618

Electrified lines totalled 1,460 km of the national railway network, for 51% of the total network with
traffic.

Electrified Single Track


25.000V
49% 30%
Electrified Multiple
49%
Track 25.000V
51%
Electrified Double
20% Track 15.000V

Not electrified
Electrified Not Electrified 1%

During 2008, 24 km of railway network was electrified. Therefore, since 1998 REFER has electrified 587
km of the railway network.
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El ectrified Line
2000
1500
1000
500
0
1998 2000 2002 2004 2006 2007 2008

As for installed rail track safety systems, at the end of 2008 sophisticated Speed Control, Convel and
ATS systems had been installed in 56% of the national railway network. The Convel System (a system
shared between the operators and REFER) ensures very high circulation safety levels by guaranteeing
compliance with signalling and with authorised train circulation speeds. This system assists the train
driver’s tasks by warning him/her
about circulation conditions and by (Km)

COMMAND CONTROL AND SAFETY


2008 2007 2006
activating the braking system (forcing SYSTEMS

the train to stop) whenever any safety Autom. Speed Cont. Syst. (Convel) 1.459 1.444 1.429

requirement is not met. Since 2002,


ATS (Automatic Braking) 25 25 25
the Convel system was applied to
Ground/Train Radio 1.428 1.428 1.428
629 km of the national railway
Ground/Train Radio without Data
25 25 25
network. Transmission

The Ground-Train Radio is another safety system installed in the national railway network is now
operative in 54.8% of the track length. The Ground-Train Radio (system shared by the operators and
REFER) is used for voice and data communications between train
drivers of the operators and REFER personnel in charge of traffic
control. As such, communications may be performed between
the Command Post and the train driver, stations and train drivers
and train drivers of two trains. Since 2002, 586 km of rail track has
been equipped with the Ground-Train Radio system.
These figures clearly reveal REFER’s effort to provide operators with
an infrastructure equipped with systems that ensure greater safety
and reliability.
REFER is also equipped with various network operation support
Rádio Solo-Comboio
systems to maintain its safety, such as the SITRA (Traffic Regulation
System) which is a traffic regulation computer system covering
the whole national railway network. Another system is the CTC
(Centralised Traffic Control) which consists of a computerised
command centre integrating software and hardware required for
controlling signs and for remotely monitoring signalling facilities.
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Additionally, the SATA system (Automated Level Crossings Management System) provides real time
management of equipment anomalies detected at automated Level Crossings (LC), records all
situations and warns the maintenance teams. For safety reasons, in case of failure, the lifting gates of
these Level Crossings close automatically and the sound and light signs are activated.

INFRASTRUCTURE MANAGEMENT

Infrastructure Management includes two activities:


• Railway infrastructure conservation and maintenance;
• Operation (circulation control and command management and capacity management).

^6
(10 euros)
2008 2007 Change
%
(1) (2)
(1) / (2)

Income 105,24 104,26 0,9%


User fee 60,60 58,18 4,2%
Operation subsidies 33,61 31,05 8,2%
Other income 11,03 15,03 -26,6%
Costs 199,75 206,45 -3,2%
Materials 5,51 7,73 -28,7%
Subcontracts 72,62 81,07 -10,4%
Other external supply services 24,48 23,35 4,8%
Personnel 85,69 83,34 2,8%
Amortization 3,11 4,68 -33,5%
Other costs 8,35 6,28 33,0%

Operating Result -94,51 -102,19 -7,5%

Personnel 2.964 2.954 0,3%

OPERATING INCOME

In 2008, Infrastructure Management activities increased 0.9% (977,000 euros) over 2007 (2008:
105.24 million euros; 2007: 104.26 million euros).
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The following changes contributed most to income:


• User fee: the item with the greatest impact on User Fee Income Growth

total income, comprising about 58% of total 62,00 1480


60,00 1460
income. In 2008, the railway infrastructure traffic 1440
58,00 1420
volume exceeded 41 million train kilometres (TK), 56,00 1400
1380
for revenue of 60.6 million euros. This situation 54,00
1360
52,00 1340
was essentially due to growth in Passenger train
50,00 1320
traffic. 2006 2007 2008

This item includes the amounts invoiced to the


companies CP, FERTAGUS and TAKARGO. The Income Growth Average income per TK (euros)

latter is a new railway operator operating in the


national railway network.

Growth in TK's
In 2008, over 41,247,000 TKs were run

50.000 40
on the network, which exceeded TKs
35
40.000 in 2007 by 2% (758,000 TKs). This
30

30.000 25 figure reveals an increase of 2%


(10 3)

20
20.000 15
(746,000 TKsk) by the CP operator and
10
10.000 a 1% increase (12,000 TKs) by the
5
0 0 FERTAGUS operator, in addition to the
2004 2005 2006 2007 2008
CP Operator 36.646 37.611 37.289 38.718 39.464 start-up of the TAKARGO operator,
Fertagus Operator 1.253 1.620 1.750 1.771 1.783
Takargo Operator 37 which in 2008 ran 37,000 TKs.

An analysis of earnings from the CP operator –


I ncome Growth (User Fee) - Essential Services
which has nearly all the traffic on the national CP Operator
60
railway network, representing 96% of TKs in 2008 58

– clearly reveals the annual growth of essential


Million euros

services, which in 2008 reached 58 million euros. 55

The graph showing revenue growth from the CP


client reveals a sharp drop in 2006 due to the
50
user fees published in the 2006 Network 2005 2006 2007 2008

Directory, which were the first to be calculated


according to the rules stipulated in Regulation 21/2005. In calculating these fees, there were
regulatory differences between the Directory's rules and those applied prior to the Directory. This
alteration had a strong impact and gave rise to the drastic 7% drop in revenue in 2006, when
compared with 2005.
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• The Operation Subsidies item includes amounts referring to Compensatory Indemnities assigned
to REFER to settle accounts. In 2008, REFER received 33.61 million euros, corresponding to a
8.2% increase over 2007.
million euros
Other Income decreased 2008 2007 Change

26.6% compared with Traction energy 3,7 3,3 0,4 13%


2007. The services Manoeuvres 0,6 1,2 -0,6 -49%
Parking of rolling stock 2,4 2,9 -0,5 -17%
rendered to the operators
Utilisation of stations and stops 2,5 2,0 0,5 23%
also involved rendering Other additional services 0,1 2,1 -2,0
services related with
railway activities, called additional services and auxiliary services (for which fees are published in
the Network Directory) and are recorded in Other Income. The said decrease in 2008 was
justified mainly by the fact that 2007 was a year with substantial invoicing and the settling of
accounts for services rendered in previous years.

OPERATING COSTS

Operating costs of infrastructure management activities decreased slightly, by 3.2%, compared with
the same period in the previous year. This item’s lower value was due mainly to the following factors:
• A 28.7% decrease in costs on materials applied for railway infrastructure management, whereby
these costs were of 5.51 million million euros

euros in 2008 compared with 7.73 MAINTENANCE MATERIALS 2008 2007 Change

million euros in 2007. This alteration Crossties 3,7 4,9 -1,2 -24%
TSD (track swit. devices) 0,7 0,5 0,2 52%
arose mainly from a 24% decrease Rail 0,6 1,3 -0,6 -50%
in the utilisation of crossties, partly Ballast 0,1 0,2 -0,1 -63%

justified by the delay in works contracts on the North Line (Setil - Entroncamento and Aveira -
Gaia) until 2009, the 50% cost reduction on rail materials, due to the delayed execution of the
works contracts on the North Line (Setil - Entroncamento and Aveiro - Gaia) and the non-
replacement of rails on the Beira Alta Line (Pampilhosa – Luso).
• Costs associated to subcontracts also helped reduce operating costs, which decreased 10.4%
compared with the previous year, thus implying a reduction of 8.4 million euros (2008: 72.62
million euros; 2007: 81.07 million
million euros
euros). Track maintenance is the SUBCONTRACTS
2008 2007 Change
(Specialty)
specialised task with the highest costs
Track 24,4 29,2 -4,8 -16%
and the one with the sharpest
Signalling 17,8 19,2 -1,3 -7%
decrease (4.8 million euros). Track
Telecommunications 11,2 11,5 -0,3 -3%
maintenance decreased 16%
compared with 2007, partly justified by the delay in signing a number of contracts to control
vegetation and to clean the drainage system.
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• At the end of 2008, 2,964 employees were assigned to infrastructure management, compared
with 2,954 in 2007, for a 0.3% increase (10 additional employees). Personnel costs increased by
2.8% over 2007 (2008: 85.39 million euros; 2007: 83.34 million euros). The higher personnel costs
reveal decreased personnel reduction compared with previous years. The average cost per
employee, for the infrastructure management activity, increased 2.5% in 2008, mainly due to
the higher personnel costs, particularly wages.

OPERATING RESULTS

Operating Results from Infrastructure Management activities improved by 7.5% compared with the
previous year (2008: -94.51 million euros; 2007: -102.19 million euros) due to lower operating costs
and a slight increase in operating income. Costs fell since the same volume of interventions as in the
previous year was not necessary. Income improved due to the increased TKs and the user fee
adjustment.

4.1.1. CONSERVATION AND MAINTENANCE


Infrastructure Conservation activities include the following tasks:
• Conservation of the track, signalling, telecommunications and other fixed installations;
• Planning of management and conservation activities;
• Controlling the operation parameters of quality, safety, reliability and economy;
• Managing accidents and incidents with implication on the infrastructure.
^6
(10 euros)
2008 2007 Change
%
(1) (2)
(1) / (2)

Materials 5,20 7,32 -29,1%

Subcontracts 52,26 58,44 -10,6%

Other external supp. and serv. 6,92 6,42 7,7%

Personnel 30,80 28,36 8,6%

Amortization 2,03 2,63 -23,0%

Other costs 3,76 2,18 72,0%

Total Costs 100,96 105,36 -4,2%

Personnel 1.045 932 12,1%


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OPERATING COSTS
Operating costs for railway infrastructure conservation and maintenance activities include the
overheads of conservation and other operating costs. In 2008, these costs decreased 4.2%
compared with 2007 (2008: 100.96 million euros; 2007: 105.36 million euros).

This improvement was mainly due to lower costs on materials and subcontracts. The value of
materials decreased 29.1% compared with 2007 (2008: 5.2 million euros; 2007: 7.32 million euros),
justified mainly by a significant decrease in Ballast (63% less than in 2007) and in Rail (50% less than
in 2007) since there was less need for interventions compared with the previous year. The value of
subcontracts decreased 10.6% compared with the previous year (2008: 52.26 million euros; 2007:
58.44 million euros): Although the value of subcontracts decreased, REFER, through its conservation
and maintenance policy, is committed to endowing greater reliability to the infrastructures and to
implementing new legal provisions to enhance work plans, even if such implies subcontracting
various specialised works. The following table indicates the percentage of each specialised area in
the total cost of subcontracts:
^6
(10 euros)
The reduction in track-related costs, 2008 2007 Change
Specialties %
which consists of 45% of all (1) (2)
(1) / (2)
subcontracts, is justified by the non-
Track 23,73 28,73 -17,4%
execution of chemical weed spraying, Catenary 5,94 5,72 3,9%
Construction and low
brush clearing to prevent fires and voltage
9,21 7,90 16,6%

heavy mechanical compaction Telecommunications 9,99 10,27 -2,7%


Substations 1,77 2,11 -15,8%
actions. On the other hand, the
Bridges 1,02 3,25 -68,7%
maintenance contract for the Beira Other subcontracts 0,60 0,47 28,6%

Alta Line Track was valid only for the first Total 52,26 58,44 -10,6%

half of 2008. It is expected that identical services will start to be rendered in 2009 after conclusion of
the respective public tender. Bridge works reduced costs by 68.7% compared with the previous year,
justified by fewer contracts and a higher use of in-house labour.

Personnel costs for conservation and maintenance activities increased 8.6% compared with 2007
(2008: 30.8 million euros; 2007: 28.36 million euros). This increase was based on various factors, of
which the main one was the personnel assigned to this activity (12.1%). Other increases included the
Company’s Agreement for a Career System whose greatest impact took place precisely in 2008,
whereby wages also increased by over 2%, higher training expenses and some social benefits. Note,
however, the nearly 6% reduction (43,000 euros) in overtime work.

In infrastructure management activities, the average cost per employee decreased 3.1% in 2008,
mainly due to a less significant rise in personnel costs when compared with the higher number of
personnel.
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NATIONAL RAILWAY NETWORK CONSERVATION AND MAINTENANCE ACTIONS

During 2008, the company maintained its guideline principle to guarantee good infrastructure
availability rates in order to minimise the schedule offer, thus ensuring a quality service to the
operators. As such, a number of actions were carried out, of which the following are highlighted:
• Corgo Line – PK 10.800: Intervention to the embankment
This embankment had to be repaired since it consists of very fragmented and altered shale
and whose slope gradient, in the event of a landslide, would deposit debris on the railway
track.

Before the Intervention During the Intervention After the Intervention

• Cáceres Branch Line – PK 210.800: Removal of Unstable Boulders

Before the Intervention After the Intervention

• Corgo Line – LC at km 7.225 (Alvações): Improvement of the LC visibility


By transforming the Alvações station into a stop, work was carried out to improve the visibility
of the LC at km 7.225, whereby it was reclassified from 5th category to type D.

After the Intervention After the Intervention


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• Beira Alta Line – Luso Station: Improvement of the Passenger Building

Before the Intervention After the Intervention

The company increased its actions to monitor the condition of railway infrastructures and to
analyse and process data in order to apply suitable corrective measures to maintain the
infrastructures within the stipulated quality and safety conditions.

With emphasis on:

• North Line – Oriente Station: Half-yearly maintenance of


signs.

• North Line – Bobadela: Placing of anchor blocks for Axis


Meters at Bobadela.

• Maintenance on the South Line: Checking the


crossties fastening system at pontoons/bridges
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• Maintenance in the Vendas Novas Line: Restoring a level


gradient by using light mechanical equipment in specific
zones of up to 20 m.

• Algarve Line MPS (Faro – Olhão): Cleaning of ditches.

Before the Intervention After the Intervention

Of the activities carried out for operation studies, we may briefly summarise the following:
• Preliminary study of the East Line, by simplifying the layout of stations and the useful length of
lines;
• Preliminary study of the Douro Line in the Marco de Canavezes Section – Régua Section, to
improve operation conditions;
• Preliminary operation/signalling studies for the station of Entroncamento, the Cacia
multimodal platform, branch lines of Petrogal, Metalsines, EDP, Sapec, ColporTVT, among
others;
• Opinion about an under/overpass at Alcântara;
• Preliminary environmental impact study for the Sines – Grândola section;
• Opinion on the project for a link to the Alcácer alternative route.

4.1.2. OPERATION
Operation activities included:
• Circulation command and control management;
• Management of operation personnel assigned to circulation;
• Management of safety aspects, including operation event management;
• Authorisation and control of infrastructure restrictions;
• Capacity analysis;
• Assigning the capacity to operators;
Planning infrastructure restrictions;
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• Measuring, controlling, invoicing and collecting the utilised capacity.


^6
(10 euros)
2008 2007 Change
%
(1) (2)
(1) / (2)

Materials 0,32 0,41 -22,8%

Subcontracts 20,35 22,63 -10,1%

Other ext. supplies and serv. 17,56 16,93 3,7%

Personnel 54,89 54,99 -0,2%

Amortization 1,08 2,04 -47,1%

Other costs 4,59 4,09 12,2%

Total Costs 98,79 101,09 -2,3%

Personnel 1.919 2.022 -5,1%

OPERATING COSTS

This activity’s operating costs decreased 2.3% compared with the previous year (2008: 98.79 million
euros; 2007: 101.09 million euros). The said decrease was partially based on lower material costs,
which decreased 22.8% compared with 2007, and the value of subcontracts, when compared with
the same period, which decreased 10.1%.

In 2008, material costs reached 0.32 million euros, a 22.8% decrease compared with 2007, due to
the delay or non-execution of
^6
some works contracts. (10 euros)
2008 2007 Change
Specialties %
(1) (2)
In 2008, costs on subcontracts (1) / (2)

reached 20.35 million euros, a Signalling 17,41 18,47 -5,7%


Emergency train 1,35 1,62 -16,7%
10.1% decrease compared with
Level crossings 1,11 1,86 -40,3%
2007 due to a 40.3% drop in costs Other subcontracts 0,48 0,68 -28,9%

on Level Crossings consequent to Total 20,35 22,63 -10,1%

the negotiation of a new maintenance contract.

Personnel costs for operation purposes decreased General Network


T rain km - TK
0.2%, a 5.1% decrease in the real value when 4 1 . 28 4
42.000
compared with 2007, whereby 103 employees left 40.489

40.000 39.232
the company. This decrease is partly justified by the 39.039

37.899
implementation of a new command system in Porto,
38.000
which allowed the company to reduce various
36.000
employees. Nevertheless, the average cost per
2004 2005 2006 2007 2008
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capita increased 5% since personnel costs decreased much less than the reduction in personnel.

In 2008 and on average, operator traffic increased by about 2% (795,000 TK) on the lines of the
Network Directory when compared with 2007.

Traffic B reakdown in 2008


In 2008, there were two passenger operators in the
3%
National Railway Network: CP and FERTAGUS. FERTAGUS
has a concession only for suburban passenger railway 19% Freight
Passengers
transport services in the North-South axis, between the
Empty Runs
stations of Roma – Areeiro and Setúbal. However, due to
78%
the liberalisation of the freight transport, new operators
emerged (TAKARGO and COMSA RAIL). The former has
already begun operating on the National Railway Network.

In absolute terms, passenger service 37


2008 1 . 7 83
increased the most in TK, but in relative 3 9. 464

2007 1.771
terms, the empty runs service 38.718

increased the most when compared 2006 1.750


37.289

with the previous year, with a 4% 2005 1.620


37.611

growth rate, whereas passenger and 2004 1.253


36.646
freight services increased 2% each. 0 5.000 10.000 15.000 20.000 25.000 30.000 35.000 40.000
Takargo Operator Fertagus Operator CP Operator
In 2008, CP continued to play a
crucial role in the operation activities whereby:

B reakdown of TK's per Operator 2008

4,3%
0,1% Among the network segments with significantly higher
utilisation, emphasis goes to those underlying the Porto

CP Operator
suburban train service with a 4% growth over 2007.
Fertagus Operator
Takargo Operator

95,6%
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PUNCTUALITY RATE

The average punctuality rate decreased to some extent in the Pendular and Intercity trains,
essentially due to poor track condition, particularly in the North Line sections between the stations of
Vale de Santarém - Entroncamento, Alfarelos - Pampilhosa and Ovar - Gaia, since these sections
need intense rehabilitation works which are planned for 2009.

100% 98% 98% 98%


97% 97%
96% 96%
95%
95% 94%
93%

90%
90
90%%

85% 84%
83%

80% 79%

75%
Pendular International Intercity Inter-Regional Regional Suburban Freight

2007 2008

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Annual Report

4.2. INVESTMENTS
Investments include the management of projects and works. Investment expenses cover internal
management costs, costs of materials supplied by REFER, associated financial expenses and all
external expenses paid to contractors, inspections, etc. The following internal fixed asset costs were
incurred:

^6
(10 euros)
2008 2007 Change
%
(1) (2)
(1) / (2)

Materials 11,75 6,51 80,6%

Subcontracts 1,07 1,23 -13,3%

Other ext. suppl. and serv. 7,82 8,51 -8,0%

Personnel 23,48 26,16 -10,3%

Amortization 1,22 4,98 -75,4%

Other costs -0,73 0,04 -1921,6%

Operation Costs 44,62 47,42 -5,9%

Personnel 508 545 -6,8%

In 2008, the other costs/income item was influenced by the contribution by the Town Council of Vila
Franca de Xira to expand and stabilise the railway platform and to build a riverside pedestrian path
between Alhandra and Vila Franca de Xira, according to the protocol signed with that entity.
Personnel costs decreased 10.3% compared with 2007, mainly due to a reduction in employees.
The average cost per worker also decreased 4% due do a balanced reduction in the respective
factors.

OVERALL INVESTMENT VALUE

REFER’s investment during 2008 reached 398 million euros, which implied a 76% realisation rate
compared with what had been forecast (522.9 million euros). Of this value, 392 million euros refer to
investments on Long Duration Infrastructures (99% of total investment) and 5.6 million euros refer to
investments on Management Support Structures (1% of the total investment).
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INVESTMENT EXECUTION IN 2008


Investment at total costs
thousand euros

Budget Execution % Perform. % Weight

Long Duration Infrastructures 389.099 276.750 71% 70%

Materials 23.787 11.282 47% 3%

TOTAL Long Duration Infrastructures


412.886 288.031 70% 72%
Technical Costs

Overhead Costs 35.544 31.501 89% 8%

Financial Expenses (including Stamp Tax) 53.127 72.899 137% 18%

TOTAL Long Duration Infrastructure


501.557 392.431 78% 99%
Total Costs

Management Support Structures 21.318 5.632 26% 1%

TOTAL Investment Budget 522.875 398.064 76% 100%

Investments in 2008 were financed by EU fund allocations, Economic Coverage of Investments


2 008
protocols signed between REFER and various entities and
reliance on other financing sources.
The company obtained the following economic investment
82 %

coverage structure: E.U. contributions represented about 2%

16% of the total (48.6 million euros); Protocols financed 2% 1 6%

of the total investment (4.9 million euros); and Other


Financing Sources reached 82% of the total (240.1 million
EU Funds Other Sources Protocols
euros).
Consequently, about 82% of the investment in 2008 became a debt with an impact on the financial
charges.
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FINANCIAL COVERAGE OF INVESTMENTS 2008


Investments at technical costs in thousand euros
Economic Coverage
Investment Budget Carried Out
Protocols EU Funds Other Sources

Total 293.664 4.892 48.608 240.164


Long Duration Infrastructures 288.031 4.892 48.608 234.532
New Projects 469 469
Modernization / New Construction 251.520 4.892 48.608 198.021
Sub-Section 1.2/1.3 - Alhandra - Entrocamento / Vila Franca
4.189 3.221 FC 967
De Xira - Vale De Santarém Segment

Sub-Section 2.1 - Entroncamento - Albergaria Segment 531 424 FC 106

Sub-Section 3.2 - Quintans - Ovar Segment 986 552 FC 433


Pinhal Novo - Setúbal 3.714 2.971 FC 743
Ironworks Branch Line 5.668 1.701 FE 3.968
Cacia Multimodal Terminal 6.933 2.946 FE 3.986
Alcácer Alternative Route - 1st Stage 20.585 10.292 FE 10.292

Railway Link for Port of Sines / Spain - Casa Branca/Évora 240 130 FE 110

Barreiro - Pinhal Novo 19.608 9.804 FE 9.804


Elimination of Level Crossings - Oeste and Alentejo Lines 2.896 1.448 FE 1.448
Elimination of Level Crossings - Caíde Marco Section 1.500 750 FE 750
Rehabilitation of the Rossio Tunnel 10.828 5.414 FE 5.414
Operation Command Centres - Lisbon and Porto 16.460 6.996 FE 9.465
Elimination of capacity restrictions on the Railway Network
(Lines of Sines, South, Alentejo, V.Novas and Private Branch 2.361 1.003 1.358
Lines)
Rail Link between Port of Sines / Spain - Studies 1.991 956 DGTREN 1.035
Others 153.032 4.892 148.141
Renovation 28.280 28.280
Transversal Projects 7.762 7.762

Management Support Structures 5.632 0 0 5.632

Studies 2.264 2.264

Interventions in Fixed Assets 1.379 1.379

Operation Investments 1.990 1.990

Notes: The financial coverage of investments is determined according to expenses actually incurred.
The amount in 2008 does not include Investment Protocols/Financing or investment accounting adjustments

The indicated amount in the execution of 2008 must be added the amount of 30.603 million euros for the reversion of assets of INVESFER which was not in the budget.

Since 2002, REFER has invested 2,598.9 million euros on the national railway network (at technical
costs):

I nvestment Growth 2002-


2002-2008

700.000 645.873

600.000
Thousand euros

500.000 456.993
428.169

400.000 342.026
288.031
300.000 240.938
198.875
200.000

100.000

0
2002 2003 2004 2005 2006 2007 2008
Anos
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NATIONAL RAILWAY NETWORK MODERNISATION ACTIONS

Among the actions carried out by REFER in the national railway network, emphasis goes to the re-
opening of the Rossio Tunnel and Station in February 2008. The said project was awarded the
"Rehabilitation" Prize. This award is another sign revealing the importance of the investment on the
Rossio Station that, in addition to providing a more modern infrastructure, also gave back to the city
a renovated public space.
To modernise and develop the National Railway Network, in its investment activities, during 2008
REFER carried out various actions, of which the following are highlighted:
• Minho Line
In January 2008, works contracts were awarded to start building
the Trofa Alternative Route. With a length of 3,555 metres, the
alternative route includes a tunnel section 1,404 metres long –
included in this works contract - and a viaduct 327 metres long. Its
construction will, among other aspects, shorten the current route
by 508 metres, improve the operation conditions on the Minho line
and comply with the trip time stipulated as a goal for the Porto –
Vigo high speed link.

• North Line
In February 2008, work began to renovate the Station of Vila Nova de Gaia / Devesas, on the
North Line. This intervention covers the passenger building, the passenger platform, the car
park and the square in front of the station.
After submitting the process to the Portuguese Environment Agency in March 2008, measures
were initiated to Evaluate the Environmental Impact of the Santarém Alternative Route to the
current North Line layout, between Vale de Santarém and Mato de Miranda. About 26 km
long, this Alternative Route will allow operation speeds of 160 km/h for conventional trains and
190 km/h for pendular trains.

• Rail Link to the Port of Aveiro


In February 2008, the company awarded a construction works
contract, called “Railway Branch Line to the Port of Aveiro - 2nd
Stage."
The railway link to the Port of Aveiro, enrolled in the priority
infrastructure investment program defined by the government for Ligação Ferroviária ao Porto
de Aveiro
the railway sector, includes the construction of a multimodal platform in Cacia, now in the
completion stage, and a branch line linking the North Line to the Port of Aveiro. These are
fundamental infrastructures for expanding port activities and merchandise transport within a
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multimodal perspective, which are essential for local, regional and national socio-economic
development.
In November 2008, works were completed at the Multimodal Terminal of Cacia to install the
systems which will be commanded and supervised by the Porto Operation Command
Centre. These works will allow the operation start-up of these essential facilities, as part of the
Cacia Logistics Platform which will become the first of the infrastructures to include the
Portugal Logistics [Portugal Logístico] endowed with operation capacity.

• Sintra Line
In January 2008, a contract award was signed to begin
the work to quadruple the track between the Barcarena
and Cacém stations on the Sintra Line. This intervention,
part of the Sintra Line Modernisation Project, will make it
possible to quadruple the track between Monte Abraão
and Cacém, as well as to renovate the stations of
Barcarena and Cacém.
After completing the works, pedestrian underpasses/overpasses at both stations will provide
their respective users with safe and convenient conditions. Additionally, the works will signal
the end of the effort to eliminate crossings / level crossings on the Sintra Line which has been
an ongoing REFER project.

• Railway Link to the National Ironworks


In March 2008, REFER completed the works contract for the Rail Link to the National Ironworks,
thus meeting the schedule set forth during the respective consignment.
The new branch line now made available by REFER is 3,788
meters long and stems from a 795-metre section, also built
for this project, called V line of the Coina Station.
With an overall investment of 15 million euros, the works
contract included the building of a new electrified line, with
signs and endowed with automatic speed control systems
(CONVEL) and Ground-Train Radio, for the circulation of freight trains between the Coina
Station and the said industrial unit.
This branch line is part of the priority investments identified for the Conventional Network in the
Strategic Guidelines defined by the Government for the Railway Sector. Moreover, the branch
line fulfils a long-standing need by the various companies operating at the Seixal Industrial
Park to switch to railway freight transport, which gives them a competitive edge.

• Alentejo Line
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In March 2008, REFER awarded the works


contract called "Alentejo Line - Barreiro-
Pinhal Novo Section (excl.). -
Electrification and Modernisation of
Stations and Stops.” Completion of this
works contract will reduce trip times and
improve service quality, particularly by linking the rail and river infrastructures, improve comfort
at stations and the respective accesses.
The works contract consists of performing the following main tasks:
 Electrifying the Alentejo Line between the Barreiro and Pinhal Novo Stations (exclusive);
 Implementing a new layout at the Barreiro Station, consisting of building a new railway
terminal, east of the current infrastructures, closer to the river terminal;
 Renovating the Stations of Barreiro, Lavradio and Moita and the Stops of Barreiro-A, Alhos
Vedros, Baixa da Banheira and Penteado by raising and extending the passenger
platforms, installing urban furniture, shelters and passenger overpasses equipped with
traditional stairs and lifts providing access to the platforms and crossing the rail track;
 Building a pedestrian overpass at km 1.750 next to Bairro das Palmeiras to replace the
existing structure.

• Sines – Elvas Link


The improvement of the railway corridor between Sines and Spain to transport merchandise
going to or coming from the Port of Sines is one of the priority projects stipulated in the
Strategic Guidelines for the Railway Sector. The Sines - Elvas rail link for freight is also included
in the list of thirty priority projects for the Trans-European Transport Network. In fulfilling that
objective, in July 2008, REFER launched an international public tender to modernise the
Raquete station. This works contract will take place between km 168.300 and 171.224 of the
Sines Line and will include building nine rail tracks parallel to the existing line on the Ermidas –
Sines section. This section will also be subject to intervention to receive freight trains and
posterior distribution using the various rail branch lines providing access to the site’s
equipments and industrial units, in particular GALP, REPSOL, MetalSines and the Port of Sines.
As part of this link and in order to improve, not only freight transport conditions, but also
passenger transport conditions, in August 2008, REFER launched an international public
tender for the works to modernise the Bombel and Vidigal section to Évora.

• South Line
In May 2008, REFER awarded a works contract to renovate the Setúbal Station. The
intervention will essentially include works to renovate the current rail layout, renovate the
passenger building, build a new access to the station on the opposite side of the current EP,
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Annual Report

widen the rail underpass at km 28.416 of the South Line and to build two car parks with 342
parking spots.
REFER declared completed the works contract of the 1st stage of the Alcácer Alternative Line,
between the Pinheiro Station and km 94 of the South Line, in a length of 29 km, which
represents a 6.5 km reduction compared with the current section.
secti
The Alcácer Branch Line – a project which includes the
Strategic Guidelines for the Railway Sector – for a total
investment of about 144 million euros and which is one
of the priority actions for the national railway network,
since it:
 Makes the Port of Sines more competitive by linking
it to Spain, as part of the Sines / Évora / Elvas link, is articulated with the logistics platform
network (Poceirão and Elvas), with
with the ports of Setúbal and Lisbon and the with the Lisbon /
Madrid High Speed Link, in order to promote the national railway network’s interoperability
with the European freight transport networks;
networks
 Improves the long distance passenger train services in the Lisbon – Algarve link, due to a
shorter trip time and greater reliability and safety, encouraging travellers to switch from
road to rail traffic, with all the consequent positive impacts.

