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					Consolidated
     Annual
     Report
                                      Index



INTRODUCTION                             1
Brisa 2007                               2
Brisa Profile                            3
Corporate Strategy                       5
Key Performance Indicators               6
Chairman’s Statement                     7
Macroeconomic Overview                   9

DOMESTIC CONCESSIONS                    13
Brisa Concession                        14
Atlântico Concession                    16
Brisal Concession                       17
Douro Litoral Concession                18
New Motorway Concessions                19

TRAFFIC AND MOBILITY                    21
Traffic                                 22
Service Excellence                      25
Payment Systems                         27
Road Safety                             28

ROAD SERVICES                           29
Via Verde                               30
Controlauto                             32
Brisa Assistência Rodoviária            33
Brisa Access Electrónica Rodoviária     34
MCall                                   35

TRANSPORT INFRASTRUCTURES               36
BEG                                     37
TIIC                                    38
Airports                                39
High-Speed Train                        40

INTERNATIONAL BUSINESS                  41
Road concessions                        42
Electronic Toll Collection              43
Markets and Tenders                     44

CORPORATE SUSTAINABILITY                46
Human Resources                         48
Environment                             49
Accident Prevention                     50
Innovation                              51
Social Development                      52

CONSOLIDATED FINANCIAL REPORT          53

FINAL NOTE                              66

FINANCIAL STATEMENTS AND ANNEXES        69

CORPORATE GOVERNANCE                   140

ANNEXES: TRAFFIC STATISTICS            162
During the year which marks
the tenth anniversary of its
entry into the Stock Exchange,
Brisa increased significantly its
business base, in Portugal as
well as abroad.
01             . Annual Report   2007




Introduction
01    INTRODUCTION                                                                                                   2




                                       Brisa 2007




JANUARY                                                       JULY
Brisa establishes TIIC (Transport Infrastructure Investment   Brisa opens to traffic the Lezíria Bridge in Carregado and
Company), a vehicle for investment in infrastructure, in      concludes the A10 motorway
partnership with Millennium Investment Banking and
Compagnie Benjamin de Rothschild                              SEPTEMBER
                                                              Brisa enlarges its Board of Directors and elects two new
FEBRUARY                                                      members
Brisa reinforces its shareholding position from 15% to
26% in KTS, an electronic toll collection company in the      OCTOBER
Czech Republic                                                Brisa signs a memorandum with Gazprom for the
                                                              Russian road concession market
MARCH
Ministry of Finances approves the acquisition of 40% of       NOVEMBER
AEA – Auto-Estradas do Atlântico                              Brisa celebrates 10 years of being listed on the Stock
                                                              Exchange
APRIL
Brisa pays dividends of 28 cents per share                    DECEMBER
                                                              Awarding of the Douro Litoral concession to the
MAY                                                           consortium led by Brisa
Via Verde reaches 2 million tags

JUNE
Brisa wins the Northwest Parkway concession in the
United States
Brisal opens to traffic the first 32 km stretch, linking
Louriçal to Marinha Grande
 3                                                                                                     . Annual Report
                                                                                                                         2007




                           Brisa Profile
               Principais eventos 2007




                                                        Brisa is present in various parts of the world:
                                                               In Portugal – 4 concessions, 17 motorways
                                                          In the USA – 1 concession, Northwest Parkway
                                                                    In Brazil through CCR – 7 concessions
                                                         In the Czech Republic – electronic toll collection
                                                                      In Holland – electronic toll collection
                                                                        A total of 3 903 km of motorways



Brisa – Auto-estradas de Portugal was created in 1972. In        Most of Brisa’s international investments are concentrated
36 years it has become one of the largest tolled motorway        in Brazil, North America and Spain:
operators in the world and the largest transport
infrastructure company in Portugal.                               - In Brazil, Brisa holds 18% of the capital of Companhia
                                                                    de Concessões Rodoviárias (CCR), the largest
Today, Brisa has a market capitalisation around to 6 000            motorway operator in Latin America;
million euros and its shares are quoted on Euronext               - In the United States, it holds 90% of the capital of the
Lisbon, where it is part of the main index, the PSI-20. It is       Northwest Parkway concession;
also part of Euronext 100 – an index which includes the           - In Spain it holds 1% of Abertis, one of the largest
largest companies in France, Holland, Belgium and                   European operators of the sector.
Portugal – and the FTSE4Good, the reference index for
social responsibility.


Brisa’s main business area is the construction and                     “The construction and operation of
operation of tolled motorways, both through direct
                                                                        tolled motorways result in 89% of
investments in Portugal, as well as through its national
and international subsidiaries.
                                                                                      operating revenue.”

The remaining businesses managed by the company
complement its core business providing services
associated to road safety and driving comfort in both
motorway and urban environments.
01     INTRODUCTION                                                                             4




                                                                  Innovative technology
                                                                                Via Verde
           With this electronic payment mode which automatically charges the toll directly
             from the bank account, Brisa has proved its technological superiority and has
                    definitively contributed to more comfortable, easier and safer mobility.
              A simple idea, pioneer at an international level, and which has already been
                adopted in many other countries which recognise Brisa’s innovative capital




 MOTORWAYS                               INTERNATIONAL                            SERVICES




       MAIN                                    CCR                                    BEG
     CONCESSION                                18%                                   100%
       100%

BRISAL - AUTO-ESTRADAS                       NORTHWEST                             VIA VERDE
      DO LITORAL                              PARKWAY                                 75%
          70%                                   90%

   AUTO-ESTRADAS                              ABERTIS                                 BAR
    DO ATLÂNTICO                                1%                                   100%
        50%

   AUTO-ESTRADAS                               KTS                                   MCALL
  DO DOURO-LITORAL                             26%                                   100%
        55%

                                            MOVENIENCE                            SMA/EFACEC
                                               30%                                   20%



                                                                                     BAER
                                                                                     92,5%



                                                                                  CONTROLAUTO
                                                                                      60%
 5                                                                                                                                . Annual Report
                                                                                                                                                            2007




                            Corporate Strategy
                        Principais eventos 2007




In pursuing its objectives, Brisa will continue to develop its                    international scale, and is based on four fundamental
strategy in accordance with its strategy, based on the                            principles:
following values:


                                                                                                         - Attractive economic situation
                                                                                                         - Acceptable political and economic risk
                                                                                        Markets
       Operational          - Maximise the value of current assets                                       - Growth potential, in the short, medium
       Excellence           - Disseminate best practices to new concessions                              - and long term




                                                                                                         - Strategic even if minority
                            - Enlarge the geographical focus                           Shareholder
      Global presence                                                                                    - “Equal to the largest shareholder” - Joint control
                            - Order the priority of markets                             structure
     in the Motorway                                                                                     - Leveraging on Brisa’s skills
                            - Reinforce key competences, aimed at enhancing
           sector           - international competitiveness


                                                                                                         - “Establishment of Partnerships”
                                                                                                              - Flexible according to the characteristics
      Diversification       - Reinforce competences to capture value in other          Positioning            - of each market
                                                                                                              - Partners with strong local presence
        in transport        - transport infrastructure sectors (priority to the
                            - airport and railway sectors)                                                    - Matching Brisa’s skills
      infrastructures


                                                                                                         - Focus on motorways
                                                                                                         - Appropriate balance between the primary market
                                                                                         Projects        - (construction, followed by operation) and
                                                                                                         - secondary market (acquisition of shareholding
                                                                                                         - positions in existing concessions)
I OPERATIONAL EXCELLENCE
With the objective of moving towards excellence, in 2007
Brisa began an internal project of a pluriannual and cross-
                                                                                  I DIVERSIFICATION IN TRANSPORT
cutting nature throughout the entire organization, the
                                                                                  INFRASTRUCTURES
Best Programme. The main objectives of this programme
are excellence in services provided to the client, continued                      In the national market, Brisa aims at capitalising its
improvement in operational efficiency and sustainable                             competences in project management, management and
growth.                                                                           maintenance of infrastructures and management of long
                                                                                  term concession contracts into other infrastructure
                                                                                  sectors. Under this rationale, Brisa has defined the airport
I GLOBAL PRESENCE IN THE                                                          infrastructure as a strategic priority, through the New
MOTORWAY SECTOR                                                                   Lisbon Airport (NLA) project and the privatisation of
Taking into account the innumerable worldwide business                            ANA, S.A., as well as the railroad transport infrastructure
opportunities in the area of road concessions, Brisa’s                            sector, participating in the High-Speed Train project.
internationalisation strategy has extended to an
    01        INTRODUCTION                                                                                                                   6




                                           Key performance
                                                  indicators




NETWORK
                                                                                       2003       2004        2005        2006        2007
Number of motorways under direct concession                                             11         11          11          11          16
Number of kilometres of motorways under direct concession                             1 106      1 106       1 106       1 106       1 346
Number of kilometres under direct concession open to traffic                          1 007      1 007       1 063       1 074       1 135
Number of kilometres open to traffic including subsidiaries in Portugal and Brazil    2 285      2 619       2 675       2 696       2 757
Number of kilometres open to traffic, adjusted to % ownership                         1 275      1 283       1 340       1 352       1 479


OPERATION (amounts in million euros)
                                                                                     2003 POC   2004 IFRS   2005 IFRS   2006 IFRS   2007 IFRS
Toll operating income                                                                  560        574         577         586         646
Toll revenue                                                                           502        523         509         511         576
Toll revenue/Total operating income, %                                                 90%        91%         88%         87%         89%
EBITDA1                                                                                403        424         418         418         460
EBITDA margin, %                                                                       72%        74%         72%         71%         71%
EBIT2                                                                                  275        315         296         294         281
EBIT margin, %                                                                         49%        55%         51%         50%         44%
Net profit for the year attributable to shareholders                                   152        191         298         167         259
1
    Earnings before interest, tax, depreciation and amortisation
2
    Earnings before interest and tax



BALANCE SHEET (amounts in million euros)
                                                                                     2003 POC   2004 IFRS   2005 IFRS   2006 IFRS   2007 IFRS
Share capital, totally underwritten and paid-up1                                       600        600         600         600         600
Equity and minor interests                                                            1 348      1 535       1 625       1 566       1 691
Liabilities                                                                           3 181      2 566       2 687       2 873       3 668
Total assets                                                                          4 529      4 101       4 312       4 439       5 359
Equity/Net assets, %                                                                   30%        37%         38%         35%         32%
Return on equity (ROE), %                                                             11.5%      14.2%       19.4%       10.3%       16.5%
Return on assets (ROA), %                                                             3.3%        4.2%        7.3%        3.9%        5.8%
1
    With the nominal value of one euro per share
2
    ROEn = Net profit (n) / Equity (n-1)
3
    ROAn = Net profit (n) / Assets (n-1)



DEBT
                                                                                     2003 POC   2004 IFRS   2005 IFRS   2006 IFRS   2007 IFRS
Net debt                                                                              2 198      2 232       2 069       2 364       3 208
Net debt/EBITDA, %                                                                     5.5         5.3         4.9         5.7         7.0
EBITDA/Interest charges, %                                                             3.9         4.5         4.9         5.2         4.1


SHARE
                                                                                     2003 POC   2004 IFRS   2005 IFRS   2006 IFRS   2007 IFRS
Number of issued shares, million                                                       600        600         600         600         600
Price at year end, euros                                                               5.30       6.75        7.16        9.45       10.05
Market capitalisation at year end, million euros                                      3 180      4 050       4 296       5 670       6 030
Earnings per share, euro cents                                                          25         32          50          28          43
Price/Earnings at year end                                                              21         21          14          34          23
 7                                                                                                        . Annual Report
                                                                                                                            2007




               Chairman’s Statement
              Principais eventos 2007




2007 was a strong growth year, which allows to face the new strategic cycle with conviction, in both national and
international markets.


During the year which marks the tenth anniversary of its entry into the Stock Exchange, Brisa increased significantly its
business base, in Portugal as well as abroad. Traffic revenue, which represents 89% of Brisa’s revenue, increased
approximately 13%, supported by a 2.6% like-for-like growth. This trend inversion, in light of the adverse environment of
these last years, reflects an improvement in the Portuguese economy, as well as the dilution of the impact on traffic of the
new toll-free motorways (SCUT).


On 8th July, Brisa recorded an historical moment with the opening to traffic of Lezíria Bridge on the A10, which links the two
sides of the Tagus River, between the A1, at Carregado, and the A13, at Benavente, thus finalizing the construction of its
main network, with 11 motorways, along a total length of 1 089 kilometres.


Apart from the main concession, 2007 conveys the reinforcement of business involving three other concessions, Brisal, Auto-
-Estradas do Atlântico and Douro Litoral, which will have a decisive impact on Brisa’s growth.


On 3rd June 2007, Brisal, holder of the Litoral Centro concession, opened to traffic the first 32 km out of a total of 92 km,
which will be concluded at the end of the first half of 2008.


During 2007, the acquisition of 40% of Auto-Estradas do Atlântico was formalised. This concession comprises two
motorways with a total length of 170 km, which are complementary to the Brisa and Brisal networks. With this acquisition,
Brisa has now consolidated 50% of this concession in its accounts.


The awarding of the Douro Litoral concession to the Auto-estradas do Douro Litoral consortium is also particularly
noteworthy. This concession with a total 126 km has reinforced Brisa’s positioning on the national market, due to the areas
this concession crosses, as well as the fact that it ensures the connection of three motorways - A1, A3 and A4.


The Brisal and Douro Litoral concessions demonstrate Brisa’s dynamism and competence confirming it as the reference in
the transport infrastructures sector in Portugal. In three international public tenders launched by the Portuguese State for
the awarding of new tolled motorway concessions, Brisa won two.


The competences, acquired and developed in Portugal, are competitive advantages which Brisa has decided to fully use
through the implementation of an internalisation strategy, which begun in Brazil.


The acquisition of the Northwest Parkway concession, formalised in last November, is the most important fact of the year
in the international arena. The concession has high potential due to its strategic positioning in the United States and in the
State of Colorado, apart from its appropriate size for a first operation. The overall supervision of business in this market is
made from Brisa’s recently opened office in Atlanta, Georgia.


The opening of Brisa representations abroad, enabling closer supervision, was completed with the Vienna Office in Austria,
aimed at the markets of Central and Eastern Europe, Russia and Turkey.
 01    INTRODUCTION                                                                                                        8




Electronic toll collection is another vector for Brisa’s international expansion, which is already being implemented in the
Czech Republic, through the KTS partnership, for the collection of tolls from heavy vehicles, and in Holland, through
Movenience, for toll collection on the Westerschelde Tunnel, the only road infrastructure with tolls in that country.


2007 is, therefore, also a turning point in the international area, with business sustained by the start-up of various
operations, in the road concession sector as well as in the electronic toll collection sector, in Portugal, Europe and North
America.


Sustainable growth
Sustained business growth includes the search for equilibrium between the company’s economic activities and their
respective social and environmental impacts.


Therefore Brisa has continued to develop projects started during previous years, as well as having raised its levels of effort
dedicated to new projects and new initiatives. Brisa’s enrolment in the World Business Council for Sustainable Development
and UN Global Compact are institutional expressions of its commitments.


The projects which the fundamental guidelines are excellence in client service, continued improvement of operations and
sustainable growth, developed within the context of Brisa’s sustainability strategy, deserve to be highlighted in the current
document.


The company has invested constantly in new developments to its risk management and quality management systems, in
the new generation of its technological innovation model, and in enhancing the management of client relations.


At an environmental level, a special note should be made to the adoption of a specific policy for the conservation and
promotion of biodiversity, and the signing of the Brisa commitment to Biodiversity. This initiative, which involves various
stakeholders and five projects, with differentiated scopes and impacts, will be implemented over the next five years.


A new strategic cycle
2007 was very demanding for Brisa and the results of the work developed were recognised by the markets, as can be
noticed by the appreciation of 6.4% in the value of Brisa’s shares in 2007, which added to the dividend corresponds to a
total return of 9.4%.


Brisa is now entering into a new strategic cycle, operating various concessions in different geographical areas, positioned as
one of the world leaders in the transport infrastructures sector.


Productivity and operational efficiency, innovation and technology, and engineering and management capacities are key
competences which the company has developed over the years, and which distinguish it amongst the leading companies
in the concession sector, on a global scale. These competences are very substantial advantages of which Brisa is making full
use to implement its growth strategy.


Meanwhile, Brisa will continue to be a partner for the development of Portugal, a partner for the State and companies in
the sector, in the major challenges for the Country, such as the implementation of the National Road Plan, development of
the New Lisbon Airport and the High-Speed Train project.


Brisa has an ambitious vision, of which the objective is the achievement of sustained growth with the creation of value,
reconciling growth with profitability, reinforcing current businesses and assuring an appropriate return on new investments.


Chairman of the Board of Directors


Vasco de Mello
 9                                                                                                                           . Annual Report
                                                                                                                                                  2007




                          Macroeconomic
                  Principais eventos 2007
                                Overview



In 2007, the world economies were hit by a variety of                The increase in interest rates, difficult access to credit and
shocks – the subprime crisis in the United States of                 the appreciation of the Euro limited GDP growth in 2007
America, instability of financial markets and increase in            in the Euro Area. Inflation remained above the 2% barrier,
the price of raw materials, primarily oil – which led to an          due to the rapid increase in energy and food prices, which
unexpected but controlled economic slowing down.                     contributed to the ECB continuing its policy of increasing
                                                                     its reference rate, which rose from 3.5% at the beginning
                                                                     of the year to 4% by the year end. In the labour market,
I RECOVERY IN THE EURO AREA                                          in 2007, both the trend for stable expansion in terms of
                                                                     employment creation was maintained, as well as the
 Economic growth                       >> 2.4 a 2.8%1                reduction in the unemployment rate (to 6.8%), although
 Inflation rate                        >> 3.2%2                      the pace of its reduction had gradually fallen over the
                                                                     year.

The economic recovery in the Euro Area observed in 2006
(+2.9%) and during the first half of 2007 recorded a slow
                                                                     1
                                                                         According to the Monthly Bulletin of December 2007 of the European Central Bank.
down during the second half of 2007, as a consequence                2
                                                                         Provisional value, measured through the European Consumer Price Index.
of the shocks referred to above, albeit maintaining robust
economic growth.



 GDP GROWTH RATE (%)


           4.0

           3.5                                                                                                                            EUA
           3.0                                                                                                                            Euro Area

           2.5                                                                                                                            Portugal

           2.0

           1.5

           1.0

           0.0

           -0.5

           -1.0

                        2003              2004                2005                    2006                     2007
    01       INTRODUCTION                                                                                                                        10




I THE PORTUGUESE ECONOMY                                                                    The growth of 1.9%, although modest, is significant
                                                                                            when compared with the 1.2% observed in 2006. This
In Portuguese economy the budget constraints were kept                                      evolution in GDP was sustained by the growth in exports
but economic growth increased:                                                              (7%), private consumption (1.2%) and, especially
                                                                                            relevant, in private investment (2.6%). The inflation rate
    Economic growth                                         >> 1.9%3                        fell to 2.4% (3% in 2006), being closer to the level
    Inflation rate                                          >> 2.4%4                        registered in the Euro Area. The unemployment rate
                                                                                            remained high (7.7%) and has not followed the
3
    According to the Economic Bulletin of the Bank of Portugal, Winter 2007 (estimate).     decreasing trend observed in the Euro Area.
4
    Estimate of the Economic Bulletin of the Bank of Portugal, Winter 2007 (estimate).




    GDP GROWTH RATE IN PORTUGAL, %


                                2.50%

                                               2.00%
                                2.00%                                                                                    1. 90%

                                                                                          1.50%
                                1.50%
                                                                                                              1.20%
                                                                                                    0.90%
                                1.00%                           0.80%


                                0.50%



                                0.00%



                                -0.50%


                                                                               -0.80%
                                -1.00%
                                                2001             2002            2003     2004      2005       2006       2007
 11                                                                                                    . Annual Report
                                                                                                                         2007




 GROWTH RATE OF SALES OF LIGHT VEHICLES (%)


               6%

                                                                                                Portugal
               4%


               3%

                                                                                                EU15
               0%
                             2004                  2005              2006                   2007
               -2%


               -4%


               -6%




One of the factors with most influence on road traffic,      I HIKE IN OIL PRICES
sales of new vehicles, registered a positive development
(+4.3%) with the sale of light vehicles increasing 4.3%      The average price of Brent from January to December
and that of heavy vehicles increasing 6.4%. With these       2007 stood at USD73 - 11.4% above the average for
results sales returned to the levels of 2005, after having   2006 and 33.3% in relation to 2005. However, this strong
registered a reduction of 4.8% in 2006. 270 thousand         increase was eased by the depreciation of the Dollar
light vehicles and 6 thousand heavy vehicles were sold in    against the Euro throughout 2007, which resulted in an
Portugal in 2007.                                            increase in the average price of Brent, in euros, of 2% in
                                                             2007.

I SLOWDOWN IN THE USA                                        In the second half of 2007, the instability in the Middle
                                                             East and reduction in American reserves contributed to
In the USA, the economic slowdown observed in 2007,
                                                             the successive all-time records by the oil barrel in the last
evident in the reduction in the GDP growth rate to 2.2%
                                                             two months of the previous year. On 31st December 2007
(2.9% in 2006), forced the Federal Reserve to reconsider
                                                             oil closed the year above USD 90 per barrel.
the restrictive monetary policy it had been following, of
successive increases in interest rates, and to lower the
                                                             As a consequence, it was not long before the price of fuel
reference rate by 100 base points to 4.25%. Inflation
                                                             increased, especially that of petrol and diesel.
remained under control below 3%, in spite of the
inflationary pressures exercised by the energy prices,
especially of oil.
 01   INTRODUCTION                                                                                                                                                       12




I ROAD FUEL                                                                                         for the decreasing market share of petrol in comparison to
                                                                                                    diesel, which in 2007 was 25% and 75%, respectively.
As a consequence of the evolution in the price of the
Brent and increase in the tax burden on oil products, the
prices of petrol and diesel recorded average increases of                                           I STOCK EXCHANGES INSTABILITY
3.5% and 3.3%, respectively, in 2007 in comparison to
the previous year. The average price of fuel grew                                                   The subprime crisis which burst during the second half of
throughout the year, with retail prices having risen 16%                                            2007 caused a wide instability in financial markets. In spite
between January and December.                                                                       of this widespread and prolonged effect, the stock
                                                                                                    exchanges closed the year with gains, especially the stock
Between January and November 2007, sales of fuel                                                    exchanges of São Paulo (+45%), Frankfurt (+21%), New
increased by 0.4%, with the volume of diesel increasing                                             York (+6%) and London (+3%). In Portugal, the PSI-20
2.3% and petrol falling 5%. Thus, maintaining the trend                                             closed the year with gains close to 16%.



 EVOLUTION IN AVERAGE CAR FUEL RETAIL PRICES


              1.50


              1.40

                                                                                                                                                                     Petrol
              1.30
                                                                                                                                                                     Diesel
              1.20                                                                                                                                                   Average

              1.10


              1.00


              0.90


              0.80
                                             May




                                                                                                                     May
                                                               Aug




                                                                                                                                       Aug
                                 Mar




                                                                                                         Mar
                                                                                 Nov




                                                                                                                                                         Nov
                                                                                       Dec




                                                                                                                                                               Dec
                                       Apr




                                                                     Sep




                                                                                                               Apr




                                                                                                                                             Sep
                           Feb




                                                                           Oct




                                                                                                   Feb




                                                                                                                                                   Oct
                                                   Jun




                                                                                                                           Jun
                     Jan




                                                                                             Jan
                                                         Jul




                                                                                                                                 Jul




                                                   2006                                                                    2007
02            . Annual Report   2007




  Domestic
Concessions
 02     DOMESTIC CONCESSIONS                                                                                                 14




                                Brisa Concession




The Portuguese road concessions market currently has
14 concessions and over 2600 km under concession.
Relative to the number of km under concession, Brisa holds                                       Economic indicators
a market share close to 50%, through four road                                              Total sales: 573.0 million euros
concessions:
                                                                                              EBITDA: 425.8 million euros
                                                                                                        EBITDA margin: 74.3%
1. 100% of the Brisa concession, a network which
   includes 11 motorways, with a total of 1 106 km,                                              Number of workers: 1 603
   according to the Concession Agreement, ending in
   2032;
2. 70% of Brisal, which holds the A17 - Litoral Centro
   motorway, with 92 km an a variable term between
   22 and 30 years;                                             CONCLUSION OF THE MOTORWAY
3. 50% of Auto-estradas do Atlântico, which holds the           NETWORK
   concession of two motorways, with a total of 170 km.
                                                                The conclusion of the Brisa network was accomplished
   Expires in 2028;
                                                                through the opening to traffic of the Lezíria Bridge, a new
4. 55% of Auto-estradas do Douro-Litoral, a
   concession of three motorways which comprises a total        link between the north and south of Portugal. This
   of 129 km, under concession for 27 years.                    stretch, the last on the A10, corresponds to an investment
                                                                close to 243 million euros, of which 80% are financed by
The Brisa concession covers the country from North to           Brisa and 20% by the Portuguese State. This work, in
South and West to East, being the main national road            addition to linking the north and the south of the country
axis. This concession is ruled by the contract signed with      is also a symbol of Portuguese engineering, since it was
the Portuguese State, which covers the direct operation of      planned and executed by Portuguese companies.
11 motorways distributed over 1 089 km.




 CHARACTERISTICS OF THE BRISA CONCESSION

Motorways                                                                       Extension (km)
                                                       Tolled       Toll-free      Total      2x2 lanes     2x3 lanes   2x4 lanes
A1 – Auto-estrada do Norte                             277.8          17.4         295.2         202          85.9         7.3
A2 – Auto-estrada do Sul                               225.2          9.0          234.2         216.3        17.9
A3 – Auto-estrada Porto-Valença                         99.7          8.4          108.1         105.0                     3.1
A4 – Auto-estrada Porto-Amarante                        48.3          3.0           51.3         51.3
A5 – Auto-estrada da Costa do Estoril                   16.9          8.1           25.0          3.8         21.2
A6 – Auto-estrada Marateca-Elvas                       139.0          18.8         157.9         157.9
A9 – Circular Regional Externa de Lisboa                34.4                        34.4                      34.4
A10 – Auto-estrada Bucelas-Carregado-IC3                39.8                        39.8          7.4         32.4
A12 – Auto-estrada Setúbal-Montijo                      24.2                        24.2          5.2         19.0
A13 – Auto-estrada Almeirim-Marateca                    78.7                        78.7         78.7
A14 – Auto-estrada Figueira da Foz-Coimbra Norte        27.9          12.1          39.9         39.9
Total                                                 1 011.9         76.8        1 088.7        862.3       216.0        10.4
  15                                                                                                           . Annual Report
                                                                                                                                 2007




With its conclusion, the Brisa network can be considered           - A1 – AE do Norte: Beginning of the Construction of
a mature network, requiring only the conclusion of the               Interchange II of Vila Franca de Xira – 2nd phase, on the
link to the new Lisbon airport, a link included in Brisa’s           Alverca / Vila Franca de Xira stretch;
concession Agreement and which will serve the new                  - A13 – AE Almeirim/Marateca: Renewal of the
airport, once it is fully built.                                     Interchange on the IC10 with the EN 118, on the
                                                                     Almeirim/Salvaterra de Magos stretch.

I WIDENING, EXPANSION AND                                          During 2007, in terms of conservation on the main
  MAINTENANCE                                                      concession, various improvement and road surface
                                                                   reinforcement works were undertaken, along
The main concession agreement establishes the widening             approximately 85 km.
of the number of lanes of a motorway whenever its
Average Daily Traffic (ADT) reaches a pre-established limit,        IMPROVEMENT AND ROAD SURFACE
so as to ensure the smoothness and quality of traffic flow.         REINFORCEMENT
According to these limits, whenever the ADT is greater
than 35 000 vehicles, the motorway should be widened               Motorway      Stretches
from 2 to 3 lanes in each direction. If the ADT is greater         A1            Torres Novas / Fátima
than 60 000 vehicles the number of lanes should be                 A1            Mealhada / Aveiro Sul (works have begun)
increased from 3 to 4 lanes.                                       A3            Cruz / Braga Sul / Braga Oeste
                                                                   A3            Branches of the concession on Famalicão interchange
These constructions should be carried out within two
                                                                   A4            Campo / Baltar / Paredes
years, albeit being dependent upon the necessary
                                                                   A5            Estádio Nacional / Linda-a-Velha (complexity of
technical and environmental approvals, including the
                                                                                 execution due to the heavy traffic)
issuing of the Environmental Impact Declaration, by the
                                                                   A9            Estádio Nacional / Túnel de Carenque
competent authorities.
                                                                   A14           A14 – sub-stretch of the Vila Verde / Sta Olaia stretch

Currently, widening is in progress along approximately             A2-A6-A13     Alcácer do Sal and Grândola Sul/Grândola Norte

57 km of motorways, mainly on the Auto-Estrada do
Norte (A1).
                                                                   Under road improvements, the annual road surface
                                                                   inspection campaign should also be highlighted. In this
  WIDENING UNDER CONSTRUCTION IN 2007                              campaign functional parameters are evaluated, namely,
                                                                   attrition, texture, longitudinal regularity and structural
Motorways                             Extension (km)     Type      capacity. This information is introduced into the Road
A1 - Auto-estrada do Norte                                         Surface Management system and supports the
Santarém / Torres Novas stretch            26.9        2x3 lanes   improvement and reinforcement studies.
Condeixa / Coimbra (Sul) stretch           7.7         2x3 lanes
Estarreja / Feira stretch                  16.8        2x3 lanes
                                                                   ITOTAL INVESTMENT IN THE NETWORK
A3 - Auto-estrada Porto / Valença
                                                                   During 2007, the value of the investment in the Brisa
Águas Santas (A3/A4) / Maia stretch        5.3         2x4 lanes
                                                                   network was approximately 200 million euros. A large
                                                                   part of this investment – 110.6 million euros – was aimed
In addition to the widening works mentioned above, various         at the construction of new stretches. Since approximately
other interventions have occurred on the network, both in          20% of this amount is financed by the Portuguese State,
terms of major repairs as well as in terms of expansion. The       the amount effectively spent by Brisa was approximately
following works are particularly noteworthy:                       88.5 million euros.



  DIRECT INVESTMENT IN THE MAIN CONCESSION

Type of investment                                                       2003        2004          2005           2006           2007
New stretches                                                            114.0      175.5          154.3          200.9          110.6
Major repairs                                                            10.8         4.1           11.1          11.4             17.9
Complementary projects                                                   17.9        41.5           64.2          56.8             54.5
Others                                                                    8.3        10.0           39.6          31.5             17.9
Total                                                                    151.0      231.1          269.2          300.1          200.9
 02      DOMESTIC CONCESSIONS                                                                                             16




                       Atlântico Concession




The Auto-Estradas do Atlântico concession, covering a
total of 170 km, is distributed in two motorways, the A8
and A15. This concession is fully built but is still far from
                                                                                          Economic indicators
being considered at a mature phase. Registering strong                                 Total sales: 66.4 million euros
organic growth, this concession will have additional                                      EBITDA: 44.0 million euros
growth of traffic through the traffic induced by the                                            EBITDA margin: 66.3%
opening of Brisal.
                                                                                               Number of workers: 311
During 2007, the investment made at the level of the
modernisation of toll equipment was particularly
important since it implied the total renewal at all toll
plazas. The interventions were carried out along the 25
Vias Verde entrances, 25 Vias Verde exits, 35 manual entry
lanes and 63 manual exit lanes.



 CHARACTERISTICS OF THE ATLÂNTICO CONCESSION

Motorway                                                                            Extension (km)
                                                                Total   Toll-free     Tolled         2x2 lanes   2x3 lanes
A8 – Auto-estrada Lisboa / Leiria                               129.8     26.0        103.8            88.1        41.4
A15 - Auto-estrada Caldas da Rainha / Santarém                  40.2       0           40.2            40.2         0
Totals                                                          170.0     26.0        144.0           128.6        41.4
 17                                                                                                                . Annual Report
                                                                                                                                      2007




                              Brisal Concession




The Brisal concession operates the Auto-estrada Litoral
Centro (A17), along a total of 92 km linking the A8 at
                                                                                                     Economic indicators
Marinha Grande to Costa da Prata in Mira. In 2007, the
                                                                                                   Total sales: 2.5 million euros
first stretches were opened, along an extension of 32 km
                                                                                                      EBITDA: -4.6 million euros
between Marinha Grande and Louriçal.
                                                                                                                EBITDA margin: N/A
The remaining 60 km will be opened to traffic at the                                                        Number of workers: 2
end of the first half of 2008. It should be noted that the
initial opening was delayed by four months, due to
setbacks in the environmental approval process by the                    consequently reinforce the traffic increase on the
Portuguese State.                                                        Atlântico network.

After this opening, the Brisal concession will benefit from              During 2007, the investment in the Brisal concession as
traffic induced by the Atlântico concession and,                         amounted to 250 million euros.



 CHARACTERISTICS OF THE BRISAL CONCESSION

                                                                                               Extension (km)
                                                                 Total      Toll-free   Tolled      Planned        Under              In
Motorway                                                                                                         construction operation
IIC8 – Louriçal – Pombal (given to the State in December 2006)   12.5         12.5        -                           -              12.5
A17 – Marinha Grande – Louriçal                                  32.3           -       32.3            -             -              32.3
A17 – Louriçal – Mira                                            60.4           -       60.4            -           60.4              -
 02       DOMESTIC CONCESSIONS                                                                                                          18




                Douro Litoral Concession




The Douro Litoral concession includes a total of 129 km,                   The estimated investment of this concession reaches
of which 76.2 km are tolled, and was awarded to the                        almost one thousand million euros, of which 207 million
consortium led by Brisa at the end of December 2007, for                   correspond to a payment to the Grantor, made at the time
a period of 27 years.                                                      of the signature of the Concession Agreement.


This concession, close to the city of Porto will serve the                 The studies and plans will be initiated during 2008, and
surrounding urban area, with a high population density, in                 construction will take place over the following years. The
which various industrial activities are developed. This                    operation of the non-tolled stretches, totalling 52.7 km is
concession is even more important since it links three Brisa               scheduled to start by March 2008.
network motorways, the A1 (Auto-Estrada do Norte), the
A3 (Auto-estrada Porto / Valença) and the A4 (Auto-                        This concession is expected to be fully open to traffic
-estrada Porto-Amarante).                                                  during 2011.



  CHARACTERISTICS OF THE DOURO LITORAL CONCESSION

                                                                                                  Extension (km)
                                                                   Total       Toll-free   Tolled      Planned       Under         In
Motorway                                                                                                           construction operation
A43 – Gondomar / Aguiar de Sousa (IC24)                             8.5            -        8.5           8.5           -           -
A41 – Picoto (IC2) / Nó da Ermida (IC25)                           33.0            -       33.0          33.0           -           -
A32 – Oliveira de Azeméis / IP1 (S.Lourenço)                       34.7            -       34.7          34.7           -           -
N14 - Ameal (IC23) / Leça do Balio (IP4)                            4.0          4.0                                               4.0
A1 / IC1 - Coimbrões (IC23) / Ponte da Arrábida (Norte)             4.3          4.3                                               4.3
A1 / IC2 - Nó de Sto Ovídio (IC2) / Coimbrões (IC1)                 2.6          2.6                                               2.6
A20 / IP1 - Carvalhos (IC2) / VCI (IP1)                             8.1          8.1                                               8.1
A20 / IC23 - Nó de Franco (IC1) / Nó VCI (IP1)                      8.7          8.7                                               8.7
A28 / IC1 - Ponte da Arrábida (Norte) / Sendim (IP4)                6.1          6.1                                               6.1
A41 / IC24 - Espinho (IC1) / Picoto(IC2)                            5.6          5.6                                               5.6
A43 / IC29 - Ponte do Freixo (Norte) / Gondomar                     8.1          8.1                                               8.1
A44 / IC23 - Coimbrões (IC2) / Ponte do Freixo (Sul)                5.1          5.1                                               5.1
                                                                   128.8         52.7      76.2          76.2                     52.7
This concession is expected to be fully open to traffic by 2011.
 19                                                                                                . Annual Report
                                                                                                                     2007




      New Motorway Concessions




The conclusion and awarding of important concessions         competitive bidders who will present a final proposal in
and the launching of new projects strongly stimulated the    early 2008. The decision is planned to be made at the end
road sector in 2007. In addition to the Túnel do Marão       of the first half of 2008.
project, in which Brisa is currently short-listed, the
Portuguese State has defined seven new concessions           In this context it is important to highlight that, once the
which will be tendered and whose initial proposals are       Marão Tunnel concession is concluded and open to traffic,
expected during 2008. Acting within the context of its       it will serve as an extension of the Auto-estrada A4 (Auto-
strategy for the national market, Brisa will carefully       -estrada Porto-Amarante), between Amarante and Vila
analyse these public tenders and take a position, always     Real, which will reinforce the traffic flow on this Brisa’s
taking into account the creation of value for the            network.
shareholder.

                                                             I NATIONAL ROAD PLAN
I TÚNEL DO MARÃO MOTORWAY
                                                             In addition to the processes which have already begun
The Túnel do Marão motorway, with a total extension of       and those soon to be announced, are almost 1 500 km of
29 km, is currently in the short-list phase, with the AEdM   new concessions, covering over 900 km of new roads:
consortium led by Brisa, included in the list of 2
 02     DOMESTIC CONCESSIONS                                                                                            20




- Auto-estrada Transmontana, between Vila Real and              - Auto-estradas do Centro, between Coimbra, Aveiro and
  Bragança (frontier), with the proposals to be handed in         Viseu, a concession of which the tender should begin in
  at the end of February 2008;                                    March 2008;
- Douro Interior, 261 km of new roads to be developed in        - Litoral Oeste, almost 100 km in the region of
  Trás-os-Montes and Beira Interior;                              Leiria/Tomar (80 km of new construction), to be
- Baixo Alentejo, a concession in the districts of Beja,          tendered in March 2008;
  Évora and Setúbal, with the proposals planned for mid-        - Alto Alentejo, 110 km of new lanes in the district of
  March 2008;                                                     Portalegre.
- Baixo Tejo, 70 km in Setúbal Peninsula (32 km of new
  construction and 38 km already in operation), with the
  proposals planned for mid-April 2008;



 NEW ROAD CONCESSIONS

                                                             Construction of new motorways    Maintenance
                                                            Motorway     Without      Total    of lanes in     Lanes for
                                                             profile    motorway               operation construction and
Concessions                                                               profile                 (km)     maintenance (km)
Transmontana                                                   130          0          130        47             177
Douro Interior                                                 18          243         261        11             272
Baixo Alentejo                                                 124          0          124        220            344
Baixo Tejo                                                     22          10          32         38             70
AE Centro                                                      168         23          191        153            344
Litoral Oeste                                                  19          61          80         19             99
Alto Alentejo                                                   0          110         110        29             139
Total                                                          481         447         928        517           1 445
03           . Annual Report   2007




Trafic and
  Mobility
 03      TARFFIC AND MOBILITY                                                                                                                                                    22




                                  Traffic and Mobility




During 2007, there was a notable increase in traffic,                                                  TRAFFIC FLOW ON THE TOLLED NETWORK
although the different concessions have shown different
levels of traffic flow and growth according to their                                                 Decomposition                                   Evolution 2007
maturity. Hence what is most noticeable is the inversion of                                          Equivalent traffic flow                         2.6%
the negative trend of the past few years in the equivalent                                           Total traffic flow                              3.2%

network.
                                                                                                     This evolution is a consequence of the improved
  GROWTH OF TRAFFIC IN MOTORWAY                                                                      performance of the Portuguese economy, especially
  CONCESSIONS                                                                                        during the last half year, as well as the full absorption of
                                                                                                     the competitive effects of the Costa da Prata and Norte
Concession           Growth                                                                          Litoral SCUT concessions on the A1 – Auto-estrada do
                     in ADT                  Comments                                                Norte and A3 – Auto-estrada Porto/Valença. The
Brisa                2.6%                    Mature concession
                                                                                                     opening of the new sub-stretches of the A10, between
                                                                                                     Arruda dos Vinhos and Benavente, which increased the
Atlântico            8.1%                    Non-mature concession
                                                                                                     extension of the concession and introduced new traffic
Brisal               -                       32 km opened in June 2007
                                                                                                     on the network, contributed to an increase of 0.6% in
Douro Litoral        -                       Project phase
                                                                                                     the traffic flow. However, even so, some factors
                                                                                                     inhibiting growth still remained, such as the increase in
                                                                                                     the price of fuel and continued competitive effect of the
I TRAFFIC ON THE BRISA CONCESSION                                                                    Grande Porto Concession on Grande Porto on the A4 –
                                                                                                     Auto-estrada Porto/Amarante, whose negative effect
The total traffic flow on the Brisa network of tolled
                                                                                                     will be eliminated in 2008.
motorways corresponded to 77.8 x 108 vehicles x km in
2007, which is equivalent to an increase of 3.2% in
                                                                                                     In 2007, the traffic definitively confirmed the current
comparison to the traffic flow registered during the
                                                                                                     period of sustained expansion, after a period of weak
previous year.
                                                                                                     economic growth and the occasional impact of the
                                                                                                     competition, as can be seen in the graph below:



  GROWTH IN QUARTERLY TRAFFIC 2004- 2007


             6.0%



             4.0%



             2.0%



             0.0%



             -2.0%



             -4.0%



             -6.0%
                         1 T-04


                                    2 T-04


                                               3 T-04


                                                        4 T-04


                                                                 1 T-05


                                                                          2 T-05


                                                                                   3 T-05


                                                                                            4 T-05


                                                                                                       1 T-06


                                                                                                                2 T-06


                                                                                                                          3 T-06


                                                                                                                                   4 T-06


                                                                                                                                            1 T-07


                                                                                                                                                      2 T-07


                                                                                                                                                               3 T-07


                                                                                                                                                                        4 T-04
 23                                                                                                                                                                          . Annual Report
                                                                                                                                                                                                  2007




 TRAFFIC FLOW AND RELATIVE IMPORTANCE OF EACH MOTORWAY

                                                                                                                                     Vehic. km                Relative                      Variation
Motorway                                                                                                                               (108)                importance                      2006-2007
A1 - Auto-estrada do Norte                                                                                                             37.3                      47.9%                        2.5%
A2 - Auto-estrada do Sul                                                                                                               14.1                      18.2%                        4.7%
A3 - Auto-estrada Porto / Valença                                                                                                       6.6                           8.5%                    2.7%
A4 - Auto-estrada Porto / Amarante                                                                                                      4.5                           5.7%                   -8.6%
A5 - Auto-estrada da Costa do Estoril                                                                                                   4.2                           5.3%                    1.0%
A6 - Auto-estrada Marateca / Caia                                                                                                       2.9                           3.7%                    3.3%
A9 - CREL - Circular Regional Exterior de Lisboa                                                                                        3.5                           4.5%                    5.2%
A10 - Auto-estrada Bucelas / Carregado / IC3                                                                                            0.8                           1.0%                   594.6%
A12 - Auto-estrada Setúbal / Montijo                                                                                                    2.0                           2.5%                    1.0%
A13 - Auto-estrada Almeirim / Marateca                                                                                                  1.5                           1.9%                    9.5%
A14 - Auto-estrada Figueira da Foz / Coimbra (Norte)                                                                                    0.6                           0.7%                    3.6%
TOTAL                                                                                                                                  77.8                    100.0%                         3.2%




I ANALYSIS BY MOTORWAY                                                                                 The A1 (Auto-estrada do Norte), which in spite of the
                                                                                                       traffic lost to the new sub-stretches of the A10, benefited
The evolution in traffic flows has changed the relative
                                                                                                       from the favourable performance of the economy and the
importance of each motorway in Brisa’s tolled network.
                                                                                                       end of the competition from the Costa de Prata SCUT,
Hence, the A13 and A4 motorways now indicate the
                                                                                                       which resulted in positive variations in traffic flows as of
greatest gains and losses, respectively, with significant
variations being observed in comparison to 2006.                                                       the end of the fourth quarter of 2006.


As a result of their growth or representativeness, the                                                 On the A2 (Auto-estrada do Sul), 2007 was characterised
following Brisa network motorways deserve particular                                                   by a very positive recovery in growth rates, with traffic
mention:                                                                                               flows increasing by 4.7%.



 QUARTERLY GROWTH RATE IN TRAFFIC FLOWS ON THE A1 2004 – 2007


               6.0%
                       4.3%
                                 3.9%                                                                                                                                   4.1%
               4.0%
                                                                                                                                        2.2%                                      2.3%
                                                                                                                                                            1.8%
               2.0%                                                                                                                               1.4%
                                           0.4%
               0.0%

                                                                                                                 -0.9%     -0.8%
              -2.0%
                                                     -2.3%

              -4.0%
                                                               -4.7%
                                                                                                       -4.9%
              -6.0%


              -8.8%                                                                          -7.4%


             -10.0%                                                      -9.4%     -9.4%


             -12.0%
                        1 T-04


                                  2 T-04


                                            3 T-04


                                                      4 T-04


                                                                1 T-05


                                                                          2 T-05


                                                                                    3 T-05


                                                                                              4 T-05


                                                                                                        1 T-06


                                                                                                                  2 T-06


                                                                                                                            3 T-06


                                                                                                                                         4 T-06


                                                                                                                                                   1 T-07


                                                                                                                                                             2 T-07


                                                                                                                                                                         3 T-07


                                                                                                                                                                                   4 T-04
 03    TARFFIC AND MOBILITY                                                                                             24




The A3 (Auto-estrada Porto/Valença), during 2007 no             TRAFFIC STRUCTURE BY CLASS OF VEHICLE
longer felt the competitive effects of the Norte Litoral
SCUT. Strong growth was observed as of the middle of            Class                   2005        2006               2007
2007, particularly on the stretches north of Ponte de Lima.     1                      80.0%       80.8%             80.9%
                                                                2                      14.3%       13.6%             13.3%

On the A4 (Auto-estrada Porto/Amarante) the negative            3                      0.9%         0.8%              0.8%

effects of the competition induced by the stretches of the      4                      4.8%         4.8%              4.9%

Grande Porto SCUT remained throughout 2007, and will
only diminish over 2008.
                                                               I TRAFFIC ON THE ATLÂNTICO
The A5 (Auto-estrada da Costa do Estoril) registered only        CONCESSION
1% growth in comparison to 2006, since its capacity is
                                                               During 2007, the Atlântico concession registered an
close to saturation.
                                                               increase of 8% in traffic, since average daily traffic
                                                               increased from 15 089 to 16 303 vehicles. Growth during
On the A9 (CREL), the opening to traffic of the new            the past year reflects the non maturity of this concession
stretches of the A10, permitted new links between the A1       and potential it presents. In addition to this fact, the
and the entire region south of the Tagus river to the          complete opening of Brisal will also have a positive effect
western zone of Grande Lisboa, which sustained growth          on the traffic on this concession over the next few years.
above 5%.
                                                                Atlântico                  TMD                     % change

Lastly, the A10 – Motorways Bucelas / Carregado / IC3           A8                        20 488                      8.2%

and A13 – Almeirim / Marateca deserve special mention,          A15                        5 497                      6.2%

in which the strong growth reflects the alternative of new      Atlântico concession      16 303                      8.0%

routes and attraction of new clients who did not
previously use the network (attraction of traffic previously
using Marechal Carmona Bridge and the surrounding              I TRAFFIC ON THE BRISAL CONCESSION
network).                                                      2007 witnessed the opening to the traffic of Brisal’s first
                                                               segment between Marinha Grande and Louriçal, on 3rd
                                                               June. On this 32.3 km segment, average daily traffic
I ANALYSIS BY CLASS OF VEHICLE                                 registered was 4 528 vehicles. However, it is still not
The distribution of traffic in different classes did not       possible to infer the traffic level on this concession from
change significantly, which is particularly positive, taking   this value, since this is a single segment which has only
into consideration that during 2007 the discounts which        been open for just over 6 months.
had up to this date been given to heavy vehicles ended.
                                                                            Brisal                         ADT
                                                                             A17                           4 528
According to the data in the table below, it can be seen
that class 1 grew to at the cost of class 2, whose relative
weight fell approximately 1% between 2005 and 2007.
Classes 3 and 4, more related to economic activities have
shown greater stability in their evolution, maintaining
their relative weight.
 25                                                                                                    . Annual Report
                                                                                                                         2007




                         Service Excellence




As has been previously mentioned, Brisa is currently            The fact that the OCC possesses a database on all of the
developing the BEST Project, which defines the company’s        incidences occurring on the network, allows the statistical
major guidelines. Excellence is one of the fundamental          processing and analysis of the data relevant to the
values chosen in this Project and, as such, Excellence of       operation, enabling the construction of management
Service reinforces a structural element in the company’s        indicators, as well as the possibility of the continued
strategy, thus explaining the enhanced development of           improvement of the system.
this area during the last few years.

