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2012 Annual and Sustainability Report

Multiplan. Quality in every detail.


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2012 Annual and Sustainability Report

MULTIPLAN. QUALITY IN EVERY DETAIL


In 2012, Multiplan stood out for its significant expansion in its gross leasable area according to schedule and standardization observed across all segments. The positive results from works completed, expansion projects and performance reflect the Companys commitment to its stakeholders, the dedication of its staff and the efficiency of Multiplans management. This solid growth is possible thanks to the focus on quality that guides the Company in its continuous pursuit of stakeholder satisfaction together with regional development where it operates, leading Multiplan to a sustainable and long term growth.

The years success, described in this report, is the result of dedication and excellent results in deliveries, with quality in every detail.

For the second consecutive year, Multiplans Annual and Sustainability Report follows the GRI (Global Reporting Inititative), adhering to the C-level indicators, which together make up the corporate sustainability reporting with a guidance of internationally recognized indicators.

6m

2012 Annual and Sustainability Report

CONTENTS
Timeline
//4

Message from the CEO //5 Mission, Vision and Values //6 2012 Highlights //7 About the Report
//11

.01 CORPORATE PROFILE //12 .02 MULTIPLAN PORTFOLIO //19 .03 STRATEGY AND COMPETITIVE ADVANTAGES //43 .04 CORPORATE GOVERNANCE //46 .05 OPERATING AND FINANCIAL PERFORMANCE //55 .06 SOCIAL MANAGEMENT //71 .07 ENVIRONMENTAL MANAGEMENT //80 GRI Index //86 Credits and Corporate Information //94 Financial Statements //96

2012 Annual and Sustainability Report

TIME LINE
Company Foundation
Pioneer Developing the suburbs
SHOPPING CENTERS
BH Shopping (Belo Horizonte, BH) 1979 RibeiroShopping (Ribeiro Preto, SP) 1981 BarraShopping (Rio de Janeiro, RJ) 1981 MorumbiShopping (So Paulo, SP) 1982 ParkShopping (Braslia, DF) 1983

1975 / 1984

Portfolio Consolidation
SHOPPING CENTERS

1985 / 2006

Acelerao do crescimento
CAPITAL MARKETS COMMERCIAL FOR LEASE SHOPPING MALL PORTFOLIO DOUBLED

2007 / 2012

DiamondMall (Belo Horizonte, BH) 1996 New York City Center (Rio de Janeiro, RJ) 1999 Shopping Anlia Franco (So Paulo, SP) 1999 ParkShoppingBarigi (Curitiba, PR) 2003 BarraShopping Medical Center* (Rio de Janeiro) - 1994

Start of trading of the Companys shares on the Stock Exchange on Level 2 July/2007

17
Projects in progress
SHOPPING MALL

shopping malls in operation +1 shopping center in progress

SHOPPING CENTERS

REAL ESTATE PROJECTS


Residential Condominium Chcara Santa Elena (So Paulo, SP) 1983

shopping centers in operation

REAL ESTATE DEVELOPMENTS

shopping malls in operation

Ptio Savassi (Belo Horizonte, BH) 2007 BarraShoppingSul (Porto Alegre, RS) 2008 Shopping Santa rsula (So Paulo, SP) 2008 Shopping Vila Olmpia (So Paulo, SP) 2009 ParkShopping So Caetano (So Caetano, SP) 2011 JundiaShopping (Jundia, SP) 2012 ParkShopping Campo Grande (Rio de Janeiro, RJ) 2012 VillageMall (Rio de Janeiro, RJ) 2012

MALL EXPANSIONS INAUGURATED IN 2012


RibeiroShopping (So Paulo, SP) VI expansion

+1

Residential / SALE Condominium Barra Golden Green (Rio de Janeiro, RJ) 1993 Condominium Pennsula Green (Rio de Janeiro, RJ) 2005 Condominium Royal Green Pennsula (Rio de Janeiro, RJ) 2005 Commercial / SALE MorumbiOfficeTower (So Paulo, SP) 1993 BarraShopping Business Center (Rio de Janeiro, RJ) 2000

REAL ESTATE DEVELOPMENTS


Residential / SALE Condominium Royal Green Pennsula (Rio de Janeiro, RJ) 2009 Commercial / SALE Centro Profissional MorumbiShopping (So Paulo, SP) 2008 Crystal Tower Commercial Tower (Porto Alegre, RS) 2011 MorumbiBusinessCenter (So Paulo, SP) - 2012 Centro Profissional RibeiroShopping (So Paulo, SP) 2012 Commercial / RENTAL ParkShopping Corporate (Braslia, DF) - 2012

Parque Shopping Macei (Macei, Alagoas) Delivery scheduled for: 2nd quarter 2013

REAL ESTATE DEVELOPMENTS


Residential / SALE Rsidence Du Lac (Porto Alegre, RS) Delivery scheduled for: 2nd half of 2014 Commercial / SALE Diamond Tower (Porto Alegre, RS) Delivery scheduled for: 2nd half of 2014 Commercial / SALE Morumbi Corporate (So Paulo, SP) Delivery scheduled for: 2nd quarter of 2013 Expansions Expansion VII of BarraShopping (Rio de Janeiro, RJ) Delivery scheduled for: May 2014 Expansions VII and VIII of Ribeiro Shopping (Ribeiro Preto, SP) Delivery scheduled for: 2nd half of 2013
2012 Annual and Sustainability Report

DEVELOPMENTS ABROAD
CascaisShopping (Portugal) 1991 Real Estate Development II Villaggio (Miami, EUA) 1998 Partnership with the Ontario Teachers Pension Plan, through its subsidiary, Cadillac Fairview 2006
* First medical center inside a shopping mall (BarraShopping)

GRI:

