Note 39.- Other Information
39.1. Average number of employees

The average number of employees during 2009 and 2008 by category was:

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Regarding location, 41% of employees are based in Spain with 59% being based overseas.

In calculating these figures, all entities have been considered which fall within the perimeter of consolidation, being all subsidiaries which are fully consolidated or associates which are consolidated using the equity method.

39.2. Related party entities

The account held by Abengoa with Inversión Corporativa I.C., S.A., as at the end of 2009 and 2008 has a nil balance.

Dividends distributed to related party entities during 2008 amounted to € 9,059 thousands (€ 8,619 thousands in 2008).

Operations carried out during the 2009 and 2008 exercises involving significant shareholders are as follows:

  • On 16th April 2009 Sanlúcar Solar, S.A., (company that owns the PS10 Solar Plant) issued partial renouncement of the right to 3.04 hectares surface area, a right signed on 15th January 2003 for an initial period of 30 years, on a plot measuring 69 hectares on a property owned by Explotaciones Casaquemada, S.A. (subsidiary of Inversión Corporativa, I.C., S.A., reference shareholder of Abengoa S.A.) situated within the municipal council of Sanlúcar La Mayor (Seville - Spain), retaining the remaining of the valid surface rights.
    For that renouncement, Explotaciones Casaquemada S.A. went ahead and returned € 43,384 to Sanlúcar Solar, S.A., a proportional amount calculated based on the price then paid, for the amount of days remaining for the validity of the surface rights and the portion of land hereof renounced.
    On the other hand, on 16th April 2009, the company, Solar Processes S.A (owner of the PS20 Solar Plant) undersigned a surface rights agreement over said 3.04 hectares owned by Explotaciones Casaquemada S.A. (subsidiary of Inversión Corporativa, I.C., S.A., reference shareholder of Abengoa S.A.).
    Pursuant to the terms of the agreement, the period for which the surface right is constituted is the same as what is left for the validity of the surface right constituted on 7th February 2007 by Solar Processes, S.A. (owner of PS20 solar plant), which is a period of 30 years, which can be extended to 50. The consideration involved is set at € 61,999.
  • The constitution of a surface right by Iniciativas de Bienes Rústicos, S. A. (a subsidiary of Inversión Corporativa, reference shareholder of Abengoa) for Abengoa Solar New Technologies S. A. (subsidiary of Abengoa), by virtue of public instrument dated 23rd July 2008, for an initial period of 30 years, over a plot measuring 12.33 hectares, for an accumulated canon for the whole duration amounting to € 345 thousands, destined for experimental research projects that combine different solar technologies.
  • The constitution of a surface right by Iniciativas de Bienes Rústicos, S. A. (a subsidiary of Inversión Corporativa, reference shareholder of Abengoa) for Egeria Densam, S. L. (subsidiary of Abengoa), by virtue of public instrument dated 13th June 2008, for an initial period of 30 years, over a plot measuring 14.43 hectares, for an accumulated canon for the whole duration amounting to € 463 thousands, destined for operating a 1.89 MW photovoltaic solar plant.
  • The constitution of a surface right by Iniciativas de Bienes Rústicos, S. A. (a subsidiary of Inversión Corporativa, reference shareholder of Abengoa) for Solnova Electricidad Cuatro, S. A. (subsidiary of Abengoa), by virtue of public instrument dated 28th July 2008, for an initial period of 30 years, over a plot measuring 27.38 hectares, for an accumulated canon for the whole duration amounting to € 767 thousands, destined for operating a 50 MW thermosolar plant of parabolic cylinder collectors.
  • The constitution of a surface right by Iniciativas de Bienes Rústicos, S. A. (a subsidiary of Inversión Corporativa, reference shareholder of Abengoa) for Solnova Electricidad Uno, S.A. (subsidiary of Abengoa), by virtue of public instrument dated 6th October 2008, for an initial period of 30 years, over a plot measuring 0.41 hectares, for an accumulated canon for the whole duration amounting to € 11 thousands, destined for the installation of an Electricity Substation.

As indicated in Note 21, Inversión Corporativa is the main shareholder in Abengoa, and issues its own separate Consolidated Financial Statements.

These operations were subject to verification by the Abengoa Audit Committee and the considerations agreed were determined by independent experts.

