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Dados Econ?mico-Financeiros - Demonstra??es Financeiras em Padr?es Internacionais
Dados Econ?mico-Financeiros - Demonstra??es Financeiras em Padr?es Internacionais
Dados Econ?mico-Financeiros - Demonstra??es Financeiras em Padr?es Internacionais
QUARTERLY
FINANCIAL
REPORT
Three-month period ended
June 30, 2015
M A N A G E M E N TS D I S C U S S I O N A N D A N A L I S Y S 2Q15
Dear Shareholders,
We are pleased to present to you this discussion and analysis of the financial condition and results of operations
of BM&FBOVESPA S.A. (BM&FBOVESPA or Company or us) for the quarter ended June 30, 2015 (2Q15).
OPERATING PERFORMANCE
Financial and Commodity Derivatives (BM&F Segment)
The average daily volume (ADV) traded on the BM&F segment reached 2.9 million contracts in 2Q15, an increase of 28.2%
over the same period of the previous year (2Q14). The highlights were the groups of Interest Rates in BRL contracts and Mini
Contracts, which increased 35.2% and 74.2%, respectively.
The growth of the Interest Rates in BRL contracts, which accounted for 55.9% of the total volume in 2Q15, affected both short
and long-term contracts, a reflection of the increased level of activity related to higher volatility at different points on the
interest rate curve. The increase in volume of the Mini Contracts group, which includes the FX rates (74.0%) and Stock-based
indices (26.0%), is primarily the result of the entry of new customers.
Average Daily Volume (thousands contracts)
Contracts
Interest Rates in BRL
FX Rates
Stock Indices
Interest Rates in USD
Commodities
Mini Contracts
OTC
TOTAL
2Q15
2Q14
1,622.2
465.7
98.5
252.1
8.9
444.2
11.5
2,903.2
1,200.0
472.7
115.3
204.1
8.9
255.1
8.6
2,264.5
2Q15/2Q14
(%)
35.2%
-1.5%
-14.5%
23.6%
0.1%
74.2%
34.9%
28.2%
1Q15
1,361.1
510.0
95.3
295.8
7.3
437.2
31.2
2,738.0
2Q15/1Q15
(%)
19.2%
-8.7%
3.4%
-14.8%
21.5%
1.6%
-63.0%
6.0%
The average revenue per contract (RPC) grew by 2.2% in comparison with 2Q14. The principal reason behind this increase was
1
the 28.2% depreciation of the Real against the US Dollar , which had a positive impact on the RPC of contracts denominated in
US Dollar, notably FX rates contracts, up by 37.4%, and Interest Rates in USD, up by 39.3%. On the other hand, the average RPC
of Interest Rates in BRL contracts declined by 11.0% during the period, as a result of a higher participation by short-term
contracts whose average RPC is lower than that of long-term contracts.
Revenue Per Contract (R$)
Contracts
Interest Rates in BRL
FX Rates
Stock Indices
Interest Rates in USD
Commodities
Mini Contracts
OTC
OVERALL AVERAGE
2Q15
1.057
3.572
2.258
1.811
2.337
0.192
3.468
1.448
2Q14
1.188
2.600
1.861
1.300
2.572
0.120
2.246
1.416
1Q15/1Q14
(%)
-11.0%
37.4%
21.3%
39.3%
-9.1%
60.2%
54.4%
2.2%
1Q15
1.185
3.121
2.120
1.678
2.551
0.149
2.836
1.489
2Q15/1Q15
(%)
-10.8%
14.5%
6.5%
7.9%
-8.4%
29.0%
22.3%
-2.7%
With regard to investor participation in the trading volume, foreigners continued to be the biggest presence, with a share of
37.5% in 2Q15, raising by 53.9% the average volume of contracts traded. Local institutional investors increased their share to
32.7% in 2Q15, showing growth of 41.5% of the average volume of contracts traded. On the other hand, financial institutions
reduced their share from 31.1% in 2Q14, to 21.8% in 2Q15, and experienced a drop of 8.9% in trading volume.
Takes into account the average variation of the closing PTAX rate at the end of Mar14, Apr14 and May14 (base for 2Q14) and Mar15,
Apr15 and May15 (base for 2Q15).
M A N A G E M E N TS D I S C U S S I O N A N D A N A L I S Y S 2Q15
Distribution of Average Daily Volume Traded by Investor Category (%)
2Q15
2Q14
7,118.3
6,868.0
250.3
185.1
65.2
6.6
7,124.9
6,738.4
6,471.6
266.7
189.5
77.3
1.3
6,739.7
2Q15/2Q14
(%)
5.6%
6.1%
-6.2%
-2.3%
-15.7%
398.0%
5.7%
1Q15
6,648.8
6,429.5
219.3
155.3
64.0
0.8
6,649.6
1Q15/4Q14
(%)
7.1%
6.8%
14.1%
19.2%
1.8%
747.6%
7.1%
The growth in the ADTV of the cash equity market reflects the higher level of market activity, which can be measured by the
3
4
turnover velocity which stood at 70.5% in 2Q15, versus 66.6% one year earlier. The average market capitalization remained
practically stable (-0.6%) at R$2.4 trillion in 2Q15.
Average market capitalization (R$ trillions) and Turnover velocity (%)
Trading margins in this segment rose from 5.299 basis points in 2Q14, to 5.309 basis points in 2Q15, remaining practically stable.
With regard to the trading volume per investor group, foreigners continue to be the most representative, accounting for 52.2%
of the total volume of the segment, in addition to having raised by 9.0% the trading value over 2Q14, demonstrating that they
were primarily responsible for the higher turnover velocity in the period. Local institutional investors, in turn, the second most
relevant group, with 27.4% of the total, showed a decline of 2.6% in trading value.
A forward transaction involves buying or selling a given quantity of shares, at a fixed price, for settlement within a given maturity period.
Turnover velocity is the result of dividing the annualized volume traded on the cash market during the period, by the average market
capitalization for the same period.
4
Market capitalization is the multiplication of the number of shares issued by listed companies, by their respective market prices.
3
M A N A G E M E N TS D I S C U S S I O N A N D A N A L I S Y S 2Q15
Distribution of average daily trading value by investor category (R$ billions)
This quarter was also marked by a sharp inflow of foreign investment in the equities market. This movement took place both
through the secondary market, in line with what had taken place in the previous quarter, and through public equity offerings,
since two transactions took place during this period (one initial public offering and one follow-on offering).
Net flow of foreign investments into the equities markets (R$ billions)
M A N A G E M E N TS D I S C U S S I O N A N D A N A L I S Y S 2Q15
Treasury Direct Platform
Expenses
Expenses amounted to R$198.0 million in 2Q15, an increase of 11.9% over 2Q14. The main highlights were:
Personnel and payroll-related charges. Amounted to R$103.2 million in 2Q15, an increase of 20.7% over the same period of
the previous year, primarily reflecting the impacts of the adoption, in 2015, of stock grant as the companys long-term
incentive plan. Expenses with the stock grant plan totaled R$22.1 million in 2Q15 and include: (i) recurring expenses of R$9.9
million referring to the principal amount, and R$9.3 million in payroll taxes provisions to be paid upon delivery of shares to
the beneficiaries; and (ii) non-recurring expenses of R$2.9 million related to the cancellation of the stock options plan, as
detailed in the Notice to the Market of February 4, 2015.
Data processing. amounted to R$30.8 million, an increase of 11.6% over 2Q14, primarily due to higher expenses with the
maintenance of the new Clearing BM&FBOVESPA, whose derivatives phase came on stream in Aug14, as well as the new
Data Center.
M A N A G E M E N TS D I S C U S S I O N A N D A N A L I S Y S 2Q15
Third-party services: Totaled R$9.9 million, up by 8.3% over 2Q14, due to the hiring of consulting services, in addition to
legal fees.
Taxes. Amounted to R$2.1 million, a drop of 68.9% over the same period of the previous year. As of Jan15, taxes on
dividends received from the CME Group are no longer recognized as expenses, reflecting the changes introduced by Law
12,973/14 (in 2Q14, taxes on dividends received from the CME Group amounted to R$5.3 million, and were treated, under
the previous regime, as an expense) Following these changes, the dividends received from the CME Group began to impact
the income tax and social contribution base of BM&FBOVESPA (see Income tax and social contribution item below).
Others. Amounted to R$15.4 million, up by 58.5% over 2Q14, due to higher energy costs and provisions.
Financial Result
The financial result was R$71.4 million in 2Q15, up by 20.4% over the same period of the previous year. Financial revenues rose
by 38.4%, to R$123.9 million, primarily reflecting the higher interest rates and the average cash during the period. This rise was
partially offset by growth of 73.9% in financial expenses arising from the appreciation of the US Dollar against the Brazilian Real
during this period, which affected the interest due on the debt issued abroad. Moreover, exchange rate variation affected other
asset and liability lines of the balance sheet and, consequently the companys financial revenue and expenses, but with no
material impact on the net financial result.
Net Income
Net income (attributed to the shareholders) of R$318.0 million rose by 27.2% over the same period of the previous year.
M A N A G E M E N TS D I S C U S S I O N A N D A N A L I S Y S 2Q15
Non-current liabilities, in turn, accounted for 18.5% of total liabilities and shareholders equity, and amounted to R$4,834.9
million, an increase of 10.3% over Dec14. The more relevant variations occurred in the items of (i) debt issued abroad, which
was affected by the depreciation of the Brazilian real against the US Dollar; and (ii) deferred income and social contribution
taxes on account of having constituted deferred tax arising from the fiscal amortization of the goodwill.
Shareholders equity stood at R$19,427.5 million at the close of 2Q15, a slight increase of 2.3% over the previous year, and
consists primarily of the capital reserve of R$14,279.8 million and capital stock of R$2,540.2 million.
OTHER HIGHLIGHTS
Central Counterparty Risk Risk Management
The transactions on the markets operated by BM&FBOVESPA are collateralized by margin deposits in cash, government and
corporate securities, bank sureties and shares, among others. As of June 30, 2015, guarantees deposited amounted to R$283.0
billion, an increase of 16.9% over Dec14. The growth of 17.3% of the volume deposited as margin guarantees with the
derivatives clearinghouse primarily reflect the increase in open positions in practically all groups of contracts. The increase of
16.7% in the equities, corporate debt securities clearinghouse was the result of the higher financial value of open interest
contracts.
Guarantees Deposited with the Clearinghouses
Clearing houses
Equities, corporate debt securities
Derivatives
Forex
Bonds
Total
(%)
16.7%
17.3%
13.0%
-46.8%
16.9%
The role of central counterparty performed by the BM&FBOVESPAs clearinghouses is coordinated by a specifically designated
Executive Board and monitored by the Risks and Finance Committee of the Board of Directors.
M A N A G E M E N TS D I S C U S S I O N A N D A N A L I S Y S 2Q15
iBalco platform developments: subsequent to the migration of the NDF registration in the past quarter, by Jun15, Swap
registration, with and without central counterparty, migrated to the new derivatives module of the iBalco platform. The
flexibility and calculation functionalities are the most significant advantages of this new platform. In the third quarter of 2015,
Flexible Options, with and without central counterparty, will also migrate to the new platform and benefit from these
advantages.
Enhancements to the price and incentive policies: in line with the announcements made in the second semester of 2014,
BM&FBOVESPA have implemented enhancements to the pricing and incentives policies of the following products and markets:
(i) in 1Q15, removal of discounts to DMA in the BM&F segment, removal of rebates in the securities lending service, issuers
annuity and analysis fees for tender offers and equity offerings (IPOs and follow-ons), options on equity index futures; (ii) in
2Q15, rebalancing of prices charged in Interest Rates in BRL contracts, adjustment in depository service prices, prices for Mini
futures contracts; and (iii) in 3Q15, new commercial policy for Market Data and changes to the OTC derivatives pricing policy
(the last one in late Aug15).
Inflation Futures Contracts: starting in Jun15, inflation contracts linked to price indexes (ndice Nacional de Preos ao
Consumidor Amplo IPCA and ndice Geral de Preos do Mercado IGPM), began to be traded with significant changes to their
characteristics, including the trading period, calculation methodology and tick size. These changes were made after a hearing
with market participants and aim to improve the liquidity of these products.
Market Makers: in order to improve the liquidity of listed products, BM&FBOVESPA has continued to expand market maker
programs. In the case of options on single stocks and indices, there are 19 programs in place, from which 5 were implemented
between Apr15 and Jul15. Recently, we introduced market maker programs for financial and commodity derivatives, which
currently have 4 programs.