                                                                I INFORMATION AND CLIENT
I ACTIVE MANAGEMENT OF TRAFFIC                                    SATISFACTION
Aimed at the provision of high quality services in              The information of operational nature managed by OCC,
assistance, emergency care, patrolling, protection and          essential to ensure the management of operations, is
information to clients, the management and coordination         complemented by external information, aimed at
of operations on motorways is ensured by the Operational        ensuring that the client is appropriately, usefully and
Coordination Centre (OCC), located at Brisa’s head office,      completely clear about the use of the motorway network.
in Carcavelos, and which coordinates all the resources
required for the active management of traffic.                  This information is provided to the client through various
                                                                channels of communication:
The OCC is responsible for the active management of
traffic in strict collaboration with 12 Operational Centres,    • Telephone:
distributed all over the country and along the entire            • Brisa Blue Number - 808 508 508 – permanent
network of Brisa and Brisal motorways, and is prepared to          contact number, 24 hours a day, 365 days a year;
include future networks, such as for example, the Douro          • Via Verde Client Helpline – 707 500 900 – contact
Litoral concession network. The management and                     number for Via Verde clients.
coordination of resources by this Centre cover the various
aspects of day-to-day activity, especially collaboration in     • Electronic mail:
the issuing of opinions and implementation of Traffic            • e-mail for Brisa client support: servico.client@brisa.pt;
Management plans.                                                • e-mail for Brisa investors: contacto@brisa.pt;
                                                                 • e-mail for VVP investors: contacto@viaverde.pt;
Regarding the patrolling carried out by Brisa Assistência        • e-mail for Brisa client support:
Rodoviária (BAR), the OCC promotes the respective                  gestao.clients@viaverde.pt.
inspection, in collaboration with the Managers of the
Operational Centres, so as to maximise service standards        • Internet site – www.brisa.pt and www.viaverde.pt
(through the minimisation of response time), quality and
type of services provided.                                      • 15 Attendance posts along the motorway network and
                                                                  in the main urban centres ensuring attendance to all
OCC activity is supported by the road telematic equipment         Brisa and Via Verde clients;
installed on the motorway network, consisting of a total of
approximately 170 electronic notice boards, allowing the        • 33 Information posts situated in Brisa Service Areas,
provision of dynamic information in real time to clients, and     Shops and Operational Centres providing Access to the
of approximately 500 cameras, allowing network coverage           Brisa and Via Verde Internet sites and telephone
of 78.5%. It should be noted that the latter contribute to        helplines.
approximately 8% of detection of incidences.
 03
 01   TARFFIC AND MOBILITY                                                                                         26




Brisa has been giving increasing importance to client        The 25 service areas along the motorways ensure full
satisfaction levels through the quality of the services      coverage of the network, with an average distance
provided. As of early 2007, the satisfaction indicators      between them of approximately 40 kilometres. All the
adopted by Brisa for the evaluation of the quality of the    Brisa network service areas consist in two half areas, one
services provided are integrated in the MIS (Management      in each direction.
Information System).
                                                             Base elements in the service areas
In addition to inspecting client satisfaction levels, the
Client Support Service has centralised, since 2005, the       • parking zones for light and heavy vehicles;
reception and management of all of the presentations,         • fuel, oil and lubricant supply zone;
containing suggestions, complaints and requests for           • sales zone for vehicle material;
information sent by Brisa clients, aimed at ensuring          • service station/wash zone;
greater control of the quality of the attendance provided     • shop/mini-market zone;
                                                              • restaurant zone;
and faster management and conclusion of cases. 20 744
                                                              • rest zone;
presentations were processed by the Client Support
                                                              • children’s park;
Service in 2007, corresponding to an increase of 9% in
                                                              • sanitary facilities.
comparison to 2006. This increase, far lower than the
71% observed in 2006 in comparison to 2005,
                                                             In spite of being under sub-concession to third parties,
demonstrates the stabilisation of the service provided.
                                                             Brisa exercises strict management of the quality of the
                                                             service areas. During 2007, Brisa’s inspections to the
In 2007, a new platform was built for the processing of
                                                             service areas under sub-concession were restructured, but
observations, aimed at adding increased flexibility and
                                                             still maintaining a common base identical to the previous
response to client observations.The new platform allows,
                                                             system. The entire system continues to maintain the
in an easy manner accessible to all company employees
                                                             objective of verifying compliance with the contract
and departments, ensuring compliance with internal
                                                             established with the concessionaires as well as being a
procedures as well as having the capacity to effectively
                                                             way to evaluate the level of service provided in each unit.
manage and control complaints directed at Brisa, taking
into account all the stages in the life cycle.
                                                             The system developed consists of:


I NETWORK OF SHOPS AND SERVICE                                • daily inspection carried out by Brisa Assistência
  AREAS                                                         Rodoviária – evaluation of a set of 13 indicators;
                                                              • “Mystery Client” inspections carried out by an
Brisa, in partnership with Via Verde, has developed a           independent company (SGS Portugal, S.A.) – carried
network of 8 shops for client attendance aimed at               out twelve times a year, approximately on a monthly
promoting greater proximity with clients. The shops are         basis;
based on the concepts of accessibility and proximity, and     • Brisa inspections for the evaluation of infrastructure
complete the client attendance available by telephone           (flooring, buildings, etc), on an annual basis;
and Internet, through greater physical presence.              • inspections within the area of Food Quality and
Strategically placed along the client’s route, the shops        Hygiene, carried out by an independent company
provide a full service to Brisa and/or Via Verde clients –      (currently SGS Portugal, S.A.).
based on the one-stop-shop concept – ensuring the
solving of all problems in one go.                           During 2007, 32 595 824 vehicles entered into Brisa
                                                             network Service Areas, representing an average of
                                                             665 221 vehicles for each half service area.
 27                                                                                                 . Annual Report
                                                                                                                      2007




                         Payment Systems




During 2007, the most popular form of payment,                economic rationalisation. In 2007, of particular relevance
measured by the value of the transactions carried out,        was the introduction of the free-flow system, on the A10
was the Via Verde system. The transactions carried out        (Auto-estrada Bucelas / Carregado / IC3), a new toll
under this system achieved a penetration of 57%.              collection system for Via Verde clients, eliminating the
                                                              physical toll barrier on the lane.

 FORMS OF PAYMENT (VALUE OF THE
 TRANSACTIONS CARRIED OUT)                                    This new toll collection system functions through a portico
                                                              on the motorway, in which antennas scanning the
                                                              identifiers are located. Comfort and traffic flow are thus
                                                              guaranteed, since the drivers possessing Via Verde do not
       23%                                                    need to slow down, as would be the case if they had to
                              Payment in cash      23%
                                                              pass through a traditional toll barrier.
                              Bank Card            20%
                57%
      20%
                              Via Verde            57%        Also aimed at the automatisation of toll collection, the
                                                              work and tests carried out during 2007 should also be
                                                              particularly noted, with the objective of introducing a
                                                              manual lane of automatic character. The so-called
                                                              automatic lane should be implemented in the near future,
Analysing only the Brisa concession, we find that a total     representing not only improved standard of service in toll
of 223 631 382 transactions were carried out, with            locations but also enabling potential gains in efficiency,
60.3% being through the Via Verde system.                     since it will substitute manual lanes.


Brisa continued to make efforts towards the automisation
of toll collection, aimed at increasing service quality and
 03
 01    TARFFIC AND MOBILITY                                                                                             28




                                       Road Safety




During 2007, Brisa continued efforts towards reducing            I ROAD ACCIDENT PREVENTION
the rate of occurrence of accidents, and it is of particular
interest that the accident rate indicators decreased in          In addition to the road accident prevention campaigns
relation to those registered in 2006.                            developed, Brisa continuously reinforces the characteristics
                                                                 of safety on its network. The following actions in this area
In spite of this positive evolution, Brisa, considering the      should be highlighted:
important role played by road signs in motorway user
safety, will continue to invest in this area, aimed at the        • Installation of six crash cushions for protection against
safety and comfort of driving.                                      divergences considered dangerous.
                                                                  • Use of high quality materials, such as highly
                                                                    retroreflective panels to improve drivers’ night vision;
I ACCIDENT OCCURRENCE RATE                                        • Installation of luminous green markers on Vias Verde
                                                                    Plena Via tolls to better guide drivers’ Access to those
The rate of occurrence of accidents, which in 2006 had
                                                                    lanes.
registered an increase of 8% in relation to 2005, showed
                                                                  • Analysis of accident concentration zones, with
a positive evolution, since during 2007 this indicator fell
                                                                    interventions on the A3 and A4 through the installation
by 19% in relation to 2006.
                                                                    of active signs for the luminous delineation of specific
                                                                    locations and localised improvement of road surfaces.
                                                                  • Removal of vegetation close to buildings next to
                  Accident occurrence rate                          motorways and thinning trees and bushes to reduce
                                                                    combustible mass, in accordance with the legislation
                     of 54.32 acidentes
           for each 100 million kilometres travelled
                                                                    on the prevention of forest fires.


             to approximately 44.02 accidents
           for each 100 million kilometres travelled.
                     (10^8 vehicle x km)

    This indicator decreased by 19.0% during the last year
     in spite of the increase in total traffic flow registered
                  on the Brisa network in 2006.




The other road safety indicators also present a positive
evolution, especially those related to the severity of the
accidents:


 • 16.3% in the rate of accidents resulting in severe injury
 • -5.1% in the rate of accidents resulting in death
 • -13.4% in the rate of accidents resulting in light injury
04          . Annual Report   2007




   Road
 Services
 04    ROAD SERVICES                                                                                                   30




                                         Via Verde




Brisa holds the whole capital or has majority controlling
interests in a group of road service companies which
complement its main activity and provide services
                                                                                           Economic indicators
associated to traffic flow safety or comfort, in both                                   Total sales: 22.9 million euros
motorway and urban environments.                                                            EBITDA: 3.4 million euros
                                                                                               EBITDA margin: 14.7%
From a management perspective, the major objective of
                                                                                             Number of workers: 117
most of these companies (except Controlauto) is to
provide support to road concessions, through strong
specialisation and operational efficiency gains. Therefore,
Brisa concession is their main client, although these
companies also increasingly provide other services to            transactions carried out in Portugal. In urban areas, this
other external entities.                                         value rises to 70%.


The comfort of driving on Brisa motorways is greatly due         Currently, the system equips the tolled network of:
to the possibility of electronic toll collection by Via Verde.
                                                                  • Auto-Estradas Brisa
The electronic payment, carried out through radio                 • AEA – Auto-estradas do Atlântico
communication between the on-board unit (OBU) and                 • AENOR – Auto-estradas do Norte
roadside equipment (RSE), was provided to other motorway          • Mafratlântico
operators in Portugal, promoting interoperability between         • Brisal – Auto-estradas do Litoral S.A
the different networks.                                           • Lusoponte – Ponte 25 de Abril and Ponte Vasco da
                                                                    Gama
Via Verde is used in over 1400 km of motorways and
bridges, and generates almost 62% of the value of toll
 31                                                                                                           . Annual Report
                                                                                                                                2007




 NUMBER OF ADHERENTS TO VIA VERDE AT THE YEAR END



                 2 500 000
                                                                                                      2 106 936
                                                                                          1 973 937
                 2 000 000
                                                                  1 685 708   1 832 110
                                                      1 580 298
                 1 500 000               1 432 210
                             1 253 758

                 1 000 000


                  500 000


                        0

                              2001        2002         2003        2004        2005        2006        2007



Of particular interest in 2007 was the increase in
transactions in service stations and petrol stations. With
over 4.2 million movements in 2007, service stations now                   “With over 2.1 million users and over
represent 2.2% of total electronic transactions collected.                   188 million toll transactions on road
                                                                          networks, Via Verde showed an annual
2007 was also marked by the launching of innovative
products, such as Via Verde/Ndrive, as well as of new
                                                                                    growth in the order of 6%.”
services such as Via Dupla (Split Billing) and the start-up of
the pilot Pre-paid Via Verde, which aim to provide a
solution to client needs, which have been identified over
the last few years.

                                                                                                       Opportunity
                                                                          The development of the interoperability
                                                                              of the ETC (Electronic Toll Collection)
                                                                          systems in Europe, planned for the next
                                                                            few years, opens new perspectives for
                                                                             Via Verde’s business in the context of
                                                                              electronic collection in the European
                                                                                                              space.
 04    ROAD SERVICES                                                                       32




                                    Controlauto




Controlauto carries out the technical inspection of
vehicles and verifies their safety conditions.
                                                                  Economic indicators
In 2007, a new inspection centre was opened in the city        Total sales: 18.9 million euros
of Porto, increasing its network to a total of 46 centres, a       EBITDA: 5.2 million euros
telephone attendance service for bookings and                        EBITDA margin: 27.8%
information through a single number was implemented,
                                                                   Number of workers: 366
and activities were continued for the remodelling and
uniformisation of the brand in the various centres.


During last year a follow-up audit was carried out on the
certification of norm NP EN ISSO 9001:2000, obtained in
2006.




       “59.6% own by Brisa, Controlauto
               has recorded 1.17 million
                services in its network.”
 33                                                                                                  . Annual Report
                                                                                                                       2007




      Brisa Assistência Rodoviária




Brisa Assistência Rodoviária (BAR) provides vigilance,
patrolling, emergency assistance and protection services
on roads, as well as break-down service and/or roadside
                                                                                         Economic indicators
assistance (towing of the vehicle).                                                   Total sales: 12.1 million euros
                                                                                          EBITDA: 0.9 million euros
The company, 100% controlled by Brisa Auto-Estradas de                                        EBITDA margin: 7.4%
Portugal, S.A., was created in April 2002 from the Client
                                                                                           Number of workers: 288
Support Service belonging to BRISA motorways, and its
team has over 30 years of experience in the sector. By the
end of 2007, BAR had 15 operations centres, 283
specialised technicians and 82 equipped vehicles. In 2007,
BAR responded to approximately 106 thousand services,         In addition to enabling making the most of its technical
which represents a reduction of 4.7% in comparison to         competences, it also develops other activities, particularly
2006.                                                         the provision of services to insurance companies, for
                                                              automobile assistance or travel assistance.
Added to Brisa, BAR expanded its activities to other
                                                              In 2007, BAR income was 12.1 million euros. External
concessionaires, achieving wide national coverage within
                                                              turnover reached approximately 10% of this value which,
the area of patrolling and assistance activities. At the
                                                              according to current parameters, represents a decrease in
moment, BAR’s activity also covers the Brisal and Atlântico
                                                              comparison to the previous year, since 50% of the income
concession, along a total of approximately 1 300 km.          from the services provided on the network under
                                                              concession to AEA is now considered internal revenue.




                                                                              Certification
             BAR has the Certification of the System of Quality Management since 2004, in
                                                       accordance with ISO 9001/2000 Norm.
        BAR has the Certification of Services since June 2007, under norms NP 4445-2:2006
        (Level 2 Roadside Assistance - Higher) and NP 4444:2006 (Towing of Light Vehicles).
 04    ROAD SERVICES                                                                                                  34




                            Brisa Access
                 Electrónica Rodoviária



Brisa Access Electronica Rodoviária (BAER) was the result
of a spin off in the activities developed on Brisa Auto-
-Estradas., which transferred the human and material
                                                                                          Economic indicators
resources guaranteeing the assistance and maintenance                                 Total sales: 10.7 million euros
activity of all the equipment and electronic systems of the                                EBITDA: 1.4 million euros
concessionaire’s toll area.                                                                     EBITDA margin: 13%
                                                                                             Number of workers: 49
The fusion originated in the strategic reorientation of the
areas of supplies and maintenance of equipment, and
provision of services to mobility infrastructure operators
and drivers.
                                                              telematic systems of the new Tagus River Crossing at
During 2007, BAER obtained operational revenue of             Carregado, as well as in the installation of the first “free-
10.7 million euros, 77% of which relative to the provision    flow” Via Verde system. Benefitting from the experience
of services and 23% related to the sale of equipment. The     acquired in this system, BREA also lent support to the
company finalised the year with a net profit of               experimental installation of the first “free-flow” system in
830 thousand euros.                                           a SCUT, in which toll fare collection is supported by a
                                                              combination of two technologies: Via Verde and license
In 2007, BAER proceeded with the installation and             plate recognition.
maintenance of systems integrated with that of the Via
Verde in over 7 service stations, and is a system which by    BREA’s involvement in these two installations is of notable
the end of 2007 had 53 operational car parks. BREA also       strategic interest since these collection systems are
played an important role in the installation of the           currently emerging on the Portuguese road scene.
 35                                                                                                   . Annual Report
                                                                                                                        2007




                                                Mcall




A MCall specialises in the provision of multi-channel
remote attendance services (call centres) – telephone,
e-mail, SMS, fax and internet.
                                                                                          Economic indicators
                                                                                  Total sales: 2 027 thousand euros
In addition to the Brisa group companies (70% of its                                   EBITDA: 283 thousand euros
turnover), Mcall has extended its client attendance,                                          EBITDA margin: 14.1%
telemarketing, sales, survey and collection services to
                                                                                              Number of workers: 47
other clients.


In 2007, MCall continued to invest in services of greater
complexity and valued added, of which the following are of
particular relevance: attendance for car inspection bookings   through Brisa’s blue number, a service which is available 24
at Controlauto, management of requests for assistance          hours a day, which forwards emergencies and assistance,
from hearing disabled people (via SMS) and attendance          and provides information on traffic, routes and toll rates.




               “Mcall had a total turnover of
                over 2 million euros, 30% of
              which were in services provided
                     to external companies.”
05                . Annual Report   2007




     Transport
infrastructures
 37                                                                                                     . Annual Report
                                                                                                                          2007




         Brisa Engenharia e Gestão




The expansion of Brisa’s business activities to other
transport infrastructures had the objective of capturing
added value in other areas in which the basic
                                                                                            Economic indicators
competences are similar to those in the road sector.                                     Total sales: 21.3 million euros
                                                                                             EBITDA: 0.8 million euros
The particular case of BEG (Brisa Engenharia e Gestão), a                                       EBITDA margin: 3.8 %
Project Management company, reflects this complemen-
                                                                                              Number of workers: 252
tarity, since BEG already has vast experience in the
management of projects in the railway sector and, for
example, in the transport and distribution of water. Apart
from BEG, also present in this sector is the TIIC investment
fund, destined for various types of infrastructure, as well      Main clients:
as the New Lisbon Airport project and TGV.
                                                                  • BRISA – Auto-Estradas de Portugal
Brisa’s investment in other transport infrastructure had the      • BRISAL, Auto-Estradas do Litoral
objective of gaining profits in other transport                   • Estradas de Portugal, S.A.,
infrastructure sectors (with priority given to the airport        • Autarquias
and railway sectors).                                             • REFER


This diversification has arisen with the objective of gaining    By the end of 2007, BEG, 100% held by Brisa, employed
profits in other transport sectors. Therefore, the definition    252 highly qualified and experienced workers in their
of priorities favours the railway and airport transport          activity areas.
infrastructure sectors. Aimed at entry into the latter sector,
through the New Lisbon Airport Project (NLA) and                 Regarding quality, BEG has maintained the accreditation
privatisation of ANA, it should particularly be noted that,      of its Laboratory, with head office at Maia, through Norm
at the end of 2007, Brisa, in conjunction with other             NP EN IS0/IEC 17025:2000, kept its General Manager of
partners, has represented the only consortium announced          Quality certification attributed by the Laboratório Nacional
to date (Asterion).                                              de Engenharia Civil (LNEC), and obtained the certification
                                                                 of the system of Integrated Management of Quality and
The core business of Brisa Engenharia e Gestão (BEG) is          the Environment, in accordance with the norms,
the management of transport infrastructures, essentially         respectively, NP EN IS0 9001:2000 and ISO 14001:2004.
those pertaining to roads and railways, especially in the
areas of project coordination, management of
expropriative processes, supervision and management of
construction work and coordination of safety.
 05
 01   TRANSPORT INFRASTRUCTURES                                                                                  38




                  Transport Investment
                         Infrastructure
                        Company (TIIC)


Brisa, jointly with two financial partners (Millennium     distinguished from the others in that it seeks to create
Investment Banking and Compagnie Benjamin de               value in its subsidiaries in both financial and operational
Rothschild), has constituted an investment fund in         areas. The combination of operational and financial
transport infrastructure. This fund aims at exploring      partners constitutes this factor of differentiation.
investment opportunities complementary to those
developed by the actual promoters, in the markets of the   The target capitalisation will be 500 million euros, of
European Union, North America and Latin America.           which 50 million will be underwritten by Brisa. The
                                                           investment period, during which the funds provided by
This fund, complementary to Brisa’s business, is           the shareholders will be applied, will be 5 years.
 39                                                                                                   . Annual Report
                                                                                                                        2007




                             Airports
              Principais eventos 2007




Brisa has defined as an integral part of its vision being a   The main factors differentiating this consortium are its
manager of transport infrastructure, with a global            knowledge of the national market, total commitment to
presence. As such, its entry into the airport concession      the development of the Country and its reputation at an
sector is a strategic priority for Brisa.                     international level, extensive knowledge in the
                                                              infrastructure sector and its recognised construction and
This is the reason why the New Lisbon Airport project         financial capacities. Additionally, the consortium does not
(NLA) and privatisation of ANA, S.A. are being                eliminate the possibility of inviting another partner, if this
meticulously prepared; with Brisa having constituted the      partner is differentiating and decisive in guaranteeing a
only consortium to date (Asterion), whose members             victorious outcome in the tender.
guarantee a very competitive positioning in the
international tender for these projects.                      During this phase, after the Government’s decision in
                                                              relation to the location of the airport in Alcochete, the
In fact, the consortium is composed of national leading       consortium is waiting for the definition of the details and
companies in the Infrastructures/Construction sector,         deadlines of the international public tender.
namely Brisa, Mota-Engil and Somague, and in the
Banking sector, Caixa Geral de Depósitos, Millenium BCP
and Banco Espírito Santo. Brisa holds a particularly
important share of this consortium.
 05
 01    TRANSPORT INFRASTRUCTURES                                                                                  40




                           High-Speed Train




One of the major projects on the agenda in the transport      the southern bank of the Tagus River for the location of
infrastructure area is the High-Speed Train. Initially, the   the NLA. Brisa is interested in this project but no
project presented consisted of five public-private            consortium will be presented until more details are known
partnerships, with recent information indicating the          on the project.
likelihood of this being adapted, in light of the choice of
06              . Annual Report   2007




International
     Business
 06    INTERNATIONAL BUSINESS                                                                                           42




                           Road Concessions
                                                                    “Brisa expects that within five to ten
                                                                  years 50% of the company’s value will
                                                                 come from business in the international
Brisa’s growth has also been developed through its
                                                                                                 market.”
international business. Present in various countries, Brisa
has based its international expansion on the vast
experience accumulated over its 36 years of activity and
on key competences in the development of road
concessions and solutions in integration and electronic toll
collection systems. It should be noted that in 2007, aimed     This transfer is also reinforced through the exchange of
at increasing global coverage, Brisa enlarged its              experiences and synergies to consolidate and expand
geographical focus, for example to Russia, Turkey and          business in progress and develop new opportunities in
Australia.                                                     Brazil and other countries.


Partnerships with local companies or companies which are
                                                               I UNITED STATES OF AMERICA:
already established in the different markets comprise the
                                                                 NORTHWEST PARKWAY
preferred method for possible entry into these new
markets.                                                       This concession is 18 km long, of which 14 have already
                                                               been built and are in operation, and is part of the road
                                                               belt of Denver, Colorado, one of the States with highest
I BRAZIL: CCR - COMPANHIA DE                                   expected growth in the United States. It has a 99 year
  CONCESSÕES RODOVIÁRIAS                                       maturity and involves an investment in the order of
18% held by Brisa, CCR is responsible for the                  375 million euros.
management of 1 452 km of motorways through the
following concessions: AutoBAn and ViaOeste, in São
Paulo; NovaDutra, Ponte Rio-Niterói and ViaLagos, in Rio
                                                                                           Economic indicators
de Janeiro; and RodoNorte, in Paraná. In addition to its
                                                                                   Total sales: 604.4 thousand euros
road concession business, CCR is also responsible for the
construction and operation of Line 4 of the Metro of São                               EBITDA: -18.0 thousand euros
Paulo, a railway infrastructure.                                                                  EBITDA margin: -3%




                                Economic indicators            Brisa is the controlling shareholder, holding 90% of this
                                                               concession, with the remaining 10% being held by CCR.
                        Total sales: 883.0 million euros
                            EBITDA: 534.6 million euros        This was the first concession won by Brisa in the North
                                EBITDA margin: 60.5%%          American market and constitutes an important milestone in
                                                               Brisa’s process of creation of value and internationalisation.


The transfer of technology from Brisa to CCR, both in
terms of management s well as related to the operation
of infrastructures, has stimulated the development and
enhanced the reputation of the concessionaire on the
Brazilian market and in the international sphere.
 43                                                                                                  . Annual Report
                                                                                                                       2007




             Electronic Toll Collection




I CZECH REPUBLIC: KTS                                         I HOLLAND: MOVENIENCE
KTS was the company chosen to supply and operate the          Created in 2007, Movenience is responsible for electronic
electronic toll collection system for heavy vehicles. The     toll collection in the Westerschelde Tunnel.
consortium, 26% held by Brisa, was constituted in
partnership with Kapsch, an Austrian company holding          30% held by Brisa International, 60% held by WST
the remaining capital, to participate in electronic toll      (Westershelde Tunnel) and 10% held by NedMobiel,
collection tenders launched in Central Europe.                Movenience is in an extremely favourable position to
                                                              respond to current trends in the management of mobility,
The Czech Republic offered Brisa’s first opportunity in the   using electronic toll collection systems on road services in
countries of Central Europe, where economic growth            Benelux.
rates have been very significant.
 06    INTERNATIONAL BUSINESS                                                                                         44




                     Markets and Tenders




Brisa has three international offices - in Atlanta, in the    has expanded its sphere of action to Russia and Turkey,
USA, Vienna in Austria and São Paulo in Brazil – and is       countries presenting enormous potential for projects
present in various regions.                                   placed totally within the context of Brisa’s strategy.


                                                              In Europe, Brisa focused on the following projects in
I LATIN AMERICA                                               2007:
Brisa is present in the Latin American market through
CCR, of which its holds 18%. Potential opportunities,         - A1 and A2, Poland: Two tenders for the construction
especially in terms of tenders for motorway concessions         of the A1 road (Strykow – Pyrzowice Section) of 180
and related businesses, make Brazil a very attractive           kilometres and A2 road (Strykow – Konotopa Section) of
market. Mexico and Chile also present very attractive           95 kilometres, in consortium with the English company
potential growth in the private concessions area.               Bilfinger Berger. The roads are valued at 1170 million
                                                                euros and 617.5 million euros, respectively. The Brisa
In 2007, Brisa’s international activity focused on the          consortium was pre-qualified for the final phase of the
following projects:                                             tender in December 2006. This project is currently
                                                                awaiting evolutions in the process in 2008.

During last year, activity in Latin America concentrated on
the following projects:                                       - M6 Phase II, Hungary: Tender for a motorway of
                                                                80 km, with the tolls being paid to the concessionaire
                                                                through the stamp system currently in force in the
2nd phase of the Federal Concessions, Brazil: The
                                                                country. The tender was opened in April 2007, with
tender for the 2nd phase of concession of federal
                                                                “Letters of Interest” having been submitted by 5
motorways in Brazil took place in October 2007, involving
                                                                consortiums, amongst which is Brisa, jointly with Alpine.
7 lots of roads, with a total of 2 700 km, in the South and
                                                                Brisa was not selected.
Southeast of Brazil. CCR participated in the tender but did
not win any of these lots. However, the winning bids were
considered too aggressive for the projects in question.       - Electronic Toll Collection, Slovakia: Tender for
                                                                electronic toll collection, along 2700 km of roads
                                                                throughout the country. 8 consortiums participated,
FARAC, Mexico: In October 2007, the FARAC tender was
                                                                amongst which was Brisa through KTS, in which it holds
opened, the first package of federal motorways in
                                                                26%, jointly with the Austrian Kapsch, holding 74% of
Mexico. The project consisted in the operation and
                                                                the capital. Brisa is amongst the pre-qualifying
maintenance of 4 roads, over a total length of
                                                                consortiums. The value attributed to the project is
approximately 558 km. In July, Brisa took part in the
                                                                400 million euros.
tender, in consortium with CCR and the Mexican
company Hermes, bidding against 6 other consortiums.
                                                              I USA
I EUROPE                                                      The enormous size of this market and major need for
                                                              investment in infrastructures underlie Brisa’s interest.
The countries with strongest growth such as Poland,
                                                              Potential investment is currently focused on the states of
Hungary, the Czech Republic, Slovakia, Romania and
                                                              Florida, Texas, Georgia and South Carolina. In spite of this,
Bulgaria are the preferred markets in Central and Eastern
                                                              the pace of launching of projects has been lower than
Europe. The privatisation of state operators currently
                                                              expected.
represents the most promising area. Recently, and in order
to capture opportunities in the medium/long term, Brisa
 45                                                                                                . Annual Report
                                                                                                                     2007




In 2007, activity on the American market concentrated on    During 2007, Brisa’s business in these markets
the following projects:                                     concentrated on the following projects:


- Northwest Parkway, Colorado: The process of               - Brisbane Airport Link, Australia: Invited by Babcock &
  attribution of projects began in 2006, with Brisa (90%)     Brown, in November 2007, Brisa took part in an already
  and CCR (10%), already having been pre-qualified            pre-qualified consortium for this tender. Apart from Brisa
  during this year. In April 2007, the consortium was         and Babcock & Brown, the group also includes Bilfinger
  considered the preferred bidder and the concession was      Berger. The project involves the construction and
  attributed.                                                 operation of a tolled tunnel, over approximately 6 km, in
                                                              the city of Melbourne, with an investment in the order
- North Tarrant Express, Texas: In March 2007, Brisa, in      of 1.9 mil million euros.
  consortium with Balfour Beatty Capital, presented a
  proposal, having been pre-qualified in August. The        - Dakar-Diamniadio Toll Road, Senegal: The Dakar-
  project is estimated to be worth approximately              Diamniadio motorway is a greenfield project 34 km
  1.5 million euros. Brisa is currently waiting for the       long, 12 km of which are financed by the State and the
  response from the Department of Transport of Texas.         remaining 22 km through a public-private partnership.
                                                              The private investment is estimated at 63.9 million
                                                              euros. Brisa, jointly with MSF, Mota-Engil and BES
OTHER MARKETS                                                 constituted a consortium, already pre-qualified,
                                                              competing against Autoroute du Maroc and Eiffage.
The Southeast Asian market, stimulated by ambitious
motorway investment plans, and the Australian market
are also under the attentive eye of Brisa, which has
decided to widen its geographical and time horizons.
07               . Annual Report   2007




   Corporate
Sustainability
 47                                                                                                     . Annual Report
                                                                                                                          2007




               Business Sustainability




Social responsibility at Brisa is assumed in a long term        For this effect, five fundamental vectors were identified
perspective, aimed at creating value for the shareholders       reflecting the most important areas of influence of the
and community through economic growth, allied to social         company’s activity: Human Resources, Environment, Road
progress and environmental quality. Its positioning as a        Accident Prevention, Innovation and Quality and Social
sustainable development partner is more than a mere             Development.
declaration of good intentions, it is part of the company’s
strategic guideline on risk management and creation of          External recognition of is performance and good practices
new opportunities.                                              is visible, at a national and international level, through its
                                                                active participation in reference organisations, inclusion in
The company has published, since 2003, an Annual                specialised indices and classification in sustainability
Sustainability Report, providing information on its policy      rankings. In 2007, of particular importance were:
and analysis of its performance, in 3 key areas –               BCSD Portugal – A member since 2004, Brisa held its
economic, environmental and social – in an integrated           presidency in 2007;
manner. The 2007 Sustainability Report, available on            WBCSD – World Business Council for Sustainable
Brisa’s site (www.brisa.pt), presents the information           Development – Adhesion in 2007;
described in this document in greater detail and depth, in      United Nations Global Compact – Adhesion in 2007;
accordance with the GRI (Global Reporting Initiative)           FTSE4Good Index – Renewal of its presence in the Index;
international norm.                                             S&P Global Infrastructure Index.

Aware of the impacts of its activity in construction and        Up to the expectation of other reference analysts and
management of infrastructures, Brisa proposes to quantify       benchmarks: Triodos, Dow Jones Sustainability Index,
and analyse these impacts, so that they may be fully            Heidrick & Struggles, amongst others.
compatible with sustainable development.




                                                          Clients

                        Shareholders                                               Partners

                                                                    Innovation
                                             Safety                 and quality
                    State                                                                        Suppliers

                 Earth
                                                                        Human
                              Environment                               ressources
            Competitors                                                                         Employees
                                                       Social
                                                    development
                  Financial markets                                                Local communities

                                                      Public opinion
 07    CORPORATE SUSTAINABILITY                                                                                    48




                           Human Resources




In 2007, the Department of Human Resources carried out          In 2007, investment in training reached 500 thousand
a series of innovative initiatives of enormous impact in the    euros, having involved 2 725 employees, 10 801
organisation.                                                   participations and 52 704 hours of training.


At the end of the year the preparatory activities were
                                                                 EMPLOYEES BY COMPANY
initiated for launching the Group’s Code of Ethics and the
Solidarity project was put into operation, in which the         2007
Group’s employees are called upon to donate, on a               Company                                    Total
monthly basis, at least 1 € of their salary to a solidarity     BRISA ACCESS ELECTRÓNICA RODOVIÁRIA         49
institution, to which the Company will add a significant        BRISA ASSISTÊNCIA RODOVIÁRIA               289
contribution at the end of the year. The Learning to be an      BRISA AUTO-ESTRADAS                       1 603
Entrepreneur project, which takes the fostering of social       BRISA ENGENHARIA E GESTÃO                  252
responsibility values and entrepreneurship to schools, and      BRISA INTERNACIONAL                         1
of which Brisa is a founding member, had the                    BRISAL                                      2
participation of 25 company volunteers.                         CONTROLAUTO                                366
                                                                MCALL                                       47
Aware of its responsibility and role in Sustainable             VIA VERDE PORTUGAL                         117
Development, Brisa took the initiative of promoting             ATLÂNTICO (50%)                            156
awareness-creating activities for its Senior Management         BRISA PARTICIPAÇÕES E EMPREENDIMENTOS       4
on the concepts of Social Responsibility and Sustainable        NORTHWEST PARKWAY                           7
Development. For this effect, 16 sessions were held             BRISA NORTH AMÉRICA                         2
involving 1 976 hours of training and 257 participations.       Total Geral                               2 895


The objective of the implementation of the Colombo
Project was to attract innovative ideas which, once
implemented, could lead to improvements at both the
operational level as well as in terms of client satisfaction.
435 Employees participated in this project, contributing
with 1 231 ideas.


An Employee Portal was placed in operation, in order to
permit the optimisation and effectiveness of information
flows associated to human resource routines and the
respective personal data, accessible in all locations
through the intranet. In the area of improved access to
information, the foundations for a new Company intranet
were developed, with a more user-friendly structure and
broader range of services and accesses.
 49                                                                                                                    . Annual Report
                                                                                                                                         2007




                                           Environment




Brisa has defined a new Biodiversity strategy, based on 6                        4. BCSD Portugal – Promote, jointly with BCSD Portugal,
strategic partnerships, covering the development of                              the dissemination of the principles and best practices of
research and education, integrated in company business.                          the companies-biodiversity relationship, particularly
Total investment comes to 2.5 million euros, applied over                        through support to the editing of publications, holding of
a 5 year period.                                                                 events and development of case studies on the subject.

1. Business & Biodiversity Protocol – During the                                 5. Foundation of the Faculty of Sciences of Lisbon
Portuguese Presidency of the European Union, a protocol                          University – Development of projects, jointly with the
was signed in which Brisa assumed a commitment to the                            Foundation of the Faculty of Sciences of the Faculty of
promotion of Biodiversity. In this protocol, Brisa’s strategy                    Sciences of Lisbon University, in order to learn more about
was delineated in this matter, with specific reference to                        the characterisation of the impacts caused by motorways
the various partnerships to be developed.                                        on ecosystems.

2. Quercus Protocol – Actions are planned to promote                             6. Companhia das Lezírias - Development of the “EVOA
biodiversity in the International Tagus National Park and in                     Projects – Areas for visits and the observation of birds of
the Special Protection Zone for Birds of the International                       Ponta da Erva/Salinas de Saragoça”. This project, in
Tagus, Rivers Erges and Ponsul. Intervention will have a                         addition to its strong environmental awareness-creating
positive effect on the various habitats, cork and oak areas,                     and leisure components, aims at serving as a base for
securinega buxifolia shrubland, riverside galleries, wetlands                    research projects on the bird species of the estuary.
in general, and on innumerable groups of fauna; and to
promote areas for visits and environmental education.                            Development of the “Biodiversity in Forest and
                                                                                 Shrubland” Project – This project is aimed at the cork
3. APENA (Associação Portuguesa de Engenharia Natural)                           areas, seeking to increase their productivity, ensuring the
– Establishment of a biannual prize to award Natural                             substitution of trees which reach the end of their
Engineering projects; support to the organisation of                             productive life and die, and to ensure the compatibility of
training courses, information and demonstration sessions                         their conservation with extensive cattle husbandry.
and to the publication of manuals and other works of a
technical nature in the area of Natural Engineering;                             Total investment in the environment reached 5.9 million
contracting of specific studies in the area of Natural                           euros.
Engineering, so as to ensure the creation and
incorporation of specialised know-how by Brisa.



 NEW ENVIRONMENT PROGRAMME


                               6. Companhia das Lezírias
                               EVOA
                               Sustainability of trees and shrublands
                                                                                                                    4. WBCSD
         1. ICNB                                                                                                    Publication:
         Protocol Business
         & Biodeversity
                                                                           Brisa                                    Companies and
                                                                                                                    biodiversity
                                                                        Biodiversity
                                                                          Project
            3. APENA                                                           2. Quercus                           5. FCUL
            Biannual prize                                                     Training                             Protocol
            Specific studies                                                   programmes


                                                      Integration of 6 areas of action
 07   CORPORATE SUSTAINABILITY                                                                                 50




         Road Accident Prevention




Brisa was the first national company to sign the European   In 2007, in the information to drivers component, in
Charter on Road Safety, having received this organisation   addition to the usual Summer and Christmas campaigns,
at its head office in Carcavelos in 2007, so as to          an institutional campaign was carried out on safety. All
demonstrate compliance with its commitments and             the campaigns were supported by outdoor advertising
further the benefits resulting from this partnership.       and radio spots, as well as a television spot.


Amongst the various initiatives making Brisa the largest    By the end of 2007, the educational component of the
Portuguese private investor in road accident prevention,    Safety First programme had involved a total de 254 study
of particular importance is the Safety First Programme,     visits, 29 781 students and 11 804 educational staff,
developed since 2005. This Programme is divided into        including parents and teachers. The number of children
two components: one directed at drivers, through            covered increased by 94% from 2006 to 2007, with the
awareness-creating campaigns, the other aimed at            number of visits having increased from 111 to 143.
students of the 1st Cycle of Basic Education through
educational programmes.



 SAFETY FIRST PROGRAMME



              25 000

                                           19 662
              20 000



              15 000
                                                                                                 2006
                                 10 119                                                          2007
              10 000
                                                                7 313
                                                                           4 492
               5 000



                   0

                                     Children                   Educational Staff
 51                                                                                                   . Annual Report
                                                                                                                        2007




                                     Innovation




Based on the key concept of the Innovation Network,             Brisa has contributed to the country’s wealth by
Brisa works as a catalyst for innovation with its partners,     substituting imports, stimulating knowledge and national
with approximately 60 researchers collaborating in its          industry. The company has developed a strategy of
exploratory projects, with a total of 18 articles published     internationalisation of technology so as to provide
in 2007.                                                        sustainability and continuity to the network which has
                                                                been created, and for this purpose is creating a network
This phase is complemented by development and                   of partnerships with global companies and competing in
investment phases, with a total number of approximately         various markets. Brisa is currently present in the Czech
100 projects in progress. The budget of investment in           Republic (KTS) and Holland (Movenience).
technology developed in the network reached 27 million
euros, in 2007.                                                 Also noteworthy is Brisa’s participation in the development
                                                                of the VII Programme - Vehicle-Infrastructure Integration
Brisa is a company of intermediate technological intensity      within the OmniAir consortium. This project aims at the
in the area of Research & Development (R&D), being              interoperability of electronic toll collections systems
above the average of Portuguese companies. The R&D              between motorways in the United States, also with the
Costs/GVA ratio at Brisa is 0.9%                                more ambitious objective of transmission of information
                                                                between vehicles and road infrastructure, thus reducing
According to a study by the European Commission                 the rate of occurrence of accidents.
“Towards a European Research Area in Science,
Technology and Innovation - Key Figures 2007”, presented        By entering into these markets, supplying technology,
in greater detail in the Sustainability Report, the average     Brisa will foster the internationalisation of the companies
R&D Costs/GVA ratio with respect to Portuguese                  which are part of the network of national partnerships.
companies was 0.26% for 2005.



                                                         2003         2004           2005            2006               2007
Total R&D Costs (euros)                             2 039 226     2 741 504      5 358 911      6 804 288          4 669 838
GVA                                               491 240 942   417 429 344    784 112 746    858 632 076       498 001 621
R&D Costs/ / GVA (%)                                   0.42%         0.66%          0.68%          0.79%                0.9%
 07    CORPORATE SUSTAINABILITY                                                                                          52




                       Social Development




The economic and social development of the Country is             In addition to the positive indirect impacts of the
closely interlinked to the existence of transport                 company’s business in the country’s economic and social
infrastructures. Investment in these infrastructures holds a      development, Brisa has followed an increasingly
crucial role in fostering economic growth. These                  important policy of donations and philanthropic activity. In
investments provide positive externalities, both to families      2007, total investment in this area reached 864 thousand
as well as to companies. In the case of families, it              euros.
contributes to increased well-being. Regarding
companies, it allows obtaining productivity gains, also           Complete and detailed information on each area of the
contributing to the promotion of both employment and              company’s sustainability strategy can be found in the
private investment. The impact of these investments also          2007 Sustainability Report, available on the internet
results in a larger tax base and therefore also to future tax     (www.brisa.pt). This report follows the norm of the GRI –
revenue for the State.                                            Global Reporting Initiative and presents a significant
                                                                  evolution in comparison to previous years, including 60
In 2007, Brisa appointed a university researcher to carry         externally audited indicators.
out a scientific analysis of the economic and social impacts
of the implantation of its motorway network. Through this
independent study it is possible to conclude that Brisa’s
investment generates significant benefits for the
Portuguese economy in terms of employment, private
investment and product, therefore representing an
important source of promotion of long term development.


 INVESTMENT BY REGIONS



                                  Alentejo               1 278

                                  Algarve                  418

                                  North                  1 620

                                  Centre                 1 912

                                  Lisboa and Tagus Valley 1 107
                                  Million euros
08             . Annual Report   2007




Consolidated
   Financial
     Report
 08      CONSOLIDATED FINANCIAL REPORT                                                54




                                     Financial Report




The present economic-financial analysis is based on the
consolidated financial statements, whose perimeter of
consolidation included 24 companies at the end of 2007.


