The Terna Group

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The Terna Group's shareholding structure at December 31, 2012 is as follows:

The Terna Group's shareholding structure

(*) Companies measured using equity method

 

At December 31, 2012 the Terna Group includes:

  • the Italian companies controlled directly with a 100% stake: Terna Rete Italia S.p.A., Terna Rete Italia S.r.l., Terna plus S.r.l., Terna Storage S.r.l., SunTergrid S.p.A. and, through this last company, Rete Solare S.r.l;
  • The Montenegrin company controlled directly, with a 100% stake, Terna Crna Gora d.o.o.;
  • the associated companies CESI S.p.A. (42.406% stake), CORESO S.A. (Belgian company, 22.485% stake); CrnoGorski Elektroprenosni Sistem AD - “CGES” (Montenegrin company 22.0889% stake) and the Tunisian joint-venture ELMED ÉTUDES Sarl (50% stake).

Organisational structure

Starting from April 1, 2012 the Terna Group adopted an organizational structure which, implementing the decisions of the Board of Directors of Terna S.p.A. of November 9, 2011, and in line with the strategies presented in the 2012 Industrial Plan, involves division into a Parent Company and two Operating Companies wholly controlled by the Parent Company itself.

Terna S.p.A., the parent company, not only holds the licence for the transmission and dispatching of electricity bracket issued by Ministry of Production Decree of 20 April 2005), but also maintains ownership of the capital assets, and responsibility for defining the NTG Development Plan, and the Defence Plan.

Terna Rete Italia S.p.A. (a subsidiary established by Terna S.p.A. on 23 February, 2012) is delegated, through a four-year business unit rental agreement, to perform all the core operational activities, ordinary and extraordinary maintenance of the NTG, management and performance of work on developing the grid, connected with the implementation of the provisions of said Agreement and on the basis of guidelines laid down in the Development Plan. This company employs most of the Group's human resources (about 90%).

Terna Plus S.r.l. is the operating company devoted to work on the creation of non-core business projects. It has developed a slim and flexible operating structure.

The Group's new organisational structure outlined above enables a better focus on core business and on new activities that may be developed, as well as achieving better efficiency and effectiveness of the operating/management processes assigned to the respective subsidiaries, in compliance with the Parent Company's strategic guidelines.

Other subsidiaries

TERNA CRNA GORA d.o.o., a Montenegrin limited liability company incorporated on June 22, 2011 and wholly controlled by Terna, is engaged in implementing the work relating to the authorization, construction and management of the electricity interconnection in Montenegro. The company also works to promote development opportunities in the transmission sector in the Balkans in support of investors in generation, in order to contribute to the enhancement and use of the Italy-Montenegro interconnection infrastructure.

Associates

CESI is an Italian company and the market leader in testing and certifying electro-mechanical equipment, as well as electrical system consultation. It covers all the stages of the life cycle of the electrical system and offers electricity companies (generation, transmission, and distribution), manufacturers of electrical and electronic equipment, large consumers of electricity, and local and national governments a complete range of services aimed at solving problems connected with the productive processes of the entire electricity industry.

CORESO is a Belgian service company with its headquarters in Brussels; Terna became a shareholder in November 2010 with a 22.485% stake. The ownership structure of the company includes the operators of France (RTE), Belgium (Elia) and Great Britain (National Grid), each holding a stake equal to Terna’s, together with the German operator, 50 Hertz Transmission, with 10%. CORESO prepares daily forecasts and analyses in real time of energy flows in Central and Western Europe, identifying possible critical issues and duly informing the TSOs concerned in a timely manner. For the Group, Terna's stake in CORESO represents an equity interest in an associate.

CrnoGorski Elektroprenosni Sistem AD (“CGES”) is the Montenegrin TSO of which Terna became a shareholder in January, 2011, with 22.09% of the capital, following approval by the shareholders' meeting of CGES of the capital increase reserved for Terna. The agreement represents the end point of a process of industrial and national cooperation and is part of the intergovernmental agreements between Italy and Montenegro which were initiated on December 19, 2007, and sanctioned by the signing of a strategic partnership agreement in November 2010, for the construction of a new submarine electricity interconnection and the implementation of the partnerships between national transmission operators.

Joint ventures

ELMED ÉTUDES is a special purpose entity, owned jointly by Terna and by the Tunisian electrical company STEG, which is developing Elmed, an integrated electricity production project in Tunisia, using conventional and renewable sources, and transported to Italy through an underwater interconnection. Production rights will be assigned by means of an international competition.

For information on recent changes in the regulatory framework affecting the Company, see the 2012 Annual Report, pages 101-113.

 

DIMENSIONS OF THE TERNA GROUP AS OF DECEMBER 31, 2012

Number of employees: 
Group (Italian perimeter)3,433
of which: Terna SpA333
Terna Rete Italia3,088
Terna Plus12
Terna Crna Gora 3
Turnover in millions of euro 1,806
Total capitalization in millions of euro 5,970
Km of three-phase conductors (1) 63,448
Km of lines (1) 57,440
of which underground 1,369
of which underwater cable 1,348
(1) For the km of lines and three-phase conductors broken down by voltage