Corporate Governance Program for State-Owned Companies: during Jun15, BM&FBOVESPA presented the proposed
framework and rules for an accreditation program related to the corporate governance practices of state-run companies listed
in our Exchange. The aim is to contribute to the process of investors regaining confidence in listed state-owned companies and,
as a consequence, to possibly increase their market value and facilitate the listing of new state-owned companies. These group
of companies represented 16.6% of average market cap in our market in the past 12 months. The proposed program is currently
being reviewed by market participants and other stakeholders (through a public hearing slated to be concluded by the end of
Sep15) and will be continuously followed by an Advisory Committee for Governance of State-Run Companies (Cmara
Consultiva de Mercado de Governana de Estatais).
Within the context of the 10 anniversary of the Corporate Sustainability Index (ISE), the Indicators Platform was launched to
offer statistics on the aggregate performance of the companies that have participated in the index selection process since its
creation in 2005.
INDEPENDENT AUDITORSHIRED
The company and its subsidiaries have retained the independent auditors Ernst & Young Auditores Independentes S.S. to
provide audit services on its financial statements.
The companys policy, and that of its subsidiaries, on retaining external auditing services is based on internationally accepted
principles that preserve the independence of service of this nature and consist of the following practices: (i) the auditor cannot
perform executive and managerial functions either within the Company, or its subsidiaries; (ii) the auditor cannot play an
operational role within the Company and its subsidiaries that might violate the efficacy of the audit service; and (iii) the auditor
must remain impartial avoiding the existence of conflicts of interest and loss of independence and the objectiveness of his
opinions and pronouncements about the financial statements.
M A N A G E M E N TS D I S C U S S I O N A N D A N A L I S Y S 2Q15
In 2Q15, no services were provided by the independent auditors and related parties other than those involving external
auditing.
Condomnio So Luiz
Av. Presidente Juscelino Kubitschek, 1830
Torre I - 8 Andar - Itaim Bibi
04543-900 - So Paulo - SP - Brasil
Tel: (5511) 2573-3000
ey.com.br
A free translation from Portuguese into English of Review Report on individual and consolidated quarterly
information prepared in Brazilian currency in accordance with accounting practices adopted in Brazil and in
accordance with International Financial Reporting Standards (IFRS), issued by the International Accounting
Standards Board (IASB)
Note
Assets
Current assets
Cash and cash equivalents
Financial investments
Trade accounts receivable
Other receivables
Taxes recoverable and prepaid
Prepaid expenses
4.a
4.b
5
6
19.d
Noncurrent assets
Long-term receivables
Financial investments
Judicial deposits
Other receivables
Prepaid expenses
Investments
Investments in associate
Investments in subsidiaries
Investment properties
4.b
14.g
6
7.a
7.a
7.b
BM&FBOVESPA
06/30/2015
12/31/2014 (*)
06/30/2015
Consolidated
12/31/2014 (*)
2,925,275
280,648
2,359,630
62,341
13,493
186,301
22,862
2,837,189
497,146
2,019,099
56,597
71,799
166,144
26,404
2,814,499
283,849
2,237,789
63,116
20,212
186,311
23,222
2,785,239
500,535
1,962,229
57,571
72,319
166,154
26,431
22,965,605
22,155,664
23,383,345
22,478,243
1,171,416
1,037,879
128,174
5,363
1,108,397
981,234
119,870
7,293
1,689,958
1,553,791
128,604
2,200
5,363
1,522,541
1,392,763
120,285
2,200
7,293
4,542,183
4,407,208
134,975
-
3,855,549
3,729,147
126,402
-
4,438,602
4,407,208
31,394
3,761,300
3,729,147
32,153
451,563
418,502
454,342
421,186
Intangible assets
Goodwill
Software and projects
16,800,443
16,064,309
736,134
16,773,216
16,064,309
708,907
16,800,443
16,064,309
736,134
16,773,216
16,064,309
708,907
25,890,880
24,992,853
26,197,844
25,263,482
Total assets
(*) Amounts related to deferred tax liabilities at December 31, 2014 are restated in the balance sheet net of deferred tax assets.
Note
Liabilities and equity
Current liabilities
Collateral for transactions
Earnings and rights on securities in custody
Suppliers
Salaries and social charges
Provision for taxes and contributions payable
Income tax and social contribution
Interest payable on debt issued abroad
Dividends and interest on equity payable
Other liabilities
17
10
11
12
13
Noncurrent liabilities
Debt issued abroad
Deferred income tax and social contribution
Provisions for tax, civil and labor contingencies
Obligation with post-retirement health care
benefits
Other liabilities
Equity
Capital and reserves attributable to shareholders
of BM&FBovespa
Capital
Capital reserve
Revaluation reserves
Income reserves
Treasury shares
Other comprehensive income
Proposed additional dividend
Retained earnings
Non-controlling interests
12
19
14
18.c
13
15
BM&FBOVESPA
06/30/2015
12/31/2014 (*)
06/30/2015
Consolidated
12/31/2014 (*)
1,643,674
1,295,480
48,186
34,700
107,943
24,937
3,924
55,805
1,654
71,045
1,635,426
1,321,935
46,289
66,146
71,808
24,116
47,368
1,687
56,077
1,935,384
1,295,480
48,186
34,836
108,414
25,880
6,018
55,805
1,654
359,111
1,891,833
1,321,935
46,289
66,241
72,273
25,413
2,129
47,368
1,687
308,498
4,829,132
4,377,918
4,834,942
4,383,246
1,892,694
2,752,197
108,532
1,619,123
2,584,525
97,661
1,892,694
2,752,197
114,342
1,619,123
2,584,525
102,989
29,988
45,721
28,371
48,238
29,988
45,721
28,371
48,238
19,418,074
18,979,509
19,427,518
18,988,403
2,540,239
14,279,844
20,481
990,770
(261,196)
1,473,758
374,178
19,418,074
-
2,540,239
15,220,354
20,774
990,770
(983,274)
1,004,705
185,941
18,979,509
-
2,540,239
14,279,844
20,481
990,770
(261,196)
1,473,758
374,178
19,418,074
9,444
2,540,239
15,220,354
20,774
990,770
(983,274)
1,004,705
185,941
18,979,509
8,894
25,890,880
24,992,853
26,197,844
25,263,482
(*) Amounts related to deferred tax liabilities at December 31, 2014 are restated in the balance sheet net of deferred tax assets.
Revenues
Expenses
General and administrative
Personnel and charges
Data processing
Depreciation and amortization
Third-party services
Maintenance in general
Communications
Promotion and publicity
Taxes
Board and committee members compensation
Sundry
Note
2nd quarter
20
544,764
BM&FBOVESPA
2015
2014
Accumulated
Accumulated
balance
2nd quarter (*)
balance (*)
1,055,772
455,946
936,266
(193,799)
(410,251)
(172,679)
(353,134)
21
(99,939)
(30,326)
(27,708)
(9,473)
(3,103)
(1,023)
(1,670)
(1,799)
(2,500)
(16,258)
(223,651)
(58,729)
(57,904)
(16,240)
(5,937)
(3,335)
(3,212)
(2,977)
(4,407)
(33,859)
(82,719)
(27,148)
(27,615)
(8,771)
(2,558)
(2,840)
(2,475)
(6,381)
(2,223)
(9,949)
(164,784)
(54,099)
(56,733)
(16,976)
(5,437)
(7,003)
(5,028)
(13,108)
(4,292)
(25,674)
Equity pickup
45,082
95,362
47,987
100,993
Financial result
Financial income
Financial expenses
22
70,429
122,649
(52,220)
131,559
230,326
(98,767)
58,816
88,759
(29,943)
106,372
167,171
(60,799)
466,476
872,442
390,070
790,497
(148,486)
(6,854)
(141,632)
(274,976)
(17,014)
(257,962)
(139,904)
(16,253)
(123,651)
(284,066)
(34,500)
(249,566)
317,990
597,466
250,166
506,431
317,990
597,466
250,077
506,219
Attributable to:
Shareholders of BM&FBOVESPA - Continuing operations
Shareholders of BM&FBOVESPA - Discontinued operations
317,990
-
597,466
-
250,166
(89)
506,431
(212)
19.c
(89)
(212)
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued
Operations (Note 24).
Revenues
Note
2nd quarter
20
544,634
2015
Accumulated
balance
1,075,077
Consolidated
2014
Accumulated
2nd quarter (*)
balance (*)
463,929
952,485
(198,017)
(419,438)
(176,957)
(361,690)
21
(103,203)
(30,774)
(28,104)
(9,900)
(3,302)
(1,046)
(1,714)
(2,056)
(2,500)
(15,418)
(230,042)
(59,627)
(58,697)
(17,035)
(6,349)
(3,378)
(3,345)
(3,558)
(4,407)
(33,000)
(85,526)
(27,582)
(28,017)
(9,143)
(2,757)
(2,876)
(2,502)
(6,601)
(2,223)
(9,730)
(170,461)
(54,966)
(57,537)
(17,598)
(5,845)
(7,078)
(5,130)
(13,605)
(4,292)
(25,178)
Equity pickup
40,344
87,232
45,037
95,208
Financial result
Financial income
Financial expenses
22
71,359
123,877
(52,518)
132,944
232,608
(99,664)
59,292
89,500
(30,208)
107,065
168,607
(61,542)
468,320
875,815
391,301
793,068
(150,052)
(8,420)
(141,632)
(277,799)
(19,837)
(257,962)
(140,928)
(17,277)
(123,651)
(286,251)
(36,685)
(249,566)
318,268
598,016
250,373
506,817
318,268
598,016
250,216
506,438
Attributable to:
Shareholders of BM&FBOVESPA - Continuing operations
Shareholders of BM&FBOVESPA - Discontinued operations
Non-controlling interests - Continuing operations
Non-controlling interests - Discontinued operations
317,990
278
-
597,466
550
-
250,166
(89)
207
(68)
506,431
(212)
386
(167)
0.177076
0.175748
0.332645
0.330151
Expenses
General and administrative
Personnel and charges
Data processing
Depreciation and amortization
Third-party services
Maintenance in general
Communications
Promotion and publicity
Taxes
Board and committee members compensation
Sundry
19.c
(157)
(379)
15.h
0.136228
0.135604
0.275160
0.274691
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued
Operations (Note 24).