2.5

MESSAGE FROM THE CEO


GRI:
1.1 Multiplans performance in 2012 was a solid, absolute demonstration of the Companys improvements and achievements: the year included delivery as scheduled of three new shopping centers in October, November and December, expansion of RibeiroShopping in Ribeiro Preto (SP), three mixed use real estate projects in So Paulo (SP) and Braslia (DF), as well as the acquisition of an additional 30% of Shopping Vila Olimpia in So Paulo (SP). In this period, our investments reached the significant milestone of R$1.3 billion for new projects for lease and sale, strengthening our mixed use strategy, ensuring excellent results added by the synergy between retail and services. Our Gross Leasable Area (GLA) increased by 28.3% when compared to 2011, surpassing the mark of 528 thousand m. Including 650 new stores and an additional 6,700 parking spots, 116 thousand m 2 in new GLA was delivered. These investments have strengthened our position in the markets where we already operate. In upstate So Paulo, we inaugurated JundiaShopping in Jundia; in Rio de Janeiro (RJ), we opened two new shopping centers, ParkShoppingCampoGrande and VillageMall, on the west side of the city. In So Paulo (SP) we delivered MorumbiBusinessCenter, an office tower that has been sold, integrated with the MorumbiShopping complex, and expanded our stake in Shopping Vila Olimpia. In Ribeiro Preto (SP), we inaugurated a new expansion of RibeiroShopping and delivered an office tower for sale, the RibeiroShopping Professional Center, marking the completion of the first phase of the complex development master plan. In Braslia (DF), we delivered ParkShopping Corporate, composed of two office towers for lease connected to ParkShopping. Projects still in progress include RibeiroShopping expansions VII and VIII with delivery scheduled for August and December of 2013 and bringing the project increasingly closer to completion, in addition to Morumbi Corporate, composed by two new office towers for lease and strengthening MorumbiShopping complex. In Rio de Janeiro (RJ), BarraShopping expansion VII will add 9.5 thousand m 2 of GLA with new stores and offices for lease. These projects will add 105 thousand m 2 to owned GLA, an increase of 20%. In line with the mixed use strategy, we proceeded with the development of Parque Shopping Macei, the dynamic hub of a major real estate project in Alagoas marking our entry into the Brazilian Northeast. In Porto Alegre (RS), the BarraShoppingSul complex will be even more valuable as a result of the construction of two new towers: Diamond Tower (offices) and Rsidence du Lac (residential). Simultaneously, we continue to study new project developments for our land bank that exceeds 600 thousand m 2, as well as the 150 thousand m 2 of potential expansion area for existing shopping centers. The heavy investments made in 2012 were followed by significant economic results in all aspects. We achieved a net income of R$388.1 million, up 30.1% over the previous year, while EBITDA was up 35.2% to R$615.8 million. Net revenue grew 42.2% in the year and total sales at our malls reached R$9.7 billion, growing 14.9% as compared to 2011 for a sustained growth rate that reaffirms our confidence in the performance of both retail and our ventures. One of the main values guiding the Companys performance is that the secret of success is doing things well. Thus, we work to sustain and improve our quality standard. With each Multiplan project we accumulate knowledge so that our next ventures can be even better. Deliveries made on schedule, together with projects in progress and future growth potential are Multiplan differentials in its pursuit of value creation for shareholders. JOS ISAAC PERES WAS NAMED ONE OF THE CARIOCAS OF THE YEAR BY VEJA RIO MAGAZINE. To read the full interview (in Portuguese), click here: http://vejario.abril.com.br/ edicao-da-semana/jose-isaacperes-725083.shtml
2012 Annual and Sustainability Report

The excellent results presented in this report are derived from the dedication and engagement of the entire Multiplan team and our commitment is to continue these efforts to bring greater achievements. We thank our employees, shareholders and customers for their support and confidence.

Enjoy the Report,

JOS ISAAC PERES CEO

MISSION
To promote, through shopping centers and real estate developments, quality of life, convenience and generation of value.

VISION
To consolidate its endeavors as the best and most complete solutions for the needs of consumption, leisure, services and well-being, thus becoming the absolute reference in the Brazilian shopping center industry.

VALUES
The secret of success is doing things well.
Multiplans main goal is to achieve quality and excellence in all its projects. The success over the years is the result of the belief that everything must be well done. And to do well, you have to like what you do. It was upon this principle that Multiplan built its career and became one of the most solid and dynamic Brazilian entrepreneurs.

Values
INNOVATIVE VISION

GRI:

4.8

EXCELENCE IN RESULTS

ETHICAL AND TRANSPARENT POSTURE

SYNERGY BETWEEN TEAMS

COMMITMENT AND DETERMINATION

2012 Annual and Sustainability Report

2012 HIGHLIGHTS
.a

GRI:

2.9

SEVEN PROJECTS DELIVERED IN 2012:


inauguration of three new shopping centers, delivery of three mixed use real estate projects and one expansion. Acquisition of an additional 30% of Shopping Vila Olimpia. Gross Leasable Area (GLA) increased by 28.3% over 2011.

SHOPPING CENTER INAUGURATIONS:

.b

.c

DELIVERED Projects

.a

VillageMall in Rio de Janeiro (RJ)

.b

It brings together new international and national brands that lead the luxury market, and offers a unique space on the west side of Rio de Janeiro. .c

ParkShopping Campo Grande in Rio de Janeiro (RJ)

With modern architecture, it features an outdoor gourmet area overlooking a large green area and a lake.

JundiaShopping in Jundia (SP)

Center of convenience designed with the latest industry innovations, offering entertainment, services, shopping and food to the high-income population.

2012 Annual and Sustainability Report

2012 HIGHLIGHTS
EXPANSION INAUGURATION

DELIVERED Projects

The expansion adds 4.1 thousand m2 in GLA, with 41 new stores and deck parking with 1,200 parking spaces.

RibeiroShopping VI Expansion in Ribeiro Preto (SP)

2012 Annual and Sustainability Report

2012 HIGHLIGHTS
DELIVERY OF MIXED USE REAL ESTATE PROJECTS
DELIVERED Projects

.a

.b

.c

SALE
.a

LEASE
.c

MorumbiBusiness Center in So Paulo (SP)

Class A office building adjacent to MorumbiShopping and sold for R$165 million. .b

ParkShopping Corporate in Braslia (DF)


construction was completed.

Two office towers integrated to ParkShopping opened to leasing when

Integrated with RibeiroShopping, the project reinforces Multiplans strategy of developing mixed use complexes, creating synergy between retail and services.