  PERIMETER AND METHOD OF CONSOLIDATION

Company                                                        %        Method
Brisa Auto-Estradas de Portugal, S.A.                        100%          Full
Brisa Serviços Viários, SGPS                                 100%          Full
Via Verde Portugal, S.A.                                      75%          Full
Brisa Assistência Rodoviária, S.A.                           100%          Full
Brisa Access Electrónica Rodoviária, S.A.                    92.50%        Full
Street Park, Gestão de Estacionamentos, S.A                  30.83%   Equity method
Brisa Engenharia e Gestão, S.A.                              100%          Full
Mcall, Serviços de Telecomunicações, S.A.                    100%          Full
Controlauto, S.A.                                            59.55%        Full
Iteuve Portugal, Lda                                         59.55%        Full
Controlauto Açores, S.A.                                     23.82%   Equity method
Brisa Internacional, SGPS                                    100%          Full
Brisa Participações e Empreendimentos, Lda                   100%          Full
CCR – Companhia de Concessões Rodoviárias                    17.90%   Equity method
COR – Companhia Operadora de Rodoviárias                      25%     Equity method
Brisa Access Europe, GmbH                                    100%          Full
Brisa United States, LLC                                     100%          Full
Brisa North America, Inc.                                    100%          Full
Northwest Parkway, LLC                                        90%          Full
Via Oeste, SGPS, S.A.                                        100%          Full
Auto-Estradas do Atlântico, S.A.                              50%      Proportional
Brisa Finance, BV                                            100%          Full
Brisal, Auto-Estradas do Litoral, S.A.                        70%          Full
Auto-Estradas do Douro Litoral, S.A.                          55%          Full




With respect to the accounting practices, the consolidated
financial statements of the Brisa Group are presented
according to the International Financial Reporting
Standards (IFRS), international accounting rules which
have replaced the national accounting rules defined in the
Official Portugese Accounting Plan (Plano Oficial de
Contabilidade - POC).
  55                                                                                                                                          . Annual Report
                                                                                                                                                                     2007




I OPERATIONAL INCOME                                                                  EVOLUTION IN CONSOLIDATED
                                                                                      TOLL REVENUE 2003-2007 (million euros)
In 2007, consolidated operational income reached 647
million euros, representing growth of 10% in relation to
                                                                                     600.0
the 586 million euros recorded at the end of the previous
                                                                                     580.0
year.
                                                                                     560.0


                                                                                     540.0
  CONSOLIDATED OPERATIONAL INCOME
  (million euros)                                                                    520.0


                                                                                     500.0
                                                     2006         2007      Change
                                                                                     480.0
Toll revenues                                        510.2        575.7      12.8%
Service areas                                        10.8         11.9       10.9%   460.0
                                                                                                     2003          2004           2005           2006              2007
Services                                             41.6         41.1       -1.2%
Other income                                         23.3         17.8      -23.8%
Total revenue                                        585.9        646.5      10.3%   In addition to the growth in the Brisa network
Note: Services include associated sales
                                                                                     (+31.6 million euros) in relation to the equivalent
                                                                                     network, of particular importance is the impact of the
The analysis by business area indicates that the Brisa                               opening of the A10 in 2007, 50% consolidation of the
concession as well as the integration of the Atlântico                               Atlântico (+30.8 million euros), as well as the impact of
concession were the main contributors for this growth.                               the Brisal concession as of June 2007 (+2.5 million euros),
                                                                                     and the inclusion of the Northwest Parkway concession
                                                                                     (+0.6 million euros).
  INCREASE IN OPERATIONAL INCOME BY
  BUSINESS AREA (million euros)

                                          -0.1%          -0.5%           +10.3%       GROWTH IN TOLL REVENUE BY BUSINESS AREA
                                                             -3                       (million euros)
                                +0.4%       -0.1
                     +5.7%
                                   3                                                                                                                    +0.1%      +12.8%

     +4.8%             33                                                                                                                     +0.5%
                                                                                     Brisa concession                              +6.0%
                                                                          60.5            +6.2%
                                                                                                                          +2.7%
        28
                                                                                                                  +0.2%
                                                                                                       +0.7%
                                                                                         +2.6%


       Brisa        Atlântico    Brisal    Road       International       Total
                                          Services        Area
                                                                                             Brisa      New        Mix     Toll   Atlântico   Brisal   Northwest    Total
                                                                                                      Stretches                                         Parkway



I TOLL REVENUES
                                                                                     Regarding revenue by motorway, the main concession
The performance of toll revenue is of particular
                                                                                     motorways have decreased in relative importance, namely
importance in operational income, recording a total
                                                                                     the Auto-estrada do Norte (A1), as a result of a more
amount of 576 million euros, corresponding to an
                                                                                     diversified portfolio of motorways. Also particularly
increase of approximately 65.5 million euros in
                                                                                     relevant is the impact of the Auto-estrada Lisboa/Leiria
comparison to the previous year (+12.8%).
                                                                                     (A8) and Auto-estrada Caldas da Rainha/Santarém (A15)
                                                                                     corresponding to only 50% of the total revenues of these
The analysis by business area indicates that the growth in
                                                                                     motorways.
toll revenue is due to the increase in Average Daily Traffic
(ADT) on the equivalent network by 2.6%. This increase is
the result of the recovery of the Portuguese economy
(growth in GDP) and stabilisation of the competitive
effects of the development of the toll-free motorway
networks (SCUTS).
 08      CONSOLIDATED FINANCIAL REPORT                                                                                             56




Regarding the Brisal concession (A17), it should be noted                 Analysing the companies on an individual basis and
the revenue registered in 2007 has corresponded, only, to                 excluding the effects of consolidation within the group,
a total of 32 km since June 2007. The Northwest Parkway                   the revenue of road service companies increased by 9%.
concession also only registers revenue from two months                    Controlauto contributed positively to this effect, since its
of activity – November to December.                                       revenue increased 1.7 million euros, as did Via Verde
                                                                          which registered an increase of 15% in comparison to the
                                                                          previous year.
  REVENUE BY MOTORWAY                (million euros)



AE                                       Revenue                   %       REVENUE OF ROAD SERVICE COMPANIES
A1                                        248.9                   43.2%    (million euros)

A2                                        100.5                   17.5%
A3                                         45.9                   8.0%    Road Services                         2006    2007 Change%
A5                                         30.5                   5.3%    Via Verde                             20.0    22.9    15%
A4                                         30.1                   5.2%    Controlauto                           21.8    23.6     8%
A8 (50%)                                   27.8                   4.8%    Brisa Engenharia e Gestão             22.2    21.8    -2%
A9                                         27.7                   4.8%    Brisa Assistência Rodoviária          11.6    12.1     4%
A6                                         23.4                   4.1%
                                                                          Brisa Acesso Electrónico Rodoviária    8.1    10.7    32%
A12                                        12.3                   2.1%
                                                                          Mcall                                  1.2     1.1    -8%
A13                                        11.8                   2.1%
                                                                          Total                                 84.9    92.2     9%
A10                                        5.9                    1.0%
A14                                        4.4                    0.8%
A15 (50%)                                  3.3                    0.6%
A17                                        2.5                    0.4%
NWP                                        0.6                    0.1%
                                                                          I OPERATIONAL COSTS
Total                                     575.7                   100%
                                                                          Consolidated operational costs grew without amortisation
                                                                          and depreciation by approximately 11% in 2007, in
                                                                          comparison to the values registered in the previous year,
I OTHER OPERATIONAL REVENUE                                               having reached a turnover of 187 million euros.

In operational income, revenue from the services areas
grew by 11%, in line with the growth in traffic and toll                   CONSOLIDATED OPERATIONAL
revenue.                                                                   COST (million euros)

                                                                                                                2006    2007 Change%
Regarding road services, which reached a turnover of
                                                                          Supplies and external services        76.2    89.8    17.8%
42 million euros, it should be noted that this figure
                                                                          Personnel costs                       85.4    86.5    1.3%
decreased slightly in relation to the previous year, largely
                                                                          Other costs                            6.5    10.7    64.6%
caused by the consolidation of the Atlântico concession,
                                                                          Subtotal                              168.1   187.0   11.2%
which resulted in the elimination of half of the services
                                                                          Amortization and Provisions           123.9   178.1   43.7%
provided by enterprises associated to Brisa which, in
                                                                          Operational total                     292.0   365.1   25.0%
2006, were not considered as being within the group.


  REVENUE FROM ROAD SERVICES                    (million euros)           Growth in operational costs is explained by the increase of
                                                                          4.6% in the cost of the main concession, of which
Road Services                            2006      2007 Change%           1.2 percentage points refer to new tenders, as well as the
Vehicle Inspection                       21.7       23.4      7.8%        inclusion of 50% of the Atlântico concession (+5.4%) and
Electronic Collection                    5.0           4.7   -6.0%        start-up costs associated with the Brisal concession
Technical Assistance (*)                 12.0       10.9     -9.2%        (+0.6%). The International area also contributed to this
Road Assistance                          1.9           1.3   -31.6%       increase, through Northwest Parkway (+0.6%).
Others                                   1.0           0.8   -20.0%
Total                                    41.6       41.1     -1.2%
(*) Includes sale of equipment
 57                                                                                                                                 . Annual Report
                                                                                                                                                         2007




 GROWTH IN OPERATIONAL COSTS BY                                                 GROWTH IN EXTERNAL SUPPLIES BY BUSINESS
 BUSINESS AREA (million euros)                                                  AREA (million euros)

                                                                                                                                          +2.8%        +17.8%


                                                            +0.6%     +11.2%                                                                   2.1
                                              +0.6%                                                                             +1.2%
                                                             1.0                Brisa Concession                    +0.6%
   Brisa Concession                            1.0                                     7%                +6.2%                   0.9
                              +5.4%                                                                                  0.5
        +4.6%

                               9.1                                                                         4.7                                          13.6
                                                                                               +2.4%
                                                                       18.9
                 +1.2%
                   2.0                                                                          1.8
                                                                                                                                 International
       +3.4%                                                                          +4.6%
                                                                                                                                     +4%
         5.8                                                                           3.6


        Brisa      New       Atlântico        Brisal      Northwest    Total        Brisa  Conservation Atlântico   Brisal    Northwest Tenders and     Total
      Homólogo   tenders                                   Parkway                Homólogo and Mainten.                        Parkway prospection




                                                                               The amortization item is responsible for 49% of Brisa’s total
I STRUCTURE OF OPERATIONAL COSTS
                                                                               cost structure, having reached the value of 178 million
The good performance of personnel cost which have                              euros essentially due to the operational start-up of the A10
increased by 1.3%, is particularly noteworthy reflecting                       and first stretch of the A17, as well as the incorporation of
the efforts made from 2004 to 2006 towards the                                 50% of the depreciations of the A8 and A15.
achievement of efficiency gains in relation to human
capital.
                                                                               I OPERATIONAL MARGINS IN 2007
At the end of 2007, the total number of employees in the                       The consolidated EBITDA margin was 75.6%
Brisa Group, excluding the Atlântico concession, was                           (-0.2 percentage points), slightly lower than the previous
2 731, representing a decrease of 11 employees in                              year, influenced by the performance of new businesses.
relation to the previous year.                                                 Taking only into consideration the Brisa concession this
                                                                               margin is 75.5%.
 GROWTH IN PERSONNEL COSTS BY BUSINESS
 AREA (million euros)                                                          EBIT decreased in amount, as well as its respective margin,
                                                                               both in consolidated terms as well as at the level of the
                                                                       +1.3%
                                                        +0.2%                  Brisa concession, as a result of the increase in
                                     +0.2%
                                                         +0.2                  amortizations following the opening of new stretches in
                  +4.5%
                                      +0.2                             +1.1    the Brisa concession and new concessions.
    Brisa
  Equivalent       +3.8


      -3.1
                                     Brisal            Northwest
                                                        Parkway
                                                                       Total
                                                                               The growth in depreciations should also be highlighted, in
                                                                               that it had a negative impact on EBIT, which reached the
    -3.6%        Atlântico
                                                                               value of 281.4 million euros, recording a reduction of
                                                                               4.3% in comparison to 2006.


As a result of greater efforts towards the expansion of
                                                                                CONSOLIDATED MARGINS                         (million euros)
operational activity, in light of the consolidation of the
Brisal and Atlântico concession (+5.2 million euros), the                                                                         2006         2007     Change
increase in the international activity, through the                            Operational income                                 585.9        646.5    10.3%
participation in new tenders (+2.1 million euros) and                          EBITDA                                             417.8        459.5    10.0%
increased maintenance costs (+1.8 million euros), the                          EBITDA margin                                     71.3%         71.1%    -0.2pp
External supplies recorded a total amount of 90M€ in                           Depreciations                                      123.9        178.1    43.6%
2007, corresponding to an increase of 17.8%.                                   EBIT                                               293.9        281.4     -4.3%
                                                                               EBIT margin                                       50.2%         43.5%    -6.6pp
 08      CONSOLIDATED FINANCIAL REPORT                                                                                            58




In a context in which Brisa activity changed from involving              The analysis of the international area should be carried out
a single concession to a multi-concession (multi-business),              taking into consideration the results relative to
the analysis of net profit should be disaggregated by                    investments, since the main contribution of this business to
business segment.                                                        the consolidated financial statements occurs through the
                                                                         equity method of assessment of CCR (Brazil). This indicates
                                                                         that CCR had a positive impact on Brisa’s consolidated
  EBITDA BY BUSINESS AREA                 (million euros)                financial statements in 2007, with an increase of 10 million
                                                                         euros (+30%) in comparison to 2006. Regarding the
Business area            EBITDA     Change EBITDA % Change
                                                                         operational margins (EBITDA and EBIT), the effect can be
Brisa                     432.8      +7%             75.6   +0.6 p.p.    observed of the proportional consolidation of the
Atlântico                  22.0     +19%             66.3   +3.6 p.p.    consortium for the conservation and maintenance of the
Brisal                     -4.6          N/A         N/A       N/A       Nova Dutra motorway and, towards the end of 2007, the
Road services              13.7     +35%             14.8   +2.9 p.p.    beginning of the start-up of operations on the Northwest
International              0.9       -83%            16.1   -48.9 p.p.   Parkway concession in Denver, USA (although with a small
                                                                         net income given that the annual financial statements for
                                                                         2007 only incorporated approximately two months of this
  EBIT BY BUSINESS AREA            (million euros)
                                                                         concession).
Business area              EBIT     Change        EBIT %    Change
Brisa                     291.3      +2%             50.8    2.0 p.p.
                                                                         I NET FINANCIAL INCOME
Atlântico                  10.7     +57%             32.1   +9.2 p.p
Brisal                    -13.3          N/A         N/A       N/A
Road services              4.7       -23%            5.1    +2.1 p.p.    Million Euros                          2006    2007 Change
International              -0.7          N/A         N/A       N/A       FINANCIAL INCOME                       17.3    20.5    18.7%
                                                                         Interest income from financial          7.3     4.7    -35.1%
                                                                         Other financial income                 10.0    15.8    57.9%

The main concession recorded operational efficiency
gains, with an increase of 1 percentage point of the                     FINANCIAL EXPENSE                      -87.6   -123.4 40.8%

EBITDA margin from 75% to 76%. In the business, the                      Interest expense                       -80.1   -113.0 41.1%

effect of the increase in amortizations resulted in a                    Other financial expense                -7.5    -10.4   38.1%

reduction of 2% in EBIT (essentially due to the operational
start-up of the A10).                                                    NET INVESTMENT INCOME                  10.5    44.4 323.5%
                                                                         Gains in Investments                   35.1    45.7    30.3%

The Atlântico concession witnessed a considerable                        Losses in Investments                  -24.6    -1.3   -94.6%

improvement in its operational performance, with a gain
of 3 percentage points in the EBITDA margin and 9                        CONSOLIDATED NET FINANCIAL INCOME      -59.8   -58.4   -2.3%

percentage points in its EBIT margin, demonstrating the
fact that this concession is steadily reaching its maturity
phase, and leading to the expectation that its operational               At the end of 2007, Consolidated Net Financial Income
margins will come close to achieving those of the main                   came to a negative value of 58.4 million euros. During the
concession over the next couple of years.                                previous year Net Financial Income had registered a
                                                                         negative value of 59.8 million euros. The slight
The Brisal concession is still at a start-up phase (to be fully          improvement in net financial income was essentially due to
concluded and open to traffic during 2008), and                          an increase in net income on investments which was
presented negative operational margins in 2007 as a                      partially compensated for by an increase in financial
result of the initial operational costs.                                 charges.

                                                                         An analysis by business area indicates that the Brisa
In 2007, the services area recorded an increase in the
                                                                         Concession, Brisal Concession and Atlântico Concession,
efficiency of its operational structures, reflected in the
                                                                         and the Services Area achieved a negative joint net
improvement in the EBITDA margin by 3 percentage
                                                                         financial income of 95.5 million euros. The International
points and by 1 percentage point in the EBIT margin.
                                                                         Area presented a positive net financial income of 40.1
                                                                         million euros.
 59                                                                                                                             . Annual Report
                                                                                                                                                  2007




 CONSOLIDATED NET FINANCIAL INCOME BY                                                   CONSOLIDATED FINANCIAL CHARGES BY
 BUSINESS AREA (million euros)                                                          BUSINESS AREA:


   0
                                                                                                     5%
                                                                                                7%                   Main Concession               61%
 -20
                                                                                              9%                     Atlântico Concession          18%
 -40

                                                           -€ 40.1
                                                                                                                     Brisal Concession              9%
                                                                                              18%           61%
 -60
        -€ 60.5                   -€ 21.4                                -€ 58.4
                                                                                                                     International Area             7%
                     -€ 11.1
 -80                                                                                                                 Services                       5%
                                              -€ 5.5

-100
         Main         Brisal      Atlântico   Services   International Net Financial
       Concession   Concession   Concession                  Area        Income



                                                                                       As mentioned above, Net Investment Income reached
                                                                                       44.4 million euros, as a result of the impact of CCR net
Financial income grew largely as a result of the increase in
                                                                                       income and the appreciation of the Real. In comparison to
gains from the Put Option (12.9 million euros in 2007
                                                                                       2006, Net Investment Income increased by approximately
against 6.6 million euros in 2006) which fell due on
                                                                                       30 million euros, since two capital losses were registered
13/12/2007.
                                                                                       in 2006 – one resulting from the transfer of the financial
                                                                                       shares in EDP (9 million euros) and another resulting from
Financial costs registered a significant increase in 2007, as
                                                                                       the transfer of the financial shares in ONI (15 million
a result of the increase in consolidated debt and rise in
                                                                                       euros).
interest rates. Regarding interest charges, the increase of
80.1 million euros to 113.0 million euros, was a
consequence of the 50% consolidation of Auto-Estradas                                  I NET INCOME
do Atlântico (14.4 million euros), increase in Brisal’s
financial costs (5.8 million euros), consolidation of                                  Net income before tax came to 223 million euros (-4.7%
Northwest Parkway (1.8 million euros), increase in Brisa’s                             in comparison to the same period in 2006) due to the
financial costs, as well as the rise in interest rates and                             combined effect of EBITDA, which registered a sound
average outstanding debt (5.9 million euros) and decrease                              performance with growth in the order of 10%, and
in the total amount of financial charges capitalised as a                              financial net income which presented a value 1.4 million
result of the investment activities in the Main Concession                             euros higher than in 2006, with the increase in
(6.6 million euros in 2007 against 11.6 million euros in                               amortizations having contributed decisively to the
2006).                                                                                 decrease in net income before tax.


An analysis by business area shows that the consolidated                                CONSOLIDATED NET INCOME
financial charges in the main concession were 61% of
total consolidated financial charges in 2007. The Atlântico                            Million euros                        2006        2007       Var.
Concession and Brisal Concession represented,                                          Operational Income                  585.9        646.5     10.3%
respectively, 18% and 9% of the total of these charges,                                EBITDA                              417.8        459.5     10.0%
whereas the International and Services Areas represented                               EBITDA margin                       71.3%       71.1%      -0.2pp
7% and 5%, respectively.                                                               EBIT                                293.9        281.4     -4.3%
                                                                                       EBIT margin                         50.2%       43.5%      -6.6pp
                                                                                       Net income before tax               234.1        223.0     -4.7%
                                                                                       Tax                                  65.8        -31.7      S/S
                                                                                       Minority interests                   1.2          -4.6      S/S
                                                                                       Net income                          167.0        259.4     55.3%
 08     CONSOLIDATED FINANCIAL REPORT                                                                                     60




After reaching this EBT value, the negative value of income      On the main concession 201 million euros were
tax of 31.7 million euros has contributed to the net income      invested, of which the conclusion of the A10 and the
of 259.4 million euros in 2007 (an increase of 55% in            widening works are specially noteworthy.
relation to 2006). This income tax was influenced by the
impact of 106 million euros, resulting from the accounting       Additionally, in 2007 the Brisal concession also recorded
effect associated to the use of the fiscal benefits granted      250 million euros of investment in order to construct
to the company, due to the fiscal framework of the               the A17.
securitisation operation of future toll revenue, which took
place in 2007. In addition to this effect, the negative effect   Regarding investment in intangibles, the acquisition of
of minority interests of 4.6 million euros should also be        40% of Atlântico (54 million euros) and the acquisition
noted, essentially caused from the negative results of the       of the Northwest Parkway concession must also be
Brisal, of which 100% of the costs and income were               highlighted
incorporated, since the Brisa Group holds 70% of the
capital of this concession.
                                                                 I CONSOLIDATED ASSETS

I INVESTMENT                                                     By the end of 2007, total net assets reached 5 359 million
                                                                 euros, a value 21% higher than that registered at the end
2007 recorded an investment close to 871 million                 of 2006. The increase in net assets was essentially due to
euros, in light of the construction of new stretches             the increase in reversible tangible fixed assets (+513 million
(Brisa and Brisal concessions) and the acquisition of new        euros) and non-tangible assets (+487 million euros). The
concessions (Atlântico and Northwest Parkway).                   increase in the first item can basically be explained by the
                                                                 conclusion of the A10 and first stretch of the A17 and by
                                                                 the incorporation of 50% of the assets of the Atlântico
                                                                 concession. In turn, the increase in the second item was
                                                                 essentially due to the recognition of non-tangible assets in
 TOTAL INVESTMENT (million euros)
                                                                 the Atlântico and Northwest Parkway concessions. I
                                                   2007
Tangible (1)                                        465
   Brisa concession                                 201
       - New stretches                              111
       - Major repairs                              18
       - Widening                                   56
       - Others                                     16
   Brisal (Litoral Centro)                          250
   Atlântico (Investments in A8/A15)                 2
   Other investments                                12
Intangible (2)                                      406
   Douro Litoral                                     1
   Atlântico (acquisition of 40%)                   54
   Northwest Parkway (acquisition)                  351
TOTAL (1)+(2)                                       871
 61                                                                                                . Annual Report
                                                                                                                     2007




 CONSOLIDATED ASSETS                   (million euros)


                                                                                 2006          2007            Change
Non-current assets                                                              4 073.9       5 084.7          24.8%
    Non-tangible assets                                                         380.0          866.7           128.1%
    Tangible fixed assets                                                        54.3          57.1             5.2%
    Reversible tangible fixed assets                                            3 048.3       3 564.6          16.9%
    Investments                                                                 255.5          195.4           -23.5%
    Goodwill                                                                     31.6          29.4             -6.9%
    Other investments                                                             3.0              2.0         -32.3%
    Financial assets for sale                                                   135.2          139.1            2.9%
    Assets due to deferred taxes                                                194.4          194.4            0.0%
    Other non-current assets                                                     34.1          35.9             5.3%
Current assets                                                                  365.2          274.4           -24.2%
    Inventories                                                                   5.6              6.1          8.6%
    Clients and other debtors                                                   123.3          148.0           20.0%
    Cash and equivalent                                                         204.7          113.1           -44.7%
    Other current assets                                                         31.6              7.3         -76.9%
Total net assets                                                                4 439.1       5 359.0          20.7%




I ASSETS BY BUSINESS AREA                                 ASSETS BY BUSINESS AREA

Regarding the distribution of assets and liabilities by
business area, it can be seen that the main concession               2%

represents approximately 70% of the Group’s Balance                                     Main Concession                 70%
                                                               13%
Sheet, with the other concessions representing a very
                                                                                        Atlântico Concession (50%) 4%
                                                           11%
much higher value than they did in 2006.
                                                                                        Brisal Concession               11%
                                                          4%              70%
                                                                                        International Area              13%

                                                                                        Services                        2%
 08      CONSOLIDATED FINANCIAL REPORT                                                                                                                         62




  LIABILITIES AND SHAREHOLDERS’ EQUITY                         (million euros)


                                                                                                                     2006            2007           Change
Equity capital                                                                                                     1 539.5          1 626.5           5.7%
Minority interests                                                                                                   26.5             64.8          144.9%
Equity capital and minority interests                                                                              1 566.0          1 691.3           8.0%
Medium and long term liabilities                                                                                   2 376.9          3 189.1           34.2%
     Loans                                                                                                         2 222.4          3 059.1           37.6%
     Provisions                                                                                                       4.3              4.4            4.2%
     Other medium and long term liabilities                                                                         148.5            124.2           -16.4%
     Liabilities due to deferred taxes                                                                                1.8              1.4           -21.0%
Short term liabilities                                                                                              496.2            478.6            -3.5%
     Suppliers                                                                                                       20.5             20.9            2.0%
     Loans                                                                                                          346.6            261.6           -24.5%
     Other creditors                                                                                                 70.0             68.4            -2.3%
     Other short term liabilities                                                                                    59.1            127.7          116.1%
Total liabilities                                                                                                  2 873.1          3 667.7           27.7%
Total liabilities and equity capital                                                                               4 439.1          5 359.0           20.7%




I CONSOLIDATED LIABILITIES                                                       The increase in consolidated debt was essentially the
                                                                                 result of the increase in debt relative to projects financed
Particularly noteworthy regarding Liabilities, is the increase                   under a project finance regime, this is, without using the
in medium and long term debt due to the financing of                             financial backers of Brisa Auto-Estradas. The amount of
new concessions.                                                                 debt associated to these projects reached 859 million
                                                                                 euros in 2007, representing an increase of 195.5% in
The analysis of liabilities by business area indicates a                         comparison to 291 million euros registered in 2006.
similar distribution to that of the assets, with the main
concession registering a percentage higher than 70%.
                                                                                   CONSOLIDATED DEBT BY CONCESSION

  LIABILITIES BY BUSINESS AREA                                                                                                    2006        2007          Change
                                                                                 Brisa Auto-Estradas (*)                        2 278.3      2 461.7        8.1%
                                                                                 Brisal                                           290.7       440.9         51.6%
         6% 2%
                                                                                 Auto-Estradas do Atlântico (50%)                  0.0        208.2          n/a
                                         Main Concession           72%           Northwest Parkway                                 0.0        209.9          n/a
     13%                                 Atlântico Concession(50%) 7%            Total Debt                                     2 569.0      3 320.0        29.3%

  7%                                     Litoral Centro Concession 13%           Disponibilidades                                 204.7       113.1         -44.7%
                     72%
                                         International Area         6%
                                                                                 Net Debt                                       2 364.3      3 207.6        35.7%
                                                                                 * Includes approximately 40 million euros of debt of other subsidiaries.
                                         Services                   2%


                                                                                 Not considering the debt of the subsidiaries under a
                                                                                 project finance regime, the indebtedness of Brisa Auto-
                                                                                 -Estradas increased by only 8.1%, reaching
FINANCIAL DEBT                                                                   2 461.7 million euros at the end of 2007, compared with
At the end of 2007, Brisa’s net consolidated debt of                             2 287,3 million euros in 2006. This increase can essentially
financial applications came to 3 207.6 million euros,                            be explained by the investment in the conclusion of the
registering a variation of 35.7% in relation to the                              main concession.
2 364.3 million euros registered at the end of 2006.
  63                                                                                                  . Annual Report
                                                                                                                        2007




  EVOLUTION IN BRISA’S DEBT        (million euros)              On 17th December 2007, Brisa Auto-Estradas de Portugal
                                                                carried out an operation of securitisation of future credit
                      2 278.3               2 461.8
                                                                to the value of 400 million euros, under the regime
 2 600
                                                                established in Decree-Law number 453/99, of
 2 400
                                                       + 8.1%
 2 200                                                          5th November, following which it ceded a credit portfolio
 2 000                                                          corresponding to the toll fares to be collected on the
 1 800
                                                                motorways of which it is the concessionaire.
 1 600
 1 400                2006                  2007
 1 200                                                          Deutsche Bank acted as the arranger/dealer of the
 1 000
                                                                operation, with the credit having been acquired by TAGUS
                                                                – Sociedade de Titularização de Créditos, S.A. (“TAGUS”)
                                                                which, for the effect, proceeded with the issuing of
Brisa’s consolidated debt presented the following               securitisation notes denominated “€ 400 000 000 Asset
distribution by instrument:                                     Backed Floating Rate Securitisation Notes due 2012”.
                                                                These bonds, attributed by the CMVM (National Securities
                                                                Market Commission) with the legally required
  CONSOLIDATED DEBT BY
  INSTRUMENT (million euros)                                    alphanumeric code (200712TGSBRSNXXN0024), were
                                                                admitted into the official list and for negotiation on the
                                  2006       2007     Change    market regulated by the Irish Stock Exchange or “ISE”.
Bonds                            1 168.2   1 128.3     -3.4%
Credit securization                0.0      397.4     100.0%    Future toll revenue necessary to ensure TAGUS’ quarterly
Bank loans                       1 161.9   1 759.5    53.6%     interest and annual capital payments due to the holders of
BEI                              1 021.2   1 245.7    22.0%     these bonds and the payments due to other creditors of
Others                            140.7     513.7      s/s      the bond issue, will be attributed by Brisa Auto-Estradas
Comercial paper                   227.8      25.5     -100.0%   de Portugal to this operation throughout the financial
Short Term Lines                   11.0      10.1      -9.0%    years of 2008 to 2012.
Total                            2 569.0   3 320.7    29.3%
Cash Resources                    204.7     113.1     -44.7%    The financial framework for this operation was used to re-
Net Debt                         2 364.3   3 207.6    35.7%     finance the totality of the short term debt, which was
                                                                contracted essentially to acquire holdings in the
                                                                Northwest Parkway concession in the United States (in
It should be noted that Brisa has a financing contract with     November), to capitalise Brisal and to finalise the
the European Investment Bank of 200 million euros for           construction of the main concession (throughout the
the financing of widening works (Brisa XIV, signed in           year). As a consequence of undertaking this operation
February 2006), and at the date of the preparation of this      and, in a scenario of increasingly greater instability in
report, Brisa had not yet requested any disbursement            financial markets with the consequent degradation of
under this agreement, which means that it remains fully         conditions for obtaining credit, Brisa Auto-Estradas de
available.                                                      Portugal is currently in a very comfortable position of
                                                                liquidity, not requiring any significant re-financing until
                                                                2013.
 08       CONSOLIDATED FINANCIAL REPORT                                                                                                                                     64




  PROFILE OF CONSOLIDATED AMORTIZATION                                             (million euros)




     700.0


     600.0


     500.0
                                                                                                                                                                    NWP
     400.0
                                                                                                                                                                    AEA

     300.0                                                                                                                                                          Brisal

                                                                                                                                                                    Brisa
     200.0


     100.0


       0.0
             2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031



Note: The amortization plan of the Northwest Parkway debt is an estimate, since the amortization profile of the debt is variable, dependent upon the release of cash flow by this
concession.




Considering the impact of the contracted derivative                                                    WEIGHTED AVERAGE COST PER CONCESSION
instruments, at the end of 2007, approximately 58% of
the debt had a fixed interest rate, 1% was indexed to                                                                                              2006 TMP       2007 TMP
Portuguese inflation, 5% was indexed to European                                                     Brisa Auto-Estradas                             4.25%           4.90%
inflation, 5% had the risk of the interest rate limited by                                           Brisal                                          6.14%           6.07%
the introduction of a cap and 31% had a variable rate.                                               Auto-Estradas do Atlântico (50%)                    -           6.26%
                                                                                                     Northwest Parkway                               -6.05%

Due to the relatively low weight of indebtedness subject                                             Total                                           4.33%           5.24%

to the variable interest rate regime, Brisa’s exposure to
market interest rate increases is very limited.
                                                                                                     Moody’s A3 Rating has remained unaltered since 2003,
                                                                                                     with the Outlook having been revised to Negative in
  STRUCTURE BY INTEREST RATE IN 2007
                                                                                                     November 2007. In November 2007 and January 2008,
             5%
                  1%                                                                                 S&P revised the Rating from “A” to “A-” and from “A-“
     5%
                                          Fixed                                    53%               to “BBB+”, respectively.
                                          Fixed, revisable                          5%

                                          Variable                                 31%
     31%               53%                                                                             RATING
                                          Variable (Euribor with Cap)               5%

                                          Variable (European inflation with Cap)    5%                   Rating Agency             Rating                    Outlook
             5%                           Variable (Portuguese inflation)           1%                         S&P                  BBB+                      Negative
                                                                                                              Moody’s                   A3                    Negative



At the end of 2007, the weighted average cost of the
debt (including the impact of derivative financial
                                                                                                     I MANAGEMENT OF FINANCIAL RISKS
instruments) was 5.24%, registering an increase in                                                   Brisa, as most companies, is exposed to a set of financial
relation to the value of 4.33% observed at the end of                                                risks resulting from its activity. In particular, these involve
2006. This variation is explained by the rise in short term                                          liquidity and interest rate risks resulting from financial
interest rates and by the increase in credit spreads (mainly                                         liabilities, exchange rate risks resulting from investment in
due to the crisis originating in the North American                                                  Companhia de Concessões Rodoviárias, in Brazil, and in
mortgage credit market).                                                                             Northwest Parkway, in the United States, and the credit
                                                                                                     risk to which the company is exposed following the
                                                                                                     contracting of risk coverage operations and financial
                                                                                                     applications.
 65                                                                                                      . Annual Report
                                                                                                                           2007




Brisa’s Financial Management assures the centralised             I MAIN PERFORMANCE INDICATORS
management of its financing operations, applications of
liquidity surpluses, exchange rate transactions as well as       During 2007 there was an increase in return on equity
the management of the Group’s counterparty risk. It is           (ROE) and return on assets (ROA). The growth in these
also responsible for the identification, quantification and      two indicators was caused essentially by the increase in
for the proposal and implementation of measures aimed            profits in 2007.
at the management/mitigation of the financial risks to
which the Group is exposed.
                                                                 Regarding consolidated debt, it should be noted that there
                                                                 was an increase in the net debt/EBITDA ratio, which in 2007
All the financial risk management operations which
                                                                 reached a value of 7.0x, as a result of the increase in debt.
involve the use of derivative financial instruments are
                                                                 Also of particular interest was the EBITDA/financial charges
submitted for prior approval by the Financial Director or
                                                                 ratio which, in 2007 reached a value of 4.1x, due to the
even the Executive Committee.
                                                                 increase in consolidated debt, as well as the rise in interest
                                                                 rates.
Of particular interest are the measures for the mitigation of
financial risks which have been adopted in terms of
holdings in tenders for contract awards or processes for         Of particular interest regarding shares is the increase in
the acquisition of new road concessions. Project finance         net income per share and increase in PER, as a result of
has been the financing mechanism used in these projects,         the increase in net income.
with the clear objective of separating, in operational,
financial and legal terms, the activity of Brisa Auto-estradas   The ratio of the main concession registered a value of
de Portugal, resulting from the original concession              47% in 2007, corresponding to a slight decrease of 4
contract, from the activity inherent to these new projects.
                                                                 percentage points, as well as the gearing which during
For each project a company is constituted with its own
                                                                 2007 reached 201%, in comparison to 151% during the
financing structure whose creditors do not use the cash
                                                                 previous year.
flows or assets of Brisa Auto-estradas, apart from the
normal equity stand-by guarantees conceded under the
terms of these projects and whose value is known at the          In terms of Brisa individual accounts it is to be noticed that
very beginning. Therefore, the risk taken on by Brisa is         the slight increase in net financial debt, as a result of the
limited to the amount of Equity Capital attributed to the        mature character of the Brisa concession.
project and to the guarantees mentioned above.



 CONSOLIDATED FINANCIAL INDICATORS

                                                                       2003        2004         2005        2006            2007
Financial Indicators                                                   POC         IFRS         IFRS        IFRS            IFRS
Return on equity (ROE), %                                             11.3%       12.4%        18.3%       10.7%           15.3%
Return on assets (ROA), %                                             3.3%        4.7%         6.9%        3.8%            4.8%
Consolidated net financial debt                                       2 198       2 232        2 069       2 364           3 208
Net financial debt/EBITDA                                               5.5         5.3          4.9         5.7             7.0
EBITDA/Financial charges                                                3.9         4.5          4.9         5.2             4.1

                                                                      2003         2004        2005         2006           2007
Share                                                                  POC          IFRS        IFRS         IFRS           IFRS
Price at year end, euros                                               5.30         6.75        7.16         9.45          10.05
Market capitalisation at year end, million euros                      3 180        4 050       4 296        5 670          6 030
Net income per share, euro cents                                        25           32          50           28             43
PER at year end                                                         21           21          14           34             23



 INDIVIDUAL BRISA FINANCIAL INDICATORS

                                                                       2003        2004         2005        2006            2007
Financial Indicators                                                   POC         POC          POC         POC             POC
Return on equity (ROE), %                                             11.5%       13.7%        23.6%       11.5%           17.8%
Return on assets (ROA), %                                             3.4%        4.1%         7.2%        3.7%            5.4%
Net financial debt                                                    2 161       2 193        1 958       2 090           2 025
Net financial debt/EBITDA                                               5.5         5.2          4.7         5.1             4.7
EBITDA/Financial charges                                                4.2         4.2          4.2         4.1             4.0
09           . Annual Report   2007




Final Note
 67                                                                                                    . Annual Report
                                                                                                                         2007




                                       Final note




2007 was characterised by the recovery of economic             Under the terms of sub-paragraph c) of number 1 of
activity in Portugal, which decisively contributed to the      article 245 of the Securities Code
notable growth in traffic flow in the different concessions,
despite the hike in fuel prices.                               In fulfilment of the legal and statutory provisions, the
                                                               Board of Directors submits the Annual Report and
In the Annual General Assembly in March, some statutory        Financial Statements relative to 2007 for the assessment
amendments were introduced, amongst which we                   of the shareholders, in the firm conviction that, as far as is
consider of particular importance the fact that, as of this    within our knowledge, the information contained in it
date, each share now corresponds to one vote.                  was prepared in conformity with the applicable
                                                               accounting norms, providing a true and appropriate
Aimed at encouraging greater involvement on the part of        reflection of the company’s assets and liabilities, its
reference shareholders who, with their vision and              financial situation and net income and of the companies
experience may contribute to reinforcing BRISA’s               included in the consolidation perimeter, faithfully
competitive capacity, on 12th September a General              exposing the evolution of the businesses, performance
Assembly was held in which the enlargement of the Board        and position of the company and the companies included
of Directors was deliberated, from 11 to 13 members and        in the consolidation perimeter, and that it contains a
the subsequent election of two new non-executive               description of the main risks and uncertainties faced.
directors to represent two reference shareholders. Martin
Rey was elected for Babcock & Brown and Pedro Bordalo          São Domingos de Rana, 26th February 2008
Silva was elected for Cinveste, SGPS.


The effort, competence and professionalism of all of the
employees, as well as the cooperation and support lent by
the public and governmental entities and the trust of the
shareholders were indispensible factors in the
implementation of the company’s strategy. We would like
to express our recognition and greatest thanks to
everyone.
 09    FINAL NOTE                         68




THE BOARD OF DIRECTORS



Vasco de Mello



Pedro Rocha e Melo



Daniel Amaral



João Azevedo Coutinho



João Bento



António de Sousa



António Nogueira Leite



Isídro Fainé Casas



Luís Manuel de Carvalho Telles de Abreu



António Ressano Garcia Lamas



João Vieira de Almeida



Martin Rey



Pedro Bordalo Silva
10             . Annual Report   2007




Consolidated
   Financial
 Statements
 10      CONSOLIDATED FINANCIAL STATEMENTS                                                                                       70




 CONSOLIDATED BALANCE SHEETS AS OF 31 DECEMBER 2007 AND 2006
 (Translation of balance sheets orinaly issued in Portuguese)

(Amounts expressed in thousand of Euros)
                                                                                       Notes           2007              2006
Non-current assets:
 Revertible tangible fixed assets                                                       13          3 564 576       3 048 292
 Other tangible fixed assets                                                            14            57 100            54 287
 Goodwill                                                                               15            29 436            31 630
 Other intangible assets                                                                16           866 692            379 966
 Investments in associates                                                              17           195 404            255 522
 Other investments                                                                      18            2 039              3 013
 Available-for-sale financial assets                                                    19           139 063            135 205
 Deferred taxes                                                                         20           194 411            131 834
 Other non-current assets                                                               21            35 938            34 113
   Total non-current assets                                                                         5 084 659       4 073 862


Current assets:
 Inventories                                                                                          6 055              5 574
 Trade and other receivables                                                            22           147 964            123 324
 Other current assets                                                                   23            7 250             31 575
 Cash and cash equivalents                                                              24           113 119            204 733
   Total current assets                                                                              274 388            365 206


   Total assets                                                                                     5 359 047       4 439 068


Shareholders' equity:
 Share capital                                                                          25           600 000            600 000
 Treasury shares                                                                        26           (108 920)          (89 969)
 Adjustments of investments in subsidiary and associated companies                                     335                349
 Legal and other reserves                                                               27           379 462            370 603
 Fair value reserve                                                                     19            84 917            81 059
 Hedging and translation reserves                                                                    (11 949)           (21 317)
 Retained earnings                                                                                   423 319            431 736
 Net profit for the year                                                                             259 357            167 047
   Equity attributable to equity holders of the parent                                              1 626 521       1 539 508
 Minority interest                                                                      28            64 815            26 471
   Total shareholders' equity                                                                       1 691 336       1 565 979


Non-current liabilities:
 Loans                                                                                  29          3 059 102       2 222 379
 Provisions                                                                             30            4 437              4 258
 Other non-current liabilities                                                          31           124 208            148 490
 Deferred taxes                                                                         20            1 385              1 753
   Total non-current liabilities                                                                    3 189 132       2 376 880


Current liabilities:
 Trade payables                                                                                       20 922            20 515
 Loans                                                                                  29           261 634            346 618
 Suppliers of tangible fixed assets                                                                   68 368            69 275
 Other current liabilities                                                              32           127 655            59 801
   Total current liabilities                                                                         478 579            496 209


   Total equity and liabilities                                                                     5 359 047       4 439 068




               The accompanying notes form an integral part of the consolidated balance sheet as of 31 December 2007.

THE ACCOUNTANT Nº 1351                                                                                THE BOARD OF DIRECTORS
 71                                                                                                            . Annual Report
                                                                                                                                     2007




 CONSOLIDATED INCOME STATEMENTS FOR THE YEARS ENDED 31 DECEMBER 2007 AND 2006
 (Translation of balance sheets orinaly issued in Portuguese)

(Amounts expressed in thousand of Euros)
                                                                                    Notes             2007                  2006
Operating income:
 Services rendered                                                                    7             622 638                559 573
 Other operating income                                                               7              23 416                26 351
 Reversal of amortisation and adjustments                                            30               417                        -
   Total operating income                                                             6             646 471                585 924


Operating expenses:
 Cost of inventories sold                                                                            (4 307)               (3 381)
 Variation in production                                                                              (205)                  462
 Supplies and services                                                                              (89 745)               (76 193)
 Personnel costs                                                                                    (86 466)               (85 351)
 Amortisation, depreciation and adjustments                                  13, 14,15, 16 and 30   (177 910)             (123 835)
 Provisions and impairment losses                                                    30               (193)                  (84)
 Other operating expenses                                                                            (6 233)               (3 631)
   Total operating expenses                                                           6             (365 059)             (292 013)


 Operating profit                                                                                   281 412                293 911


Financial expenses                                                                    9             (123 371)              (87 593)
Financial income                                                                      9              20 543                17 308
Investment income                                                                     9              44 420                10 489
 Profit before tax                                                                                  223 004                234 115


Income tax                                                                        6 and 10           31 727                (65 818)
 Net profit for the year                                                                            254 731                168 297


 Attributable to:
   Shareholders                                                                                     259 357                167 047
   Minority interest                                                                 28              (4 626)                1 250


Earnings per share:
   Basic                                                                             11               0.44                   0.28
   Diluted                                                                           11               0.44                   0.28




    The accompanying notes form an integral part of the consolidated income statement for the year ended 31 December 2007.

THE ACCOUNTANT Nº 1351                                                                               THE BOARD OF DIRECTORS
 10      CONSOLIDATED FINANCIAL STATEMENTS                                                                                 72




 CONSOLIDATED CASH FLOW STATEMENTS FOR THE YEARS ENDED 31 DECEMBER 2007 AND 2006
 (Translation of balance sheets orinaly issued in Portuguese)

(Amounts expressed in thousand of Euros)
                                                                                   Notes           2007            2006


OPERATING ACTIVITIES:
 Cash receipts from clients                                                                       696 973        627 301
 Cash paid to suppliers                                                                          (124 590)       (101 394)
 Cash paid to personnel                                                                           (81 410)       (95 114)
      Flows generated by operations                                                               490 973        430 793
 Income tax received/paid                                                                           927            (818)
 Other payments relating to operating activities                                                  (54 234)       (55 766)
      Net cash from operating activities (1)                                                      437 666        374 209


INVESTING ACTIVITIES:
 Cash receipts relating to:
   Tangible fixed assets                                                                           1 003           1 078
   Investments                                                                       9            15 156         197 648
   Investment subsidies                                                                            2 040          43 194
   Dividends received                                                                             38 910          25 985
   Interest and similar income                                                                     9 035           4 221
                                                                                                  66 144         272 126


 Cash payments relating to:
   Investments                                                                      17            (57 415)       (94 757)
   Tangible and intangible fixed assets                                                          (801 118)       (525 662)
                                                                                                 (858 533)       (620 419)
      Net cash used in investing activities (2)                                                  (792 389)       (348 293)


FINANCING ACTIVITIES:
 Cash receipts relating to:
   Loans obtained                                                                                4 281 149       1 250 717
   Capital increase by minority shareholders                                                      28 565          13 361
   Financial instruments                                                                          14 322          13 933
   Sale of treasury shares                                                                         1 599          70 501
                                                                                                 4 325 635       1 348 512


 Cash payments relating to:
   Loans obtained                                                                               (3 736 048)     ( 1 070 846)
   Interest and similar costs                                                                    (149 232)       (105 960)
   Dividends paid                                                                   12           (165 361)       (161 128)
   Financial Instruments                                                                          (18 766)       (26 497)
   Purchases of treasury shares                                                     26            (20 229)       (126 473)
                                                                                                ( 4 089 636)    ( 1 490 904)
      Net cash from/(used in) financing activities (3)                                            235 999        (142 392)


 Effect of currency exchange rate changes (4)                                                     (1 279)           457
 Effect of consolidation perimeter changes (5)                                       5            27 379             -
 Variation in cash and cash equivalents (6) = (1) + (2) + (3) + (4) + (5)                         (92 624)       (116 019)
 Cash and cash equivalents at the beginning of the year                             24            195 691        311 710
 Cash and cash equivalents at the end of the year                                   24            103 067        195 691



  The accompanying notes form an integral part of the consolidated cash flow statement for the year ended 31 December 2007.