Note
Net income for the period
Other comprehensive income (loss) to be reclassified to P&L for the
year in subsequent periods
Exchange rate variation on investment in foreign associate
Hedge of net foreign investment
Tax effect on hedge of net foreign investment
Cash flow hedge, net of taxes
Comprehensive income of foreign associate
Mark-to-market of available-for-sale financial assets, net of taxes
4
7
7
2nd quarter
2015
Accumulated
balance
BM&FBOVESPA
2014
Accumulated
2nd quarter
balance
317,990
597,466
250,077
506,219
(97,031)
469,053
(58,255)
(136,818)
(148,516)
64,505
(21,932)
(579)
8,848
643
631,594
(273,197)
92,887
4,401
12,726
642
(86,228)
37,026
(12,589)
(16)
3,553
(1)
(199,836)
85,741
(29,152)
(16)
6,444
1
220,959
1,066,519
191,822
369,401
Attributable to:
Shareholders of BM&FBOVESPA
220,959
220,959
1,066,519
1,066,519
191,822
191,822
369,401
369,401
Note
Net income for the period
Other comprehensive income (loss) to be reclassified to P&L for the
year in subsequent periods
Exchange rate variation on investment in foreign associate
Hedge of net foreign investment
Tax effect on hedge of net foreign investment
Cash flow hedge, net of taxes
Comprehensive income of foreign associate
Mark-to-market of available-for-sale financial assets, net of taxes
4
7
7
2nd quarter
2015
Accumulated
balance
2nd quarter
Consolidated
2014
Accumulated
balance
318,268
598,016
250,216
506,438
(97,031)
469,053
(58,255)
(136,818)
(148,516)
64,505
(21,932)
(579)
8,848
643
631,594
(273,197)
92,887
4,401
12,726
642
(86,228)
37,026
(12,589)
(16)
3,553
(1)
(199,836)
85,741
(29,152)
(16)
6,444
1
221,237
1,067,069
191,961
369,620
Attributable to:
Shareholders of BM&FBOVESPA
Non-controlling interests
221,237
220,959
278
1,067,069
1,066,519
550
191,961
191,822
139
369,620
369,401
219
Note
Balances at December 31, 2014
Exchange rate variation on foreign investment
Hedge of investment, net of taxes
Cash flow hedge, net of taxes
Comprehensive income of foreign associate
Mark-to-market of available-for-sale financial
assets, net of taxes
Revaluation
reserve
(Note 15.c)
Capital
reserve
Capital
Proposed
additional
dividend
Retained
earnings
Noncontrolling
interests
Total
Total
equity
2,540,239
15,220,354
20,774
3,453
987,317
1,004,705
185,941
18,979,509
8,894
18,988,403
631,594
(180,310)
4,401
12,726
642
631,594
(180,310)
4,401
12,726
642
631,594
(180,310)
4,401
12,726
642
469,053
469,053
469,053
(293)
293
(182,991)
15.b
18.a
(198)
1,094
896
15.b
(903,975)
903,975
(56,198)
(56,198)
(56,198)
137
137
19,724
19,724
(185,941)
(185,941)
18.a
137
18.a
19,724
Approval/payment of dividend
15.g
597,466
597,466
(223,581)
(223,581)
2,540,239
14,279,844
20,481
3,453
987,317
1,473,758
374,178
10
15.g
(261,196)
(185,941)
19,418,074
Share buyback
(182,991)
550
9,444
(182,991)
896
598,016
(223,581)
19,427,518
Note
Balances at December 31, 2013
Revaluation
reserve
(Note 15.c)
Capital
reserve
Capital
Proposed
additional
dividend
Retained
earnings
Total
Noncontrolling
interests
Total
equity
2,540,239
16,056,681
21,360
3,453
791,320
(955,026)
680,499
145,703
19,284,229
14,663
19,298,892
(199,836)
56,589
(16)
6,444
1
(199,836)
56,589
(16)
6,444
1
(199,836)
56,589
(16)
6,444
1
(136,818)
(136,818)
(136,818)
(84)
(84)
(293)
293
Share buyback
15.b
(695,177)
(695,177)
(695,177)
18.a
(3,162)
19,264
16,102
16,102
15.b
(859,793)
859,793
18.a
14,450
14,450
14,450
Approval/payment of dividend
15.g
(145,703)
(145,703)
(145,703)
506,219
506,219
219
506,438
(204,914)
(204,914)
(204,914)
11
15.g
2,540,239 15,208,176
21,067
3,453
791,320
(771,146)
543,681
301,598
18,638,388
14,798
18,653,186
BM&FBOVESPA
Accumulated
balance - 2014 (*)
Accumulated
balance - 2015
Consolidated
Accumulated
balance - 2014 (*)
597,466
506,219
598,016
506,438
57,904
(283)
257,962
(95,362)
19,861
60,850
9,077
394
6,668
56,733
(32)
212
249,566
(100,993)
14,450
44,831
5,950
(20)
(24)
58,697
(283)
257,962
(87,232)
443
19,861
60,850
9,077
394
6,668
57,537
(32)
379
249,566
(95,208)
(315)
14,450
44,831
5,950
36
(24)
(177,127)
(20,157)
(6,138)
58,306
5,472
(8,304)
1,897
(31,446)
821
3,924
36,135
12,451
1,794
1,617
391,546
(1,486)
(150)
(12,645)
(9,607)
(5,987)
(3,191)
(3,011)
(4,092)
888
8,922
3,490
1,465
(216,539)
(20,157)
(5,939)
52,107
5,139
(8,319)
1,897
(31,405)
467
3,889
36,141
48,096
2,276
1,617
450,952
(1,480)
(73)
(37,546)
(9,921)
(5,952)
(3,191)
(11,607)
(4,614)
116
860
(14,919)
3,915
1,465
793,782
Note
Cash flow from operating activities
Net income for the period
Adjustments:
Depreciation/amortization
Gain/loss on sale of property and equipment
Gain/loss on disposal of investment
Deferred income tax and social contribution
Equity pickup
Variation in non-controlling interests
Stock option and stock grant plan expenses
Interest expenses
Provision for tax, civil and labor contingencies
Allowance for doubtful accounts
Effect of exchange rate variation on cash flow hedge
8 and 9
19.a
7
18
1,143,034
793,723
1,151,613
7
9
291
(55,079)
53,048
(63,121)
662
(33,829)
111,453
(71,568)
553
(55,470)
53,048
(63,121)
705
(33,850)
109,116
(71,568)
(64,861)
6,718
(64,990)
4,403
896
(56,198)
(182,991)
(209)
(51,830)
(409,555)
16,102
(695,177)
(151)
(46,477)
(350,390)
896
(56,198)
(182,991)
(209)
(51,830)
(409,555)
16,102
(695,177)
(151)
(46,477)
(350,390)
(699,887)
(1,076,093)
(699,887)
(1,076,093)
29,034
73,659
28,846
79,923
18
15.b
111,997
36,774
115,386
41,687
141,031
110,433
144,232
121,610
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued Operations (Note 24).
12
Note
Accumulated
balance 2015
BM&FBOVESPA
Accumulated
balance - 2014 (*)
Accumulated
balance - 2015
Consolidated
Accumulated
balance - 2014 (*)
1,171,960
1,043,099
1,192,656
1,060,515
967,307
204,653
861,766
181,333
967,301
225,355
861,760
198,755
121,312
114,217
122,734
115,795
121,312
114,217
122,734
115,795
1,050,648
928,882
1,069,922
944,720
57,904
56,733
58,697
57,537
57,904
56,733
58,697
57,537
992,744
872,149
1,011,225
887,183
325,688
268,164
319,840
263,815
95,362
230,326
100,993
167,171
87,232
232,608
95,208
168,607
1,318,432
1,140,313
1,331,065
1,150,998
1,318,432
1,140,313
1,331,065
1,150,998
223,651
4,407
164,784
4,292
230,042
4,407
170,461
4,292
378,537
15,604
98,767
223,581
373,885
390,081
13,926
60,799
204,914
212
301,305
382,998
15,938
99,664
223,581
374,435
393,661
14,225
61,542
204,914
379
301,524
1 - Revenues
20
Equity pickup
Financial income
7
22
22
(a) Expenses (excludes personnel, board and committee members compensation, depreciation, taxes and charges).
(b) Includes: Taxes and charges, Contribution Taxes on Gross Revenue for Social Integration Program (PIS) and for Social Security
Financing (COFINS), Service Tax (ISS), and current and deferred income tax and social contribution (IRPJ and CSLL).
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued Operations (Note
24).
13
Operations
This quarterly information was approved by the Board of Directors of BM&FBOVESPA on August 13, 2015.
The quarterly information was prepared and is presented in accordance with accounting practices adopted in
Brazil. Additionally, the quarterly information contains the minimum disclosure requirements prescribed by CPC
21 (R1) - Interim Financial Reporting, as well as other information considered relevant. This information does not
include all requirements for annual financial statements and, therefore, should be read in conjunction with the
individual and consolidated financial statements prepared in accordance with International Financial Reporting
Standards (IFRS) and accounting practices adopted in Brazil, issued by the Brazilian Financial Accounting
Standards Board - FASB (CPC), and approved by the Brazilian Securities and Exchange Commission (CVM), for
the year ended December 31, 2014. Accordingly, this quarterly information at June 30, 2015 was not subject to
full reporting, by reason of redundancy in relation to information already presented in the annual financial
statements, and as provided for in the CVM/SNC/SEP Circular Letter No. 003/2011.
The preparation of quarterly information requires the use of critical accounting estimates and also the exercise of
judgment by management in the process of applying the accounting policies of BM&FBOVESPA. No changes
have been recorded in assumptions and judgments by BM&FBOVESPA management in using such estimates for
preparing this quarterly information, in relation to those applied in the financial statements at December 31, 2014,
as disclosed on February 10, 2015.
Deferred tax assets and liabilities related to income are presented net in the financial statements, in accordance
with the criteria set out in CPC 32/IAS 12. As a consequence, BM&FBOVESPA is restating the balances
disclosed in the financial statements as of December 31, 2014, as follows:
14
Balance
restated at
12/31/2014
Restatement
effects
Assets
Current assets
Noncurrent assets
Deferred income tax and social contribution
2,837,189
22,430,445
274,781
(274,781)
(274,781)
2,837,189
22,155,664
-
Total assets
25,267,634
-
(274,781)
24,992,853
1,635,426
4,652,699
2,859,307
(274,781)
(274,781)
1,635,426
4,377,918
2,584,526
Equity
18,979,509
18,979,509
25,267,634
-
(274,781)
24,992,853
(a)
The consolidated quarterly information includes the balances of BM&FBOVESPA and its subsidiaries, as well as
special purpose entities comprising investment funds, as follows:
Ownership %
Subsidiaries and controlled entities
Banco BM&FBOVESPA de Servios de Liquidao e Custdia S.A.
(Banco BM&FBOVESPA)
Bolsa Brasileira de Mercadorias (1)
Bolsa de Valores do Rio de Janeiro - BVRJ (BVRJ)
BM&F (USA) Inc.
BM&FBOVESPA (UK) Ltd.
06/30/2015
100.00
86.95
100.00
100.00
06/30/2014
100.00
53.56
86.95
100.00
100.00
15
The accounting practices and calculation methods used in the preparation of this quarterly information are the
same adopted in preparing the financial statements for the year ended December 31, 2014.
4
a.
BM&FBOVESPA
06/30/2015
12/31/2014
06/30/2015
Consolidated
12/31/2014
11,600
129,431
141,031
98
111,899
111,997
13,480
130,752
144,232
236
115,150
115,386
139,617
280,648
385,149
497,146
139,617
283,849
385,149
500,535
(1) Third-party funds restricted to full settlement of the exchange transaction (Exchange clearing).
Cash and cash equivalents are held with top-tier financial institutions in Brazil or abroad. Deposits in foreign
currency are substantially in US dollars.
16
b.
Financial investments
Breakdown of financial investments by category, nature and maturity is as follows:
BM&FBOVESPA
Description
No
maturity
Within 3
months
More
than 5
years
06/30/2015 12/31/2014
2,168,418
2,168,418
1,910,788
97,724
97,724
33,827
77
7,957
862,148
175,716
1,045,821
990,418
30,825
15
30,840
54,990
51
11,938
2,278,080
7,957
30,825
862,163
175,716
11,938
3,354,741
10,182
3,000,333
42,768
42,768
2,320,848
7,957
30,825
862,163
175,716
3,397,509
3,000,333
2,359,630
1,037,879
2,019,099
981,234
17
Consolidated
Description
No
maturity
Within 3
months
More than
5 years
06/30/2015 12/31/2014
90,930
90,930
100,244
99,227
99,227
35,085
1,908,709
9,493
83
1,918,285
1,676,620
37,175
1,066,009
221,777
1,324,961
1,147,885
34,093
193,751
227,844
320,419
51
11,941
202,098
1,945,884
43,586
1,259,843
221,777
11,941
3,673,188
10,185
3,290,489
3,352
40,762
30,998
75,112
62,869
101
71
172
1,278
303
37
340
356
42,768
42,768
3,352
101
41,136
31,035
42,768
118,392
64,503
244,866
1,949,236
43,687
1,300,979
252,812
3,791,580
3,354,992
2,237,789
1,553,791
1,962,229
1,392,763
Equity (5)
(1) Refers to investments in financial investment funds, whose portfolios mainly comprise investments in federal
government securities and repurchase agreements that have the CDI (Interbank Deposit Certificate rate) as their
profitability benchmark. The consolidated balances of investment funds are presented according to the nature and
maturity of the portfolio in proportion of the net assets invested.
The net assets of the main investment funds included in the consolidation of the quarterly information are: (i)
Bradesco FI Renda Fixa Letters R$1,467,527 (R$1,353,384 at December 31, 2014); (ii) BB Pau Brasil FI Renda
Fixa - R$424,168 (R$333,182 at December 31, 2014); (iii) HSBC FI Renda Fixa Longo Prazo Eucalipto
R$185,793 (R$123,976 at December 31, 2014).
(2) Issued by top-tier banks and backed by federal government securities.
18
(5) Refers to stocks of Bolsa de Comrcio de Santiago, Chile, acquired by BM&FBOVESPA in accordance to
the strategy to explore partnership opportunities with other exchanges.
The federal government securities are held in the custody of the Special System for Settlement and Custody
(SELIC), the investment fund shares are held in the custody of their respective administrators; and the shares are
in the custody of BM&FBOVESPAs Equity and Corporate Debt Clearinghouse.
There was no reclassification of financial instruments between categories in the period.
Derivative financial instruments
Derivative financial instruments comprise future interest rate contracts (DI1) stated at their market values. These
contracts are included in the exclusive fund portfolios and used to cover fixed interest rate exposures, swapping
fixed interest rate for floating interest rate (CDI). The net result between the derivative transactions and the
related financial instrument refers to the short position in future interest rate contracts, with market value negative
of R$52 (positive by R$4,927 at December 31, 2014). DI1 contracts have the same maturity dates as the fixed
interest rate contracts to which they relate.