RibeiroShopping Professional Center in Ribeiro Preto (SP)

2012 Annual and Sustainability Report

2012 HIGHLIGHTS
MULTIPLAN INCREASED ITS STAKE IN SHOPPING VILA OLMPIA IN SO PAULO (SP) FROM 30% TO 60%.

ANNOUNCED PROJECTS / EXPANSIONS


.a

.b

.a

Ribeiro Shopping Expansions VII and VIII in So Paulo (SP)

Expansion VII: The project will add 6.3 thousand m2 in GLA, 23 new stores and a fitness center. Expansion VIII: It will increase GLA by 10.0 thousand m2 with 65 new stores. .b

BarraShopping Expansion VII in Rio de Janeiro (RJ)

It will add 9.5 thousand m2 of total GLA, 45 new stores and 4.2 thousand m2 of office space for lease, increasing the size of the BarraShopping complex.

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2012 Annual and Sustainability Report

ABOUT THIS REPORT


For the second consecutive year, Multiplan is publishing the Annual and Sustainability Report according to the guidelines of the Global Reporting Initiative (GRI), an international reporting standard on economic, social and environmental performance. As in the previous year, the group chose to report at compliance level C, decision made to take advantage of the opportunity to improve the approach to matters pertaining to Multiplan and its stakeholders in the publication for the year 2012. The continued use of the GRI standard reflects the careful maintenance management, strengthening the operating and management best practices. It also shows a continuous search for relationship with the Companys stakeholders in a transparent manner. This report encompasses the organizations activities between January 1 and December 31, 2012. The information presented covers the results of the current operations, which include 17 shopping centers, located in the major consumer markets throughout Brazil, in the states of Rio de Janeiro, So Paulo, Minas Gerais, Rio Grande do Sul, Paran and the Federal District. In addition, the company is developing one shopping center in the Alagoas state capital, and three mixed use real estate projects and three expansions. The information presented was developed according to the data compiled by Multiplan and possible subjects relevant to the companys stakeholders, defined by a multidisciplinary working group gathered in 2012, composed by professionals from different areas within the Company who took part in a workshop on the GRI indicators. The GRI Index is available at the end of the report, on page 85, a tool that facilitates the location of answers to the GRI indicators.

For further information, Multiplan offers the following relationship channels: Investor Relations Department Phone: +55 (21) 3031-5600 / 3031-5322 E-mail: ri@multiplan.com.br Previous annual reports are available for viewing or download on the Companys website www.multiplan.com.br/ri

GRI:

3.1

3.2

3.3

3.4

3.5

3.6

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2012 Annual and Sustainability Report

.01 CORPORATE PROFILE

VillageMall (RJ)
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2012 Annual and Sustainability Report

.01 CORPORATE PROFILE


MULTIPLAN
GRI:
2.1 2.2 2.4 2.5 2.6 2.7 2.8 EC9 Multiplan Empreendimentos Imobilirios S.A., headquartered in Rio de Janeiro (RJ), is one of the largest companies in the Brazilian shopping center industry. A publicly-held company, it is listed on Level 2 of Corporate Governance1 on the BM&FBovespa-So Paulo Stock, Commodities and Futures Exchange and has been traded under ticker symbol MULT3 for five years. Founded in 1975, it has 37 years of industry experience, operating throughout the development cycle of mixed use projects from prospecting, analysis and construction to the management of shopping centers and commercial towers, and real estate projects for sale. Multiplans portfolio consists of 17 shopping centers present in Brazils major consumer markets - Rio de Janeiro, So Paulo, Minas Gerais, Rio Grande do Sul, Paran and the Federal District - and one under development, Parque Shopping Macei, in the capital of Alagoas. In addition to its geographic footprint, its projects, focused mainly on upper-middle and high income classes, serve all socioeconomic groups and offer the same Multiplan quality while respecting local cultures. Altogether, the 17 shopping centers in operation house more than 4,600 stores in a Gross Leasable Area (GLA) of 698,634 m 2, receiving about 164 million visits each year and generating approximately 60 thousand direct and indirect jobs.

The concept of mixeduse projects, developed by Multiplan in a pioneering way for over 20 years, is an important strategic advantage of the Company. With its experience, quality culture and know-how, Multiplan develops major residential and commercial real estate in the surrounding areas of its shopping centers. More than a source of revenue, these projects value the region making it the benchmark in leisure, services and convenience.

1 To learn more about the Level 2 Corporate Governance and the Novo Mercado from BM&FBovespa, visit: http:http://www.bmfbovespa.com.br

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2012 Annual and Sustainability Report

shopping centers in operation


About

17

60 thousand
direct and indirect jobs

More than

million
visits per year
More than

164

of Brazilian GDP
concentrated in Multiplans investment

70%

R$ 1.3 billion
invested in new shopping centers in 2012

of Brazils GLA are in the South and Southeast ,


where most of Multiplans developments are found

74%

More than 4,600 stores

Total GLA of more than

698thousand m2

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2012 Annual and Sustainability Report

Portfolio

State

% Multiplan

Total GLA (m) 47,565 50,552 69,224 55,086 53,448 21,386 22,271 50,427 50,175 17,253 22,992 68,212 28,363 39,274 34,535 42,342 25,529 698,634 13,360 13,360 37,769 37,769 74,198 4,204 78,402 16,203 5,275 21,478 849,643

Lease

Sales

PRESENCE

SHOPPING CENTERS IN OPERATION BH Shopping RibeiroShopping BarraShopping MorumbiShopping ParkShopping DiamondMall New York City Center Shopping Anlia Franco ParkShoppingBarigi Ptio Savassi Shopping Santa rsula BarraShoppingSul Shopping Vila Olmpia ParkShopping So Caetano JundiaShopping ParkShopping Campo Grande Village Mall Subtotal / SCs in operation OFFICE TOWER IN OPERATION ParkShopping Corporate Subtotal / Towers in operation SHOPPING MALLS IN PROGRESS Parque Shopping Macei
Subtotal / SC in progress

MG SP RJ SP DF MG RJ SP PR MG SP RS SP SP SP RJ RJ

80% 76.7% 51.1% 65.8% 59.6% 90% 50% 30% 84% 96.5% 62.5% 100% 60% 100% 100% 90% 100% 74.6%

68.2 M 33.7 M 77.9 M 88.6 M 40.6 M 34.5 M 6.8 M 22.0 M 43.4 M 22.9 M 5.7 M 46.6 M 19.7 M 35.6 M 7.5 M 5.2 M 3.1 M 561.9 M