THE ACCOUNTANT Nº 1351                                                                             THE BOARD OF DIRECTORS
  73                                                                                                                                                       . Annual Report
                                                                                                                                                                               2007




  CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE
  YEARS ENDED 31 DECEMBER 2007 AND 2006
  (Translation of balance sheets orinaly issued in Portuguese)

(Amounts expressed in thousand of Euros)
                                                                                  Adjustments of
                                                                                  investments in
                                                                                  subsidiary and   Legal              Hedging and
                                                              Share    Treasury     associated   and other Revaluation translation   Retained     Net          Minority
                                                     Notes   capital    shares      companies     reserves   reserves    reserves    earnings    profit        interest        Total
Balance at 1 January 2006                                    600 000 (27 090)        (1 152)     236 403     51 153      (5 854)     461 645    297 814         12 331       1 625 250

  Appropriation of consolidated net profit for 2005:

    Transferred to legal reserve                                -         -             -         16 366        -           -           -       (16 366)           -             -

    Transferred to other reserves                               -         -             -        150 292        -           -           -       (150 292)          -             -

    Dividends                                                   -         -             -            -          -           -           -       (160 675)        (473)       (161 148)

    Transferred to retained earnings                            -         -             -            -          -           -        (29 519)    29 519            -             -

  (Purchase)/sale of treasury shares                  26        -      (62 879)         -         9 175         -           -           -           -              -         (53 704)

  Changes in currency translation reserves                      -         -             -            -          -       (15 463)        -           -              -         (15 463)

  Increase/(decrease) in the fair value of

  hedging instruments, net of tax                               -         -             -           76          -           -           -           -              -            76

  Gain/(Loss) on available-for-sale investments                 -         -             -            -       29 906         -           -           -              -          29 906

  Incentive plan                                                -         -             -        (40 605)       -           -           -           -              -         (40 605)

  Retirement benefits - actuarial gains and losses              -         -             -          397          -           -           -           -              -           397

  Others                                                        -         -           1 501       (1 501)       -           -         (390)         -           13 363        12 973

  Consolidated net profit for the year                          -         -             -            -          -           -           -       167 047         1 250        168 297



Balance at 31 December 2006                                  600 000 (89 969)          349       370 603     81 059     (21 317)     431 736    167 047         26 471       1 565 979



Balance at 1 January 2007                                    600 000 (89 969)          349       370 603     81 059     (21 317)     431 736    167 047         26 471       1 565 979




  Appropriation of consolidated net profit for 2006:

    Transferred to legal reserve                                -         -             -         8 773         -           -           -        (8 773)           -             -

    Transferred to other reserves                               -         -             -         1 889         -           -           -        (1 889)           -             -

    Dividends                                                   -         -             -            -          -           -           -       (164 802)        (549)       (165 351)

    Transferred to retained earnings                            -         -             -            -          -           -        (8 417)     8 417             -             -

  (Purchase)/sale of treasury shares                  26        -      (18 951)         -          321          -           -           -           -              -         (18 630)

  Changes in currency translation reserves                      -         -             -            -          -        9 368          -           -              -          9 368

  Increase/(decrease) in the fair value of

  hedging instruments, net of tax                               -         -             -         (1 590)       -           -           -           -              -          (1 590)

  Gain/(Loss) on available-for-sale investments       19        -         -             -            -        3 858         -           -           -              -          3 858

  Incentive plan                                      36        -         -             -          296          -           -           -           -              -           296

  Retirement benefits - actuarial gains and losses 35           -         -             -          (830)        -           -           -           -              -           (830)

  Others                                                        -         -            (14)                     -           -                       -           43 519        43 505

  Consolidated net profit for the year                          -         -             -            -          -           -           -       259 357         (4 626)      254 731

Balance at 31 December 2007                                  600 000 (108 920)         335       379 462     84 917     (11 949)     423 319    259 357         64 815       1 691 336




                               The accompanying notes form an integral part of the consolidated statement of changes in
                                            shareholders' equity for the year ended 31 December 2007.

THE ACCOUNTANT Nº 1351                                                                                                                          THE BOARD OF DIRECTORS
 10    CONSOLIDATED FINANCIAL STATEMENTS                                                                             74




NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 2007
(Amounts expressed in thousands of euros)


1. INTRODUCTORY NOTE                                          IFRIC 12 – Concession Contracts, establishes the rules to
                                                              be used to measure, recognised, present and disclose the
Brisa – Auto-Estradas de Portugal, S.A. (“the Company”        activities carried out under public service concession
or “Brisa”) has its head office in Cascais and was founded    contracts. Future adoption of that standard could result in
on 28 September 1972. The Brisa Group (“the Group”) is        the introduction of changes in relation to the standards
made up of the subsidiary and associated companies            and interpretations currently in force, the impact of which
listed in Notes 4 and 17. The Group’s principal activities    on these consolidated financial statements cannot be
are described in Note 6.                                      determined at this time.


                                                              Despite the impact of the adoption in future years of the
2. PRINCIPAL ACCOUNTING POLICIES
                                                              above mentioned standards on the consolidated financial
2.1 Bases of presentation                                     statements not having been completely evaluated, those
The accompanying financial statements were prepared on        responsible in the Company believe that it will not be
a going concern basis from the books and accounting           significant in terms of equity and results of the Group.
records of the companies included in the consolidation
(Note 4), restated in the consolidation process to            The financial statements were prepared in accordance
International Financial Reporting Standards, effective for    with the historical cost convention, except in the case of
the years beginning 1 January 2007. Such standards            financial instruments. Following is a summary of the main
include the International Financial Reporting Standards       accounting policies adopted.
(“IFRS”) issued by the International Accounting Standards
Board (“IASB”), the International Accounting Standards        2.2 Consolidation principles
(“IAS”) issued by the Accounting Standards Committee          a) Controlled companies
(“IASC”) and the respective interpretations – SIC and         Controlled companies have been consolidated in each
IFRIC issued by the International Financial Reporting         period using the full consolidation method. Control is
Interpretation Committee (“IFRIC”) and Standing               considered to exist where the Group holds, directly or
Interpretation Committee (“SIC”). These standards and         indirectly, a majority of the voting rights at Shareholders’
interpretations are referred to hereinafter collectively as   General Meetings, or has the power to determine the
“IFRS”.                                                       companies’ financial and operating policies.

In the year ended 31 December 2007 IFRS 7 – Financial         Third party participation in shareholders’ equity and net
instruments – Disclosure, was adopted effective for the       result of such companies is presented separately in the
years beginning 1 January 2007. Whenever applicable the       consolidated balance sheet and consolidated income
financial information for the year ended 31 December          statement under the caption Minority interest (Note 28).
2006, included in these notes for comparative purposes,
is disclosed in accordance with the terms of IFRS 7.


In addition, at the time the Board of Directors approved
the financial statements, the following standards already
issued but of compulsory application only in subsequent
years, had not yet been adopted by the Group:

                              Standard                                                Application
                    • IFRS 8 - Operating segments                      Years beginning on or after 1 January 2009
                • IFRIC 11 - Treasury share transactions                Years beginning on or after 1 March 2007
                   • IFRIC 12 - Concessio contracts                    Years beginning on or after 1 January 2009
                     • IFRIC 14 - Defined benefits                     Years beginning on or after 1 January 2009
 75                                                                                                        . Annual Report
                                                                                                                             2007




Where losses attributed to minority shareholders exceed            c) Investments in associated companies
the minority interest in shareholders’ equity of subsidiary
companies, the Group absorbs such excess and any                   An associated company is one in which the Group
additional losses, except where the minority shareholders          exercises significant influence, but does not have control
are required to cover such losses. Where the subsidiary            or joint control, through participation in decisions relating
subsequently reports profits, the Group appropriates               to its financial and operating policies.
them up to the amount of the losses absorbed by the
Group.                                                             Investments in the majority of associated companies (Note
                                                                   17) are recorded in accordance with the equity method,
The results of subsidiaries acquired or sold during the year       except where they are classified as held for sale.
are included in the income statement from the date of              Investments are originally recorded at cost which is then
their acquisition to the date of their sale.                       increased or decreased by the difference between cost
                                                                   and the proportional value of the equity of such
Controlled companies as of 31 December 2007 are listed             companies as of the date of acquisition or the date the
in Note 4. Significant balances and transactions between           equity method was first used.
such companies are eliminated in the consolidation
process. Capital gains within the Group on the sale of             In accordance with the equity method investments are
subsidiary and associated companies are also eliminated.           adjusted periodically by the amount corresponding to
                                                                   participation in the net results of associated companies by
Whenever necessary, adjustments are made to the                    corresponding entry to gain or loss on investments (Note
financial statements of subsidiary companies to conform            9) and by other changes in shareholders’ equity by
to the Group’s accounting policies.                                corresponding entry to adjustments in investments in
                                                                   subsidiary and associated companies, as well by
Where the Group has, in substance, control over other              recognition of impairment losses.
entities created for a specific purpose, even though it does
not have a direct participation in them, they are                  Losses in associated companies in excess of the
consolidated by the full integration method.                       investment in such companies are not recognised, unless
                                                                   the Group expects that such costs could be assumed in
b) Concentration of business activities                            covering future losses.
The concentration of business activities, namely the
acquisition of subsidiaries, is recorded in accordance with        Any excess of cost over the fair value of the identifiable
the purchase method. Cost corresponds to the sum of the            net assets is recorded as goodwill. Where cost is less than
fair values of the assets acquired less the liabilities incurred   the fair value of the net assets identified, the difference is
or assumed and the capital instruments issued in                   recorded as a gain in the income statement of the period
exchange for the control acquired as of the transaction            in which the acquisition is made.
date.
                                                                   In addition, dividends received from these companies are
Assets, liabilities and contingent liabilities of a subsidiary     recorded as decreases in the amount of the investments.
are measured at their fair value as of the acquisition date.
Any excess of cost over the fair value of the identifiable         Unrealised gains in transactions with associated
net assets acquired as of the acquisition date is recorded         companies are eliminated in proportion to the Group’s
as goodwill. Where cost is lower than the fair value of the        interest in such companies, by corresponding entry to the
net assets identified, the difference is recorded as a gain        amount of the related investment. Unrealised losses are
in the statement of profit and loss for the period in which        also eliminated, but only up to the point in which the loss
the acquisition occurs. Minority shareholders’ interests are       does not show that the asset transferred is in a situation
reflected in proportion to the fair value of the assets and        of impairment.
liabilities identified.
 10    CONSOLIDATED FINANCIAL STATEMENTS                                                                               76




d) Goodwill                                                     2.3 Non-current assets held for sale
Goodwill represents the excess of cost over the fair value      Non-current assets (or discontinued operations) are
of the identifiable assets and liabilities of the subsidiary,   classified as held for sale if the amount is realisable
associated company or jointly controlled entity, as of the      through sale, as opposed to through continued use. This
date of acquisition.                                            is considered to be the case where: (i) sale is probable and
                                                                the asset is available for immediate sale in its current
Goodwill is recorded as an asset and is not amortised,          condition; (ii) management is committed to a sales plan;
being reflected separately on the balance sheet or in the       and (iii) the sale is expected to take place within a period
caption investments in associates (Notes 15 and 17).            of 12 months.
Periodically and whenever there are indications of a
possible loss in value, goodwill is subjected to impairment     Non-current assets (or discontinued operations) classified
tests. Any impairment loss is immediately recorded as a         as held for sale are stated at the lower of book value or
cost in the income statement for the period and is not          fair value less costs to sell.
subject to subsequent reversal.
                                                                2.4 Intangible assets
Goodwill is included in determining the gain or loss on the     Intangible assets, which comprise essentially contractual
sale of a subsidiary, associated company or jointly             rights and costs incurred on specific projects with future
controlled entity.                                              economic value, are stated at cost less accumulated
                                                                amortisation and impairment losses. Intangible assets are
As a result of the exception established in IFRS 1 the          only recognised if it is probable that they will produce
Group applied the provisions of IFRS 3 – Concentration of       future economic benefits for the Group, they are
Business Activities, to acquisitions after 1 January 2004.      controllable by the Group and their value can be
Goodwill on acquisitions after that date was restated in        determined reliably.
the currency of the subsidiary. Exchange differences
generated prior to 1 January 2004 were recorded directly        Internally generated intangible assets, namely current
in Retained earnings, in accordance with the provisions of      research and development costs, are expensed as
IFRS 1.                                                         incurred.


Goodwill on acquisitions prior to 1 January 2004 was            Internal costs relating to the maintenance and
maintained at the former amount, being subject to               development of software are expensed when incurred,
annual impairment tests as from that date.                      except where such costs relate directly to projects which
                                                                will probably generate future economic benefits for the
Where cost is less than the fair value of the net assets        Group. In such cases these costs are capitalised as
identified, the difference is recorded as a gain in the         intangible assets.
income statement for the period in which the acquisition
takes place.                                                    Amortisation of such assets is provided on a straight-line
                                                                basis as from the date the assets start being used, in
Goodwill on investments in foreign subsidiaries is              accordance with the period the Group expects to use
recorded in the reporting currency of the subsidiary, being     them.
translated to the Group’s reporting currency (Euros) at the
exchange rate in force on the balance sheet date.               Intangible assets which are expected to generate future
Exchange differences arising on such translations are           economic benefits for an unlimited period are known as
recorded in the caption “Translation reserve”.                  intangible assets of undefined useful life. Such assets are
                                                                not amortised but are subject to annual impairment tests.
 77                                                                                                     . Annual Report
                                                                                                                          2007




2.5 Non revertible tangible fixed assets                         Technical area costs
Tangible fixed assets used in production, rendering              Technical study and construction costs relating to the
services or for administrative use are stated at cost,           construction of motorways are added to the cost of the
including expenses incurred with their purchase, less            stretches, sub-stretches and service stations, in proportion
accumulated depreciation and, where applicable,                  to the amount of direct capital expenditure incurred.
impairment losses.
                                                                 Finance costs
Depreciation of tangible fixed assets is provided on a           Finance costs are calculated by application of an average
straight-line basis over their estimated useful lives, as from   financial cost rate to the accumulated amount of capital
when the assets become available for their intended use,         expenditure incurred on stretches, sub-stretches and
in accordance with the following estimated periods of            service stations under study and construction, less the
useful life:                                                     amount of grants received from the State and out of
                                                                 community funds.
                                                 Years of
                                                useful life      Depreciation of the cost of revertible tangible fixed assets
Buildings and other constructions                10 to 50        is provided as follows:
Machinery and equipment                           4 to 10
Transport equipment                                4 to 6        Stretches and sub-stretches (excluding the wear
Tools and utensils                                   4           layer of flexible paving), service stations and
Administrative equipment                          3 to 10        complementary operating projects
                                                                 On a straight-line basis over the remaining period of the
                                                                 concession, as from the month they start operating.
2.6 Revertible tangible fixed assets
In accordance with the current concession contracts, the         Flexible paving – wear layer
assets relating directly to the conceded activities revert,      On a straight-line monthly basis over a period of eight
without compensation, to the State at the end of the             years (estimated period of useful life of the wear layer of
concession contracts. Such assets, which are subject to          flexible paving), as from the month the stretches and sub-
the public domain regime, relate to the Company’s                stretches start operating, being fully depreciated in any
operations and can be freely managed by it, within such          situation by the end of the concession period.
scope, but it cannot dispose of them as regards private
legal commerce.                                                  Repairs of stretches and sub-stretches
                                                                 The cost of repairs and maintenance of stretches and sub-
Revertible tangible fixed assets are initially recorded at       stretches is expensed in the year incurred.
cost, including indirect costs attributable to them during
the construction phase.                                          Major repairs and improvements, which consist essentially
                                                                 of the substitution of the wear layer, are depreciated on a
As a result of the exception established in IFRS 1, the          straight-line basis over a period of eight years, being fully
revaluation of the stretch and sub-stretch infrastructures       depreciated in any situation by the end of the concession
in operation at 31 December 1988 was maintained, being           period.
considered as cost for purposes of IFRS.
                                                                 Operating machinery and equipment
The criteria used for including, in tangible fixed assets,       Operating machinery and equipment is depreciated on a
indirect costs incurred during the construction period, are      straight-line basis over its estimated period of useful life,
as follows:                                                      as from the year it starts operating, being fully depreciated
                                                                 in any situation by the end of the concession period.
 10     CONSOLIDATED FINANCIAL STATEMENTS                                                                                  78




The depreciation rates used correspond to the following         In situations in which the individual asset does not
periods of estimated useful life:                               generate cash flows independently of other assets, the
                                                                estimated recoverable value is determined for the cash
                                                 Years of       generating unit to which the asset belongs.
                                                useful life
Communications network                              10          Intangible assets of undefined useful life are subject to
Toll equipment                                      5           impairment tests annually or whenever there are
Complementary equipment                          4 to 20        indications that impairment losses exist.


                                                                Whenever the book value of an asset exceeds its
2.7 Leasing                                                     recoverable amount, an impairment loss is recognised by
Lease contracts are classified as: (i) finance leases, if       charge to the income statement caption “Other operating
substantially all the benefits and risks of ownership are       expenses”.
transferred under them; and (ii) operating leases, if
substantially all the benefits and risks of ownership are not   The recoverable amount is the higher of the net selling
transferred under them.                                         price (selling price less costs to sell) and the value in use of
                                                                the asset. Net selling price is the amount that would be
Leases are classified as finance or operating leases based      obtained from selling the asset in a transaction between
on the substance and not form of the contract.                  knowledgeable independent entities less the costs directly
                                                                attributable to the sale. Value in use is the present value
Fixed assets acquired under finance lease contracts, as         of the estimated future cash flows resulting from the
well as the corresponding liabilities are recorded in           continued use of the asset and sale thereof at the end of
accordance with the financial method, the fixed assets,         its useful life. The recoverable amount is estimated for
corresponding accumulated depreciation and liabilities          each asset individually or, where this is not possible, for
being recognised in accordance with the contracted              the cash generating unit to which the asset belongs.
financial plan. In addition, the interest included in the
lease instalments and depreciation of the tangible fixed        Impairment losses recognised in prior years are reversed
assets are recognised as costs in the income statement for      when there are indications that such losses no longer exist
the period to which they relate.                                or have decreased. Impairment losses are reversed by
                                                                credit to the income statement caption “Other operating
In the case of operating leases, the lease instalments are      income”. However, impairment losses are reversed only
recognised as costs on a straight-line basis in the income      up to the amount that would have been recognised (net
statement over the period of the lease contract.                of amortisation and depreciation) if the impairment loss
                                                                had not been recorded in prior years.
2.8 Impairment of non-current assets, excluding
goodwill                                                        2.9 Foreign currency assets, liabilities and
Impairment assessments are made as of the balance sheet         transactions
date and whenever an event or change in circumstances           Transactions in currencies other than Euros are recorded at
is identified that indicates that the book value of an asset    the rates of exchange in force on the dates of the
may not be recovered. Where such indications exist, the         transactions. Foreign currency monetary assets and
Group determines the recoverable value of the asset, so as      liabilities at the balance sheet dates are translated to Euros
to determine the possible extent of the impairment loss.        at the rates of exchange in force as of those dates. Foreign
                                                                currency non-monetary assets and liabilities recorded at
                                                                fair value are translated to Euros using the rates of
                                                                exchange in force on the dates the fair value is
                                                                determined.
 79                                                                                                     . Annual Report
                                                                                                                          2007




Exchange gains and losses resulting from differences            Costs incurred on loans obtained directly to finance the
between the exchange rates in force on the dates of the         acquisition, construction or production of revertible fixed
transactions and those in force on the dates of collection,     assets are capitalised as part of the cost of the assets. Such
payment or the balance sheet date are recognised as             costs are capitalised as from the beginning of the
income or costs in the consolidated income statement,           preparation for construction or development of the assets
except for those relating to non-monetary items where           and ends upon termination of the production or
the change in fair value is recognised directly in              construction of the asset or when the project in question
shareholders’ equity (Translation reserves), in particular:     is suspended. Any financial income generated by loans
                                                                obtained in advance to finance specific capital
 • Exchange differences resulting from the translation of       expenditure is deducted from the capital expenditure
   medium and long term foreign currency intra Group            subject to capitalisation.
   balances, which in practice are extensions of
   investments;                                                 2.11 Subsidies
 • Exchange differences on financial operations to hedge        State subsidies are recognised based on their fair value
   exchange risk on foreign currency investments as             when there is reasonable certainty that they will be
   established in IAS 21, provided that they comply with        received and that the Company will comply with the
   the efficiency criteria established in IAS 39.               conditions required for them to be granted.


The foreign currency financial statements of subsidiary         Operating subsidies, namely those for employee training,
and associated companies are translated as follows: assets      are recognised in the income statement in accordance
and liabilities at the exchange rates in force on the balance   with the costs incurred.
sheet dates; shareholders’ equity captions at the historical
exchange rates; and Income statement captions at the            Investment subsidies relating to the acquisition of tangible
average exchange rates.                                         fixed assets are deducted from the value of such fixed
                                                                assets and recognised in the income statement on a
The effect of such translations after 1 January 2004 is         consistent straight-line basis in proportion to depreciation
reflected in the shareholders’ equity caption Translation       of the subsidised fixed assets.
reserves, and is transferred to the income statement when
the corresponding investments are sold.                         2.12 Inventories
                                                                Merchandise and raw materials are stated at average cost,
In accordance with IAS 21 goodwill and fair value               which is lower than their corresponding market value.
corrections determined on the acquisition of foreign
entities are considered in the reporting currency of such       Finished and semi-finished products, sub-products and
entities, being translated to Euros at the exchange rates in    work in progress are stated at average production cost,
force on the balance sheet dates. Such exchange                 which includes the cost of the raw materials incorporated,
differences are reflected in the caption Translation            labour and production overheads (considering
reserves.                                                       depreciation of production equipment based on normal
                                                                utilisation levels), which is lower than net realisable value.
The Group contracts derivative financial hedging                Net realisable value corresponds to normal selling price
instruments to reduce its exposure to exchange rate risk.       less costs to complete production and selling costs.


2.10 Financing costs                                            Provisions for inventory losses are recorded by the amount
Loan costs are recognised in the income statement for the       of the difference between cost and the realisable value of
period to which they relate.                                    inventories, where the latter is lower.
 10    CONSOLIDATED FINANCIAL STATEMENTS                                                                                 80




2.13 Operating results                                           Investments
Operating profit includes all operating costs and income,        Investments are classified as follows:
whether recurring or not, including restructuring costs
and costs and income relating to operating assets                - Held-to-maturity investments;
(tangible fixed assets and other intangible assets). It also     - Assets at fair value through the income statement;
includes capital gains and losses on the sale of companies       - Available-for-sale financial assets.
included in the consolidation by the full consolidation or
proportional consolidation method. Therefore, operating          Held-to-maturity investments are classified as non-current
profit excludes net financial costs, the results of associated   assets, except if they mature in less than twelve months
companies (Note 17) and other investments (Note 18) and          from the balance sheet date, investments with a defined
income tax (Note 10).                                            maturity date which the Group intends and has the
                                                                 capacity to hold up to that date being recorded in this
2.14 Provisions                                                  caption.
Provisions are recognised when, and only when, the
Group has a legal or implicit obligation resulting from a        Assets at fair value through the income statement are
past event, under which it is probable that it will have an      classified as current investments.
outflow of resources to resolve the obligation, and the
amount of the obligation can be reasonably estimated. At         Available-for-sale financial assets are classified as non-
each balance sheet date provisions are reviewed and              current assets.
adjusted to reflect the best estimate as of that date.
                                                                 All purchases and sales of such investments are
Provisions for restructuring costs are recognised by the         recognised on the dates of the respective purchase and
Group whenever there is a formal detailed restructuring          sale contracts, independently of the date of financial
plan which has been communicated to the parties                  settlement.
involved.
                                                                 Investments are initially recorded at cost, which is the fair
2.15 Financial instruments                                       value of the price paid, including transaction costs.
Financial assets and liabilities are recognised when they
become part of a contractual relationship.                       After initial recognition, assets at fair value through the
                                                                 income statement and available-for-sale financial assets
Cash and cash equivalents                                        are restated to fair value by reference to their market value
The caption “Cash and cash equivalents” includes cash,           as of the balance sheet date with no deduction for
bank deposits, term deposits and other treasury                  transaction costs that could arise up to their sale. Where
applications which mature in less than three months and          the investments are in capital instruments not listed on
can be demanded immediately with insignificant risk of           regulated markets and where it is not possible to estimate
change in amount.                                                their fair value on a reliable basis, they are maintained at
                                                                 cost less possible impairment losses.
The caption “Cash and cash equivalents” in the
statement of cash flows also includes bank overdrafts,           Gains and losses due to changes in the fair value of
reflected in the balance sheet in the caption “Other             available-for-sale financial instruments are reflected in the
loans”.                                                          shareholders’ equity caption “Fair value reserve” until the
                                                                 instrument is sold, collected or in any other way realised,
Accounts receivable                                              or where impairment losses are believed to exist, in which
Accounts receivable do not have implicit interest and are        case the accumulated gain or loss is recorded in the
reflected at their nominal value, less estimated loss on         income statement.
realisation.
 81                                                                                                     . Annual Report
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Gains and losses due to changes in the fair value of assets      Hedge accounting
at fair value through the income statement are recognised
in the income statement for the year.                            Derivative financial instruments are designated as hedging
                                                                 instruments in accordance with the provisions of IAS 39,
Held-to-maturity investments are recorded at capitalised         as regards their documentation and effectiveness.
cost based on the effective interest rate, less repayments
of principal and payment of interest.                            Changes in the fair value of derivative instruments
                                                                 designated as fair value hedges are recognised in the
Financial liabilities and equity instruments                     income statement for the period, together with changes
Financial liabilities and equity instruments are classified in   in the fair value the asset or liability subject to the risk.
accordance with the substance of the contract,
independently of its legal form. Equity instruments are          Changes in the fair value of derivative financial
contracts that reflect a residual interest in the Group’s        instruments designated as cash flow hedging instruments
assets after deduction of the liabilities.                       are recorded in the caption “Other reserves” as regards
                                                                 their effective component and in the income statement as
Equity instruments issued by the Company are recorded at         regards their non-effective component. Amounts
the amount received net of costs incurred for their              recorded under “Other reserves” are transferred to the
issuance.                                                        income statement in the period in which the effect on the
                                                                 hedged item is also reflected in the income statement.
Bank loans
Loans are recorded as liabilities at the amount received,        Changes in the value of derivative financial instruments
net of costs of issuing such loans. Financial costs,             hedging net investment in a foreign entity, as in the case
calculated in accordance with the effective interest rates,      of cash flow hedging instruments, are recorded in the
including premiums payable, are recorded on an accruals          caption Translation reserve as regards their efficient
basis, being added to the book value of the loans if they        component. The non-efficient component of such
are not paid during the year.                                    changes is recognised immediately in the income
                                                                 statement for the period. If the hedging instrument is not
Accounts payable                                                 a derivative, the corresponding changes resulting from
Accounts payable do not bear interest and are recorded at        variations in the exchange rate are recorded in the caption
their nominal value.                                             “Translation reserve”.


Derivative financial instruments and hedge accounting            Hedge accounting is discontinued when the hedging
The Group has the policy of contracting derivative               instrument matures, is sold or exercised, or when the
financial instruments to hedge the financial risks to which      hedging relationship ceases to comply with the
it is exposed as a result of changes in interest rates and       requirements of IAS 39.
exchange rates. The Group does not contract derivative
financial instruments for speculation purposes.                  Trading instruments


The Group contracts derivative financial instruments in          Changes in the fair value of derivative financial
accordance with internal policies approved by the Board          instruments which are contracted for financial hedging
of Directors.                                                    purposes in accordance with the Group’s risk
                                                                 management policies, but do not comply with the
Derivative financial instruments are measured at their fair      requirements of IAS 39 to qualify for hedge accounting,
value. The method of recognising this depends on the             are recorded in the income statement for the period in
nature and purpose of the transaction.                           which they occur.
 10   CONSOLIDATED FINANCIAL STATEMENTS                                                                                   82




Treasury shares                                                  The pension liability recognised as of the balance sheet
Treasury shares are recorded at cost, as a decrease in           date corresponds to the present value of the liability under
shareholders’ equity. Gains and losses on the sale of            the defined benefits plans, adjusted for actuarial gains
treasury shares are recorded in the caption “Other               and losses and/or the past service liability not recognised,
reserves”.                                                       less the fair value of the net assets of the pension funds.

Fair value of financial instruments                              Contributions made by the Group to the defined benefits
The fair value of financial assets and liabilities is            pension plans are recognised as costs on the dates they
determined as follows:                                           are due.

 • The fair value of standard financial assets and liabilities   2.17 Share based payments
   traded on active markets is determined based on their         The benefits granted to personnel under the incentive
   listed prices;                                                plan to acquire shares or options over shares are recorded
                                                                 in accordance with the provisions of IFRS 2 – Share based
 • The fair value of other assets and liabilities (except        payments.
   derivative financial instruments) is determined in
   accordance with generally accepted valuation models,          In accordance with IFRS 2 the benefits granted in the form
   based on discounted cash flow analyses, considering           of shares (equity instruments) are recognised at fair value
   prices on current market transactions;                        as of the date they are granted. Fair value as of the date
                                                                 the benefits are granted is recognised as cost on a
 • The fair value of derivative financial instruments is         straight-line basis over the period in which the benefits are
   determined based on listed prices. Where listed prices        earned by the beneficiaries through services rendered.
   are not available, fair value is determined based on          Benefits granted in the form of shares but settled in cash
   analyses of discounted cash flow, which include               are recognised as liabilities, at fair value as of the balance
   assumptions not supported by prices or market rates.          sheet date.


2.16 Pension liability                                           2.18 Contingent assets and liabilities
The Group has assumed the commitment to provide its              Contingent liabilities are not recognised in the
employees with retirement pension supplements under a            consolidated financial statements but are disclosed in the
defined benefits plan, having constituted autonomous             notes to the financial statements, unless the possibility of
pension funds for the purpose.                                   an outflow of funds affecting future economic benefits is
                                                                 remote, in which case they are not subject to disclosure.
In order to estimate the amount of its liability for the
payment of such supplements, the Group obtains                   Contingent assets are not recognised in the consolidated
actuarial calculations computed in accordance with the           financial statements, but are disclosed in the notes to the
Projected Unit Credit Method. Actuarial gains and losses         financial statements when a future economic benefit is
are reflected in shareholders’ equity and the costs of           probable.
benefits granted are reflected in the income statement for
the period in which they are incurred.                           2.19 Income and accruals basis
                                                                 Income from sales is recognised in the consolidated
Past service costs are recognised immediately in the case        income statement when the risks and benefits of
of benefits under payment and, where this is not the case,       ownership of assets are transferred to the purchaser and
on a straight line basis over the estimated average period       the amount of income can be reasonably quantified. Sales
up to the date the rights are acquired by the employees          are recognised net of taxes, discounts and other costs
(in the majority of cases on their retirement date if they       incurred to realise them, by the fair value of the amount
are at the Group’s service).                                     received or receivable.
 83                                                                                                      . Annual Report
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Income from services rendered is recognised in the              The temporary differences underlying deferred tax assets
consolidated income statement based on the phase of             are reappraised annually in order to recognise or adjust
completion of the services rendered at the balance sheet        the deferred tax assets based on the current expectation
date.                                                           of their future recovery.


Dividends from investments are recognised as income in          2.21 Critical judgements/estimates in applying the
the period they are attributed                                  accounting standards
                                                                The preparation of financial statements in conformity with
Interest and financial income are recognised on an              the recognition and measurement principles of IFRS
accruals basis in accordance with the effective interest        require the Board of Directors to make judgements,
rate.                                                           estimates and assumptions that can affect the value of the
                                                                assets and liabilities presented, especially depreciation and
Costs and income are recognised in the period to which          provisions, the disclosure of contingent assets and
they relate independently of when they are paid or              liabilities as of the date of the financial statements, as well
received. Costs and income in which the amount is not           as of their income and costs.
known are estimated.
                                                                These estimates are based on the best knowledge
Costs and income attributable to the current period,            available at the time and on the actions planned, and are
which will only be paid or received in future periods, as       constantly revised based on the information available.
well as amounts paid and received in the current period         Changes in the facts and circumstances can result in
that relate to future periods and will the attributed to each   revision of the estimates, and so the actual future results
of these periods, are recorded in the captions “Other           can differ from such estimates.
current assets” and “Other current liabilities (Notes 23
and 32).                                                        Significant estimates and assumptions made by the Board
                                                                of Directors in preparing these financial statements
2.20 Income tax                                                 include assumptions used to value pension liabilities,
Tax on income for the period is calculated based on the         deferred taxes, the useful life of tangible fixed assets and
taxable results of the companies included in the                impairment analyses.
consolidation and takes into consideration deferred
taxation.                                                       2.22 Subsequent events
                                                                Events that occur after the balance sheet date that
Current income tax is calculated based on the taxable           provide additional information on conditions that existed
results (which differ from the accounting results) of the       as of the balance sheet date are reflected in the
companies included in the consolidation, in accordance          consolidated financial statements.
with the tax rules applicable to the area in which the head
office of each Group company is located.                        Events that occur after the balance sheet date that
                                                                provide information on conditions that exist after the
Deferred taxes refer to temporary differences between the       balance sheet date, if material, are disclosed in the notes
amounts of assets and liabilities for accounting purposes       to the consolidated financial statements.
and the corresponding amounts for tax purposes, as well
as those resulting from tax benefits obtained and
                                                                3. CHANGES IN POLICY, ESTIMATES AND
temporary differences between tax and accounting
income.
                                                                ERRORS
                                                                In the year ended 31 December 2007 there were no
Deferred tax assets and liabilities are calculated and          changes in accounting policies in relation to those used to
assessed periodically using the tax rates expected to be in     prepare the information for 2006, nor were significant
force when the temporary differences reverse.                   errors relating to prior years recorded.

Deferred tax assets are only recognised when there is
reasonable expectation that there will be sufficient future
taxable income to utilise them.
 10     CONSOLIDATED FINANCIAL STATEMENTS                                                                              84




4. COMPANIES INCLUDED IN THE
CONSOLIDATION
The companies included in the consolidation, their head
offices and the proportion of capital held in them at 31
December 2007 are as follows:

                                                                                Effective
Company                                                      Head office       percentage               Activity
Brisa - Auto-Estradas de Portugal, S.A.                        Cascais           Parent     Construction, maintenance and
 ("Brisa")                                                                      company        operation of motorways
Brisa - Serviços Viários, SGPS, S.A.                            Cascais          100%               Management
 ("Brisa Serviços")                                                                                 of investments
Controlauto - Controlo Técnico                               Paço de Arcos      59.55%            Vehicle inspection
 Automóvel, S.A. ("Controlauto")
Iteuve Portugal, Lda                                            Cascais         59.55%            Vehicle inspection
("Iteuve")
Via Verde Portugal - Gestão de Sistemas                         Cascais          75%          Management of electronic
 Eletrónicos de Cobrança, S.A. ("Via Verde Portugal")                                                toll systems
Brisa Internacional, SGPS, S.A.                                 Cascais          100%               Management
 ("Brisa Internacional")                                                                            of investments
Brisa Participações e Empreendimentos, Ltda.                   São Paulo         100%               Management
 ("BPE")                                                         Brazil                             of investments
Brisa Finance B.V.                                            Amsterdam          100%       Obtaining and managing funds
 ("Brisa Finance")                                              Holland
Brisa Assistência Rodoviária, S.A.                              Cascais          100%            Mobile assistance and
 ("Brisa Assistência")                                                                                   repair
Brisa Engenharia e Gestão, S.A.                                 Cascais          100%              Management of
 ("Brisa Engenharia")                                                                            engineering projects
Brisa Access, Electrónica Rodoviária, S.A.                      Cascais          92.5%        Management of electronic
 ("BAER")                                                                                             equipment
Mcall - Serviços de Telecomunicações, S.A.                    Porto Salvo        100%                Rendering of
 ("Mcall")                                                                                   telecommunications services
Brisal - Auto-Estradas do Litoral, S.A.                         Cascais          80%        Construction, maintenance and
 ("Brisal")                                                                                    operation of motorways
Via Oeste, SGPS, S.A. (a)                                       Cascais          100%               Management
("Via Oeste")                                                                                       of investments
Auto-Estradas do Atlântico - Concessões Rodoviárias de       Torres Vedras       50%        Construction, maintenance and
Portugal, S.A. (b) ("AEA")                                                                     operation of motorways
Brisa Access Europe, GmbH (a)                                    Viena           100%         Management of electronic
("Brisa Europe")                                                Áustria                               equipment
Brisa United States, LLC (a)                                    Atlanta          100%               Management
("BUS")                                                           USA                               of investments
Brisa North America, INC (a)                                    Atlanta          100%               Management
("BNA")                                                           USA                               of investments
Northwest Parkway Holding, LLC (a)                              Denver           100%               Management
("NWP - HOLDING")                                                 USA                               of investments
Northwest Parkway Operations, LLC (a)                           Denver           100%                Operação de
("NWP - OPERATIONS")                                              USA                               auto-estradas
Northwest Parkway, LLC (a)                                      Denver           90%        Construction, maintenance and
("NWP")                                                           USA                          operation of motorways
AEDL - Auto-Estradas do Douro Litoral, S.A. (a)             Castelo de Paiva     55%        Construction, maintenance and
("AEDL")                                                                                       operation of motorways




(a) These companies were included in the consolidation by
    the full consolidation method.

(b) AEA was consolidated for the first time in accordance
    with the proportional method in the year ended 31
    December 2007, as there is a written agreement
    between Brisa and the holder of the other 50%
    participation, to share management.
 85                                                                                                  . Annual Report
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5. CHANGES IN THE CONSOLIDATION                                Non-current assets:

PERIMETER                                                       Revertible tangible fixed assets                 210 845
                                                                Other tangible fixed assets                        199
In the year ended 31 December 2007 the following                Investments in associates                              2
changes were made to the consolidation perimeter:               Other non-current assets                         10 376
                                                                  Total non-current assets                       221 422
• Consolidation for the first time of AEA in accordance
  with the proportional method due to: (i) acquisition of      Current assets:
  an additional 40% participation; and (ii) the signing of a    Trade and other receivables                       2 134
  contract with the other shareholder establishing joint        Other current assets                              2 490
  management and control:                                       Cash and cash equivalents                        27 389
• Acquisition of all the share capital of the Austrian            Total current assets                           32 013
  company Hectec, and subsequent change of its name to            Total assets                                   253 435
  Brisa Access Europe, Gmbh.
                                                               Non-current liabilities:

In addition, in the year ended 31 December 2007 the             Loans                                            199 858

following companies were founded:                                 Total non-current liabilities                  199 858



• The wholly owned subsidiaries BUS, BNA, NWP –                Current liabilities:

  Holding and NWP Operations, and the 90% owned                 Trade payables                                    2 300

  subsidiary NWP, all in the United States of America and       Loans                                            18 126

  involved in the Northwest Parkway concession (Note            Suppliers of tangible fixed assets                     71

  36).                                                          Other current liabilities                         7 076

• The 55% owned subsidiary AEDL, holder of the Douro              Total current liabilities                      27 573

  Litoral concession.
                                                                  Total equity and liabilities                   227 431

In addition, the following wholly owned subsidiaries of        Net                                               26 004

Controlauto were merged into that company:


• Satev – Sociedade Assistência e Veículos, Lda.               The impact of these changes in the consolidation
• Toitorres - Toitorres Inspecções, S.A.                       perimeter on cash and cash equivalents was as follows:
• CTV – Controle Técnico de Veículos, S.A.
                                                               Cash and cash equivalents                         27 389

The impact of these changes in the consolidation               Bank overdrafts                                     (10 )

perimeter on the consolidated balance sheet as of 31           Cash and cash equivalents                         27 379

December 2007 was as follows:
 10     CONSOLIDATED FINANCIAL STATEMENTS                                                                         86




The impact of these changes in the consolidation           Decree-Laws 249/97 of 24 October, 287/99 of 28 July and
perimeter on the consolidated income statement for the     314 A/2002 of 26 December approved the concession
year ended 31 December 2007 was as follows:                bases currently in force, the significant items due to their
                                                           importance and impact on Brisa’s financial situation,
Operating income:                                          being:
 Services rendered                             32 039
 Other operating income                            776     • The total extension of motorways conceded was set at
 Reversal of amortisation and adjustments          396       1 105.8 kilometres, of which 1 093 are open to traffic,
   Total operating income                      33 211        77 kilometres of which are not subject to tolls.
                                                           • Termination of the concession period was set at 31
Operating expenses:                                          December 2032 and the assets directly related to the
 Supplies and services                         (4 779)       concession, which are identified in the financial
 Personnel costs                               (3 852)       statements as revertible tangible fixed assets, revert to
 Amortisation, depreciation and adjustments   (11 566)       the State at the end of the period.
 Other operating expenses                          (565)   • The State co-participates financially in 20% of the cost
   Total operating expenses                   (20 762)       of eligible construction as from 1 July 1997. Amounts
                                                             received from other entities, namely funding by the
 Operating profit                              12 449        European Union as co-participation in the cost of
                                                             revertible tangible fixed assets, are deducted from the
Financial expenses                            (13 190)       overall financial co-participation of the State.
Financial income                               1 067       • The amounts corresponding to financial co-participation
 Profit before tax                                 326       due by the State are recorded in a current account used
                                                             exclusively for that purpose, the balance being verified
Income tax                                     (1 692)       and settled half yearly. Brisa must present, to the
 Net profit for the year                       (1 366)       National Treasury, within 60 days after each half year,
                                                             the balance on the current account, supported by a
                                                             written justification confirmed by an opinion of the
6. BUSINESS SEGMENTS                                         Audit Council (Conselho Fiscal), with the prior
The Group’s principal operations are as follows:             favourable opinion of the Inspectorate General of
                                                             Finance (Note 22).
• Road concessions – which covers the construction,
  maintenance and operation of motorways and               • Significant matters regarding tax benefits are as follows:
  respective service areas on a concession basis;            - Exemption from Stamp Tax and Municipal Surcharge
                                                               ended on 31 December 2005.
• Services – which includes vehicle inspection,              - As regards Corporate Income Tax on the activities
  management of electronic tolls, mobile assistance and        carried out under the concession contract, the
  repair, management of electronic equipment and               Company can deduct from taxable income, up to the
  management of engineering projects.                          amount thereof, 50% of the investment made in the
                                                               period from 1995 to 2002, inclusive, in revertible
The Group companies’ current operations in the road            tangible fixed assets not co-participated in by the
concessions area are carried out under the following           State. The above deduction will be made from taxable
contracts:                                                     income for the years 1997 to 2007 (Notes 10 and 20).


Brisa’s concession contract


The bases for conceding the construction, maintenance
and operation of motorways to Brisa were defined in
Decree-Law 467/72 of 22 November. Since then the bases
of concession have been revised periodically, with the
introduction of changes which are reflected in the
concession contract clauses.
 87                                                                                                     . Annual Report
                                                                                                                          2007




• The Company’s capital must be increased when the               • The total extent of motorway conceded was fixed at
  ratio of shareholders’ equity less profit for the year to be     170 kilometres which are open to traffic, of which 26
  distributed, to liabilities less deferred income, based on       kilometres are not subject to tolls;
  the most recent approved annual balance sheet is less          • The concession ends of 21 December 2028 and the
  than 25%.                                                        assets related directly to the concession, which are
• In the last five years of the concession the State can,          reflected in the balance sheet as revertible tangible fixed
  under certain conditions that ensure financial stability,        assets, revert to the State at the end of the concession;
  redeem the contract.                                           • In the last five years of the concession the State can,
• Monitoring of the concession is the responsibility of the         under certain conditions that ensure financial stability,
  Ministry of Finance on financial matters, and the                 redeem the contract;
  Ministry responsible for the road sector on other              • Monitoring of the concession is the responsibility of the
  matters.                                                         Ministry of Finance on financial matters, and the
                                                                   Ministry responsible for the road sector on other
Brisal concession contract                                         matters.