Financial risk management policy
BM&FBOVESPAs policy for cash investments favors alternatives with very low risk, whose overall performance
is tied to the SELIC/CDI rate, to obtain highly liquid and with sovereign risk, resulting in a significant proportion
of federal government securities in its portfolio, purchased directly, via repurchase agreements backed by
government securities and also through exclusive and non-exclusive funds.
Sensitivity analysis
The table below presents the net exposure of all financial instruments (assets and liabilities) by market risk factors,
classified in accordance with their rates:
Risk factor
Floating interest rate
Fixed interest rate
Foreign exchange
Gold
Inflation
19
12/31/2014
Percentage
96.51%
1.82%
1.36%
0.30%
0.01%
100.00%
Floating-rate position
As a financial investment policy and considering the need for immediate liquidity with the least possible impact
from interest rate fluctuations, BM&FBOVESPA maintains its financial assets and liabilities substantially indexed
to floating interest rates.
The table below shows the possible impacts on profit or loss of a change of 25% and 50% on the probable
scenario for the CDI and SELIC rate, for the next three months:
Scenario
Financial investments
Index rates
Risk factor
CDI
CDI
6.91%
10.36%
13.82%
17.27%
20.72%
Scenario
Financial investments
Index rates
Risk factor
SELIC
SELIC
7.02%
10.52%
14.03%
17.54%
21.05%
(*) CDI/SELIC indexes were calculated based on future interest rates for the next three months.
Fixed-rate position
Part of BM&FBOVESPAs financial investments bears fixed interest rates. However, in terms of percentage, in
view of the amounts involved, the effects on the portfolio are not considered material.
Currency risk
This risk arises from the possibility of fluctuations in exchange rates in connection with the acquisition of inputs,
product sales and asset and liability financial instruments could have an impact on the related amounts in local
currency.
20
No maturity
Within 1
year
From 1 to
2 years
From 2
to 5
years
Above 5
years
1,295,480
106,174
105,884
317,942 1,955,649
21
06/30/2015
BM&FBOVESPA
12/31/2014
06/30/2015
Consolidated
12/31/2014
Fees
Annual fees
Vendors - Signal broadcasting
Trustee and custodial fees
Other receivables
16,462
903
12,462
25,477
9,692
10,487
2,684
11,433
27,251
9,049
16,462
903
12,462
25,477
10,467
10,487
2,684
11,433
27,251
10,023
Subtotal
64,996
60,904
65,771
61,878
(2,655)
(4,307)
(2,655)
(4,307)
Total
62,341
56,597
63,116
57,571
Description
The amounts presented above are primarily denominated in Brazilian reais and approximately 90% falls due
within 90 days. At June 30, 2015, the amounts overdue above 90 days totaled R$2,606 (R$4,281 at December 31,
2014) at BM&FBOVESPA.
Changes in allowance for doubtful accounts:
BM&FBOVESPA
and Consolidated
Balance at December 31, 2014
Additions
Reversals
Write-offs
Balance at June 30, 2015
22
4,307
676
(282)
(2,046)
2,655
Other receivables
BM&FBOVESPA
12/31/2014
06/30/2015
Consolidated
12/31/2014
1,215
3,812
8,359
107
61,635
3,677
3,812
2,566
109
230
3,812
8,367
6,009
1,794
61,635
259
3,812
2,566
2,127
1,920
13,493
71,799
20,212
72,319
Noncurrent
Brokers in court-ordered liquidation (1)
2,200
2,200
Total
2,200
2,200
Current
Dividends receivable - CME Group (Note 16)
Receivables - related parties (Note 16)
Properties held for sale
Advances to employees
FX transactions (Banco BM&FBOVESPA)
Other
Total
(1) Balance of accounts receivable from brokers in court-ordered liquidation, which considers the guarantee represented
by the equity certificates pledged by the debtor.
Investments
Companies
Subsidiaries
Banco BM&FBOVESPA de
Liquidao e Custdia S.A.
Bolsa de Valores do Rio de
Janeiro - BVRJ
BM&F (USA) Inc.
BM&FBOVESPA (UK) Ltd.
Associate
CME Group, Inc. (1)
Recoverable income tax paid
abroad (2)
Total
Adjusted
P&L
Investment
12/31/2014
Accumulated
equity pickup in
2015
Accumulated
equity pickup in
2014 (*)
Equity
Total shares
68,667
24,000
4,224
100
68,667
64,443
4,224
3,272
72,370
115
4,217
86.95
62,926
59,259
3,667
2,630
1,372
2,010
1,000
1,000
98
141
100
100
1,372
2,010
1,095
1,605
98
141
(149)
32
134,975
126,402
8,130
5,785
4,407,208
-
3,729,147
-
87,232
-
60,708
34,500
4,407,208
3,729,147
87,232
95,208
4,542,183
3,855,549
95,362
100,993
65,957,553
-
336,189
-
1,726,637
-
% Ownership
Investment
06/30/2015
5.1
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued
Operations (Note 24).
23
Description
Banco
BM&FBOVESPA
Bolsa de Valores
do Rio de
Janeiro - BVRJ
371,143
302,476
15,166
79,376
7,006
5,531
Assets
Liabilities
Revenues
BM&F
(USA) Inc.
1,372
551
BM&FBOVESPA
(UK) Ltd.
CME Group,
Inc.
2,431
420
937
228,547,134
162,589,581
5,158,693
Changes in investments:
Investments
Balances at December 31, 2014
Banco
BM&FBOVESPA
Subsidiaries
Bolsa de Valores
do Rio de Janeiro
BM&F (USA)
- BVRJ
Inc.
Associate
BM&FBOVESPA
(UK) Ltd.
CME Group,
Inc.
Total
64,443
59,259
1,095
1,605
3,729,147
3,855,549
4,224
3,667
98
141
87,232
95,362
179
264
631,151
631,594
12,726
12,726
Dividends Received
(53,048)
(53,048)
68,667
62,926
1,372
2,010
4,407,208
4,542,183
Equity pickup
(1) BM&FBOVESPA holds 5.1% interest in CME Group and recognizes the investment using the equity method in
accordance with CPC 18/IAS 28, because management understands that the strategic aspects of the relationship
between the two companies indicate the existence of significant influence of BM&FBOVESPA over CME Group.
At June 30, 2015, the fair value of the investment based on the market price of shares was R$4,901,942. Even market
value of the investment in CME Group exceeding the carrying amount as from 4 th quarter of 2014,
BM&FBOVESPA management maintained the impairment test as at November 30, 2014, given the appreciation of
the investment value compared to the carrying amount is a recent event. The result of the impairment test did not
indicate any impairment loss on the investment in CME Group. In the 2nd quarter of 2015, management reviewed
the internal and external indicators and concluded that the assumptions and sensitivity analyses considered in the
prior assessment remain adequate, not indicating the need for recording a provision for impairment.
(2) Refers to recoverable tax paid by the foreign associate, according to Law No. 9249/95 and Revenue Procedure No.
1520/14 of the Brazilian Internal Revenue Service (RFB). Law No. 12973 of May 13, 2014 amended taxation rules
governing the equity increase on profits earned abroad through subsidiaries and associates from January 1, 2015, and
in respect of offsetting taxes paid abroad. By virtue of Law No. 12973, which amended the criteria for taxation on
income provided by associates abroad, equity pickup is now calculated based on the associates income after taxes.
(3) In July 2010, BM&FBOVESPA issued debt securities abroad in US dollars to protect part of the foreign exchange
risk on the investment in CME Group (hedge of net investment) through the designation of a non-derivative financial
instrument (debt issuance abroad) as a hedge, as presented in Note 12. The table below shows the sensitivity effects
on comprehensive income arising from the exchange rate variation for the non-hedged portion of the investment in
CME Group:
24
Impact on equity
Decrease in exchange rate
Increase in exchange rate
-50%
-25%
25%
50%
Exchange rate
Exchange rate variation on investment in foreign
associate
Exchange variation on hedge of net foreign
investment
Tax effect on exchange variation on hedge of net
foreign investment
Net effect
1.5513
2.3270
3.8783
4.6539
(2,203,604)
(1,101,802)
1,101,802
2,203,604
949,396
474,698
(474,698)
(949,396)
(322,795)
(161,397)
161,397
322,795
(1,577,003)
(788,501)
788,501
1,577,003
b. Investment properties
This category comprises properties owned by subsidiary BVRJ - Bolsa de Valores do Rio de Janeiro for rent,
which are carried at cost and depreciated at the rate of 4% per year. There were no additions or write-offs for
the period, and depreciation totaled R$759 (R$759 at June 30, 2014). Rental income from these properties for
the six-month period ended June 30, 2015 amounted to R$5,530 (R$4,735 at June 30, 2014).
Changes
Balances at December31, 2014
Additions
Write-offs
Transfer
Reclassifications (Note 9)
Depreciation
Balances at June 30, 2015
At June 30, 2015
Cost
Accumulated depreciation
Net book balance
25
Buildings
Facilities
Other
BM&FBOVESPA
Construction in
progress
Total
244,650
115
(1,106)
57,724
(35)
(18,912)
282,436
15,764
2,232
(2,151)
7,219
(6,624)
16,440
44,688
50,893
(4,499)
20,459
(9,725)
101,816
47,238
10,290
(44,589)
13,370
26,309
27,415
887
(2,548)
(2,874)
(84)
22,796
38,747
958
(37,939)
1,766
418,502
65,375
(10,304)
(35)
(21,975)
451,563
405,543
(123,107)
282,436
48,220
(31,780)
16,440
335,026
(233,210)
101,816
51,331
(25,022)
26,309
63,386
(40,590)
22,796
1,766
1,766
905,272
(453,709)
451,563
Buildings
Facilities
Other
Construction in
progress
244,650
115
(1,107)
57,725
(35)
(18,911)
282,437
15,764
2,274
(2,192)
7,219
(6,624)
16,441
44,688
51,067
(4,671)
20,458
(9,725)
101,817
47,453
10,290
(44,589)
13,335
26,489
29,884
1,062
(2,596)
(2,874)
(84)
25,392
38,747
958
(37,939)
1,766
421,186
65,766
(10,566)
(35)
(22,009)
454,342
405,544
(123,107)
282,437
48,441
(32,000)
16,441
335,256
(233,439)
101,817
52,352
(25,863)
26,489
66,023
(40,631)
25,392
1,766
1,766
909,382
(455,040)
454,342
In the period, BM&FBOVESPA absorbed as part of the project development cost the amount of R$632 related to
the depreciation of equipment used in developing these projects.
BM&FBOVESPAs properties with a carrying amount of approximately R$94,518 were pledged as collateral in
lawsuits. BM&FBOVESPA is not allowed to assign these assets as collateral for other lawsuits or sell them.
The annual depreciation rates of assets classified under property and equipment at June 30, 2015 are the same ones
stated at December 31, 2014.
Intangible assets
Goodwill
The goodwill of R$16,064,309 is attributed to expected future profitability, supported by an economic and
financial valuation report of the investment. According to the guidelines of CPC 01/IAS 36, the goodwill
attributed to expected future profitability must be tested annually for impairment, or more frequently when there
are indicators that impairment may have occurred. Goodwill is recorded at cost value less accumulated
impairment losses. Impairment losses recognized on goodwill are not reversed.
The testing supported by the valuation report issued by independent experts did not indicate the need for
adjustments to the value of goodwill at December 31, 2014. In the 2nd quarter of 2015, the Administration
reviewed the external indicators and internal more recent, thus confirming that there is no need for adjustments to
the goodwill.
26
Total
Changes
Cost of software
development
internally
generated
Software internally
generated - projects
completed
Software
Total
127,608
61,617
(1,603)
187,622
514,251
1,603
(27,386)
488,468
67,048
5,108
35
(12,147)
60,044
708,907
66,725
35
(39,533)
736,134
187,622
187,622
610,959
(122,491)
488,468
333,909
(273,865)
60,044
1,132,490
(396,356)
736,134
The balance comprises costs for the acquisition of licenses and development of software and systems, with
amortization rates from 6.67% to 33% per year, and expenditures for the implementation and development in
progress of new systems and software.
In the period, BM&FBOVESPA absorbed as part of the project development cost the amount of R$2,972 related
to the amortization of software used in developing these projects.
10
These comprise dividends and interest on equity received from listed companies, which will be transferred to the
custody agents and by them to their clients, who are the owners of the listed companies shares.
11
06/30/2015
BM&FBOVESPA
12/31/2014
06/30/2015
Consolidated
12/31/2014
5,711
16,795
2,431
7,134
14,805
2,177
6,464
16,982
2,434
8,184
15,036
2,193
Total
24,937
24,116
25,880
25,413
Description
27
12
The breakdown of debt is unchanged in relation to the one disclosed in the financial statements at December 31,
2014.