1,008.8 M 569.7 M 1,627.4 M 1,303.6 M 882.2 M 509.5 M 209.0 M 829.0 M 758.5 M 331.5 M 164.0 M 650.8 M 302.7 M 418.5 M 80.4 M 50.6 M 26.7 M 9,722.7 M

AL
Braslia ParkShopping ParkShopping Corporate

Macei Parque Shopping Macei Belo Horizonte

DF

MG SP RJ

Ptio Savassi DiamondMall BH Shopping Rio de Janeiro BarraShopping New York City Center VillageMall ParkShopping Campo Grande Barra Shopping Ofce

Curitiba ParkShoppingBarigi Porto Alegre BarraShoppingSul

PR RS

DF

50% 50%

So Paulo Shopping Anlia Franco MorumbiShopping Shopping Vila Olmpia MorumbiCorporate Jundia JundiaShopping Ribeiro Preto

AL

50% 50%

OFFICE TOWERS FOR LEASE IN PROGRESS Morumbi Corporate BarraShopping Office


Subtotal / Towers in progress

SP RJ

100% 51.1% 97.4%

Ofce Towers for Lease in Operation Ofce Towers for Lease in Progress Shopping Centers in Progress Shopping Centers in Operation

Shopping Santa rsula RibeiroShopping So Caetano ParkShopping So Caetano

EXPANSIONS IN PROGRESS RibeiroShopping BarraShopping


Subtotal / Expansions in progress

SP RJ

76.2% 51.1% 70% 75.10%

TOTAL PORTFOLIO

561.9 M

9,722.7 M

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2012 Annual and Sustainability Report

CORPORATE STRUCTURE
GRI:
2.3

BUSINESS MANAGEMENT AND ORGANIZATION


As a large company with shopping centers present in different regions of seven Brazilian states, Multiplan promotes decentralized management of its business by project, seeking to understand and serve the different profiles and demand particularities of its stakeholders.

The Company has a unified Organizational Culture, management policies and operations to maintain project identity, attention to quality in every detail and the unique experience of its customers. This approach enables Multiplan to achieve synergy and efficiency gains in institutional and management processes, in addition to focusing its extensive experience and local knowledge on the development of its shopping centers in Brazil. In addition to well defined fundamental values and principles, this management model is supported by an extensive and well-structured business organization, as follows:

CEO

CFO

COO

CIO/ CDO

Financial

Administrative

Information Technology

Commercial

Corporate Legal

Shopping Legal

Merchandising

Shopping Center

Projects

Rio de Janeiro

Works

New Businesses

So Paulo

Works

Technical

Incorporations

Institutional Relations

Financial / Treasury

Human Resources

Commercialization

Rio de Janeiro

Comptroller

Rio de Janeiro

Architecture

Technical

So Paulo

Technical

Planning

Administrative

Commercialization

So Paulo

Operations

Investor Relations

Accounting

Marketing

Corporate legal / Compliance

Fiscal

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2012 Annual and Sustainability Report

SHAREHOLDING STRUCTURE ESTRUTURA SOCIETRIA


Multiplans capital stock is divided into 179,197,214 shares, with 167,338,867 common shares (ON), listed on the BM&FBovespa under ticker symbol MULT3, and 11,858,347 preferred shares (PN) maintained exclusively by the Ontario Teachers Pension Plan (OTPP), a Canadian pension fund. On December 31, 2012, its capital stock was R$1.8 billion, with the following shareholding structure:
22.25%

GRI:

3.8
41.86% ON 0.01% PN*** 30.09% TOTAL

0.06% ON 0.06% TOTAL

Treasury

0.63% ON 0.59% TOTAL

100.00%

Adm + Treasury 0.5%

31.51% ON 29.43% TOTAL

24.07% ON 99.99% PN*** 29.10% TOTAL

77.75%

Free Float

39.1%
MTP + Peres

Common
OTPP

22.5%
Prefered

1.97% ON 1.84% TOTAL 2.00% 0.01% 1.00%

29.1%

6.6%

31.3%

99.00%

% 51.7% 100.0% 80.0% 90.0% 65.78% 50.00% 0.45% 59.63% 84.00% 96.50% 76.74% 30.00% 60.00% 62.50% 50.00% 100.00% 100.00% 100.00% 90.00%
In progress

100.00% 100.00% 50.00% 50.00% 50.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 100.00% 90.00% 100.00% 100.00% 100.00%

99.99%

50.00% 60.00% 75.00% 100.00%

Multiplan Planejamento, Participaes e Administrao S.A. Free Float Board of Directors and Executive Officers Shares in treasury 1700480 Ontrio Inc. TOTAL

52,729,430
100.00%

98.00%

70,008,301 38,260 884,745 52,143,478 179,197,214

100.00%

99.99%

100.00%

100.00%

Multiplan Holding S.A. holds a stake equal to 1.00% or less in these companies. ** Jos Isaac Peres holds a 0.01% stake in this company. *** Theses percentages reflect two preferred shares transferred in trust to two former members of the Board appointed by the controller shareholder 1700480 Ontario Inc.

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2012 Annual and Sustainability Report

MULTIPLANS OPERATIONS IN COMPANIES WHERE IT HOLDS STAKES


Barrasul Empreendimento Imobilirio Ltda.
Operates in the development and commercialization of residential real estate named Rsidence du Lac, located in Porto Alegre, Rio Grande do Sul State.

MPH Empreendimento Imobilirio Ltda.


Operates in the commercialization of Shopping Center Vila Olmpia located in the city of So Paulo, So Paulo State, which owns a 60.00% stake in the mall since February of 2012.

ParkShopping Corporate Empreendimento Imobilirio Ltda.


Operates in the development and commercialization of properties without provision of services of any kind to third parties and participation in other companies.

CAA Corretagem e Consultoria Publicitria Ltda.


Provision of specialized brokerage services, consulting for promotions and advertisement, leasing and/or marketing of commercial spaces and merchandising.

Multiplan Administradora de Shopping Centers Ltda.


Operates in the management, promotion, launch and development of shopping malls, and management of its own and third party malls parking garages.

Parque Shopping Macei S.A.


Operates in the development and management of Parque Shopping Macei and its surroundings, located in Macei.

CAA Corretagem Imobiliria Ltda.


Provision of specialized brokerage services and real estate consulting in general.