The bases for conceding to Brisal the construction,              AEDL concession contract
maintenance and operation of motorway stretches and
several related items, known as Litoral Centro, were             The bases of the concession to AEDL of the conception,
defined in Decree-Law 215-B/2004 of 16 September, the            projection, construction, increase in the number of lanes,
significant items due to their importance and impact on          financing, maintenance and operation of the motorway
Brisal’s financial situation, being:                             stretches and related roads known as Litoral Douro were
                                                                 defined and approved under Decree-Law 392/2007 of 27
• Brisal’s shareholders’ equity must be increased, by            December, the more significant items in terms of their
  means of capital increases or supplementary capital            importance and impact on AEDL’s financial position being:
  contributions, whenever toll income does not reach the
  levels established in the traffic support agreement and        • The total extent of motorway conceded was fixed at
  the annual debt service coverage ratio is less than the          76.2 kilometres which were not yet open to traffic at 31
  minimum established in the concession contract;                  December 2007.
• The concession period is variable, terminating when            • The concession is for a period of 27 years as from the
  NPV income reaches the maximum NPV established,                  date of signature of the concession contract.
  such period, however, being subject to a minimum of 22         • The Company’s equity must be increased whenever the
  years and a maximum of 30 years;                                 annual debt service ratio coverage is less than the
• 25 years after signature of the concession contract the          minimum established in the Facility Agreement.
  State can, under certain conditions that ensure financial      • In the last five years of the concession the State can,
  stability, redeem the contract;                                  under certain conditions that ensure financial stability,
• Monitoring of the concession is the responsibility of the        redeem the contract
  Ministry of Finance on financial matters, and the              • Monitoring of the concession is the responsibility of the
  Ministry responsible for the road sector on other                Ministry of Finance on financial matters, and the
  matters.                                                         Ministry responsible for the road sector on other
                                                                   matters.
AEA concession contract


 The bases of the concession to AEA of the motorway
stretches and related roads in the west of Portugal area
were defined and approved under Decree-Law 393–A/98
of 4 December, the more significant items in terms of their
importance and impact on AEA’s financial position being:
 10     CONSOLIDATED FINANCIAL STATEMENTS                                                                                88




The results of each of the above mentioned business
sectors for the years ended 31 December 2007 and 2006
are as follows:

                                                           Road
2007                                                    concessions     Service     Others     Eliminations     Total
Operating income
 External                                                598 128        43 213       5 130          -         646 471
 Inter-segment                                            11 077        50 261        16         (61 354)         -
                                                         609 205        93 474       5 146       (61 354)     646 471


Operating costs:
 External                                                295 804        66 429       2 826          -         365 059
 Inter-segment                                            39 128        5 713          1         (44 842)         -
                                                         334 932        72 143       2 827       (44 842)     365 059
Profit/(loss) by segment                                 274 273        21 331       2 320       (16 512)     281 412


Results not distributed by segment:
 Result of investing activities                                                                                44 420
 Result of financing acivities                                                                                (102 828)
Profit before income tax                                                                                      223 004
Income tax                                                                                                     31 727
Minority Interest                                                                                              4 626
Net profit for the year                                                                                       259 357


Other information::
                                                                         Road
                                                                      concessions   Serviços     Others         Total
Capital expenditure                                                    823 351       3 155       184 291      1 010 797
Depreciation and amortisation charged to income                        168 265       8 449        1 191       177 905


                                                           Road
2006                                                    concessions     Service     Others     Eliminations     Total
Operating income:
 External                                                533 816        43 491       8 617          -         585 924
 Inter-segment                                            4 823         40 414         -         (45 236)         -
                                                         538 639        83 905       8 617       (45 236)     585 924


Operating costs:
 External                                                229 795        58 578       3 641          -         292 013
 Inter-segment                                            26 804        5 981         36         (32 821)         -
                                                         256 599        64 559       3 677       (32 821)     292 013
Profit/(loss) by segment                                 282 040        19 345       4 940       (12 415)     293 911


Results not distributed by segment:
 Result of investing activities                                                                                10 489
 Result of financing acivities                                                                                (70 285)
Profit before income tax                                                                                      234 115
Income tax                                                                                                    (65 818)
Minority Interest                                                                                              (1 250)
Net profit for the year                                                                                       167 047


Other information:
                                                                         Road
                                                                      concessions   Services     Others         Total
Capital expenditure                                                    613 620       5 736        5 574       624 930
Depreciation and amortisation charged to income                        119 162       3 941        1 182       123 835
  89                                                                                   . Annual Report
                                                                                                         2007




The assets and liabilities of the segments and
reconciliation thereof with the consolidated totals at 31
December 2007 and 2006 are as follows:

                                                               Road
2007                                                        concessions   Servies    Others         Total
Assets:
  egment assets                                             4 509 693     129 472    524 477     5 163 642
  Investments in associates                                  194 989        160       255          195 404
Total consolidated assets                                                                        5 359 045


Passivos:
Passivos do segmento                                        3 600 216     67 471       21        3 667 708


                                                               Road
2006                                                        concessions   Services   Others         Total
Assets :
Segment assets                                              3 854 732     96 031     205 626     4 156 389
    Investments in associates                                232 390      15 774     34 515        282 679
Total consolidated assets                                                                        4 439 068


Liabilities:
Segment Liabilities                                         2 796 370     63 027     13 692      2 873 089




Geographic segments


The operations of the Company and its subsidiaries in the
years ended 31 December 2007 and 2006 were all
realised in the domestic market.
 10       CONSOLIDATED FINANCIAL STATEMENTS                                                                    90




7. OPERATING INCOME
Services rendered in the years ended 31 December 2007
and 2006 are made up as follows:

                                                                                        2007           2006
Services Rendered:
 Tolls                                                                                 575 674        510 845
 Vehicle inspection                                                                    23 450         21 701
 Service areas                                                                         11 934         10 763
 Management of engineering projects                                                     3 372          7 513
 Electronic collections                                                                 4 713          4 961
 Mobile assistance and repair                                                           1 264          1 865
 Management of electronic equipment                                                     1 036          1 433
 Other services rendered                                                                1 195          492
                                                                                       622 638        559 573


Other operating income:
 Sales                                                                                  6 077          3 035
 Result of the COPER project (a)                                                        4 726          8 557
 Indemnities received on works                                                          3 353          2 794
 Rent of equipment                                                                       695           3 253
 Compensation for operating losses                                                      2 456          2 456
 Reversal of provisions                                                                  739           2 127
 Others                                                                                 5 787          4 129
                                                                                       23 833         26 351




(a) The consortium responsible for operating the         Lease instalments due as of 31 December 2007 and 2006
   “Rodovia Presidente Dutra” motorway which connects    under the Group’s operating lease contracts, are payable
   São Paulo to Rio de Janeiro, Brazil.                  as follows:

                                                                                               2007    2006

8. OPERATING LEASES                                      2007                                    -     1 623
                                                         2008                               1 816      1 336
Costs of 1 899 thousand Euros and 1 393 thousand Euros   2009                               1 224      783
relating to lease instalments under operating lease      2010                                  645     252
contracts were recognised in the years ended 31          After 2011                            177       -
December 2007 and 2006, respectively.                                                       3 862      3 994
 91                                                                     . Annual Report
                                                                                             2007




9. NET FINANCIAL EXPENSES
Financial expenses for the years ended 31 December 2007
and 2006 are made up as follows:

                                                               2007                  2006
Interest expense                                             (112 980)              (80 071)
Exchange loss                                                  (291)                  (88)
Loss on the valuation of derivative financial instruments:
 Interest rate instruments (Note 33)                          (4 103)               (4 179)
Other financial expenses                                      (5 997)               (3 255)
                                                             (123 371)             (87 593)




Financial income for the years ended 31 December 2007
and 2006 is made up as follows:

                                                               2007                  2006
Interest income                                               7 246                  9 655
Exchange gain                                                  247                    321
Gain on the valuation of derivative financial instruments:
 Interest rate instruments (Note 33)                             -                    413
 Put option (Note 33)                                         12 919                 6 552
Other financial income                                         131                    367
                                                              20 543                17 308
 10        CONSOLIDATED FINANCIAL STATEMENTS                                                                           92




Investment income for years ended 31 December 2007
and 2006 is made up as follows:

                                                                                                    2007      2006
Gain on group and associated companies:
  CCR                                                                                              42 789    32 166
  Others                                                                                             48        325
                                                                                                   42 837    32 491


Income on equity investments:
  Abertis                                                                                          2 681      2 493
  Others                                                                                            205        113
                                                                                                   2 886      2 606


Loss on group and associated companies:
  Auto-Estradas do Atlântico, S.A.                                                                    -       (100)
  Controlauto Açores                                                                                 (8)        -
  KTS                                                                                                (4)        -
  Movenience                                                                                        (79)        -
  Street Park                                                                                        (3)       (46)
                                                                                                    (94)      (146)


Others results of investments:
  Loss on the sale of EDP (a)                                                                         -      (9 092)
  Loss on the sale of ONI (b)                                                                         -      (15 370)
  Others                                                                                           (1 209)      -
                                                                                                   (1 209)   (24 462)
                                                                                                   44 420    10 489




(a) In the year ended 31 December 2006 the participation    (b) In the year ended 31 December 2006 the participation
    in EDP was sold, resulting in the following impact on       in ONI was sold for 2 Euros, which had the following
    the financial statements for the year:                      impact on the financial statements for the year:


Market value of the participation at the                    Historical cost of the participation                75 270
beginning of the period (Note 19)               190 327     Accumulated impairment loss (Note 30)              (59 900)
Change in fair value recorded in reserves       16 413      Loss on the sale                                    15 370
Historical cost of the participation            206 740
Sales price                                    (197 648)
Loss on the sale                                 9 092
 93                                                                                                    . Annual Report
                                                                                                                         2007




10. INCOME TAX                                                  In accordance with current legislation, tax returns are
                                                                subject to review and correction by the tax authorities
Following the publication of Decree-Laws 287/99 and             during a period of four years (ten years for social security
294/97 of 28 July and 24 October, respectively, there was       up to 2000, inclusive, and five years after 2001), except
a change in Brisa’s Corporate Income Tax benefits. Brisa’s      where there are tax losses, tax benefits have been granted
activities within the scope of the concession contract          or inspections, claims or appeals are in progress, in which
ceased being exempt from Corporate Income Tax, the              case, depending on the circumstances, the period can be
Company becoming able to deduct from taxable income,            extended or suspended. Therefore tax returns for the
up to the amount thereof, 50% of the amount invested            years 2004 to 2007 are subject to review and correction.
by it from 1995 to 2000, inclusive, excluding the amount        The Board of Directors believes that any possible
co-participated in by the State, in revertible tangible fixed   corrections resulting from revisions/inspections of these
assets. This deduction can be made from taxable income          tax returns will not have a significant effect on the
for the years 1997 to 2005.                                     financial statements as of 31 December 2007.

Under the provisions of Decree-Law 287/98 of 28 July,           Tax losses can be carried forward during a period of six
investments that serve as a base for calculating the            years after they are incurred, for deduction from taxable
deduction from taxable income were extended to those            profits generated in that period.
made in 2001 and 2002, these only including investments
resulting from changes in the opening to traffic program        Income tax recognised in the years ended 31 December
included in base VII attached to Decree-Law 287/99 of 28        2007 and 2006 is made up as follows:
July. The deduction relating to such investments can be
made from taxable income subject to Corporate Income                                                 2007           2006
Tax up to 2007.                                                 Current tax (Note 32)               20 539         10 165
                                                                Deferred tax (Note 20)              (52 266)       55 653

In addition, under the provisions of Decree-Law 271/99,                                             (31 727)       65 818

the Company became exempt from Stamp Tax and
Municipal Surcharge up to 31 December 2005 on
activities carried out under the concession contract.


The Company is subject to Corporate Income Tax at the
normal rate of 25%, which can be increased by a
Municipal Surcharge of a maximum of 1.5% of taxable
income, resulting in a total tax rate of 26.5%.
 10        CONSOLIDATED FINANCIAL STATEMENTS                                                                                          94




Following is a reconciliation between profit before income
tax and income tax for the year:

                                                                                    2007                           2006
                                                                       Concession          General    Concession          General
                                                                        activity           regime      activity           regime
Profit before income tax                                                231 737            (8 733)     234 543              (428)
Positive equity changes                                                   356                101        2 183                     -
Negative equity changes                                                    -               (18 062)       -               (13 780)
Non taxable income:
  Realised gain on other assets                                          (377)              (348)      (1 073)            (40 466)
  Valuation of financial instruments                                       -               (4 370)        -                (4 630)
  Related results                                                          -               (2 886)        -                   -
  Reversal of provisions                                                   -               (9 165)     (1 198)            (69 300)
  Equity method                                                            -               (42 837)       -               (28 679)
  Others                                                                   -               (7 520)        -                       -
                                                                         (377)             (67 126)    (2 271)            (143 075)


Non tax deductible costs:
  Difference between financial and tax amortisation and depreciation      896              16 284        880               3 541
  Increase in provisions                                                 1 546              8 907       1 002                 -
  Valuation of financial instruments                                    17 011              1 384      17 537                     -
  Equity method                                                            -                 94           -                       146
  Gains and losses                                                        168                90          904               75 587
  Securitisation of future receivables                                  400 000               -           -                       -
  Others                                                                 2 305              2 717        153               9 344
                                                                        421 926            29 476      20 476              88 618


Taxable income                                                          653 642            (64 344)    254 932            (68 664)
Rate of income tax in Portugal                                           26,5%             26,5%        27,5%              27,5%
  Calculated income tax                                                 173 215            (17 051)    70 106             (18 883)


Effect of different rates of income tax                                    -                 (60)         -                2 107
Autonomous taxation                                                        -                 250          -                 220
Utilisation of tax losses not recognised previously                        -                (698)         -                 (717)
Increase in tax losses carried forward                                     -               19 281         -                21 065
Municipal Surcharge                                                                         1 097
Utilisation of tax benefits                                            (155 496)              -        (63 733)                   -
Effect of increase/decrease in deferred tax                             (44 192)           (8 074)     68 029             (12 376)
  Income tax                                                            (26 473)           (5 254)     74 402              (8 584)




The recording of 106 000 thousand Euros results from a
future credit securitisation operation realised in December
2007 (Note 29). As a result of this operation, and in
accordance with Decree-Law 219/2001 of 4 August, 400
000 thousand Euros was added to Brisa’a profit for 2007
subject to Corporate Income Tax. The corresponding
deferred tax asset will be gradually reversed through the
deduction from profit subject to Corporate Income Tax of
the income corresponding to the securitised of future
receivables.
 95                                                                                                                   . Annual Report
                                                                                                                                        2007




In addition, as a result of taxable income for the year                         12. DIVIDENDS
ended 31 December 2007 the Company can use the full
amount of the tax benefits generated in preceding years                         In the year ended 31 December 2007 dividends of 0.28
in accordance with Decree-Law 287/99 of 28 July,                                Euros per share (0.27 Euros per share in 2006) were paid
regarding which the amount of 89 112 thousand Euros                             out of net profit for the year ended 31 December 2006 as
had not been recognised earlier due to uncertainty as to                        decided by the Shareholders’ General Meeting held on 28
its realisation.                                                                March 2007.


                                                                                The Board of Directors proposes a dividend of 0.31 Euros
11. EARNINGS PER SHARE                                                          per share for the year ended 31 December 2007, payable
                                                                                in April 2008.
Basic and diluted earnings per share for the years ended
31 December 2007 and 2006 were determined based on
the following amounts:

                                                                                                               2007                2006
Basic earnings per share
Earnings used to calculate basic earnings per share (net profit for the year)                                 259 357             167 047
Average number of shares used to calculate basic earnings per share                                         587 862 969        588 579 114


Basic earnings per share                                                                                       0,44                 0,28


Diluted earnings per share
Earnings used to calculate basic earnings per share (net profit for the year)                                 259 357             167 047
Average number of shares used to calculate the diluted earnings per share                                   587 862 969        588 579 114


Diluted earnings per share                                                                                     0,44                 0,28
 10    CONSOLIDATED FINANCIAL STATEMENTS                                                                                                   96




13. REVERTIBLE TANGIBLE FIXED ASSETS
The changes in revertible tangible fixed assets and
corresponding accumulated depreciation in the years
ended 31 December 2007 and 2006 are as follows:

                                                                                      2007
                                                                  Operating      Service areas,     Tangible       Advances
                                                    Stretches     machinery     monuments and     fixed assets   on account of
                                                  of motorway   and equipment      sculptures     in progress     fixed assets     Total
Gross assets:
 Beginning balance                                3 552 580        93 124          11 090          447 472          1 910        4 106 176
 Additions                                         273 060            -                -            1 710              -         274 770
 Disposals                                          44 206         3 797               -           404 242          3 898        456 143
 Write-offs                                         (2 326)        (5 564)             -               -               -          (7 890)
 Transfers                                         473 600         3 923               -          (476 021)        (1 501)          1
 Capitalised financial costs                           -              -                -           18 111              -          18 111
 Financial co-participations                        (5 252)           -                -           (20 477)            -         (25 729)
 Transfer of co-participations                     (47 729)         (548)              -           48 277              -             -


 Ending balance                                   4 288 139        94 732          11 090          423 314          4 307        4 821 582


Accumulated depreciation and impairment losses:
 Beginning balance                                1 023 623        31 280           2 981              -               -         1 057 884
 Changes in the consolidation perimeter             63 926            -                -               -               -          63 925
 Increases                                         128 305         13 955            312               -               -         142 573
 Decreases                                          (1 829)        (5 548)             -               -               -          (7 377)
 Transfers                                            1               -                -               -               -            1
 Ending balance                                   1 214 026        39 687           3 293              -               -         1 257 006


 Net assets                                       3 074 113        55 045           7 797          423 314          4 307        3 564 576



                                                                                      2006
                                                                  Operating      Service areas,     Tangible       Advances
                                                    Stretches     machinery     monuments and     fixed assets   on account of
                                                  of motorway   and equipment      sculptures     in progress     fixed assets     Total
Gross assets:
 Beginning balance                                3 304 082        56 259          10 712          271 378          4 314        3 646 745
 Additions                                          30 458         5 410             378           466 552           149         502 947
 Disposals                                             -           (4 153)             -               -               -          (4 153)
 Write-offs                                            -          (17 040)             -               -           (2 553)       (19 593)
 Transfers                                         250 489         52 648              -          (303 132)            -            5
 Capitalised financial costs                           -              -                -           16 761              -          16 761
 Financial co-participations                       (14 653)           -                -           (21 883)            -         (36 536)
 Transfer of co-participations                     (17 796)           -                -           17 796              -             -


 Ending balance                                   3 552 580        93 124          11 090          447 472          1 910        4 106 176


Accumulated depreciation and impairment losses:
 Beginning balance                                 925 232         45 301           2 673              -               -         973 206
 Increases                                          98 391         4 876             308               -               -         103 575
 Decreases                                             -          (18 897)             -               -               -         (18 897)


 Ending balance                                   1 023 623        31 280           2 981              -               -         1 057 884


Net assets                                        2 528 957        61 844           8 109          447 472          1 910        3 048 292
  97                                                                                                                                                  . Annual Report
                                                                                                                                                                             2007




Revertible tangible fixed assets – stretches and sub-
stretches of operating motorways


The cost and corresponding accumulated depreciation of
stretches and sub-stretches of motorways at 31 December
2007 and 2006, by motorway, is as follows:

                                                                                               2007
                                                    A3         A4       A5        A6          A8/A15                A10       A12            A13       A14      A17
                               A1         A2       Porto/     Porto/  Costa do Marateca/      Lisboa       A9     Bucelas/ Setúbal/        Almeirim/ Fig. Foz/ Marinha        Total
                              Norte       Sul     Valença    Amarante Estoril    Caia          Leiria     CREL Carregado/ IC3Montijo       Marateca Coimbra Grande/Mira       2007

Gross

Studies                       16 439    21 395    12 224      4 622      4 568      7 353        -        5 760      10 773      1 394      6 799      2 489      2 784       96 600

Purchase of land              50 132    24 217    72 063      37 507    44 590     12 814        -        30 651     13 901     13 846      10 764     8 912     10 172      329 569

Works                        687 703   857 474    436 875    188 623    175 148    286 643    277 710    201 990    535 673     67 546     235 451    112 717    170 607    4 234 160

Other costs                   7 792      1 596     1 603       760       3 114       181         -         222       28 532       19        9 030       735       5 143       58 727

                             762 066   904 682    522 765    231 512    227 420    306 991    277 710    238 623    588 879     82 805     262 044    124 853    188 706    4 719 056



Technical area costs          32 030    23 655    20 176      8 281      7 617     11 963        -        7 740      8 146       2 553      4 919      7 090      3 134      137 304

Financial costs               74 853    32 043    27 284      11 537    10 060     16 047        -        19 249     20 633      4 259      5 896      3 790      9 184      234 835

Financial co-participation   (155 684) (210 033) (132 473)   (71 088)   (68 179)   (76 725)   (4 088)    (100 012) (130 893)    (18 563)   (54 601)   (21 335)      -       (1 043 674)

Gross historical cost        713 265   750 347    437 752    180 242    176 918    258 276    273 622    165 600    486 765     71 054     218 258    114 398    201 024    4 047 521



Revaluation                  190 813    34 173       -          -          -          -          -          -           -       15 172        -          -          -        240 158

Expropriations                  -          -         -          -          -          -          -          -           -          -          -          -          -          460



Gross cost                   904 078   784 520    437 752    180 242    176 918    258 276    273 622    165 600    486 765     86 226     218 258    114 398    201 024    4 288 139



Accumulated depreciation     417 606   197 603    143 496     71 251    56 360     78 117     73 496      54 644     29 218     33 612      30 981    21 719      5 923     1 214 026



Net book value               486 472   586 917    294 256    108 991    120 558    180 159    200 126    110 956    457 547     52 614     187 277    92 679     195 101    3 074 113




                                                                                               2006
                                                                          A3      A4       A5        A6                         A10       A12      A13      A14
                                                    A1         A2        Porto/  Porto/  Costa do Marateca/            A9     Bucelas/ Setúbal/ Almeirim/ Fig. Foz/           Total
                                                   Norte       Sul      Valença Amarante Estoril    Caia              CREL Carregado/ IC3Montijo Marateca Coimbra             2006

Gross

Studies                                           16 274      21 391    12 092      4 618      4 354      7 351      5 758       7 589      1 394      6 730      2 362       89 913

Purchase of land                                  48 170      24 032    71 578     37 488     44 185      12 814     30 109     10 812      13 828    10 583      8 907      312 506

Works                                             673 463    854 563    431 449    185 340    169 806    286 618    201 713     292 517     67 504    232 335    110 629 3 505 937

Other costs                                        7 429      1 555      1 460       622       2 995       181        222       15 233        19       9 030       465        39 211

                                                  745 336    901 541    516 579    228 068    221 340    306 964    237 802     326 151     82 745    258 678    122 363 3 947 567



Technical area costs                              32 030      23 655    20 174      8 281      7 617      11 963     7 740       7 548      2 553      4 919      7 090      133 570

Financial costs                                   74 852      32 043    27 284     11 537     10 060      16 047     19 249     11 839      4 259      5 896      3 790      216 856

Financial co-participation                       (158 785) (206 676) (146 552)     (73 807)   (68 097)   (79 171)   (101 489)   (60 110)   (19 335)   (49 790)   (22 317)   (986 129)

Gross historical cost                             693 433    750 563    417 485    174 079    170 920    255 803    163 302     285 428     70 222    219 703    110 926 3 311 864



Revaluation                                       190 813     34 173       -          -          -          -           -          -        15 172       -          -        240 158

Expropriations                                       -          -          -          -          -          -           -          -          -          -          -          558



Gross cost                                        884 246    784 736    417 485    174 079    170 920    255 803    163 302     285 428     85 394    219 703    110 926 3 552 580



Accumulated depreciation                          393 728    173 645    130 981    66 610     51 533      70 314     50 285     14 274      31 536    22 746     17 971     1 023 623



Net book value                                    490 518    611 091    286 504    107 469    119 387    185 489    113 017     271 154     53 858    196 957    92 955     2 528 957
 10      CONSOLIDATED FINANCIAL STATEMENTS                                                                                  98




Investment in revertible tangible fixed assets in the years
ended 31 December 2007 and 2006 resulted from:

                                             2007    2006
Direct investment:
Works                                    405 988    450 341
Purchase of land                         14 150     12 684
Others                                   32 146     36 967
Financial co-participation               (25 729)   (36 536)
                                         426 555    463 456


Indirect investment                      21 970     19 716
                                         448 525    483 172




Revertible tangible fixed assets in progress


The changes in revertible tangible fixed assets in the years
ended 31 December 2007 and 2006 were as follows:

                                                                                            2007
                                                               Beginning   Changes in the                            Ending
                                                                balance     consolidation    Additions   Transfers   balance
                                                                              perimeter
Motorway stretches:
 Infrastructure                                                 404 578      1 710          328 964      (435 075)   300 177
 Technical area costs                                            4 979         -              819         (3 733)     2 065
 Financial costs                                                26 328         -             15 619      (17 978)    23 969
 Financial co-participation                                     (31 114)       -            (17 331)      48 299      (146)
                                                                404 771      1 710          328 071      (408 487)   326 065


Supplementary projects:
 Infrastructure                                                 35 118         -             56 584       (1 085)    90 617
 Technical area costs                                             537          -              321           (2)       856
 Financial costs                                                 1 519         -             2 492           -        4 011
 Financial co-participation                                     (1 715)        -             (3 146)       (22)      (4 883)
                                                                35 459         -             56 251       (1 109)    90 601


Major repairs                                                    7 166         -             17 554      (18 152)     6 568


Service areas:
 Infrastructure                                                   53           -                -           4          57
 Technical area costs                                             19           -                -            -         19
 Financial costs                                                   4           -                -            -         4
                                                                  76           -                -           4          80
                                                                447 472      1 710          401 876      (427 744)   423 314
 99                                                                                                                    . Annual Report
                                                                                                                                              2007




                                                                                                             2006
                                                                                   Beginning                                       Ending
                                                                                    balance      Additions      Transfers          balance
Motorway stretches
 Infrastructure                                                                     235 183       400 332       (230 937)          404 578
 Technical area costs                                                                2 867         2 863             (751)          4 979
 Financial costs                                                                    19 128         14 820           (7 620)        26 328
 Financial co-participation                                                         (27 095)      (21 724)          17 705         (31 114)
                                                                                    230 083       396 291       (221 603)          404 771


Supplementary projects:
 Infrastructure                                                                     38 371         52 099           (55 352)       35 118
 Technical area costs                                                                 845            93              (401)           537
 Financial costs                                                                     2 295         1 942            (2 718)         1 519
 Financial co-participation                                                         (1 648)         (159)             92           (1 715)
                                                                                    39 863         53 975           (58 379)       35 459


Major repairs                                                                        1 356         11 164           (5 354)         7 166


Service areas
 Infrastructure                                                                       53              -                -                 53
 Technical area costs                                                                 19              -                -                 19
 Financial costs                                                                       4              -                -                 4
                                                                                      76              -                -                 76
                                                                                    271 378       461 430       (285 336)          447 472




The stretches and sub-stretches not yet open to traffic, on
which study and/or construction costs have already been
incurred, are as follows:

          Projects                      Extension (Kms)        Date of beginning           Direct capital expenditure already realised
                                                                of construction       Up to 2006              2007                  Total
    A17 - Litoral Centro                      60,40             2nd half of 2004        102 169              194 889               297 058




Financial costs incurred on revertible tangible fixed assets       The above mentioned financial costs are reflected in the
are as follows:                                                    following categories:

                                     2007         2006                                                               2007           2006
Beggining balance                   244 971     228 210            Sub-stretches in operation                       234 835        216 856
Increase in the Year (Note 13)      18 111       16 761            Revertible tangible assets in progress             263            264
Ending balance                      263 082     244 971            Service areas in operation                       27 984         27 851
                                                                                                                    263 082        244 971




                                                                   At 31 December 2007 the Group had commitments
                                                                   relating to studies and the construction of motorway
                                                                   stretches to be carried out up to 2008 in the amount of
                                                                   approximately 711 749 thousand Euros, of which
                                                                   approximately 136 940 thousand Euros is still to be
                                                                   realised.
 10       CONSOLIDATED FINANCIAL STATEMENTS                                                                                                            100




14. OTHER TANGIBLE FIXED ASSETS
The changes in other tangible fixed assets and corresponding accumulated depreciation in the years ended 31 December
2007 and 2006 are as follows:

                                                                                            2007
                                   Land and      Buildings                                                              Tangible      Advances
                                    natural      and other Machinery and    Transport   Administrative   Tools and   fixed assets in on account
                                   resources   constructions equipment     equipment     equipment        utensils      progress    of fixed assets    Total

Gross

  Beginning balance                 10 902       29 330       21 270         8 710         30 652          281           5 127            12          106 284

  Changes in the consolidation
  perimeter                            -            6            -             -             704            10             -               -           720

  Effect of currency translation       -            -            -             4             18              -             -               -            22

  Additions                         1 135         1 311        1 429         1 976          1 706           15           3 819             -          11 391

  Disposals                            -            -          (444)        (4 188)          (52)            -             -               -          (4 684)

  Write-offs                           -            -          (492)         (148)         (4 619)         (22)            -               -          (5 281)

  Transfers                            -           100          (46)           -             (73)            -            (48)           (12)          (79)



Ending balance                      12 037       30 747       21 717         6 354         28 336          284           8 898             -          108 373



Accumulated depreciation

  Beggining balance                    -          9 181       13 161         5 856         23 561          238             -               -          51 997

  Changes in the consolidation
  perimeter                            -            1            -             -             512            8              -               -           521

  Effect of currency translation       -            -            -             3             12              -             -               -            15

  Increases                            -          1 304        1 971         1 010          3 349           28             -               -           7 662

  Decreases                            -            -          (635)        (3 520)        (4 665)         (22)            -               -          (8 842)

  Transfers                            -            -            -             -             (80)            -             -               -           (80)



Ending balance                         -         10 486       14 497         3 349         22 689          252             -               -          51 273



Net                                 12 037       20 261        7 220         3 005          5 647           32           8 898             -          57 100
 101                                                                                                                                . Annual Report
                                                                                                                                                      2007




                                                                                           2006
                                  Land and      Buildings                                                              Tangible      Advances
                                   natural      and other Machinery and    Transport   Administrative   Tools and   fixed assets in on account
                                  resources   constructions equipment     equipment     equipment        utensils      progress    of fixed assets     Total

Gross:

 Beginning balance                 10 783       26 075       19 400         9 497         26 979          297           4 049            45           97 125

 Effect of currency translation       -            -            -            (1)            (4)             -             -               -             (5)

 Additions                          119          1 172        2 351          919           4 244           5            3 455             -           12 265

 Disposals                            -            -          (536)        (1 516)         (100)            -             -               -           (2 152)

 Write-offs                           -            -          (173)         (189)          (467)          (21)            -               -            (850)

 Transfers                            -          2 083         228            -              -              -          (2 377)          (33)           (99)



 Ending balance                    10 902       29 330       21 270         8 710         30 652          281           5 127            12           106 284



Accumulated depreciation:

 Beginning balance                    -          7 596       11 906         5 986         20 826          227             -                           46 541

 Effect of currency translation       -            -            -            (1)            (3)             -             -                             (4)

 Increases                            -          1 158        1 862         1 270          3 257           32             -                            7 579

 Decreases                            -            -          (606)        (1 399)         (519)          (21)            -                           (2 545)

 Transfers                            -           427          (1)            -              -              -             -                            426



 Ending balance                       -          9 181       13 161         5 856         23 561          238             -                           51 997



Net                                10 902       20 149        8 109         2 854          7 091           43           5 127            12           54 287




At 31 December 2007 and 2006 the net book value of                                   The increase in the year is due to the acquisition of Brisa
assets acquired under finance lease amounted to:                                     Europe.

                                                 2007         2006
                                                                                     Goodwill is subject to impairment tests annually, or
Land and natural resources                      1 719        1 719
                                                                                     whenever there are indications that it is subject to
Machinery and equipment                          107          148
                                                                                     impairment.
                                                1 826        1 867

                                                                                     Impairment tests are carried out based on the discounted
                                                                                     cash flow of each of the cash generating units to which
15. GOODWILL                                                                         the goodwill relates, based on the most recent financial
                                                                                     projections approved by the Boards of Directors.
The changes in goodwill and corresponding accumulated
impairment losses in the years ended 31 December 2007
                                                                                     As a result of reviews made, an impairment loss of the full
and 2006 are as follows:
                                                                                     amount of goodwill on the acquisition of Tyco, merged
                                                 2007         2006                   into BEG in prior years, was recognised in the year ended
Beginning balance                               31 630       31 630                  31 December 2007.
Increases                                       1 907           -
Impairment losses (Note 30)                     (4 101)         -
Ending balance                                  29 436       31 630
 10      CONSOLIDATED FINANCIAL STATEMENTS                                                                    102




16. OTHER INTANGIBLE ASSETS
The changes in intangible assets and corresponding
accumulated amortisation and impairment losses in the
years ended 31 December 2007 and 2006 are as follows:

                                                                                2007
                                                        Industrial                Intangible Fixed
                                                         property    Software    assets in progress    Total
Gross:
 Beginning balance                                      410 896       2 137            36 781         449 814
 Effect of currency translation                           1 660         -                 -            1 660
 Additions                                              505 183        747              1 425         507 355
 Transfers                                               36 944        268             (37 134)         78
 Ending balance                                         954 682       3 152             1 073         958 907


Accumulated amortisation:
 Beginning balance                                       69 789        59                 -           69 848
 Effect of currency translation                            431          -                 -            431
 Amortisation for the year                               21 077        780                -           21 857
 Transfers                                                  -          79                 -             79


 Ending balance                                          91 297        918                -           92 215


Net                                                     863 385       2 234             1 073         866 692



                                                                                2006
                                                        Industrial                Intangible Fixed
                                                         property    Software    assets in progress    Total
Gross:
 Beginning balance                                      411 244         -              18 293         429 537
 Effect of currency translation                           (378)         -                 -            (378)
 Additions                                                 30          843             18 488         19 361
 Transfers                                                  -         1 294               -            1 294
 Ending balance                                         410 896       2 137            36 781         449 814


Accumulated amortisation:
 Beginning balance                                       57 809         -                 -           57 809
 Effect of currency translation                           (106)         -                 -            (106)
 Amortisation for the year                               12 108        59                 -           12 167
 Disposals and write-offs                                  (22)         -                 -            (22)


 Ending balance                                          69 789        59                 -           69 848


Net                                                     341 107       2 078            36 781         379 966
 103                                                                                                          . Annual Report
                                                                                                                                2007




The additions in the year ended 31 December 2007                      (ii) Costs incurred by Brisa to renegotiate the concession
include: (i) 152 636 thousand Euros resulting from                         contract in 1991, which resulted in extending the
restating the cost of the participation in AEA, in                         period of the concession initially established – 101 750
accordance with IFRS 3, to the fair value of the net assets                thousand Euros;
acquired, corresponding to the part attributed to AEA’s               (iii) Amount paid by Brisal for the concession of the Litoral
concession contract (in addition to the fair value of the                   Centro motorway – 46 745.
remaining net assets recognised), and (ii) 352 420
thousand Euros relating to the amount paid for the                    The amount transferred from intangible assets in progress
Northwest Parkway, LLC (“NWP”) concession.                            corresponds to costs incurred with the conception, project
                                                                      and construction of the IC8 – Louriçal (IC1) – Nó de
The gross amount of intangible assets at 31 December                  Pombal (A1 – IP1) stretch, which were transferred to the
2007 includes, in addition to the amounts mentioned                   conceding entity after construction was completed, under
above, the following:                                                 the terms of item 2, Base II of the Concession Contract, in
                                                                      part payment for the IC 1 motorway concession.
(i) Payment by Brisa to the State (the conceding entity) for
    the right to charge tolls on the CREL motorway as from
    1 January 2003 under the terms of Decree-law 314
                                                                      17. INVESTMENTS IN ASSOCIATES
    A/2002 of 26 December, less the amount received                   At 31 December 2007 the following associated
    previously when the tolls were abolished which at 31              companies were recorded in accordance with the equity
    December 2002 had not yet been recognised as                      method:
    income – 236 318 thousand Euros;

                                                                                      Effective
                                                                                     percentage
Company                                                         Head office         participation               Activity
CCR - Companhia de Concessões Rodoviárias                        São Paulo            17.90%               Road concessions
("CCR")                                                             Brazil
COR - Companhia Operadora de Rodovias                            São Paulo            25.00%                   Operation
("COR")                                                             Brazil                                      of roads
Controlauto Açores, Lda. ("Controlauto Açores")                Praia da Vitória       23.82%            Technical vehicle control
Street Park - Gestão de Estacionamentos - ACE                   Torres Vedras         30.83%           Parking area management
KTS GmbH, ("KTS")                                                  Vienna             26.00%            Operation of electronic
                                                                   Austria                                 collection systems
Movenience, B.V.                                                  Borssele            30,00%            Operation of electronic
                                                                  Holland                                  collection systems
 10     CONSOLIDATED FINANCIAL STATEMENTS                                                                                               104




The changes in the investments in associated companies         18. OTHER INVESTMENTS
in the years ended 31 December 2007 and 2006 are as
follows:                                                       This caption includes essentially investments in entities
                                                               over which the Group does not have significant influence,
                                            2007     2006      which are stated at cost less estimated impairment losses.
Beginning balance                        255 522    181 115
Changes in the consolidation perimeter   (83 258)      -       At 31 December 2007 and 2006 this caption included
Additions                                   1 346   68 670     investments in the following entities:
Transfers                                   1 000     103
Provisions (Note 30)                         19        -
Exchange difference                      13 949     (3 016)                                                      2007             2006

Dividends received                       (36 839)   (22 735)   EFACEC - SMA                                      1 991           1 991

Effect of application of the                                   Kapsch Telematic Services GMBH ("KTS")              -             1 000

equity method:                                                 Other investments                                  48               22

 Effect on results (Note 9)              42 743     32 345                                                       2 039           3 013

 Effect on shareholders' equity             922      (960)
Ending balance                           195 404    255 522
                                                               19. AVAILABLE-FOR-SALE FINANCIAL
                                                               ASSETS
Investments in associated companies at 31 December             The changes in fair value of the available-for-sale financial
2007 and 2006 are as follows:                                  assets in the years ended 31 December 2007 and 2006,
                                                               were as follows:
                                            2007     2006
CCR                                      192 867    171 739
                                                                                                                 2007             2006
KTS                                         2 090      -
                                                               Fair value on 1 January                          135 205         311 997
Movenience, B.V.                            195        -
                                                               Disposals                                           -            (190 327)
Controlauto Açores                          142       278
                                                               Increase in fair value                            3 858           13 535
COR                                          55       188
                                                               Fair value at 31 December                        139 063         135 205
Street Park                                  55       57
AEA                                           -     83 260
                                         195 404    255 522
                                                               Available-for-sale financial assets at 31 December 2007
                                                               and 2006 are made up as follows:

At 31 December 2007 the listed price of CCR shares was                                         2007                             2006
27.50 Reais (10.54 Euros) per share. Based on this price                                              Market                           Market
                                                                                        Cost          Value             Cost           Value
the market value of the investment was 760 721
                                                               Abertis              54 146            139 063          54 146          135 205
thousand Euros, while its book value at 31 December
2007 was 115 544 thousand Euros excluding goodwill of
77 323 thousand Euros.
                                                               The difference between cost and market value is recorded
                                                               in the caption “Fair value reserve”.
  105                                                                                                     . Annual Report
                                                                                                                                2007




20. DEFERRED TAXES
Deferred tax assets and liabilities at 31 December 2007
and 2006, by underlying timing difference, are as follows:

                                                                          Deferred tax assets     Deferred tax liabilities
                                                                         2007            2006     2007                 2006
Non deductible provisions                                                 86              18        -                       -
Pension benefits                                                          23               -      1 356                1 750
Differences between the tax base and book value:
On intangible assets                                                                      41       11                       - -
On tangible assets                                                                        622     649                       - -
On other assets                                                                           969     1 195                     - -
  On other liabilities                                                     -               -       28                       -
Revaluation of tangible assets                                             -               -        1                       3
Tax losses carried forward                                              73 072          53 330      -                       -
Tax benefits                                                               -            66 383      -                       -
Securitisation of future receivables                                    106 000            -        -                       -
Derivative financial instruments                                        13 598          10 248      -                       -
                                                                        194 411         131 834   1 385                1 753




In accordance with Decree-Law 287/99 of 28 July, the
investments that serve as a base for calculating the
deduction from income tax due were extended to those
made in 2001 and 2002, in this case limited to
investments resulting from changes in the opening to
traffic program included in base VII attached to Decree-
Law 287/99 of 28 July. The deduction corresponding to
these investments can be made from corporate income
tax due up to 2007.


The amounts resulting from application of the method
established are as follows:


• Amount corresponding to 50% of the investment by
Brisa in revertible tangible fixed assets, excluding
the amount co-participated in by the State:
- From 31 December 1995 to 2002                              777 704


• Amounts deducted from Corporate Income Tax relating to:
- The years 1997 to 2006                                    (622 208)
- The year ended 31 December 2007                           (155 496)
Balance at 31 December 2007                                         -
 10        CONSOLIDATED FINANCIAL STATEMENTS                                                                                      106




The changes in deferred tax assets and liabilities in the
years ended 31 December 2007 and 2006 are as follows:

                                                                                                            2007           2006
Beginning balance                                                                                         130 081        185 843
Changes in the consolidation perimeter                                                                     10 376            -
Adjusted beginning balance                                                                                140 457        185 843
Effect on results:
  Utilisation/increase in tax losses carried forward                                                       9 374          13 515
Differences between taxable income and book value:
    On intangible assets                                                                                     29            (269)
    On revertible tangible fixed assets                                                                     (29)             -
    On other assets                                                                                         (225)          (286)
    On other liabilities                                                                                    (25)             -
  Revaluation of tangible assets                                                                             2              (2)
  Tax Benefits:
    Increases                                                                                              89 112
    Utilisation / Decreases                                                                               (155 496)      (63 270)
  Securitisation of future receivables                                                                    106 000            -
  Changes in non tax deductible provisions                                                                   68            3 162
  Increase/decrease in the fair value of derivative financial instruments                                  3 350          (8 566)
  Pension benefits                                                                                          106             66
  Others                                                                                                      -             (3)
                                                                                                           52 266        (55 653)
Effect on reserves:
  Pension benefits                                                                                          308            (109)
                                                                                                           52 574        (55 762)


Effect of currency translation
  Utilisation/increase in tax losses carried forward                                                         (5)             -
Ending balance                                                                                            193 026        130 081




The recording of 106 000 thousand Euros results from a                      In addition, as a result of income tax for the year ended
future credit securitisation of future receivables operation                31 December 2007, the Company can use the full
realised in December 2007 (Note 29). As a result of this                    amount of the tax benefits generated in preceding years
operation, and in accordance with Decree-Law 219/2001                       in accordance with Decree-Law 287/99 of 28 July,
of 4 August, 400 000 thousand Euros was added to                            regarding which the amount of 89 112 thousand Euros
Brisa’s profit for 2007 subject to Corporate Income Tax.                    had not been recognised earlier due to uncertainty as to
The corresponding deferred tax asset will be gradually                      its realisation.
reversed through deduction from profit subject to
Corporate Income Tax for each year of the income
corresponding to the securitised credits.
 107                                                                                    . Annual Report
                                                                                                          2007




At 31 December 2007 the tax losses carried forward
resulting in deferred tax assets were as follows:

                                                                            2007
                                                                Tax      Deferred tax            Last year for
                                                                loss        assets                utilisation
With limited period for utilisation
   Generated in 2002                                           47 190      11 798                    2008
   Generated in 2003                                           30 105       7 526                    2009
   Generated in 2004                                           45 671      11 418                    2010
   Generated in 2005                                           43 644      10 911                    2011
   Generated in 2006                                           82 233      20 558                    2012
   Generated in 2007                                           41 836      10 861                    2013
                                                               290 679     73 072




In addition, at 31 December 2007 the tax losses carried
forward for which deferred tax assets were not recognised
for reasons of prudence are as follows:

                                                                            2007
                                                                Tax          Tax                 Last year for
                                                                loss        credit                utilisations
With limited period for utilisation
   Generated in 2002                                            4 731       1 183                    2008
   Generated in 2003                                            639          160                     2009
   Generated in 2004                                            4 850       1 212                    2010
   Generated in 2005                                           22 125       5 531                    2011
   Generated in 2006                                           12 750       3 188                    2012
   Generated in 2007                                           33 619       8 405                    2013
                                                               78 714      19 679




21. OTHER NON CURRENT ASSETS
At 31 December 2007 and 2006 this caption was made
up as follows:

                                             2007     2006
Shareholder’s loans to AEA                     -      26 087
Pensions (Note 35)                           5 118    6 553
Derivative financial instruments (Note 33)   3 610    1 433
Escrow funds                                 27 199     -
Others                                        11       40
                                             35 938   34 113
 10      CONSOLIDATED FINANCIAL STATEMENTS                                                                               108




22. TRADE AND OTHER RECEIVABLES

At 31 December 2007 and 2006 this caption was made
up as follows:

                                                                                                  2007            2006
Other receivables:
 Financial co-participation (a)                                                                  100 587         74 831
 Co-participation in tolls (b)                                                                    4 746           5 316
 Advances to suppliers                                                                             942             405
 Personnel                                                                                        1 656           1 006
 Doubtful receivables                                                                               -              239
                                                                                                 107 931         81 797


Trade receivables:
 Tolls                                                                                           18 172          11 502
 Doubtful receivables                                                                            15 112          13 348
                                                                                                 33 284          24 850


Other trade receivables and other receivables                                                    22 708          30 264


Accumulated impairment losses on accounts receivable (Note 30)                                   (15 959)        (13 587)
                                                                                                 147 964         123 324




(a) This amount corresponds to financial co-participation        (b) This caption includes the following amounts receivable
    receivable from the State as a result of investments             from the State: (i) tolls of 4 036 thousand Euros based
    made under Brisa’s concession contract. (Note 6). The            on the amount of traffic recorded in the connection of
    amounts considered by the Company as subject to co-              the Braga South junction to Braga, under the
    participation by the State, relating to investments              provisions of Item 10-A of Base Xl of the concession
    made after 31 December 2006, have not yet been                   contract, in accordance with Decree-Law 287/99 of 28
    confirmed by the Inspectorate General of Finance, the            July; and (ii) 710 thousand Euros receivable from the
    competent entity for that purpose. However, the Board            State relating to discount allowed on the tolls of heavy
    of Directors believes that this confirmation will not            vehicles, in accordance with Decree-Law 130/00 of 13
    result in significant corrections in relation to the             January.
    financial statements as 31 December 2007.
                                                                 Accounts receivable result from operating activities and
                                                                 are net of accumulated impairment losses, determined
                                                                 based on the available information and passed
                                                                 experience.


                                                                 Given the nature of the transactions, there is no
                                                                 significant concentration of credit risks.
 109                                                                   . Annual Report
                                                                                             2007




23. OTHER CURRENT ASSETS
Other current assets at 31 December 2007 and 2006 are
made up as follows:

                                                               2007                 2006
State and other public entities:
 Income tax                                                    1 083               13 609
 Value Added Tax                                                 -                 12 796
   Others                                                        -                   335
                                                               1 083               26 740


Accrued income:
 Accrued interest                                               99                   423
 Hedging derivative financial instruments (Note 33)             752                      -
 Other acrrued income                                           812                  978
                                                               1 663                1 401


Deferred costs:
 Insurance                                                     1 725                1 690
 Other deferred costs                                          2 779                1 744
                                                               4 504                3 434
                                                               7 250               31 575




24. CASH AND CASH EQUIVALENTS
Cash and cash equivalents at 31 December 2007 and
2006 are made up as follows:

                                                               2007                 2006
Cash                                                            397                  368
Bank deposits payable on demand                               32 944               19 086
Treasury applications                                         79 778               185 279
Cash and cash equivalents                                     113 119              204 733
Bank overdrafts (Note 29)                                     (10 052)             (9 042)
                                                              103 067              195 691




The caption “Cash and cash equivalents” includes cash,
demand deposits, treasury applications and term deposits
that mature in less than three months, in which the risk of
change in value is insignificant. The caption “Bank
overdrafts” includes the credit balances on demand
deposit accounts with banks.
 10      CONSOLIDATED FINANCIAL STATEMENTS                                                                                 110




25. CAPITAL                                                      27. LEGAL RESERVE AND OTHER
                                                                 RESERVES
The Company’s capital at 31 December 2007 is made up
of 600 000 000 fully subscribed and paid up shares of one        Legal reserve
Euro each.
                                                                 Commercial legislation establishes that at least 5% of
At 31 December 2007 José de Mello Investimentos, SGPS,           annual net profit must be appropriated to a legal reserve
SA held, directly and indirectly through its subsidiaries, a     until the reserve equals at least 20% of share capital. This
29.91% participation in the Company.                             reserve is not available for distribution except upon
                                                                 liquidation of the company, but can be used to absorb
                                                                 losses once the other reserves have been exhausted, or to
26. TREASURY SHARES                                              increase capital.
Commercial legislation regarding treasury shares requires
companies to maintain a free reserve equal in amount to          Other reserves
the cost of their treasury shares. The reserve is not
available for distribution while the shares are held, a          This caption includes reserves of 187 503 thousand Euros
reserve of 108 920 thousand Euros (Note 27) being                available for distribution and a reserve of
maintained for that purpose. In addition, the applicable         108 920 thousand Euros corresponding to the value of
accounting rules provide that gains and losses on the sale       treasury shares (Note 26) which, under the provisions of
of treasury shares must be recorded in reserves.                 corporate law, must be blocked while the shares are held.


The following changes took place in treasury shares in the
years ended 31 December 2007 and 2006:

                                                                            2007                              2006

                                                               N.º of shares       Amount      N.º of shares         Amount
Beginning balance                                              11 420 886          89 969       5 074 204            27 090
 Acquisitions                                                   2 182 336          20 229       15 624 715           126 473
 Sales                                                           (55 000)           (436)      ( 4 004 823)          (22 689)
 Sales under the management incentive plan (Note 36)            (106 250)           (842)      ( 5 273 210)          (40 905)
Ending balance                                                 13 441 972          108 920      11 420 886           89 969
 111                                                                                                . Annual Report
                                                                                                                          2007




28. MINORITY INTEREST
The changes in this caption in the years ended 31
December 2007 and 2006 are as follows:

                                                                                           2007                  2006
Beginning Balance                                                                         26 471                12 331
 Changes in the equity of subsidiary companies                                             9 415                12 890
 Decrease in the percentage participation                                                 15 156                      -
 Increase                                                                                 18 399                      -
 Net profit for the year attributable to minority interest                                (4 626)                1 250
Ending balance                                                                            64 815                26 471




29. LOANS
The Group’s loans at 31 December 2007 and 2006 are
made up as follows:

                                                                       2007                            2006
                                                              Short       Medium and       Short             Medium and
                                                              term         long term       term               long term
Bonds                                                        41 862           1 094 948   41 575              1 126 610
Securitisation of future receivables                         79 769           317 656        -                        -
Bank loans                                                   127 049          1 621 872   91 530              1 070 406
Commercial paper                                              902              24 626     202 471               25 363
Short term credit lines                                       2 000               -        2 000                      -
Bank overdrafts                                              10 052               -        9 042                      -
                                                             261 634          3 059 102   346 618             2 222 379
 10     CONSOLIDATED FINANCIAL STATEMENTS                                                                                                112




BONDS
The non convertible bonds issued by the Group at 31
December 2007 and 2006 are made up as follows:

                                                            2007                               2006
    Issuing                    Nominal value
   company          Issue       of the issue   Short term          Medium and     Short term          Medium and   Due date   Rate of
                                                                    long term                          long term              interest

  Brisa Finance     2003          500 000        6 372              498 873         6 385              498 667      Sep/13    4.797%

      Brisa         2006          600 000        1 992              596 075         1 997              595 721      Dec/16    4.500%

      Brisa         1998           74 850       33 498                  -           33 193              32 222      May/08      Var.