• Porto OCC
After the operation start-up
start of the Lisbon Operation
Command Centre (OCC), in November 2007, and
maintaining the planned schedule, the Porto OCC began
operating in April 2008. Housed in a vanguard building
next to the Contumil Station, the Porto OCC will
command/control the lines of Minho, Guimarães,
Guimarãe Leixões,
Douro and North [Mealhada (inclusive) to Porto – Campanhã Station]
Station and the Braga Branch
Line. The OCC are railway circulation
circulation operation management centres with modern functional
and technical features, which essentially coordinate and supervise all functions and activities
related with railway operational processes in the respective coverage area.
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LEVEL CROSSINGS
REFER, as the railway infrastructure management entity and in accordance with art. 2 of Decree-Law
568/99, of 23 December, must prepare the Level Crossing Reclassification and Elimination Plan. In
fulfilling this Plan for 2008, whose completion was assigned to REFER and External Entities, in particular
Town Councils, 57 actions were carried out, broken down into 40 eliminations and 17
reclassifications, as shown in the following table:

Eliminated LC's Reclassified LC's Cost (Euros)

General Engineering and Construction Department (DGEC)

Construction Department (CR)

North Operation Management (GON)

North Overpasses/Underpasses (PDN) 5 3 608.748

North Line (PLN) 9 3 3.010.000

South Operation Management (GOS)

Lisbon Metropolitan Area Complex (AML) --- 1 1.949.949

Sines - Elvas Link 7 --- 2.602.779


REFER

South Overpasses/Underpasses (PDS) 6 1 3.060.000

DGEC - TOTAL 27 8 11.231.476

General Operation and Infrastructure Department (DGEI)

Operations Management Department (GO) --- 2 175.682

DGEI - TOTAL --- 2 175.682

General Department of Strategic Planning and Control (DGPC)

Department of Crossings and Level Crossings (LC) 7 6 47.127


DGPC - TOTAL 7 6 47.127

REFER - TOTAL 34 16 11.454.285

1 --- 500.000
EXTERNAL ENTITIES
(1) 5 1 1.872.928

GENERAL TOTAL 40 17 13.827.213

(1) Works to be built by External Entities, particularly Town Councils, with protocols signed with REFER

The North Line was subject to the most interventions at level crossings, whereby 11 level crossings
were eliminated and 7 reclassified, implying a 3-million-euro investment by REFER. The Oeste and
Alentejo Lines were subject to 9 and 5 interventions at level crossings, respectively, for a total
investment of 5 million euros.
The following works were performed to eliminate or reclassify these 57 level crossings (LC):
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Eliminated LC Reclassified LC
Work Cost Cost Total Cost (euros)
Quantity Quantity
(euros) (euros)
Overpass/Underpass 23 9.780.749 5 3.349.949 13.130.698

Automation --- --- 2 216.380 216.380

Alternative Road 6 244.490 1 150.123 394.613

Visibility --- --- 5 74.989 74.989

Other 11 8.364 4 2.169 10.533

TOTAL 40 31 17 3.793.610 13.827.213

In December 2008, there were 1,229 level crossings along the 2,842 km of total track with Railway
Operation and with the following features:

Type of LC Number

With Guard 86

Automated

With lifting gates 355 373

Without lifting gates 18

Public LC's Without Guard

Type D 304 466

5th category 162

Pedestrian 177

Subtotal 1102

Private LC's 127

TOTAL 1229

The average density of LC at the end of 2008 was of 0.433 LC/km.


The following graph shows the trend in the number of Level Crossings and the actions carried out in
the past 9 years:

3000
2386 2202
2500
1947
2000 1737

1476
1348 1297 1266
1500
12 2 9

1000

500 256 282 205


11438 188 128154
37 69 55 96 66 87 31 9 40 1 7
0
2000 2001 2002 2003 2004 2005 2006 2007 2008

No. of eliminated LCs No. of reclassified LCs Total LCs

Note: The total number of LC in 2008 includes 3 temporary LC, set up this year in accordance with no. 2 of art. 1 of
DL 568/99 of December 23.
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The Strategic Guidelines for the Railway Sector includes an accident rate
indicator at LC which stipulates a demanding goal to reduce accidents by
60% until 2015 compared with 2005. This goal calls for knowing the specific
risks at each LC, defining the measures to decrease this risk and applying a
more selective investment analysis to Eliminate or Reclassify LC so as to
successfully fulfil the said goal. To this end, an external specialised company
was called upon to help assess the risk by carrying out various works regarding
level crossings carried out in other railway networks, an analysis project that will take place between
2008 and 2009. Once completed, this project will become an essential tool allowing REFER to make
decisions on interventions to be performed at Level Crossings, both in defining tasks and determining
their priority, in order to fulfil the specified goals and to optimise the resources involved.
In 2008 and consequent to accidents, work began to technically analyse Level Crossings to
determine the risk factors associated to the accidents and to submit proposals for measures to
diminish the respective risks.

To meet the accident rate reduction objectives and as a complement to elimination and
reclassification actions, it is important to implement other measures as soon as possible that, applied
to identified factors, will minimise risks at LC, such as:
• Improve crossing conditions;
• Reinforce vertical and horizontal road signs;
• Greater separation of rail and road environments at the Level
Crossing area;
Announcement Recognition at LC -
• Improve public lighting in the LC area. Confirmation of Manual Gate Closing

Of the level crossings subject to works in 2008, the following are highlighted:
• Minho Line,
Line Nine – Valença Section: Consequent to the protocol signed in June 2005 between
REFER and the Viana do Castelo Town Council, in September 2008, the company awarded a
works contract to build the road underpass at km 79.410, of the
Minho Line, and the respective access and connection roads.
This project will eliminate the level crossing at km 79.390 in the
ward of Darque.
• North Line,
Line Vila Franca de Xira Station: This infrastructure’s
operation start-up will eliminate pedestrian level crossings at km Vila Franca de Xira Station

30.131 and 30.370 of the North Line, where various accidents have taken place in recent
years.
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• Cintura Line,
Line Chinês Level Crossing: This level crossing was one of the critical points of the
Chelas/Braço de Prata
section, due to its various
deficiencies and since it is a
pedestrian crossing within a
residential area located near
schools.

Before the Intervention After the Intervention

All these actions combined have progressively decreased accidents at level crossings. A statistical
comparison between 1999 and 2008 reveals that the total number of accidents fell by 99:

Accidents at Level Crossings


1998 to 2008
200
175
150
No. of accidents

125
100
75
50
25
0
1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008
TOTAL 144 154 119 123 113 105 102 72 68 66 55
Pers. Hit 17 25 15 17 18 15 18 14 11 17 11
Collis. 127 129 104 106 95 90 84 58 57 49 44

The ongoing policy of eliminating level crossings and of improving their safety conditions has helped
to continuously decrease the accident rate. However, the highest number of deaths is caused by
persons hit by trains, and thus awareness raising campaigns at schools and in the mass media are
becoming increasingly more important.
The goals specified in the Major Options for the 2005/2009 Plan call for reducing accident rates at
level crossings by 50% compared with 2004. Moreover, the Strategic Guidelines for the Railway
Sector stipulate that the goal for 2015 will be to reduce this accident rate by 60% compared with
2005.
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The actions carried out have set an accident reduction rate which is expected to meet the goals set
out:

120
102
100

Number of Accidents 80 72

55 52
60

40 29

20

0
2004 2005 2008 2009 2015

Trend Objectives

Accordingly, the 2009 Plan was drafted and calls for eliminating 78 level crossings and reclassifying
67. Achieving this goal is forecast to reduce accident rates by 9% until 2010, compared with a
scenario without implementing this plan, that is, compared with the number of level crossings, both in
number and type, which existed at the end of 2008.

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4.3. COMPLEMENTARY ACTIVITIES


This heading includes:
• Supplementary services, in particular: Telecommunications, concession of commercial spaces,
sale of waste, etc.
• Material recovery and waste management
• Works under the responsibility of third parties

^6
(10 euros)
2008 2007 Change
%
(1) (2)
(1) / (2)

Income 15,82 11,45 38,2%

Other income 15,82 11,45 38,2%

Costs 15,84 6,33 150,2%

Materials 0,37 0,07 410,2%

Subcontracts 1,18 1,11 5,8%

Other extern. suppl. and serv. 4,48 2,60 72,4%

Personnel 6,36 2,26 182,0%

Amortization 0,34 0,00 63598,0%

Provisions -0,48 0,14 -439,2%

Inventory adjustments -0,14 0,01 -2196,4%

Other costs 3,72 0,14 2517,8%

Operating Result -0,02 5,12 -100,3%

Personnel 128 110 15,8%

OPERATING INCOME

Operating results of Complementary Activities fell 100.3% compared with the previous year, mostly
due to a 150.2% increase in operating costs. The items of Materials (with a 410.2% increase) and
Personnel Costs (with a 182% increase) had the greatest impact on the results. However, this sharp
increase is justified by an adjustment to the cost-assigning criteria in 2008. The value of operating
income increased 38.2% over 2007, in million euros

particular due to the Providing of Energy and 2008 2007


Change
OTHER INCOME %
Water which, compared with 2007, (1) (2) (1)/(2)
Utilisation concessions 5,92 3,46 71%
increased 273% and the Sale of Waste Energy and water assignment 2,43 0,65 273%
Telecommunications infrastructure 1,72 1,57 9%
which increased 139%. Another item which Assignment of materials and persons 1,59 1,66 -4%
Waste 1,00 0,42 139%
also contributed to the increase in operating
Advertising 0,49 0,65 -26%
income was the space utilisation concession Other 2,67 3,04 -12%
TOTAL 15,82 11,45 38,2%
which increased 71% in 2008.
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5.
GENERAL AND ORGANISATION ASPECTS

The year of 2008 stood out essentially for the consolidation/implementing start-up of the main
strategic lines signed in the Environment Policy review in August 2007.
Particular relevance was given to areas related with the environmental evaluation of projects,
environmental monitoring of infrastructure maintenance activities and specific noise aspects and the
promotion of biodiversity.

ENVIRONMENTAL MANAGEMENT

In accordance to what had been stipulated in 2007, efforts were made to provide direct and
concrete support to the company’s maintenance activities, both in infrastructure construction and
operation, endowing these two areas with the technical expertise for this purpose.
We also point out the work carried out to review the environmental requirements stipulated in the
standard documents in order to adjust them to the new setting brought about by DL 18/2008 of
January 29.
Emphasis also goes to the regular training, particularly for programs carried out by the Human
Resources Department, and the specific program developed to comply with the new laws on
Construction and Demolition Waste and Public Contracting.

ENVIRONMENTAL IMPACT ASSESSMENT AND MONITORING


Environmental Assessment
Environmental evaluation is crucial, not only because it is one of the means of implementing the
principle of preservation, but also because it is one of the critical means for making the necessary
investments to modernise the railway infrastructure. This area merited particular emphasis in 2008
since there was a very significant growth in activities within this context, something that called for
transferring resources to this area in order to fulfil the necessary needs.
The intensity of the work in progress may be gauged by the number of complexes for which
Environmental Impact Assessment was requested. From 2008 to 2009, assessments were requested
for eight projects, whereas a total of six projects requested the said assessment from 2003 to 2007.
Environmental Monitoring
Monitoring
In 2008, the company completed works for three railway line sections: the Guimarães Line (sections
of Sto Tirso/Lordelo and Lordelo/Guimarães); the Douro Line (Cête/Caíde section); and the Beira Baixa
Line (Mouriscas/Castelo Branco section). These works were added to those already completed for
Monitoring the Lines of Minho (Lousado/Nine section), the Braga Branch Line and the South Line
(Pragal/Pinhal Novo sections, km 94/Ermidas and Ermidas Funcheira).
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In 2008, the company submitted 90% of the Strategic Noise Charts (SNC) of the first stage to the
Portuguese Environment Agency (submitted on August 6) for the Cascais Line, Sintra Line, Cintura Line
and North Line (Lisbon/Azambuja section).
The charts overall cover 102 km of rail track. About 11 km are still to be completed covering the
section of Porto S. Bento/Ermesinde. Note that work on this SNC began in 2008, as soon as the
respective cartographic survey was performed.

FAUNA AND FLORA

The work planned for 2008 emerged in accordance with the Business & Biodiversity commitment with
the Nature Conservation Institute (ICNB) on 24 October 2007.
During 2008, various measures were taken within this scope, with emphasis on consolidating the
commitment which will be applicable to the following projects:
• Ecological Continuum Project – the strategy was consolidated to cover this topic which is based
on a research project.
• Ecological Rehabilitation Project for a Saltworks in Alcácer do Sal – the Alcácer do Sal Saltworks
was acquired on 4 June 2008 and the respective action program is being drafted.
• “Native Forest Promotion” project – this project emerged as a new proposal in 2008 and is
based on determining the impact on vegetation caused by the railway network’s development
and management activities.

WASTE MANAGEMENT

In 2008, the Environment Department maintained its work essentially to support the operation bodies,
assisting them in establishing their waste management strategies, developing technical
specifications for outsourcing the respective tasks, helping them to review proposals and operation
management of the rendered services.

CONCLUSION

In 2008, the company fulfilled its objectives regarding Noise and the Conservation of Nature and
Biodiversity. This was also a year with greater support to the company's maintenance activities and
an intensification of investment activities which took up most of the team's working hours. Overall,
2008 was regarded as a positive year in which the main strategic objectives were met.
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6.
Property Assets are subject to the necessary actions to identify, conserve and obtain income from the
assets belonging to the public railway domain which is legally managed by REFER EPE, measures
which are also applicable to the company's private assets. These actions are obviously carried out
always in combination with the various REFER operation bodies and the Stations Management
Department.

Within this context, emphasis is placed on organising and systematising the property registry
information identifying the public railway domain and serves as the basis for all other activities. The
crucial importance of the said registry information requires that, in upcoming years, it be subject to
suitable computer processing in order to access registry information in a much better manner than
today's method (archived paper records).

The following activities are also worth pointing out:


a. Analysis of requests submitted by entities bordering railway facilities, directly, indirectly or through
the respective town council, petitioning an analysis and opinion on construction projects or on
any other interventions to be made to buildings and land plots located next to the railway track.
These opinions are binding in compliance with Decree-Law 276/2003. Within this perspective,
and merely to reveal the respective dimension, note that in 2008 the company received 875
new processes and processed and completed 1,036;
b. Make use of assets no longer assigned to railway operations, which in 2008 yielded about 2
million euros in income. Note also that, during the year in question, various public entities were
granted concessions to some buildings which are no longer useful for railway operation, in
particular the buildings of the Stations of Caldas de Moledo, Tamel, Canelas, Oiã and Oliveira
do Bairro;
c. As for the aforementioned utilisation, the company has also continued to develop the National
Ecotrails Plan in order to:
• Preserve old railway tracks, safeguarding them from other
illegitimate occupations and creating a veritable number of
opportunities for future re-utilisation for Transport and Mobility;
• Provide an excellent contribution to a future national network
Rio Minho
of about 600 km of “green paths,” “cycling paths,”
“pedestrian paths,” “nature paths,” etc.;
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• Contribute to a new type of tourism offer linked to Ecotourism / Nature tourism;

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• Help prevent desertification of many regions and rural areas whilst creating a potential for
local jobs;
• And somewhat contribute to the National Sustainable
Development Strategy to be definitively approved at a
national level.
Until the end of 2008, 32 municipalities have already been
consigned nearly 350 km of disabled railway track. Currently, it is
still necessary to sign protocols for nearly 400 km to complete the Sabor – Torre de Moncorvo
objective laid out in the National Ecotrails Plan, a goal we believe
will be met within the next 3 years. Of the disabled tracks, nearly 120 km of Ecotrails have already
been opened and made available to either local populations or all parties interested in this type of
facilities.

The 1st Regional Technical Forum on Heritage, Ecotrails, Soft Measures and Intermodality was held in
November in the city of Viseu jointly with the local town council. The event attracted over one
hundred mayors who discussed this matter with local players and got a more in-depth perspective
on these issues.

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7.
About 2,100 trains circulate daily on the National Railway Network which corresponded to about
41.247 million TK. Most of the trains (about 80%) provide passenger services.
REFER continuously strives to always ensure the safety of passengers, of its personnel and personnel of
railway operators and service providers. The company is also always concerned with the safety of
those who use level crossings.
Without loss to good practises among the various participants in the railroad transport system,
emphasis goes to characterising situations of risk in order to apply risk-control preventative measures
by implementing corrective measures, thereby contributing to increased safety and better
cooperation between the various entities.
However, to ensure effective safety, three essential aspects must be taken into account: compliance
with railway system regulations; actions to resolve deterioration and emergency situations; and
maintaining a link with all interested external entities. The first two aspects depend somewhat on
compliance with regulations. These regulations, to the extent possible, are influenced by changes in
market regulations (domestic and foreign), by technological advances in infrastructure construction
systems and by circulation management and control. Accordingly, ongoing updates have been
made to the Railway Regulations that, since REFER was founded in 1997, have been extensively
implemented at all levels of the railway system, which has called for a constant renewal of structural
assets, whether human resources or technological resources.
We highlight the service start-up in late 2007 of the e-Regulations computer application which now
makes it possible to manage, prepare, approve, publish and distribute all Operation Regulations fully
in an electronic manner without the need for distributing hard copies. In accordance with Railway
Regulations, the sector has experienced its greatest transformation since the 90s through the newly
presented, transposed and implemented E.U. legislation packages for the railway sector. These
packages aim essentially to create a network of railway transport within Europe and to standardise
systems and conventional technical equipment (infrastructures, rolling stock, etc.) thus creating safer
and more sustainable interoperability between member states.
The impact of these goals is felt in the way each member state’s national railway network is adapted
and transformed to comply with this European policy, not only in terms of a European vision, but also
regarding the national strategic options.
In 2008, special emphasis was placed on identifying significant accidents to compile reliable data,
in accordance with objectives, methods and indicators as they are currently defined in Decree-Law
231/2007 of June 14.
We also highlight that, at the end of 2008, about 90% of TK travelled by trains on the National Railway
Network was covered by Automatic Speed Control and Ground-Train Radio Systems. Additionally, the
SDCRQ system (Overheated Wheels and Axle Boxes Detection System) was strategically installed at
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seven network sites, which greatly contributed to ensure that about 80% of the long-haul traffic,
especially freight traffic, was better monitored.
REFER thus achieved a good level of equipment for automatic rail accident prevention systems.
Thus, in 2008 about 88% of significant accidents resulted from
accidents at LCs and from persons hit by trains on tracks and at
stations and stops and who were using the railway track to
commute. The company must thus maintain its current policy to
eliminate and reclassify level crossings and to increase its control
over impropriate railway use by pedestrians.
Adjustments were made to the basic structure which strengthened
the function of “Personal and Asset Safety" and which also led to transferring operational Work Safety
responsibilities, in particular at maintenance/construction works, to the functional areas.
Passagem
Emphasis goes to the start of the Risk Analysis and Operational Planning de Nível
at the do Chinês
railway complex of
Porto – Campanhã and the Alfândega Tunnel in Porto, and the creation of regional task teams and
the respective training to deal with minor and major crimes, including terrorism.
As for emergencies, we point out: The analysis of construction projects; the preparation of
emergency plans for the tunnels of Rossio and Espinho, the reformulation and preparation of the
emergency plans for the OCC of Lisbon and Porto, respectively, and the emergency plans for work
centres.
The following is also worth pointing out:
• The company began implementing an integrated access control system (SICA) which, at the
end of 2008, covered about 750 persons;
• Implementation of video surveillance systems for buildings, stations, bridges and tunnels;
• Analysis and evaluation of incidences of theft, abusive intrusion and vandalism;
• Strengthening of in-house expertise through participation in training courses held by the
National Security Forces.

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8.
STAFF AND WAGE POLICY

Although the company has been


reducing its personnel since 1999, this 6000

was the year with the least reduction, a 5000

trend which began in 2007. 4000


In December 2008, REFER had 3,556
3000
employees, consequent to 64 persons 2001 2002 2003 2004 2005 2006 2007 2008
who left the company and 40 newly December Average

hired employees, combined with the 65


workers who had been suspended, compared with 58 employees suspended in the same month in
2007. Consequently, the company decreased its labour force by 17 employees during the year.

1% Base wages On a monthly average, the company had

2% 12% Others, fixed 3,573 employees, that is, 0.2% less than in
En-route / shift work 2007.
6% subsidy
Overtime
4%
3%
Night work /
compensated
4% Bonuses The Total Wage structure continued to

3%
57% Meal subsidy reflect the high percentage of fixed
8%
Trips components, although expenses on
Holiday subsidy + 13th overtime work decreased 16%.
month

In December, the average age reached 45 and the average seniority was of 20 years. These values
are higher than in the previous year by about 0.8 years, since the exiting and incoming workers was
not sufficient to invert the "natural ageing trend."

1%
Less than primary school (0.7% Employee qualifications continued to increase
17% 18% 5th to 6th grade (17.6%)
compared contrary to the reduction in less
qualified positions. The education level also
Secondary education (18.2%)
increased, whereby the number of personnel
18% Up to 4th grade (20.2%)
26%
with higher education reached nearly 17% at
7th to 8th grade (26.5%) the end of the year.
20%
Higher education (16.7%)
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IMPROVEMENT OF THE HUMAN POTENTIAL

It may be said that, among the various technical human resources management programs carried
out, priority was given to those related with developing and promoting the company's human
capital. The 2008 Training Plan reveals the importance of those programs, along with the review of
the Performance Management System.

The Training Model set forth in the 2008 Plan was oriented to fulfil the strategic objectives and
development prospects for the company’s activities and created a new approach to Training and
Knowledge Management topics.

The new approach implied adopting a new methodology for surveying training needs and provided
a greater and better alignment with the REFER Personnel professional development strategy. The
strategy is based on a multi-year medium-term timeframe (2008/2010) under a “Training Cycles”
strategy according to goals and priorities defined by the Board of Directors for Training and
Knowledge Management in the quest for compliance with the triple criteria of utility, necessity and
feasibility.
The training results in 2008 revealed positive results whereby the main indicators demonstrate the
company's effort in this matter: Over 110,000 training hours involving about 8,400 trainees and
broken down into over 850 training actions. When compared with figures in the previous year (about
5,000 trainees and 650 training actions), what was previously stated becomes very evident.

We highlight the technical railway training volume through outsourcing due to the coming into force
of the new public contracting code and also the start of the process to reconvert personnel to the
maintenance area.

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9.
REFER manages its financing debt through debt instruments generally used by companies of a
similar size and asset structure. As such, the company gives priority to medium and long-term
financing, benefiting or not from state guarnatee, as a means of better adapting the debt to the
type of assets under its management (Long Duration Infrastructures).

Statutorily, REFER must obtain prior authorisation from the respective supervising ministry for any type
of financing, whereby approval of the Activities Plan and Budget implies approval of the financing
plan to to be carried out.

It’s within this context that short-term credit lines with banks are used on a regular basis and as an
essential resource to develop current activities. The greater or lesser utilisation of short-term loans
depends on the approval and setting up of medium and long-term operations which will refinance
those credit lines.

On 31 December 2008, the company's debt structure was as follows:

5.500.000

5.000.000

4.500.000
Short-term lines
4.000.000
Commercial paper
3.500.000
10 3 Euros

Bilateral loans
3.000.000
Bonds
2.500.000

2.000.000 EIB

1.500.000

1.000.000

500.000
2008 2007

Of the total medium and long-term debt, 62% was benefiting from state guarantees at the end of
the year, representing an 1% increase over 2007. This situation resulted from the net decrease in the
medium and long-term debt without state guaranteein the amount of 90 million euros.
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During 2008, of the financial activities carried out, emphasis goes to the full amortisation of the Logo I
Securities loan in the amount of 250 million euros, the contraction of a loan from the EIB in the
amount of 160 million euros without state guarantee and also the setting up of the Euro Medium
Term Notes Program in the overall amount of 1.5 billion euros. This instrument consists of a number of
contractual documents signed between the company and financial intermediaries to create a
single legal body characterising the most relevant aspects of any bond issuance, either through
public or private issues, with or without state guarantee. As such, REFER gains greater flexibility in
capital markets and is able to take an opportunistic approach by occasionally using market
conditions deemed to be of greater financial advantage. Setting up a program of this type does not
consist, in itself, of any commitment to a current or future debt. The commitment to debt will exist
only when there is a concrete operation to issue bonds.

In addition to the financing sources used, REFER aims to minimise its debt service expenses. Within
this scenario, it is especially relevant to select the interest rate system for medium and long-term
loans, the interest rate risk management activities (hedging) and also negotiations with other financial
intermediaries in order to minimise credit spreads. On 31 December, the financial debt was broken
down into the following interest rate regimes:

Bef ore Swaps After Swaps

Floating Variable
Fixed Rate
Rate 62% Rate
38%
39% Fixed Rate
61%

The table below illustrates the expense structure applicable to the financial debt in 2008 and 2007:

(103 euros)
2008 2007
Interest and Fees 225.040 186.593
State Guarantee Fees 4.797 4.806
Stamp Duty 5.306 4.460
Interest from Swaps -29.301 -14.656

TOTAL 205.842 181.204


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FINANCIAL PROFIT AND LOSS STATEMENT

(106 euros)
2008 2007 Change
Financial Results %
(1) (2)
(1)/(2)

Infrastructure Management Activity Financing


Income from neg. securities and other financial applications 0,01 0,09 -92,2%
Other financial gains 0,06 1,46 -95,8%
Interest paid -64,57 -61,37 5,2%
Other financial losses -3,65 -1,69 115,3%
Gains/Losses in Associated Companies 5,77 4,36 32,4%

Financial Results from Activities -62,38 -57,15 -0,35%

Hedging Activities
Balance from Changes in the Fair Value of Derivatives* -48,22 -25,72 87,5%
Financial gains 36,08 24,57 46,9%
Financial losses -84,30 -50,29 67,6%
Balance of Interest on Derivative Financial Instruments 23,88 17,25 38,4%
Interest earned 133,18 131,89 1,0%
Interest paid -109,31 -114,64 -4,7%

Financial Results from Hedging Activities -24,34 -8,47 187,4%

Financial Results -86,72 -65,62 32,2%

* Includes accrued interest until 31.12.2008 from Derivatives

The Financial Result deteriorated by about 21 million euros compared with 2007 (32%). This
worsening was essentially caused by the -22.5 millioneuro difference between the 48millioneuro
deterioration in the fair value of Derivative Financial Instruments in 2008 compared with the 2007
figures, of 25 million euros.
Nevertheless, it must be noted that this Financial Result excludes expenses on loans assigned to
Investments on Long Duration Infrastructures (LDI). Those expenses are included in the Balance Sheet
(163 million euros in 2008 and 128 million euros in 2007). Consequently, the analysis of REFER's
financial performance must also include those expenses. Under this assumption, REFER obtained an
overall financial result of about -250 million euros, a 56millioneuro deterioration compared with 2007.
If we exclude from this result the change in the fair value of Derivative Instruments (-48 million euros in
2008 and -25 million euros in 2007) for not being regarded as a cash component, the deterioration
in the Overall Financial Result for 2008 is of about -34 million euros. This deterioration is explained by
the higher interest paid due to the growing short-term financing debt in 2008 (about 513 million
euros).
Gains and Losses in Associated companies reveal income of about 5.8 million euros, referring to the
appreciation, by the Asset Equivalence Method, of the shareholdings in Ferbritas, Invesfer and REFER
Telecom, since, both Ferbritas and Invesfer inverted their cycle of negative net results.
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The following table shows the trend in the average annual financing rate since 2004:

Average Annual Financing Rate 2008 2007 2006 2005 2004

Average rate without Hedging 4,836% 4,427% 3,419% 2,305% 2,820%


MLT 4,790% 4,399% 3,384% 2,211% 2,599%
ST 5,029% 4,800% 3,537% 2,857% 3,612%

Average rate with Hedging 4,234% 4,095% 3,676% 2,569% 2,898%


MLT 4,042% 4,043% 3,716% 2,520% 2,698%
ST 5,029% 4,800% 3,537% 2,857% 3,612%

Average 6-month Euribor 4,727% 4,352% 3,276% 2,250% 2,165%

The growing trend in the average annual financing rate with Hedging maintains the pace with the
increasing benchmark (Euribor 3 months), but under a lower amplitude. That difference was caused,
on one hand, by the mix between fixed rate and floating rate debt (overall objective of 60% at fixed
rate and 40% at floating rate) and, on the other hand, the use of swaps to manage the interest rate
risk exclusively for the medium and long-term debt. Note also that the short-term debt, which on
average represents 17% of the overall financial debt, has also contributed to minimising the financial
costs by reducing the credit spreads applicable until mid 2008.

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10.
REFER has shareholdings in a number of companies which were founded to restructure the railway
sector, which began in the 80s even before REFER was founded, and which complement railway
infrastructure management activities.

REFER – R EDE FERROVIÁRIA N ACIONAL, EPE

TELECOM-
TELECOM- PROPERTY RAILWAY MANAG. OF
JOB
MUNICATIONS COMMERCIAL
MANAGEMENT TRAINING ACTIVIT SPACES

REFER TELECOM, SA INVESFER, SA FERNAVE, SA FERBRITAS, SA CP COM, SA


100,00% 99,99% 10,00% 98,43% 80,00%

GIL, SA
32,98%

RAVE, SA
40,00%

METRO MONDEGO,
SA
2,50%

AFFILIATED COMPANIES AND MAIN ACTIVITIES

REFER TELECOM – SERVIÇOS DE TELECOMUNICAÇÕES, S.A.,


S.A is a telecommunications
operator licensed by ANACOM. Refer Telecom manages, supervises and
maintains railway telecommunications networks and systems. It is also
responsible for installing and managing telecommunications, which are essential for rail transport,
has a national coverage network and uses an optical fibre backbone with over 2,800 km, allowing it
to operate in the country’s main district capitals and urban centres. Various connectivity services are
supported on this network.
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INVESFER S.A.,
S.A. a company of public capital held by REFER EP, renders property
asset management services. Its strategic mission is to offer flexible and innovative
solutions to enhance properties tailored to client needs.
The company’s strategic vision is to be recognised as a leading property asset
enhancement company.
INVESFER has been developing projects and complexes which are veritable urban requalification
operations. An example of this are the Campanhâ Centre Complex which, associated to the
construction of the new Porto Intermodal Station, created an office and shopping centre; the
renovation of the Rossio Station, in Lisbon, which, combined with the station’s renovation, developed
an office centre, a cultural activities area and areas for commerce, restaurants and leisure in the
restructured square Praça Duque de Cadaval; and the new office building at the Braga Station.