Multiplan Greenfield I Empreendimento Imobilirio Ltda.


Real estate development and commercialization of Diamond Tower in the city of Porto Alegre, Rio Grande do Sul State.

Ptio Savassi Administrao de Shopping Center Ltda.


Parking garage management of Shopping Ptio Savassi, located in the city of Belo Horizonte, Minas Gerais State.

Danville SP Empreendimento Imobilirio Ltda.


Operates in the development and commercialization of real estate in general and related activities. Real estate development in Ribeiro Preto, So Paulo State.

Multiplan Greenfield II Empreendimento Imobilirio Ltda.


Operates in the development and commercialization of Morumbi Golden Tower located in the city of So Paulo, So Paulo State.

Renasce - Rede Nacional de Shopping Centers Ltda.


Participation in shopping malls and consortia related to the development and management of shopping malls.

Embraplan Empresa Brasileira de Planejamento Ltda.


Operates in the preparation, administration and coordination of projects.

Multiplan Greenfield III Empreendimento Imobilirio Ltda.


Operates in the development and commercialization of real estate in general, shopping malls and related activities located in the city of Rio de Janeiro, Rio de Janeiro State

Ribeiro Residencial Empreendimento Imobilirio Ltda.


Operates in the development and commercialization of residential real estate, located in the city of Ribeiro Preto, So Paulo State.

Jundia Shopping Center Ltda.


Operates in the commercialization of Jundia Shopping, located in the city of Jundia, in So Paulo State.

Multiplan Greenfield IV Empreendimento Imobilirio Ltda.


Operates in the development and commercialization of Morumbi Diamond Tower located in the city of So Paulo, So Paulo State.

SCP Royal Green Pennsula


Company created through the partnership established on February 15, 2006, between the Company and its parent company, Multiplan Planejamento, Participaes e Administrao S.A., to explore residential development Royal Green Pennsula, in the city of Rio de Janeiro, Rio de Janeiro State. The Company has a 98% stake.

Manati Empreendimentos e Participaes S.A.


Operates in the development and management of the parking garage and the Santa rsula mall, located in the city of Ribeiro Preto, in So Paulo State.

Multiplan Holding S.A.


Participation in companies that focus on the development and management of shopping malls and real estate.

Morumbi Business Center Empreendimento Imobilirio Ltda.


Operates in the development and commercialization of the commercial building MorumbiBusinessCenter located in the city of So Paulo, So Paulo State, holding 30% indirect stake in Shopping Vila Olmpia via 50% holdings in MPH, which in turn holds 60% of Shopping Vila Olmpia.

ParkShopping Campo Grande Ltda.


Operates in the commercialization of ParkShopping Campo Grande, located in the city of Rio de Janeiro, Rio de Janeiro State.

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2012 Annual and Sustainability Report

.02 MULTIPLAN PORTFOLIO

50m

VillageMall (RJ)
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2012 Annual and Sustainability Report

.02 MULTIPLAN PORTFOLIO


PROJECTS IN OPERATION
GRI:
2.2 2.10 EN5 EN18

SHOPPING CENTERS
In 2012, Multiplans portfolio included 17 shopping centers in operation, three of which were opened in the last quarter of the year - JundiaShopping, in upstate So Paulo, ParkShopping Campo Grande and VillageMall, both in Rio de Janeiro (RJ). At the end of the period, shopping center sales totaled R$9.7 billion up 14.9% over 2011. The three new shopping centers have already contributed with R$169.7 million in sales in less than 45 days in operation. The shopping centers are benchmarks in their respective regions and they have posted increasing results as a reflection of Multiplans attention and dedication to every detail to satisfy stakeholders. The shopping centers are affiliated with the Brazilian Association of Shopping Centers (Abrasce), an industry organization where the Companys CEO serves on the Board of Directors in addition to three Multiplan members on the Advisory Board.

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2012 Annual and Sustainability Report

LEARN MORE ABOUT MULTIPLAN SHOPPING CENTERS.

For the third consecutive year, BarraShopping was elected Rio de Janeiro residents favorte mall in a survey by O Globo newspaper, Cariocas Brands.

In the OS MAIS IMPORTANTES DO VAREJO, award (Most important retail companies) , given by the magazine NOVAREJO and international consulting firm Accenture, BarraShopping won in the Consumer Experience Shopping Centers /Place to Shop category.

BarraShopping is the name of the countrys largest mixed use complex, formed by the New York City Center, the BarraShopping Corporate Center and the VillageMall (opened in December 2012). In 2012, Multiplan announced the seventh expansion, adding more stores, services and entertainment to BarraShopping for consumers and retailers.

BarraShopping
A milestone in the development of Rio de Janeiro, it was the first shopping center located in Barra da Tijuca, contributing to occupation and growth of the neighborhood that today is the focus of investment and has the greatest potential for development. Location: Rio de Janeiro (RJ) TECHNICAL OVERVIEW Opening: 10/27/1981 Total Gross Leasable Area (GLA): 69,224 m2 Multiplans Stake: 51.1% Number of stores: 626 Expansions: 6 Employment: 9,371 Sales in 2012: R$1.6 billion Traffic in 2012: 26.4 million visits Consumer profile: 77% classes A and B; 61% women

New York City Center


The Shopping Center was designed to combine entertainment, food and shopping, all in a single place, offering stadium theaters, a mega-bookstore, bars, restaurants and a fitness center. Part of the mixed use complex, it is integrated with BarraShopping by a corridor of 50 stores. Location: Rio de Janeiro (RJ) TECHNICAL OVERVIEW Opening: 11/04/1999 Total Gross Leasable Area (GLA): 22,271 m2 Multiplans Stake: 50% Number of stores: 50 Employment: 1,389 Sales in 2012: R$209 million Traffic in 2012: 9.5 million visits Consumer profile: 77% classes A and B; 61% women

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2012 Annual and Sustainability Report

Inaugurated in 2012

ParkShopping Campo Grande


The inauguration of the shopping, in 2012, brings the appreciation of the west side of Rio de Janeiro to the Campo Grande district. The development aims to meet the growing demand of local residents, improving their quality of life. For leisure, it features seven movie theaters, an indoor park and an outdoor gourmet area with six restaurants.