                                                41 862              1 094 948       41 575             1 126 610




1998 Issue                                                                      At 31 December 2007 the rate of interest on these bonds
                                                                                was 3.445%. Considering the accumulated redemption
The principal characteristics of the 1998 bonds are as                          premium, the total rate of the issue was 6.032% in 2007.
follows:                                                                        The amount redeemable at 31 December 2007 (nominal
                                                                                value plus premium) is 33 056 thousand Euros.
Bonds:                        Brisa 98 Inflation
Interest rate:                Lit / Lio * 2.6%                                  2003 Issue
Interest payment:             29 May each year
Redemption conditions:        Three equal instalments of                        The 500,000 thousand Euro bond issue was made on 26
                              their nominal value on 29                         September 2003 and is listed on the Luxemburg Stock
                              May 2006, 2007 and 2008.                          Exchange. The bonds were issued for a period of ten years
                                                                                with annual interest payments of 4.797%. The principal is
Lit – Price index for the penultimate month preceding the                       redeemable in a single payment on 26 September 2013.
redemption date of the coupon.                                                  The bonds are the first issue under the Euro Medium Term
Lio – Price index for the penultimate month preceding the                       Notes Programme (EMTN) dated 21 March 2003, up to a
subscription date.                                                              maximum of 2 thousand million Euros. This is a program
                                                                                that gives the Company great flexibility in accessing the
These bonds, which were issued in May 1998, are                                 international debt market.
dematerialised and are listed on the Lisbon Euronext Stock
Exchange.                                                                       2006 Issue


These bonds have a nominal value of 4.99 Euros each,                            At the end of 2006 (with maturity on 5 December) Brisa
mature in ten years and bear interest at a fixed annual rate                    issued bonds totalling 600 000 thousand Euros. The
of 2.6%, debt service (principal and interest) being                            bonds mature in 10 years, bear interest at a fixed rate of
adjusted by changes in the price index (*) between (i) the                      4.5% and were issued at a price of 99.637%, which
penultimate month preceding the maturity date of each                           corresponds to a Euro mid swap 10 year interest rate of
instalment of interest and principal (Lit) and, (ii) and March                  3.926% plus a spread of 0.62%.
1998 (Lio). Interest is payable annually in arrears and the
principal is redeemable in three equal instalments of their
nominal value on the due dates of the last three coupons.


(*) Portuguese Total National Consumer Price Index
    including housing published by Instituto Nacional de
    Estatística (INE).
 113                                                                                                                    . Annual Report
                                                                                                                                          2007




This was the first issue by a private Portuguese company
under new legislation relating to debt securities,
introduced by the Portuguese State on 7 November 2005
through Decree-Law 193/2005 with the objective of
making it easier for Portuguese companies to obtain
funding from non resident investors. The bonds are
subject to Portuguese legislation and are listed on the
Luxemburg Stock Exchange.


The market value at 31 December 2007 and 2006 of the
two bond issues listed on the Luxemburg Stock was the
following:

                                                           2007                           2006
     Issuing                   Nominal value
    company            Issue    of the issue     Book              Market      Book               Market     Due date          Rate of
                                                 value            Value (a)    value             Value (a)                     interest

  Brisa Finance        2003      500 000       505 245            497 518     505 052            512 468      Sep/13           4.797%

      Brisa            2006      600 000       598 067            549 726     597 718            597 198      Dec/16           4.500%

                                               1 103 312          1 047 244   1 102 770          1 109 666

(a) Fonte: Bloomberg




SECURITISATION OF FUTURE RECEIVABLES
On 17 December 2007 Brisa Auto-Estradas de Portugal
carried out a future credit securitisation operation totalling
400 000 thousand Euros under the regime established by
Decree-Law 453/99 of 5 November, after which it ceded
its portfolio of credits relating to tolls to be charged on the
conceded motorways.


Deutsche Bank functioned as the arranger/dealer of the
operation, the credits having been acquired by TAGUS –
Sociedade de Titularização de Créditos, S.A. (“TAGUS”),
which for the purpose issued securitised securities called
“€400,000,000 Asset Backed Floating Rate Securitisation
Notes due 2012”. The securities were admitted to official
listing and trading on the regulated market of the Irish
Stock Exchange (ISE).


Future toll income for the years 2008 to 2012, needed to
enable TAGUS to make the quarterly interest and annual
principal payments due to the security holders and
payment to the other security issuance creditors, will be
attached by Brisa to this operation.
 10         CONSOLIDATED FINANCIAL STATEMENTS                                                                                                          114




BANK LOANS
The caption “Bank loans” at 31 December 2007 and
2006 is made up as follows:

                                            2007                                                                            2006
                                                    Amount used                                                                    Amount used
                                                                                 Repayment
Financing                                   Short        Medium and                                                        Short           Medium and
entity                           Limit      term          long term   Maturity   Frequency     Interest rate     Limit     term             long term

European Investment Bank        11 223      810               -        Jul/08     Annual         2,47%          11 223      17                   1 603

European Investment Bank        34 916      1 220          2 643      Oct/10      Annual         8,61%          34 916     1 123                 3 859

European Investment Bank        29 928      4 271          11 458     Mar/11      Annual         7,14%          29 928     4 181             14 623

European Investment Bank        74 820          -             -       Jun/06      Annual             -          74 820     9 082                   -

European Investment Bank        137 169    10 304          29 393     Sep/11      Annual         3,72%         137 169     10 335            39 191

European Investment Bank        132 181    13 379          13 218     Jun/09      Annual         4,51%         132 181     13 443            26 436

European Investment Bank        74 820      6 341          31 394     Dec/13      Annual         4,93%          74 820     6 359             37 674

European Investment Bank        49 880      4 233          25 007     Dec/14      Annual         4,66%          49 880     5 477             27 929

European Investment Bank        62 350      5 340          36 371     Sep/15      Annual         4,81%          62 350     5 342             41 567

European Investment Bank        74 820      6 350          37 504     Dec/14      Annual         4,93%          74 820     6 342             43 754

European Investment Bank        89 784      7 634          52 374     Dec/15      Annual         3,98%          89 784     7 607             59 856

European Investment Bank        54 868      4 664          36 579     Jun/16      Annual         4,93%          54 868     4 651             41 151

European Investment Bank        54 868      5 139          36 579     Sep/16      Annual         3,91%          54 868     5 194             41 151

European Investment Bank        45 000      3 788          37 500     Dec/18      Annual         3,53%          45 000     3 818             41 250

European Investment Bank        15 000      1 272          12 500     Dec/18      Annual         3,29%          15 000     1 273             13 750

European Investment Bank        350 000    29 970         320 833     Jun/19      Annual         5,08%         350 000      628              350 000

European Investment Bank        100 000     652           100 000     Jun/23      Annual         4,54%         100 000       -                     -

European Investment Bank        200 000         -             -       Jun/23      Annual             -         200 000       -                     -

European Investment Bank        263 874     1 061         256 781     Dec/31     Half yearly     5,05%         263 874     4 042             147 388

International bank syndicate    262 726     1 739         181 269     Dec/29     Half yearly     5,23%         262 726     1 279             137 994

European Investment Bank        209 495     5 465          93 681     Nov/21     Half yearly    4,490%             -         -                     -

Bank Syndicate                  47 500      530            20 658     Jun/07       Bullet       8,320%             -         -                     -

Bank Syndicate                  17 458      6 201             -       Dec/08       Bullet       5,134%             -         -                     -

Bank Syndicate                  209 495     6 338          75 338     Nov/16     Half yearly    6,180%             -         -                     -

RBS                             168 437         -         168 437     Variable    Variable         Var.            -         -                     -

RBS                             40 587          -          40 587     Variable    Variable         Var.            -         -                     -

RBS                             101 468         -           879       Variable    Variable         Var.            -         -                     -

Millennium BCP                   4 482          -             -       Jun/07     Half yearly         -          4 482       672                    -

Banco Santander Totta            3 000      348             889       Sep/09     Quarterly       4,75%          3 000       665                  1 230

                               2 920 148   127 049       1 621 872                                             2 125 707   91 530           1 070 406
 115                                                                                    . Annual Report
                                                                                                          2007




The loans listed are repayable as follows:

                                         2007         2006
2007                                         -       91 530
2008                                   127 049       103 058
2009                                   114 100       102 477
2010                                   105 648       89 179
2011                                   102 787       88 433
2012                                   104 319       76 228
After 2012                            1 195 018      611 031
                                      1 748 921 1 161 936




COMMERCIAL PAPER AND BANK OVERDRAFTS
The caption “Other loans obtained” at 31 December
2007 and 2006 is made up as follows:

                                       Financing entity                      2007      2006        Currency
Other loans:
 Comercial paper                       BRISA                                   -      200 159         EUR
 Comercial paper                       Controlauto                           25 528   27 676          EUR
 Short term lines                      Controlauto                           2 000     2 000          EUR
                                                                             27 528   229 835


Bank overdrafts (Note 24)
 Bank overdraft lines                  BRISA                                  374      3 174          EUR
 Bank overdraft lines                  BRISA Engenharia e Gestão              887      412            EUR
 Bank overdraft lines                  Iteuve                                  1        3             EUR
 Bank overdraft lines                  Controlauto                           3 813     2 055          EUR
 Bank overdraft lines                  BRISA Assistência Rodoviária           23         -            EUR
 Bank overdraft lines                  BRISA Access Electrónica Rodoviária    243        -            EUR
 Bank overdraft lines                  Via Verde Portugal                    4 711     3 398          EUR
                                                                             10 052    9 042
                                                                             37 580   238 877




At 31 December 2007 Brisa had five commercial paper
programs totalling 625 000 thousand Euros contracted,
on which nothing had been drawn.
 10       CONSOLIDATED FINANCIAL STATEMENTS                                                                                                      116




The loans at 31 December 2007 are in the following
currencies:

                                                                                      2007                                     2006
                                                                          Amounts in          Amounts            Amounts in             Amounts
                                                                         thousands of        (Thousands         thousands of           (Thousands
                                                                       foreign currency       of Euros)       foreign currency          of Euros)
Euros                                                                                         3 315 164                                 2 559 899
Swiss Francs (CHF)                                                          8 970                  5 571             14 144              9 098
                                                                                              3 320 735                                 2 568 997




The loans in foreign currencies bear interest at market
rates and were translated to Euros at the rates in force on
the balance sheet date.


30. PROVISIONS AND ACCUMULATED
IMPAIRMENT LOSSES
The changes in the provisions and accumulated
impairment losses in the years ended 31 December 2007
and 2006 are as follows:

                                                                                          2007
                                                             Effect of   Effect of
                                                 Beginning  changes in   currency                                                      Ending
Captions                                          balance the perimeter translation       Increase         Utilisation        Decrease balance
Impairment losses:
 Trade and other receivables (Note 22)            13 587       1 040          -              2 108           (359)             (417)      15 959
 Goodwill                                            -           -            -              4 101              -                -         4 101
 Others                                            8 573         -           696               -                -              (289)       8 980
                                                  22 160       1 040         696             6 209           (359)             (706)      29 040


Provisions:
 Litigation in process                             4 258         -            -              161                -               (33)       4 386
 Investments in associated companies (Note 17)       -           -            -               19                -                -          19
 Others                                              -           -            -               32                -                -          32
                                                   4 258         -            -              212                -               (33)       4 437
                                                  26 418       1 040         696             6 421           (359)             (739)      33 477

                                                                                          2006
                                                             Effect of   Effect of
                                                 Beginning  changes in   currency                                                      Ending
Captions                                          balance the perimeter translation       Increase         Utilisation        Decrease balance
Impairment losses:
 Trade and other receivables (Note 22)            13 402         -            -              1 036           (851)               -        13 587
 Other investments (Note 9)                       59 900         -            -                -            (59 900)             -           -
 Others                                            7 180         -            -              1 393              -                -         8 573
                                                  80 482         -            -              2 429          (60 751)             -        22 160


Provisions:
 Litigation in process                             5 117         -            -               72                -              (931)       4 258
 Investments in associated companies (Note 17)       -           -            -                -                -                -           -
 Others                                            1 197         -            -                -                -             (1 197)        -
                                                   6 314         -            -               72                -             (2 128)      4 258
                                                  86 796         -            -              2 501          (60 751)          (2 128)     26 418
 117                                                                       . Annual Report
                                                                                                 2007




Impairment losses are deducted from the amount of the
corresponding assets.


The provision for litigation in process is to cover liabilities
estimated by the Board of Directors, based on information
from the lawyers, resulting from actions brought against
the Company relating to motor accidents, losses caused
by the construction of motorways and labour claims. The
claims against the Company totalled approximately 29
000 thousand Euros at 31 December 2007 and the
provision corresponds to the Board of Directors’ best
estimate of the amount of such liabilities.


31. OTHER NON-CURRENT LIABILITIES
At 31 December 2007 and 2006 this caption was made
up as follows:

                                                                   2007                 2006
Fair value of derivative instruments (Note 33):
Hedging instruments                                                3 320                     -
Interest rate instruments                                         26 173               34 299
Compensation for operating losses (a)                             41 746               44 202
Prepaid income from service areas (b)                             18 844               21 313
Incentive plan (Note 36)                                          24 656               41 482
Suppliers of fixed assets                                          2 966                2 202
Coper                                                              5 397                4 992
Retirement benefits                                                 88                       -
Others                                                             1 018                     -
                                                                  124 208              148 490




(a) This caption includes 73 670 thousand Euros relating
    to compensation obtained from the State for not
    charging tolls on some sub-stretches in the
    metropolitan area of Porto, less 29 468 thousand
    Euros transferred to income, the amount of 2 456
    thousand Euros for the year ended 31 December 2007
    being recorded in the caption “Other operating
    income”.
(b) This amount corresponds to payments by the sub-
    concessionaires on account of future lease payments,
    the Company having recognised income of 2 469
    thousand Euros for the year ended 31 December
    2007.
 10       CONSOLIDATED FINANCIAL STATEMENTS                                    118




32. OTHER CURRENT LIABILITIES
At 31 December 2007 and 2006 this caption was made
up as follows:

                                                              2007      2006
Fair value of derivative financial instruments (Note 33):
 Hedging instruments                                            -       13 742
 Trading instruments:                                        25 136       -
 Put Option                                                     -       4 370
                                                             25 136     18 112


Accrued costs:
 Incentive Plan (Nota 36)                                    18 686       -
 Accrued remuneration                                        17 541     15 638
 Other accrued costs                                          7 936     1 297
                                                             44 163     16 935


Deferred income:
 Compensation for operating losses                            2 456     2 456
 Prepaid income from service areas                            4 768     2 469
 Other deferred income                                        2 335     6 299
                                                              9 559     11 224


State and other public entities:
 Value Added Tax                                             18 486     5 412
   Social Security contributions                              1 508     1 415
I ncome tax withheld                                           890       867
 Income tax:
   Estimated tax (Note 10)                                   20 539       -
   Payments on account                                       (19 795)     -
   Withheld from third parties                               (2 292)      -
   Tax payable                                                5 992       -
Others                                                          6        48
                                                             25 334     7 742


Other creditors:
 Auto Estrada do Oeste (a)                                   15 954       -
 Others                                                       7 509     5 788
                                                             23 463     5 788
                                                             127 655    59 801




(a) Additional amount payable for the participation in
    AEA, as tolls on the Costa da Prata concession had not
    started being charged at 31 December 2007.
 119                                                                                                     . Annual Report
                                                                                                                           2007




33. DERIVATIVE FINANCIAL                                          Fair value hedges are derivative financial instruments that
INSTRUMENTS                                                       hedge exchange rate and/or interest rate risks. Variations
                                                                  in the fair value of such instruments are recorded in the
The Group has contracted a series of derivative financial         income statement. The asset/liability underlying the
instruments to minimise the risk of exposure to variations        hedging operation is also valued at fair value as regards
in interest and exchange rates.                                   the hedged part, the respective variations being reflected
                                                                  in the income statement.
Such instruments are contracted considering the risks that
affect its assets and liabilities, after verifying which of the   Cash flow hedging instruments are derivative financial
instruments in the market is the most adequate to hedge           instruments that hedge exchange rate risk on future
the risks.                                                        purchases and sales of certain assets, as well as cash flows
                                                                  relating to interest rate risk. The effective component of
Such operations, which are contracted with the prior              the variations in the fair value of the cash flow hedges is
approval by the Financial Administrator or the Executive          recognised in the shareholders’ equity caption “Hedging
Commission, are permanently monitored through analysis            and translation reserves”, while the non efficient part is
of the various indicators relating to such instruments,           reflected immediately in the income statement.
especially evolution of their market value and sensitivity of
their projected cash flows and of the market itself to            Instruments hedging net investments in a foreign entity
changes in the key variables that affect the structures,          are exchange rate derivative financial instruments that
with the objective assessing their financial effect.              hedge the equity effect risk resulting from the translation
                                                                  of financial statements of foreign entities. The variations
These financial derivative instruments are recorded in            in the fair value of such hedging operations is recorded in
accordance with the provisions of IAS 39, being measured          the shareholders’ equity caption Hedging and translation
at their fair value considering mathematical models, such         reserves until the hedged investment is sold or liquidated.
as option pricing models and discounted cash flow
models for unlisted instruments (over-the-counter                 Trading instruments are derivative financial instruments
instruments). These models are based essentially on               which, although contracted under the Group’s risk
market information.                                               hedging policies, do not qualify for hedge accounting
                                                                  because they were not formally designated for that
The derivative financial instruments mostly used by the           purpose or simply because they are not efficient hedges in
Company are exchange forwards and exchange rate and               accordance with the conditions established in IAS 39.
interest rate swaps.
                                                                  Fair value of the derivative financial instruments was
Such instruments are classified as hedging or trading             determined based on valuations made by financial
instruments considering the provisions of IAS 39 (Note            entities.
2.15).


Hedge accounting is applicable to derivative financial
instruments that are efficient as regards the effect of
offsetting the variations in the fair value or cash flows of
the underlying assets/liabilities. Hedge accounting covers
three types of operation:


- Fair value hedges
- Cash flow hedges
- Net investment in foreign entity hedges
 10    CONSOLIDATED FINANCIAL STATEMENTS                                                                                           120




Cash flow hedges


At 31 December 2007 and 2006 the Group had the
following exchange rate derivative instruments
contracted:

                                                                                2007                              2006
   Type of operation                           Maturity               Amount           Fair value   Amount               Fair value
      Swap CHF/Euro                          15 June 2007                -                  -        1 867                         (61)
 Swap var.rate/fixed rate                  21 December 2027           250 300            (3 320)       -                           -
                                                                      250 300           (3 320)      1 867                         (61)




Investment hedges


At 31 December 2007 and 2006 the Group had the
following financial instruments hedging the effect of
exchange rate variations on investments in Brazil and
United States:

                                                                                       Underlying                 Fair Value
   Type of operation                                   Maturity                         amount             2007            2006
    Forward BRL/Euro                               24 January 2007                       1 796               -             (676)
      Swap BRL/Euro                                  18 April 2007                       11 000              -            (8 448)
    Forward BRL/Euro                                 24 April 2007                       3 253               -            (1 241)
    Forward BRL/Euro                                 24 April 2007                       1 663               -              (40)
    Forward BRL/Euro                               3 September 2007                      7 826               -            (2 246)
    Forward BRL/Euro                               3 September 2007                      6 097               -             (916)
    Forward BRL/Euro                               5 September 2007                      5 007               -              (63)
    Forward BRL/Euro                               4 September 2007                      5 008               -              (51)
   Forward USD/Euro                                18 January 2008                       24 550              92                -
   Forward USD/Euro                                21 February 2008                      24 546            112                 -
   Forward USD/Euro                                 25 March 2008                        25 001            548                 -
                                                                                        115 747            752           (13 681)
 121                                                                                              . Annual Report
                                                                                                                    2007




Derivatives that do not qualify as hedging instruments
(trading)


At 31 December 2007 and 2006 the Group had the
following interest rate derivative contracted to hedge cash
flows relating to a loan contracted by Brisal which, at
those dates, did not comply with all the requirements to
be considered for accounting purposes as a hedging
instrument:

                                                                        2007                          2006
    Type of operation                      Maturity           Amount           Fair value   Amount           Fair value
   Swap tx. juro Var./Fixa            30 de Junho de 2010     250 077            3 610      161 589            1 433




At 31 December 2007 and 2006 Brisa had the following
swaps to manage the interest rate risk on its financial
liability, under which it receives a fixed rate and pays a
variable rate of interest and European inflation:

                                                                               Underlying        2007          2006
    Type of operation                              Maturity                     amount        Fair Value     Fair Value
Fixed rate swap/ Var. Rate                         26/09/08                      45 000         (8 474)       (6 023)
Fixed rate swap/ Var. Rate                         28/09/09                      45 000         (8 487)       (5 946)
Fixed rate swap/ Var. Rate                         26/09/08                      30 000         (5 636)       (3 994)
Fixed rate swap/ Var. Rate                         28/09/09                      30 000         (5 594)       (3 956)
Fixed rate swap/ Inflation                         26/09/08                      25 000         (4 017)       (2 569)
Fixed rate swap/ Inflation                         28/09/09                      25 000         (4 485)       (2 562)
Fixed rate swap/ Inflation                         26/09/08                      20 000         (3 178)       (2 032)
Fixed rate swap/ Inflation                         28/09/09                      20 000         (3 601)       (2 064)
Fixed rate swap/ Inflation                         15/12/08                      15 000         (1 999)       (1 335)
Fixed rate swap/ Inflation                         15/12/08                      15 000         (1 834)       (1 248)
Fixed rate swap/ Inflation                         15/12/09                      15 000         (2 009)       (1 247)
Fixed rate swap/ Inflation                         15/12/09                      15 000         (1 996)       (1 324)
                                                                                300 000        (51 310)      (34 299)




Changes in the fair value of these instruments (trading)
are recorded directly in the income statement for the
period in which they occur.
 10     CONSOLIDATED FINANCIAL STATEMENTS                                                                      122




At 31 December 2007 and 2006 the fair value of the
derivative financial instruments was as follows:

                                                               Other current assets    Other non-current assets
                                                                   (Note 23)                  (Note 21)
                                                              2007             2006     2007             2006
Hedging instruments:
Investment hedges                                              752                        -                - -
Trading instruments:
Interest rate instruments                                       -                -     3 610            1 433
                                                               752               -     3 610            1 433



                                                               Other current assets    Other non-current assets
                                                                   (Note 32)                  (Note 31)
                                                              2007             2006     2007             2006
Hedging instruments:
Cash-flow hedges                                                -               61     3 320               -
Investment hedges                                               -             13 681      -                -
Trading instruments:
Interest rate instruments                                     25 136             -     26 173           34 299
Put option                                                      -             4 370       -                -
                                                              25 136          18 112   29 493           34 299




In the year ended 31 December 2007 and as a result of
the analysis of the infectiveness of the interest rate Swap
contracted by NWP, the Company recognized a financial
cost of 507 thousand Euros.
 123                                                                                                          . Annual Report
                                                                                                                                  2007




34. CONTINGENT ASSETS AND
LIABILITIES
At 31 December 2007 and 2006 the companies included
in the consolidation had the following bank guarantees
given to third parties:

                                                                                                     2007                  2006
Guarantees given:
 Brisal (a)                                                                                          56 694               96 683
 EP - Estradas de Portugal (Base XX of BAE's Concession Contract
 and Base LXVII of Brisal's Concession Contract)                                                     59 202               45 115
 Bank guarantees in favour of the courts (b)                                                         5 513                20 068
 Other guarantees given to third parties                                                             15 636               11 358
                                                                                                    137 045               173 224




(a) This amount corresponds to bank guarantees given by            In the case of death of the beneficiary, the plan also gives,
    Brisa to Brisal, to guarantee compliance with the              in certain conditions, the surviving spouse, children or
    Capital Subscription and Realisation Agreement of              equivalent, the right to a supplementary survivor pension,
    Brisal.                                                        corresponding to 50% of the supplementary retirement
(b) This amount corresponds to bank guarantees given by            pension that the beneficiary was receiving.
    Brisa and Brisal to several courts under real estate
    expropriation processes.                                       The liability resulting from the above mentioned scheme
                                                                   was transferred to an autonomous pension fund. The
                                                                   liability is determined half yearly based on actuarial studies
35. PENSION LIABILITIES                                            prepared by independent experts, the last available being
Defined benefit plan                                               as of 31 December 2007.


Brisa and some of its subsidiaries have a supplementary            The actuarial studies as of 31 December 2007 and 2006
retirement, incapacity and survivor pension plan, under            were prepared using the Projected Unit Credit method
which their employees reaching retirement age at the               and the following assumptions and technical bases:
service of the Company and of some of its subsidiaries
                                                                                                                 2007           2006
and that have been in their service for at least ten years,
                                                                   Actuarial technical rate                     4,85%           4,5%
as well as those that have been in their service for at least
                                                                   Annual Fund income rate                      4,85%           6,0%
five years and are in a situation of incapacity, have the
                                                                   Annual salary growth rate                     3,0%           3,0%
right to a retirement pension supplementary to that
                                                                   Annual pension growth rate                     0%             0%
guaranteed by the Social Security.


The benefit defined in the pension plan corresponds to
                                                                   In addition, the demographic assumptions considered as
7% of the gross remuneration at the date of retirement,
                                                                   of 31December 2007 and 2006 were as follows:
plus 0.5% for each year of service after the tenth year.
Also, in accordance with the pension plan in force, the                                                          2007           2006
retirement pension supplement cannot exceed 17% of                 Mortality tables                            TV 88/90     TV 73/77
the gross remuneration at the date of retirement and the           Incapacity tables                            EKV 80          EKV 80
sum of the pension supplement plus that attributed by
the Social Security can also not exceed such gross
remuneration.
 10         CONSOLIDATED FINANCIAL STATEMENTS                                                                                124




In accordance with the actuarial studies the cost of the              Defined contribution plan
retirement pension supplements for the years ended 31
December 2007 and 2006 is as follows:                                 The management and directors have the benefit of a
                                                                      defined contribution supplementary retirement pension,
                                                 2007       2006
                                                                      the Company having assumed the commitment to pay an
Current service cost                                253      214
                                                                      insurance company 10% of the respective basic annual
Financial cost for the year                         218      232
                                                                      remuneration. The premiums for the years ended 31
Actuarial gains and losses                       1 161      (529)
                                                                      December 2007 and 2006, reflected under the caption
Income of the fund                               (109)      (342)
                                                                      “Personnel costs”, amounted to 521 thousand Euros and
                                                 1 523      (425)
                                                                      493 thousand Euros, respectively.


As a result of the policy adopted by the Company (Note                36. INCENTIVE PLAN
2.16), and as permitted by IAS 19, the actuarial gains and
losses are recorded directly in reserves.                             The Shareholders’ General Meeting held on 10 March
                                                                      2006 authorised the Board of Directors to create a new
The difference between the present value of liability and             management incentive plan through the approval of
the market value of fund’s assets at 31 December 2007                 regulations for the acquisition of shares. Consequently,
and 2006 is as follows:                                               the conditions of the new General Incentives Plan and
                                                                      Regulations for the Acquisition of Shares (Plano Geral de
                                                 2007       2006      Incentivos e Regulamento de Aquisição de Acções -
Present value of the projected liability         5 360      3 886     “Plan”) were defined, under which the beneficiaries can
Market value of the fund                        (10 390)   (10 439)   acquire Brisa shares at market price, funded by bank
                                                (5 030)    (6 553)    loans. In the year ended 31 December 2007 the plan was
                                                                      extended to new personnel.

The excess of the market value of the fund’s assets in
relation to the present value of the liability is reflected as
a non-current asset (Notes 21 and 31).


The Fund’s assets and profitability at the balance sheet
dates are as follows:

                                                                              Income rate            Fair value of the assets
                                                                       2007                 2006      2007             2006
Shares and other shareholders' equity instruments                      -2,8%            11,2%        2 846             2 675
Bonds and other liability instruments                                  2,1%                 0,8%     5 571             6 166
Real estate funds and hedge funds                                      3,2%                 5,3%     1 601             1 546
Liquidity                                                                                             372               52
                                                                                                     10 390           10 439
 125                                                                                                 . Annual Report
                                                                                                                       2007




As a result of exercising all the rights to acquire Brisa     - Recognition of a benefit which, in accordance with IFRS
shares, in the year ended 31 December 2006 the                  2, is understood as being granted to the employees and
beneficiaries of the plan acquired 5 105 000 shares at a        directors resulting from the increase in value of the
cost of 40 789 thousand Euros, corresponding to a               shares to be granted in the future. Recognition of this
market price of 7.99 Euros per share. In addition, as a         benefit, due to characterisation of the plan as “a benefit
result of extending the plan, in the year ended 31              granted based on shares and settled with equity
December 2007 the beneficiaries acquired 106 250 shares         instruments” under the provisions of IFRS 2, has resulted
at a cost of 1 063 thousand Euros corresponding to a            in the recording of personnel costs and an increase in
market price of 10 Euros per share (Note 26).                   equity. This recognition is repeated over the period to
                                                                confirmation of the right for the beneficiaries to sell the
In accordance with the Plan such shares cannot be traded        shares, based on measuring the fair value of the benefit
while the right to sell and use them has not been               at the inception of the plan. In the year ended 31
confirmed, based on an assessment of performance to             December 2007 personnel costs and the corresponding
occur on the following dates:                                   capital increase amounted to 1 030 thousand Euros.


• Directors
                                                              37. MANAGEMENT OF FINANCIAL RISKS
- Totally in April 2008
                                                              General Principles:
• Employees                                                   As with the majority of companies, Brisa in its business is
- 20% in April 2009                                           exposed to several financial risks, including: liquidity and
- 30% in April 2010                                           interest rate risk resulting from its financial indebtedness;
- 50% in April 2011                                           exchange risk resulting from its investment in Companhia
                                                              de Concessões Rodoviárias in Brazil and Northwest
In accordance with the Plan, the Company has established      Parkway in the United States; credit risk to which the
a mechanism under which it guarantees to repurchase the       Company is exposed, following the contracting of risk
shares from the participants either because the right to      hedging operations and financial applications.
sell the shares is not confirmed or due to their
devaluation.                                                  Brisa’s financial management centralises financing
                                                              operations, the application of cash surplus, exchange
In accordance with IAS 32 and IFRS 2, in addition to          transactions as well as the Group’s counterparty risk. In
recording the sale of the above shares, the transactions      addition, it is responsible for the identification,
related to the incentive plan have the following impact on    quantification and implementation of measures to
the financial statements as of 31 December 2007:              manage/mitigate the financial risks to which the Group is
                                                              exposed.
- Recognition of a liability of 41 851 thousand Euros by
  corresponding entry to reserves, relating to the present    All financial risk management operations involving the use
  value of the liability to repurchase the shares under the   of derivative financial instruments are approved in
  above mentioned conditions. At 31 December 2007 the         advance by the Financial Director or the Executive
  liability amounted to 43 342 thousand Euros as a result     Commission.
  of financially updating it (Notes 31 and 32).
                                                              Following is a more detailed description of Company’s
                                                              main financial risks and measures implemented to
                                                              manage them.
 10      CONSOLIDATED FINANCIAL STATEMENTS                                                                                    126




Interest rate risk                                              European inflation with a total nominal amount of 150
The objective of interest rate risk management is to            million Euros. These derivatives were contracted with the
minimise the cost of debt by keeping the volatility of          dual purpose of: increasing the correlation of financial
financial costs at a low level. In the beginning of 2007        costs to operating income so as to decrease the volatility
approximately 60% of financial debt had a fixed interest        of operating cash flow less financial costs and increase
rate (fixed and revisable fixed) which, together with the       diversification of the Company’s financial debt. The level
indexation of around 8% to inflation (2% Portuguese and         of indexation of debt to inflation will probably be
6% European) and 6% to Euribor with a cap, ensures that         increased if the increasing development of the financial
financial costs have low sensitivity to increases in interest   markets provides opportunities for indexation to
rates. Only 26% of total debt is subject to variable rates,     Portuguese inflation (to which Brisa’s income is indexed)
which explains the limited impact of the substantial            at competitive prices.
increase in interest rates, especially short term rates in
2007, on Brisa’s financial costs.                               Exchange risk
                                                                Brisa’s exposure to exchange risk results essentially from its
If market interest rates in the years ended 31 December         investments in CCR in Brazil and, more recently, in NWP in
2007 and 2006 had been 1% higher, the financial costs           the United States. The exposure in accounting terms arises
for these years would have increased by approximately 9         in Brisa Internacional, which is the indirect holder of the
700 thousand Euros and 6 800 thousand Euros,                    investments in CCR and NWP.
respectively.
                                                                The Euro equivalents of the foreign currency monetary
At 31 December 2007 Brisa had swaps in which it receives        assets and liabilities at 31 December 2007 and 2006 are
a fixed interest rate and pays variable income indexed to       as follows:

                                                                         Assets                           Liabilities
                                                                 2007             2006            2007                  2006
American Dollars (USD)                                          17 562              -             2 845                   -
Brazilian Real (BRL)                                            10 232            6 284            926                  1 918
Swiss Francs (CHF)                                                 -                -             1 507                 3 764
                                                                27 794            6 284           5 278                 5 682
  127                                                                                                . Annual Report
                                                                                                                           2007




In addition, the Euro equivalents of the non-monetary
assets and liabilities at 31 December 2007 and 2006 are
as follows:

                                                                        Assets                        Liabilities
                                                               2007               2006        2007                  2006
American Dollars (USD)                                        381 197               -       214 243                    -
Brazilian Real (BRL)                                          208 543            187 456     3 948                  4 992
Swiss Francs (CHF)                                               -                  -        4 064                  5 334
                                                              589 740            187 456    222 255                 10 326




Exchange risk management is based on permanent                In terms of exposure to the USD resulting from the
quantification and monitoring of the significant financial    investment in NWP, as the Group intends in the short term
and accounting exposure. Financial exposure consists of       to sell 50% of the investment initially acquired, it was
the market value of the investments and dividends             decided to hedge the exchange risk of the proportion of
receivable by Brisa Internacional (which in the case of CCR   capital that Brisa intends to sell. This coverage was
are significant: BRL 110 million, which corresponds to        implemented when the investment was acquired,
40.5 million Euros), while accounting exposure results        through the contracting of short term exchange forwards
from the book value of the investments and their              which as they mature, are being substituted by derivative
contribution to Brisa’s consolidated results.                 financial instruments of a similar nature.

In terms of financial policy, a consolidated equity
percentage limit exposed to BRL exchange risk is defined
and approved by Executive Comite. Financial
Management is responsible for contracting the hedges
necessary to prevent the approved limit from being
exceeded. At 31 December 2007 the amount exposed to
BRL exchange risk was below the approved limit and there
were no BRL exchange risk hedges contracted.
 10        CONSOLIDATED FINANCIAL STATEMENTS                                                                                       128




The following table shows the impact on profit and
reserves of a 10% increase in strength of the USD and
BRL, resulting from exchange exposure of the above
assets and liabilities at 31 December 2007 and 2006:

                                                                 USD                           BRL                     CHF
                                                        2007            2006            2007         2006     2007                2006
Results                                                 (129)              -         4 537           3 765    (575)           (724)
Reserves                                                10 967             -         16 080          9 719      -                 -
                                                        10 838             -         20 617          13 484   (575)           (724)




The Board of Directors understands that the above                      Accounts receivable at 31 December 2007 and 2006
sensitivity analysis, based on the dates indicated, may not            include the following overdue balances, for which the
be representative of the Company’s exposure to exchange                Board of Directors has not recognised impairment losses
risk over the year.                                                    as it believes that they are receivable:

                                                                                                                     2007        2006
Credit risk
                                                                       Overdue balances:
Credit risk relates to trade and other accounts receivable.
                                                                        Up to 90 days                         3 442           8 588
Although limited, due to the nature of the Company’s
                                                                        From 90 to 180 days                   14 471          15 420
main operations (motorway concessions), the risk in the
                                                                        From 180 to 360 days                  18 085          7 450
various businesses is monitored on a regular basis with the
                                                                        More than 360 days                    75 696          53 123
objective of:
                                                                                                                    111 694     84 581

- monitoring evolution of the level of balances receivable;
- reviewing the recoverability of amounts receivable on a
                                                                       These balances include financial co-participations
  regular basis.
                                                                       receivable from the State which in the years ended 31
                                                                       Dezember 2007 and 2006 amounted to 101 115
The changes in impairment of accounts receivable are
                                                                       thousand Euros and 73 128 thousand Euros, respectively.
disclosed in Note 30.

                                                                       Counterparty risk
The Board of Directors believes that the estimated
                                                                       The application of cash surpluses and the majority of
impairment losses on accounts receivable are adequately
                                                                       operations involving derivative financial instruments
provided for in the financial statements.
                                                                       expose the Company to the risk of non compliance by the
                                                                       counterparties in these operations. So as to mitigate this
                                                                       risk the Company’s Financial Management maintains
                                                                       permanent control of the level of exposure to each
                                                                       counterparty, and counterparty credit limits are defined
                                                                       based on their rating levels.


                                                                       The limits are reviewed periodically and, following the
                                                                       liquidity crisis in the financial markets in the second half of
                                                                       2007, Financial Management has opted to further restrict
                                                                       its exposure to counterparty risk, decreasing or
                                                                       eliminating the established limits for financial institutions
                                                                       with a less robust financial position.
 129                                                                                                     . Annual Report
                                                                                                                           2007




Liquidity risk                                                   Brisa has a loan from the European Investment Bank (Brisa
The funding and liquidity risk management policies are           XIV of 200 million Euros) which can be drawn gradually
based on the following objectives:                               and provides long term funding for a major part of its
                                                                 planned investment over the next years which, in terms of
• To ensure that debt maturity is scaled over time;              the main concession, is limited essentially to road
• Maintain short term debt at less than 15% of total             widening works.
  indebtedness;
• Continue extending average debt maturity to make it            In order to increase financial flexibility, at the end of 2007
  more consistent with Brisa’s long term assets.                 Brisa had contracted with the banking system, the
                                                                 issuance of Commercial Paper programs totalling 425
In compliance with these objectives, Brisa closely monitors      million Euros, of which almost 150 million Euros were
the financing markets, carefully selecting the most              with guaranteed subscription. The Company has the
efficient alternatives. The following two significant            policy of maintaining, with the banking system, short
operations were carried out recently:                            term stable credit lines exceeding the amount of the
                                                                 Commercial Paper programs without guaranteed
• At the end of 2006 bonds totalling 600 000 thousand            subscription. At 31 December 2007 short term credit lines
  Euros were issued. The bonds mature in 10 years and            contracted with the banking system amounted to
  bear interest at a fixed rate of 4.5%. This was the first      approximately 520 million Euros.
  issuance of bonds by a private Portuguese company
  under new legislation relating to debt securities,             Brisa has a Euro Medium-Term Notes program (EMTN)
  introduced by the Portuguese State on 7 November               totalling 2 000 000 thousand Euros, of which 900 000
  2005 under Decree-Law 193/2005 with the objective of           thousand Euros had not been used at 31 December 2007.
  facilitating the capture of funds by Portuguese
  companies from non-resident investors. The bonds are
  subject to Portuguese law and are listed on the
  Luxemburg Stock Exchange.
• In December 2007 a future credit securitisation
  operation totalling 400 000 thousand Euros was carried
  out under the regime established by Decree-Law 453/99
  of 5 November, after which Brisa ceded its portfolio of
  credits relating to tolls to be charged on its conceded
  motorways (Note 29). This operation enabled Brisa, in a
  particularly difficult situation in the international credit
  market (with the bond market practically closed for new
  issues), to refinance its total short term debt contracted
  essentially to finance the investment in the Northwest
  Parkway concession in the United States completed in
  November 2007, capitalise Brisal and complete
  construction in progress in its main concession.


 Liquidity risk management is especially important in terms
of new projects in which Brisa has participated in recent
years. Both in Brisal and the Northwest Parkway
concession and more recently in Auto-estradas do Douro
Litoral, financing operations were contracted under a
project finance regime, normally with very long
repayment schedules, scaled over time so as to coincide
with projected cash flow from the concessions.
 10      CONSOLIDATED FINANCIAL STATEMENTS                                                                                     130




Maturity of financial indebtedness at 31 December 2007
and 2006 is as follows:

                                                                                                 2007

                                                              Up to 1 year   1 to 2 years   2 to 3 years More than 3 years Total
Loans                                                           261 634       198 228        189 068          2 671 806   3 320 736
Compensation for operating losses                                2 456          2 455          2 456           36 835      44 202
Prepaid service station income                                   4 768          2 469          2 469           13 906      23 612
Incentive Plan                                                  18 686          4 939          7 940           11 777      43 342
Derivative instruments                                          25 137         26 173            -              3 320      54 630
Suppliers                                                       20 922            -              -                -        20 922
Suppliers of fixed assets                                       68 368           411            201             2 354      71 334
Other liabilities                                               76 608          1 018            -              5 485      83 111
                                                                478 579       235 693        202 134          2 745 483   3 661 889

                                                                                               2006

                                                              Up to 1 year   1 to 2 years   2 to 3 years   More tha 3 years Total
Loans                                                           346 618       140 636        106 602          1 975 141   2 568 997
Compensation for operating losses                                2 456          2 456          2 455           39 291      46 658
Prepaid service station income                                   2 469          2 469          2 469           16 375      23 782
Incentive Plan                                                     -           18 323          4 908           18 251      41 482
Derivative instruments                                          18 112         17 201         17 098              -        52 411
Suppliers                                                       20 515            -              -                -        20 515
Suppliers of fixed assets                                       69 275           35             35              2 132      71 477
Other liabilities                                               36 764            -              -              4 992      41 756
                                                                496 209       181 120        133 567          2 056 182   2 867 078




 Project Finance                                                   For each project a company is founded with its own
  The Brisa Group has the policy of competing, within              funding structure, without the creditors resorting to Brisa’s
consortiums, for new domestic and international road               cash flows or assets (other than the normal stand-by
infrastructure concessions. In greenfield domestic projects        equity guarantees given under the projects, the amounts
it has favoured partnerships with construction sector              of which are known from the beginning). Therefore the
companies, which assume the construction risk of such              risk assumed by Brisa is limited to the amount of equity
projects.                                                          allocated to the project and the above mentioned
                                                                   guarantees.
 Project finance has been used to fund these projects, with
the clear objective of separating, in operating, financial
and legal terms, Brisa’s operations resulting from the
original concession contract, from the operations of these
new projects.
 131                                                                                                                               . Annual Report
                                                                                                                                                          2007




38. RELATED PARTIES
Transactions and balances between Brisa and related
Group companies were eliminated in the consolidation
process and so are not disclosed in this note.


Balances and transactions between the Group and
associated, related, jointly and individually controlled
companies in which the Group has decision power are
detailed below. The terms and conditions of the
transactions between Brisa and these related parties are
substantially similar to those contracted, accepted and
practiced in similar operations with independent entities.


The principal balances receivable from and payable to
related entities as of 31 December 2007 and 2006 are as
follows:

                                                                                            Receivables                             Payables
                                                                                    2007                  2006             2007                 2006
Grupo Efacec                                                                         497                   229             2 472                7 157
M Dados - Sistemas de Informação, S.A.                                                -                     -              (28)                  693
Sagies - Sociedade de Análise e Gestão de Instalações e Equipamentos Sociais, SA.     -                     -               96                       37
Imopólis - Soc. Gest. de Fundos de Investim. Imobiliário, S.A.                        -                     -               1                    125
                                                                                     497                   229             2 541                8 012




In addition, the main transactions carried out with related
entities in the years ended 31 December 2007 and 2006
are as follows:

                                                                       Tangible fixed                     Operating                      Operating
                                                                           assets                          Income                        Expenses
                                                                     2007           2006           2007           2006            2007                    2006
Grupo Efacec                                                         1 479          10 509         393            668           12 344         11 434
Imopólis - Sociedade Gestora de Fundos de
Investimento Imobiliário, S.A.                                         -              -              -                -           897            475
M Dados - Sistemas de Informação, S.A.                                38            1 573            -                -           221           1 176
Sagies - Sociedade de Análise e Gestão de instalações
e Equipamentos Sociais, S.A.                                           -              -              -                -           293            255
Grupo José de Mello, SGPS, S.A. (a)                                    -              -             63                19           -                 31
                                                                     1 517          12 082         456            687           13 755         13 371




(a) Includes balances with José de Mello, SGPS, S.A. and
    companies controlled by it.
 10     CONSOLIDATED FINANCIAL STATEMENTS                                                                      132




Remuneration of the members of the Company’s                 Appendix 22 of the concession contract establishes that
corporate boards in the years ended 31 December 2007         an agreement would be entered into on 14 January 2008
and 2006 was as follows:                                     between the Portuguese State and the concessionaire
                                                             AEDL in which, among other matters, the concessionaire
                                            2007    2006
                                                             assumes the commitment to pay the conceding entity 207
Executive directors:
                                                             561 thousand Euros upon signature of the contract, for
Fixed remuneration                          3 880   4 042
                                                             the rights relating to the awarding of the contract.
Variable remuneration                       1 645   5 052
Defined benefits                            332      493
                                                             On 16 January 2008 occurred the incorporation of “Geira,
Non executive directors:
                                                             S.A.”, whose main activity is the management, operation
Fixed remuneration                          469      420
                                                             and maintenance of motorways on a concession basis and
                                            6 326   10 007
                                                             in which Via Oeste holds a 50% interest.



39. SUBSEQUENT EVENTS
Decree-Law 392-A/2007 of 27 December approved the
bases of the concession to conceive, project, construct,
increase the number of lanes, finance, maintain and
operate the motorway stretches and related roads known
as the Douro Litoral concession, the concession contract
being between AEDL – Auto-Estradas do Douro Litoral
and the Portuguese State.
 133                                                          . Annual Report
                                                                                2007




40. APPROVAL OF THE FINANCIAL
STATEMENTS
The financial statements for the year ended 31 December
2007 were approved by the Board of Directors on 26
February 2007. However, they are still subject to approval
by the Shareholders’ General Meeting in accordance with
commercial legislation in force in Portugal.