FERBRITAS S.A. is a REFER Group company with over three decades of experience in
the railway sector and is specialised in the planning of transports, infrastructure
engineering and aggregates production and commercialisation. FERBRITAS S.A.
performs two distinct activities:
• Transport Engineering
• Aggregates

CPCOM – Exploração de Espaços Comerciais da CP, SA,


SA founded in September
1995, operates and manages the commercial and advertising spaces of the
national railway network: shops, various automatic equipments (automatic
machines for drinks, snacks and photographs, ATM's), kiosks, warehouses, land plots,
billboards (public information panels, 8x3 and 4x3 panels and other supports).

RAVE, Rede Ferroviária de Alta Velocidade, SA,


SA develops and coordinates
works and studies necessary for decisions on the planning, construction,
financing, supply and operation of a high-speed rail network to be installed in
Mainland Portugal, and its link to its counterpart Spanish network.
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The main indicators of the companies within the REFER E.P.E. group for 2008 were as follows:

(euros)

Non-audited Financial Statements

Dez-08
Subsidiaries Refer
Ferbritas Invesfer CP Com
Telecom

Turnover, of which: 17.984.066 3.131.931 25.436.566 5.472.013


REFER 13.110.379 1.379.238 14.075.501 0
% REFER/Turnover 73% 44% 55% 0%

Operating Costs 17.420.476 5.098.768 20.872.701 5.445.464

Coverage of Costs by Income 116% 100% 124% 100%

Net Result 1.714.047 78.907 4.194.995 (81.686)

Total Assets 21.624.833 28.192.146 37.194.884 4.255.523


Equity 7.288.240 6.553.841 20.451.786 530.966
Liabilities 14.336.593 21.638.305 16.743.098 3.724.557

Number of Employees 221 21 150 9


Turnover/No. of employees 81.376 149.140 169.577 608.001

Financial Autonomy 34% 23% 55% 12%

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11.
OPERATING RESULT

(10^6 euros)
2008 2007 Change
Operating Results %
(1) (2)
(1)/(2)
Operating Income 121,06 115,70 4,6%

Sales and rendered services 71,63 73,21 -2,2%

Other revenue 49,43 42,49 16,4%

Operating Costs 215,59 212,78 1,3%

Cost of sales 5,89 7,81 -24,5%

External supplies and services 102,75 108,14 -5,0%

Personnel costs 92,05 85,60 7,5%

Depreciation and amortization in the year 3,45 4,68 -26,2%

Provisions for other risks and charges -0,48 0,14 -439,2%

Adjustments to inventories and receivables -0,14 0,01 -2275,9%

Other expenses 12,07 6,42 88,1%

Operating Results -94,53 -97,09 -2,6%

REFER’s Operating Result improved 2.6% (2.6 million euros) compared with 31 December 2007, since
the Operating Result (4.6%) increased more than Operating Costs (1.3%).

Operating Income,
Income which represented 41% of Total Income, increased 4.6% (5.4 million euros)
compared with 31 December 2007, due to the following factors:
• A higher user fee (1.7 million euros), whereby 1.3% corresponded to a higher price and 2%
from the higher number of TK invoiced in 2008 (795,000 TK).
This situation was due essentially to the growth in Passenger train traffic.
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(10^6 euros)

User Fee Income 2008 2007 Change %

Passengers 46,14 44,90 3%


Freight 11,34 11,05 3%
Empty runs 1,42 1,37 3%
TOTAL INCOME 58,90 57,32 3%

Requested capacity not used 1,70 0,91 86%

TOTAL 60,60 58,24 4%

Total User Fee Income / TK without Annex I 1,47 € 1,46 € 1%

Total Operation Costs / TK without Annex I 5,22 € 5,26 € -1%

There was an improvement in the coverage of Operating Costs by Income from the user fee, which
in 2007 was of about 27%, and which rose to 28% in 2008.
• Increase in operation subsidies (2.5 million euros), particularly Compensation Indemnities. Note
that this income, having increased 2.6 million euros compared with 2007, represented nearly
half the company’s operating income growth.
• Increase in the Other Revenue item, especially a 0.6 million increase in the sale of scrap and
0.7 million from the concessions and utilisation licences, in particular the concession to use
buildings and land plots.
As for the analysis of the operating costs per TK, in 2008 the ratio was of about 5.22 € per TK, a 1%
improvement compared with 2007 (in 2007, this ratio was of about 5.26 €), that is, an improved
efficiency in costs per TK.

According to the available capacity, in 2008 the operating cost per TK would be of 3.15 €, thus not
fully using the network, which thus had an impact on the company’s results.

Operating Costs reached 215.6 million euros, a 1.3% increase compared with December 2007. This
increase resulted essentially from the following factors:
• A 7.5% increase (6 million euros) in the Personnel Costs item, due to the nominal growth in
these costs stemming from wage updates and raises and also 1.5 million euros referring to
contract terminations. Other relevant items which contributed to the higher Personnel Costs
were the higher Training expenses (+0.4 million euros), the higher Health Insurance costs (0.2
million euros) and the higher costs on Transport Concessions (0.2 million euros).
• The External Supplies and Services item decrease 5% (5 million euros) due to lower
Subcontracting Costs, consequent to the company’s renegotiation of the main maintenance
contracts.
These two items represent about 90% of operating costs.
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NET RESULT

(euros)
2008 2007 Change
Net Result %
(1) (2)
(1)/(2)

Total Income 296,17 278,07 7%

Total Costs 477,65 440,90 8%

Net Result -181,48 -162,83 11,5%

In the year, the company attained a negative Net Result of 182 million euros, an 11% deterioration
compared with 31 December 2007.
The percentage of Total Income in Total Costs dropped from 63% in 2007 to 62% in 2008.

The worse Net Result is explained essentially by the worse Financial Result.

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BALANCE SHEET

Asset Structure
Note that, as was the case in 2007, the Balance Sheet structure is presented in accordance with the
IAS regulations.

ASSETS

Long Duration Infrastructure Investments reflects REFER’s investments on infrastructures on behalf of


the state. In 2008, the said investments increased by 320 million euros. This item, which in 2008
represented 1.385 billion euros, is about 87% of the total Assets and includes the following items of
assets and liabilities:
(10^6 euros)
Long Duration Infrastructures Investment
31.12.2008 31.12.2007
Activity

Assets (LDI) 7.232,66 6.814,31


Working capital -41,37 -56,34
Subsidies (LDI) -3.579,47 -3.490,79
Costs from loans 404,55 308,68
Loans obtained -2.631,97 -2.511,22

1.384,39 1.064,65

The change in Assets (LDI) reflects infrastructure investments during the year, which in December 2008
reached an overall 7.233 billion euros.
Subsidies assigned to investments increased by about 89 million euros, of which about 71% was
allocated by the ERDF.
Expenses from loans represent the interest imputable to the Investment on LDI and not subject to
capitalisation.
Loans obtained represent the EIB loans with state surety, in the amount of 2.632 billion euros, for the
financial coverage of the investment on LDI.

The percentage of Infrastructure Investments on Long Duration Infrastructures in the Asset structure
represented about 87% of the total Assets compared with 78% in 2007.

Non-
Non-current Assets – reached 91 million euros in 2008, thereby decreasing 32 million euros
compared with 2007. This decrease was essentially due to the reduction in Loans and Accounts
Receivable from Subsidiaries, resulting from an amortisation of supplementary entries in the amount
of 30 million euros by Invesfer.
Current Assets
Assets – reached 119 million euros in 2008, a 52-million-euro decrease compared with 2007,
due to the reduction in Derivative Financial Instruments (-18 million euros) and Clients and Other
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Accounts Receivable (-35 million euros). This item is greatly influenced by the decrease of about 15
million euros in the balance with CP, due to the shorter average time to receive payments from CP,
which on 31 December was of 183 days (compared with 251 days in 2007).

EQUITY AND LIABILITIES

On 31 December 2008, REFER had a negative Equity of 1.155 billion euros due to successive
negative net results and due to the accounting transfer of Subsidies to the item of Long Duration
Infrastructure Investment Activities.

Non-current Liabilities reached 1.123 billion euros, a decrease of 488 million euros compared with
2007, resulting from the debt amortisation in 2008 and the accounting movement transferring debt
amortisation which will take place in 2009 to current liabilities.
Consequently, Current Liabilities increased 905 million euros, resulting from the aforementioned
effect and the increase in short-term financial debt and consequent to the late approval for granting
surety for two EIB loans in the overall amount of 200 million euros. These loans were obtained in early
2009, like the first bond issue through the Euro Medium Term Notes Program in the amount of 500
million euros, at the fixed rate of 5.875% for a 10-year period and also benefitting from state surety.

In the Liabilities structure, Current (million euros)

Cash Flow Statement 31.12.2008 31.12.2007


Liabilities doubled their percentage
compared with 2007 and reached Operation deficit -111,99 -143,12

1.627 billion euros, corresponding to Investment deficit -194,88 -91,95

Financial costs -203,11 -174,33


59% of total Liabilities.
Total needs -509,98 -409,39
On analysing the overall needs for
funds, we found that there is a
Short Term Debt 1.426,56 779,51
constant need to rely on financing
Medium and Long Term Debt 3.687,67 3.822
to support the deficit of each
Total Debt 5.114,23 4.601,48
activity.
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INDICATORS

2008 2007 2006 Change Change

% %
(1) (2) (3)
(1)/(2) (1)/(3)

Train kilometre (TK) (10 3) 41.284 40.489 39.039 2,0% 5,8%

Network Utilisation Income (€000) 60.596 57.267 53.771 5,8% 12,7%

Operating Costs G.I. (€000)/ TK 4,85 5,10 5,47 -4,9% -11,4%

Long Duration Investments (LDI) (€000) 288.031 240.938 196.891 19,5% 46,3%

Debt
68,13 64,37 61,90 5,8% 10,1%
(Remunerated liabilities/Net assets) X100

Average employees 3.573 3.579 3.654 -0,2% -2,2%

Personnel costs (€000) 113.384 108.319 110.296 4,7% 2,8%

Average payment period (days) 59 106 43 -44,3% 37,2%

Network length (km) 3.618 3.614 3.614 N/A N/A

With train traffic 2.842 2.838 2.838 N/A N/A

Wide track 2.650 2.646 2.646 N/A N/A

Electrified 1.460 1.436 1.436 N/A N/A

Not electrified 1.382 1.402 1.402 N/A N/A

Narrow track 192 192 192 N/A N/A

Without train traffic 776 776 776 N/A N/A

Average density of LCs per km 0,43 0,45 0,46 N/A N/A

Of the main indicators, emphasis goes to the improvement in the Average Payment Period. This is
one of the objectives recommended by Council of Ministers Resolution 34/2008, which sets forth the
Timely Payment Program, whereby Companies in the State Corporate Sector must set forth objectives
applicable to Payment Deadlines. In December 2008, REFER had an Average Payment Period of 59
days, a significant improvement compared with 2007 (106 days).

There was a 2% increase in train kilometres (TK) in 2008 compared with 2007 and a 5.8% increase
compared with 2006.
In 2008, the CP operator used 39,404,000 TK, corresponding to 96% of total traffic, broken down into
passenger services 30,795,000 TK, freight 7,780,000 TK and 889,000 TK for empty runs. The FERTAGUS
operator used 1,783,000 TK, of which 1,664,000 were for passenger traffic and 118,000 TK for empty
runs.

The network increased in length, from 3,614 km in 2007 to 3,618 km in 2008.


Electrified Track increased 24 km in the year, which is quite significant.
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In meeting its goal of providing high safety levels, the average density of level crossings per kilometre
decreased from 0.45 in 2007 to 0.43 in 2008.

Operating costs per train kilometre (TK) have decreased during the previous years, and in 2008
decreased 4.9% compared with 2007.

Average personnel decreased 0.2% compared with 2007, contradicting the trend in previous years
which had sharper personnel decreases.
Personnel costs increased 4.7% over 2007 consequent to the slower reduction of personnel and due
to the higher wages arising from the Company’s Agreement and the Career System.

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Nota Final
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12.
Within the terms stipulated in no. 1 of article 245 of the Securities Code, the Board of Directors
declares that, to its knowledge, the information in the documentation rendering the accounts was
prepared in compliance with the applicable accounting standards, truly and appropriately portray
assets and liabilities, the financial situation and results of REFER, E.P.E., and that the management
report faithfully describes the company’s business activities, performance and position, in addition to
describing the main future risks and uncertainties.

In accordance with the provisions in force, it is proposed that the Net Results for the Year – a deficit of
181,483,966.42 euros – be transferred to Retained Results.

Lisbon, 19 March 2009

THE BOARD OF DIRECTORS

CHAIRMAN Luís Filipe Melo e Sousa Pardal

VICE-CHAIRMAN Alfredo Vicente Pereira

MEMBER Romeu Costa Reis

MEMBER Alberto Castanho Ribeiro

MEMBER Carlos Alberto Fernandes


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13.
The Board of Directors completed one mandate and began the second mandate, according to the
decision by the Council of Ministers of January 21 of this year. At the end of the previous year, we
submitted to the supervising ministries a number of documents regarding the relationship between
the state and the company that will certainly be subject to changes in the next three-year period.

Establishing a stable, responsible and transparent framework in the relationship between the state
and REFER, by specifying the rights and obligations of both parties, in terms of infrastructure
management and investment in long-duration infrastructures (LDI), will undoubtedly be the medium-
term goal. As already stated, this goal complies with the Strategic Guidelines for the Railway Sector,
which points toward a progressive outsourcing of the public service rendered by the infrastructure
manager until 2010 and aims to contribute to defining an efficient and sustained management
framework for the national railway infrastructure.

As is known, Railway Infrastructure Management includes user fees paid by the railway passenger
and cargo operators which cover only part of the railway infrastructure management costs. It is
expected that User Fees revenue will remain similar to the amounts in 2008. The other part of
revenue, safeguarding the operation's efficiency, should include a public contribution covered by a
contract with the state.

To improve operation efficiency, the company will maintain its efforts to rationalise its means and
resources. Accordingly, work will be maintained to implement an asset management process
enabling the company to analyse investments/maintenance based on the respective lifecycle.

In its investments in LDI and in compliance with the strategic guidelines by the supervising ministries,
we submitted a medium-term plan to maintain investments on measures to integrate the country’s
main railway lines with the Trans-European Transport Network (North Line, Sines - Spain, Alcácer
Alternative route), to develop urban accesses (Lisbon and Porto metropolitan areas), to coordinate
intermodal transport (links to ports, logistics platforms and industrial parks), to develop regional and
interregional accesses (Beira Baixa Line, Oeste Line, Algarve Line) and to ensure the safety, quality
and efficiency of the transport system (OCC, elimination and alteration of level crossings, among
others).

The financing model for building of infrastructures must also be clarified, since REFER has been
financing a high percentage of these investments through loans.
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14.
BALANCE SHEET - IAS/IFRS
On 31 December 2008 (euros)

Items Notes 2008 2007

Assets

Long Duration Infrastructure


Investment Activities
6. 1.384.390.638 1.064.647.663

Non-current
Tangible fixed assets 7.1. 42.371.945 49.996.752
Intangible assets 7.2. 3.419.881 2.593.203
Investments in branch companies 7.3. 34.603.559 29.821.368
Investments in associated companies 7.4. 877.752 891.319
Financial assets available for sale 7.6. 31.875 0
Loans and receivables 7.7. 9.849.012 39.529.625
91.154.024 122.832.267

Current
Derivative financial instruments 7.9. 17.596.647 35.135.954
Inventories 7.8. 12.925.569 12.443.689
Clients and other receivables 7.10. 87.609.941 122.319.360
Receivable income tax 7.15. 884.772 970.234
Cash and cash equivalents 7.11. 249.760 209.719
119.266.689 171.078.956

Total assets 1.594.811.351 1.358.558.886

Equity

Capital and reserves attributable to shareholders


Capital 305.200.000 305.200.000
Cumulative results -1.278.954.549 -1.116.124.148
-973.754.549 -810.924.148
Results in the year attributable to shareholders -181.483.966 -162.830.401
Total equity -1.155.238.515 -973.754.549

Liabilities
Non-current
Loans obtained 7.12. 1.112.971.309 1.600.000.000
Provisions 7.14. 10.568.997 11.048.392
1.123.540.306 1.611.048.392

Current
Loans obtained 7.12. 1.392.150.268 480.679.653
Derivative financial instruments 7.9. 104.716.922 74.043.570
Suppliers and other payables 7.13. 129.642.370 165.628.357
Payable income tax 7.15. 0 913.463
1.626.509.560 721.265.043
Total liabilities 2.750.049.866 2.332.313.435
Total equity and liabilities 1.594.811.351 1.358.558.886
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BOARD OF DIRECTORS
FINANCIAL DIRECTOR

Alberto Manuel Diogo


CHAIRMAN Luís Filipe Melo e Sousa Pardal

CHARTERED ACCOUNTANT
VICE-CHAIRMAN Alfredo Vicente Pereira

Isabel Rasteiro Lopes


MEMBER Romeu Costa Reis
TOC 23435

MEMBER Alberto Castanho Ribeiro

MEMBER Carlos Alberto Fernandes

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PROFIT AND LOSS ACCOUNT


on 31 December 2008
(euros)
Items Notes 2008 2007

Sales and rendered services 7.16. 71.628.679 73.212.389


Cost of sales -5.885.660 -7.806.393
External supplies and services 7.17. -102.753.507 -108.136.743
Personnel costs 7.18. -92.051.527 -85.598.462
Depreciation and amortisation in the year 7.1./7.2. -3.448.426 -4.676.092
Provisions for other risks and charges 7.14. 479.394 -141.351
Adjustments to inventories and receivables 7.8/7.10 136.894 6.530
Other expenses 7.19. -12.067.567 -6.417.192
Other revenue 7.20. 49.434.983 42.485.303

Operating Results -94.526.737 -97.072.010

Financial losses 7.21. -261.828.049 -228.034.130


Financial gains 7.21. 169.337.588 158.009.541
Gains / losses in branch and associated companies 7.22. 5.768.624 4.355.555

Pre-tax results -181.248.575 -162.741.045

Tax in the year 7.23.2. -235.392 -89.356

Net profit for the year -181.483.966 -162.830.401

To be read jointly with the Notes to the Financial Statements.

BOARD OF DIRECTORS
FINANCIAL DIRECTOR

Alberto Manuel Diogo


CHAIRMAN Luís Filipe Melo e Sousa Pardal

CHARTERED ACCOUNTANT
VICE-CHAIRMAN Alfredo Vicente Pereira

Isabel Rasteiro Lopes


MEMBER Romeu Costa Reis
TOC 23435

MEMBER Alberto Castanho Ribeiro

MEMBER Carlos Alberto Fernandes

NOTE:

The results are not presented per share, since REFER is not covered by IAS 33, since its share capital
has the legal status of "State Capital fully held by the Portuguese state, and is thus not indicated by
shares or by any other type of certificates.
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Statement of Equity Alterations IAS-IFRS


on 31 December 2008
(euros)

Adjustments to
Share Capital Cumulative Results Total Equity
Financial Assets

Balances on 1 January 2007 305.200.000 -37.167 -1.116.124.147 -810.961.315


Adjustments to Financial Assets 37.167 37.167
Results in 2007 -162.830.401 -162.830.401
Balances on 31 December 2007 305.200.000 - -1.278.954.548 -973.754.549
Results on 31 December 2008 -181.483.966 -181.483.966
Balances on 31 December 2008 305.200.000 - -1.460.438.514 -1.155.238.515

BOARD OF DIRECTORS
FINANCIAL DIRECTOR

Alberto Manuel Diogo


CHAIRMAN Luís Filipe Melo e Sousa Pardal

CHARTERED ACCOUNTANT
VICE-CHAIRMAN Alfredo Vicente Pereira

Isabel Rasteiro Lopes


MEMBER Romeu Costa Reis
TOC 23435

MEMBER Alberto Castanho Ribeiro

MEMBER Carlos Alberto Fernandes

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CASH FLOW STATEMENT


Period ending on 31 December 2008 (euros)

2008 2007

Operation Activities
Receipts from clients 90.676.858 78.000.384
Payments to suppliers -123.152.621 -141.177.801
Payments to personnel -115.922.354 -104.983.742

Flow generated by operations -148.398.117 -168.161.159

Other receipts/payments regarding operation activities 36.403.980 25.044.999

Flow from operation activities (1) -111.994.138 -143.116.160


Investment Activities
Receipts from:
Investment subsidies 89.773.857 142.937.779
89.773.857 142.937.779
Payments for:
Tangible assets 284.648.930 234.887.505
284.648.930 234.887.505
Flow from investment activities (2) -194.875.073 -91.949.726
Financing Activities
Receipts from:
Loans obtained 944.665.791 479.966.321
Interest 128.271.788 94.842.143
1.072.937.578 574.808.463
Payments for:
Loans obtained 434.647.348 86.320.868
Interest and similar costs 331.380.979 269.167.721
766.028.326 355.488.588
Flow from financing activities (3) 306.909.252 219.319.875
Variation of cash and cash equivalents (4)=(1)+(2)+(3) 40.041 -15.746.011

Exchange rate effects 0 0


Cash and cash equivalents at the end of the period 249.760 209.719
Cash and cash equivalents at the beginning of the period 209.719 15.955.730
Variation of cash and cash equivalents 40.041 -15.746.011

BOARD OF DIRECTORS
FINANCIAL DIRECTOR

Alberto Manuel Diogo


CHAIRMAN Luís Filipe Melo e Sousa Pardal

CHARTERED ACCOUNTANT
VICE-CHAIRMAN Alfredo Vicente Pereira

Isabel Rasteiro Lopes


MEMBER Romeu Costa Reis
TOC 23435

MEMBER Alberto Castanho Ribeiro

MEMBER Carlos Alberto Fernandes


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Annex to the Cash Flow Statement


(euros)

Description 2008 2007

Cash 48.527 21.204

Bank deposits 201.233 188.515

Liquid assets in the Balance Sheet 249.760 209.719

Numbers without notes in this annex are not applicable

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NOTES TO THE FINANCIAL STATEMENTS

1. ACTIVITIES
CTIVITIES

Rede Ferroviária Nacional – REFER, E.P.E., abbreviated to REFER, with its head office at the Stª
Apolónia Station, Lisbon, was founded through Decree-Law no. 104/97, of April 29, as a public
corporate entity with administrative and financial autonomy and its own assets, subject to supervision
by the Ministry of Finance and Public Administration and the Ministry of Public Works, Transport and
Communications.

REFER mainly renders a public service of managing the overall national


railway infrastructures and also builds, installs and renews railway
infrastructures.

In carrying out its activities to diligently render a highly efficient and


effective service, REFER relies on complementary services in business
areas not covered by its main activities, but that are performed by its subsidiaries.
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2. COMPANY’S MISSION

REFER’s activities are split into two missions: Investment in Long Duration Infrastructures (LDI) and
Infrastructure Management (IM).

2.1 Long Duration Investments (LDI)


Covers the investments associated to:
 New infrastructures and/or network expansion;
 Modernisation and rehabilitation, by introducing new technology in the operation mode;
 Replacement, which includes interventions resulting in lasting improvements or that are
susceptible of increasing the value and/or lifetime of the asset whilst not altering the operation
conditions;
The financing necessary for its investments, as described above, is obtained by REFER and may be in
the form of loans from financial institutions, suppliers, capital contributions by the shareholder or
subsidies.

2.2 Investments in support and management structures (ISMS) and Infrastructure Management
(IM)
Covers all investments without implications on railway concessions and operation and which are
grouped into studies (e.g. organisational) and operation investments (e.g. furniture and computer
equipment).
The Infrastructure Management mission corresponds to rendering a public service covering tasks
such as the conservation and maintenance of infrastructures, capacity management, management
of the regulation and safety system, circulation command and control.

3. ACCOUNTING POLICIES

The accounting policies used to prepare these financial statements are described in the following
paragraphs and were applied in a consistent manner for the indicated years.
There are new standards, alterations and interpretations of existing standards that, although already
published, their application is mandatory only for annual periods beginning as of 1 March 2009 or on
a later date, and which REFER decided not to apply early, particularly the alterations/reviews
regarding:
• IFRS 8, Operational Segments (to be applied to years that start on or after 1 January 2009),
which replaces IAS 14 and converges in the report per segments with the US GAAP, SFAS 131.
This standard does not have an impact on REFER's individual financial statements.
• IAS 23 (alteration) – Costs on loans obtained (to be applied to the years in which they start or
after 1 January 2009). This alteration is not expected to have an impact on REFER's financial
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statements since it already applies this accounting processing.

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• IFRS 2 (alteration) - payments based on shares (to be applied for the years that start in or after 1
January 2009). This alteration does not have any impact on REFER's financial statements.
• IFRS 3 (review) – Concentration of activities (to be applied to the years that start in or after 1 July
2009). This review has not been adopted by the E.U.
• IAS 27 (review) - Individual and consolidated financial statements (to be applied to years starting
in or after 1 July 2009). This review has not been adopted by the E.U.
• IAS 1 (review) - Presentation of the financial statements (to be applied for the years that begin in
or after 1 January 2009).
• IAS 32 (alteration) – Financial instruments: Presentation and consequent alteration to IAS 1
“Presentation of financial statements” (to be applied to years starting in or after 1 January 2009).
The alteration to this standard has not been adopted by the E.U.
• IFRS 1 (alteration) – Adoption for the first time of the IFRS and consequent alteration to IAS 27
“Individual and consolidated financial statements” (to be applied to years starting in or after 1
January 2009). The alteration to this standard has not been adopted by the E.U. Without impact
on REFER’s financial statements.
• Annual improvement of the standards in 2008 (to be applied mostly to years which began on or
after 1 January 2009), resulting from the process to review the consistency of the practical
application of the standards and the elimination of interpretation inconsistencies. These
improvements have not been adopted by the E.U.
• IFRIC 13 – Client loyalty programs (to be applied in the E.U. to years that start on or after 1 July
2009). Without impact on REFER's financial statements.
• IFRIC 14 – “Limitation of assets arising from defined benefits plans and their interaction with
requirements of minimum contributions” (to be applied within the European Union to years
starting on or after 1 January 2009). On this date, this interpretation is not relevant for REFER.
• IFRIC 15 – Contracts to construct buildings (to be applied to years that start on or after 1 January
2009).
• IFRIC 16 – Coverage in investments in foreign operations (to be applied to years that begin on or
after 1 October 2008).
• IFRIC 17 “Payment in kind to shareholders” (to be applied to years starting on or after 1 July
2009). This interpretation has not yet been adopted by the European Union. This Interpretation
does not have an impact on REFER's financial statements.
The interpretations identified below are of mandatory application by the IASB for the years starting on
or after 1 January 2008. However, they have not been applied because their adoption by the
European Union is still pending.
• IFRIC 12 – Concession services. This Interpretation does not have an impact on REFER's
financial statements.
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The impact of adopting the standards and interpretations which came into force in the period which
began on 1 January 2008 is as follows:
• IAS 39, Financial instruments: Recognition and measurement, making it possible to alter the
classification of financial assets at the fair value according to results, under specific conditions.
Without impact on REFER’s financial statements.
• IFRIC 11, IFRS 2 – Operations with own shares. Without impact on REFER’s financial statements.

3.1 Presentation Bases


The financial statements presented herein reflect REFER’s results for the years ending on 31
December of 2008 and 2007.
These financial statements were assessed by the Board of Directors at a meeting held on 19 March
2009, which decided to submit them to approval by the supervising ministries. The Board of Directors
is of the opinion that these financial statements truly and appropriately reflect the operations by
REFER, its financial position, performance and cash flows.
All amounts are expressed in euros (€), except when indicated to the contrary.
REFER’s financial statements were prepared according to the International Financial Reporting
Standards (IFRS) as adopted by the European Union (EU), issued and in force on 31 December 2008.
The financial statements presented herein were prepared according to the principle of the historic
cost, except for financial assets and liabilities recorded at the fair value, in particular derivative
financial instruments, which are recorded at the respective market value, except for those for which
the fair value is not available.

The preparation of financial statements according to the IFRS requires that the company formulate
judgements, estimates and presuppositions that affect the application of the accounting policies
and the amounts of income, costs, assets and liabilities.

Estimates and associated presuppositions are based on historic experience and on other factors
regarded as reasonable according to the circumstances and form the basis for the judgements on
the values of the assets and liabilities whose valuation is not evident through other sources.

Issues requiring greater judgment detail or complexity, or for which the presuppositions and estimates
are regarded to be significant, are presented in Note 4 (Main estimates and judgements used for
preparing the financial statements).

3.2 Bases for Preparing the Financial Information


Reference dates
The financial statements include, with reference to 31 December 2008, REFER’s assets, liabilities and
results.
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Shareholdings in branch companies

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According to the concepts stipulated by IAS 27 – Consolidated and individual financial statements,
group companies (branch companies) are the companies controlled by REFER.
A situation of control exists when REFER holds the majority of votes in the respective company. A
company may also be regarded as controlled when the holding company holds direct or indirect
power to manage the financial and operation policies to obtain benefits arising from its activities,
even when its shareholding is less than 50%.
The acquisition of branch companies is recorded by the purchase method.
The acquisition cost is measured by the fair value of the delivered assets, capital instruments issued
and liabilities incurred or assumed on the acquisition date plus costs directly attributed to the
acquisition.
Identifiable acquired assets, liabilities and contingent liabilities in a corporate concentration are
initially measured at the fair value on the acquisition date, regardless of the existence of minority
interests.

The acquisition cost exceeding the fair value of the company’s shareholding in the identifiable and
acquired assets, goodwill, is recorded in the value of the financial shareholding. Goodwill is tested for
impairment as part of the investment in the group company whenever there is an indication of lost
value.

If the acquisition cost is less than the fair value of the net assets of the acquired branch company,
the difference is recognised directly in the profit and loss account.

Financial shareholdings in subsidiary companies are assessed by the Asset Equivalence Method
since these are individual financial statements.

Financial shareholdings in subsidiary companies


As stipulated in IAS 28 – Investments in associated companies, associated companies are regarded
as companies in which a significant influence is exercised over their financial and operation policies,
although control is not maintained.

A significant influence is presumed to take place when the company has the power to exercise more
than 20% of the voting rights in the associated company.

These financial stakes are presented by the asset equivalence method, that is, the financial
statements include the company's stake in the total gains and losses of the associated company
from the date on which the significant influence starts until the date on which it actually terminates.
The company’s shareholdings in associated companies include goodwill determined on the
acquisition date.
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3.3 Activities in long duration infrastructure investments (LDI)


(LDI)
Due to the process to spin-off the railway activity in Portugal in 1997, REFER was assigned the
responsibility of building and renovating long duration railway infrastructures. This activity is carried out
according to the state’s directives and for which financing is guaranteed through subsidies and
loans, of which the majority are guarantee by the state, whereby REFER plays the role of “agent” in
this activity.