Location: Rio de Janeiro-(RJ) Technical Overview Opening: 11/28/2012 Total Gross Leasable Area (GLA): 42,342 m2 Multiplans Stake: 90% Number of stores: 286 Employment: 4,375 Sales in 2012: R$50.6 million Traffic in 2012: 440.2 thousand visits Consumer profile: classes B and C

It was designed with a partly built expansion area, with approximately 12,200 m of GLA, for future development.

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2012 Annual and Sustainability Report

Inaugurated in 2012

VillageMall
Focusing on fashion, culture, cuisine and services, VillageMall is the first luxury mall in the city of Rio de Janeiro. It offers new international and national brands, a theater with 1,060 seats intended for large performances, four VIP movie lounges, an event center with 1,560 m2 and a dining area with a terrace overlooking the Tijuca Lagoon.

Location: Rio de Janeiro-(RJ) TECHNICAL OVERVIEW Opening: 12/03/2012 Total Gross Leasable Area (GLA): 25,529 m2 Multiplans Stake: 100% Number of stores: 105 Employment: 1,030 Sales in 2012: R$26.7 million Traffic in 2012: 135.8 thousand visits Consumer profile: class A

The Shopping Mall is a solid complement to the complex composed by BarraShopping, New York City Center and Business Center BarraShopping.

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2012 Annual and Sustainability Report

MorumbiShopping
Synonym for pioneering, it was the first development to create an area exclusively dedicated to fashion, with major national and international brands, and a culinary center inside a shopping center. It was also the first to join So Paulo fashion week with the creation of Morumbi Fashion Brazil. It also broke new ground by implementing an intelligent parking system that indicates the location and number of available parking spots.

Location: So Paulo (SP) TECHNICAL OVERVIEW Opening: 05/03/1982 Total Gross Leasable Area (GLA): 55,086 m2 Multiplans Stake: 65.8% Number of stores: 502 Expansions: 5 Employment: 6,993 Sales in 2012: R$1.3 billion Traffic in 2012: 21.1 million visits Consumer profile: 90% classes A and B; 52% women

The shopping mall belongs to a multi-purpose complex that includes the Morumbi Office Tower, MorumbiBusinessCenter and Centro Professional MorumbiShopping. The complex also features Morumbi Corporate, which is currently under development.

1 st place in the ABRASCE 2012 Award in Excellence in Management for the Parking Spot Illuminated Signage project. In Consumption, it took the top spot in the Readers Choice Awards from poca magazine 2011|2012.

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2012 Annual and Sustainability Report

Two operations of Shopping Vila Olmpia were highligthed in the publication The Best of So Paulo from poca So Paulo magazine 2 0 1 2 . I n C l a ssi c s a nd Tre nd s/ Fun, the development was named featuring the best bowling alley in So Paulo, while the Kinoplex movie

Shopping Vila Olmpia


Located in one of the fastest growing neighborhoods in So Paulo, close to fashionable areas such as Vila Nova Conceio, Moema and Itaim, Shopping Vila Olmpia caters to a demanding and qualified audience. To serve this consumer profile, the development has a clean and elegant faade and also wide corridors with special lighting. The mall has a complete gastronomic center, state-of-the-art bowling lanes and seven movie theaters, two of them premium.

theather was chosen the citys best.

In the Enjoy Shoppings 2012 guide, Shopping Vila Olmpia was 6th among the 56 evaluated and 2nd on the citys south side. In cuisine, it was the 2 nd best among all developments on the south side. Shopping Vila Olmpia was also highlighted for its infrastructure, taking the top spot among south side malls.

Location: So Paulo (SP) TECHNICAL OVERVIEW Opening: 11/24/2009 Total Gross Leasable Area (GLA): 28,363 m2 Multiplans Stake: 60% Number of stores: 220 Employment: 3,115 Sales in 2012: R$302.7 million Traffic in 2012: 9.2 million visits Consumer profile: 95% classes A and B; 55% women

Acquisition of an additional 30% stake in Shopping Vila Olimpia in 2012.

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2012 Annual and Sustainability Report

During the year, the real estate development was declared the third best mall in So Paulo by O Estado de So Paulo newspapers 2012 Guia Divirta-se Shoppings (shopping mall guide). The guide pointed out that ParkShopping So Caetano reached the third place in the overall ranking by the set of flawless infrastructure, large number of stores, services offered and entertainment for children.

ParkShopping So Caetano
Located in the first planned neighborhood in the region, Espao Cermica, the mall has a fully planned and sustainable area of 300 thousand m 2. The developments architectural design favored the integration of spaces and natural lighting through the use of glass panels, giving visitors a feeling of being outdoors. It brings together housing, work, leisure, shopping and services in its infrastructure.

Location: So Caetano do Sul (SP) TECHNICAL OVERVIEW Opening: 11/09/2011 Total Gross Leasable Area (GLA): 39,274 m2 Multiplans Stake: 100% Number of stores: 249 Employment: 3,826 Sales in 2012: R$418.5 million Traffic in 2012: 4.4 million visits Consumer profile: classes A and B

Following Multiplans strategy to develop mixed use projects, from the start So Caetano ParkShopping was planned foreseeing a second stage of development that will include an additional 13,411 m and the construction of four office towers.

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2012 Annual and Sustainability Report

Shopping Anlia Franco


One of the forerunners of the region in which it is installed, the Shopping center contributes to the development and valuation of its surroundings. Shopping Anlia Franco is notable for the full and qualified mix of brands, for the offered services and distinctive atmosphere. It stands out for holding great events such as concerts, free exhibitions and fashion shows, consolidating itself as the best and most sophisticated fashion center and culture of the east side of So Paulo.

Location: So Paulo (SP) TECHNICAL OVERVIEW Opening: 11/09/1999 Total Gross Leasable Area (GLA ): 50,427 m2 Multiplans Stake: 30% Number of stores: 402 Expansions: 1 Employment: 3,905 Sales in 2012: R$829 million Traffic in 2012: 10.6 million visits Consumer profile: 91% classes A and B; 56% women A reference in style and quality, it was elected by popular vote in 2012 as So Paulos best shopping mall according to poca magazine.

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2012 Annual and Sustainability Report

RibeiroShopping
Inaugurated 31 years ago, RibeiroShopping is more than a fashion and entertainment hub: is a center of trends across the region. The first shopping mall of Ribeiro Preto, one of the states most economically important cities and one of the most developed in the country, is undergoing its 7th and 8th expansions, which will make it even more comprehensive, attracting a larger number of customers.

