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A
ABES
Brazilian Association of Sanitary and Environmental Engineering
Majority Shareholder
The shareholder who holds such a voting amount of shares that allows him to maintain share control of a company. It is the individual, or group of individuals, that has the actual administrative control of the company, as it has a sufficient number of common shares.
Minority Shareholder
The shareholder who does not hold a significant amount of common voting shares that allows him to maintain a controlling interest in a company.
Nominative Common Shares (ON)
Share that provides interest in the economic profit and loss accounts of a company It grants its holder the right to vote at a meeting. It does not give preferential rights to dividends.
Nominative Preferred Shares (PN)
The preferred share is a type of representative portion of a company’s share capital, without voting rights, and with priority in the distribution of dividends.
Shareholders’ Agreement
The shareholders’ agreement is a contract that aims at regulating the voting of the participants in the agreement, the purchase and sale of their shares, preferences to acquire them in addition to other objects.
AGE
Extraordinary General Meeting. It is the shareholders’ meeting, not mandatory, held in an extraordinary manner as specified in the Law and / or the Company’s Bylaws.
Fiduciary Agent
Representative of the debenture holders before the issuing company, the agent has the responsibility to protect the rights of investors.
AGR-GO
Agency for Regulation, Control and Inspection of Public Services of Goiás – AGR It is a state autarchy under a special regime, which has a public law personality and is under the jurisdiction of theOffice of Economy of Goiás State, with technical-functional, administrative and financial autonomy, with police power. The agency is responsible for regulating, controlling and inspecting intercity passenger transport by road, basic sanitation, water and mineral resources, piped natural gas, public-private partnerships, contracts or partnerships with organizations such as OS`s and OSCIP`s, and other services and privatized goods, those that belong to the State, but whose administration is delegated to third parties, such as sports gyms and bus terminals. It also inspects electricity through an agreement with ANEEL.
AGO
Ordinary General Meeting. It is the annual shareholders’ meeting and must be convened by the company’s management. It aims at verifying the results, discussing and voting on reports and electing the supervisory board of the management.
ANA
Created by law 9.984 of 2000, the National Water Agency (ANA) is the regulatory agency linked to the Ministry of the Environment (MMA) dedicated to enforcing the goals and guidelines of the Brazilian Water Law, law 9.433 dated 1997.
Notice to Shareholders
Publication used to disseminate the availability of documents related to the AGM, with publications in the DO (Federal Official Gazette of Brazil) and in major newspapers.
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B
B3
B3 – Brasil, Bolsa, Balcão, is the official stock exchange in Brazil, headquartered in the city of São Paulo and resulting from the merger between BM&F Bovespa and Cetip.
BACEN
Central Bank of Brazil Federal authority part of the National Financial System, being linked to the Ministry of Finance of Brazil. It was created on December 31, 1964 by Law No. 4.595.
BAR
Regulatory Asset Base.
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C
CA
Management Board
CAE
Statutory Audit Committee.
CF
Supervisory Board
Notice to the Market Publication used for the dissemination of: (i) acquisition or disposal of material interests; (ii) information not characterized as a material act or fact, but that is useful to shareholders or the market; and (iii) clarifications provided by the companies to the CVM or the stock exchange. It is not necessary to publish it in the DO (Federal Official Gazette of Brazil) or in a major newspaper.
Concession Contract
Concession contracts were signed prior to Law 11.445/2007, and whoever provided the service accumulated various duties such as planning, execution of works and definition of tariffs. In this situation, the granting authority had little or no participation in decisions on the form of service provision in its city. With the establishment of Law 11.445/2007, national guidelines and federal policy for basic sanitation were established. This new legislation brought significant changes to the provision of sanitation services, including the separation of planning, regulation and service provision functions.
Program Contract
The program contract is the instrument established by Law 11.445/2007, in which a federative entity transfers the performance of services to another. In the case of basic sanitation, in which services are commonly provided by state companies, the program contract is signed between the Municipality and the Company.
Covenants
Loan and financing contract items created to protect the creditor’s interest.
CVM
Securities and Exchange Commission of Brazil.
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D
Debentures
Credit security representing a loan that a company makes with third parties and that assures its holders the right against the issuer, established in the issuance deed.
They may or may not be converted into shares.
Gross Debt
It represents the sum of the debit balance of all debts contracted by the company.
Net Debt / EBITDA
Ratio that has the function of analyzing the capacity of a company to honor its indebtedness in relation to its cash generation.
Net Debt
It is the Gross Debt deducted from the company’s cash and cash equivalents.
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E
EBITDA
Acronym in English “Earnings before interest, taxes, depreciation and amortization”. In Portuguese, “Earnings before interest, taxes, depreciation and amortization” (also known as EBITDA). It is a widely used indicator to evaluate publicly traded companies. With it, it is possible to find out how much the company is generating with its operational activities, not including financial investments, loans and taxes.
ETA
Water Treatment Plant.
ETE
Sewage Treatment Plant.
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F
Material Fact
Material act or fact is any decision by the controlling shareholder, the general meeting or the management bodies, or any act or fact of a political-administrative, technical, business or economic-financial nature or related to its business that may significantly influence: (i) in the quotation of securities issued by the company; (ii) the decision of investors to buy, sell or maintain those securities; and (iii) the decision of investors to exercise any rights inherent to the condition of the holder of securities issued by the company. Art. 2 of ICVM358 provides an exemplary list of potentially relevant acts or facts.
FUNASA
National Health Foundation.
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G
Corporate governance
Corporate Governance is the system by which companies and other organizations are directed, monitored and encouraged, involving relationships between partners, the management board, the board of directors, supervisory and control bodies and other stakeholders.
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I
IA
Plot Ratio
IBAMA
Brazilian Institute of the Environment and Renewable Natural Resources.
IBGC
Brazilian Institute of Corporate Governance.
IBGE
Brazilian Institute of Geography and Statistics.
Ibovespa
Bovespa Index. The most important indicator of the average performance of stock prices traded on the São Paulo Stock Exchange.
IBRI
Brazilian Investor Relations Institute.
IGPM
General Market Price Index.
INPC
National Consumer Price Index.
IPCA
Broad Consumer Price Index.
IPC-FIPE
Consumer Price Index, calculated by the Economic Research Institute Foundation (FIPE).
IPO
Initial Public Offer is the first time that a company’s shares are sold to the general public on a Stock Exchange.
IRT
Tariff Readjustment Index
ISO
It stands for International Organization for Standardization.
ITR
Quarterly Information
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J
JCP
Interest on Equity.
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L
Law 11.445/2007
Law establishing national guidelines for basic sanitation and the federal basic sanitation policy.
Law 13.303/2016
Law that provides for the legal status of the public company, the mixed capital company and its subsidiaries, within the scope of the Federal Government, the States, the Federal District and the Municipalities.
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O
OPEX
Operational Expenditure
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P
PMSB
Municipal Basic Sanitation Plan.
PNQS
National Sanitation Quality Award.
PPI
Multiannual Investment Plan.
PPP
Public-Private Partnership.
PPR
Profit Sharing Program.
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S
SAA
Water Supply System.
SELIC
Special Settlement and Custody System.
SES
Sanitary Sewer System.
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T
SELIC rate
Interest rate equivalent to the reference rate of the Special Settlement and Custody System (Selic) for federal securities.
TCE-GO
Goiás State Court of Auditors.
Long Term Rate
Long Term Rate
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V
Billed Volume
Volume actually billed, considering the tariff structure that determines a minimum tariff of 5m³.
Measured Volume
Volume supplied and registered through meters, in a given cycle.
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W
WACC
Acronym for Weighted Average Capital Cost