When any assets are withdrawn from the public railway domain, the result is assigned to this activity.

Therefore, all flows consequent to this activity are disclosed in the balance sheet, in the item “Long
duration infrastructure investment activities" and include the following items:

i. Long duration infrastructures (LDI) of the public railway domain built by REFER, but which it is
merely entitled to access to render the "Infrastructure management" services;
ii. Assets of extinguished departments and assets transferred from CP, which REFER is merely
entitled to access without being able to possess them;
iii. Materials acquired through construction/repair of the LDI classified as stocks;
iv. Balances payable to suppliers of LDI construction services;
v. Balances receivable from contributions by other entities in LDI investments;
vi. Subsidies received to co-finance the construction of LDI;
vii. Loans obtained specifically to finance the construction and repair of LDI, in particular loans
covered by state surety;
viii. Interest, surety fee and stamp tax paid for loans obtained to finance the construction and
repair of LDI, corresponding to current interest arising from activities on behalf of the state,
which have not been capitalised as a cost of acquiring the LDI during their construction
period.

3.4 Tangible Fixed Assets


Tangible fixed assets recorded in REFER’s balance sheet refer to equipment used by REFER for
infrastructure management purposes and not assigned to Long Duration Infrastructure investment
activities.
Tangible fixed assets classified as Long Duration Infrastructures belong to the Public Railway Domain
and REFER merely has access to them to render the “Infrastructure management” services, and are
recorded in the balance sheet item “Long Duration Infrastructures Investment Activities,” since they do
not qualify as assets controlled by this entity. These assets, in addition to acquisitions and
constructions, also include the assets of disabled offices and properties transferred from CP.
Maintenance and repair costs that do not increase the lifetime of these assets are recorded as costs
in the year in which they take place.
Gains or losses from the disposal of assets are determined by the difference between the asset’s
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realisation value and the accounting value, and are recognised in the profit and loss account.

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Financial Leasing Contracts


Assets subject to leasing contracts, for which all the leased assets’ possession risks and advantages
are substantially assumed, are classified as tangible fixed assets according to IAS 17 – Leasing.
Assets acquired through financial leasing operations are depreciated according to the company’s
policy for tangible fixed assets of the same type.
Instalment payments consist of the financial expense and the financial amortisation of the principal.
Expenses are assigned to the respective periods during the leasing term in order to obtain a constant
periodic interest rate applicable to the lessor’s remaining net investment.
On the date to which this annex refers, REFER had vehicles acquired through financial leasing
contracts (see note 7.1.).

Depreciation
Depreciation is calculated according to the acquisition value, by the equal annual amounts method
and at the rates corresponding to the expected lifetime of each asset type. The most important
annual depreciation rates (in %) are as follows:

Item %

Land Not amortised


Buildings and other structures 2 - 100
Basic equipment 3,33 - 100
Transport equipment 4 - 100
Tools and utensils 12,5 - 100
Office equipment 12,5 - 100
Other tangible assets 12,5 - 100

An asset’s lifetime is reviewed at the end of each year so that depreciation complies with the asset
consumption pattern. Alterations to an asset’s lifetime are handled as an accounting estimate
alteration and are applied prospectively.
Assets covered by Long Duration Infrastructure Investments are not subject to depreciation.

3.5 Intangible Assets


Intangible assets recognised in the balance sheet refer essentially to software licences.
Intangible assets are recorded at the acquisition cost minus amortisation.

Amortization
Amortization is calculated based on the acquisition value by the method of equal annual amounts
during a 3-year period.
The movement in the item of intangible assets and respective amortization, indicated in the balance
sheet, are described in note 7.2.
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3.6 Financial Assets


REFER classifies its investments on their trade date according to the objective that determined their
acquisition, in the following categories: financial assets at the fair value through results (held for
trading and fair value option); loans and receivables; assets held until maturity; and financial assets
available for sale, according to what is recommended by IAS 39 - Financial instruments.

Financial assets at the fair value through results


This category includes: (i) financial assets for trade which are acquired for the main purpose of being
traded in the short term, and (ii) financial assets designated at the time of their initial recognition at
the fair value with variations recognised in the results. After their initial recognition, the financial assets
at the fair value through the results are valuated at the fair value, and variations are recognised in
results.
This category includes derivatives that are not qualified for the purpose of hedge accounting.
Alterations to their fair value are recognised directly in income for the year according to the
accounting policy described in note 3.7.

Loans and receivables


These correspond to non-derivative financial assets, with fixed or determined payments, for which
there is no active securities market. They arise from normal operation activities, in the supply of goods
or services, and are not meant for negotiation.
Loans and receivables are accounted by the amortised cost based on the effective rate method,
minus impairment losses.
Impairment losses are recorded based on an estimate and evaluation of losses associated to
doubtful debt on the balance sheet date.
Provisions are recorded for losses by impairment when there are objective indicators that REFER will
not receive all the amounts to which it is entitled according to the original terms of the signed
contracts. In identifying situations of impairment, various indicators are used, such as:
• Default analysis;
• Default for over 6 months;
• Debtor’s financial difficulties;
• Debtor’s bankruptcy probability.

When due amounts to be received from clients or other debtors are subject to a renegotiation of the
respective terms, they are no longer regarded as due and handled like new credit.
Impairment losses correspond to the difference between the accounting value of the asset and the
current value of the estimated future cash flows (taking into account the recovery period) discounted
at the original effective interest rate of the financial asset.
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These assets are shown in the balance sheet, net of the recognised impairment.

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Financial assets held until maturity


These investments are non-derivative financial assets with stipulated or determinable payments and
specified maturities, for which there is the intention and capacity of holding them until maturity.
These investments are valuated at the amortised cost based on the effective rate method and are
deducted impairment losses.
Impairment losses are recorded based on the estimate and evaluation of losses associated to
doubtful debt on the balance sheet date.
Impairment losses correspond to the difference between the accounting value of the asset and the
current value of the estimated future cash flows (taking into account the recovery period) discounted
at the original effective interest rate of the financial asset.
These assets are shown in the balance sheet, net of the recognised impairment.

Financial assets available for sale


Financial assets available for sale are non-derivative financial assets that:
 REFER intends to maintain for an indefinite time;
 Are designated as available for sale at the time of their initial recognition or;
 Are not covered by the above categories.
Financial assets available for sale are recorded at the fair value and the respective fair value
variations are recognised directly in equity in the fair value Reserves item until the investments are
derecognised or until an impairment loss is identified, at which time the accumulated amount of
potential gains and losses recorded in reserves is transferred to results.
If a market value does not exist, the assets are maintained at the acquisition cost, although
impairment tests should be performed.
Interest earned from fixed income instruments, when classified as assets available for sale, and the
differences between the acquisition cost and the nominal value (premium or discount) are recorded
in the results according to the effective rate method.

Shareholdings that are not holdings in group companies, joint or associated undertakings, are
classified as financial assets available for sale.

3.7 Fair value of financial assets and liabilities


When determining the fair value of a financial asset or liability, if there is an active market, the market
price is applied. If there is no active market, which is the case for some financial assets and liabilities,
valuation techniques generally accepted in the market are applied based on market
presuppositions.
REFER applies valuation techniques for unlisted financial instruments, such as derivatives, for financial
instruments at the fair value through results and for assets available for sale. The valuation models
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used most frequently are discounted cash flow models and options models which include, for
example, interest rate curves and market volatility.
For some types of more complex derivatives, more advanced valuation models are used containing
presuppositions and data that are not directly observable in the market, for which REFER uses in-
house estimates and presuppositions.

3.8 Impairment of Assets


According to IAS 36 – Impairment of assets, whenever an asset’s accounting value exceeds its
recoverable amount, its value is decreased to the recoverable amount, and the loss by impairment
is recognised in the year’s results. The recoverable value corresponds to the highest value between
the utilisation value and the fair value, and is determined whenever there are indicators of lost value.

3.9 Inventories
Goods, as well as raw, secondary and consumption materials are valuated at the lowest value
between the acquisition or production cost and the net realizable value.
The acquisition or production cost includes all purchase costs, conversion costs and other costs
incurred to place the inventories at the location and in their condition for use or sale. Net realisable
value is the estimated sale price during the normal period of activity minus the respective sale costs,
as stipulated in IAS 2 - Inventories.
Goods leaving the warehouse (consumption) are valuated at the weighted average cost.
At its warehouses, REFER has materials to be applied in the construction of tangible fixed assets for its
Long Duration Infrastructure Investment Activities. These inventories are shown in the balance sheet in
the item “Long Duration Infrastructure Investment Activities” (see note 3.3).

3.10 Derivative financial instruments


Derivative financial instruments are recognised on the date of their trade date by their fair value (IAS
39). Consequently, the fair value of derivative financial instruments is re-evaluated on a regular basis,
whereby gains or losses arising from the said re-evaluation are recorded directly in earnings for the
period, except when in relation to hedge derivatives.
Recognising fair value variations of hedge derivatives, in results for the period, depends on the nature
of the hedged risk and on the hedging model applied.
The fair value of derivative financial instruments corresponds to their market value, when available, or
when not available, it is determined by external entities based on valuation techniques.

Hedge accounting
Hedge accounting is used whenever there is a relation between the hedged element and the
hedging instrument when the following conditions are met:
 The hedging is identified and formally documented on the date when the hedge relation begins;
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 The hedging relation is expected to be highly effective on the transaction start date
(prospectively) and during the operation’s lifetime (retrospectively);
 The effectiveness of the hedging may be reliably measured on the transaction start date and
during the operation's lifetime;
 For cash flow hedging operations, it must be highly probable that the respective cash flow will
take place.
 Hedging is evaluated on a continuous basis and effectively determined as having been highly
effective during the whole financial reporting period for which the hedging was assigned.

Fair value hedge


In a fair value hedge operation applicable to an asset or liability, the balance sheet value of that
asset or liability, determined based on the respective accounting policy, is adjusted to reflect the
variation in its fair value that may be assigned to the hedged risk. Variations in the fair value of
hedging derivatives are recognised in earnings, jointly with the fair value variations of hedged assets
or liabilities that may be assigned to the hedged risk. If the hedging no longer meets the required
criteria for the hedging accounting, the derivative financial instrument is transferred to the trade
portfolio and the hedged assets and liabilities are no longer adjusted by their fair value variations. If
the hedged asset or liability is a fixed income instrument, the revaluation adjustment is amortised until
maturity by the effective rate method.

Cash flow hedge


In a cash flow hedge operation, when cash flow variability is highly probable, the effective part of the
fair value variations of the hedging derivative are recognised in reserves and are transferred to
earnings in the periods in which the respective hedged item affects results. The ineffective part of the
hedging is recorded in results when it takes place.
As of 31 December 2008, REFER does not qualify any of its derivative financial instruments as
hedging instruments.

3.11 Cash and cash equivalents


For cash flow statement purposes, cash and its equivalents include the amounts recorded in the
balance sheet which also includes cash and liquid assets at other credit institutions.
Cash and cash equivalents include cash, bank deposits and other short-term investments of high
liquidity and with initial maturities of up to 3 months.

3.12 Loans Obtained


Long-
Long-term and debenture loans
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The company recognises long-term and debenture loans as a non-current financial liability
according to IAS 39 – Financial instruments; these financial liabilities are recorded (i) initially by their
fair value minus transaction costs and (ii) subsequently at the amortised cost, based on the effective
rate method.
REFER has negotiated loans to finance the building of Long Duration Infrastructures. These loans are
recognised in the balance sheet in the item “Long Duration Infrastructure Investment Activities” (Note
3.3).

3.13 Payables to suppliers and other creditors


The balances of suppliers and other creditors are recorded at the amortised cost.
The balances of suppliers and other creditors refer to the balances of payables to suppliers of the
company’s operation activities. The balances of suppliers related with the acquisition/construction of
Long Duration Infrastructure activities are recorded in the balance sheet in the corresponding item
(see note 3.3).

3.14 Adjustments and Provisions


Adjustments are recognised when there are impairment losses in the assets recorded in the balance
sheet, as described in the previous notes.
Provisions are set up in the balance sheet whenever there is an obligation (legal or implicit) arising
from a past event and whenever it is probable that a reasonably estimated decrease of resources,
which include economic benefits, will be required to liquidate the obligation.
REFER records provisions for legal processes in progress and for which it is highly probable that they
may imply outflows of economic benefits from the company.

3.15 Recognising revenue


3.15.1 Revenue from sales and rendered services
According to the recommendation in IAS 18 – Revenue, sales income is recognised in the profit and
loss account when the significant risks and benefits arising from the possession of the sold assets are
transferred to the purchaser.
Also according to the same reference, service rendering income is recognised in results in reference
to the actual performance of the work on the balance sheet date, regardless of its payment or
receipt.

3.15.2 User fee regulation


Through Decree-Law 104/97, of April 29, REFER was assigned the duty to render the public service of
managing the overall national railway network and also granted the right to charge railway
infrastructure user fees.
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To fulfil this mission, REFER carries out four main activities: Management of conservation;
management of the circulation command and control and safety systems; and management the
railway infrastructure capacity.
The conditions for rendering railway transport services and for managing the railway infrastructure are
stipulated in Decree-Law 270/2003, of October 28, whereby the autonomous networks specified in
Annex I of the said statute are not covered by this Network Directory.
Regulation 21/2005, published by INTF in the 2nd Series of Diário da República of 11 March 2005, in
accordance with article 52, no. 2 of Decree-Law 270/2003, defines the user fee calculation methods
and rules.

User fees for essential services


a) Base fees
Essential services offered by the infrastructure manager include the following:
• the minimum access package;
• railway access to service facilities and to the supply of services;
• the use of infrastructures and equipment for the supply, transformation and distribution of traction
electricity;
• the rendering of emergency railway assistance within the terms stipulated in article 51 of Decree-
Law 270/2003.
The user fee owed for rendering essential services associated to using a time slot is stipulated as
follows:
R= ∑ng=1 Tg * CKg

Where:
R – Fee charged for rendering the essential services when using a time slot by a train.
g – Uniform Group.
Tg – Base Fee defined in the Network Directory for each uniform group, according to the type of
service and type of traction used.
CKg – Distance actually travelled by a train in each of the uniform groups that it crosses in its route.
Fees owed for rendering the essential services are charged in view of the whole capacity actually
used by each operator in the period covered by the invoice.
The amount to be paid by each operator depends on the type of train traction and the distance
travelled by the said trains between the service origin and destination, and the amount is determined
by the sum of the value of all sections travelled, determined by multiplying each section’s length by
the applicable fee.

b) User fee for requested capacity that is not used


The amount owed for the capacity requested and not used corresponds to:
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a) 10% of the applicable user fee if the non-utilisation is notified before the technical timetable takes
effect for the year in which the capacity is distributed.
b) 25% of the applicable user fee if the non-utilisation is notified up to 12 weeks prior to the date for
which the capacity was requested;
b) 50% of the applicable user fee if the non-utilisation is notified up to six weeks prior to the date for
which the capacity was requested;
b) 75% of the applicable user fee if the non-utilisation is notified up to two weeks prior to the date for
which the capacity was requested;
b) 100% of the applicable user fee if the non-utilisation is notified within less than two weeks prior to
the date for which the capacity was requested.

User fees for additional services


a) Traction power
Since access to traction electricity required by the operators may be provided only through the
infrastructures managed by REFER, the latter provides the operators with access to the means which
it manages.
If contracts were signed covering payments to REFER of any service remuneration amount for
checking, invoicing and/or distributing consumption, what is determined according to the fee
regulations is taken into account until that amount is reached.
b) Manoeuvres
Manoeuvre services are charged according to the mobilisation of human resources, in actual
minutes, and which may correspond to three professional categories: Manoeuvres Operator,
Circulation Operator or Circulation Controller.
The “actual minutes” are counted according to the actual time from the start of the mobilisation of
the human resources necessary for performing the manoeuvre activity until the time at which the
said human resources are available to perform another activity.
At stations where the services are available, but where there is no specific crew at the site, the service
rendering time includes the travel time from the closest station with a crew.
The labour fees correspond to an average category price, determined based on the annual cost to
be applied regardless of the time period in which the services are rendered.

c) Parking of rolling stock


Parking on station lines not assigned to circulation for periods equal to or greater than 1 hour is
invoiced according to the following formula:
Te = 1.59 € x H
Where:
Te – the fee, in euros, for parking the rolling stock. This amount is subject to VAT.
H – number of hours, rounded off by default, during which the rolling stock is parked.
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Parking activities must be performed outside circulation lines used by routes for essential services.

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In cases in which REFER exceptionally allows rolling stock to remain on circulation lines and until it
reviews the classification of the lines, a fee equivalent to the parking fees will be charged.
The fee is determined based on the conservation and maintenance costs of the infrastructures used,
that is, the lines not assigned to circulation.

d) Utilisation of Stations and Stops


REFER charges fees to rail transport companies for their right to use passenger stations and stops that
are not included in the essential services.
Fees for using passenger stations reflect the application of a model that takes into account various
factors that influence the costs associated to rendering additional services at the said stations,
including the number of train stops, a factor that absorbs and makes it possible to apply the real
utilisation rate.
The methodology was based on determining potential stops, which was based, first, on determining
the number of trains in each section corresponding to the usable capacity, subsequently taking into
account that the type of traffic found in the commercial schedule known on that date is maintained
for the purposes of determining the number of usable passenger trains. Lastly, to determine the
number of potential stops of commercial passenger traffic, it was determined that usable passenger
trains would comply with the stopping regime applied to the commercial schedule known on that
date.
The specified fees were determined based on the maintenance costs applicable to the passenger
support facilities, in particular waiting rooms, bathrooms and video surveillance equipment in
common areas.
Maintenance costs which are not included in the infrastructure user fee corresponding to essential
services are costs for cleaning, security, conservation and maintenance, including water and
electricity consumption. These activities will or will not be performed at stations/stops based on
agreement between REFER and the rail transport companies, and there is no systematic relation
between the listed activities and the indicated locations (for example, only some stations/stops have
security in waiting rooms, regardless of whether there may be other stations/stops classified under the
same category). If a rail transport company requests alterations to the services rendered at any
station or stop, the applicable rates are recalculated.

User fees for auxiliary services


Services involving the use of REFER labour are invoiced according to the human resources mobilised.

Other fees
The Network Directory, the railway regulations and the technical documentation necessary for
studying the capacity requests are given to the interested parties, by request and payment of an
amount corresponding to the publication cost.
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3.16 Income Tax


Income tax refers to current taxes. Income tax is recognised in the profit and loss account except
when related with gains or losses recognised directly in reserves, in which case it is also recognised
directly in reserves.

Current income tax is calculated according to the tax criteria valid on the balance sheet date.
Deferred taxes are calculated, based on the balance sheet responsibility method, according to the
temporary differences between the accounting values of assets and liabilities and the respective
taxable income. Deferred taxes are determined by using the tax rate in force in the year in which it is
estimated that the temporary differences will be reverted. Deferred tax assets are recognised
whenever it is reasonably safe that future profits will be generated and from which the said assets
may be deducted. Deferred tax assets are reviewed annually and reduced whenever it is no longer
probable that they might be used in the future.

3.17 Transactions in foreign currency


Transactions in foreign currency are converted into euros at the exchange rate in force on the
transaction date.
On the balance sheet date, monetary assets and liabilities indicated in foreign currency are
converted at the exchange rate applicable on that date, and the resulting exchange rate
differences are recognised as earnings in the year.
The main exchange rates used on the balance sheet date were as follows:

Currency 31-12-2008 31-12-2007

Swiss Franc (CHF) 1,49 1,65


Dollar (USD) 1,39 1,44
Swedish Krona (SEK) 10,87 9,44

3.18 Subsidies
Investment subsidies assigned to REFER are recognised when it is reasonably certain that the
respective subsidy will be received. The subsidy is subsequently amortised in the proportion of the
depreciation of the subsidised tangible fixed assets in compliance with IAS 20 - State Subsidies.
Operation subsidies are recognised in the profit and loss account in the same period as when the
associated expenses are incurred, as of the moment when their receipt is probable.
Subsidies obtained to finance assets acquired/built in Long Duration Infrastructures are recognised in
the balance sheet in the item “Long Duration Infrastructures Investment Activities” (see note 3.3).
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3.19 Information per segment


Business segment
A business segment is a distinct component committed to supplying an individual product or service
and that is subject to risks and returns different than those of other business segments.
REFER’s main activity is rendering a public service of managing the overall infrastructure of the
national railway network.
When carrying out its activities, REFER needs to rely on complementary services; however the risks and
returns associated to them are directly linked to its business activities.
In view of the aforementioned aspects, on 31 December 2008, only one business segment was
identified.

Geographical segment
A geographical segment is REFER’s individual area committed to providing products or services within
a particular business environment and which is subject to risks and returns that are different from
those of the other areas operating in other business environments.
On 31 December 2008, the national territory was still the only geographical segment.

4. MAIN ESTIMATES AND JUDGEMENTS USED FOR PREPARING THE FINANCIAL STATEMENTS
The estimates and judgements with an impact on REFER’s financial statements are continuously
evaluated. On each date, the report represents the best estimate by the Board of Directors, taking
into account the historic performance, the accumulated experience and the outlook on future
events that, in the current circumstances, are believed to be reasonable. The intrinsic nature of the
estimates and judgements may imply that the real impact of the situations which had been
estimated may, for the purposes of the financial report, differ from the estimated amounts.
The main accounting estimates and judgements used as the basis for applying the accounting
principles are discussed in this note in order to facilitate its understanding and to demonstrate how its
application affects the earnings reported by the company and their disclosure.
The Board of Directors believes that its choices are appropriate and that the financial statements
adequately reveal the company’s financial position and the result of its operations in all materially
relevant aspects.

Fair value of derivative financial instruments


The fair value is based on market quotes, when available. When not available, the fair value is
determined based on recent transaction prices which are similar and performed under market
conditions or based on evaluation methodologies based on discounted future cash flow techniques,
in view of the market conditions, the time value, the relevant yield curves and volatility factors, which
are determined by external entities. Consequently, the use of other methodologies or of different
assumptions or judgements in applying a specific model could give rise to financial results different
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than those reported.

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Doubtful
Doubtful debt credits
Impairment losses regarding doubtful debt credits are based on the evaluation by the Board of
Directors on the probability of recovering the respective receivables, the age of the balances,
annulment of debts and other factors. There are certain circumstances and facts that may alter the
estimated impairment losses of receivables due to the presuppositions taken into account, including
alterations to the economic setting, the sector's trends, the creditor position the main clients and
significant defaults.
This evaluation process is subject to various estimates and judgements. Alterations of these estimates
may imply determining different levels of impairment and, consequently, different impacts on results.

Recognition of income/expenses
Expenses and income are recorded in the year to which they refer, regardless of when they were
paid or received, according to the accrual concept of accounting. The differences between
receipts and payments and the corresponding revenue and expenses are recorded in the
respective items of assets or liabilities depending on whether they are receivables or payables.
Earned interest is recognised according to the accrual concept of accounting, taking into account
the amount owed and the effective rate during the period until maturity.

5. FINANCIAL RISK MANAGEMENT


MANAGEMENT POLICIES

5.1 Financial Risks


REFER’s activities are exposed to a number of financial risk factors: Credit risk, liquidity risk and interest
rate risk associated to cash flows arising from loans obtained, among others.
The risk is managed and supervised by the Financial Department based on policies approved by the
Board.
The Financial Department identifies, assesses and performs operations to minimise financial risks.
The Board of Directors defines the principles for managing the risk as a whole and defines policies
applicable to the specific areas, such as the risk of interest rate, credit risk, the use of derivatives and
other non-derivative financial instruments, as well as investment of excess liquidity.

Exchange rate risk management


REFER is not subject to a significant exchange rate risk in its activities.

Credit risk management


The credit risk is related with the risk of another party defaulting on its contractual obligations and
resulting in a financial loss to REFER. REFER is subject to the credit risk associated to its operating and
financial activities.
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Since, due to the railway regulations in Portugal, REFER has only two direct clients – CP and Fertagus –
the credit risk arising from operation activities is essentially related with credits for services rendered to
these entities.
REFER has only two direct clients due to how the Portuguese railway market is organised, although this
factor does not pose a risk of concentrated credit for which it would be necessary to consider an
additional adjustment for the credit risk.
Impairment adjustments for accounts receivable are calculated taking the following into account:
The client’s risk profile and its financial condition.
As for the credit risk associated to the financial activity, REFER is exposed to the national and
international banking sector due to its demand deposits, financial applications and contracted
derivative instrument operations. Until now, REFER has not incurred any impairment resulting from non-
compliance with the contractual obligations signed with banks.
The following table provides a summary, on 31 December of 2008 and 2007, of the credit quality of
deposits, applications and derivative financial instruments with a positive fair value:

Financial Institutions (euros)

Rating 2008 2007

>=AA- 169.676 27.613.765


>=A- 17.627.650 7.709.972
Without rating 553 732

17.797.880 35.324.469

Note: Does not include cash

The applied ratings are those assigned by Standard and Poor's on the analysis dates.

Liquidity risk management


A prudent management of the liquidity risk implies maintaining a suitable level of cash and cash
equivalents to meet liabilities, associated to the negotiation of credit lines with financial institutions, a
model applied by REFER which has credit lines negotiated in a maximum amount of 1,178,500,000
euros. Similarly, a medium-term credit line has been contracted in the overall amount of
500,000,000 euros (back-up line) which has not been used.
The management regularly monitors REFER’s liquidity reserve forecasts (including amounts of credit
lines not used, the back-up line and the amounts in cash and cash equivalents), based on the
estimated cash flows.
The table below shows REFER’s liabilities by residual and contractual maturity intervals. The amounts
shown in the table are contractual cash flows not discounted.
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(euros)

Less than 1 year From 1 to 5 years Over 5 years


31-Dez-08

Loans Obtained
- Financial leasing 38.752 147.454
- loans for investment activity 131.008.300 1.259.783.233 2.347.071.497
- other loans 321.245.920 253.568.278 1.448.327.713
- commercial paper 626.100.000 0 0
- bank overdrafts 306.156.868 0 0
- derivative financial instruments (gross outflow) 92.627.682 310.858.863 365.399.167
- derivative financial instruments (gross inflows) -98.334.914 -310.491.040 -380.363.150

Suppliers and payables 64.855.890 0 0


Financial guarantees 5.121.149 20.418.431 36.139.476

31-Dez-07

Loans Obtained
- financial leasing 0 0 0
- investment loans 155.453.763 1.354.797.424 2.135.864.999
- other loans 314.370.501 437.438.467 1.363.250.000
- commercial paper 451.942.900 0 0
- bank overdrafts 40.203.999 0 0
- derivative financial instruments (gross outflow) 104.837.688 365.601.314 494.063.222
- derivative financial instruments (gross inflows) -124.278.128 -409.466.478 -509.348.250

Suppliers and payables 70.953.644 0 0


Financial guarantees 3.588.951 11.831.972 11.979.773

Interest rate risk management


Since 2003, REFER has actively managed its debt portfolio using derivative financial instruments to
cover the interest rate risk. The company is not subject to an exchange rate risk in its activities and
does not have liabilities associated to debt in any currency other than the euro. All contracted
derivatives have, at the maximum, exactly the same maturity as the underlying liabilities.
REFER’s counterparties in derivative contracts are national and international financial institutions with a
high rating and credibility. Operations are covered by ISDA contracts according to international
standards. The main objective of the interest rate risk management is to provide protection from
interest rate increases, insofar as REFER’s revenue is immune to this variable and, thus, make a natural
coverage infeasible.
The type of instrument is selected based on an analysis of the cost/benefit applied to each case. In
addition to the main goal described above, REFER also performs operations to reduce the financing
cost at a fixed or floating rate. Occasionally, the company restructures its positions in consequence
to market developments. In managing its portfolio, the company aims for diversification as a means
of maintaining a balanced portfolio and low volatility, by applying a conservative approach in
relation to the risks to be taken, regarding either the characteristics of the instruments or the indexes.
This strategy is the basis for the company’s decision not to classify any of the derivative instruments as
a hedge, insofar as the non-assignable portfolio would have a potentially more unfavourable impact
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on the results.

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Interest rate sensitivity test


REFER periodically uses sensitivity analysis to measure the extent to which earnings would be
influenced by the impact of interest rate variations and volatility on the fair value of loans and
derivative financial instruments. This analysis is one of the means to help make interest rate risk
management decisions since, in practice, interest rates and volatility rarely change "ceteris paribus"
and there are also other variables that influence the fair value of those positions such as the time
decay or correlations. The sensibility analysis is based on the following assumptions:
i. i) REFER uses derivative financial instruments (swaps) to cover the interest rate risk associated to
medium and long term loans indexed to floating interest rates. The financial flow of the
underlying loan is compensated with the receiving leg of the respective swap, resulting in a net
position equal to that of the paying leg of the respective swap;
ii. ii) REFER uses derivative financial instruments (swaps) to reduce financial cost associated to
medium and long term loans at a fixed rate. The financial flow of the underlying loan is
compensated with the receiving leg of the respective swap, resulting in a net position equal to
that of the paying leg of the respective swap;
iii. On 31 December 2008, REFER had not recognised any loan obtained at the fair value;
iv. Changes to the fair value of loans and derivative financial instruments and other assets and
financial liabilities are estimated by discounting future cash flows, using market rates at the
time of reporting.
Under these assumptions, an increase or decrease of 0.5% and 5%, respectively, in the interest rate
curves of the euro, sterling or Swedish krona and in their volatility curve on 31 December 2008 would
result in the following variations in the fair value of the loans and derivative financial instruments with
the consequent direct impact on financial results:
Changes in the fair value of derivative financial instruments
Changes in interest rate curve Changes in volatility
-0,50% 0,50% -5% 5%
EUR 17.930.000 Euros -14.850.000 Euros 19.646.229 Euros -19.746.607 Euros
GBP -8.320.000 Euros 13.620.000 Euros -457.092 Euros 1.189.792 Euros
SEK 100.000 Euros -200.000 Euros 166.727 Euros -308.621 Euros

Changes in the fair value of loans


Changes in interest rate curve
-0,50% 0,50%
EUR 70.170.155 Euros -66.141.742 Euros

Net effect on results


Changes in interest rate curve Changes in volatility
-0,50% 0,50% -5% 5%
EUR -52.240.155 Euros 51.291.742 Euros 19.646.229 Euros -19.749.607 Euros
GBP -8.320.000 Euros 13.620.000 Euros -457.092 Euros 1.189.792 Euros
SEK 100.000 Euros -200.000 Euros 166.727 Euros -308.621 Euros
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5.2 Capital risk management


management
As for capital management, which is a broader concept than the capital shown in the balance
sheet, REFER aims to safeguard the continuity of the company's operations.
REFER defines its financing plan after analysing the CAPEX needs, the financing needs for the
operating activities and state contributions and EU subsidies. It is within this scope that loans with or
without state guarantee are planned as an additional means of ensuring REFER’s economic
sustainability.