39.3. Employee remuneration and other benefits

Directors are remunerated as established in article 39 of the Articles of Association. The remuneration of directors is comprised on a fixed amount as agreed at the general shareholders meeting, and is not necessary equal for all such directors. Additionally they may participate in the retained earnings of the Company, between 5% and 10% (maximum) of retained earnings after dividends. Directors are also compensated for travel expenses related to work undertaken by the board.

Salary and allowances payments made to the main board of Abengoa S.A. in 2009 were € 8,603,000 being fixed and variable salaries and expenses, as well as € 221,238 of other concepts.

Details of individual salaries and benefits in 2009 of the Board of Directors are as follows (in thousands of Euros):

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Additionally, in 2009 overall remuneration to top level management of the Company (senior management which in turn are not executive directors) increased, including both fixed and variable components, to € 6,883,000.

No advanced payments or credits are granted to members of the main board, nor are any guarantees or obligations granted in their favour.

As at the end of the period there existed € 15,225 thousands of retributions to personnel on long-term. (see Note 29).

39.4. With the aim of reinforcing the transparency in Public Limited Companies, with the exception of what is described below, the members of the Board of Administration have not held shares in the capital of companies which directly maintain activities that are analogous, complementary or the same as the ones that constitute the corporate purpose of the Parent Company since 19th July 2003, the validity date of Law 26/2003 which modifies Law 24/1988 of 28th July, which governs the Stock market, and the Consolidated Text of the Law on Public Limited Companies. Likewise, they have not and neither are they engaged in activities which are the same, analogous or complementary to the corporate purpose of Abengoa, S.A., whether for themselves or for others. On the other hand, neither in 2009 nor in 2008 were there companies susceptible to be subject to the horizontal consolidation regulated in Art. 42 of the Spanish Commercial Law.

Below is a list of the board members serving posts of administrators or directors in the other companies that make up the Group:

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Below is a list of Board Members that are members of other traded companies:

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In accordance with the registering of significant holding in the Company, and as required by the “Internal Rules and Regulations for Conduct involving Stock Exchange matters”, the shares and the percentage holdings of the directors in the Company as at 31.12.09 are:

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39.5. Audit fees

The 2009 exercise saw an accrual of fees in the amount of € 3,670 thousands (€ 4,936 thousands in 2008) for financial auditing-related works that include both the end-of-financial year auditing and the SOX internal control, as well as the revision of periodical information and auditing under the US GAAP criteria for the company listed in the US. Said amount, € 2,461 thousands, is for the main auditor of the PricewaterhouseCoopers group (€ 2,143 thousands in 2008).

In addition, during the 2009 exercise auditing companies were paid € 3,655 thousands (€ 3,187 thousands in 2008) for other works entrusted them, mainly for financial consultancy and verification works in company acquisition operations. The main auditor was paid € 1,453 thousands (€ 1,423 thousands in 2008).

39.6. Environmental information

The principles of the environmental policies of Abengoa are based on the compliance with the legal regulations in vigour at each moment, preventing or minimizing the damaging or negative environmental repercussions, reducing the consumption of the energy and natural resources and continuously improving in environmental behaviour.

In response to this commitment to the sustainable use of the energy and natural resources, Abengoa, in its Management Rules and Guidelines for the entire Group, explicitly establishes the obligation of implementing and certifying environmental management systems in accordance with the ISO 14001 International Regulations.

Consequently, by the end of the 2009 exercise, the percentage of Companies with Environment Management Systems certified according to the ISO 14001 per volume of sale is 84.96%.

Below is a detail of the percentage distribution of the Companies with Environmental Management Systems certified according to Business Units:

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Abengoa is of the understanding that its traditional activity of engineering is no more than a valuable tool through which it can construct a more sustainable world, and it applies this philosophy in all its Business Units such that from solar energy, biomass, wastes, information technologies and engineering, Abengoa applies technological and innovative solutions for sustainable development.

39.7. Post-balance sheet events

In its meeting dated 18th January 2010, the Board of Administration of the Company agreed to issue bonds convertible into Company’s shares, and we completed the process of issuance to qualified investors and investment institutions, for the amount of € 250,000 thousands and to be matured within seven (7) years, on 3rd February 2010, earning a coupon per year of 4.5 % payable every half year. The price of conversion was set at € 30.27 per share, representing a premium of 32.5% with regards to the reference price. The Company may decide to hand over shares, cash or a combination of both.

Following the closing date of the balance sheet, no significant events have occurred which significantly impact the results and state of affairs of the Group as presented in the Annual Financial statements prepared by the Company as at that date, or which should be noted due to their particular significance or relevance to the Group.