The restated loan balance at June 30, 2015 amounts to R$1,948,499 (R$1,666,491 at December 31, 2014), which
includes the amount of R$55,805 (R$47,368 at December 31, 2014) referring to interest incurred until the
reporting date.
The fair value of the debt, calculated using market data, is R$2,036,017 at June 30, 2015 (R$1,737,987 at
December 31, 2014) (Source: Bloomberg).
13
Other liabilities
06/30/2015
BM&FBOVESPA
12/31/2014
06/30/2015
Consolidated
12/31/2014
Current
Deferred income - annual fees
Payables to related parties (Note 16)
Purchase of treasury shares payable
Custody agents
Amounts to be transferred - Direct Treasury
Advance received for the sale of property
Preferred shares payable
Demand deposits (1)
Repurchase agreements (2)
FX transactions (Banco BM&FBOVESPA)
Other
14,830
17,250
10,685
5,460
5,640
8,192
1,838
7,150
10, 150
15,763
5,455
5,361
8,192
1,838
9,318
14,830
17,067
10,685
5,460
5,640
8,192
1,838
138,441
142,848
6,007
8,103
10, 150
15,763
5,455
5,361
8,192
1,838
106,400
141,296
4,252
9,791
Total
71,045
56,077
359,111
308,498
Noncurrent
Payables to related parties (Note 16)
45,721
48,238
45,721
48,238
Total
45,721
48,238
45,721
48,238
(1) Refer to demand deposits held by corporations at Banco BM&FBOVESPA with the sole purpose of settlement of
clearing operations held within BM&FBOVESPA and the Special System for Settlement and Custody (SELIC)
pursuant to BACEN Circular Letter No. 3196 of July 21, 2005.
(2) Refer to open market funding made by Banco BM&FBOVESPA, comprising repurchase agreements maturing on July
1, 2015 (January 2, 2015 for 2014) and backed by Financial Treasury Bills (LFT) and National Treasury Bills (LTN).
28
14
Provisions for tax, civil and labor contingencies, contingent assets and liabilities and
judicial deposits
a. Contingent assets
BM&FBOVESPA has no contingent assets recognized in its balance sheet and, at present, no lawsuits which
are expected to give rise to significant future gains.
Labor claims mostly relate to claims filed by former employees of BM&FBOVESPA and employees of
outsourced service providers, on account of alleged noncompliance with labor legislation;
Civil proceedings mainly relate to aspects of civil liability of BM&FBOVESPA and its subsidiaries;
Tax proceedings mostly relate to PIS and COFINS levied on (i) BM&FBOVESPA revenues and (ii)
receipt of interest on equity.
c. Legal obligations
These are almost entirely proceedings in which BM&FBOVESPA seeks exemption from additional social
security contribution on payroll and payments to self-employed professionals.
d. Changes in balances
Changes in provisions for contingencies and legal obligations are detailed as follows:
BM&FBOVESPA
29
Civil
8,791
548
9,339
Labor
30,675
1,444
(417)
(313)
1,485
1,744
34,618
Legal
obligations
42,084
4,019
1,719
47,822
Tax
16,111
642
16,753
Total
97,661
5,463
(417)
(313)
1,485
4,653
108,532
Civil
14,051
1,027
15,078
Labor
30,743
1,444
(417)
(313)
1,485
1,747
34,689
Legal
obligations
42,084
4,019
1,719
47,822
Tax
16,111
642
16,753
Total
102,989
5,463
(417)
(313)
1,485
5,135
114,342
Considering the characteristics of the provisions, the timing of the cash disbursements, if any, cannot be
predicted.
e. Possible losses
The proceedings assessed as possible loss are so classified as a result of uncertainties surrounding their
outcome. They are legal or administrative proceedings for which case law has not yet been established or
which still depend on check and analysis of the facts, or even involve specific aspects that reduce the
likelihood of loss.
BM&FBOVESPA and its subsidiaries are parties to tax, civil and labor lawsuits involving risks of loss
classified by management as possible, based on the evaluation of their legal department and external legal
advisors, for which no provision has been recorded. These proceedings comprise mainly the following:
30
Labor claims mostly relate to claims filed by former employees of BM&FBOVESPA and employees of
outsourced service providers, on account of alleged noncompliance with labor legislation. At June 30,
2015, lawsuits classified as possible loss amount to R$43,867 Company (R$41,822 at December 31,
2014) and R$51,547 Consolidated (R$43,328 at December 31, 2014);
Civil proceedings mainly relate to aspects of civil liability damages. The amount involved in the civil
lawsuits classified as possible losses at June 30, 2015 totals R$166,847 in BM&FBOVESPA (R$134,264
at December 31, 2014) and R$351,406 in the Consolidated (R$354,533 at December 31, 2014);
Major part of the amount at June 30, 2015 and December 31, 2014 is related to three legal proceedings.
The first one refers to the possibility of BM&FBOVESPA being required to deliver its shares (surviving
company of the merger with BM&F S.A.), corresponding to the shares resulting from the conversion of
the membership certificates of a commodities broker in the former BM&F, or indemnify the
corresponding amount, if the cancellation of the certificates in the former BM&F is found to be illegal, as
alleged by a commodities broker in bankruptcy. The second administrative proceeding arises from the
possibility of BVRJ being required to indemnify an investor for alleged omission in an audit report,
brought before the Special Guarantee Fund Commission of BVRJ, of shares that allegedly resulted from
transactions carried out by the investor through a broker, which were not included in the custody account.
The third proceeding involves the possibility of BM&FBOVESPA being sentenced, jointly with BVRJ, to
indemnify the broker, which, for not meeting the requirements, was not authorized to exchange the
membership certificates of BVRJ which it alleged to own, with membership certificates of the then So
Paulo Stock Exchange, which, in turn, would entitle to issue of BM&FBOVESPA shares.
The total amount involved in the tax proceedings classified as possible loss at BM&FBOVESPA and on a
consolidated basis is R$732,864 (R$627,470 at December 31, 2014). The main tax proceedings of
BM&FBOVESPA and its subsidiaries refer to the following matters:
(i) classification of the former BM&F and Bovespa, in the period prior to the demutualization, as
taxpayers of the Contribution Tax on Gross Revenue for Social Security Financing (COFINS), which is
the subject matter of two declaratory judgment actions pleading the declaration that the plaintiffs have no
tax obligations owed to the federal tax authorities and seeking non-levy of COFINS on revenue arising
from the exercise of the activities for which they were established, the revenue of which does not fall
under the concept of billing. The amount involved in the aforementioned proceedings at June 30, 2015 is
R$57,764 (R$56,134 at December 31, 2014).
(ii) collection of Withholding Income Tax (IRRF) relating to the calendar year 2008, since the Brazilian
IRS understands that BM&FBOVESPA would be responsible for withholding and paying IRRF on the
supposed capital gain earned by non-resident investors in Bovespa Holding S.A., due to the merger of
shares of Bovespa Holding S.A. into BM&FBOVESPA. The amount involved in this administrative
proceeding at June 30, 2015 is R$188,276 (R$180,117 at December 31, 2014).
(iii) assumed levy of social security contributions on options granted in views of the BM&F S.A. Stock
Option Plan, taken on by BM&FBOVESPA and exercised by the beneficiaries of Plans, in 2007 and 2008,
as well as one-time fine due to the non-withholding at source of income tax allegedly due on those
options. The inquiries of the Brazilian IRS are based on the understanding that the stock options were
granted to employees in the nature of salary as they represent compensation for services rendered. In July
06, 2015, the BM&FBOVESPA took science of decision of CARF, already which has the force of res
judicata, which has dismissed voluntarily brought in the administrative process that discusses the selfinfringement that focused on the incidence of pension contributions, with consequent cancellation of selfinfringement. The self-infringement canceled was classified as chance of loss as possible, and had value
involved in June 30, 2015, of R$99,286 (R$94,828 as of December 31, 2014). The amounts involved in
these administrative proceeding, relating to fine for the non-withholding of income tax, at June 30, 2015
are R$52,878 (R$50,504 at December 31, 2014), assessed as remote loss.
(iv) assumed levy of social security contributions on options granted in views of the BM&F S.A. Stock
Option Plan, taken on by BM&FBOVESPA S.A., and of BM&FBOVESPA S.A. itself, exercised by the
beneficiaries of Plans in 2009 and 2010, as well as one-time fine due to the non-withholding at source of
income tax allegedly due on those options. The inquiries of the Brazilian IRS are based on the
understanding that the stock options were granted to employees in the nature of salary as they represent
compensation for services rendered. The amounts involved in these administrative proceedings at June 30,
2015 are: (i) R$129,834 (R$123,486 at December 31, 2014), relating to social security taxes allegedly
due, assessed as possible loss, and (ii) R$52,034 (R$49,490 at December 31, 2014), relating to one-time
fine for the non-withholding of income tax, assessed as remote loss.
(v) assumed levy of social security contributions on options granted in views of the BM&F S.A. Stock
Option Plan, taken on by BM&FBOVESPA S.A., and of BM&FBOVESPA S.A. itself, exercised by the
beneficiaries of Plans in 2011 and 2012, as well as one-time fine due to the non-withholding at source of
income tax allegedly due on those options. The inquiries of the Brazilian IRS are based on the
understanding that the stock options were granted to employees in the nature of salary as they represent
compensation for services rendered. The amounts involved in these administrative proceedings at June 30,
31
f. Remote losses
On November 29, 2010, BM&FBOVESPA was served a tax deficiency notice from the Brazilian IRS
challenging the amortization, for tax purposes in 2008 and 2009, of goodwill generated upon the merger of
Bovespa Holding S.A.s shares into BM&FBOVESPA in May 2008, in the amount of R$752,676 for IRPJ
and R$264,736 for CSLL, including for both cases a proportional fine of 75%, one-time fine of 50% and latepayment interest. In October 2011, the Brazilian IRS Judgment Office in So Paulo handed down a decision
on the challenge presented by BM&FBOVESPA, upholding, in substance, the tax deficiency notice. In
December 2013, the Administrative Board of Tax Appeals (CARF) handed down a decision denying the
voluntary appeal filed by BM&FBOVESPA, thus upholding the tax deficiency notice. On March 25, 2015,
CARF denied the motions for clarification filed by BM&FBOVESPA. Currently, BM&FBOVESPA awaits
the analysis of the special appeal filed. BM&FBOVESPA understands that the risk of loss associated with this
tax matter is remote and will continue to amortize the goodwill for tax purposes as provided for by prevailing
legislation.
On April 2, 2015, BM&FBOVESPA was served a tax deficiency notice from the Brazilian IRS challenging
the amortization, for tax purposes in 2010 and 2011, of goodwill generated upon the merger of Bovespa
Holding S.A.s shares into BM&FBOVESPA in May 2008, in the amount of R$1,454,980 for IRPJ and
R$523,793 for CSLL, including for both cases a proportional fine of 75% and late-payment interest.
BM&FBOVESPA was served this tax deficiency notice on April 2, 2015 and on April 30, 2015 filed the
administrative appeal. BM&FBOVESPA understands that the risk of loss associated with this tax matter is
remote and will continue to amortize the goodwill for tax purposes as provided for by prevailing legislation.
BM&FBOVESPA, as successor of the former BOVESPA, and subsidiary BVRJ figure as defendants in a
claim for property damages and pain and suffering filed by Naji Robert Nahas, Selecta Participaes e
Servios SC Ltda., and Cobrasol - Companhia Brasileira de leos e Derivados, on the grounds of alleged
losses in the stock market sustained in June 1989. The amount attributed to the cause by the plaintiffs is R$10
billion. In relation to property damages and pain and suffering claimed, the plaintiffs plead that
BM&FBOVESPA and BVRJ be sentenced in proportion to their responsibilities. A decision was handed
down whereby the claims by the plaintiffs were considered completely unfounded. This decision was
confirmed by the High Court of Justice of Rio de Janeiro State by means of a decision published on December
18, 2009. The plaintiffs filed special and extraordinary appeals, both of which were denied. Interlocutory
appeals were filed with the High Court of Justice and with the Federal Supreme Court of Brazil, and the
appeal was granted for appreciation by the High Court of Justice, so that the special appeal lodged by the
plaintiffs may be examined by a higher court. The special appeal was partially disclosed and was unanimously
denied in connection with this portion. The plaintiffs lodged motions for clarification against this decision,
which were unanimously denied, then they lodged motions for reconsideration which are currently awaiting
32
g. Judicial deposits
Description
Legal obligations
Tax
Civil
Labor
Total
06/30/2015
BM&FBOVESPA
12/31/2014
06/30/2015
Consolidated
12/31/2014
45,871
71,223
5,392
5,688
40,133
69,022
5,236
5,479
45,871
71,499
5,392
5,842
40,133
69,286
5,236
5,630
128,174
119,870
128,604
120,285
Out of the total judicial deposits, the following are highlighted: (i) R$52,123 (R$50,431 at December 31,
2014) relates to disputes over the classification of the exchanges as subject to payment of COFINS, which are
assessed as possible loss by BM&FBOVESPA, as described in letter e above; and (ii) R$12,631 (R$12,212
at December 31, 2014) refers to cases regarding PIS and COFINS on interest on equity received. Of the total
deposits relating to legal obligations, R$45,428 (R$39,693 at December 31, 2014) relates to the processes in
which BM&FBOVESPA claims non-levy of additional social security contribution on payroll and payments
to self-employed professionals, and challenges the legality of FAP (an index applied to calculate the
occupational accident insurance owed by employers).