6. LONG DURATION INFRASTRUCTURE INVESTMENT ACTIVITIES


The balance shown in the balance sheet as “Long Duration Infrastructure Investment Activities” arises
from investment activities in railway infrastructures and includes the following asset and liabilities
items:
(euros)

Notes 31-12-2008 31-12-2007

Investments in
Long Duration Infrastructures
Assets (LDI) 6.1.1. 7.232.658.037 6.814.313.737
Working capital 6.2. -41.367.945 -56.337.285
Subsidies (LDI) 6.3. -3.579.474.216 -3.490.790.354
Costs on loans 6.4. 404.547.119 308.683.845
Loans obtained 6.5. -2.631.972.355 -2.511.222.280
1.384.390.639 1.064.647.663

6.1 Tangible Fixed Assets


6.1.1 LDI – Long Duration Investments
31 December 2008 (euros)

Gross Assets Opening Balance Transf/Adj. Increases Reductions Closing Balance

Tangible Fixed Assets - LDI


Land and natural resources 146.540.402 933.231 - - 147.473.633
Buildings and other structures 3.752.346.271 10.077.955 - -774.889 3.761.649.338
Basic equipment 30.268.679 - - - 30.268.679
Fixed assets in progress 2.874.346.101 -560.883 411.854.046 - 3.285.639.263
Advances for tangible fixed assets 10.812.285 -5.223.168 2.038.008 - 7.627.124

Total Gross Tangible Fixed Assets - LDI 6.814.313.738 5.227.135 413.892.053 -774.889 7.232.658.037

31 December 2007 (euros)

Gross Assets Opening Balance Transf/Adj. Increases Reductions Closing Balance

Tangible Fixed Assets - LDI


Land and natural resources 146.362.136 178.266 - 146.540.402
Buildings and other structures 3.688.179.809 63.519.267 647.195 - 3.752.346.271
Basic equipment 30.268.679 - - - 30.268.679
Fixed assets in progress 2.607.161.456 -65.118.624 332.303.269 - 2.874.346.101
Advances for tangible fixed assets 13.490.673 -6.078.801 3.400.412 - 10.812.285

Total Gross Tangible Fixed Assets - LDI 6.485.462.753 -7.499.892 336.350.876 - 6.814.313.738
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6.1.2 Capitalised financial costs


During the year, the company capitalised the expenses incurred on loans to finance this activity
during the period in which Long Duration Infrastructure (LDI) assets were under construction.
As such, 72,899,297 euros were capitalised, of which 67,574,665 euros are financing interest and the
remaining was for surety fees and stamp tax.
(euros)

01-01-2008 ∆ in the year 31-12-2008

Interest 251.097.116 67.574.665 318.671.781


State Guarantee Fees 13.085.122 2.840.890 15.926.012
Stamp Duty 2.367.553 2.483.742 4.851.295
Financial Charges 266.549.791 72.899.297 339.449.088

(euros)

01-01-2007 ∆ in the year 31-12-2007

Interest 195.867.029 55.230.087 251.097.116


State Guarantee Fees 10.501.302 2.583.820 13.085.122
Stamp Duty 0 2.367.553 2.367.553
Financial Charges 206.368.331 60.181.460 266.549.791

6.2 Working Capital


This item refers to the balances of current assets and liabilities associated to Long Duration
Infrastructure Investment Activities.

6.2.1 Inventories
This item refers to warehoused materials of REFER to be applied for building railway infrastructures.
(euros)
2008 2007
Inventories 19.268.188 19.369.150

6.2.2 Suppliers and Other Payables


The item of suppliers of fixed assets is explained essentially due to debts arising from works in
accordance with the modernisation / renovation policy applicable to the railway lines.
(euros)
31-12-2008 31-12-2007

Suppliers of fixed assets, c/a 76.387.023 75.706.435

76.387.023 75.706.435
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6.2.3 Receivables
This item consists of the receivable amount from the Espinho Town Council in a total of 15,750,890
euros; of this value, 10,310,424 euros have been overdue for 16 months and the remaining amount,
of 5,440,466 euros, has been overdue for 12 months.

6.3 Subsidies
 Movements in subsidies
(euros)
30-12-2008 Opening Balance Increases Adjustments Closing Balance
Subsidies
Transferred:
from the extinct GNFL, GNFP, GECAF 678.085.773 - 678.085.773
from CP ( Annex III and 2nd half of year) 128.604.887 - - 128.604.887
from CP (Annex IV and V) 716.452.794 - - 716.452.794
Subsidies obtained:
PIDDAC (CAIDEP) 640.399.157 - - 640.399.157
FEDER/IOT 467.277.143 25.667.902 - 492.945.045
COHESION FUND 787.961.304 63.015.960 - 850.977.264
DGTREN 1.725.185 - - 1.725.185
DGVII 13.049.107 - - 13.049.107
Expo 98 31.147.349 - - 31.147.349
UE - Feder 7.101.823 - - 7.101.823
AP Lisbon 949.736 - - 949.736
INTF 158.713 - - 158.713
SETEP 8.479 - - 8.479
REN 2.418.465 - - 2.418.465
PRODOURO 67.338 - - 67.338
COPERNICUS 9.572 - - 9.572
AP Aveiro 373.529 - - 373.529
Others 15.000.000 - - 15.000.000

Subsidies - Investment Activity 3.490.790.354 88.683.862 - 3.579.474.216

(euros)
31-12-2007 Opening Balance Increases Adjustments Closing Balance
Subsidies
Transferred:
from the extinct GNFL, GNFP, GECAF 678.085.773 - - 678.085.773
from CP ( Annex III and 2nd half of year) 128.604.887 - - 128.604.887
from CP (Annex IV and V) 716.452.794 - - 716.452.794
Subsidies obtained:
PIDDAC (CAIDEP) 635.399.157 5.000.000 - 640.399.157
FEDER/IOT 417.429.411 49.847.732 - 467.277.143
COHESION FUND 704.080.240 83.881.064 - 787.961.304
DGTREN 1.725.185 - - 1.725.185
DGVII 10.259.003 2.790.104 - 13.049.107
Expo 98 31.147.349 - - 31.147.349
UE - Feder 7.101.823 - - 7.101.823
AP Lisbon 949.736 - - 949.736
INTF 158.713 - - 158.713
SETEP 8.479 - - 8.479
REN 2.418.465 - - 2.418.465
PRODOURO 67.338 - - 67.338
COPERNICUS 9.572 - - 9.572
AP Aveiro 373.529 - - 373.529
Others 15.000.000 15.000.000

Subsidies - Investement Activity 3.334.271.454 156.518.900 - 3.490.790.354

Note 3.18 describes the subsidies recognition policy.


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6.4 Loan Expenses


The loan expenses item refers to expenses from loans to finance Long Duration Infrastructure
Investments which were not subject to capitalisation in the LDI which were built.
(euros)

01-01-2008 ∆ in the year 31-12-2008

Interest 300.739.580 91.102.895 391.842.475


State Guarantee Fees 5.860.904 1.957.453 7.818.357
Stamp Duty 2.083.361 2.802.926 4.886.287
Financial Charges 308.683.845 95.863.274 404.547.119

(euros)

01-01-2007 ∆ in the year 31-12-2007

Interest 231.522.174 69.217.406 300.739.580


State Guarantee Fees 4.532.000 1.328.904 5.860.904
Stamp Duty 0 2.083.361 2.083.361
Financial Charges 236.054.174 72.629.671 308.683.845

The table below shows total expenses paid for loans to finance Long Duration Infrastructure
Investments:

(euros)

01-01-2008 ∆ in the year 31-12-2008

Interest 551.836.696 158.677.561 710.514.257


State Guarantee Fees 18.946.026 4.798.342 23.744.368
Stamp Duty 4.450.914 5.286.668 9.737.582
Financial Charges 575.233.636 168.762.571 743.996.207
(euros)

01-01-2007 ∆ in the year 31-12-2007

Interest 427.389.203 124.447.493 551.836.696


State Guarantee Fees 15.033.302 3.912.724 18.946.026
Stamp Duty 0 4.450.914 4.450.914
Financial Charges 442.422.505 132.811.131 575.233.636

6.5 Loans Obtained


The following list shows Loans associated to Investment Activities:

INVESTMENT ACTIVITY (euros)


2008 2007

Loans Obtained
Bank loans 2.031.972.355 1.911.222.280
Bonds 600.000.000 600.000.000

2.631.972.355 2.511.222.280

The Eurobond 06/26 was allocated by the nominal value. The value of 993,203 euros referring to the
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adjustment at the effective rate is shown in the pre-payments item (see note 7.10.).

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6.5.1 Debts to Credit Institutions


6.5.1.1 Reimbursement terms and periods for loans to finance investment projects
2008

Amortization
Outstanding Interest payment Last interest rate
Contract Name Signing date Amount (€)
( ) Interest rate
Capital Start date End date Frequency dates fixing

CP II E 29-06-1992 30.633.782,57 9.425.779,28 15-06-1998 15-06-2012 Annual 15-Jun Variable EIB 3,388%

CP II B 19-09-1991 29.927.873,82 5.985.574,86 15-09-1997 15-09-2011 Annual 15-Set fixed, reviewable for 5-year periods 3,928%
15-Mar 3,349%
CP III North Line-B 14-07-1997 49.879.789,71 46.554.470,40 15-06-2008 15-06-2022 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set

12-Jan
15-Mar 3,349%
Douro Line 09-09-1996 43.894.214,94 35.115.371,97 15-09-2007 15-09-2016 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set

15-Dez
15-Mar 3,349%
Tagus River Railway Crossing 01-10-1996 99.759.579,41 79.807.663,53 15-09-2007 15-09-2016 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set

15-Dez
15-Mar 3,349%
Tagus River Railway Crossing-B 14-11-1997 99.759.579,41 59.855.747,58 15-09-2003 15-09-2017 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set

15-Dez

Tagus River Railway Crossing-C 26-11-1998 25.000.000,00 18.482.500,00 15-09-2004 15-09-2018 Annual 15-Mar 1st fixed reimb. 4,670%
25.000.000,00 18.875.000,00 15-Jun 2nd fixed reimb. 5,800%
49.759.579,41 33.173.052,96 15-Set 3rd variab. reimb. 3,349%
15-Dez

Minho Line-A 26-11-1998 25.000.000,00 18.482.500,00 15-09-2004 15-09-2018 Annual 15-Mar 1st fixed reimb. 4,670%
25.000.000,00 18.875.000,00 15-Jun 2nd fixed reimb. 5,800%
24.819.684,56 16.546.456,37 15-Set 3rd variab. reimb. 3,349%
15-Dez
15-Mar 3,349%
EIB LOANS

CP III North Line-D 10-11-2000 25.937.490,65 25.937.490,65 15-09-2011 15-09-2020 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set
15-Dez
15-Mar 3,349%
Link to Algarve-A 08-10-2001 90.000.000,00 90.000.000,00 15-09-2012 15-09-2021 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set
15-Dez
15-Mar 3,349%
Minho Line-B 08-10-2001 59.855.747,65 59.855.747,65 15-09-2012 15-09-2021 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set
15-Dez
15-Mar 3,349%
CPIII/2 North Line-A 02-10-2002 100.000.000,00 100.000.000,00 15-03-2013 15-03-2022 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set
15-Dez
15-Mar 3,349%
CPIII/2 North Line-B 15-07-2004 200.000.000,00 200.000.000,00 15-12-2014 15-12-2023 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set
15-Dez
15-Mar 3,349%
Suburban 25-11-2004 100.000.000,00 100.000.000,00 15-06-2009 15-06-2024 Annual 15-Jun
variable EIB, cannot exceed Euribor 3M+0,15%
15-Set
15-Dez

Suburban B 14-12-2005 100.000.000,00 100.000.000,00 15-09-2010 15-09-2025 Annual 15-Set Fixed Reviewable 3,615%

4,247%
Suburban C 12-10-2006 55.000.000,00 55.000.000,00 15-03-2011 15-03-2026 Annual 15-Mar
Fixed reviewable

15-Mar 3,349%

Link to Algarve-B 02-10-2002 30.000.000,00 30.000.000,00 15-03-2013 15-03-2012 Annual 15-Jun variable EIB, cannot exceed Euribor 3M+0,15%
15-Set
15-Dez
without State
guarantee
EIB loan

Refer V 20-08-2008 160.000.000,00 160.000.000,00 15-03-2014 Annual 15-Mar Fixed Reviewable 4,786%
guarantee
Eurobond
with State

Eurobond 06/26 08-11-2006 600.000.000,00 600.000.000,00 16-11-2026 Bullet 16-Nov Fixed 4,047%

"Schuldschein" Berlin-Hannoversche Loan 16-07-2000 250.000.000,00 250.000.000,00 04-08-2010 Bullet 4-Fev Euribor 6M 5,156%
Bank loans with State guarantee

Hypothekenbank 4-Ago

Euribor 6M -
11-04-2011
"Schuldschein" ABN AMRO BANK Loan 03-04-2001 300.000.000,00 300.000.000,00 Bullet 9-Abr 0,03% 5,405%
(Deutschland) AG 9-Out

"Schuldschein" WestLB AG Loan 02-10-2002 200.000.000,00 200.000.000,00 08-10-2012 Bullet 8-Abr Euribor 6M 5,419%
8-Out

2.631.972.355
126

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2007

Amortization
Last interest rate
Contract Name Signing date Outstanding Capital Interest payment dates Interest rate
Start date End date Frequency fixing

CP II E 29-06-1992 11.782.224,09 15-06-1998 15-06-2012 Annual 15-Jun Variable EIB 5,020%

fixed, reviewable
CP II B 19-09-1991 7.980.766,44 15-09-1997 15-09-2011 Annual 15-Set 3,930%
for 5-year periods

15-Mar variable EIB,


CP III North Line-B 14-07-1997 49.879.789,71 15-06-2008 15-06-2022 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
12-Jan 3M+0,15%
15-Mar
variable EIB,
Douro Line 09-09-1996 39.504.793,46 15-09-2007 15-09-2016 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
3M+0,15%
15-Dez
15-Mar variable EIB,
Tagus River Railway Crossing 01-10-1996 89.783.621,47 15-09-2007 15-09-2016 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
15-Dez 3M+0,15%
15-Mar variable EIB,
Tagus River Railway Crossing-B 14-11-1997 66.506.386,22 15-09-2003 15-09-2017 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
15-Dez 3M+0,15%

Tagus River Railway Crossing-C 26-11-1998 19.907.500,00 15-09-2004 15-09-2018 Annual 15-Mar 1st fixed reimb. 4,670%

2nd fixed reimb. 5,800%


20.242.500,00 15-Jun
36.490.358,23 15-Set 3rd variab. reimb. 4,928%
15-Dez

Minho Line-A 26-11-1998 19.907.500,00 15-09-2004 15-09-2018 Annual 15-Mar 1st fixed reimb. 4,670%

2nd fixed reimb. 5,800%


20.242.500,00 15-Jun
18.201.102,01 15-Set 3rd variab. reimb. 4,928%
15-Dez
EIB LOANS

15-Mar variable EIB,


CP III North Line-D 10-11-2000 25.937.490,65 15-09-2011 15-09-2020 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
15-Dez 3M+0,15%
15-Mar variable EIB,
Link to Algarve-A 08-10-2001 90.000.000,00 15-09-2012 15-09-2021 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
15-Dez 3M+0,15%
15-Mar variable EIB,
Minho Line-B 08-10-2001 59.855.747,65 15-09-2012 15-09-2021 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
15-Dez 3M+0,15%
15-Mar variable EIB,
CPIII/2 North Line-A 02-10-2002 100.000.000,00 15-03-2013 15-03-2022 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
15-Dez 3M+0,15%
15-Mar variable EIB,
CPIII/2 North Line-B 15-07-2004 200.000.000,00 15-12-2014 15-12-2023 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
15-Dez 3M+0,15%
15-Mar variable EIB,
Suburban 25-11-2004 100.000.000,00 15-06-2009 15-06-2024 Annual 15-Jun cannot exceed
4,928%
15-Set Euribor
15-Dez 3M+0,15%

Fixed Reviewable 3,615%


Suburban B 14-12-2005 100.000.000,00 15-09-2010 15-09-2025 Annual 15-Set

Suburban C 12-10-2006 55.000.000,00 15-03-2011 15-03-2026 Annual 15-Mar


Fixed Reviewable 4,247%

15-Mar
variable EIB,
cannot exceed
Link to Algarve-B 02-10-2002 30.000.000,00 15-03-2013 15-03-2012 Annual 15-Jun 4,928%
Euribor
15-Set
3M+0,15%
15-Dez
guarantee
Eurobond
with State

Eurobond 06/26 08-11-2006 600.000.000,00 16-11-2026 Bullet 16-Nov Fixed 4,047%

"Schuldshein" Berlin-Hannoversche Loan 16-07-2000 250.000.000,00 04-08-2010 Bullet 4-Fev Euribor 6M 4,390%
Bank loans with State

Hypothekenbank 4-Ago
guarantee

Euribor 6M -
"Schuldshein" ABN AMRO BANK Loan 03-04-2001 300.000.000,00 11-04-2011 Bullet 9-Abr 4,700%
0,03%
9-Out

"Schuldshein" WestLB AG Loan 02-10-2002 200.000.000,00 08-10-2012 Bullet 8-Abr Euribor 6M 4,736%
8-Out

2.511.222.280

The loans from EIB, Schuldshein ABN, Schuldshein BHH and Schuldshein Westlb and Eurobond 06-26
were obtained exclusively to finance Long Duration Infrastructure investment projects.
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The respective interest is paid every quarter, every half year or every year and at the end of the
period.
Except for the Schuldshein loans and Eurobond 06/26, which will be fully amortized at maturity, the
principal of remaining loans will be reimbursed in equal and consecutive annual installments after
the grace period.

In August 2008, the EIB - REFER V loan was obtained in the amount of 160,000,000 essentially to
finance the investment in the Beira Baixa Line. This loan is the first EIB loan not benefiting from state
guarantee.
All other loans benefit from state guarantees.

The fair value of the fixed rate financial debt on 31 December 2008 is shown below:

Nominal Value
Item Owed Capital Fair Value Interest Rate
( €))
CP II B 29.927.873,82 5.985.574,86 6.127.854,11 3,928 % - Fixed
Tagus River Railway Crossing-C 25.000.000,00 18.482.500,00 19.749.699,81 4,67% - Fixed
25.000.000,00 18.875.000,00 21.264.328,78 5,80% - Fixed

Minho Line-A 25.000.000,00 18.482.500,00 19.749.699,81 4,67% - Fixed


25.000.000,00 18.875.000,00 21.264.328,78 5,80% - Fixed

EIB - Suburban B 100.000.000,00 100.000.000,00 99.565.429,89 3,615 % - Fixed


EIB - Suburban C 55.000.000,00 55.000.000,00 57.873.640,94 4,247 % - Fixed
Eurobond 2006/2026 600.000.000,00 600.000.000,00 452.943.817,82 4,047 % - Fixed

835.700.575 698.538.800

7. INFRASTRUCTURE MANAGEMENT
7.1 Tangible Fixed Assets
Movements in the year in Tangible Fixed Assets items and the respective Depreciation items.
2008

Tangible Fixed Assets (euros)


Opening Closing
Gross Assets Transf Increases Dispos/Adj.
Balance Balance
Tangible Fixed Assets
Land and natural resources 1.978.116 5.253 - -5.253 1.978.116
Buildings and other structures 32.284.411 2.211.541 - -79.325 34.416.627
Basic equipment 20.497.415 -43.579 1.062.996 -4.904 21.511.927
Transport equipment 7.662.744 181.292 338.286 -414.488 7.767.834
Tools and utensils 492.736 - 19.449 - 512.185
Office equipment 10.209.094 8.577 401.636 -217.567 10.401.739
Other tangible fixed assets 452.023 - 6.395 -490 457.928
Fixed assets in progress 11.097.446 -8.250.672 77.367 - 2.924.141
Total Gross Tangible Fixed Assets 84.673.985 -5.887.588 1.906.128 -722.028 79.970.497
128

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(euros)
Opening Imp. Missão Closing
Depreciation Transf Increases Dispos/Adj.
Balance Investimento Balance
Tangible Fixed Assets
Buildings and other structures 6.887.737 - 944.180 - 245.614 8.077.530
Basic equipment 10.693.833 -166.289 1.035.685 -5.852 363.115 11.920.492
Transport equipment 7.188.488 167.237 217.959 -414.488 63.316 7.222.512
Tools and utensils 483.564 39 16.449 -39 971 500.984
Office equipment 9.091.785 4.513 396.574 -223.611 230.780 9.500.042
Other tangible fixed assets 331.827 - 12.679 -822 33.307 376.992

Total Depreciation 34.677.233 5.500 2.623.527 -644.812 937.103 37.598.551

Total Net Tangible Fixed Assets 49.996.752 -5.893.088 -717.399 -77.217 -937.103 42.371.946

2007

Tangible Fixed Assets (euros)


Opening Closing
Gross Assets Transf Increases Dispos./Adj.
Balance Balance
Tangible Fixed Assets
Land and natural resources 1.976.874 1.242 - - 1.978.116
Buildings and other structures 31.337.655 917.481 616.200 -586.925 32.284.411
Basic equipment 19.208.421 132.960 1.160.581 -4.547 20.497.415
Transport equipment 7.500.129 13.685 148.930 - 7.662.744
Tools and utensils 480.044 - 12.692 - 492.736
Office Equipment 9.560.378 -71.838 724.261 -3.707 10.209.094
Other tangible fixed assets 439.730 - 12.293 - 452.023
Fixed assets in progress 11.397.217 -701.569 401.798 - 11.097.446
Total Gross Tangible Fixed Assets 81.900.448 291.961 3.076.755 -595.179 84.673.985

(euros)
Opening Imp. Missão Closing
Depreciation Transf/Adj. Increases Disposals
Balance Investimento Balance
Fixed Tangible Assets
Buildings and other structures 6.124.176 516.690 586.751 -339.880 6.887.737
Basic equipment 9.354.092 632.471 708.975 -1.705 10.693.833
Transport equipment 6.947.214 113.757 127.517 - 7.188.488
Tools and utensils 463.879 9.281 10.404 - 483.564
Office equipment 8.206.715 -992.869 1.881.646 -3.707 9.091.785
Other tangible fixed assets 285.933 21.638 24.256 331.827
Total Depreciation 31.382.009 300.967 3.339.549 -345.292 34.677.233

Total Net Tangible Fixed Assets 50.518.439 -9.006 -262.794 -249.887 49.996.752

The following tangible assets were set up on third-party properties:


(euros)
2008 2007

Av. Fontes Pereira de Melo 0 809


Terreiro do Paço 42.040 42.040
Edifício ART'S 468.804 423.059

510.844 465.908

The company’s facilities at Terreiro do Paço are those indicated in Joint Order 261/99 related with
"establishing the CP concession" and the respective improvement works which took place on
31/12/1999.
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The works at Av. Fontes Pereira de Melo, which were taking place in 2007, are completely amortized
and thus have a net value of zero and do not have any recoverable value.

Financial Leasing Contracts


REFER records financial assets acquired through financial leasing contracts in tangible assets.
On 31 December 2008, leasing contracts in force cover four vehicles, with the following respective
values:
(euros)
Accumulated
Item Gross Value Net Value
amortization

08-GN-11 - Mercedes Benz VCL Sprinter 315CDI 40.332 -10.083 30.249

97-GN-03 - Mercedes Benz VCL Sprinter 315CDI 51.015 -12.754 38.261

97-GN-04 - Mercedes Benz VCL Sprinter 315CDI 51.015 -12.754 38.261

10-GO-71 - Mercedes Benz VCL Sprinter 315CDI 51.015 -12.754 38.261

193.375 -48.344 145.032

Of the owed value, 147,453 euros are due in over 12 months.

7.2 Intangible Assets


In 2007 and 2008, the following movements occurred in the Intangible Assets items and respective
Amortization items:
2008
(euros)
Opening Closing
Gross Assets Transf/Adj. Increases
Balance Balance
Intangible Assets
Research and development expenses 892.861 -259.615 - 633.246
Computer programs 14.659.288 1.578.607 140.453 16.378.348
Industrial property and other rights 29.928 - - 29.928
Intangible assets in progress 2.035.457 -1.430.269 964.097 1.569.285

Total Gross Intangible Assets 17.617.534 -111.277 1.104.550 18.610.808

(euros)

Opening Invest. Miss. Closing


Amortization Transf/Adj Increases Disposals
Balance Amount Balance

Intangible Assets
Research and development expenses 892.861 -286.673 7.941 - 1.079 615.207
Computer programs 14.101.541 1.022.323 816.958 -1.681.516 286.485 14.545.791
Industrial property and other rights 29.928 - - - 29.928

Total Amortization 15.024.329 735.649 824.899 -1.681.516 287.563 15.190.926

Total Net Intangible Assets 2.593.204 -846.926 279.651 1.681.516 -287.563 3.419.881
130

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2007
(euros)
Opening Closing
Gross Assets Transf/Adj. Increases
Balance Balance
Intangible Assets
Research and development expenses 890.457 2.404 - 892.861
Computer programs 13.910.093 749.195 14.659.288
Industrial property and other rights 29.928 - 29.928
Intangible assets in progress 1.826.613 -1.016.658 1.225.502 2.035.457

Total Gross Intangible Assets 16.657.091 -265.059 1.225.502 17.617.534

(euros)
Opening Closing
Amortization Transf/Adj. Increases
Balance Balance
Intangible Assets
Set-up expenses
Research and development expenses 824.104 -501.897 570.654 892.861
Computer programs 10.662.506 3.144.257 294.778 14.101.541
Industrial property and other rights 29.928 -471.111 471.111 29.928

Total Amortization 11.516.538 2.171.249 1.336.543 15.024.330

Total Net Intangible Assets 5.140.553 -2.436.309 -111.041 2.593.203

7.3 Investments in Branch Companies


In 2008, the following movements took place in Investments in branch companies:
(euros)

Branch Companies 2008 2007

Opening Balance 29.821.368 17.987.458

Acquisition in the year 7.475.981


Gains / (losses) in the year 4.782.191 4.357.929

Closing balance 34.603.559 29.821.368

Details of Shareholdings in Branch Companies:


31 December 2008 (euros)
Results in the Balance Sheet
Company Shareholding % Equity Total Assets Total Liabilities Income in the Year
Year Value
In the Group
FERBRITAS 98,43% 4.500.463 -1.073.730 15.780.777 11.280.314 4.834.328 7.173.815
Empreend. Industriais e Comerciais, S.A.
Rua José da Costa Pedreira nº11 - Lisbon
INVESFER 99,997% 6.346.187 -116.155 27.752.032 21.405.845 1.732.751 6.553.186
Promoção e Com. De Terrenos e Edif., S.A.
Palácio de Coimbra - Rua de Santa Apolónia nº 51 - Lisbon
REFER TELECOM 100,00% 18.001.230 1.744.439 32.289.253 14.288.023 8.920.566 20.451.786
Serviços de Telecomunicações, S.A.
Rua Passeio do Báltico,4 - Lisbon
CPCOM - Exploração de Espaços Comerciais da CP, S.A. 80,00% 594.506 -18.146 3.741.650 3.147.144 2.123.593 424.773
Av. Da República, 90 Galeria Fracção 4 - Lisbon

34.603.559
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31 December 2007 (euros)


Results in the Balance Sheet
Company Shareholding % Equity Total Assets Total Liabilities Income in the Year
Year Value
In the Group
FERBRITAS 98,43% 5.583.384 746.977 19.187.720 13.604.336 746.977 5.495.725
Empreend. Industriais e Comerciais, S.A.
Rua José da Costa Pedreira nº11 - Lisbon
INVESFER 99,997% 6.359.265 -3.061.463 62.167.572 52.604.392 -3.061.463 6.316.658
Promoção e Com. De Terrenos e Edif., S.A.
Palácio de Coimbra - Rua de Santa Apolónia nº 51 - Lisbon
REFER TELECOM 100,00% 17.518.864 4.315.639 32.260.760 14.741.896 4.315.639 17.518.864
Serviços de Telecomunicações, S.A.
Rua Passeio do Báltico,4 - Lisbon
CPCOM - Exploração de Espaços Comerciais da CP, S.A. 80,00% 612.651 10.689 4.213.589 3.600.938 5.519.839 490.121
Av. Da República, 90 Galeria Fracção 4 - Lisbon

29.821.368

This information was obtained from the respective unaudited pro forma financial statements for
2008, such that alterations may be made, not known on the date on which the disclosure of these
accounts was approved. However, we believe there will be no significant alterations.