Location: Ribeiro Preto (SP) TECHNICAL OVERVIEW Opening: 05/05/1981 Total Gross Leasable Area (GLA): 50,552 m2 Multiplans Stake: 76.7% Number of stores: 296 Expansions: 6 Employment: 3,687 Sales in 2012: R$569.7 million Traffic in 2012: 11.8 million visits Consumer profile: 73% classes A and B; 53% women

RibeiroShopping belongs to a mixed use complex featuring a hotel, the Business Center Ribeiro Office Tower and the Professional Center RibeiroShopping, delivered in 2012. During 2012 Multiplan announced the expansions VI, VII and VIII. The delivery of the expansion VI, still in 2012, with 41 new stores and a deck parking with 1,200 spaces, marks the completion of the first phase of the master plan for development designed for the shopping mall, which includes the two expansions announced (VII and VIII), four high-end luxury apartment buildings, a new office tower, a residential building with services and a hotel.

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2012 Annual and Sustainability Report

Shopping Santa rsula


Designed in a privileged area in downtown Ribeiro Preto, it is the only vertical mall in the region and features skylights, with large glass structures to optimize the use of natural light and the use of energy resources. Since 2008, when it was acquired by Multiplan, the development underwent a total renovation such as the reorganization in the mix of shops - arrival of new brands - and improvements in its architecture and landscaping.

Location: Ribeiro Preto (SP) TECHNICAL OVERVIEW Opening: 09/29/1999 Total Gross Leasable Area (GLA): 22,992 m2 Multiplans Stake: 62.5% Number of stores: 192 Employment: 1,679 Sales in 2012: R$164 million Traffic in 2012: 2.5 million visits Consumer profile: 57% classes A and B; 66% women

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2012 Annual and Sustainability Report

Inaugurated in 2012

JundiaShopping
Located on the bustling Avenida Nove de Julho, 60 km away from the So Paulo State capital, the mall caters to both the resident and the visiting population because of its easy access to neighboring towns. It offers the region a unique entertainment, services, shopping and dining infrastructure, with Multiplan quality standard.

Location: Jundia (SP) TECHNICAL OVERVIEW Opening: 10/18/2012 Total Gross Leasable Area (GLA): 34,535 m2 Multiplans Stake: 100% Number of stores: 217 Employment: 3,850 Sales in 2012: R$80.4 million Traffic in 2012: 1 million visits Consumer profile: classes A and B The project is fully in tune with Multiplans strategy of creating mixed use complexes. The project was delivered ready for a future expansion of approximately 12,500 m2 of GLA and two office towers integrated into the mall, with an area of 11,600 m2.

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2012 Annual and Sustainability Report

Carried out by the Mercado Comum Magazine (Common Market Magazine), the Top of Mind award has granted to BH Shopping, in 2012, the 1st place in management category. 1st Prize ABRASCE 2012 in the Excellence in the Management category, for the program Elos - care management in every detail.

BH Shopping
The pioneerism and boldness Multiplan is known for can be clearly seen in BH Shopping center, the first shopping center developed by the Company and the first in the state of Minas Gerais. Built in the Belvedere neighborhood, far away from the urban center, the development bet on the citys growth in that direction and ended up making history by contributing to the regions real estate development and appreciation. T h e c l o v e r l e a f i n t e rc h a n g e n e a r t h e s h o p p i n g i n s p i re d Multiplans logo.

Location: Belo Horizonte (MG) TECHNICAL OVERVIEW Opening: 09/13/1979 Total Gross Leasable Area (GLA): 47,565 m2 Multiplans Stake: 80% Number of stores: 400 Expansions: 5 Employment: 6,430 Sales in 2012: R$1 billion Traffic in 2012: 14.6 million visits Consumer profile: 84% classes A and B; 56% women

In 2012, BH Shopping implemented a new system to identify parking spaces, improving the customer experience and promoting fuel economy and reduced emissions.

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2012 Annual and Sustainability Report

DiamondMall
A cozy, exclusive and sophisticated shopping center, located in one of Belo Horizontes most sophisticated regions, DiamondMall is home to some of the best Brazilian and international brands, without losing focus on convenience and comfort, with a range of products and services. DiamondMall has been serving a demanding consumer profile with its 268 stores, some of them exclusive to Minas Gerais, six spacious movie theaters featuring state-of-the-art technology and two food courts. In addition, there is an emporium selling gourmet food products and a complete gym.

Location: Belo Horizonte (MG) TECHNICAL OVERVIEW Opening: 11/06/1996 Total Gross Leasable Area (GLA): 21,386 m2 Multiplans Stake: 90% Number of stores: 268 Expansions: 3 Employment: 3,240 Sales in 2012: R$509.5 million Traffic in 2012: 10.3 million visits Consumer profile: 90% classes A and B; 55% women

In 2012, DiamondMall implemented a new system to identify parking spaces, improving the customer experience and promoting fuel economy and reduced emissions.

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2012 Annual and Sustainability Report

Ptio Savassi
The architectural plan for the Ptio Savassi development mimics a large neighborhood square, with outdoor gathering areas, gardens, cafs, restaurants and an amphitheater. Acquired by Multiplan in 2007, the developments sales and revenue are on the rise. Planning ahead for future expansion projects, the company purchased two lots that together add up to over 3,000 m.

Location: Belo Horizonte (MG) TECHNICAL OVERVIEW Opening: 05/25/2004 Total Gross Leasable Area (GLA): 17,253 m2 Multiplans Stake: 96.5% Number of stores: 208 Expansions: 1 Employment: 2,048 Sales in 2012: R$331.5 million Traffic in 2012: 10.2 million visits Consumer profile: 88% classes A and B; 57% women

In 2012, Ptio Savassi implemented a new system to identify parking spaces, improving the customer experience and promoting fuel economy and reduced emissions.

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2012 Annual and Sustainability Report

South
BarraShoppingSul
BarraShoppingSul has a modern architectural project, with large glass structures that make the most of natural lighting. A reference point in entertainment, it has an indoor video game center, automated bowling, eight movie theaters, an events center and a food court featuring a view of the Guaba River.