Due to the existence of judicial deposits related to tax proceedings classified as possible losses, the total tax
contingencies and legal obligations are less than the total deposits related to tax claims.
33
15
Equity
a. Capital
At the meeting held on February 10, 2015, the Board of Directors approved the cancellation of 85,000,000
shares (Note 15 (b)) issued by BM&FBOVESPA, held in treasury, which were purchased under the share
buyback program. Due to such cancellation, the capital of BM&FBOVESPA of R$2,540,239 is now
represented by 1,815,000,000 registered common shares with voting rights and no par value, of which
1,791,261,906 common shares are outstanding at June 30, 2015 (1,808,178,556 common shares at December
31, 2014). At the Special Shareholders Meeting held on April 13, 2015, the shareholders resolved on
amendment of Companys Articles of Incorporation in order to reflect the new number of shares representing
the capital.
BM&FBOVESPA is authorized to increase its capital up to the limit of 2,500,000,000 common shares,
through a resolution of the Board of Directors, without any amendment to its Articles of Incorporation.
b. Treasury shares
Share Buyback Program
At a meeting held on December 11, 2014, the Board of Directors approved the Companys Share Buyback
Program, starting on January 1, 2015 and ending on December 31, 2015. The limit of shares to be repurchased
by BM&FBOVESPA is 60,000,000 common shares, representing 3.3% of the total shares outstanding. Until
June 30, 2015, BM&FBOVESPA acquired 17,020,400 shares, representing 28.4% of the total shares in the
share buyback program.
The shares acquired under the Share Buyback Program may be canceled or used to meet the exercise of
options to purchase shares by the beneficiaries of the Stock Option Plan, or transfer of shares to beneficiaries
of the Share Plan.
The changes in treasury shares for the period are as follows:
Number
Amount
91,821,444
983,274
6,786,300
(85,000,000)
63,762
(903,975)
13,607,744
143,061
10,234,100
(103,750)
119,229
(1,094)
23,738,094
261,196
34
11.003
278,210
c. Revaluation reserves
Revaluation reserves were established as a result of the revaluation of works of art in BM&FBOVESPA and
of the properties of the subsidiary BVRJ in 2007, based on independent experts appraisal reports.
d. Capital reserve
This refers substantially to amounts originated in the merger of Bovespa Holding shares in 2008, and other
corporate events allowed by the Brazilian Corporation Law, such as (i) capital increase through merger, (ii)
redemption, repayment or purchase of shares, and (iii) events associated with the stock option plan.
e. Income reserves
(i) Legal reserve
Legal reserve is annually set up with allocation of 5% of net income for the year, capped to 20% of capital.
The legal reserve aims at ensuring integrity of capital and may only be used to absorb losses and increase
capital. The legal reserve is not required to be set up considering that its amount plus the capital reserves
exceed 30% of the Company capital.
(ii) Statutory reserves
Represent funds and safeguard mechanisms required for the activities of BM&FBOVESPA, in order to ensure
the proper settlement and reimbursement of losses arising from the intermediation of transactions carried out
in its trading sessions and/or registered in any of its trading, registration, clearing and settlement systems, and
from custody services.
Pursuant to the Articles of Incorporation, the Board of Directors may, when the amount of the statutory
reserve is sufficient to meet the purposes for which it was originally established, propose that part of the
reserve be distributed to the shareholders of the Company.
35
Date
approved
Date of
payment
05/14/2015
05/29/2015
Gross per
share (R$)
Total gross
amount
0.124111
223,581
223,581
The management of BM&FBOVESPA did not set up an income reserve for the difference between the
amount recognized as equity pickup and the amount received as dividends arising from the interest held in the
associate CME Group (Note 7).
Consolidated
2014
Accumulated (*)
597,466
-
250,166
(89)
506,431
(212)
317,990
597,466
250,077
506,219
1,795,780,506
1,796,105,319
1,835,726,059
1,839,727,630
0.177076
0.332645
0.136228
0.275160
Consolidated
2014
Accumulated (*)
Basic
2nd quarter
Numerator
Net income from continuing operations
Net income from discontinued operations
317,990
-
Diluted
2nd quarter
2015
Accumulated
2015
Accumulated
Numerator
Net income from continuing operations
Net income from discontinued operations
317,990
-
597,466
-
250,166
(89)
506,431
(212)
317,990
597,466
250,077
506,219
1,809,348,404
1,809,677,095
1,844,166,794
1,842,868,848
0.175748
0.330151
0.135604
0.274691
Denominator
Weighted average number of outstanding shares
adjusted by effects of stock options plans
Diluted earnings per share (in R$)
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued
Operations (Note 24).
36
16
a.
12/31/2014
2nd quarter
2015
Accumulated
Income /
(expenses)
2014
Accumulated (*)
984
-
909
2,508
-
2,824
4
5,608
6
2,495
-
4,995
-
(63)
-
(402)
(556)
(153)
(418)
(120)
-
(743)
(939)
(361)
(609)
1
-
1
-
14
5
(57,501)
-
61,635
(48,245)
-
(291)
(617)
21
(563)
(1,299)
53
(211)
-
(436)
-
210
(5,287)
-
245
(9,904)
-
(1,668)
626
(2,854)
1,485
(1,894)
690
(4,028)
1,440
Associao BM&F
Accounts receivable
Accounts payable
Recovery of expenses
Expenses with courses
3
-
4
(239)
-
8
(323)
22
(381)
19
-
137
-
12
-
10
-
38
(63)
74
31
64
Description
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued
Operations (Note 24).
(1) Subsidiaries included in the consolidation process.
37
38
b.
Key management personnel include Members of the Board of Directors, Executive Officers, Internal Audit
Officer, Corporate Risk Officer, Officer of BM&FBOVESPA Bank and Human Resources Officer.
Management fees
Short-term benefits (salaries, profit sharing, etc.)
Remuneration based on Stock (1)
Consideration cancellation Stock Options and
labor charges and social welfare (Note 18)
2nd quarter
2015
Accumulated
2nd quarter
2014
Accumulated
7,775
9,036
14,660
17,677
7,756
3,385
14,367
6,622
3,668
33,048
(1) refers to expenditure cleared during the period relating to the remuneration based on actions, increased costs of
labor and social welfare, and stock options to key personnel of the Administration costs these recognized as criteria
described in Note 18.
17
Structure of guarantees
39
Clearing
BM&FBOVESPA
Equity and
Corporate Debt
Clearinghouse
(CBLC)
Foreign
Exchange
Clearinghouse
Asset
Clearinghouse
Government securities
Letters of guarantee
Shares
International securities (1)
Bank Deposit Certificates (CDBs)
Cash amounts deposited
Gold
Other
185,261,826
2,448,774
5,143,872
979,903
1,005,342
19,201
126,307
44,691,521
264,646
427,950
34,283,897
2,306,214
150,321
135,385
5,346,335
139,617
-
268,719
-
Total
194,985,225
82,259,934
5,485,952
268,719
12/31/2014
Clearing
BM&FBOVESPA
Equity and
Corporate Debt
Clearinghouse
(CBLC)
Foreign
Exchange
Clearinghouse
Assets
Clearinghouse
Government securities
Letters of guarantee
Shares
International securities (1)
Bank Deposit Certificates (CDBs)
Cash amounts deposited
Gold
Other
156,814,586
2,542,590
4,696,902
1,177,107
815,294
31,264
136,110
34,636,888
572,310
33,007,191
1,800,371
245,456
121,288
120,835
4,470,253
385,149
-
505,583
-
Total
166,213,853
70,504,339
4,855,402
505,583
(1) American and German government securities as well as ADRs (American Depositary Receipts).
Joint liability for paying the broker and clearing member that acted as intermediaries, as well as collaterals
deposited by such participants.
40
Breakdown
06/30/2015
12/31/2014
Government securities
Letters of guarantee
Bank Deposit Certificates (CDBs)
Cash amounts deposited
729,542
99,000
3,800
-
725,794
128,500
5,300
4
Amounts deposited
832,342
859,598
660,000
672,000
172,342
187,598
Fundo de Liquidao (Settlement Fund), comprising collaterals transferred by clearing members and
BM&FBOVESPA funds. By the close of business on August 15, 2014, the resources that represent
contributions by the clearing member to the Settlement Fund were automatically allocated to the Settlement
Fund at the opening of the BM&FBOVESPA Clearinghouse on August 18, 2014. The Settlement Fund is
broken down as follows:
Breakdown
06/30/2015
12/31/2014
Government securities
Letters of guarantee
841,388
23,000
776,632
34,000
Amounts deposited
864,388
810,632
336,000
336,000
344,000
344,000
192,388
122,632
Patrimnio Especial (Special equity), in the amount of R$53,811 (R$50,752 at December 31, 2014), in
compliance with the provisions of Article 5 of Law No. 10214 of March 27, 2001 and article 19 of BACEN
Circular No. 3057 of August 31, 2001.
Joint liability for paying the broker and clearing member that acted as intermediaries, as well as collaterals
deposited by such participants.
Fundo de Liquidao (Settlement Fund), composed of collaterals transferred by clearing members and
BM&FBOVESPA funds, intended to guarantee the proper settlement of transactions.
41
Breakdown
06/30/2015
12/31/2014
Government securities
679,346
665,380
Amounts deposited
679,346
665,380
283,100
283,100
280,400
280,400
113,146
104,580
Patrimnio Especial (Special equity), in the amount of R$57,525 (R$54,256 at December 31, 2014), in
compliance with the provisions of article 5 of Law No. 10214 of March 27, 2001 and article 19 of BACEN
Circular No. 3057 of August 31, 2001.
06/30/2015
12/31/2014
Government securities
Cash amounts deposited
295,868
200
306,762
200
Amounts deposited
296,068
306,962
103,650
103,650
104,650
104,650
88,768
97,662
Patrimnio Especial (Special equity), in the amount of R$53,901 (R$50,838 at December 31, 2014), in
compliance with the provisions of article 5 of Law No. 10214 of March 27, 2001 and article 19 of BACEN
Circular No. 3057 of August 31, 2001.
42
Fundo Operacional da Clearing de Ativos (Operacional Fund for the Clearinghouse of Assets), in the amount
of R$40,000 at June 30, 2015 and December 31, 2014, intended to hold funds from BM&FBOVESPA to
cover losses arising from participants operational or administrative failures.
Patrimnio Especial (Special equity), in the amount of R$37,892 (R$35,737 at December 31, 2014), in
compliance with the provisions of article 5 of Law No. 10214 of March 27, 2001 and article 19 of BACEN
Circular No. 3057 of August 31, 2001.
c. Guarantee funds
Bolsa de Valores do Rio de Janeiro (BVRJ) manages a Guarantee Fund, a special purpose entity without a legal
status. The maximum liability of these Guarantee Funds is limited to the sum of their net assets.
18
a.
Employee benefits
Stock options - long-term benefit
Pursuant to the Notice to the Market published on February 4, 2015, BM&FBOVESPA decided to offer to the
beneficiaries of the Companys Stock Options Plan (respectively Beneficiaries and Options) the following
choices: (i) remaining as holders of their Options, or (ii) cancelling their outstanding Options and receiving an
amount in cash with respect to those Options which had already vested (Vested Options), or receiving shares of
the Company, to be transferred on future dates, with respect to those Options which had not yet vested (Nonvested Options).
Nearly all of the beneficiaries opted for their share cancellation and the shares received with respect to the
cancellation of Non-vested Options were subject to the Stock Grant Plan approved by the Company in an
Extraordinary General Meeting on May 13, 2014.
