Introduction

The 2009 annual report for the Terna Group has been prepared in accordance with art. 154 ter of Legislative Decree no. 58/98 as introduced by Legislative Decree no. 195 of November 6, 2007 (the “Transparency Decree”). In accordance with Legislative Decree no. 38 of February 28, 2005, and in implementation of the option envisaged in (EC) Regulation no. 1606/2002, the Terna Group has prepared the consolidated financial statements at December 31, 2009, in compliance with the International Financial Reporting Standards (IFRSs) issued by the International Accounting Standards Board (IASB) and endorsed by the European Commission (hereinafter the IFRS-EU).
The 2009 annual report has been prepared on a historic cost basis, modified where necessary for certain financial instruments, as well as on a going concern basis. The Group has determined that, despite the challenging economic and financial environment, it does not face material uncertainties (as defined in paragraph 25 of IAS 1) that might cast doubt on its ability to continue as a going concern.

Scope of consolidation

As of the end of the financial year, the Group was organised as follows:

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At December 31, 2009, the scope of consolidation of the Terna Group included the following companies:

  • the direct (wholly owned) Italian subsidiaries:
    • SunTergrid S.p.A. (formerly InTernational S.p.A.);
    • TELAT S.r.l.;
  • the Italian (wholly owned) subsidiary held indirectly through SunTergrid S.p.A.:
    • RTR S.r.l.;
  • the companies measured at equity and held by Terna S.p.A.:
    • the associated company CESI S.p.A. (with Terna having a 30.91% stake);
    • the joint venture ELMED ÉTUDES Sàrl (50% stake held).

The changes in the scope of consolidation compared with December 31, 2008, include:

  • Terna’s acquisition of the entire share capital of TELAT S.r.l. from Enel Distribuzione S.p.A. (completed on April 1, 2009).
    Therefore, this company’s contribution to financial performance concerns the last nine months of the year;
  • the establishment of the Tunisian firm ELMED ÉTUDES Sàrl on April 20, 2009. This limited liability company is a joint venture between Terna and Société Tunisienne de l’Électricité et du Gaz (STEG);
  • the sale of the Brazilian Group following the finalisation, on November 3, 2009, of the agreement (dated April 24, 2009) between Terna S.p.A. and Cemig Geração e Transmissão S.A. for the transfer of the 66% interest in Terna Participações S.A.;
  • the establishment, on December 23, 2009, of the company Rete Rinnovabile S.r.l. (RTR S.r.l.) by SunTergrid S.p.A.. The new company is based in Rome and has share capital of €50,000. The company’s purpose includes the design, construction, management, development and maintenance of networks and other infrastructures for the transmission and dispatching of electricity, as well as of power generation plants – including renewable energy – for self-consumption or sale, both in Italy and abroad, and related research, consulting and assistance services.

The nature and methods of the business combinations specified above, as well as their impact on the Group’s financial statements, are described in the section “Business combinations” of the notes to the financial statements, as well as in the notes to the individual items in the financial statements.