7.4 Investments in Associated Companies


The movement recorded in the financial investment item in associated companies is shown in the
table below:
(euros)

Associated Companies 2008 2007

Opening Balance 891.319 893.693

Gains/ (losses) in the year -13.567 -2.374

Closing Balance 877.752 891.319

Details of Shareholdings in Associated Companies:


31 December 2008 (euros)
Results in the Income in the Balance Sheet
Company Shareholding % Equity Total Assets Total Liabilities
Year Period Value
Associated Companies
RAVE 40,00% 2.216.925 4.719 82.522.018 80.305.093 1.010.041 877.752
Av D.João II Lote 1.07.2.1, 1º Piso- Parque das Nações - Lisbon
GIL 32,98% -31.130.060 -1.356.731 101.926.184 133.056.244 2.534.980 0
Gare Intermodal de Lisboa, S.A.
Av.Marechal Gomes da Costa, nº 37 - Lisbon

877.752
31 December 2007 (euros)
Results in the Balance Sheet
Company Shareholding % Equity Total Assets Total Liabilities Income in the Year
Year Value
Associated Companies
RAVE 40,00% 2.228.297 -5.932 80.408.157 78.179.860 -5.932 891.319
Av D.João II Lote 1.07.2.1, 1º Piso- Parque das Nações - Lisbon
GIL 32,98% -29.773.329 -3.220.014 0
Gare Intermodal de Lisboa, S.A.
Av.Marechal Gomes da Costa, nº 37 - Lisbon

891.319

This information was obtained from the respective unaudited pro forma financial statements for
2008, such that alterations may be made, not known on the date on which the disclosure of these
accounts was approved. However, we believe there will be no significant alterations.
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7.5 Categories according to IAS 39


2008
(euros)

Financial assets Financial liabilities at


Credits and Financial assets Other financial Non-financial assets
at fair value fair value through Total
receivables available for sale liabilities and liabilities
through results results

31 December 2008
Assets
Cash and cash equivalents 249.760 249.760
Clients and other accounts receivable 78.139.720 9.470.220 87.609.941
Financial assets at the fair value through results -
Derivative financial instruments 17.596.647 17.596.647
Loans and accounts receivable 9.849.012 9.849.012
Financial assets available for sale 31.875 31.875

Total Financial Assets 88.238.492 17.596.647 31.875 - - 9.470.220 115.337.235

Liabilities
Loans obtained -2.505.121.577 -2.505.121.577
Liability derivative financial instruments -104.716.922 -104.716.922
Group companies -16.725.000 -16.725.000
Suppliers and other accounts payable -109.465.208 -3.452.163 -112.917.371
Total Financial Liabilities - - - -104.716.922 -2.631.311.785 -3.452.163 -2.739.480.870

2007
(euros)

Financial assets Financial liabilities at


Credits and Financial assets Other financial Non-financial assets
at the fair value the fair value Total
receivables available for sale liabilities and liabilities
through results through results

31 December 2007
Assets
Cash and cash equivalents 209.719 209.719
Clients and other accounts receivable 113.393.401 8.925.959 122.319.360
Financial assets at the fair value through results -
Derivative financial instruments 35.135.954 35.135.954
Loans and accounts receivable 39.529.625 39.529.625
Financial assets available for sale - -
Total Financial Assets 153.132.745 35.135.954 - - - 8.925.959 197.194.658

Liabilities
Loans obtained -2.080.679.653 -2.080.679.653
Liability derivative financial instruments -74.043.570 -74.043.570
Group companies -18.450.000 -18.450.000
Suppliers and other accounts payable -144.250.882 -2.927.475 -147.178.357
Total Financial Liabilities - - - -74.043.570 -2.243.380.535 -2.927.475 -2.320.351.580

7.6 Financial assets available for sale


The item of assets available for sale includes the following investments (without deducting
impairment):
(euros)

Assets Available for Sale 2008 2007

Opening Balance - 46.181

Acquisition in the year 5.000


Impairment movement 26.875 -46.181

Closing Balance 31.875 -

The increase in "Other Shareholdings" refers to the subscription to 10 participation units in CVR –
Centro para a Valorização Resíduos (Waste Recycling Centre).
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The item of assets available for sale includes the following investments:
(euros)
Non-quoted Entities 2008 2007

Fernave - -
Metro Mondego 26.875 -
CRV 5.000 -
31.875 -

The shareholding in Fernave is of 10% and of 2.5% in Metro Mondego.


Impairment details
(euros)
Description 31-12-2007 Increases Decreases 31-12-2008

Fernave 64.494 64.494


Metro Mondego 26.875 26.875 -

91.369 - 26.875 64.494

Fernave has a total negative equity of 1,323,193 euros, and was the reason for REFER having
recognised the impairment loss.

7.7 Loans and receivables


Summary of loans granted to companies in which REFER has a shareholding and which are not
capital instruments of those entities:
(euros)
Loans Made 2008 2007

FERBRITAS 997.861 997.861


INVESFER 8.851.151 38.531.764

9.849.012 39.529.625

The decrease in the supplementary entries to INVESFER served as a compensation for the
reimbursement of the early reversion of protocols signed for the facilities at Rossio, Campanhã and
Braga, whereby the respective assets belong to the public railway domain.

The value now receivable is subject to a non-remunerated supplementary entries contract of


13/02/2009, retroactive to 01/01/2008, which calls for the reimbursement in three annual instalments
from 2009 to 2011.
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7.8 Inventories
(euros)
31-12-2008 31-12-2007

Raw, secondary and consumption materials 12.674.703 12.748.531


Merchandise 342.026 0
Advances for purchases 0 253.626
Adjustment to inventory losses -91.159 -558.468

INFRASTRUCTURE MANAGEMENT 12.925.569 12.443.689

The item of raw, secondary and consumption materials refers to the various types of materials that
are incorporated in infrastructure maintenance.
The adjustment for losses in stocks was performed according to the inventory of stocks and refers to
materials that are obsolete and technically depreciated and cannot be used for REFER's activities,
and which might be sold in the event of an interested buyer. The change in adjustments for losses in
stocks was recognised by compensation in results, in the item “Adjustment to inventories and
receivables.”

7.9 Derivative Financial Instruments


REFER uses derivatives to manage the financial risks to which it is subject.
According to its financial policies, REFER does not use derivatives for speculation purposes.
Although the contracted derivatives are effective hedging instruments against risks, not all would be
qualified as hedge accounting instruments according to the rules and requirements of IAS 39 (see
Note 3.9). Thus, it was decided to consider the derivatives portfolio as of negotiation and,
consequently, not qualify any of the positions as a hedge accounting instrument.
Instruments that do not qualify as hedge accounting instruments are classified as trade derivatives in
the financial assets and liabilities category at the fair value through the results. Trade derivatives are
recorded in the balance sheet by their fair value and their variations are recognised in financial
results. On 31 December 2008 and on 31 December 2007, the nominal value of the REFER
derivatives portfolio reached 2.75 billion euros and 3.1 billion euros, respectively, for an overall
financial debt of 5.14 billion euros in 2008 and of 4.6 billion euros in 2007.
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The fair value of existing derivatives is shown below:


Fair Value (€)
( ) Change in Fair Value 2008/2007 (€)
( ) Nominal Amount
Underlying Debt % Hedged Description Maturity
(million €))
Asset Liability <0 >0
Change in index rate Eur6m in advance to Eur12m in
Logo I - - 5.667.734 Expired
arrears
Logo II 100% Plain vanilla 3.122.650 -3.444.722 250 31-01-2009
Schuldshein BHH 100% Plain vanilla -531.487 -8.296.766 250 04-08-2010
Schuldshein ABN 100% Cap KO (Eur 6m < 5.80%) -2.188.613 -11.701.626 300 11-04-2011
Schuldshein West LB Digital Cap (Stibor 12m <<6,25%;Euribor 12m < 6,25%; -538.218 1.518.459 200 08-10-2012
100% Eur 6m < 6.00%)
Schuldshein West LB Cap KO (Eur 6m < 6%) -2.131.254 -9.667.705 200 08-10-2012
Eurobond 05/15 Dual Range [(10Y GBP-10Y EUR Spread) and (10Y-2Y EUR -37.474.003 -13.598.105 150 16-03-2015
Spread)]
Eurobond 05/15 75% Plain vanilla 5.940.513 10.457.955 150 16-03-2015
Eurobond 05/15 Plain vanilla 5.300.000 9.856.005 150 16-03-2015
Eurobond 05/15 10Y-2Y EUR Spread Rib -40.823.277 -36.725.613 300 16-03-2015
Eurobond 06/21 100% Cap KO (Eur 12m < 7%) -14.283.213 1.590.285 500 13-12-2021
Eurobond 06/26 Cap KO (Eur 12m < 6.50%) -6.746.857 -342.410 200 16-11-2026
33%
Eurobond 06/26 Plain vanilla 3.233.484 -520.355 100 16-11-2026
Eurobond 06/26 Eur Fly - - 6.994.205 Liquidated
17.596.647 -104.716.922 -84.297.302 36.084.643 2.750

Fair Value (€)


( ) Change in Fair Value 2007/2006 (€)
( ) Nominal Amount
Underlying Debt % Hedged Description Maturity
(million €))
Asset Liability <0 >0
Change of index rate Eur6m in advance to Eur12m in
Logo I 1 -5.667.734 -4.018.006 250 31-01-2008
arrears
Logo II 100% Plain vanilla 6.567.372 -630.536 250 31-01-2009
Schuldshein BHH 100% Plain vanilla 7.765.279 1.500.389 250 04-08-2010
Schuldshein ABN 100% Cap KO (Eur 6m < 5.80%) 9.513.013 2.064.770 300 11-04-2011
Schuldshein West LB Cap KO (Eur 6m < 6.00%) 7.536.451 3.335.625 200 08-10-2012
100%
Schuldshein West LB Flip swap -2.056.677 -81.764 200 08-10-2012
Eurobond 05/15 Dual Range [(10Y GBP-10Y EUR Spread) and (10Y-2Y EUR -23.875.898 -10.082.377 150 16-03-2015
Spread)]
Eurobond 05/15 75% Plain vanilla -4.556.005 -4.376.745 150 16-03-2015
Eurobond 05/15 Plain vanilla -4.517.442 -4.743.207 150 16-03-2015
Eurobond 05/15 10Y-2Y EUR Spread Rib -4.097.664 13.911.984 300 16-03-2015
Eurobond 06/21 100% Cap KO (Eur 12m < 7%) -13.940.803 -11.025.803 500 13-12-2021
Eurobond 06/26 Cap KO (Eur 12m < 6.50%) -8.337.142 -8.337.142 200 16-11-2026
67%
Eurobond 06/26 Eur Fly -6.994.205 3.753.839 100 16-11-2026
Eurobond 06/26 Long Cap 3.753.839 -6.994.205 100 16-11-2026
35.135.954 -74.043.569 -50.289.785 24.566.607 3.100

7.10 Clients and Other Receivables


(euros)
31-12-2008 31-12-2007
Clients a/c 42.288.600 57.192.784
Advances to suppliers 396.258 0
Group companies 3.036.025 3.036.025
Other debtors 31.419.362 50.606.125
Adjustments to other debtors -1.834.882 -1.504.466
Accrued income 3.230.613 3.092.700
Pre-payments 2.400.568 1.554.053
Tax refunds 6.673.394 8.342.138
87.609.939 122.319.359

Balances of clients and other receivables are current balances, and thus they are approximate to
their fair value.
Debits to clients include essentially user fees charged to entities that use the infrastructures (CP,
Fertagus and Takargo) and also debits to CP for the supply of various materials, services rendered for
commercial activities, manoeuvres, other services and computerisation of the rolling stock.
The debt by operators is broken down as follows:
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(euros)
31-12-2008 31-12-2007
CP 41.139.956 54.090.368
FERTAGUS 1.133.175 3.102.416
TAKARGO 15.469 0
42.288.600 57.192.784

Until the date to which this annex refers, REFER invoiced CP, FERTAGUS and TAKARGO user fees in a
total of 56,246,108 euros, 2,609,608 euros and 44,716 euros, respectively, which represents 80% of
the value of Rendered Services.
The value receivable from Group Companies was totally owed by INVESFER and refers to the interest
on due supplementary entries.
The Other Debtors item consists of the following:
(euros)
31-12-2008 31-12-2007

Other debtors 31.244.099 32.130.420


Suppliers of fixed assets 175.263 18.475.705

31.419.362 50.606.125

In Suppliers of Fixed Assets, the change compared with the previous year is justified by the transfer
between items in the amount receivable from the Espinho Town Council referring to the protocol
mentioned in note 6.2.3. in the "Others" item.
In the Other Debtors item, about 37% of the balance refers to amounts for expropriations made
available to the courts until a conclusive decision on the said expropriation processes. In this item,
25% of the balance refers to receivables from the sale of properties, concessions for the use of
public domain assets and the rendering of sporadic services by REFER.
Other debtors includes 739,1549.78 euros in VAT referring to the inversion of the taxable person and
invoices of property projects to be sold or commercially rented. This VAT amount may be deducted
when the deed is signed if the respective purchasers decide to subject the operation to VAT instead
of IMI (municipal property tax).

The adjustment to other debtors refers to the balance of Benaterras – 6,818 euros – which dates from
2001 to 2003, the Aetur balance - 22,070 euros - from 2003 to January of 2006 and the balance of
O2 - 1,805,995 euros. An adjustment was made of 330,416 euros in the current year referring to the
interest on the balance from 2004 to 2006. This increase recorded in adjustment is recorded in the
item "Adjustments to inventories and receivables" of the Profit and Loss Statement.
Only O2 is subject to a lawsuit, whereby the value of the process is of 1,805,993 euros (including
interest). As for Aetur, the lawsuit was withdrawn and an attempt is being made to reach an extra-
judicial agreement.
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In relation to Benaterras, the company intends to file a lawsuit in the amount of 8,226 euros (including
interest).

The pre-payments item includes 993,203 euros referring to the adjustment to the effective rate of the
Eurobond 06/26 allocated to the Investment Mission.

The table below shows the details of the recoverable tax item:
(euros)
31-12-2008 31-12-2007
Taxes to be recovered
VAT to be recovered 6.340.110 8.011.623
Social Security 333.284 330.516

6.673.394 8.342.138

The VAT balance refers to the report of 12/2008, of 5,594,642 euros, and the calculation of August
2008 which was subject to a reimbursement request.
The amount owed to Social Security is justified since REFER is a centralising company and, as such,
temporarily substitutes Social Security by paying employees in situations of sick leave/leave through
medical certificate.

7.11 Cash and Cash Equivalents


(euros)
31-12-2008 31-12-2007

Cash 48.527 21.204

Bank deposits 201.233 188.515

Cash and Cash Equivalents 249.760 209.719

7.12 Loans Obtained


7.12.1 Current and non-
non-current loans
The list of current and non-current loans to finance Infrastructure Management Activities is shown
below:
(euros)
2008 2007

Non-current Loans
Bonds 1.112.823.855 1.600.000.000
Financial leasing 147.454 -
1.112.971.309 1.600.000.000

Current Loans
Bank loans 1.392.111.515 480.679.653
Financial leasing 38.752 -
1.392.150.268 480.679.653
2.505.121.576 2.080.679.653
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In 2007, the value referring to interest incurred by loans allocated to Infrastructure Management
reached 30,537,720 euros, and was included in item of Suppliers and Other Payables / Accrued
Costs.

7.12.2 Loan terms and reimbursement periods


2008
Amortization
Item Signing date Amount (€) Owed Capital Amortized Cost Interest Payment Interest Rate
Start Date End Date Interval

LOGO Securities Loan 30-Jul


Without State Guarantee

"A2Loan" 29-01-2003 250.000.000,00 250.000.000,00 256.130.136,58 30-01-2009 Bullet 30-Jan Euribor 6M + 0,45

REFER Eurobond 2005/2015 16-03-2005 600.000.000,00 600.000.000,00 616.148.075,33 16-03-2015 Bullet 16-Mar 4,00%

REFER Eurobond 2006/2021 30-11-2006 500.000.000,00 500.000.000,00 496.675.779,61 13-12-2021 Bullet 13-Jan 4,25%

1.350.000.000 1.368.953.992

2007

Amortization
Item Signing date Owed Capital Interest Payment Interest Rate
Start Date End Date Interval

REFER Eurobond 2005/2015 16-03-2005 600.000.000,00 16-03-2015 Bullet 16-Mar Fixed - 4%


Without State Guarantee

REFER Eurobond 2006/2021 30-11-2006 500.000.000,00 13-12-2021 Bullet 13-Jan Fixed - 4,25%

8-Out
LOGO Securities Loan 29-01-2003
"A1Loan" 250.000.000,00 30-01-2008 Bullet 31-Jan Euribor 6M + 0,40

"A2Loan" 250.000.000,00 30-01-2009 Bullet 31-Jul Euribor 6M + 0,45

1.600.000.000,00

In January 2008, the company fully amortized the loan Logo Securities “A1 Loan” in the amount of
250,000,000 euros.

On 31 December 2008, REFER had € 626,100,000 in commercial paper and € 506,156,868 in bank
overdrafts and current accounts.

The fair value of financial debt at fixed rate, on 31 December 2008, is shown below:

Nominal Amount Outstanding


Contract name Fair Value Interest Rate
( €)) Capital
Eurobond 05/15 600.000.000,00 600.000.000,00 543.470.342,36 4% Fixed
Eurobond 06/21 500.000.000,00 500.000.000,00 380.390.604,15 4.25% Fixa

1.100.000.000 923.860.947
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7.13 Suppliers and Other Payables


(euros)
31-12-2008 31-12-2007
Current Liabilities
Creditors, accruals and deferrals 129.642.371 165.628.357
Suppliers, c/a 34.042.992 43.538.680
Suppliers - invoices received and pending 7.552.216 5.917.958
Advances to suppliers 0 17.839
Payable taxes 3.452.163 2.618.799
Group companies 16.725.000 18.450.000
Other creditors 23.260.682 21.479.167
Accrued costs * 43.239.034 67.024.155
Deferred income 1.370.283 6.581.760
INFRASTRUCTURE MANAGEMENT 129.642.371 165.628.357

Payable taxes are broken down as follows:

(euros)

31-12-2008 31-12-2007

Payable Taxes
Deducted pers. inc. tax 855.780 913.463
Social Security 2.158.366 2.186.811
Others taxes 438.018 431.988
3.452.163 3.532.262

The balances of personal income tax (IRS) and Social Security are those corresponding to the
processing of wages of 12/2008, delivered to the state on 01/2009. Other Taxes consists of the Stamp
Tax also processed on 12/2008 and also delivered to the state on 01/2009.
In 2007, the value of deducted personal income tax, to present the accounts and debt, was
included in the income tax item.

The item Other Creditors shows the following details:


(euros)
31-12-2008 31-12-2007

Advances for sales 15.506.260 12.899.219


Miscellaneous creditors 7.097.294 8.512.686
Others 26.546 35.979
Personnel 630.582 31.283

23.260.682 21.479.167

In Advances from Sales, 79% refers to the Promissory Sale Contract signed on 28/07/2000 covering
the assigned Surface Rights and whose deed has not been signed yet, although the company
continues to receive the amounts agreed in the said Promissory Sale Contract.
The balance of Advances from sales in 2008 also consisted of amounts receivable from the
Municipality of Viseu, according to the protocol signed on 09/06/2004 in compensation for the
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property assets within the County of Viseu, which was separated from the public railway domain, and
the value owed by the Aveiro Port Administration for expenses owed from the acquisition of parcels to
be separated from expropriated buildings for building the Port Artery Track, as agreed in the minutes
of meeting of 03/03/2006. The amounts of these two entities comprise 16% of this item’s balance.
The Others item also originated from the processing of wages on 12/2008 in regard to union dues,
also delivered to the respective entities on 01/2009.

The Personnel value refers to Meal Pensions and Pledged Amounts to be settled/liquidated in 2009.
Accrued Costs includes 24,667,302 euros of interest incurred on loans allocated to Long Duration
Infrastructure Investment Activities.
In addition to this interest, the Accrued Costs item consists of liabilities for holidays and holiday
subsidies for 2008 owed in 2009, 28% of the balance, of rents for facilities and miscellaneous costs in
2008 not invoiced by the respective entities until the end of the respective year and 1,052,028 euros
referring to the wood crossties creosoting industrial establishment, part of the fixed tangible assets
and whose value will be integrated in the proportion of the respective amortisation.

7.14 Provisions
The breakdown of the Accumulated Provisions and respective movements in 2007 and 2008 was as
follows:
(euros)

01-01-2008 Increase Decrease 31-12-2008

Legal proceedings in progress 11.048.391 273.802 753.197 10.568.997

11.048.391 273.802 753.197 10.568.997

(euros)

01-01-2007 Increase Decrease 31-12-2007

Legal proceedings in progress 18.509.144 97.020 7.557.772 11.048.392


Participated provisions 5.026.601 2.486.460 7.513.061 -0

23.535.745 2.583.480 15.070.833 11.048.392

The Provision for Legal Proceedings in progress includes civil proceedings and proceedings covering
work relations.
The provisioned legal processes refer to accidents and indemnity requests due to damages and
occupation of land, among other minor items.
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7.15 Income
Income Tax
(euros)
31-12-2008 31-12-2007

Recoverable Taxes
Receivab. Corp. Inc. Tax 884.772 970.234
884.772 970.234
Payable Taxes
Payable Corp. Inc. Tax 0 913.463

0 913.463

Of the tax to be recovered, 490,000 euros refer to the special payments on account, whereby
200,000 euros from 2003 were subject to a reimbursement request, according to fiscal laws, which
may result in the liquidation of 34,900 euros as compensation from the inspection by the tax
authorities, also consequent to the tax laws.

The remaining value originates from deductions at source from capital and property income
deducted by the entities owing this income, net of tax owed in 2008 referring to Autonomous
Taxation.

7.16 Sales and Rendered Services


(euros)
31-12-2008 31-12-2007
Utilisation of slots (Fees) 58.896.718 59.161.618
Traction energy 3.684.178 3.264.027
Manoeuvres/station rolling stock 3.026.330 4.128.902
Utilisation of stations and stops 2.455.464 2.004.389
Capacity requested and not used 1.700.181 1.558.475
Other services 1.171.553 1.896.772
Third-party responsibility 297.559 0
Crossings 177.850 142.146
Public Information 140.449 932.753
Conservation of private branch lines 78.398 123.307
Sales and Services Rendered 71.628.679 73.212.389

This item includes income from rendered services, with emphasis on the income for using the
infrastructures, that is, the railway infrastructure user fees, approved by the National Railway Transport
Institute and debited from CP and Fertagus.
This item also includes services rendered by REFER employees for railway circulation manoeuvres and
debited from CP and Fertagus for using railway complexes, the debit of traction energy, parking of
rolling stock and utilisation of stops.

7.17 External Supplies and Services


The External Supplies and Services item is broken down as follows:
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(euros)
31-12-2008 31-12-2007
Subcontracts 73.794.671 82.183.818
Electricity 8.538.689 6.004.798
Specialised works 4.402.518 3.759.604
Security and safety 3.805.305 2.648.003
Cleaning, hygiene and comfort 1.765.524 1.304.035
Conservation and repairs 1.401.615 1.307.557
Communications 1.393.638 1.983.979
Insurance 1.371.838 1.200.051
Fuel 1.054.214 904.602
Rents and rentals 987.529 2.479.442
Personnel transport 850.692 733.107
Royalties 645.480 948.327
Water 586.215 397.270
Fees 451.028 440.643
Office materials 263.001 337.468
Travel and accommodations 231.090 236.147
Advertising and propaganda 159.426 175.251
Others of less than 200,000 euros 1.051.034 1.092.643
External Supplies and Services 102.753.507 108.136.743

The Subcontracts item refers essentially to subcontracting track maintenance, signalling,


telecommunications and catenary services. Maintenance services for telecommunications systems
are performed mostly by Refer Telecom, a subsidiary company.

7.18 Personnel Costs


(euros)
31-12-2008 31-12-2007
Remuneration of governing bodies 393.478 461.604
Personnel wages 69.220.267 60.986.746
Remuneration charges 14.510.034 17.522.565
Social action costs 616.879 572.796
Other personnel costs 7.310.869 6.054.751
Personnel Expenses 92.051.527 85.598.462

Other personnel costs essentially cover work accident insurance, training, recruitment and transport
utilisation benefits.
Total wages in 2008 increased due to three factors: higher personnel qualifications, wage raises
resulting from the collective negotiation process at the start of the year, and due to the career
system and consequent wage raises.
In compensation, there was a sharp reduction in overtime work costs.
On the other hand, due to the burden on the company, emphasis also goes to higher costs from
greater training activities, the higher health insurance premium due to the higher accident rate and
the updated transport concessions.
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The slight decrease in the number of personnel was not sufficient to contradict higher wage costs, as
was the case in previous years.
On average, during 2008 the company had 3,573 employees (compared with 3,580 in 2007).
Emphasis also goes to REFER’s expenses on employee representation structures (information referred
to by the Order of the Secretary of State of Treasury, of 25 June 1980). For workers participating full-
time - Union Leaders and Employee Committee - expenses were calculated for the employee
representation structure for the years of 2008 and 2007 in the amounts of 176,043 euros and
167,939 euros, respectively.

The figures are broken down as follows:


(euros)
31-12-2008 31-12-2007
Monthly wages 100.396 96.509
Seniority wage rises 9.011 8.760
Holiday pay and thirteenth month 22.199 18.615
Employer's contribution 34.126 31.851
Others 10.311 12.204
Expenses on Employee Representation
176.043 167.939
Structures

Number of participating employees


(euros)
31-12-2008 31-12-2007
Part-time (average number)
Union leaders 174 169
Committees and subcommittees 40 20
Full-time
Union leaders 8 7
Committees and subcommittees -

Number of employees participating in


222 196
representation structures

7.19 Other Expenses


The Other Expenses item is broken down as follows:
(euros)
31-12-2008 31-12-2007

Miscellaneous operating costs 4.763.921 263.498


INTF (National Institute for Rail Transport) 3.455.598 2.908.037
Indirect taxes 2.921.124 2.988.221
Indemnities 732.998 13.605
Subscription fees 173.421 144.248
Direct taxes 20.505 99.583
144

Other Expenses 12.067.567 6.417.192

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The value recorded in various Operating costs was due essentially from the agreement signed with
CP to settle the amounts previously subject to disagreement.
The item of indirect taxes refers essentially to stamp tax and duties.

7.20 Other Income


(euros)
31-12-2008 31-12-2007

Compensation indemnities 33.612.872 31.052.430


Parking/use of complem. facilit./leasing of commercial space 3.135.723 1.991.119
Miscellaneous licenses/tenders 2.786.864 3.904.069
Sale/assignment of electricity and water 2.432.175 619.952
Other income 2.148.324 563.034
Telecommunications 1.720.213 1.572.908
Assignment of materials and personnel 1.592.945 1.572.753
Miscellaneous sales 1.001.128 545.728
Miscellaneous advertising 485.814 27.720
Contract specifications 198.481 227.972
Home conservation fund 198.125 196.659
Equipment rental 105.962 88.098
Nursery schools, cafeterias and bar 16.358 13.088
Technical assistance studies and projects 0 68.508
Training subsidies 0 41.266
Other Operating Revenue 49.434.983 42.485.303

In 2008, the company received 33,612,872 euros to settle accounts (RCM 165/2008), that is,
compensation indemnities received from the state.

7.21 Financial Losses and Gains

Interest paid referred to debt securities, medium and long term bank loans, short-term credit
lines, hedging operations (paying leg and premiums paid for swaps) and treasury applications of
companies affiliated to REFER. Managing treasury surpluses within the REFER group complies with
the principle of full competition, without applying the Transfer Price System (this management
policy began in March 2007). On December 31, the following amounts were recorded as
applications: REFER Telecom – 13,450,000 euros, INVESFER – 2,025,000 euros and FERBRITAS –
1,250,000 euros.
Interest earned refers to interest arising from hedging operations (receiving leg and premiums
received from swaps) and interest earned in financial applications.
The Other financial gains item includes 26,875 euros referring to the reversion of the loss by
impairment of the shareholding in Metro Mondego (see note 7.6.).
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7.22 Losses and Gains in Branch Companies and Associated Companies


(euros)
31-12-2008 31-12-2007

Losses in branch companies -65.348 -1.152.309


Gains in branch companies 5.847.540 5.510.238
5.782.191 4.357.929

Losses in associated companies -13.567 -2.374


-13.567 -2.374

Gains/Losses in Branch and Associated Companies 5.768.624 4.355.555

Losses in Branch Companies refer to applying the asset equivalence method to the company
CPCOM, whereas the gains originated from applying the asset equivalence to the shareholdings in
Ferbritas, REFER Telecom and Invesfer.
The loss in the RAVE shareholding justifies the amount entered in the item of losses in associated
companies.
The gain arising from applying the asset equivalence in the shareholding of REFER TELECOM includes
1,000,000 euros referring to the payment of dividends.

7.23 Income Tax for the Year


7.23.1 Deferred Tax Assets and Liabilities
REFER did not recognise deferred tax assets or liabilities in the financial statements.
As for deferred tax assets, since there are fiscal losses to be applied, in the total value of 942,056,715
euros, due to the current economic setting and the budgets for the upcoming years, the company
does not expect to obtain fiscal profits in the future enabling it to recover the temporary asset
differences.
(euros)
Year Amount

2002 118.234.573
2003 110.760.838
2004 141.468.983
2005 157.556.515
2006 191.696.681
2007 222.339.125
942.056.715

There were no situations originating deferred tax liabilities.


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7.23.2 Income Tax for the Year


The income tax for the year, recognised in the profit and loss account, is shown below:
(euros)
31-12-2008 31-12-2007

Current taxes in the year 235.392 89.356

235.392 89.356

8. STATEMENT OF INTERNAL WORKS PERFORMED FOR LONG DURATION INFRASTRUCTURE INVESTMENT ACTIVITIES
(euros)
Item 2008 2007

Long Duration Infrastructure Investment Activity


Consumption 347.092 87.083
Materials for investment 11.281.800 6.348.174
Equipment 42.415 46.267
Labour 1.453.401 1.279.159
Overhead expenses 31.500.636 33.665.475
Total Long Duration Infrastructure Investment Activity 44.625.343 41.426.159

Works for the company are recorded as a counterpart to the respective expenses item.
The variation in investment materials may be justified by the higher investment, particularly in the
following projects: Alcácer Alternative Route, Link to the Port of Aveiro and the North Line.

9. INVESTMENT COMMITMENTS
The estimated value of investments to be made on Long Duration Infrastructures (LDI) for the public
railway domain and other investments that are not part of LDI (IEAG – Support and Management
Structures integrating the investments of operation, studies and other fixed assets) necessary for
developing the forecast activities reached 549 million euros.
Of the total investment planed, 96% (€ 528 million) corresponds to investments on LDI; the remaining
4% (€ 21 million) correspond to investments on IEAG.
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( thousand euros)
Programs/Projects Forecast 2009

Investment in LDI
Enrolled in the CAIDEP 117
Integration of the country's major corridors in the trans-European
51
Transport Network

Development of urban accesses 33

Intermodal coordination 33

Not enrolled under the CAIDEP 411

Total Investment in LDI 528

Total Investment in IEAG (support and manag. structures) 21

Total REFER Investment 549

Investment Commitment
Note: investment at technical costs

10. GUARANTEES
On December 31, loans which benefitted from state guarantee amounted to 2,471,972,355
(compared with 2,511,222,280 in 2007), namely EIB loans (except REFER V loan), Schuldshein loans
and Erurobond 06/26.
Total bank guarantees received from Suppliers was of about 243,412,747 euros (compared with
239,857,883 euros in 2007).
The company had bank guarantees received from Clients/Debtors in the amount of 3,405,851 euros
(compared with 2,930,976 euros in 2007). These guarantees were used to guarantee proper and full
compliance with the concession contract in favour of REFER.
On 31 December 2008, REFER had assumed responsibility for guarantees given to courts in the
amount of 401,057 euros (compared with 375,332 in 2007) and other guarantees of 2,741,092 euros
(compared with 2,731,333 in 2007).
As the majority shareholder of Ferbritas, REFER signed a comfort letter in favour of Banco Millennium
covering Medium and Long Term Financing up to the amounts of 2,033,865 euros.
Also, as the majority shareholder of Invesfer, REFER is responsible for the letter of comfort signed in
favour of BPI covering short term credit up the amount of 249,399 euros.