BM&FBOVESPA believes that the resulting long-term incentive model will more effectively align the interests of
beneficiaries to those of BM&FBOVESPA and its shareholders in the long term, as well as retain key personnel.
The amounts paid in cash and granted in shares for cancellation of the Options, as defined in CPC 10 (R1)
approved by CVM Rule No. 650/10, were calculated based on the fair value (Fair Value) of the Options on
January 5, 2015, and the results of these calculations were reviewed and validated by specialized external
consultants.
43
Programs
2008
2009
2010
2011
2012
2013
2011
additional
2012
additional
2013
additional
Total
# of
Converted vested options
outstanding Fair value
options
(R$)
Total fair
# of options
(Dec/14)
value (R$)
178,412
4.48
173,412
776,886
621,780
3.72
581,780
2,164,222
7,183,875
1.94
6,498,875
12,607,818
6,484,900
3.37
3,971,275
13,383,197
7,728,386
3.45
3,391,618
11,701,082
9,755,809
4.09
2,414,578
9,875,624
2,113,241
1,936,513
2,971,880
38,974,796
4.90
1,025,300
5,023,970
Converted non-vested
options
# of options
# of shares
2,257,375
4,228,018
7,243,731
825,138
1,582,170
3,213,606
1,025,280
544,906
4.34
1,919,785
903,694
4.87
2,971,880
1,569,771
19,646,069
8,639,285
18,056,838
55,532,798
This does not include 1,259,389 options granted in the past to employees who have been recently terminated by
BM&FBOVESPA, which had term conditions and, therefore, fair values different from those described above. Out of
these, 837,389 options were cancelled, resulting in payment in cash of R$665 while 422,000 options were not
converted, since there was no program enrollment by the terminated employees.
12.5 thousand options were not converted, since there was no enrollment by the beneficiaries.
The shares granted in exchange for the cancelled Non-vested Options will be subject to the same rules in cases of
dismissal, disablement, death or retirement. Furthermore, these shares will have dates for transfer that are the
same as the vesting periods established for each Option program and will be transferred to the Beneficiaries in
January each year: 3,139,275 in 2016; 3,192,082 in 2017; 1,523,046 in 2018; and 784,882 in 2019.
The guidelines and conditions for the cancellation of options, as well as the cash and equity settlement, were
approved by the Board of Directors of BM&FBOVESPA at a meeting held on December 24, 2014, and all of the
actions required for its implementation were approved by the Compensation Committee of the Board of Directors
at a meeting held on February 4, 2015.
BM&FBOVESPA recognized expenses related to grants of the Option Plan in the amount of R$137 for the sixmonth period (R$14,450 at June 30, 2014) and in the amount of R$69 for the quarter (R$7,591 in 2014), matched
against capital reserves in equity.
44
Plan
Program 2008
Program 2009
Program 2010
Program 2011
Program 2012
Program 2013
Board of Directors grant 2013
Additional Program 2011
Additional Program 2012
Additional Program 2013
Total Programs
Nonvested
Outstanding
Vested
options
contracts at
optionsconverted
12/31/2014 cash settled into shares
178,412
621,780
7,183,875
6,484,900
7,728,386
9,755,809
297,000
2,113,241
1,936,513
2,971,880
39,271,796
173,412
581,780
6,861,875
4,190,025
3,485,368
2,497,078
1,087,961
16,728
-
Nonconverted
options
Exercised
Fair value of
in the
Lapsed in
options on
period
the period Outstanding grant date
ended
ended
contracts at
(R$ per
06/30/2015 06/30/2015 06/30/2015
share)
2,257,375
4,228,018
7,243,731
1,025,280
1,919,785
2,971,880
5,000
40,000
322,000
37,500
15,000
15,000
297,000
-
(40,000)
(33,750)
(15,000)
(15,000)
-
(322,000)
-
5,000
3,750
297,000
-
18,894,227 19,646,069
731,500
(103,750)
(322,000)
305,750
896
(1,094)
16,102
(19,264)
(198)
(3,162)
Pricing model
Stock Options
Major assumptions considered in pricing options are as follows:
a) options were evaluated considering the market parameters in force on every grant date of different Stock Option
Programs;
b) to estimate the risk-free interest rate, the future interest contracts negotiated for the maximum exercise period of
each option were considered; and
c) the maximum exercise period of options granted in each Stock Option Program was considered to be the
maturity term.
The other usual assumptions in connection with pricing models for options were considered, such as lack of
arbitrage opportunities and constant volatility over time.
45
3.71
2.93
4.50
2.79
5.55
3.43
2.98
4.19
6.98
4.33
46
Program
Stock Grant Converted Options
Total
47
Grant date
Grace
Period
01/05/2015
01/05/2015
01/05/2015
01/02/2016
01/02/2017
01/02/2018
01/05/2015
01/05/2015
01/05/2015
01/05/2015
01/02/2015
01/02/2015
01/02/2015
01/02/2015
01/02/2015
01/02/2015
01/02/2015
01/02/2015
01/02/2016
01/02/2017
01/02/2018
01/02/2019
01/04/2016
01/02/2017
01/02/2018
01/02/2019
01/04/2016
01/02/2017
01/02/2018
04/30/2017
Canceled in
the period
ended
06/30/2015
Shares
outstanding
contracts at
06/30/2015
Fair value of
shares on
the grant
date (R$
per share)
2,687,425
1,862,287
1,071,202
(67,357)
(49,079)
(26,622)
2,620,068
1,813,208
1,044,580
9.22
9.22
9.22
5,620,914
(143,058)
5,477,856
451,850
1,329,795
451,844
784,882
(2,743)
-
451,850
1,327,052
451,844
784,882
3,018,371
(2,743)
3,015,628
930,290
930,278
930,272
930,265
(3,158)
(3,158)
(3,158)
(3,158)
927,132
927,120
927,114
927,107
3,721,105
(12,632)
3,708,473
384,968
384,968
384,954
384,968
384,968
384,954
1,154,890
1,154,890
172,700
172,700
172,700
172,700
13,687,980
(158,433)
13,529,547
Number of
shares
9.22
9.22
9.22
9.22
9.50
9.50
9.50
9.50
9.50
9.50
9.50
9.50
Dilution percentage
06/30/2015
BM&FBOVESPA
Grant date
TOTAL
12/19/2008 03/01/2009 01/03/2011 01/02/2012 01/02/2012 01/02/2013 01/02/2013 01/02/2014 01/02/2014 01/02/2014 01/02/2015 01/02/2015 01/02/2015
5,000
Outstanding shares
Total
5,000
3,750
305,750
806,860
542,163
1,537,256
903,694
3,133,740
1,569,771
297,000
-
3,708,473
1,154,890
172,700
13,529,547
810,610
542,163
1,537,256
903,694
3,133,740
1,569,771
297,000
3,708,473
1,154,890
172,700
Shares in circulation
13,835,297
1,791,261,906
Dilution percentage
0.00%
0.00%
0.00%
0.05%
0.03%
0.09%
0.05%
0.17%
0.09%
0.02%
0.21%
0.06%
0.01%
0.78%
12/31/2014
BM&FBOVESPA
12/19/2008
3/1/2009
178,412
621,780
1/3/2011
1/2/2012
1/2/2012
1/2/2013
1/2/2013
TOTAL
1/2/2014
1/2/2014
1/2/2014
Grant date
Outstanding stock options
7,183,875
6,484,900
2,113,241
7,728,386
1,936,513
9,755,809
2,971,880
297,000
Shares in circulation
Dilution percentage
39,271,796
1,808,178,556
0.01%
0.03%
0.40%
0.37%
0.12%
0.43%
0.11%
0.54%
0.16%
0.02%
Pricing models
Stock Grant
For options granted under the Stock Option Plan, the fair value corresponds to the option closing price on the
grant date.
b.
The pension plan Fundo de Penso Multipatrocinado das Instituies do Mercado Financeiro e de Capitais
(Mercaprev) is structured as a defined contribution (DC) plan and is sponsored by BM&FBOVESPA among
other entities, with voluntary participation open to all employees.
c.
BM&FBOVESPA maintains a post-retirement health care plan for a group of employees and former employees.
At June 30, 2015, the actuarial liabilities related to this plan amounted to R$29,988 (R$28,371 at December 31,
2014), calculated using the following assumptions:
Discount rate
Economic inflation
Medical inflation
Mortality table
48
2014
6.2% p.a.
5.0% p.a.
3.0% p.a.
AT-2000
2013
6.5% p.a.
4.5% p.a.
3.0% p.a.
AT-2000
2.18%
20 years
20 years
The sensitivity of the actuarial liability at December 31, 2014 to the changes in key assumptions is as follows:
0.5% increase
Discount rate
Medical inflation
(1,803)
2,053
0.5% decrease
1,999
(1,832)
19
a.
1,202
(1,181)
06/30/2015
BM&FBOVESPA
and Consolidated
12/31/2014 (*)
22,807
30,581
278,640
48,091
20,360
29,107
185,753
39,561
(3,124,975)
(2,267)
(330)
(4,744)
(2,849,923)
(9,383)
(2,752,197)
(2,584,525)
(*) Amounts related to deferred tax liabilities at December 31, 2014 are restated in the balance sheet net of deferred tax
assets.
(1) Deferred income tax and social contribution liabilities arising from temporary differences between the tax base of
goodwill and its carrying amount on the balance sheet, considering that goodwill is still amortized for tax purposes, but
is no longer amortized for accounting purposes as from January 1, 2009, resulting in a tax base smaller than the
carrying amount of goodwill. This temporary difference may result in amounts becoming taxable in future periods,
when the carrying amount of the asset will be reduced or settled, this requiring the recognition of a deferred tax
liability.
49
12/31/2014 (*)
Debt (credit) in
the income
statement
Debt (credit) in
comprehensive
income
06/30/2015
20,360
29,107
185,753
39,561
2,447
1,474
8,530
92,887
-
22,807
30,581
278,640
48,091
(2,849,923)
-
(275,052)
-
(9,383)
4,639
(2,267)
(330)
-
(3,124,975)
(2,267)
(330)
(4,744)
(2,584,525)
(257,962)
90,290
(2,752,197)
(*) Amounts related to deferred tax liabilities at December 31, 2014 are restated in the balance sheet net of
deferred tax assets.
b.
Deferred income tax and social contribution assets arising from temporary differences are recorded in the books
taking into consideration their probable realization, based on projections of future results prepared based on
internal assumptions and future economic scenarios that may, accordingly, not materialize as expected.
Deferred tax assets (including tax loss carryforwards of R$30,581) are expected to be realized in the amount of
R$8,610 within one year and R$371,509 after one year and realization of deferred tax liabilities is expected to
occur after one year. At June 30, 2015, the present value of the deferred tax assets, considering their expected
realization, is R$224,684.
Since the income tax and social contribution base arises not only from the profit that may be generated, but also
from the existence of nontaxable income, nondeductible expenses, tax incentives and other variables, there is no
immediate correlation between BM&FBOVESPA net income and the income subject to income tax and social
contribution. Therefore, the expected use of tax assets should not be considered as the only indicator of future
income of BM&FBOVESPA.
The balance of goodwill that is deductible for income tax and social contribution purposes amounts to
R$3,965,956 at June 30, 2015 (R$4,774,932 at December 31, 2014).
The realization of the deferred tax liabilities will occur as the difference between the tax base of goodwill and its
carrying amount is reversed, that is, when the carrying amount of the asset is either reduced or settled.
50
c.
Reconciliation of the income tax and social contribution amounts recorded in P&L (Company and consolidated)
and their respective amounts at statutory rates are as under:
2nd quarter
2015
Accumulated
BM&FBOVESPA
2014
Accumulated (*)
466,476
466,476
872,442
872,442
390,070
(89)
389,981
790,497
(212)
790,285
(158,602)
(296,630)
(132,594)
(268,697)
Additions:
Stock option plan
Nondeductible expenses - permanent
Income abroad
(5,212)
(24)
3,763
(8,951)
(10,769)
(47)
7,314
(18,036)
(23,596)
(2,581)
(4,762)
(16,253)
(49,635)
(4,913)
(10,222)
(34,500)
Exclusions:
Equity pickup
15,328
15,328
32,423
32,423
16,286
16,286
34,266
34,266
(148,486)
(274,976)
(139,904)
(284,066)
2nd quarter
2015
Accumulated
Consolidated
2014
Accumulated (*)
468,320
468,320
875,815
875,815
391,301
(157)
391,144
793,068
(379)
792,689
(159,229)
(297,777)
(132,989)
(269,514)
Additions:
Stock option plan
Nondeductible expenses - permanent
Income abroad
(4,540)
(24)
4,436
(8,952)
(9,681)
(47)
8,402
(18,036)
(23,252)
(2,581)
(4,418)
(16,253)
(49,108)
(4,913)
(9,695)
(34,500)
Exclusions:
Equity pickup
13,717
13,717
29,659
29,659
15,313
15,313
32,371
32,371
(150,052)
(277,799)
(140,928)
(286,251)
Continued operation
Discontinued operation
Income before income tax and social contribution
Income tax and social contribution before additions
and exclusions computed at the statutory rate of 34%
Continued operation
Discontinued operation
Income before income tax and social contribution
Income tax and social contribution before additions
and exclusions computed at the statutory rate of 34%
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued
Operations (Note 24).