41. NOTE ADDED FOR TRANSLATION
These consolidated financial statements are a translation
of financial statements originally issued in Portuguese. In
the event of discrepancies, the Portuguese language
version prevails.


S. Domingos de Rana, 26 February 2008
The Accountant, Registered under nº 1351
Abel Silva

THE BOARD OF DIRECTORS
Vasco Maria Guimarães José de Mello
João Pedro Stilwell Rocha e Melo
Daniel Pacheco Amaral
João Pedro Ribeiro de Azevedo Coutinho
João Afonso Ramalho Sopas Pereira Bento
António José Fernandes de Sousa
António do Pranto Nogueira Leite
Isidre Fainé Casas
Martin Wolfgang Johannes Rey
Luís Manuel de Carvalho Telles de Abreu
António Ressano Garcia Lamas
João Vieira de Almeida
Pedro Jorge Bordalo Silva
    10   CONSOLIDATED FINANCIAL STATEMENTS                                                                           134




             Report and opinion of the
Supervisory Board on the presenting of
    Consolidating Financial Statements



   1. In compliance with the applicable legal and statutory     5. In accordance with the legislation in force, the
      provisions, the Supervisory Board issues the present         Official Auditor is no longer part of the Supervisory
      Report and Opinion on the Management Report and              Board. Throughout the year, during the meetings it
      other documents presenting the consolidated                  held and during various other occasions, the
      financial statements of Brisa - Auto-Estradas de             Supervisory Board maintained a useful line of
      Portugal, SA, presented by the Board of Directors,           collaboration with the Official Auditor.
      relative to the financial year of 2007.
                                                                6. The Supervisory Board assessed the Legal
   2. The Supervisory Board has, throughout the financial          Certification of the Consolidated Financial
      year under analysis, supervised the management of            Statements, issued under the terms of the legislation
      the company and evolution of its businesses, having          in force by the Official Auditor, which merited its
      held regular meetings which, as a rule, have included        agreement and acknowledgement of the respective
      the presence of the Director of financial affairs, and       annual report of the Official Auditor on the
      also participated in the meeting of the Board of             inspection carried out.
      Directors which approved the Management Report
      and had access to the minutes of the meetings of this     7. The Supervisory Board paid particular attention to an
      governing body, as well as to all the documentation          operation, carried out by Brisa, of securitization of
      considered necessary, both of the parent company as          future credit under the terms of Decree-Law number
      well as the subsidiary companies.                            453/99, of 5th November, in the value of 400 million
                                                                   euros. Following this operation, it conceded credit
   3. The Supervisory Board verified compliance with the           corresponding to the toll fares to be collected on
      Concession Contract, in particular with respect to the       motorways to which it is the concessionaire. These
      Bases of financial nature, having in 2007 issued the         future toll revenues will be attributed to this
      opinions established in Base XI on movements                 operation throughout the financial years 2008 to
      registered in the current account with the State,            2012. With the resulting financial inflow, Brisa
      relative to the financial contributions of the State in      refinanced its short term debt and is now is a very
      the motorway construction cost.                              comfortable liquidity position. On the other hand,
                                                                   this operation resulted in an increase of taxable profit
   4. The Supervisory Board considers that the Report of           in the same amount as the inflow received and,
      the Board of Directors and consolidated financial            consequently, an increase in assets due to deferred
      statements referring to the financial year ended 31st        taxes of 106 million euros, allowing for the use of all
      December 2007 (Balance Sheet, Statements of                  of the tax benefit generated during previous financial
      consolidated results and alterations in equity and           years under the terms of Decree-Law number
      consolidated Statement of cash flows and Annex to            287/99, of 28th July, of which 89.1 million euros had
      the consolidated financial statements), are                  not been recognised.
      appropriate to understanding the company’s net
      worth at the end of the financial year and to
      understanding how the profits and losses were made
      and how the business developed.
 135                                                      . Annual Report
                                                                            2007




8. The Supervisory Board would like to show its
   appreciation for the collaboration received from the
   Board of Directors and Services.



OPINION


As a consequence of the above, the Supervisory Board
is of the opinion that the conditions are met for the
General Assembly of Brisa - Auto-Estradas de Portugal,
SA, to approve the Report of the Board of Directors and
consolidated Financial Statements of the financial year
2007.



São Domingos de Rana, 27th February 2008

THE SUPERVISORY BOARD
Pedro Infante de la Cerda Ribeiro da Cunha (President)
Tirso Olazábal Cavero (Member)
Francisco Xavier Alves (Member)
    10   CONSOLIDATED FINANCIAL STATEMENTS                                                                        136




         Legal Certification of the
Consolidated Financial Statements



   INTRODUCTION                                                - verification whether the financial statements of the
                                                                 companies included in the consolidation have been
   1. We have examined the consolidated financial                appropriately examined and, for significant cases in
      statements of BRISA - Auto-Estradas de Portugal,           which it has not been, verification, based on sampling,
      S.A., which include the consolidated Balance Sheet         of the evidence on the quantities and disclosures
      as at 31st December 2007 (showing a total of               contained in them and of the evaluation of the
      5,359,047 thousand euros and total equity of               estimates, based on judgments and criteria defined by
      1,691,336 thousand euros, including a profit of            the Board of Directors, used in their preparation;
      259,357 thousand euros), the consolidated
                                                               - verification of the consolidation operations and of the
      statements of the results and alteration in equity and
                                                                 application of the asset equity method;
      the consolidated statements of the cash flows of the
      financial year ended on that date and the Annex to       - assessment on whether the accounting policies and
      the consolidated financial statements.                     their disclosure are appropriate and whether their
                                                                 application is uniform, under the circumstances;

   RESPONSIBILITIES                                            - verification of the applicability of the principle of
                                                                 continuity; and
   2. It is the responsibility of the Board of Directors to    - assessment as to whether, in overall terms, the
      prepare the consolidated financial statements so as        presentation of the consolidated financial statements
      to present the true and appropriate financial position     is appropriate.
      of the group of companies included in the
                                                               5. Our examination also covered verification of the
      consolidation, the consolidated result of its
                                                                  concordance of the financial information contained
      operations, alteration in consolidated equity and cash
                                                                  in the management report with the consolidated
      flows, as well as the adoption of appropriate
                                                                  financial statements.
      accounting policies and criteria, and the maintenance
      of appropriate internal control systems.                 6. We consider that the examination carried out
                                                                  provides a reasonable basis for expressing our
   3. It is our responsibility to express a professional and      opinion.
      independent opinion, based on our examination of
      these financial statements.                              OPINION
                                                               In our opinion, the abovementioned consolidated
   SCOPE
                                                               financial statements present, in a true and appropriate
   The examination which we made was carried out in            manner, in all materially relevant aspects, the financial
   accordance with the Technical Standards and                 position of BRISA - Auto-Estradas de Portugal S.A. as at
   Review/Audit Directives of the Order of Official            31st December 2007, the result of its operations and
   Auditors, which require that it is planned and carried      cash flows during the financial year ended on that date,
   out with the objective of obtaining a reasonable degree     in conformity with the International Financial Reporting
   of security on whether the financial statements are free    Standards (IAS/IFRS) adopted by the European Union.
   of materially relevant distortions. This examination
   therefore includes:
 137                                                        . Annual Report
                                                                              2007




EMPHASIS
Notwithstanding the opinion expressed in the previous
paragraph, we would like to draw your attention to the
following:


As mentioned in notes 10, 20 and 29 of the Annex to
the financial statements, BRISA, within the context of
debt restructuring, carried out in December 2007 an
operation of securitization of future credit under the
terms of DL 453/99, of 5th November, in the value of
400 million euros. This operation resulted in an increase
in taxable profit in the same amount and the increase in
assets due to deferred taxes of 106 million euros and,
as a consequence, allowed for the use of all of the tax
benefit generated during previous financial years under
the terms of DL 287/99, of 28th July, of which 89,112
thousand had not been recognised.



Lisbon, 26th February 2008
ALVES DA CUNHA, A. DIAS & ASSOCIADOS
 Company of Official Auditors
represented by José Duarte Assunção Dias
   10    CONSOLIDATED FINANCIAL STATEMENTS                                                                            138




                 Auditor’s Report
Consolidated Financial Statements



  INTRODUCTION                                                  3. Our responsibility is to examine the financial
                                                                   information contained in the accounting documents
  1. Pursuant to the dispositions of article 245 of                referred to above, including verifying that, in all
     Portuguese Securities Market Code, we hereby present
                                                                   material respects, the information is complete, true,
     our Auditors’ Report on the consolidated financial
                                                                   timely, clear, objective and licit, as required by the
     information contained in the management report and
                                                                   Portuguese Securities Market Code, and to issue a
     the consolidated financial statements for the year
     ended 31 December 2007 of Brisa – Auto-Estradas de            professional and independent report based on our
     Portugal, S.A. (the “Company”), which comprise the            examination.
     consolidated balance sheet as of 31 December 2007
     that presents a total of 5,359,047 thousand Euros and
     shareholders’ equity of 1,691,336 thousand Euros,          SCOPE
     including a net profit of 259,357 thousand Euros, the
                                                                4. Our examination was performed in accordance with
     consolidated statements of profit and loss, the
                                                                   the Auditing Standards (“Normas Técnicas e as
     statement of cash flows for the year then ended and
     the corresponding notes.                                      Directrizes de Revisão/Auditoria”) issued by the
                                                                   Portuguese Institute of Statutory Auditors (“Ordem dos
                                                                   Revisores Oficiais de Contas”), which require that the
  RESPONSIBILITIES
                                                                   examination be planned and performed with the
  2. The Company’s Board of Directors is responsible for: (i)      objective of obtaining reasonable assurance about
     the preparation of consolidated financial statements          whether the consolidated financial statements are free
     that present a true and fair view of the financial            of material misstatement. The examination includes
     position of the companies included in the                     verifying, on a sample basis, evidence supporting the
     consolidation, the consolidated results of their              amounts and disclosures in the consolidated financial
     operations and their consolidated cash flows; (ii) the        statements and assessing the significant estimates,
     preparation of historical financial information in            based on judgments and criteria defined by the Board
     accordance with the International Financial Reporting         of Directors, used in their preparation. The examination
     Standards as adopted by the European Union (the               also includes verifying the consolidation procedures
     “IAS/IFRS”) and that is complete, true, timely, clear,        and that the financial statements of the companies
     objective and licit, as required by the Portuguese            included in the consolidation have been appropriately
     Securities Market Code; (iii) the adoption of adequate        examined, assessing the adequacy of the accounting
     accounting policies and criteria and the maintenance of       policies used, their uniform application and their
     an appropriate system of internal control; and (iv) the       disclosure, taking into consideration the circumstances,
     disclosure of any significant facts that have influenced      verifying the applicability of the going concern concept,
     the operations of the companies included in the               verifying the adequacy of the overall presentation of
     consolidation, their financial position and results of        the consolidated financial statements and assessing if,
     operations.                                                   in all material respects, the consolidated financial
                                                                   information is complete, true, timely, clear, objective
                                                                   and licit. Our examination also includes verifying that
                                                                   the consolidated financial information included in the
                                                                   consolidated management report is consistent with the
                                                                   consolidated financial statements. We believe that our
                                                                   examination provides a reasonable basis for expressing
                                                                   our opinion.
 139                                                           . Annual Report
                                                                                 2007




OPINION
5. In our opinion, the consolidated financial statements
   referred to in paragraph 1 above, present fairly, in all
   material respects, the consolidated financial position of
   Brisa – Auto-Estradas de Portugal, S.A. as of 31
   December 2007, the consolidated results of its
   operations and its consolidated cash flows for the year
   then ended, in conformity with International Financial
   Reporting Standards as adopted by the European
   Union and the financial information contained therein
   is, in terms of the definitions included in the auditing
   standards referred to in paragraph 4 above, complete,
   true, timely, clear, objective and licit.


EMPHASIS
6. As explained in more detail in Notes 10, 20 and 29 to
   the consolidated financial statements, on 17 December
   2007 the Company entered into a securitisation
   contract of future credits totalling 400,000 thousand
   Euros, under which it received that amount and ceded
   the rights to future credits corresponding to tolls to be
   charged on the motorways conceded to it. The
   corresponding liability at 31 December 2007 has been
   recognised and will be settled through allocation of
   future tolls for the years 2008 to 2012. The future
   credits ceded enabled the Company to use a tax credit
   of 89,112 thousand Euros granted to it in previous
   years and resulted in income of 106,000 thousand
   Euros, corresponding to estimated deferred tax assets
   resulting from differences between the tax results and
   accounting results for the years ending 31 December
   2008 to 2012.



Lisbon, 26 February 2008

DELOITTE & ASSOCIADOS, SROC S.A.
Represented by João Luís Falua Costa da Silva
11           . Annual Report   2007




 Corporate
Governance
 141                                                                                                 . Annual Report
                                                                                                                       2007




                Corporate Governance




MODEL OF GOVERNANCE                                            value of both the executive and non-executive members,
                                                               but also the variable and fixed parts.
Statement of Compliance
Brisa complies, except for two cases duly accounted for         - 8-A. The Remuneration Committee has requested the
below, with CMVM’s recommendations on good                        disclosure of the following statement in the Annual
corporate governance as established in CMVM Regulation            General Assembly of 2006: “The members of the
number 7/2001, as amended by Regulations number                   board of directors should perform their duties diligently
                                                                  and prudently, in the interest of the company´s
10/2005, number 11/2003 and number 3/2006, BRISA.
                                                                  shareholders, employees and other stakeholders.
1. The company has an Investor Desk, (described on page         - It is in the best interest of the company and its
74) which ensures communication with analysts, investors          shareholders to create appropriate conditions and
and the public in general.                                        incentives, to encourage the sound performance of the
2. The General Assembly held on 10th September 2001,              Board of Director’s duties, in accordance with the
                                                                  criteria referred to above.
eliminated all the statutory provisions which limited the
free exercise of the right to vote. Currently, (described on    - Remuneration constitutes a primary management
pages 76 and 77) the right to vote may be exercised,              instrument for motivating senior managers for the
directly, by proxy, by correspondence or by the Internet.         attainment of a sound performance.
                                                                - The definition and application by the Remuneration
3. The company has implemented (described on page 71)             Committee of the criteria underlying the directors’
an effective risk control system.                                 remuneration must be coherent and uniform, taking
4. There are no barriers whatsoever to the free transfer of       into account the remuneration level practiced in similar
securities nor otherwise to the success of possible               European companies, and the degree of achievement
takeover bids (as described on page 78).                          of the company’s strategic objectives including value
                                                                  creation for its shareholders.
5. The effective management of the company (as descried         - In this respect, remuneration should consist of a fixed
on page 89) is assured by an Executive Committee                  component aimed at remunerating the work by
composed of five active members of the Board of                   executive and non-executive members of the Board of
Directors, of which three are independent.                        Directors in each financial year of the respective tenure
 - 5-A. Under the terms of the legislation in force, in           and a variable component payable for the whole
   companies with a governing structure such as that of           tenure of office for the purpose of aligning the
   BRISA (Board of Directors and Supervisory Board) the           interests of the executive members and shareholders.”
   Board of Directors is a collective body whose members       Payment of the variable component shall be contingent
   exercise functions in their personal capacity,              upon the performance evaluation relative to the
   independently of by whom they have been designated          objectives set on an annual basis for the following
   or proposed. In the case of BRISA, the Board of             indicators: EBITDA, EBIT, NET INCOME, ROE and ROA.
   Directors is composed of thirteen members, five of
   which are part of the Executive Committee.                  9. The Remuneration Committee (as described on page
                                                               75) is composed of three independent members of the
6. Out of the 13 members of the Board of Directors, 7 are
                                                               Board of Directors, in accordance with the criteria
independent.
                                                               established in number 9 of Chapter I of the Annex to
7. The Board of Directors has appointed two committees         CMVM Regulation number 7/2001.
for internal control (described on page 73) each of which
                                                               10. The creation of Management Incentive Plans, (as
is composed by three non-executive directors.
                                                               described on page 74) has always been submitted for
8. The individual remunerations of the members of the          approval to the General Assembly.
Board of Directors are not disclosed (as recommended by
                                                               10-A. The company is currently considering the possibility
the CMVM), as this is judged to be the best way to reflect
                                                               of creating an informal communication system for any
the collective nature of a governing body whose members
                                                               possible irregularities.
are equally responsible for the decisions they make. Page
89 discloses the aggregate remuneration of the members
of the Board of Directors, identifying not only the overall
 11    CORPORATE GOVERNANCE                                                                                                                    142




                                               Chapter I




1 – COMPANY ORGANIZATION CHART
Brisa’s organization is presented in the chart below:



                                                                          BOARD OF DIRECTORS


                        EXECUTIVE COMISSION                                                                                          António de Sousa
                        Vasco de Mello                                                                                          António Nogueira Leite
                        Pedro Rocha e Melo                                                                                           Isidro Fainé Casás
                        Daniel Amaral                                                                                              Luís Telles de Abreu
                        João Azevedo Coutinho                                                                                           António Lamas
                        João Bento                                                                                              João Vieira de Almeida
                                                                                                                                             Martin Rey
                                                                                                                                   Pedro Bordalo Silva


                        SUPPORT TO THE BOARD OF DIRECTORS                                                                 COMPANY SECRETARY
                        Carlos Salazar de Sousa                                                                                               Tiago Melo




                       SERVICES                                                     MOTORWAYS                                     INTERNATIONAL
                                                                               CORPORATIVE CENTRE

                       Brisa Assistência Rodoviária            Administrative                Internal Audit               Brisa Access Europe - Áustria
                       Rui Roque                               Maria Conceição Gomes         Cristina Oliveira            Guilherme Magalhães
                                                                                                                          Francisco M. Rebelo
                       Brisa Access Electrónica Rodoviária     Planning and Control          Financial
                       Guilherme Magalhães                     Ana Cláudia Gomes             João Pereira Vasconcelos     Brisa Participações
                                                                                                                          e Empreendimentos - Brasil
                       Brisa Engenharia e Gestão               Legal                         Organisation and Quality     António Sousa
                       Pedro Carvalho                          Luís Geraldes                 Amadeu Rolim
                                                                                                                          Brisa North America - EUA
                                                               Strategic Planning            Investors Relations
                       Controlauto                                                                                        Vitor Saltão
                                                               Manuel Melo Ramos             and Sustainability
                       Valdemar Mendes
                                                                                             Luís Eça Pinheiro
                       MCALL                                   Human Resources               Information Systems
                       Margarida Charters                      Henrique Pulido               Luís Pinheiro

                       Via Verde Portugal                      Inovation and Technology New Enterprises
                       João Pecegueiro                         Jorge Sales Gomes             Manuel Lamego

                                                                                     International
                                                                                     Luis Delgado
                                                                                                                          International
                                                              Operational Areas                                           Subsidiary
                                                                                                                          Concessionaires

                                                                             Clientas and Tolls Vasco da Cunha            (Brasil)
                                                                                                                          CCR - Companhia de
                                                              Traffic, Safety and Maintenance Victor Santiago
                                                                                                                          Concessões Rodoviárias
                                                                                    Operational Luís Roda                 Luis Rebelo Silva
                                                                       Enterprise Management Joaquim Almeida Mendes
                                                                                                                          (EUA)
                                                                                                                          Northwest Parkway
                                                                                                                          Pedro Costa
                                                              National Subsidiary

                                                             Brisal - Auto-estradas do Litoral   Manuel Lamego
                                                                                                 Joaquim Almeida Mendes
                                                                 Auto-Estradas do Atlântico      José Braga
                                                             Auto-Estradas do Douro Litoral      João Portela
 143                                                                                                  . Annual Report
                                                                                                                        2007




2 – INTERNAL COMMITTEES                                        established between the Independent Auditors with the
                                                               company’s departments; to supervise the appropriateness
The Board of Directors constituted, amongst its members,       and effective functioning of the internal control system;
the following Internal Committees:                             and ensure compliance by the Directors with the rules of
                                                               the securities market as applicable.
Committee for Corporate Governance and Sustainability,
constituted by Dr. João Vieira de Almeida (Chairman),          These two committees are empowered to consult any
Prof. António Lamas and Prof. António Nogueira Leite. All      documents or records and undertake any action or actions
the members of this Committee are non-executive,               deemed necessary at any company or department of the
although Prof. António Nogueira Leite is considered non-       Brisa Group, as well as to use external services or promote
independent under the terms of sub-paragraph b) of             independent audits.
number 2 of article 1 of CMVM Regulation 7/2001, to the
extent that he performs functions in the management
board of a company of the José de Mello Group, which           3 – RISK CONTROL
holds more than 10% of BRISA’s share capital.
                                                               The Company has a number of internal departments
                                                               whose duties are to assist the board in identifying and
The main duties of this Committee are to supervise
                                                               avoiding any major risks which may arise not only in the
compliance with the corporate governance rules and             construction and operation of motorways but also in the
norms by the companies part of the Brisa Group; to             environmental, legal and financial areas.
review the performance of the sustainable development
policies in their three dimensions: economic,
                                                               These governing bodies work towards the prevention and
environmental and social; periodic evaluation of the
                                                               control of the risks inherent to construction activities,
outcome of these rules and policies; supervise the
                                                               namely in the supervision of the rules imposed for
activities of the Department of Investor Relations,            motorway construction, particularly with regard to
Corporate Communications and Sustainability (DIS) in           hygiene and safety. Specific policies have been developed
areas of the responsibility of this Committee, supervise the   for this area such as the adoption of a Health and Safety
preparation of the Management Report, comment on the           Manual in Construction Work, and the implementation of
chapters related to sustainability and corporate               a structure created for the effect, which supervises and
governance; supervise the enforcement of the                   ensures central and local coordination of the safety and
Deontological Code and propose measures leading to             health plans and risk activities.
their constant updating and effective enforcement in all
companies of the BRISA Group; and propose to the Board         For its day-to-day operations, Brisa possesses the
of Directors any reforms and initiatives as deemed             necessary and sufficient means to keep all the motorway
appropriate to achieve company objectives.                     safety equipment in perfect condition. An Operations and
                                                               Maintenance Manual has been created, in which the
Audit and Risk Management Committee, composed by               chapter on the Safety of Clients and Premises establishes
Prof. António de Sousa (Chairman), Dr. Luís Telles de          the rules and procedures to be respected in the operations
Abreu and Prof. António Nogueira Leite. All the members        area during daily activity. It also provides a system which
of this Committee are non-executive Directors, although        registers and processes information about incidents
Prof. António Nogueira Leite is considered non-                occurring on motorways, which allows not only the
independent under the terms of sub-paragraph b) of             statistical processing of all the information, but also the
number 2 of article 1 of CMVM Regulation 7/2001, to the        timely identification of situations which may warrant
extent that he performs functions in the management            corrective measures.
board of a company of the José de Mello Group, which
holds more than 10% of BRISA’s share capital.                  Brisa also has, operational since early 2004, the Centre for
                                                               Operational Coordination, which is part of the vast
 The main duties of this Committee are: regular follow-up      Telematic and Road Safety Project, concluded in 2006.
of the Internal Audit Department (IAD) and Independent         The final investment in the order of 32 million euros
Auditors; comment on the appointment and dismissal of          makes it possible to collect, from a single unit, all the
Independent Auditors; to evaluate and give an opinion on       information from the Brisa network, as well as to
internal auditing procedures; to review relations              coordinate all the operations. It also possesses and
 11    CORPORATE GOVERNANCE                                                                                                  144




manages a traffic monitoring system, which includes                    Brisa is exposed to a number of financial risks arising from
approximately 400 video cameras covering the entire                    its operations. Of particular importance are the liquidity
network, 34 weather stations, 150 electronic notice                    and interest rate risks derived from the company’s debts
boards, a large 10x3 digital screen, traffic management                as well as from the exchange rate risk resulting from its
systems, information channels for public access and                    investment in Brazil, and the counterparty risk which the
incident detecting systems. This infrastructure will improve           company bears following hedging transactions and any
safety conditions, enhance the effectiveness of assistance             other financial applications. The Financial Department
operations, and, overall improve traffic fluidity, providing           ensures the centralised management of the financing
updated and timely information to clients and                          operations, surplus liquidity applications and exchange
complementary support services.                                        transactions as well as the management of the
                                                                       counterparty risk of the Brisa Group. In addition, the Risk
Relative to the environment, the coordination of studies               Management Division of the Financial Department is
includes a specialization aimed at avoiding and mitigating             responsible for the identification, quantification and
environmental risks during the initial project phase and               proposal of measures to manage/mitigate the financial
supervising the development of environmental evaluation                risks to which the group is exposed, as described in detail
processes. This supervision continues during the                       in the chapter on financial risk management.
construction phase using resources specifically attributed
for the implementation of the Monitoring Programme of
the construction phase, mitigating or compensatory
                                                                       4 - BRISA SHARES IN 2007
measures and Environmental Management Procedures.                      The Brisa share increased in value by 6.4% during the year
                                                                       and on 31st December its price on the stock exchange
On the other hand, one of the operational priorities of the            reached €10.05.
Maintenance Management Department is the
identification of situations of environmental risk, acting in          The average daily value of transactions of 11.4 million
a preventive manner in the management of measures                      euros represented an increase of 23% in comparison to
mitigating their negative impact on operational                        2006, a fact not unrelated to the rise of 20% in the
motorways.                                                             average price of the Brisa share during the year to €9.82.
                                                                       The daily average volume of 1.17 million share
From a financial perspective, it should also be noted that             transactions corresponded to only a slight increase of
the Risk Control and Management department is                          approximately 1% in relation to 2006.
responsible for the monitoring and management of
liquidity, interest and exchange rate risks.



 VALUE OF THE BRISA ON THE STOCK EXCHANGE DURING 2007



      11.00



      10.50



      10.00



       9.50



       9.00



       8.50



       8.00

              Jan-07   Feb-07   Mar-07   Apr-07   May-07   Jun-07   Jul-07   Aug-07   Sep-07   Oct-07   Nov-07   Dec-07
  145                                                                                                                    . Annual Report
                                                                                                                                           2007




  EVOLUTION OF THE PRICE OF THE BRISA SHARE IN RELATION TO MARKET INDICES



      30%                                                                                                                        Brisa
      25%
                                                                                                                                 Eurostoxx 50
      20%
                                                                                                                                 Euronext 100
      15%
                                                                                                                                 PSI20
      10%

      5%

      0%

      -5%

  -10%
        Jan-07   Feb-07   Mar-07   Apr-07   May-07   Jun-07   Jul-07   Aug-07    Sep-07   Oct-07     Nov-07   Dec-07




It should be noted that on 1st January 2007, the Brisa                          purposes. This benefit ended at the end of 2006, this is 5
Privatisation share and Brisa Private Share, majority                           years after the date of Brisa’s last privatisation phase
controlled by two reference shareholders, without                               which occurred in July 2001.
liquidity or relevant volume of transaction, were
aggregated into a single negotiating line (Brisa                                In national terms, the PSI20 index continues to be a
Privatisation). As of 21st December 2007, this negotiating                      reference for most companies with Brisa having benefitted
line is identified merely as Brisa.                                             from the new rules for its calculation which entered into
                                                                                force as of the beginning of the second half of the year.
The weight of Brisa Privatisation in the PSI-20 was                             However, since the beginning of the year Brisa has
approximately 9% at the end of 2007 and the share is                            substantially increased its position during 2007 by 8.60%
also part of the Euronext 100 index.                                            holding the 6th place in terms of weight in the index.


On 2nd January 2007, the two lines of negotiation which                         The following tale presents the price on the stock
the Brisa shares had held since its entry into the Stock                        exchange of the Brisa share on the dates of disclosure of
Exchange were made interexchangeable for tax benefit                            net income during 2007.



Value (€)                                                                                   Opening       Maximum      Minimum       Closing
2006 Annual Results – 26 February                                                             10.14           10.24     10.14         10.20
Payment of dividends – 27 April                                                               9.52            9.60      9.52           9.57
1st Quarter Results – 27 April                                                                9.52            9.60      9.52           9.57
1st Semester Results – 25 July                                                                10.28           10.45     10.21         10.35
3 Quarter Results – 30 October
 rd
                                                                                              9.65            9.73      9.60           9.65
 11    CORPORATE GOVERNANCE                                                                                        146




5 – DIVIDEND POLICY                                           The number of beneficiaries, including employees and
                                                              executive directors covered by this plan was 127. The
The dividend policy is of the responsibility of the General   number of own shares needed to the full exercice of these
Assembly which may alter it at any moment. However,           acquisition rights amounts to 5 105 000 acquired at
Brisa’s Board of Directors has tried to follow a policy of    7.99€ related to 2006 and 106 250 acquired at 10,00€
distribution of dividends so as to effectively and            in 2007.
increasingly remunerate its shareholders. In this respect,
the dividend paid per share has increased and should
continue to do so, in accordance with the growth in the       7 – BUSINESS OR OPERATIONS BETWEEN
company’s net income. This policy has been validated by       COMPANY MEMBERS
the General Assembly and is disclosed on annually in a
                                                              During 2007, no business or operations was carried out of
clear manner in its report and financial statements.
                                                              any economic significance between the company and
                                                              members of the governing bodies, qualifying holders,
The Board of Director’s proposal on the distribution of
                                                              subsidiary companies or companies in the group.
dividends is described under these terms at the end of the
chapter on Proposal of Application of Net Income.
                                                              8 – INVESTOR RELATIONS OFFICE
The dividend is paid annually, within 30 days of its
approval in the General Assembly.                             The Department of Investors, Communications and
                                                              Sustainability (DIS) is responsible for communications with
During the last three financial years the distribution of     shareholders, analysts and the public in general. It also
dividends per share was as follows:                           ensures that dialogue is maintained with managerial and
                                                              supervisory entities such as Euronext, the CMVM and
2006- 28 euro cents per share                                 Interbolsa.
2005- 27 euro cents per share
2004- 27 euro cents per share                                 The representative for market relations is Dr. Luís d’Eça
                                                              Pinheiro, also Director of DIS.

6 – INCENTIVE PLANS FOR AWARDING                              Research
SHARE OPTIONS                                                 Efforts have been made to expand the number of banks
                                                              covering research on Brisa. For this purpose continuous
Brisa considers that the management incentives plan is an
                                                              contact is maintained with various analysts to increase and
extremely important tool in evaluating and stimulating the
                                                              obtain periodic revisions.
development of the activity of its senior staff in the
medium and long term towards the creation of value for
                                                              In 2007, both Millennium bcp and JPMorgan restarted
its shareholders. Hence, at Brisa’s Annual General
                                                              their coverage of Brisa. In addition to these entities,
Assembly, held on 10th March 2006, the Board of Directors
                                                              various investment companies also revise the target price,
was authorised to create a new management incentives
                                                              namely Caixa BI, BPI, Santander, Ibersecurities, Dresdner,
plan (Plan) to establish mechanisms allowing the Plan
                                                              Lisbon Brokers, Fidentiis, Morgan Stanley and Exane BNP
beneficiaries (Beneficiaries), according to the annual
                                                              Paribas.
evaluation of their performance, to proceed with the
direct acquisition of Brisa shares, at the market price on
                                                              The table below presents the reports with the respective
the day of the acquisition.
                                                              target prices. It should be noted that approximately 68%
                                                              indicate a target price above that of Brisa’s market value
Under the terms of this authorisation, Brisa’s Board of
                                                              at the end of 2007, €10.05 per share.
Directors defined the conditions of the abovementioned
incentives plan, through the approval of a Share
Acquisition Regulation (Regulation) under which the
Beneficiaries could acquire Brisa shares at the market
price, using bank credit established specifically for the
effect.
 147                                                                                                   . Annual Report
                                                                                                                         2007




Compared to 2006, the average target price increased         9 – COMPOSITION OF THE
from 9.35€ to 10.58€ in 2007, reflecting an increase of      REMUNERATION COMMITTEE
13.2%.
                                                             Eng. Jorge Manuel Jardim Gonçalves chairs the
It should be noted that during this period the Brisa         Remuneration Committee, also composed of Dr. Luís
security appreciated by 6.35%.                               Miguel Cortes Martins and Eng. Rui Roque de Pinho, with
                                                             none of the above being a member of the Board of
                                                             Directors.
 PRICE TARGETS

        Banco        Price target 2007   Recomendação        10 – EXTERNAL AUDITORS’ FEES
       Caixa BI          12.00 €           Accumulate
       Dresdner          11.80 €              Buy
                                                             In 2007, the total amount of annual remuneration paid to
    Ibersecurities       11.60 €              Buy
                                                             the auditor and other private or corporate bodies
     Santander           11.50 €              Buy
                                                             belonging to the same network, supported by the
         BPI             11.35 €              Buy
                                                             company and/or collective bodies, subsidiaries or
   Lisbon Brokers        11.00 €              Buy
                                                             companies belonging to the group, reached 550 000
        Banif            10.85 €             Neutral
                                                             Euros (including expenses and remuneration paid by
     JP Morgan           10.60 €              Sell
                                                             subsidiaries located abroad). This sum was broken down
   Millennium Bcp        10.45 €             Reduce
                                                             into the following services:
   Goldman Sachs         10.20 €              Buy
        Dexia            10.20 €              Buy            a) Audit Services                                           39%
        HSBC             10.10 €              Buy            b) Other reliability-enhancing services                      5%
       Fidentiis         10.10 €              Buy            c) Tax consultancy services                                 12%
   Morgan Stanley        10.00 €                -            d) Other non-audit services                                 44%
         UBS              9.90 €             Neutral
    BNP Paribas           9.35 €              Buy            For the purpose of this notice, the notion of network is as
   Deutsche Bank          8.70 €                -            contained in the Recommendation of the European
                                                             Committee number C (2002) 1873, of 16th May 2002.


Internet site – www.brisa.pt                                 As referred in this annex, the risk control system
Brisa provides ample information on its Internet site, for   implemented by the company ensures that our auditors
the purpose of enhancing knowledge about the                 and their respective network are not contracted services
company, providing investors, analysts and the public in     which, under the terms of the Recommendation of the
general with permanent access to relevant and updated        European Committee number C (2002) 1873, of 16th May
information. Information may be consulted in the             2002, may place in question their independence.
institutional and business areas, as well as important
information for available investors in the space reserved
for investor relations. Included are presentations of the
company, recently disclosed statements, reports and
financial statements, the financial calendar, list of
reference shareholders and governing bodies. It also
provides a mechanism to facilitate rapid contact with the
Investor Relations Service.
 11    CORPORATE GOVERNANCE                                                                                       148




                                       Chapter II




 1 – EXERCISE OF VOTING RIGHTS AND                            2 – VOTE BY CORRESPONDENCE
SHAREHOLDER REPRESENTATION
                                                              Shareholders wishing to vote may do so by
Brisa advocates the importance of its shareholders            correspondence, provided that they send a letter to the
participating in company business and therefore               Company head office, addressed to the Chairman of the
encourages their attendance at the various meetings of        General Assembly, with an authenticated signature (or, in
the General Assembly, which is demonstrated by the high       the case of private persons, simply with a signature
degree of their participation - above 50%.                    accompanied by a photocopy of the respective identity
                                                              card), containing the address to which the voting forms
Financial information and the preparatory documents           and any other documentation should be sent, up to the
required for its general meetings are also disclosed on the   tenth day after the public announcement of the General
Internet, which may be accessed through www.brisa.pt.         Assembly.
Brisa also uses the most innovative technical means for
the electronic counting of votes, with the mechanisms         The Company will then forward to the shareholders in
required for the exercise of voting by correspondence,        question the respective voting forms and any other
proxy or Internet.                                            documentation. These shareholders should then send the
                                                              Company an um envelope containing the statement by
The information required for the proper evaluation of the     the financial intermediary which registered the respective
proposals submitted for discussion and vote at the            shares (issued under the terms referred to above), and
General Assemblies is available to investors at the           another closed envelope, containing the voting forms duly
Company’s head office or on the Company’s internet site       filled in. Both envelopes must be received three business
www.brisa.pt within the period of time stipulated by law.     days before the General Assembly.


According to the law and Statutes, shareholders may be        Alternatively, shareholders may use the voting form
represented at a General Assembly simply through a            available on www.brisa.pt and send it to BRISA, ensuring
signed letter addressed to the Chairman of the General        that the envelope containing the photocopy with the
Assembly and received at the Company’s head office            identity card and statement by the financial intermediary
within three business days before the date of the General     which registered the respective shares (issued under the
Assembly. The Chairman of the General Assembly may            terms referred to above), and another closed envelope
require that signatures be authenticated, should any          containing the voting forms duly filled in are received
doubts arise as to their authenticity.                        three business days before the date of the General
                                                              Assembly.
Corporate bodies are represented by their legal
representative or a person appointed simply through a         Shareholders may also delegate to the Company the issue
signed letter addressed to the Chairman of the General        of the statement by the financial intermediary which
Assembly and received at the Company’s head office            registered the registration of the respective shares by
business days before the date of the General Assembly.        ensuring that the Company head office receives, within
                                                              ten days after the public announcement of the General
                                                              Assembly, the document empowering the Company to do
                                                              so. Shareholders may use the form available on Internet
                                                              site www.brisa.pt for this purpose as of the day of the
                                                              public announcement of the General Assembly.
 149                                                                                                 . Annual Report
                                                                                                                       2007




3 – ELECTRONIC VOTE                                            4 – PERIODS FOR SHARE BLOCKING
Shareholders may also vote over the Internet site              The minimum period of time for share blocking for the
www.brisa.pt, provided that, up to the tenth day after the     effects of the exercise of voting rights in General
public announcement of the General Assembly, the               Assemblies is 5 business days before the respective
Company head office receives a letter (written in              meeting.
accordance with the model on the Internet site) addressed
to the Chairman of the General Assembly, with an
authenticated signature (or, in the case of private persons,   5 – RECEPTION OF VOTING STATEMENTS
simply a signature accompanied by a photocopy of the
                                                               Votes by correspondence or electronic votes must be
respective identity card), containing a password selected
                                                               received up to three business days before the date of the
by the shareholder and an electronic address to which the
                                                               General Assembly.
shareholder in question wishes the Company’s own
password should be sent. These two passwords will jointly
allow Access to the respective voting form on the              6 – NUMBER OF SHARES PER VOTE
abovementioned Internet site www.brisa.pt. These
shareholders may exercise their right to vote during twelve    Each share corresponds to one vote.
days counting from 0:00 hours of the fourteenth day
counting from the date of the public announcement of
the General Assembly. Only shareholder votes,
accompanied by the statement of the financial
intermediary which registered the respective shares,
issued under the terms referred to above, received up to
the third business day before the General Assembly will be
considered.
 11    CORPORATE GOVERNANCE                                                                                           150




                                       Chapter III




1 – CODE OF ETHICS                                             2 – INTERNAL AUDIT
Brisa’s Code of Ethics regulates the behaviour of all the      BRISA’s organisational structure includes an Internal Audit
Company’s employees and senior management. This                Department whose duties are to evaluate the
document assembles the Company’s fundamental values,           effectiveness and efficiency of the internal control system
principles and rules to be observed in all the activities of   and business processes at all levels of the entire BRISA
the BRISA Group. The fundamental values – responsibility,      Group, to, independently and systematically, verify if the
professionalism,       integrity,    independence       and    Group’s assets are duly registered and sufficiently
confidentiality – are defined as the main values to observe.   protected against possible risks and losses, examine and
                                                               assess the strictness, quality and enforcement of
The Code also regulates the practice of other duties such      operational, accounting and financial control, promoting
as the equal and diligent treatment of all clients,            effective control at a reasonable price, propose measures
compliance with the rules imposed by legislation on            as considered appropriate to counteract any deficiencies
Work, Hygiene, Health and Safety. The principle of non-        in the internal control system.
discrimination should also be observed with respect to
descent, gender, race, language, political conviction or
union affiliation.
                                                               3 – TRANSFER OF SHARES
                                                               There are no measures aimed at forestalling the success of
The Code of Ethics is accessible on the company’s site:        takeover bids, and no defensive or protective provisions
www.brisa.pt                                                   aimed at eroding the Company’s value. Shares may be
                                                               transferred freely and shareholders may freely assess the
                                                               performance of the Company’s governing bodies. Neither
                                                               are there any limits on the free exercise of voting rights by
                                                               any of the shareholders.
  151                                                                                                  . Annual Report
                                                                                                                         2007




                                             Chapter IV




1 A) COMPOSITION OF THE BOARD OF                               1 B) POSITIONS HELD BY MEMBERS OF
DIRECTORS                                                      THE BOARD OF DIRECTORS IN OTHER
                                                               COMPANIES
Brisa’s Board of Directors has been elected for 2005 –
2007 and is composed of thirteen directors, five of which      Positions held by the Chairman of the Board of Directors
form the Executive Committee.                                  of BRISA Auto-Estradas de Portugal, S.A., Vasco Maria
                                                               Guimarães José de Mello:
Chairman            Vasco Maria Guimarães José de Mello*       José de Mello, SGPS, S.A.
Vice-Chairman João Pedro Stilwell Rocha e Melo*                Chairman of the Board of Directors and Executive Committee
                                                               AEDL Auto Estradas do Douro Litoral, S.A.
Member              Daniel Pacheco Amaral*
                                                               Chairman of the Board of Directors
Member              João Pedro Ribeiro de Azevedo Coutinho*    EDP - Energias de Portugal, S.A.
Member              João Afonso Ramalho Sopas Pereira Bento*   Member of the General and Supervisory Council
Member              António José Fernandes de Sousa            CRP – Centro Rodoviário Português
                                                               Chairman of the General Council
Member              António Nogueira Leite
                                                               Sogefi, Sociedade de Gestão e Financiamentos, SGPS, S.A.
Member              Isídro Fainé Casas
                                                               Member of the Board of Directors
Member              Martin Wolfgang Johannes Rey               BCSD Conselho Empresarial para o Desenvolvimento
Member              Luís Manuel de Carvalho Telles de Abreu    Sustentável
Member              António Ressano Garcia Lamas               Chairman of the Council
                                                               CMVM - Comissão do Mercado de Valores Mobiliários
Member              João Vieira de Almeida
                                                               Member of the Consultative Council
Member              Pedro Jorge Bordalo Silva
* Executive Committee                                          Positions held by the Vice-Chairman of the Board of
                                                               Directors of BRISA Auto-Estradas de Portugal, S.A., João
Of the thirteen members, and considering the concept of        Pedro Stilwell Rocha e Melo:
an independent director is one not representative of, nor      Via Verde Portugal, S.A.
linked to the company’s dominant shareholders, in the          Chairman of the Board of Directors
current Board of Directors, the following are independent:     Via Oeste, SGPS, S.A.
                                                               Chairman of the Board of Directors
Daniel Pacheco Amaral                                          Brisa Internacional, SGPS, S.A.
                                                               Member of the Board of Directors
João Pedro Ribeiro de Azevedo Coutinho
                                                               Brisa Serviços Viários, SGPS, S.A.
João Afonso Ramalho Sopas Pereira Bento
                                                               Member of the Board of Directors
António José Fernandes de Sousa                                Brisal Auto-Estradas do Litoral, S.A.
Luís Manuel de Carvalho Telles de Abreu                        Member of the Board of Directors
António Ressano Garcia Lamas                                   APCAP – Associação Portuguesa das Sociedades
                                                               Concessionárias de Auto-Estradas com Portagens
João Vieira de Almeida
                                                               Member of the Board of Directors
                                                               MCall Serviços de Telecomunicações, S.A.
                                                               Chairman of the Board of Directors
 11    CORPORATE GOVERNANCE                                                                                          152




José de Mello – Sociedade Gestora de Participações             Brisa Internacional, SGPS, S.A.
Sociais, S.A.                                                  Member of the Board of Directors
Member of the Board of Directors and Member of the Executive   Brisa Serviços Viários, SGPS, S.A.
Committee                                                      Member of the Board of Directors
José de Mello Participações II, SGPS, S.A.                     Via Oeste, SGPS, S.A.
Member of the Board of Directors                               Member of the Board of Directors
José de Mello Serviços, Lda.                                   AEDL – Auto-Estradas do Douro Litoral, S.A.
Manager                                                        Chairman of the Board of Directors
Window Blue, SGPS, S.A.                                        EFACEC Capital, S.G.P.S., S.A.
Member of the Board of Directors                               Member of the Board of Directors
Associação Comercial de Lisboa                                 APCAP - Associação Portuguesa das Sociedades
Member of the Executive Board                                  Concessionárias de Auto-Estradas ou Pontes com
                                                               Portagens.
Positions held by the Member of the Board of Directors         Chairman of the Board of Directors
of BRISA, Daniel Pacheco Amaral:                               International Bridge, Tunnel and Turnpike Association
Brisa Internacional, SGPS, S.A.                                Member of the Board of Directors
Member of the Board of Directors
Brisa Serviços Viários, SGPS, S.A.                             Positions held by Member of the Board of Directors of
Member of the Board of Directors                               BRISA Auto-Estradas de Portugal, S.A., António José
Brisal Auto-Estradas do Litoral, S.A.                          Fernandes de Sousa:
Member of the Board of Directors                               JP Morgan Chase
Via Oeste, SGPS, S.A.                                          Senior Advisor and Member of its European Advisory Board
Member of the Board of Directors                               STRATORG – Gabinete de Gestão de Empresas, S. A.
                                                               Chairman
Positions held by Member of the Board of Directors of          ECS Sociedade de Capital de Risco, S.A.
BRISA Auto-Estradas de Portugal, S.A., João Pedro Ribeiro      Director
de Azevedo Coutinho:                                           ECS Capital, SGPS, S.A.
BRISA Access Electrónica Rodoviária, S.A.                      Director
Chairman of the Board of Directors                             Universidade Nova de Lisboa
BRISA Internacional SGPS, S.A.                                 Visiting Professor
Chairman of the Board of Directors
Brisa Serviços Viários, SGPS, S.A.                             Positions held by Member of the Board of Directors of
Member of the Board of Directors                               BRISA Auto-Estradas de Portugal, S.A., António do Pranto
Brisal Auto-Estradas do Litoral, S.A.                          Nogueira Leite:
Member of the Board of Directors                               OPEX, Sociedade Gestora de Mercado de Valores
Via Oeste, SGPS, S.A.                                          Mobiliários Não Regulamentado, S.A.
Member of the Board of Directors                               Chairman of the General Council
AEDL – Auto-Estradas do Douro Litoral, S.A.                    CUF, SGPS, S.A.
Member of the Board of Directors                               Member of the Board of Directors
CCR – Companhia de Concessões Rodoviárias, S.A.                CUF-Quimicos Industriais, S.A.
(Brazil)                                                       Member of the Board of Directors
Member of the Board of Directors                               CUF-Adubos, S.A.
                                                               Member of the Board of Directors
Positions held by Member of the Board of Directors of          José de Mello Saúde, SGPS, S.A.,
BRISA Auto-Estradas de Portugal, S.A., João Afonso             Member of the Board of Directors
Ramalho Sopas Pereira Bento:                                   SEC-Sociedade de Explosivos Civis, S.A.
BRISAL Auto-Estradas do Litoral, S.A.                          Member of the Board of Directors
Chairman of the Board of Directors                             Efacec Capital, SGPS, S.A.
BRISA Engenharia e Gestão, S.A.                                Member of the Board of Directors
Chairman of the Board of Directors                             Comitur, SGPS, S.A.
BRISA Assistência Rodoviária, S.A.                             Member of the Board of Directors
Chairman of the Board of Directors
 153                                                                                                 . Annual Report
                                                                                                                       2007