11. CONTINGENCIES
Lawsuits
At the end of 2008, the legal proceedings in progress, referring to expropriations, reached a value of
4,879,201 euros (compared with 4,884,487 in 2007). This amount does not have an impact on the
balance sheet.
148

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In this case, deposits are made in the name of the court where the lawsuit is in progress. These
deposits are equivalent to the arbitrated amount and are safeguarded at the bank Caixa Geral de
Depósitos. Moreover, settling these proceedings does not imply a cost to the company but rather an
investment in railway infrastructures. Besides these proceedings, there are also others related with
accidents at infrastructures managed by the company, damages caused to third-party properties,
but for which the company is at fault, and some processes in progress in the Labour Court covered
by a provision.
At the start of 2008, REFER became aware of a lawsuit against it filed by the consortium Teixeira
Duarte/EPOS consequent to REFER’s termination of the Rossio Tunnel Rehabilitation Contract. REFER
terminated the contract in October 2006 based on contractual non-compliance regarding
technical aspects and the completion deadline.
On the date on which this annex was written, there are no relevant additional conclusions or
information about this process which may influence the accounts presented herein.

12. BALANCES/TRANSACTIONS WITH RELATED PARTIES


Related parties are regarded as entities with which REFER maintains a relation of control or influence.
However, there are other related entities to be disclosed such as members of the Board of Directors
and company Directors, as well as entities with which REFER maintains commercial relations and that
are controlled by the same shareholder (the state).

12.1 Remuneration to Members of the Governing Bodies


Information referred to by Council of Ministers Resolution no. 155/2005 of 8 September 2005:
(euros)
31-12-2008 31-12-2007

Employer Employer Deduct. Employer Employer Deduct.


Social Security Accessory Accessory
Board of Directors Position Main Remuneration Deductions for for the CGA (civ. Main Remuneration Deductions for for the CGA (civ.
Regime Remuneration Remuneration
Social Security serv. pens. fund) Social Security serv. pens. fund)

Luís Filipe Melo e Sousa Pardal Chairman Normal regime 68.223 30.084 18.607 68.223 30.084 18.607 -
Alfredo Vicente Pereira Vice-Chairman Normal regime 64.640 26.312 17.756 64.640 26.471 17.756 2.596
Romeu Costa Reis Member CGA (pens. fund) 60.546 25.259 - 4.617 60.546 25.337 - -
Alberto José Engenheiro Castanho Ribeiro Member Normal regime 60.546 25.259 16.784 - 60.546 25.647 16.784 2.671
Carlos Alberto João Fernandes Member CGA (pens. fund) 60.546 25.259 - 2.528 60.546 25.647 -
Paid Remuneration 314.501 132.173 53.147 7.145 314.501 133.187 53.147 5.267

Accessory remunerations to the Board of Directors include the subsidy for accumulating positions as
stipulated in Council of Ministers Resolution no. 29/89 of August 26, no. 17.
The Audit Committee was remunerated as follows:
(euros)
31-12-2008 31-12-2007

Employer Employer
Monthly Total Monthly Total
Deduct. for Deduct. for
Amount Amount Amount Amount
Soc. Sec. Soc. Sec.
Hilário Manuel Marcelino Teixeira 951 11.406 2.709 951 11.406 2.709
Salgueiro, Castanheira & Associados, SROC 3.604 10.812 - 4.361 52.330 -
Barbas,Martins,Mendonça & Associados, SROC 4.773 57.270 - - -
9.327 79.488 2.709 5.312 63.736 2.709

The amounts shown as being paid to Barbas, Martins, Mendonça & Associados – SROC and to
Salgueiro, Castanheira & Associados, SROC (firms of chartered accountants) are remunerations for
149

specialised work.

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12.2 Summary of related entities

Relation

Branch Companies

Invesfer REFER holds a 99.997% shareholding


Ferbritas REFER holds a 98.43% shareholding
CP Com REFER holds a 80% shareholding
Refer Telecom REFER holds a 100% shareholding

Associated Companies

RAVE REFER holds a 40% shareholding


GIL REFER holds a 32.98% shareholding

Others

CP Control Relation - State

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12.3 Balances and transactions with Branch companies


(euros)
31-12-2008 31-12-2007

Receivable balances

Invesfer 11.912.079 3.304.115


Ferbritas 998.477 27.581
CP Com 827.790 2.892.845
Refer Telecom 103.823 1.385.088
13.842.169 7.609.629

Payable Balances

Invesfer 4.224.305 647.864


Ferbritas 11.044.520 8.444.977
CP Com 61.065 149.313
Refer Telecom 19.367.123 17.070.918
34.697.013 26.313.072

Purchased Services

Invesfer 32.131.354 1.134.280


Ferbritas 13.462.550 11.185.000
Refer Telecom 13.998.789 12.950.027
59.592.693 25.269.307

Rendered Services

Invesfer 55.892 238.148


Ferbritas 74.220 92.183
CP Com 2.357.358 2.892.845
Refer Telecom 1.899.019 1.199.925
4.386.488 4.423.101

Financial Costs

Invesfer 51.730 -
Ferbritas 55.080 -
Refer Telecom 321.214 180.467
428.024 180.467

Related Parties - Branch Companies


151

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12.4 Balances and transactions with Associated companies


(euros)
31-12-2008 31-12-2007

Receivable balances 533.386 1.264.765


RAVE 485.488 1.264.765
GIL 47.899 0

Payable balances 621.710 6.690.240


RAVE 0 6.690.240
GIL 621.710 0

Purchased services 0 2.725


RAVE 0 2.725

Rendered services 1.469.759 190.706


RAVE 1.469.759 190.706

Financial costs 55.964 198.824


RAVE 55.964 198.824

Related Parties - Associated Companies

The most relevant transactions with RAVE, and included above, refer essentially to the assignment of
personnel by REFER.
Financial expenses include interest on applications of treasury surpluses.
As for GIL, the amount of 621,710 euros refers to the distribution of costs from common spaces and
services at the Oriente Station in the 2nd half of 2008.

152

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12.5 Balances and transactions with CP


(euros)
31-12-2008 31-12-2007

Receivable balances

CP - Caminhos de Ferro, E.P. 41.139.956 54.088.857


41.139.956 54.088.857

Payable balances

CP - Caminhos de Ferro, E.P. 4.140.516 5.646.005


4.140.516 5.646.005

Purchased services

CP - Caminhos de Ferro, E.P. 11.125.627 73.707


11.125.627 73.707

Rendered services

CP - Caminhos de Ferro, E.P. 69.553.903 64.624.033


69.553.903 64.624.033

The amount for rendering services arose essentially from values charged for essential services
rendered to various CP business units.

13. IMPACT OF ADOPTING/APPLYING THE IFRS


Note that, given the specific nature of activities carried out by REFER, EPE, and the operation model
that it was assigned, a significant part of the investment on long duration infrastructure assets on
behalf of the state are not recognised as tangible assets in the balance sheet of REFER, EPE, and are
recorded as part of the balance sheet items classified as "Long Duration Infrastructure Investment
Activities." These assets, mostly railway infrastructures, were not subject to any adjustment in the
transition.

As for assets not assigned to investments on long duration infrastructures, the criteria of recognition,
valuation and depreciation applied in the previous accounting standards are comparable to those
of the historic cost model in the IFRS, and thus they were not adjusted.
153

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14. EVENTS AFTER THE BALANCE


BALANCE SHEET DATE

In 2008, the accounts included 33,612,872 euros in compensation indemnities paid by the state
through Council of Ministers Resolution 165/2008, of October 27, to Settle the accounts, within the
terms of applicable EU provisions (EEC Regulations 1192/69, of the Council, of June 26, and 1107/70,
of the Council, of June 4), in accordance with paragraph f), no. 5 of the said Resolution.
Taking into account the legislative alteration in 2008 applicable to VAT taxes on subsidies, according
to which no. 7 of article 16 of the VAT Code was eliminated, REFER has submitted binding fiscal
information in accordance with article 68 of the General Taxation Law, to exempt compensatory
state indemnities from VAT, effective as of 2008. If the said opinion is favourable for REFER, the VAT
amount to be recovered from 2008 will be of 6,722,574.26 euros.

At the beginning of January 2009, REFER obtained two loans from EIB in a total amount of
200,000,000 euros to finance investments in the Northern Line, both maturing in 2026.
In February, REFER issued a Eurobond in the amount of 500,000,000 at a fixed rate of 5.875%
maturing in 2019 under recent established Euro Medium Term Notes Program.
These new loans benefitedfrom state guarantees and were assigned to Long Duration Infrastructure
Investment Activities (LDI).

At the end of January, the company fully reimbursed the Logo Securities “A2 Loan” in the amount of
250,000,000 euros.

154

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155

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15.
ANNEX I – CONTRACTS NOT AWARDED UNDER MARKET CONDITIONS
CONDITIONS (DIRECT AWARD)
(Annex referred to in the chapter “Corporate Governance – Information on Other Transactions)

Data
Nº do Valor do Valor do
Objecto Fornecedor Assinatura Tipo contrato
Contrato contrato (€)
( ) Adicional (€)
( )
Contrato
2791 Acompanhamento Técnico LNEC-Laborat. Nac. Engenharia Civil 10-Jan-2008 142.800,00 Prestações Serviços
Instalações fixas e de tracção FERBRITAS-Empreend. Ind.Comércio
4075 11-Jan-2008 294.662,40 Prestações Serviços
eléctrica SA
Controle de Terrapl. - Variante Geocontrole -Gab Geotecnia
2606 22-Jan-2008 290.887,62 Prestações Serviços
Est./Km Topograf
1.º Adicional ao contrato 02/05-
4018 Dimetronic, SA 25-Jan-2008 479.188,40 Empreitada
CA/CCO
2.º Adicional ao contrato 02/05-
4130 Dimetronic, SA 25-Jan-2008 847.776,25 Empreitada
CA/CCO
GPA-Gestão e Promoção de Obras,
S.A.
4.º Termo Adicional ao CT 10/04 CA-
4008 IntecsaII-Engenheiros Associados SA 30-Jan-2008 136.949,75 Empreitada
LN
TPF Planege - Consultores Eng
Gestão, SA
Assistência Técnica a Passagens de
4284 EFACEC - Sistemas de Electronica SA 31-Jan-2008 176.896,42 Prestações Serviços
Nível
BRISA Engenharia e Gestão, SA
9º Aditamento ao contrato nº 49/94- Ws Atkins(Portugal)Consultores
4299 11-Fev-2008 4.048.378,34 Empreitada
SEC Projectistas Internacionais, Lda
DHV, S.A.
4346 Videovigilância Refer Telecom Serv Telecomunic SA 19-Fev-2008 196.867,58 Prestações Serviços
FERBRITAS-Empreend. Ind.Comércio
4101 Prestação de Serviços 26-Fev-2008 152.080,00 Prestações Serviços
SA
Fornecimento de Consumiveis
4272 TENIDIL, Lda. 27-Fev-2008 181.957,72 Prestações Serviços
Informáticos
9.º T. Adicional ao CT n.º 16/03 CA- SOMAGUE Engenharia SA
4286 4-Mar-2008 1.056.174,65 Empreitada
LN Neopul - Soc Estudos Construções SA
Prest. Serviços Complementares FERBRITAS-Empreend. Ind.Comércio
4415 5-Mar-2008 196.282,40 Prestações Serviços
Ferbritas SA
Rádio Solo-comboio_Integração
4350 NEC Portugal-Telecom. e Sistemas,SA 20-Mar-2008 127.034,15 Prestações Serviços
CCO Porto
Reparações Gerais Estação do
4398 Construções Dias e Serrano, Lda. 26-Mar-2008 163.919,00 Prestações Serviços
Rossio
L. Norte-Sin. e Telec. de Cacia e
2870 Dimetronic SA 27-Mar-2008 3.455.261,46 Empreitada
P.A.
Ligação Desniv.-L. Cascais à
4377 Gapres - Gabinete Proj Eng Ser SA 28-Mar-2008 350.000,00 Prestações Serviços
L.Cintura
E.Prévio e Ambientais Troço FERBRITAS-Empreend. Ind.Comércio
3927 4-Abr-2008 373.347,24 Prestações Serviços
Évora/Év.AV SA
3597 Reconversão do SIP da L Sintra THALES Security Solutions & 11-Abr-2008 482.735,79 Prestações Serviços
RCT+TP - Empreitada Zona
3140 Dimetronic, SA 11-Abr-2008 9.349.259,94 Empreitada
Suburbana Porto
Assessoria para acompanhamento GEG-Gab Estruturas e Geotecnia,
4344 17-Abr-2008 389.786,40 Prestações Serviços
obra Lda
Sinalização da Estação de São
3842 Dimetronic SA 17-Abr-2008 1.580.611,18 Empreitada
Bento
Plataforma Log. Elvas - Proposta
4622 A. T. Kearney 22-Abr-2008 247.500,00 Prestações Serviços
colab.
THALES Security Solutions & Services,
4174 Regularização trabalhos sinalização SA 28-Abr-2008 317.723,06 Empreitada
THALES RAIL SIGNALLING SOLUTIONS
CPTP Comp. Portuguesa de Trabalhos
4587 1º Termo Adicional ao CT 1889 Portuários e Construções, SA 28-Abr-2008 701.766,55 Empreitada
Ferrovias e Construções, S.A.
Manutenção de Passagens de Nivel
4118 EFACEC - Sistemas de Electronica SA 29-Abr-2008 1.613.028,02 Prestações Serviços
Automat
SCHMITT-Contrato único de
4439 Schmitt - Elevadores Lda 30-Abr-2008 260.631,40 Prestações Serviços
elevadores
4454 OTIS-Contrato único de elevadores Otis Elevadores, Lda 1-Mai-2008 254.666,83 Prestações Serviços
THYSSENKRUP-Contrato único de
4447 Thyssen Elevatec (Elev Tecnolog) SA 1-Mai-2008 738.750,60 Prestações Serviços
elevadores
LN-Sist. de Protecção contra as
4105 GIBB Portugal Strategic Alliance 5-Mai-2008 147.630,00 Prestações Serviços
cheias
Proj. Exec. Obras Arte Chelas/B.
4103 GIBB Portugal Strategic Alliance 6-Mai-2008 357.925,42 Prestações Serviços
Prata
4.º Termo Adicional ao CT 26/04 CA- Gapres - Gabinete Proj Eng Ser SA
4599 12-Mai-2008 126.048,42 Prestações Serviços
156

LN IntecsaII-Engenheiros Associados SA

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Data
Nº do Valor do Valor do
Objecto Fornecedor Assinatura Tipo contrato
Contrato contrato (€)
( ) Adicional (€)
( )
Contrato
Transporte de 40.000 Trav VAXLU 41
4855 Satepor-Indústria de Travessas de 16-Mai-2008 300.000,00 Prestações Serviços
NG
4453 1º ADICIONAL AO CONTRATO 1481 Ferrovial Agroman SA 16-Mai-2008 169.588,43 Empreitada
Plano de Contingência para Túnel
4429 THALES Security Solutions & 5-Jun-2008 264.509,88 Prestações Serviços
Rossio
Fiscaliz Empreitadas Consulgal-Consult Engenh Gestão,
3719 1-Jul-2008 203.086,32 Prestações Serviços
HE474,477,478, 479 SA
4747 Assessoria/Fiscalização - T. Rossio DHV, S.A. 3-Jul-2008 283.840,46 Prestações Serviços
INVESFER-Requalific.Estação de
5573 INVESFER-Prom.Com.Terr.Edifícios SA 4-Jul-2008 311.138,10 Prestações Serviços
Estremoz
L.Norte/Vouga-Contrato
4406 Chaves & Silva Lda 10-Jul-2008 158.797,25 Prestações Serviços
Manut.Const.Civil
Reparação/Remodelação Edifício
4364 Construções Dias e Serrano, Lda. 15-Jul-2008 476.638,35 Empreitada
n.º 73
5335 Protocolo Refer/CM Baião Município de Baião 19-Jul-2008 900.000,00 Empreitada
CMErmesinde-Contrato Man.
4716 Nortejuvil-Sociedade de Construções 21-Jul-2008 130.707,00 Prestações Serviços
Instal.Elect
Readaptação CONVEL Estação
4524 Bombardier Transportation Portugal, 21-Jul-2008 136.549,64 Empreitada
Setubal
4717 CM Ermesinde-Contrato Man C Civil António Soares Ferreira Lda 21-Jul-2008 185.727,94 Prestações Serviços

5098 FERNAVE Fernave -Form Tec P.A.E Portos SA 21-Jul-2008 240.000,00 Prestações Serviços
LESTE–ABRANTES/ELVAS-SUBSTITUIÇÃO
4773 Neopul - Soc Estudos Construções SA 21-Jul-2008 255.281,00 Prestações Serviços
TM/TM
Substituição solução
4850 Refer Telecom Serv Telecomunic SA 21-Jul-2008 396.000,00 Prestações Serviços
armazenamento dados
AD Trab a Mais proc_eContratos Fergrupo, Construções e Técnicas
5033 21-Jul-2008 134.517,50 Empreitada
nº3077 Ferroviárias, S.A.
Estudo prévio Arquitectura-
4966 PROJECTORIO, Arq. Consultores, Lda. 24-Jul-2008 126.700,69 Prestações Serviços
Entrecampos
FERBRITAS-Empreend. Ind.Comércio
4968 Definição do Masterplan 24-Jul-2008 206.000,00 Prestações Serviços
SA
1897 Sistema de Observação Estrutural LNEC-Laborat. Nac. Engenharia Civil 30-Jul-2008 225.000,00 Prestações Serviços
Empreitada Sinalização - Estação
4302 Dimetronic SA 31-Jul-2008 1.449.789,03 Empreitada
Setúbal
Edifer - Construções Pires Coelho
5198 Trab Mais - 1º Adicional CT n. 1477 - 6-Ago-2008 303.885,63 Empreitada
Fernandes, S.A.
6º ADICIONAL AO CONTRATO 11/05 Mota - Engil, Engenhar e Construção,
5190 6-Ago-2008 333.098,18 Empreitada
CA LN S.A.
Barcarena/Cacém Prest Serviços- FERBRITAS-Empreend. Ind.Comércio
4768 13-Ago-2008 397.620,00 Prestações Serviços
Ferbritas SA
Prestação Serviços Assistência FERBRITAS-Empreend. Ind.Comércio
4260 14-Ago-2008 148.000,00 Prestações Serviços
Técnica SA
FERBRITAS-Empreend. Ind.Comércio
4562 Prestação de serviços 22-Ago-2008 398.288,00 Prestações Serviços
SA
Consult. Avaliação do Risco PN -
5258 Integração e Inovação - Consultores 25-Ago-2008 191.000,00 Prestações Serviços
Fase 2
5328 Dynargie - Gestão Dinérgica DYNARGIE-Dynargie Portugal, Consut 26-Ago-2008 238.560,00 Prestações Serviços
Remodelação Videovigilância L
4959 THALES Security Solutions & 4-Set-2008 1.121.656,68 Prestações Serviços
Sintra
Revisão Projectos Túneis e Pontes - FERBRITAS-Empreend. Ind.Comércio
5050 11-Set-2008 322.676,00 Prestações Serviços
FB SA
Beira Alta–Trabalhos Manutenção
4851 Somafel - Eng.Obras Ferroviárias SA 22-Set-2008 305.833,40 Prestações Serviços
de Via
3866 Remodelação SIP Santa Apolónia THALES Security Solutions & 23-Set-2008 302.664,03 Prestações Serviços
CPTP - Companhia Portuguesa de
Trabalhos Portuários e Construções,
5341 3.º T. Adicional ao Contrato 1889 24-Set-2008 135.045,43 Empreitada
S.A.
Ferrovias e Contruções, S.A.
4939 Gestão de Segurança BRISA Engenharia e Gestão, SA 26-Set-2008 381.318,77 Prestações Serviços
THALES Security Solutions & services,
5467 1º Adicional ao Ctr 1467/CA/CM SA 30-Set-2008 1.007.765,82 Prestações Serviços

SOMAGUE Engenharia SA
5536 2º Adicional ao Contrato Nº1425 2-Out-2008 264.967,60 Empreitada
Neopul - Soc Estudos Construções SA
OPWAY - Engenharia, SA
9º ADICIONAL AO CONTRATO
4635 DRAGADOS, S.A. 7-Out-2008 2.281.821,77 Empreitada
19/03CA-PLN
TECSA - Empresa Construtora, S.A.
Fiscalização da SST de
4694 AFAPLAN-Plan. Gestão Projectos,SA 14-Out-2008 182.525,00 Prestações Serviços
Fatela/Penamacor
4545 Nivelamentos em Pontes II GEÓIDE-Empresa de Serviços 15-Out-2008 143.819,60 Prestações Serviços
157

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Data
Nº do Valor do Valor do
Objecto Fornecedor Assinatura Tipo contrato
Contrato contrato (€)
( ) Adicional (€)
( )
Contrato
4491 Reformulação TE ST Alfarelos EFACEC Engenharia SA 15-Out-2008 248.950,23 Prestações Serviços
OPWAY - Engenharia, S.A.
10 º ADICIONAL AO CONTRATO
5347 DRAGADOS, S.A. 21-Out-2008 869.298,51 Empreitada
19/03CA-PLN
TECSA - Empresa Construtora, S.A.
4077 Loc 4700-Verif Comp Infraest Movares Nederland BV 23-Out-2008 178.500,00 Prestações Serviços
3347 Convel do Terminal de Cacia Bombardier Transportation Portugal, 27-Out-2008 129.953,31 Empreitada
Execução do suporte primário-T. Tecnasol FGE, Fundações e
5083 28-Out-2008 547.892,38 Empreitada
Rossio Geotécnia, S.A.
4494 Reformulação TE Ramal Alfarelos EFACEC Engenharia SA 5-Nov-2008 207.500,60 Prestações Serviços
GJE-PSTT 225+333 e PITL 225+535- FERBRITAS-Empreend. Ind.Comércio
5184 7-Nov-2008 247.622,17 Prestações Serviços
Fase 3 SA
Prestação Serviços de Higiene e Iberlim-Sociedade Técnica de
5482 10-Nov-2008 182.835,00 Prestações Serviços
Limpeza Limpezas, S.A.
FERBRITAS-Empreend. Ind.Comércio
5410 Estudo de Mercado 11-Nov-2008 175.500,00 Prestações Serviços
SA
4960 Convel Barreiro-Pinhal Novo Bombardier Transportation Portugal, 18-Nov-2008 763.074,36 Empreitada
AF537B - Conclusão Fiscal. empr.
2370 Ws Atkins(Portugal)Consultores 20-Nov-2008 318.394,29 Prestações Serviços
ZE492
Projecto de Execução da Estação
5544 GIBB Portugal Strategic Alliance 24-Nov-2008 167.872,93 Prestações Serviços
Marvila
Projecto de Execução da Estação
5545 GIBB Portugal Strategic Alliance 24-Nov-2008 380.188,32 Prestações Serviços
Chelas
OPWAY - Engenharia, SA
EDIFER - Construções Pires Coelho &
4683 1º Adicional ao contrato nº 1422 Fernandes, SA 24-Nov-2008 125.046,40 Empreitada
PROMORAIL - Tecnologias de
Caminhos de Ferro, S.A
INVESFER-Val.Patrimon.Estação de
5683 INVESFER-Prom.Com.Terr.Edifícios SA 28-Nov-2008 557.801,20 Prestações Serviços
Cascais
4961 RCT+TP Barreiro - Pinhal Novo (excl.) THALES Security Solutions & 4-Dez-2008 689.329,84 Empreitada

4983 Prestação de Serviços INVESFER-Prom.Com.Terr.Edifícios SA 9-Dez-2008 269.448,92 Prestações Serviços


OPWAY - Engenharia, S.A.
5618 2º Adicional ao Contrato 2314 9-Dez-2008 763.429,06 Empreitada
Teodoro Gomes Alho, S.A
OPWAY - Engenharia, S.A.
5543 1º Adicional ao Contrato 2314 9-Dez-2008 1.354.514,11 Empreitada
Teodoro Gomes Alho, S.A
INVESFER - Ecopistas do Nordeste
5684 INVESFER-Prom.Com.Terr.Edifícios SA 11-Dez-2008 346.110,00 Prestações Serviços
(PRIEN)
CCOP-3.º Adicional contrato 02/05-
5643 Dimetronic, S.A. 11-Dez-2008 200.110,38 Empreitada
CA/CCO
WS Atkins - Portugal - Consultores e
Projectitas Internacionais, Lda
5527 Extensão da Prestação de Serviços 11-Dez-2008 397.098,43 Empreitada
TPF PLANEGE - Consultores de
Engenharia e Gestão, S.A.
5454 Sica II Gunnebo Portugal, S.A. 19-Dez-2008 159.738,67 Prestações Serviços
SMM-Integração Funcional de FERBRITAS-Empreend. Ind.Comércio
5369 19-Dez-2008 623.899,00 Prestações Serviços
Estações SA
FERBRITAS-Empreend. Ind.Comércio
5372 SMM- Variante Solum 19-Dez-2008 722.009,94 Prestações Serviços
SA
Reformulação do Projecto de FERBRITAS-Empreend. Ind.Comércio
5617 19-Dez-2008 867.810,00 Prestações Serviços
Execução SA
FERBRITAS-Empreend. Ind.Comércio
5629 Reformulação Projecto Execução 19-Dez-2008 1.146.583,00 Prestações Serviços
SA
FERBRITAS-Empreend. Ind.Comércio
5500 SMM - Estudos do PMO Ceira 19-Dez-2008 1.398.199,20 Prestações Serviços
SA
5374 Gestão Activos Fixos - Deloitte Deloitte Consultores, S.A. 22-Dez-2008 307.800,00 Prestações Serviços

4648 Batimetrias em Pontes Lagoa do Ruivo Survey Lda 23-Dez-2008 149.000,00 Prestações Serviços
Inserção da Variante ao Pk 94,000 FERBRITAS-Empreend. Ind.Comércio
3938 23-Dez-2008 234.684,11 Prestações Serviços
LS SA
Proj. Variante Santarém (L.N.)-bloco FERBRITAS-Empreend. Ind.Comércio
5548 24-Dez-2008 1.826.734,70 Prestações Serviços
1 SA
GJE- Castelo Branco / Vale de FERBRITAS-Empreend. Ind.Comércio
5431 30-Dez-2008 545.750,00 Prestações Serviços
Prazeres SA
FERBRITAS-Empreend. Ind.Comércio
5433 GJE - Bombel e Vidigal a Évora 30-Dez-2008 735.000,00 Prestações Serviços
SA
5215 Realização de um novo e'contratos Accenture, Consultores de Gestão, 31-Dez-2008 175.000,00 Prestações Serviços
Emp.Conc. Trab.Const.Civil/Esp.
5477 Mota - Engil, Engenhar e Construção 31-Dez-2008 804.418,44 Empreitada
T.Rossio
5566 3.º Termo Adicional ao CT 1481 Ferrovial Agroman SA 31-Dez-2008 218.487,69 Empreitada
Mota-Engil, Engenharia e
Construção, S.A.
Concl.Trab.C.Cv.+Esp.T.Rossio
5128 Zagope - Construções e Engenharia, 31-Dez-2008 629.095,45 Empreitada
TMais
S.A.
Ferrovias e Construções S.A.
Mota-Engil, Engenharia e
Construção, S.A.
Concl.Trab.C.Cv.+Esp.T.Rossio
5463 Zagope - Construções e Engenharia, 31-Dez-2008 2.033.668,27 Empreitada
158

TMais e Tm
S.A.
Ferrovias e Construções S.A.

Rede Ferroviária Nacional – REFER, E.P.E.


08
Annual Report

ANNEX II – WORKS CONTRACTS EXCEEDED € 125,000


CONTRACTS WHOSE VALUE EXCEEDED
(Annex referred to in the chapter “Corporate Governance – Information on Other Transactions)

Data Assinatura
Nº do Contrato Objecto Tipo procedimento Fornecedor Valor do contrato (€) Valor do Adicional (€)
Contrato

1236 Linha de Cascais - Estação de Cascais Concurso Público Ferrovias e Construções, S.A. 494.997,20 8-Jan-2008
3031 Remodelação da Estação de V.N.de Gaia Concurso Público Obrecol - Obras e Construções SA 1.358.800,00 14-Jan-2008

2883 PD p.k. 14+174 Concurso Público Fergrupo - Const Tecnicas Ferrov SA 1.483.538,12 14-Jan-2008

Concurso Público
4300 Túnel Variante da Trofa Socied.de Const. Soares da Costa SA 7.863.250,00 25-Jan-2008
Internacional
Concurso Público
4301 Túnel Variante da Trofa Spie Batignolles Europe 7.863.250,00 25-Jan-2008
Internacional
4018 1.º Adicional ao contrato 02/05-CA/CCO Ajuste Directo Dimetronic, SA 479.188,40 25-Jan-2008

4130 2.º Adicional ao contrato 02/05-CA/CCO Ajuste Directo Dimetronic, SA 847.776,25 25-Jan-2008

2898 Escadas Rolantes em Ermesinde. Concurso Público Thyssen Elevatec (Elev Tecnolog) SA 1.183.857,37 29-Jan-2008

Lançamento de concurso: empreitada de


"quadruplicação da linha de Sintra entre os PK's Concurso Público
2652 Edifer-Const.Pires Coelho 48.480.048,00 30-Jan-2008
13,750 e 18,250 e remodelação das estações de Internacional
Barcarena e Cacém

GPA-Gestão e Promoção de Obras, S.A.


IntecsaII-Engenheiros Associados SA
4008 4.º Termo Adicional ao CT 10/04 CA-LN Ajuste Directo 136.949,75 30-Jan-2008
TPF Planege - Consultores Eng Gestão,
SA

1667 Emp. Const. PDs na Linha do Oeste Concurso Público Lena Engenharia e Construções, SA 1.680.000,00 8-Fev-2008
BRISA Engenharia e Gestão, SA
Ws Atkins(Portugal)Consultores
4299 9º Aditamento ao contrato nº 49/94-SEC Ajuste Directo 4.048.378,34 11-Fev-2008
Projectistas Internacionais, Lda
DHV, S.A.