51
d.
e.
06/30/2015
BM&FBOVESPA
12/31/2014
06/30/2015
Consolidated
12/31/2014
28,083
91,517
60,998
1,324
4,379
28
73,407
2,654
56,260
27,645
6,150
729
28,083
91,517
60,269
1,324
4,389
447
73,407
2,654
55,841
27,645
6,160
186,301
166,144
186,311
166,154
Revenue Procedure No. 1397, published September 16, 2013, and Law No. 12973/2013, published May 13,
2014, as passed from Executive Order No. 627/2013, significantly changed the federal tax regulations, especially
insofar as they refer to the adjustments required for termination of the Transitional Taxation Regime introduced
by Law No. 11941, of May 27, 2009. Law No. 12973/2014 will be effective from calendar year 2015 (article
119), with an option for early adoption as of calendar year 2014 (article 75).
Based on management's analysis on the possible tax impacts of the new provisions of Law No. 12973/2014,
BM&FBOVESPA opted for adopting the provisions of articles 1st, 2nd and 4th to 70th of said Law for calendar
year 2014, under the terms and conditions established in the regulation issued by Brazils IRS.
20
Revenue
2nd quarter
2015
Accumulated
2nd quarter
BM&FBOVESPA
2014
Accumulated
258,014
253,216
4,674
124
508,956
499,424
9,408
124
193,842
190,107
3,735
-
420,276
412,558
7,718
-
240,255
37,426
193,312
9,517
458,351
72,616
372,771
12,964
221,818
36,386
177,878
7,554
441,490
71,792
354,658
15,040
Other revenues
Securities lending
Securities listing
Depository, custody and back-office
Trading participant access
Vendors - quotations and market information
Other
106,514
27,288
12,526
35,628
9,889
18,760
2,423
204,653
49,494
24,599
66,946
19,719
37,741
6,154
91,350
21,340
11,844
29,636
10,000
17,021
1,509
181,333
42,174
23,636
58,205
19,597
34,266
3,455
Deductions
PIS and COFINS
Service Tax
(60,019)
(52,287)
(7,732)
(116,188)
(101,212)
(14,976)
(51,064)
(44,625)
(6,439)
(106,833)
(93,431)
(13,402)
Revenue
544,764
1,055,772
455,946
936,266
52
2nd quarter
2015
Accumulated
Consolidated
2014
Accumulated (*)
258,011
253,216
4,671
124
508,950
499,424
9,402
124
193,839
190,107
3,732
-
420,270
412,558
7,712
-
240,255
37,426
193,312
9,517
458,351
72,616
372,771
12,964
221,818
36,386
177,878
7,554
441,490
71,792
354,658
15,040
Other revenues
Securities lending
Securities listing
Depository, custody and back-office
Trading participant access
Vendors - quotations and market information
Banco BM&FBOVESPA financial intermediation and bank fees
Other
117,089
27,288
12,526
35,628
9,889
18,760
7,998
5,000
225,355
49,494
24,599
66,946
19,719
37,741
15,160
11,696
99,927
21,340
11,844
29,636
10,000
17,021
6,206
3,880
198,755
42,174
23,636
58,205
19,597
34,266
12,660
8,217
Deductions
PIS and COFINS
Service Tax
(60,721)
(52,868)
(7,853)
(117,579)
(102,364)
(15,215)
(51,655)
(45,106)
(6,549)
(108,030)
(94,403)
(13,627)
Revenue
554,634
1,075,077
463,929
952,485
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued Operations (Note 24).
53
21
Sundry expenses
Description
Electricity, water and sewage
Contributions and donations
Travel
Sundry provisions (1)
Minimum trading fees BBM
Expenses with entities abroad
Rental
Consumption material
Insurance
Transportation
Other
Total
Description
Electricity, water and sewage
Contributions and donations
Travel
Sundry provisions (1)
Minimum trading fees BBM
Rental
Consumption material
Insurance
Transportation
Other
Total
2nd quarter
2015
Accumulated
2nd quarter
BM&FBOVESPA
2014
Accumulated
4,412
3,297
836
2,825
1,145
857
245
113
220
2,308
8,090
6,082
1,718
9,471
1,495
1,556
404
281
453
4,309
2,359
2,617
784
708
300
514
606
236
118
190
1,517
4,894
6,634
1,442
5,930
603
1,027
1,178
577
255
459
2,675
16,258
33,859
9,949
25,674
2nd quarter
2015
Accumulated
Consolidated
2014
Accumulated (*)
4,473
3,319
925
2,832
916
260
114
225
2,354
8,205
6,123
1,864
9,484
1,667
439
282
461
4,475
2,403
2,635
838
726
300
687
243
118
195
1,585
4,981
6,669
1,559
5,986
603
1,305
587
256
465
2,767
15,418
33,000
9,730
25,178
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued
Operations (Note 24).
(1) Basically refers to the provision for tax, civil and labor contingencies and allowance for doubtful accounts.
54
22
Financial result
Financial income
Income from financial assets measured at fair value
Exchange gains
Other financial income
Financial expenses
Interest and exchange variation on foreign debt
Exchange losses
Other financial expenses
Financial income
Income from financial assets measured at fair value
Exchange gains
Other financial income
Financial expenses
Interest and exchange variation on foreign debt
Exchange losses
Other financial expenses
2nd quarter
2015
Accumulated
2nd quarter
BM&FBOVESPA
2014
Accumulated
102,639
16,753
3,257
122,649
192,509
31,665
6,152
230,326
77,653
9,172
1,934
88,759
149,050
14,598
3,523
167,171
(30,262)
(19,735)
(2,223)
(52,220)
(60,850)
(34,404)
(3,513)
(98,767)
(21,707)
(6,553)
(1,683)
(29,943)
(44,831)
(12,993)
(2,975)
(60,799)
70,429
131,559
58,816
106,372
2nd quarter
2015
Accumulated
103,858
16,753
3,266
123,877
194,775
31,665
6,168
232,608
78,389
9,172
1,939
89,500
150,474
14,598
3,535
168,607
(30,262)
(19,735)
(2,521)
(52,518)
(60,850)
(34,404)
(4,410)
(99,664)
(21,707)
(6,554)
(1,947)
(30,208)
(44,831)
(12,994)
(3,717)
(61,542)
71,359
132,944
59,292
107,065
Consolidated
2014
Accumulated (*)
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued Operations (Note 24).
23
Segment information
We present below consolidated information based on reports used by the Executive Board for making decisions,
comprising the following segments: Bovespa, BM&F, Institutional and Corporate Products. Due to the nature of
the business, the Executive Board does not use any information on assets and liabilities by segment to support
decision-making.
There were no changes in the segment structure reported in the financial statements as at December 31, 2014.
55
BM&F Segment
508,950
(51,115)
457,835
Bovespa Segment
458,351
(47,765)
410,586
Institutional and
Corporate Products
Segment
225,355
(18,699)
206,656
Adjusted expense
Depreciation and amortization
Stock Options and Stock Grant
Allowance for doubtful accounts and other provisions
Transfer of fines
(108,672)
(27,559)
(24,044)
(4,458)
-
(84,359)
(19,102)
(18,902)
(5,714)
-
(87,284)
(12,036)
(22,531)
(1,923)
(2,854)
(280,315)
(58,697)
(65,477)
(12,095)
(2,854)
Total expenses
(164,733)
(128,077)
(126,628)
(419,438)
293,102
282,509
80,028
655,639
P&L
Equity pickup
87,232
Financial income
132,944
Total
1,192,656
(117,579)
1,075,077
(277,799)
293,102
282,509
80,028
598,016
BM&F Segment
420,270
(43,031)
377,239
Bovespa Segment
441,490
(46,443)
395,047
Institutional and
Corporate Products
Segment
198,755
(18,556)
180,199
(95,835)
(25,321)
(5,152)
(2,593)
(1,654)
(4,441)
(88,199)
(19,341)
(4,580)
(2,835)
(1,865)
(5,008)
(83,974)
(12,875)
(4,718)
(1,426)
(509)
(1,364)
(268,008)
(56,537)
(14,450)
(6,854)
(4,028)
(10,813)
(134,996)
(121,828)
(104,866)
(361,690)
242,243
273,219
75,333
590,795
Equity pickup
95,208
Financial income
107,065
(286,251)
Total
1,060,515
(108,030)
952,485
(379)
242,243
273,219
75,333
506,438
(*) Balances for the 2nd quarter and accumulated of 2014 have been restated in accordance with CPC 31 - Discontinued
Operations (Note 24).
56
24
Discontinued operations
BM&FBOVESPA had been considering its interest in Bolsa Brasileira de Mercadorias over the past few years
and determined that the assumptions regarding the expected supplementation of activities performed by Bolsa
Brasileira de Mercadorias in the commodities market and activities performed by BM&FBOVESPA (then
BM&F) in the futures market would represent opportunities to both entities did not materialize. In this context,
BM&FBOVESPA put forward some proposals for discussion with the Board of Directors of Bolsa Brasileira de
Mercadorias with a view to realigning the structure of Bolsa Brasileira de Mercadorias. Given that those
proposals did not evolve as expected by BM&FBOVESPA, it decided to dispose of its interest in Bolsa
Brasileira de Mercadorias, having ceased to act in the capacity of Founding Member.
This decision was informed to the Extraordinary General Meeting held by Bolsa Brasileira de Mercadorias on
December 16, 2014, when the matter was deliberated upon and approval was given to the conditions required of
BM&FBOVESPA to cease to act in the capacity of Founding Member and to waive its rights and duties.
Moreover, an agreement was entered into by Bolsa Brasileira de Mercadorias and BM&FBOVESPA, whereby
the former irrevocably and unconditionally relieves the latter from its obligations as a member, and from any
responsibility for the liabilities and contingencies of Bolsa Brasileira de Mercadorias, whether currently known
or to exist in the future, except in case of malicious intent or gross negligence by BM&FBOVESPA, fully
acknowledged in a final judgment.
The results from discontinued operations for the second quarter of 2014 are summarized below:
Result from discontinued operations
524
300
334
BBM
Accumulated 2014
1,335
603
657
1,158
2,595
(1,501)
(30)
(3,233)
(60)
(34)
(178)
250
497
(157)
(379)
2Q2014
Operating revenue
Members contributions - BM&FBOVESPA
Members contributions - Other
Net operating revenue
General and administrative expenses
Depreciation and amortization
Provision for contingencies/Allowance for doubtful
accounts
Financial income
Deficit for the period
57
25
Other information
a. BM&FBOVESPA seeks advice from insurance brokers to ensure that it has a sufficient level of insurance
cover for its size and operations. The main coverage in its insurance policies at June 30, 2015 is shown
below:
Insurance line
Amounts at risk, property damages, buildings and equipment
Civil liability
Works of art
Amounts insured
569,869
134,000
16,133
26
Subsequent events
a. At a meeting held on August 13, 2015, the Board of Directors approved the payment of R$254,392 in interest
on equity to shareholders, included in mandatory dividends for year 2015. Interest on equity will be paid on
September 08, 2015 based on the shareholding structure existing on August 21, 2015.
b. BM&FBOVESPA repurchased 9,167,000 shares between July 1 and 28, 2015, observing the lock-up period
as determined by CVM Instruction No. 358, in the Share Buyback Program approved by the Board of
Directors on December 11, 2014 (Note 15(b)).
58
27
Notes submitted in the annual financial statements that are not being fully presented
in the quarterly information
In accordance with CPC 21 (R1) Interim Financial Reporting and CVM/SNC/SEP Circular Letter No.
003/2011, the following notes have been condensed in this quarterly information, compared to the annual
financial statements for the year ended December 31, 2014:
Note 1 - Operations
Note 2 - Preparation and presentation of the quarterly information
Note 3 - Significant accounting practices
Note 4 - Cash and cash equivalents and financial investments
Note 8 Property and equipment (P&E)
Note 9 - Intangible assets
Note 12 - Debt issued abroad
Note 17 Structure of guarantees
Note 18 - Employee Benefits
Note 23 - Business segment reporting
59