Comitur Imobiliária, S.A.                                   Babcock & Brown GmbH, Germany
Member of the Board of Directors                            Member of the Board of Directors
Expocomitur-Promoções e Gestão Imobiliária, S.A.            Babcock & Brown Windpark Verwaltungs GmbH
Member of the Board of Directors                            Member of the Board of Directors
Herdade do Vale da Fonte-Sociedade Agrícola, Turística e    CBRail GmbH
Imobiliária, S.A.                                           Member of the Board of Directors
Member of the Board of Directors                            Goniatit GmbH
Sociedade Imobiliária e Turística do Cojo, S.A.             Member of the Board of Directors
Member of the Board of Directors                            Babcock & Brown Windpark Management GmbH
Sociedade Imobiliária da Rua das Flores, n.º 59, S.A.       Member of the Board of Directors
Member of the Board of Directors                            Babcock & Brown Renewable Management Gmb
Reditus, SGPS, S.A.                                         Member of the Board of Directors
Member of the Board of Directors                            Renerco AG, Germany
Banif Investment, S.A.                                      Member of the Board of Directors
Vice-Chairman of the Consultative Council                   Nordex AG, Germany
Instituto de Gestão do Crédito Público                      Member of the Board of Directors
Member of the Consultative Council                          ZAAB Energy AG, Germany
Instituto Português de Relações Internacionais              Member of the Board of Directors
Member of the Executive Board.                              Windpark Holding Management GmbH, Germany
                                                            Member of the Board of Directors
Positions held by Member of the Board of Directors of       Wohnungsbaugesellschaft JADE mbH, Germany
BRISA Auto-Estradas de Portugal, S.A, Isídro Fainé Casas:   Member of the Board of Directors
ABERTIS INFRAESTRUCTURAS, S.A.                              BBEIF Founder Partner Limited, Guernsey
Chairman of the Board of Directors                          Member of the Board of Directors
TELEFÓNICA, S.A.                                            BBEIF GP Limited, Guernsey
Vice-Chairman of the Board of Directors                     Member of the Board of Directors
BPI- Banco Português de Investimento SGPS, S.A.             Babcock & Brown Management Holdings (Guernsey)
Member of the Board of Directors                            Limited, Guernsey
CRITERIA CAIXACORP, S.A.                                    Member of the Board of Directors
Member of the Board of Directors                            Babcock & Brown S.r.l., Italy
CAIFOR, S.A.                                                Member of the Board of Directors
Member of the Board of Directors                            Babcock & Brown Property S.r.l., Italy
REPSOL YPF, S.A.                                            Member of the Board of Directors
Member of the Board of Directors                            Babcock & Brown Italian Infrastructure S.r.l., Italy
HISUSA – Holding de Infraestructuras y Servicios            Member of the Board of Directors
Urbyears, S.A.                                              Babcock & Brown SGR S.p.A., Italy
Member of the Board of Directors, representing CRITERIA     Member of the Board of Directors
CAIXACORP, S.A.                                             Babcock & Brown European Investments S.a.r.l,
Port Aventura, S.A.                                         Luxemburg
Member of the Board of Directors                            Member of the Board of Directors
                                                            Babcock & Brown Z Portfolio S.a.r., Luxemburg
Positions held by Member of the Board of Directors of       Member of the Board of Directors
BRISA Auto-Estradas de Portugal, S.A, Dr. Martin            Babcock & Brown (DIFC) Limited, USA
Wolfgang Johannes Rey:                                      Member of the Board of Directors
Babcock & Brown GmbH, Austria                               Babcock & Brown NGW Holding Limited, England
Member of the Board of Directors                            Member of the Board of Directors
Babcock & Brown S.a.r.l, France
Member of the Board of Directors
Babcock & Brown Wind Partner France SAS, France
Member of the Board of Directors
Babcock & Brown France (Fruges II) SAS, France
Debuty General Manager
 11    CORPORATE GOVERNANCE                                                                                 154




Positions held by Member of the Board of Directors of    Positions held by Member of the Board of Directors of
BRISA Auto-Estradas de Portugal, S.A, Luís Manuel de     BRISA Auto-Estradas de Portugal, S.A, António Ressano
Carvalho Telles de Abreu:                                Garcia Lamas:
Telles de Abreu e Associados – Sociedade de              Parques de Sintra-Monte da Lua S.A.
Advogados, R.L.                                          Chairman of the Board of Directors
Director
Imobiliária 1928, Limitada                               Positions held by Member of the Board of Directors of
Manager                                                  BRISA Auto-Estradas de Portugal, S.A, João Vieira de
Actaris Imobiliária, S.A.                                Almeida:
Chairman of the General Assembly                         Portucale, SGFTC, S.A.
Caraimo – Propriedade, Investimento e Administração de   Member of the Board of Directors
Bens Mobiliários e Imobiliários, S.A.                    Associação Crianças sem Fronteiras
Chairman of the General Assembly                         Member of the Supervisory Board
Cimertex Sociedade de Máquinas e Equipamentos, S.A.      Federação Portuguesa de Râguebi
Chairman of the General Assembly                         Member of the Council Jurisdicional
Cinca – Companhia Industrial de Cerâmica, S.A.           BRISA Internacional, SGPS, S.A.
Chairman of the General Assembly                         Chairman of the General Assembly
Dafer – Sociedade de Gestão do Hotel Infante de          Banco Finantia, S.A.
Sagres, S.A.                                             Chairman of the General Assembly
Chairman of the General Assembly                         Grow – Sociedade Gestora de Patrimónios, S.A.
Empresa Predial Ferreira & Filhos, S.A.                  Chairman of the General Assembly
Chairman of the General Assembly                         PPPS – Consultoria em Saúde, S.A
Gamobar, SGPS, S.A.                                      Chairman of the General Assembly
Chairman of the General Assembly                         SGFI, S.A. – Sociedade Gestora de Fundos de
José Luís Ferreira da Costa, S.G.P.S., S.A               Investimento Imobiliário, S.A.
Chairman of the General Assembly                         Chairman of the General Assembly
Prainha – Empreendimentos Imobiliários, S.A              Route to Market, S.A.
Chairman of the General Assembly                         Chairman of the General Assembly
Prainhamar – Exploração Hoteleira, S.A.                  Imopolis - Sociedade Gestora de Fundos de Investimento
Chairman of the General Assembly                         Imobiliário, S.A.
Rasa – Sociedade de Administração de Bens, S.A.          Chairman of the General Assembly
Chairman of the General Assembly                         Fundação do Gil
Real Seguros, S.A.                                       Chairman of the Supervisory Board
Chairman of the General Assembly                         Associação de Curling de Portugal
Real Vida Seguros, S.A.                                  Chairman da Executive Board
Chairman of the General Assembly                         José de Mello Saúde, S.A.
Sagrotel – Sociedade Imobiliária, S.A.                   Secretary of the General Assembly
Chairman of the General Assembly                         Banif – Investimento
Sociedade Agrícola da Romaneira, S.A.                    Member of the Consultative Council
Chairman of the General Assembly                         VAS – Vieira de Almeida Serviços, Lda
Tecniforma – Oficinas Gráficas, S.A.                     Manager
Chairman of the General Assembly
Viagens Abreu, S.A.
Chairman of the General Assembly
Asorg – Assessoria e Organização, S.A.
Secretary of the General Assembly
Encontrarse – Associação de Apoio às Pessoas com
Perturbação Mental Grave
Secretary of the General Assembly
Quinta dos Cónegos – Sociedade Imobiliária, S.A
Member of the Board of Directors
 155                                                                                           . Annual Report
                                                                                                                 2007




Positions held by Member of the Board of Directors of   1 C) PROFESSIONAL QUALIFICATIONS
BRISA Auto-Estradas de Portugal, S.A, Pedro Jorge       AND POSITIONS HELD IN THE LAST
Bordalo Silva:                                          5 YEARS BY MEMBERS OF THE BOARD
CINVESTE, SGPS, S.A.                                    OF DIRECTORS
Member of the Board of Directors
CINVESTE FINANCE, SGPS, LDA.                            Vasco Maria Guimarães José de Mello, Chairman of
Manager                                                 the Board of Directors and of the Executive Committee of
CINVESTE FINANCE, GESTÃO DE VALORES                     Brisa Auto-Estradas de Portugal S.A., since 2000.
MOBILIÁRIOS, LDA.
Manager                                                 Graduated in Business Administration from the American
MPBS – IMOBILIÁRIA, S.A.                                College of Switzerland in 1978. Attended the Citigroup’s
Member of the Board of Directors                        Training Program in New York 1978 to 1979.
LSMS, INVESTIMENTOS, SGPS, S.A.
Member of the Board of Directors                        Held several positions in 1980 at Banco Crefisul de
LAS, INVESTIMENTOS, SGPS, LDA.                          Investimento, Citicorp’s Brazilian banking subsidiary in
Manager                                                 São. Joined CUF Finance, a wealth management company
CINVESTE, ARTE E MOBILIÁRIO, S.A.                       in Geneva, Switzerland in 1985, as managing director.
Member of the Board of Directors                        Joined UIF – União Internacional Financeira as a director in
ISRARBER, SGPS, S.A.                                    1988. From 1991-2000, held the positions of member
Member of the Board of Directors                        and chairman of the board of directors of Banco Mello, of
SÃO MIGUEL - INVESTIMENTOS IMOBILIÁRIOS, S.A.           Banco Mello de Investimentos and Companhia de
Member of the Board of Directors                        Seguros Império, as well as vice-chairman of José de
ECOMAR, SGPS, S.A.                                      Mello, SGPS. Was also member of the Strategic Board of
Member of the Board of Directors                        CTT – Correios de Portugal, S.A..
BENBECULA – REPRESENTAÇÕES E LOGÍSTICA, S.A.
Member of the Board of Directors                        João Pedro Stilwell Rocha e Melo, Vice-Chairman of
LOMOND – LOGÍSTICA E DISTRIBUIÇÃO, S.A.                 the Board of Directors and Member of the Executive
Member of the Board of Directors                        Committee of Brisa – Auto-Estradas de Portugal, S.A.,
HSF - ENGENHARIA, S.A.                                  since 2002.
Chairman of the Board of Directors
KEBAB EXPRESS – SERVIÇOS DE RESTAURAÇÃO, S.A.           Graduated in Mechanical Engineering from Instituto
Member of the Board of Directors                        Superior Técnico in 1985.
GUEMONTE – SOCIEDADE CIVIL IMOBILIÁRIA E DE
INVESTIMENTOS, S.A.                                     Postgraduation in Business Administration (MBA) from
Chairman of the Board of Directors
                                                        Universidade Nova de Lisboa in collaboration with
BORDALO & COMPANHIA, S.A.                               Wharton School, of the University of Pennsylvania in
Member of the Board of Directors
                                                        1986. Course in “International Capital Markets Course”
ECOMAR, S.A. (Angola)                                   at Oxford University in 1991.
Member of the Board of Directors
NEVIS – SERVIÇOS E LOGÍSTICA, LDA. (Angola)
                                                        Completed the management training programme
Member of the Board of Directors
                                                        “Leadership for Top Managers” – IMD International in
NESS INVESTIMENTOS, S.A. (Angola)
                                                        2002.
Member of the Board of Directors
ACIL, S.A. (Angola)
                                                        Was director of Mello Valores – Sociedade Financeira de
Member of the Board of Directors
                                                        Corretagem and director-general of Banco Mello de
                                                        Investimentos. From 1997-2000 was chairman of the
                                                        executive committee of Banco Mello de Investimentos,
                                                        Director of Banco Mello and Director of Companhia de
                                                        Seguros Império, as well as vice-chairman of the board of
                                                        directors of BCP Investimento.
 11    CORPORATE GOVERNANCE                                                                                        156




Daniel Pacheco Amaral, Member of the Board of                 Recognition in Civil Engineeering – Intelligent Systems
Directors and Executive Committee of Brisa – Auto-            from IST in 1999.
-Estradas de Portugal, S.A., since 1998.
                                                              Visiting Professor in Project Support Systems at IST’s
Graduated in Economics from Instituto Superior de             Department of Civil Engineering and Architecture and
Ciências Económicas e Financeiras (ISCEF) in 1969.            Member of the Engineering Academy.


Was director of Associação Portuguesa de Economistas,         Was member of the board of directors of EDP S.A from
the predecessor of the current Ordem dos Economistas.         2000- 2003, of Adamastor Capital, SGPS, S.A., from
                                                              2002-2004 and of Brisatel S.A. from 2000-2001.
Was director of three real estate companies held by the
BCP/BPA      Group     –    Cofipsa,     Salgipor  and        António José Fernandes de Sousa, Member of the
Empreendimentos Imobiliários Colombo., as well as             Board of Directors of Brisa Auto-Estradas de Portugal S.A.,
director of Companhia Previdente, S.A. and director of        2002.
Engil – Sociedade de Construção Civil, S.A.
                                                              Graduated in Business Administration from Universidade
João Pedro Ribeiro Azevedo Coutinho, Member of                Católica Portuguesa in 1977.
the Board of Directors and Executive Committee of Brisa
– Auto-Estradas de Portugal, S.A., since 1999.                Holds a PhD in Business Adminsitration in the area of
                                                              Strategic Planning from Wharton School, University of
Graduated in Business Administration from Universidade        Pennsylvania in 1983.
Católica Portuguesa in 1982.
                                                              Was assistant secretary of state and foreign trade from
Completed the management training programme                   1991-1993, assistant secretary of state and finances from
“Leadership for Top Managers”, IMD International in           1993-1994, governor of the Bank of Portugal from 1994-
2002.                                                         2000 and chairman of the board of directors of Caixa
                                                              Geral de Depósitos from 2000- 2004.
Was sénior auditor at Coopers & Lybrand, Auditores, Lda.,
director in charge of financial engineering, corporate
finance, mergers and acquisitions and capital markets at
DECA, Decisão Estratégica, Consultores Associados em
Gestão, S.A., director in charge of investment and
financial engineering and primary capital markets at RAR
- Sociedade de Investimentos e Engenharia Financeira
S.A., director of Deutsche Bank, in Portugal, responsible
for the Investment Banking Department, member of the
board of directors of DB Vida, S.A. and member of the
executive committee of Banco Mello de Investimento.


João Afonso Ramalho Sopas Pereira Bento, Membe
of the Board of Directors and Executive Committee of
Brisa – Auto-Estradas de Portugal, S.A., since 2001.


Graduated in Civil Engineering from Instituto Superior
Técnico (IST) in 1983.


Holds a Master’s degree in Strucutural Engineering from
IST in 1987. Holds a PhD in Civil Engineering from Imperial
College of Science, Technology & Medicine, London
University in 1992.
 157                                                                                               . Annual Report
                                                                                                                     2007




António Nogueira Leite, Member of the Board of                Martin Wolfgang Johannes Rey, Member of the Board
Directors of Brisa Auto-Estradas de Portugal S.A., 2002.      of Directors of BRISA Auto-Estradas de Portugal, S.A.,
                                                              since September 2007.
Graduated in Economics from Universidade Católica
Portuguesa in 1983. Holds a Masters of Science in             Graduated in Law from Rheinische Friedrich-Wilhelms
Economics from the University of Illinois at Urbana-          University in Bonn, having also attended business
Champaign in 1986.                                            administration at the University of Hagen.


PhD in Economics from the University of Illinois at Urbana-   Joined the Babcock Group in 2003, before which he held
Champaign in 1988.                                            various managerial positions at Bayerische Hypo-und
                                                              Vereinsbank (HVB).
Equivalence to the degree of Doctorate in Economics
(specialisation: Microeconomics) from the Faculty of          Currently a member of the executive committee of
Economics of Universidade Nova de Lisboa.                     Babcock & Brown, in charge of coordination of the
                                                              Group’s operations in Europe.
Recognition at Universidade Nova in 1992 where he
currently Visiting Professor.                                 Does not hold BRISA shares.


Chaired the board of directors of the Lisbon Stock            Luís Manuel de Carvalho Telles de Abreu, Member of
Exchange in 1999. Also secretary of state for treasury and    the Board of Directors of Brisa Auto-Estradas de Portugal
fiannces in the XIV Constitutional Government from            S.A., since 2003.
October 1999to September 2000. As a result was deputy
goivernor of the European Investment Bank, European           Graduated in Law from the Faculty of Law of Coimbra
Bank for Reconstruction and Development and the Inter-        University in 1963.
American Development Bank. Portuguese representative
at the Economic and Financial Council of the European         Member of the District Council of Porto of the Ordem dos
Union.                                                        Advogados from 1978-1980 and from 1981-1983.

Isidro Fainé Casas, Member of the Board of Directors of       Member of the General Council of the Ordem dos
Brisa Auto-Estradas de Portugal S.A., since 2003.             Advogados from 1990- 1992.

Graduated in Business Administration from IESE, holds a       Director of Telles de Abreu, Lucena e Associados –
PhD in Economic Science, is a Fellow of the “Real             Sociedade de Advogados, member of the board of
Academia de Ciencias Económicas y Financieras” and            directors of Quinta dos Cónegos – Sociedade Imobiliária
“Real Acadèmia de Doctors”. Also holds an ISMP in             S.A. e Gestão da Imobiliária 1928, Limitada. Chairman of
Business Administration from Harvard University.              the General Assembly of Actaris Imobiliária, S.A.,
                                                              chairman of the General Assembly of Calves – Sociedade
Director of Investments at Banco Atlântico in 1964;           de Investimentos e de Gestão de Bens Mobiliários e
director of Banco de Asunción in Paraguay in 1969 and         Imobiliários, S.A..
human resources manager at Banca Riva Y Garcia in
1973; director-general at Banca Jover in 1974 and
Director-General at Banco Unión, S.A. in 1978.
 11    CORPORATE GOVERNANCE                                                                                      158




António Ressano Garcia Lamas, Member of the Board             João Vieira de Almeida, Member of the Board of
of Directors of Brisa Auto-Estradas de Portugal S.A., since   Directors of Brisa Auto-Estradas de Portugal S.A., since
2003.                                                         2003.


Graduated in Civil Engineering from Instituto Superior        Graduated in Law from Universidade Católica Portuguesa
Técnico (IST) in 1969.                                        in 1985, member of the Ordem dos Advogados
                                                              Portugueses and Ordem dos Advogados do Brazil.
MSc in Metallic Strcutures in 1974 and PhD in Structural      Member of the District Council Distrital and General of
Engineering in 1979 from Imperial College of Science and      the Ordem dos Advogados Portugueses
Technology, London University.
                                                              Member and chairman of the executive board of Vieira de
Recognised in Civil Engineering (Structures) by IST in        Almeida & Associados - Sociedade de Advogados; R:L.,
1984, where he is Visiting Professor.                         jointly responsible for M&A and Corporate Finance.


Researcher at ICIST - Instituto de Estruturas, Território e   Pedro Jorge Bordalo Silva, Member of the Board of
Construção and coordinator of IST post-graduate and           Directors of BRISA Auto-Estradas de Portugal, S.A., since
masters courses on Recovery and Maintenance of                September 2007.
Constructions and on Metallic and Mixed Structures.
                                                              Course in Production Management from Sheridan
Chairman of IPPC – Instituto Português do Património          Institute of Technology, Toronto, Canada in 1980.
Cultural from 1987- 1990, consultant of the Ministry of
the Environment and Natural Resources for the Urban           Director of the Lusomundo Group, including, amongst
Environment and representative of the Minister of the         others, Lusomundo Audiovisuais, Lusomundo Media and
Environment and Natural Resoures on the supervisory           Jornal de Notícias (1998-2002);
board of the EXPO´98 Urbanisation Plan from 1993-
1995. Chairman of Junta Autónoma de Estradas and JAE          Director of Cinveste, SGPS, S.A. (since 2002)
Construção S.A. from June 1998 to July 1999 and as of
this date to 30th August 2000, chairman of the board of
directors of Instituto das Estradas de Portugal, which
succeeded the JAE.
  159                                                                               . Annual Report
                                                                                                      2007




LIST OF QUALIFYING SHARES UNDER
THE TERMS OF ARTICLE 20 OF THE
CMVM



                                                              Nº Shares    % Capital            % Vote
José de Mello SGPS, S.A.
José de Mello Investimentos SGPS, S.A.                       94 655 688     15.78%              16.14%
Wblue                                                         3 024 078     0.50%               0.52%
Impegest                                                      8 552 368     1.43%               1.46%
Egadi                                                        15 009 362     2.50%               2.56%
Orla                                                         57 116 819     9.52%               9.74%
Vasco de Mello e Pedro Rocha e Melo                           1 085 121     0.18%               0.18%
Total                                                        179 443 436    29.91%              30.59%


Abertis Infraestruturas S.A.
Abertis Portugal, SGPS, S.A.                                 87 643 700     14.61%              14.94%
Isidro Fainé Casas                                              1 200       0.00%               0.00%
Total                                                        87 644 900     14.61%              14.94%


Babcock & Brown Limited
Hidroeléctrica de Dornelas, Lda                              60 000 000     10.00%              10.23%
Veryotherco - Consultoria e Serviços, S.A.                     54 225       0.01%               0.01%
Afonso Manuel Proença                                          12 500       0.00%               0.00%
Total                                                        60 066 725     10.01%              10.24%


Luis Augusto da Silva
Cinveste SGPS S.A.                                           25 407 626     4.23%               4.33%
Cinveste Finance                                              4 503 934     0.75%               0.77%
Pedro Bordalo Silva                                            26 000       0.00%               0.00%
Total                                                        29 937 560     4.99%               5.10%


Banco Privado Português
Kendall Develops S.L.                                        29 688 679     4.95%               5.06%
Clients BPP                                                   1 049 180     0.17%               0.18%
Total                                                        30 737 859     5.12%               5.24%


Peter Doherty
Capital Partners PTY LTD                                     20 165 497     3.36%               3.44%


Caixa de Aforros de Vigo, Ourense e Pontevedra (CAIXANOVA)   12 000 000     2.00%               2.05%
 11      CORPORATE GOVERNANCE                                                                                                            160




ACQUISITIONS /DIVESTITURE OF COMPANY INTEREST-BEARING SECURITIES HELD BY
MEMBERS OF THE GOVERNING BODIES DURING 2007
Article 447 number 5 of Código das Sociedades Comerciais and sub-paragraph c) of number 1 of Chapter IV of the Annex
of CMVM Regulation number 7/2001




Name                                                              Balance 31-12-06         Buy              Sell      balance 31-12-2007
Vasco de Mello                                                         584 352              -              9 Aug.            553 121
                                                                                                      23 798 - 10.30 €
                                                                                                          10 Aug.
                                                                                                      7 433 - 10.25 €
Pedro Rocha e Melo                                                     532 000              -                 -              532 000
Daniel Amaral                                                          538 700              -              5 Oct.            525 000
                                                                                                      13 700 – 9.20 €
João Azevedo Coutinho                                                  482 580              -                 -              482 580
João Bento                                                             467 190              -                 -              467 190
António Fernandes de Sousa                                              1 520               -                 -               1 520
António Nogueira Leite                                                    0                 -                 -                 0
Isidro Fainé                                                            1 200               -                 -               1 200
Luis Telles de Abreu                                                      0                 -                 -                 0
António Lamas                                                             0                 -                 -                 0
João Vieira de Almeida                                                    0                 -                 -                 0
Martin Rey                                                                0                 -                 -                 0
Pedro Bordalo Silva                                                       -                 -                 -              26 000
Pedro Infante de la Cerda Ribeiro da Cunha                                                  -                 -                  -
Tirso Olazábal Cavero                                                     -                 -                 -                  -
Francisco Xavier Alves




  LIST OF TRANSACTIONS OF OWN SHARES

                       Date         ISIN        Number        Market     Nature         Unitary       Total shares          Motive
                                 of Shares                              Price (€)    held after the
                                                                                      transaction
03-05-2007       PTBRI0AM0000     333 613    Stock Exchange    Buy        9.70        11 754 499      Strengthen portfolio of shares
07-05-2007       PTBRI0AM0000     25 000     Stock Exchange    Sell       9.75        11 729 499      Decrease portfolio of own shares
23-05-2007       PTBRI0AM0000     30 000     Stock Exchange    Sell       9.77        11 699 499      Decrease portfolio of own shares
27-06-2007       PTBRI0AM0000     106 250    Stock Exchange    Sell      10.00        11 593 249      Management Incentive Plan
17-08-2007       PTBRI0AM0000     301 000    Stock Exchange    Buy        9.42        11 894 249      Strengthen portfolio of own shares
20-08-2007       PTBRI0AM0000     43 317     Stock Exchange    Buy        9.49        11 937 386      Strengthen portfolio of own shares
21-08-2007       PTBRI0AM0000     25 000     Stock Exchange    Buy        9.40        11 962 386      Strengthen portfolio of own shares
31-08-2007       PTBRI0AM0000     150 000    Stock Exchange    Buy        9.38        12 112 386      Strengthen portfolio of own shares
11-09-2007       PTBRI0AM0000     320 000    Stock Exchange    Buy        9.14        12 432 386      Strengthen portfolio of own shares
12-09-2007       PTBRI0AM0000     277 355    Stock Exchange    Buy        9.21        12 709 741      Strengthen portfolio of own shares
13-09-2007       PTBRI0AM0000     382 387    Stock Exchange    Buy        9.08        13 092 128      Strengthen portfolio of own shares
17-09-2007       PTBRI0AM0000     149 844    Stock Exchange    Buy        9.07        13 241 972      Strengthen portfolio of own shares
25-09-2007       PTBRI0AM0000     200 000    Stock Exchange    Buy        8.98        13 441 972      Strengthen portfolio of own shares
 161                                                                                                . Annual Report
                                                                                                                      2007




2 – EXECUTIVE COMMITTEE                                       Executive Committee. In addition, the meetings of the
                                                              Board of Directors include as a rule a progress report on
Under the terms defined in the Statutes, the Board of         the company’s most relevant business matters.
Directors meets on a quarterly basis and the executive
management of the company is attributed to an Executive
Committee composed of 5 members.                              3 D) LIST OF INCOMPATIBILITIES
                                                              There is no list of incompatibilities applicable to the
3 A) DELIMITATION OF POWERS                                   members of the board of directors.
BETWEEN THE CHAIRMAN OF THE
BOARD OF DIRECTORS AND CHAIRMAN
OF THE EXECUTIVE COMMITTEE                                    3 E) NUMBER OF MEETINGS
                                                              The Board of Directors met eight times during 2007 with
In accordance with the governance model adopted at
                                                              an average participation of its members of approximately
BRISA, the Chairman of the Board of Directors is the
                                                              90% and the Executive Committee met fifty one times,
Chairman of the Executive Committee.
                                                              also with an average participation of 90%.


3 B) LIST OF ISSUES BARRED TO THE                             The Committe for Corporate Government                    and
EXECUTIVE COMMITTEE                                           Sustainability met five times during 2007.

The Executive Committee has been invested with the
                                                              The Audit and Risk Government Committee met three
broadest management powers, except for those which
                                                              times during 2007.
are, for legal or statutory reasons, reserved for the Board
of Directors. Under these terms, the following duties are
reserved for the Board of Directors:                          4 - REMUNERATION

 • Definition of the major strategic guidelines which the     The remuneration policy for members of the Board of
   Company’s management must observe                          Directors is established in the statement of the
 • Cooptation of directors                                    Remuneration Committee quoted on page 75.
 • Request for the calling of a General Assembly
 • Annual and Quarterly Reports and Financial                 Remuneration
   Statements                                                 (Remuneration policy)
 • Provision of surety bonds and personal or tangible         Executive directors:
   securities on the company’s behalf                         Fixed remuneration: 1 818 589 Euros
 • Change of head office and capital increases, under the     Variable remuneration: 1 290 000 Euros
   terms established in the Articles of Association           Defined benefits: 244 860 Euros
 • Mergers, demergers and transformation of the
   company                                                    Non-executive directors:
                                                              Fixed remuneration: 469 334 Euros
Any relevant business, even if it has been delegated to the
Executive Committee, may be submitted to the Board of         The abovementioned values represent the total amount
Directors, pursuant to deliberation of the Executive          paid during 2007. The directors of BRISA Auto-Estradas
Committee or its Chairman.                                    de Portugal, S.A. do not receive any retribution or any
                                                              other benefits for performing their roles they may have ay
                                                              other companies of the BRISA Group. Information on
3 C) INFORMATION TO THE MEMBERS                               individual remuneration of the members of the Board of
OF THE BOARD OF DIRECTORS                                     Directors is not disclosed (as recommended by the
                                                              CMVM), consistent with the company’s view of the
All members of the Board of Directors have unrestricted       board’s collective nature, in which all members are equally
access to issues discussed and decisions made by the          responsible for the conduct of the company’s business.
12            . Annual Report   2007




   Traffic
 Statistics
  163                                                                            . Annual Report
                                                                                                   2007



Main Concession
  A1. NORTH MOTORWAY
                                   Traffic (a)                  ADT                   Change
Subsection                   2006            2007      2006           2007     Traffic       TMDA

ALVERCA - V. F. XIRA NÓ 2    2.0                 1.8   77 706         72 087   -7.2%          -7.2%
V.F.XIRA NÓ 2 - V. F. XIRA   1.2                 1.1   81 787         76 289   -6.7%          -6.7%
V. F. XIRA - NÓ A1 / A10     1.3                 1.1   67 280         61 503   -8.6%          -8.6%
NÓ A1 / A10 - CARREGADO      0.2                 0.2   67 303         69 425   3.1%            3.2%
CARREGADO - A. CIMA          2.8                 2.8   48 535         49 782   2.6%            2.6%
A. CIMA - CARTAXO            1.6                 1.6   37 606         39 219   4.3%            4.3%
CARTAXO - SANTARÉM           1.1                 1.1   37 753         39 335   4.2%            4.2%
SANTARÉM - NÓ A1 / A15       0.2                 0.2   42 104         43 438   3.2%            3.2%
NÓ A1 / A15 - T. NOVAS       3.9                 4.0   39 649         40 841   3.0%            3.0%
T. NOVAS - FÁTIMA            2.1                 2.2   28 384         29 278   3.2%            3.2%
FÁTIMA - LEIRIA              1.6                 1.7   28 860         29 910   3.6%            3.6%
LEIRIA - POMBAL              2.7                 2.7   30 657         31 374   2.3%            2.3%
POMBAL - CONDEIXA            3.1                 3.3   30 951         32 451   4.8%            4.8%
CONDEIXA - COIMBRA S.        1.0                 1.0   35 791         37 128   3.7%            3.7%
COIMBRA S. - COIMBRA N.      1.0                 1.0   31 377         32 579   3.8%            3.8%
COIMBRA N. - MEALHADA        1.3                 1.4   30 868         32 052   3.8%            3.8%
MEALHADA - AVEIRO S.         2.6                 2.7   30 012         31 063   3.5%            3.5%
AVEIRO S. - ALBERGARIA       1.4                 1.5   26 444         27 331   3.4%            3.4%
ALBERGARIA - ESTARREJA       1.8                 1.9   47 747         50 343   5.4%            5.4%
ESTARREJA - FEIRA            1.6                 1.7   26 185         27 456   4.9%            4.9%
FEIRA - NÓ IC24              1.1                 1.2   30 771         32 990   7.2%            7.2%
NÓ IC24 - CARVALHOS          0.9                 1.0   33 710         35 672   5.8%            5.8%
A1                           36.4            37.3      35 879         36 762   2.5%            2.5%
(a) traffic in 108 veic.km




  A2. SOUTH MOTORWAY
                                   Traffic (a)                  ADT                   Change
Subsection                   2006            2007      2006           2007     Traffic       TMDA

FOGUETEIRO - COINA           1.6                 1.7   49 727         51 949   4.5%            4.5%
COINA - PALMELA              1.4                 1.5   33 831         35 205   4.1%            4.1%
PALMELA - NÓ DE SETÚBAL      0.3                 0.3   34 646         35 881   3.6%            3.6%
NÓ DE SETÚBAL- MARATECA      1.6                 1.6   25 160         25 967   3.2%            3.2%
MARATECA - NÓ DA A2          0.2                 0.2   22 864         23 669   3.5%            3.5%
NÓ DA A2 - ALCÁCER           1.6                 1.7   18 153         19 191   5.7%            5.7%
ALCÁCER-GRÂNDOLA N.          1.4                 1.4   16 386         17 301   5.6%            5.6%
GRÂNDOLA N.-GRÂNDOLA S.      0.7                 0.8   12 973         13 609   4.9%            4.9%
GRÂNDOLA S. - ALJUSTREL      1.2                 1.2   10 218         10 781   5.5%            5.5%
ALJUSTREL - CASTRO VERDE     1.0                 1.0   10 090         10 562   4.7%            4.7%
CASTRO VERDE - ALMODÔVAR 1   0.7                 0.7   11 149         11 690   4.9%            4.9%
ALMODÔVAR - S.B.MESSINES     1.4                 1.4   11 318         11 877   4.9%            4.9%
S.B.MESSINES - PADERNE       0.5                 0.5   11 119         11 681   5.1%            5.1%
A-2                          13.5            14.1      16 425         17 202   4.7%            4.7%
(a) traffic in 108 veic.km
 12       TRAFFIC STATISTICS                                                                              164




  A3. PORTO / VALENÇA MOTORWAY
                                        Traffic (a)                   ADT                     Change
Subsection                        2006            2007       2006            2007      Traffic     TMDA

MAIA - STº TIRSO                  2.3                 2.4   50 034          51 164     2.3%            2.3%
STº TIRSO - FAMALICÃO             0.9                 0.9   43 806          44 554     1.7%            1.7%
FAMALICÃO - CRUZ                  0.7                 0.7   22 057          22 665     2.8%            2.8%
CRUZ - BRAGA S.                   0.5                 0.5   18 880          19 337     2.4%            2.4%
BRAGA S. - CELEIRÓS               0.1                 0.1    8 254           8 239     -0.2%       -0.2%
BRAGA S. - BRAGA O.               0.6                 0.6    7 710           7 786     1.0%            1.0%
BRAGA O. - EN 201                 0.3                 0.3    8 586           8 801     2.5%            2.5%
EN 201 - P. DE LIMA S.            0.0                 0.0   11 293          11 691     3.5%            3.5%
P. LIMA S. - P. LIMA N.           0.6                 0.7    8 518           9 061     6.4%            6.4%
P. LIMA N. - EN 303               0.2                 0.3    8 265           8 808     6.6%            6.6%
EN 303 - VALENÇA                  0.1                 0.1   14 837          15 332     3.3%            3.3%
A-3                               6.4                 6.6   17 623          18 098     2.7%            2.7%
(a) traffic in 108 veic.km




  A4. PORTO / AMARANTE MOTORWAY
                                        Traffic (a)                   ADT                     Change
Subsection                        2006            2007       2006            2007      Traffic     TMDA

ERMESINDE - VALONGO               0.7                 0.6   44 077          41 370     -6.1%       -6.1%
VALONGO - CAMPO                   0.8                 0.7   42 836          39 100     -8.7%       -8.7%
CAMPO - BALTAR                    0.8                 0.7   34 880          31 086     -10.9%      -10.9%
BALTAR - PAREDES                  0.7                 0.6   30 875          26 884     -12.9%      -12.9%
PAREDES - GUILHUFE                0.3                 0.2   27 546          23 561     -14.5%      -14.5%
GUILHUFE - PENAFIEL               0.2                 0.2   26 835          23 066     -14.0%      -14.0%
PENAFIEL - IP9                    0.7                 0.6   23 927          20 628     -13.8%      -13.8%
IP9 - AMARANTE MD                 0.8                 0.8   15 402          15 879     3.1%            3.1%
A-4                               4.9                 4.5   27 767          25 387     -8.6%       -8.6%
(a) traffic in 108 veic.km




  A5. COSTA DO ESTORIL MOTORWAY
                                        Traffic (a)                   ADT                     Change
Subsection                        2006            2007       2006            2007      Traffic     TMDA

E. NACIONAL - OEIRAS              1.7                 1.7   129 743         1 29 730   0.0%            0.0%
OEIRAS - CARCAVELOS               1.0                 1.0   83 370          84 472     1.3%            1.3%
CARCAVELOS - ESTORIL              0.8                 0.8   55 190          56 226     1.9%            1.9%
ESTORIL - ALCABIDECHE             0.6                 0.6   36 383          37 066     1.9%            1.9%
A-5                               4.1                 4.2   72 392          73 101     1.0%            1.0%
(a) traffic in 108 veic.km
  165                                                                                                          . Annual Report
                                                                                                                                 2007




  A6. MARATECA / CAIA MOTORWAY
                                                                 Traffic (a)                  ADT                   Change
Subsection                                                 2006            2007      2006           2007     Traffic       TMDA

NÓ DA A2 - V. NOVAS                                        0.6                 0.7   9 120          9 435    3.5%            3.5%
V. NOVAS - MONTEMOR O.                                     0.6                 0.6   8 520          8 811    3.4%            3.4%
MONT. O. - MONT. E.                                        0.2                 0.2   7 833          8 101    3.4%            3.4%
MONT. ESTE - ÉVORA O.                                      0.4                 0.4   6 902          7 141    3.5%            3.5%
ÉVORA O. - ÉVORA E.                                        0.2                 0.2   3 334          3 436    3.0%            3.0%
ÉVORA E. - ESTREMOZ                                        0.4                 0.5   4 053          4 194    3.5%            3.5%
ESTREMOZ - BORBA                                           0.1                 0.1   3 103          3 196    3.0%            3.0%
BORBA - ELVAS                                              0.3                 0.3   3 152          3 231    2.5%            2.5%
A-6                                                        2.8                 2.9   5 520          5 703    3.3%            3.3%
(a) traffic in 108 veic.km




  A9. CREL - MOTORWAY
                                                                 Traffic (a)                  ADT                   Change
Subsection                                                 2006            2007      2006           2007     Traffic       TMDA

E. NACIONAL - QUELUZ                                       0.5                 0.5   39 530         40 646   2.8%            2.8%
QUELUZ - RAD. PONTINHA                                     0.9                 1.0   40 892         43 892   7.3%            7.3%
R. PONTINHA - R. ODIVELAS                                  0.7                 0.7   26 897         28 839   7.2%            7.2%
R. ODIVELAS - LOURES                                       0.3                 0.4   27 008         28 956   7.2%            7.2%
LOURES - ZAMBUJAL                                          0.3                 0.3   23 272         25 561   9.8%            9.8%
ZAMBUJAL - NÓ A9 / A10                                     0.5                 0.5   15 177         16 768   10.5%         10.5%
NÓ A9 / A10 - ALVERCA                                      0.2                 0.1   16 511         11 281   -31.7%        -31.7%
A-9                                                        3.3                 3.5   26 506         27 876   5.2%            5.2%
(a) traffic in 108 veic.km




  A10. BUCELAS / CARREGADO / IC3 MOTORWAY
                                                                 Traffic (a)                  ADT                   Change
Subsection                                                 2006            2007      2006           2007     Traffic       TMDA

NÓ A9 / A10 - ARRUDA                                       0.1                 0.3   3 962          11 278   184.7%        184.7%
ARRUDA - NÓ A1 / A10 (1)                                   0.0                 0.3    657           7 751
NÓ A1 / A10 - BENAVENTE(2)                                                     0.1                  5 793
BENAVENTE - NÓ A10 / A13                                   0.0                 0.0    445           1 470    230.1%        230.1%
A-10 Rede Homóloga                                         0.1                 0.3   2 142          6 203    189.6%        189.6%
A-10 Rede Total                                            0.1                 0.8                           594.6%

(a) traffic in 108 veic.km

(1) 2006 data refer of the last 14 last days of the year

(2)2007 data refer of the last 177 days of the year
 12       TRAFFIC STATISTICS                                                                                  166




  A12. SETÚBAL / MONTIJO MOTORWAY
                                               Traffic (a)                  ADT                   Change
Subsection                              2006             2007      2006           2007     Traffic     TMDA

P. NOVO - MONTIJO                        0.7                 0.7   20 292         20 445   0.8%            0.8%
NÓ DE SETÚBAL - P. NOVO                  0.7                 0.7   19 747         19 823   0.4%            0.4%
NÓ DE SETÚBAL- SETÚBAL                   0.6                 0.6   30 312         30 959   2.1%            2.1%
A-12                                     2.0                 2.0   22 233         22 462   1.0%            1.0%
(a) traffic in 108 veic.km




  A13. ALMEIRIM / MARATECA MOTORWAY
                                               Traffic (a)                  ADT                   Change
Subsection                              2006             2007      2006           2007     Traffic     TMDA

ALMEIRIM - SALVATERRA                    0.5                 0.5   4 833          4 939    2.2%            2.2%
SALVATERRA - NÓ A10 / A13                0.2                 0.2   4 630          4 846    4.7%            4.7%
NÓ A10 / A13 - STº ESTEVÃO               0.2                 0.2   4 492          5 394    20.1%       20.1%
STº ESTEVÃO - PEGÕES                     0.3                 0.4   4 707          5 393    14.6%       14.6%
PEGÕES - NÓ A2 / A6 / A13                0.2                 0.2   4 662          5 315    14.0%       14.0%
A-13 Rede Total                          1.4                 1.5   4 701          5 147    9.5%            9.5%
(a) traffic in 108 veic.km




  A14. FIGUEIRA DA FOZ / COIMBRA (NORTH) MOTORWAY
                                               Traffic (a)                  ADT                   Change
Subsection                              2006             2007      2006           2007     Traffic     TMDA

STª EULÁLIA - MONTEMOR                   0.1                 0.1   4 904          5 016    2.3%            2.3%
MONTEMOR - LIG. EN 335                   0.2                 0.2   5 201          5 342    2.7%            2.7%
LIG. EN 335 - ANÇÃ                       0.2                 0.2   5 379          5 538    3.0%            3.0%
ANÇÃ - COIMBRA NORTE                     0.1                 0.1   7 903          8 409    6.4%            6.4%
A-14                                     0.6                 0.6   5 655          5 857    3.6%            3.6%
(a) traffic in 108 veic.km




                                               Traffic (a)                  ADT                   Change
Brisa Network                           2006             2007      2006           2007     Traffic     TMDA

Like for like network                   75.4             77.4      21 002         21 551   2.6%            2.6%
Total network                           75.4             77.8                              3.2%
(a) traffic in 108 veic.km
  167                                                                                       . Annual Report
                                                                                                               2007



Atlântico Concession
  A8. LISBOA / LEIRIA MOTORWAY
                                                 Traffic (a)               ADT                   Change
Subsection                                 2006            2007   2006           2007     Traffic          TMDA

Loures - CREL                              0.2             0.26   44 319         47 145   6.4%             6.4%
CREL - Lousa                               1.5             1.57   52 129         55 392   6.3%             6.3%
Lousa - Malveira                           0.4             0.44   47 556         50 660   6.5%             6.5%
Malveira - Enxara                          0.8             0.82   26 764         28 752   7.4%             7.4%
Enxara - Torres Vedras Sul                 0.9             0.94   25 326         27 219   7.5%             7.5%
Torres Vedras Sul - Torres Vedras Norte    0.4             0.46   19 787         21 311   7.7%             7.7%
Torres Vedras Norte - Ramalhal             0.2             0.19   21 469         23 097   7.6%             7.6%
Ramalhal - Campelos                        0.5             0.59   15 397         17 025   10.6%            10.6%
Campelos - Bombarral                       0.4             0.48   14 937         16 494   10.4%            10.4%
Zona Industrial - Tornada (Pagante)        0.1             0.13   9 606          10 331   7.5%             7.5%
Tornada - Alfeizerão                       0.3             0.33   10 764         12 016   11.6%            11.6%
Alfeizerão - Valado de Frades              0.5             0.53   10 703         11 923   11.4%            11.4%
Valado de Frades - Pataias                 0.3             0.31   10 652         11 901   11.7%            11.7%
Pataias - Marinha Grande Sul               0.4             0.40   10 232         11 508   12.5%            12.5%
Marinha Grande Sul - Marinha Grande Este   0.2             0.20   9 478          10 330   9.0%             9.0%
Marinha Grande Este - Leiria Sul           0.1             0.12   8 087          7 776    -3.8%            -3.8%
A-8                                        7.2             7.76   18 930         20 488   8.2%             8.2%
(a) traffic in 108 veic.km


  A15. LISBOA / SANTARÉM MOTORWAY
                                                 Traffic (a)               ADT                   Change
Subsection                                 2006            2007   2006           2007     Traffic          TMDA

Arnoia - A dos Negros (Pagante)            0.1             0.07   4 266          4 546    6.6%             6.6%
A dos Negros - A dos Francos               0.2             0.18   5 330          5 637    5.8%             5.8%
A dos Francos - Rio Maior Oeste            0.1             0.10   4 335          4 585    5.8%             5.8%
Rio Maior Oeste - Rio Maior Este           0.1             0.05   4 149          4 482    8.0%             8.0%
Rio Maior Este - Malaqueijo                0.2             0.17   5 752          6 118    6.4%             6.4%
Malaqueijo - Nó A1 / A15                   0.2             0.24   5 759          6 107    6.0%             6.0%
A-15                                       0.8             0.81   5 177          5 497    6.2%             6.2%


                                                 Traffic (a)               ADT                   Change
                                           2006            2007   2006           2007     Traffic          TMDA

Total Atlântico Concession                 7.9             8.57   15 089         16 303   8.0%             8.0%
(a) traffic in 108 veic.km




Brisal Concession
  A17. LITORAL CENTRO MOTORWAY
                                                 Traffic (a)               ADT                   Change
Subsection                                 2006            2007   2006           2007     Traffic          TMDA

MARINHA GRANDE - LEIRIA NORTE                              0.10                  4 360    N/A              N/A
LEIRIA NORTE - MONTE REAL                                  0.05                  4 997    N/A              N/A
MONTE REAL - MONTE REDONDO                                 0.05                  4 737    N/A              N/A
MONTE REDONDO - GUIA                                       0.06                  4 525    N/A              N/A
GUIA - LOURIÇAL (IC8)                                      0.05                  4 263    N/A              N/A
A-17 Total Network                                         0.31                  4 528    N/A              N/A
(a) traffic in 108 veic.km




Northwest Parkway Concession
  NORTHWESTH PARKWAY
                                                                           ADT                   Change
                                                                  2006           2007               TMDA

PARKWAY                                                           11 329         12 483             10,2

				
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