2901 Lig. Ferrov. entre Viaduto e o Porto Av. Concurso Público Obrecol - Obras e Construções SA 9.950.000,00 15-Fev-2008

SOMAGUE Engenharia SA
4286 9.º T. Adicional ao CT n.º 16/03 CA-LN Ajuste Directo 1.056.174,65 4-Mar-2008
Neopul - Soc Estudos Construções SA

2118 Arranjos Exteriores do CCO de Lisboa Concurso Público EDIVISA Empresa de Construções SA 383.001,02 19-Mar-2008

3146 LTUA km46,7 /54,1-Balastragem Concurso Público Fergrupo - Const Tecnicas Ferrov SA 1.349.995,15 27-Mar-2008

2870 L. Norte-Sin. e Telec. de Cacia e P.A. Ajuste Directo Dimetronic SA 3.455.261,46 27-Mar-2008
Concurso Público
3244 Empreitada HE470 L.Alentejo B. Mar-P.Nov Construtora Abrantina, Sa 18.945.000,00 27-Mar-2008
Internacional
1743 LNorte - ST3.3 -PSR Km 307+832 e 309+623 Concurso Público Obrecol - Obras e Construções SA 2.768.000,00 28-Mar-2008

3140 RCT+TP - Empreitada Zona Suburbana Porto Ajuste Directo Dimetronic, SA 9.349.259,94 11-Abr-2008

3842 Sinalização da Estação de São Bento Ajuste Directo Dimetronic SA 1.580.611,18 17-Abr-2008

THALES Security Solutions & Services,


SA
4174 Regularização trabalhos sinalização Ajuste Directo 317.723,06 28-Abr-2008
THALES RAIL SIGNALLING
SOLUTIONS

CPTP Comp. Portuguesa de Trabalhos


4587 1º Termo Adicional ao CT 1889 Ajuste Directo Portuários e Construções, SA 701.766,55 28-Abr-2008
Ferrovias e Construções, S.A.

Concurso Público
3646 GE 428-Remodelação da Estação de Setúbal Monte Adriano - Eng Construção, SA 8.686.653,63 16-Mai-2008
Internacional
4453 1º ADICIONAL AO CONTRATO 1481 Ajuste Directo Ferrovial Agroman SA 169.588,43 16-Mai-2008

2900 Subestação de Tracção Fatela/Penamacor Concurso Público Siemens,S.A. 3.870.000,00 28-Mai-2008

3680 Leste-Reab.via entre kms 189,700/192,000 Concurso Público Promorail - Tecnologias de 2.129.383,76 12-Jun-2008

3588 Linha Minho-Supressão PN´s Norte Viana Concurso Público Obrecol - Obras e Construções SA 2.041.800,07 18-Jun-2008

2564 Substituição de Pontões na L. do Norte Concurso Público CONDURIL, SA 1.160.000,00 24-Jun-2008

1593 Norte-Km 152,670 a 153,470-Estab.aterros Concurso Público Fergrupo - Const Tecnicas Ferrov SA 417.646,90 27-Jun-2008

4364 Reparação/Remodelação Edifício n.º 73 Ajuste Directo Construções Dias e Serrano, Lda. 476.638,35 15-Jul-2008

2446 Reparação de Encontros em Pontes L. VN Concurso Público H TECNIC-Construções, Lda 335.765,00 17-Jul-2008 159

Rede Ferroviária Nacional – REFER, E.P.E.


08
Annual Report

Data Assinatura
Nº do Contrato Objecto Tipo procedimento Fornecedor Valor do contrato (€) Valor do Adicional (€)
Contrato

5335 Protocolo Refer/CM Baião Ajuste Directo Município de Baião 900.000,00 19-Jul-2008

4524 Readaptação CONVEL Estação Setubal Ajuste Directo Bombardier Transportation Portugal, 136.549,64 21-Jul-2008

Fergrupo, Construções e Técnicas


5033 AD Trab a Mais proc_eContratos nº3077 Ajuste Directo 134.517,50 21-Jul-2008
Ferroviárias, S.A.
4302 Empreitada Sinalização - Estação Setúbal Ajuste Directo Dimetronic SA 1.449.789,03 31-Jul-2008
5212 1º adicional ao contrato n. º 1425 SOMAGUE Engenharia SA 216.657,37 6-Ago-2008
Neopul - Soc Estudos Construções SA

Edifer - Construções Pires Coelho


5198 Trab Mais - 1º Adicional CT n. 1477 - Ajuste Directo 303.885,63 6-Ago-2008
Fernandes, S.A.
Mota - Engil, Engenhar e Construção,
5190 6º ADICIONAL AO CONTRATO 11/05 CA LN Ajuste Directo 333.098,18 6-Ago-2008
S.A.
Concurso Público
3124 HE 478 P.I. Pk 11+929 e 12+858 L. Alente Promorail - Tecnologias de 1.436.441,00 9-Set-2008
Internacional
4526 PASSAGEM SUPERIOR DE PEÕES AO KM Concurso Público Fergrupo - Const Tecnicas Ferrov SA 1.044.885,94 11-Set-2008
30+226

CPTP - Companhia Portuguesa de


5341 3.º T. Adicional ao Contrato 1889 Ajuste Directo Trabalhos Portuários e Construções, S.A. 135.045,43 24-Set-2008
Ferrovias e Contruções, S.A.

4290 PIR ao Km 79+410 - Darque/Seca Concurso Público Obrecol - Obras e Construções SA 448.000,00 26-Set-2008

SOMAGUE Engenharia SA
5536 2º Adicional ao Contrato Nº1425 Ajuste Directo 264.967,60 2-Out-2008
Neopul - Soc Estudos Construções SA

OPWAY - Engenharia, SA
4635 9º ADICIONAL AO CONTRATO 19/03CA-PLN Ajuste Directo DRAGADOS, S.A. 2.281.821,77 7-Out-2008
TECSA - Empresa Construtora, S.A.
OPWAY - Engenharia, S.A.
5347 10 º ADICIONAL AO CONTRATO 19/03CA-PLN Ajuste Directo DRAGADOS, S.A. 869.298,51 21-Out-2008
TECSA - Empresa Construtora, S.A.
3347 Convel do Terminal de Cacia Ajuste Directo Bombardier Transportation Portugal, 129.953,31 27-Out-2008
4050 Linha Minho-Supressão PN´s Sul Viana Concurso Público Aurélio Martins Sobreiro & F.ºs, SA 2.364.791,80 27-Out-2008
Tecnasol FGE, Fundações e Geotécnia,
5083 Execução do suporte primário-T. Rossio Ajuste Directo 547.892,38 28-Out-2008
S.A.

4615 Reforço da Fase 1 da PIR na EP CB Concurso Público Fergrupo - Const Tecnicas Ferrov SA 346.721,40 13-Nov-2008

5408 Benef. Passeios em Pontes, LBB - Lote 1 Concurso Público MTR - Gestão Consultadoria Comércio 188.033,89 18-Nov-2008

5409 Benef. Passeios em Pontes, LBB - Lote 2 Concurso Público MTR - Gestão Consultadoria Comércio 188.033,89 18-Nov-2008

4960 Convel Barreiro-Pinhal Novo Ajuste Directo Bombardier Transportation Portugal, 763.074,36 18-Nov-2008

4753 Automatização de 52 PN Linha do Vouga Concurso Público ALSTOM Portugal, S.A. 3.740.233,21 23-Nov-2008

OPWAY - Engenharia, SA
EDIFER - Construções Pires Coelho &
4683 1º Adicional ao contrato nº 1422 Ajuste Directo Fernandes, SA 125.046,40 24-Nov-2008
PROMORAIL - Tecnologias de Caminhos
de Ferro, S.A
4961 RCT+TP Barreiro - Pinhal Novo (excl.) Ajuste Directo THALES Security Solutions & 689.329,84 4-Dez-2008
OPWAY - Engenharia, S.A.
5618 2º Adicional ao Contrato 2314 Ajuste Directo 763.429,06 9-Dez-2008
Teodoro Gomes Alho, S.A
OPWAY - Engenharia, S.A.
5543 1º Adicional ao Contrato 2314 Ajuste Directo 1.354.514,11 9-Dez-2008
Teodoro Gomes Alho, S.A
5643 CCOP-3.º Adicional contrato 02/05-CA/CCO Ajuste Directo Dimetronic, S.A. 200.110,38 11-Dez-2008
WS Atkins - Portugal - Consultores e
Projectitas Internacionais, Lda
5527 Extensão da Prestação de Serviços Ajuste Directo 397.098,43 11-Dez-2008
TPF PLANEGE - Consultores de
Engenharia e Gestão, S.A.
5477 Emp.Conc. Trab.Const.Civil/Esp. T.Rossio Ajuste Directo Mota - Engil, Engenhar e Construção 804.418,44 31-Dez-2008

5566 3.º Termo Adicional ao CT 1481 Ajuste Directo Ferrovial Agroman SA 218.487,69 31-Dez-2008

Mota-Engil, Engenharia e Construção,


S.A.
5128 Concl.Trab.C.Cv.+Esp.T.Rossio TMais Ajuste Directo 629.095,45 31-Dez-2008
Zagope - Construções e Engenharia, S.A.
Ferrovias e Construções S.A.

Mota-Engil, Engenharia e Construção,


S.A.
5463 Concl.Trab.C.Cv.+Esp.T.Rossio TMais e Tm Ajuste Directo 2.033.668,27 31-Dez-2008
Zagope - Construções e Engenharia, S.A.
Ferrovias e Construções S.A.

160

Rede Ferroviária Nacional – REFER, E.P.E.


08
Annual Report

EXCEEDING € 125,000
ANNEX III – RENDERED SERVICES OF A VALUE EXCEEDING
(Annex referred to in the chapter “Corporate Governance – Information on Other Transactions)

Data Assinatura
Nº Processo Proposta Tipo procedimento Fornecedor Valor do contrato (€) Valor do Adicional (€)
Contrato

2791 Acompanhamento Técnico Ajuste Directo LNEC-Laborat. Nac. Engenharia Civil 142.800,00 10-Jan-2008

4075 Instalações fixas e de tracção eléctrica Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 294.662,40 11-Jan-2008

2606 Controle de Terrapl. - Variante Est./Km Ajuste Directo Geocontrole -Gab Geotecnia Topograf 290.887,62 22-Jan-2008

4085 Prest. Serv. Fisc. Trab. Const. Lig. PA Concurso Limitado DHV, S.A. 2.224.786,00 30-Jan-2008

4284 Assistência Técnica a Passagens de Nível Ajuste Directo EFACEC - Sistemas de Electronica SA 176.896,42 31-Jan-2008

4346 Videovigilância Ajuste Directo Refer Telecom Serv Telecomunic SA 196.867,58 19-Fev-2008

2864 Fiscalização da Empreit. do Túnel Trofa Concurso Público Internacional DHV TECNOPOR 1.202.500,91 21-Fev-2008

4101 Prestação de Serviços Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 152.080,00 26-Fev-2008

4272 Fornecimento de Consumiveis Informáticos Ajuste Directo TENIDIL, Lda. 181.957,72 27-Fev-2008

4415 Prest. Serviços Complementares Ferbritas Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 196.282,40 5-Mar-2008

4350 Rádio Solo-comboio_Integração CCO Porto Ajuste Directo NEC Portugal-Telecom. e Sistemas,SA 127.034,15 20-Mar-2008

4398 Reparações Gerais Estação do Rossio Ajuste Directo Construções Dias e Serrano, Lda. 163.919,00 26-Mar-2008

3271 MCE/L do Tua/Instalação cabo óptico Concurso Limitado PDT - Proj. Telecomunicações, SA 823.094,06 27-Mar-2008

4377 Ligação Desniv.-L. Cascais à L.Cintura Ajuste Directo Gapres - Gabinete Proj Eng Ser SA 350.000,00 28-Mar-2008

3927 E.Prévio e Ambientais Troço Évora/Év.AV Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 373.347,24 4-Abr-2008

3204 Fiscalização das PSR Ovar 307 e 309 Concurso Público Cotefis - Gestão de Projectos, SA 153.829,00 4-Abr-2008

3604 Autorização Concurso Público Concurso Público Internacional TPF Planege - Consultores Eng 560.441,00 4-Abr-2008

3395 Seguro de Responsabilidade Civil de Expl Concurso Público Assicurazioni Generalli 1.362.502,72 10-Abr-2008

3597 Reconversão do SIP da L Sintra Ajuste Directo THALES Security Solutions & 482.735,79 11-Abr-2008

4344 Assessoria para acompanhamento obra Ajuste Directo GEG-Gab Estruturas e Geotecnia, Lda 389.786,40 17-Abr-2008

4622 Plataforma Log. Elvas - Proposta colab. Ajuste Directo A. T. Kearney 247.500,00 22-Abr-2008

4118 Manutenção de Passagens de Nivel Automat Ajuste Directo EFACEC - Sistemas de Electronica SA 1.613.028,02 29-Abr-2008

4439 SCHMITT-Contrato único de elevadores Ajuste Directo Schmitt - Elevadores Lda 260.631,40 30-Abr-2008

4454 OTIS-Contrato único de elevadores Ajuste Directo Otis Elevadores, Lda 254.666,83 1-Mai-2008
THYSSENKRUP-Contrato único de
4447 Ajuste Directo Thyssen Elevatec (Elev Tecnolog) SA 738.750,60 1-Mai-2008
elevadores
4105 LN-Sist. de Protecção contra as cheias Ajuste Directo GIBB Portugal Strategic Alliance 147.630,00 5-Mai-2008

4103 Proj. Exec. Obras Arte Chelas/B. Prata Ajuste Directo GIBB Portugal Strategic Alliance 357.925,42 6-Mai-2008
Gapres - Gabinete Proj Eng Ser SA
4599 4.º Termo Adicional ao CT 26/04 CA-LN Ajuste Directo 126.048,42 12-Mai-2008
IntecsaII-Engenheiros Associados SA
3645 Prestação de Serviços Concurso Público Internacional Cinclus - Plan.Gestão Proj. SA 421.262,00 15-Mai-2008

4855 Transporte de 40.000 Trav VAXLU 41 NG Ajuste Directo Satepor-Indústria de Travessas de 300.000,00 16-Mai-2008

4323 Aditamento ao contrato nº 1408 Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 173.301,50 28-Mai-2008

4429 Plano de Contingência para Túnel Rossio Ajuste Directo THALES Security Solutions & 264.509,88 5-Jun-2008

ECG Engenharia, Coordenação Gestão de


Empreendimentos, Lda.
3289 Assessor. Fisc. Coord.HE 470,474,478,479 Concurso Público Internacional 699.733,00 9-Jun-2008
Engecosul - Consultores de Engenharia Civil,
Lda.

3719 Fiscaliz Empreitadas HE474,477,478, 479 Ajuste Directo Consulgal-Consult Engenh Gestão, SA 203.086,32 1-Jul-2008

4747 Assessoria/Fiscalização - T. Rossio Ajuste Directo DHV, S.A. 283.840,46 3-Jul-2008

3783 Linha Vouga - CSO/Fiscalização 52 PNs Concurso Público Internacional AFAPLAN-Plan. Gestão Projectos,SA 213.850,00 3-Jul-2008

5573 INVESFER-Requalific.Estação de Estremoz Ajuste Directo INVESFER-Prom.Com.Terr.Edifícios SA 311.138,10 4-Jul-2008

4406 L.Norte/Vouga-Contrato Manut.Const.Civil Ajuste Directo Chaves & Silva Lda 158.797,25 10-Jul-2008

5098 FERNAVE Ajuste Directo Fernave -Form Tec P.A.E Portos SA 240.000,00 21-Jul-2008

4850 Substituição solução armazenamento dados Ajuste Directo Refer Telecom Serv Telecomunic SA 396.000,00 21-Jul-2008

4716 CMErmesinde-Contrato Man. Instal.Elect Ajuste Directo Nortejuvil-Sociedade de Construções 130.707,00 21-Jul-2008

4717 CM Ermesinde-Contrato Man C Civil Ajuste Directo António Soares Ferreira Lda 185.727,94 21-Jul-2008
LESTE–ABRANTES/ELVAS-
4773 Ajuste Directo Neopul - Soc Estudos Construções SA 255.281,00 21-Jul-2008
SUBSTITUIÇÃO TM/TM

4966 Estudo prévio Arquitectura-Entrecampos Ajuste Directo PROJECTORIO, Arq. Consultores, Lda. 126.700,69 24-Jul-2008
161

Rede Ferroviária Nacional – REFER, E.P.E.


08
Annual Report

Data Assinatura
Nº Processo Proposta Tipo procedimento Fornecedor Valor do contrato (€) Valor do Adicional (€)
Contrato

4968 Definição do Masterplan Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 206.000,00 24-Jul-2008

1897 Sistema de Observação Estrutural Ajuste Directo LNEC-Laborat. Nac. Engenharia Civil 225.000,00 30-Jul-2008

4373 MCE/L do Algarve/Instalação cabo óptico Procedimento por Negociação CME - Construção e Manutenção 395.000,00 6-Ago-2008

4768 Barcarena/Cacém Prest Serviços-Ferbritas Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 397.620,00 13-Ago-2008

4260 Prestação Serviços Assistência Técnica Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 148.000,00 14-Ago-2008

4562 Prestação de serviços Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 398.288,00 22-Ago-2008

5258 Consult. Avaliação do Risco PN -Fase 2 Ajuste Directo Integração e Inovação - Consultores 191.000,00 25-Ago-2008

5328 Dynargie - Gestão Dinérgica Ajuste Directo DYNARGIE-Dynargie Portugal, Consut 238.560,00 26-Ago-2008

4959 Remodelação Videovigilância L Sintra Ajuste Directo THALES Security Solutions & 1.121.656,68 4-Set-2008

4132 Fiscalização PN´s Viana - Lado Norte Concurso Público Cinclus - Plan.Gestão Proj. SA 157.611,72 5-Set-2008

5050 Revisão Projectos Túneis e Pontes - FB Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 322.676,00 11-Set-2008

3018 Prest. Serv. Assoc. Compon. Topografia Ajuste Directo Ws Atkins(Portugal)Consultores 167.480,00 19-Set-2008

4851 Beira Alta–Trabalhos Manutenção de Via Ajuste Directo Somafel - Eng.Obras Ferroviárias SA 305.833,40 22-Set-2008

3866 Remodelação SIP Santa Apolónia Ajuste Directo THALES Security Solutions & 302.664,03 23-Set-2008

4939 Gestão de Segurança Ajuste Directo BRISA Engenharia e Gestão, SA 381.318,77 26-Set-2008

THALES Security Solutions & services, SA


5467 1º Adicional ao Ctr 1467/CA/CM Ajuste Directo 1.007.765,82 30-Set-2008

4694 Fiscalização da SST de Fatela/Penamacor Ajuste Directo AFAPLAN-Plan. Gestão Projectos,SA 182.525,00 14-Out-2008

4545 Nivelamentos em Pontes II Ajuste Directo GEÓIDE-Empresa de Serviços 143.819,60 15-Out-2008

4491 Reformulação TE ST Alfarelos Ajuste Directo EFACEC Engenharia SA 248.950,23 15-Out-2008

4077 Loc 4700-Verif Comp Infraest Ajuste Directo Movares Nederland BV 178.500,00 23-Out-2008

4494 Reformulação TE Ramal Alfarelos Ajuste Directo EFACEC Engenharia SA 207.500,60 5-Nov-2008

5184 GJE-PSTT 225+333 e PITL 225+535-Fase 3 Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 247.622,17 7-Nov-2008

Iberlim-Sociedade Técnica de Limpezas,


5482 Prestação Serviços de Higiene e Limpeza Ajuste Directo 182.835,00 10-Nov-2008
S.A.

5410 Estudo de Mercado Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 175.500,00 11-Nov-2008

2370 AF537B - Conclusão Fiscal. empr. ZE492 Ajuste Directo Ws Atkins(Portugal)Consultores 318.394,29 20-Nov-2008

5544 Projecto de Execução da Estação Marvila Ajuste Directo GIBB Portugal Strategic Alliance 167.872,93 24-Nov-2008

5545 Projecto de Execução da Estação Chelas Ajuste Directo GIBB Portugal Strategic Alliance 380.188,32 24-Nov-2008

5683 INVESFER-Val.Patrimon.Estação de Cascais Ajuste Directo INVESFER-Prom.Com.Terr.Edifícios SA 557.801,20 28-Nov-2008

4983 Prestação de Serviços Ajuste Directo INVESFER-Prom.Com.Terr.Edifícios SA 269.448,92 9-Dez-2008

5684 INVESFER - Ecopistas do Nordeste (PRIEN) Ajuste Directo INVESFER-Prom.Com.Terr.Edifícios SA 346.110,00 11-Dez-2008

5454 Sica II Ajuste Directo Gunnebo Portugal, S.A. 159.738,67 19-Dez-2008

5369 SMM-Integração Funcional de Estações Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 623.899,00 19-Dez-2008

5372 SMM- Variante Solum Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 722.009,94 19-Dez-2008

5617 Reformulação do Projecto de Execução Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 867.810,00 19-Dez-2008

5629 Reformulação Projecto Execução Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 1.146.583,00 19-Dez-2008

5500 SMM - Estudos do PMO Ceira Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 1.398.199,20 19-Dez-2008

5374 Gestão Activos Fixos - Deloitte Ajuste Directo Deloitte Consultores, S.A. 307.800,00 22-Dez-2008
4648 Batimetrias em Pontes Ajuste Directo Lagoa do Ruivo Survey Lda 149.000,00 23-Dez-2008

3938 Inserção da Variante ao Pk 94,000 LS Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 234.684,11 23-Dez-2008

5548 Proj. Variante Santarém (L.N.)-bloco 1 Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 1.826.734,70 24-Dez-2008

5431 GJE- Castelo Branco / Vale de Prazeres Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 545.750,00 30-Dez-2008

5433 GJE - Bombel e Vidigal a Évora Ajuste Directo FERBRITAS-Empreend. Ind.Comércio SA 735.000,00 30-Dez-2008

4386 Abertura Concurso - Fisc. PN`s Viana Sul Concurso Público Fase Estudos e Projectos,Sa 155.094,00 30-Dez-2008

5215 Realização de um novo e'contratos Ajuste Directo Accenture, Consultores de Gestão, 175.000,00 31-Dez-2008
162

Rede Ferroviária Nacional – REFER, E.P.E.


BARBAS, MARTINS, MENDONÇA & ASSOCIADOS, SROC, LDA.
AUDIT FIRM

OFFICIAL AUDITOR’S REPORT

» INTRODUCTION

1. We audited the financial statements of Rede Ferroviária Nacional – REFER, E.P.E.,


which include the Statement on its Financial Position on 31 December 2008 (Balance
Sheet with a total of 1,594,811,000 euros and a total negative equity of 1,155,239,000
euros, including a negative net result of 181,484,000 euros), the Profit and Loss
Statements (by nature of income and expense), the Statement of Alterations to the Equity
and the Cash Flow Statement for the year ending on that date and the accompanying
notes.

» RESPONSIBILITIES

2. The company’s Board of Directors is responsible for preparing the Management Report
and the financial statements showing the company’s true and appropriate financial
situation, the result of its operations, alterations to its equity and cash flows. It is also
responsible for having its historic financial information prepared in accordance with the
international financial reporting standards (IFRS) as applied in the European Union, and for
applying suitable accounting criteria and policies for maintaining an appropriate internal
control system.

3. We are responsible for expressing a professional and independent opinion based on our
examination of those financial statements.

» SCOPE

4. Our examination was performed in compliance with the Technical Review/Auditing


Standards and Directives of the Order of Chartered Accountants requiring that the audit be
planned and performed to obtain reasonable assurance about whether the financial
statements are free of materially relevant distortions. To this end, the said audit includes:

• A sample check of the documents supporting the figures and disclosures specified in
the financial statements and evaluation of the estimates based on judgements and
criteria defined by the Board of Directors and used for preparing the said statements;

• The assessment of whether the accounting policies and their disclosure are suitable in
view of the circumstances;

• Confirmation of the applicability of the principle of continuity; and

• The assessment of whether the financial statements were overall adequately


presented.

Rua José da Purificação Chaves, n° 9 -1° C • 1500-376 Lisboa • Tel. 21 771 23 40/4 • Fax: 21 778 30 47 • E-mail: sroc.100@net.novis.pt Capital Social
Realizado € 52.500 ■ Contribuinte n° 502 703 300 • Inscrição OROC n° 100 • Registo CMVM n" 8968 • Matricula Cons. Reg. Com. Lisboa
BARBAS, MARTINS, MENDONÇA & ASSOCIADOS, SROC, LDA.
AUDIT FIRM

5. Our examination also covered checking whether the financial information in the
management report was in agreement with the financial statements.

» OPINION

6. In our opinion, the said financial statements present in an appropriate and true manner, in
all materially relevant aspects, the financial position of REFER – Rede Ferroviária
Nacional, E.P.E, on 31 December 2008, as well as the results of its operations, the
alterations to it equity, cash flows and the annexes for the year ending on that date in
accordance with the International Financial Reporting Standards as applied in the
European Union.

7. We are also of the opinion that the management report is in agreement with the financial
statements.

» EMPHASIS

8. Without affecting our opinion about the accounts, we draw your attention to the following factors:

a) The company, within the perspective that investments on public long duration infrastructures
(LDIs) are made on behalf of the entity which has granted the concession - the state - does not
subject these assets to depreciation or impairment, whereby the Balance Sheet merely has an
item called “Investments on Long Duration Infrastructures" with a balance of about
1,384,391,000 euros, which results essentially from the difference between the balances of
accounts of tangible fixed assets – LDIs (7,233,000 euros) and investment subsidies (3,580,000)
and loans obtained (2,632,000), as shown in the attached note no. 6:

b) The associated company “Gil – Gare Intermodal de Lisboa, S.A.,” in which REFER has a
32.98% shareholding had, in the year ending on 31 December 2008, a negative equity of
31,130,000 euros. Therefore, as stipulated in art. 35 of the Companies Code, the necessary
measures must be taken to rectify this situation, which may imply increasing the respective
share capital.

Lisbon, 30 April 2009

Barbas, Martins, Mendonça & Associados, S.R.O.C., Lda.


Audit Firm no. 100 (enrolled at C.M.V.M. no. 8968),
represented by:

Issuf Ahmad, ROC n° 779

Rua José da Purificação Chaves, n° 9 -1° C • 1500-376 Lisboa • Tel. 21 771 23 40/4 • Fax: 21 778 30 47 • E-mail: sroc.100@net.novis.pt Capital Social
Realizado € 52.500 ■ Contribuinte n° 502 703 300 • Inscrição OROC n° 100 • Registo CMVM n" 8968 • Matricula Cons. Reg. Com. Lisboa
PricewaterhouseCoopers
& Associados - Sociedade de
Revisores Oficiais de Contas, Lda.
Palácio Sottomayor
Rua Sousa Martins, 1 - 3º
1069-316 Lisboa
Portugal
Tel +351 213 599 000
Fax +351 213 599 999

Audit Report
in respect of the Individual Financial Information

(Free translation from the original version in Portuguese)

Introduction

1 As required by law, we present the Audit Report in respect of the Financial


Information included in the Board of Directors Report and the financial statements of Rede
Ferroviária Nacional - REFER, E.P.E., comprising the balance sheet as at December 31,
2008, (which shows total assets of Euro 1.594.811 thousand and a total negative
shareholder's equity of Euro 1.155.239 thousand, including a net loss of Euro 181.484
thousand), the statement of income, the statement of changes in equity and the cash flow
statement for the year then ended and the corresponding notes to the accounts.

2 As described in Note 2 of the notes to the accounts, the financial statements these
financial statements have been prepared based on the context of the Company’s activity.
Arising from the activity of managing the railway infrastructure, the sustainability of the
Company is ensured by supplementary capital transfers (“prestações acessórias”), which
have not been charged and received, and thus the Company has been generating and
accumulating losses. Arising from the activity of investing in Long Term Infrastructures
(ILD’s) the balance sheet presents a balance of some Euro 1.384.391 thousand, relating to
the agency/management activity performed by the Company on behalf of the granter. This
heading shows increases related with the non specific loans obtained to finance the
investments made and the related interest, and decreases in respect of the subsidies
received.

Responsibilities

3 It is the responsibility of the Company’s Board of Directors (i) to prepare financial


statements which present fairly, in all material respects, the financial position of the
company, the changes in equity, the result of its operations and its cash flows; (ii) to prepare
historic financial information in accordance with International Financial Reporting Standards
as adopted by the EU which is complete, true, timely, clear, objective and licit, as required by
the Portuguese Securities Market Code; (iii) to adopt adequate accounting policies and
criteria; (iv) to maintain appropriate systems of internal control; and (v) to disclose any
relevant matters which have influenced the activity, the financial position or results of the
company.

PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda. Inscrita na lista dos Revisores Oficiais de Contas sob o nº 183
Sede: Palácio Sottomayor, Rua Sousa Martins, 1 - 3º, 1050 - 217 Lisboa NIPC 506 628 752 Capital Social Euros 245.500
Matriculada na Conservatória do Registo Comercial sob o nº 506 628 752 (ex nº. 11912) Inscrita na Comissão de Valores Mobiliários sob o nº 9077
Rede Ferroviária Nacional - REFER, E.P.E.
30 April 2009

4 Our responsibility is to verify the financial information included in the documents


referred to above, namely if it is complete, true, timely, clear, objective and licit, as required
by the Portuguese Securities Market Code, and to issue an independent and professional
report based on our audit.

Scope

5 We conducted our examination in accordance with the Standards and Technical


Recommendations approved by the Institute of Statutory Auditors, which require that we plan
and perform the examination to obtain reasonable assurance about whether the financial
statements are free of material misstatement. Accordingly, our examination included: (i)
verification, on a sample basis, of the evidence supporting the amounts and disclosures in
the financial statements, and assessing the reasonableness of the estimates, based on the
judgments and criteria of the Board of Directors used in the preparation of the financial
statements; (ii) assessing the appropriateness and consistency of the accounting principles
used and their disclosure, as applicable; (iii) assessing the applicability of the going concern
basis of accounting; (iv) assessing the overall presentation of the financial statements; and
(v) assessing whether the financial information is complete, true, timely, clear, objective and
licit.

6 Our examination also covered the verification that the financial information included in
the Board of Director’s Report is in agreement with the remaining documents referred to
above.

7 We believe that our examination provides a reasonable basis for our opinion.

Opinion

8 In our opinion, the financial statements referred to above, present fairly in all material
respects, the financial position of Rede Ferroviária Nacional - REFER, E.P.E. as at
December, 31, 2008, the changes in equity, the results of its operations and its cash flows for
the year then ended in accordance with International Financial Reporting Standards as
adopted by the EU and the information included is complete, true, timely, clear, objective and
licit.

Emphasis

9 Without qualifying the opinion stated on the previous paragraph, we draw attention to
the fact that the entities “Invesfer – Promoção e Comercialização de Terrenos e Edifícios,
S.A.", “GIL – Gare Intermodal de Lisboa, S.A.”, “Metro Mondego, S.A.” and “Fernave –
Formação Técnica, Psicologia em Transportes e Portos, S.A.” presented as of December 31,
2008 a situation of loss of half their initial shareholding capital. Thus, as indicated by article
35 of the Companies Code, measures should be taken to overcome this situation, namely by
increases of the shareholding capital.

(2)
Rede Ferroviária Nacional - REFER, E.P.E.
30 April 2009

Lisbon, April 30, 2009

PricewaterhouseCoopers & Associados, S.R.O.C., Lda.


represented by:

José Manuel Oliveira Vitorino, R.O.C.

(3)