BarraShoppingSul won the 2011 ICSC Latin America Shopping Center Golden award in the Innovative Design and Development in a New Project category. ________________________________________ The award is sponsored by the International Council of Shopping Centers (ICSC) and recognizes excellence in marketing, design and development in the shopping center industry in Latin America.

Location: Porto Alegre (RS) TECHNICAL OVERVIEW Opening: 11/18/2008 Total Gross Leasable Area (GLA): 68,212 m2 Multiplans Stake: 100% Number of stores: 228 Employment: 4,600 Sales in 2012: R$650.8 million Traffic in 2012: 10.5 million visits Consumer profile: 86% classes A and B; 55% women

Designed following the mixed use concept, the development includes the Crystal Tower, an office tower connected to the shopping mall, in addition to an apartment building, Residnce du Lac, and another office structure, the Diamond Tower, both under construction.

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2012 Annual and Sustainability Report

ParkShoppingBarigi
Next to Barigi Park, the shopping centers architectural plan works in favor of environmental integration through the use of large windows and structural cut that make the most of the regions light, lush vegetation and natural beauty. Attached to the shopping center there is a 2,400 m2 space for hosting events and exhibitions of great interest to the public.

Location: Curitiba (PR) TECHNICAL OVERVIEW Opening: 11/12/2003 Total Gross Leasable Area (GLA): 50,175 m2 Multiplans Stake: 84% Number of stores: 312 Expansions: 1 Employment: 4,092 Sales in 2012: R$758.5 million Traffic in 2012: 10.2 million visits Consumer profile: 91% classes A and B; 54% women

1st place in the ABRASCE Award 2012 in the Expansion and Revitalization category.

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2012 Annual and Sustainability Report

ParkShopping
A watershed development in the commerce of Braslia, the mall brought the biggest retail names to the Federal Capital at the beginning of the 1980s, providing a new shopping experience. The ParkShopping Center is considered to be the regions most complete and sophisticated shopping center. ParkShopping is a reference in fashion, entertainment and culture for everyone living in or passing through Brasilia. It has a large recreation area and an exclusive gastronomic structure, Espao Gourmet, which innovated bringing together five upscale restaurants, four of them unprecedented in the city.

Location: Braslia (Federal District) TECHNICAL OVERVIEW Opening: 11/08/1983 Total Gross Leasable Area (GLA): 53,448 m2 Multiplans Stake: 59.6% Number of stores: 390 Expansions: 9 Employment: 4,442 Sales in 2012: R$882.2 million Traffic in 2012: 11.6 million visits Consumer profile: 88% classes A and B; 59% women In December 2012, the project became even more complete with the opening of ParkShopping Corporate, a development comprised of two towers for lease integrated to the shopping mall within the mixed use strategy.

MID-WEST
For more information on shopping centers, log on to the Companys website: http://www.multiplan.com.br

In 2012, the Jornal of Brasilia (Brasilia Newspaper), based on research conducted by the Instituto Opinio Consultoria, handed the Top of Mind award to ParkShopping for being the development mentioned by 22.5% of respondents in the shopping centers segment.

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2012 Annual and Sustainability Report

MIXED USE REAL ESTATE PROJECTS DELIVERED IN 2012


Part of the Companys strategy, mixed use real estate projects promote synergy between the mall operations and Multiplan customers needs. In 2012, these projects had a significant positive impact on the Companys revenue. Added to projects in the BarraShoppingSul complex - Diamond Tower and Rsidence du Lac - in progress, the mixed use developments delivered contributed to the increase of 360.5% in revenue from real estate for sale, totaling R$165 million.

COMMERCIAL REAL ESTATE PROPERTIES

SALE MorumbiBusinessCenter
Initially developed for lease, Multiplan opted, as a result of a market opportunity, to sell the development to Oracle do Brasil Sistemas Ltda. in early 2012. The transaction was closed for R$165 million, equivalent to R$17.6 thousand / m2, considering a private area of 9,383 m2. The project consists of one class A office building located in the MorumbiShopping complex and developed with top technology, according to LEED green seal certification standards.

SALE RIBEIROSHOPPING PROFESSIONAL CENTER


Office tower for sale, interconnected by a covered sidewalk to RibeiroShopping, promotes synergy between retail and services; the Professional Center also has two meeting rooms, cafe with outdoor deck, fitness center and spa, condominium intranet, internet access in rooms and common areas, as well as valet parking and 349 parking spaces. The building has 12.6 thousand m2 of private area and Potential Sales Value (PSV) of approximately R$83.3 million.

Location: So Paulo (SP) TECHNICAL OVERVIEW Delivery: January, 2012 Location: Ribeiro Preto (SP) TECHNICAL OVERVIEW Delivery: November, 2012

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2012 Annual and Sustainability Report

LEASE
Pre-certified with the LEED seal

Parkshopping Corporate
Two towers for lease, the development was built according to LEED standards for sustainable practices and on the same grounds of ParkShopping, being interconnected to the Shopping by a covered sidewalk.

Location: Braslia (DF) TECHNICAL OVERVIEW Delivery: December, 2012 Total Gross Leasable Area (GLA): 13,360 m2 Multiplans Share: 50%

During its constrution, the site of ParkShopping Corporate was considered impeccable and an example of good practices by Centro de Tecnologia em Edificaes (CTE), a consulting firm that monitors construction works to see that they meet LEED standards for sustainable practices.

Mixed use projects provide broad infrastructure and have become service, business and leisure hubs in the communities of the Companys malls. For more information on commercial developments, log on to the Companys website and click Real Estate Development: http://www.multiplan.com.br
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2012 Annual and Sustainability Report

PROJECTS IN PROGRESS
GRI:
1.2 EC2 EN18

In order to mitigate risks, Multiplans policy is to study and analyze the dimensions and possibilities involved in the development of its projects. It is the Companys management principle to maintain relationship with the leaders of the locations for the development of shopping centers and real estate projects, as well as to meet the potential needs of the surrounding communities.

SHOPPING CENTER
Parque Shopping Macei
Multiplans first mall in northeastern Brazil, its construction generates about 2,400 jobs and its delivery should create another 3,600 jobs. The inauguration is scheduled for the fourth quarter of 2013. Located in an important area of growth in Macei, Parque Shopping Macei will provide 168 stores, movie theaters, a large food court, restaurants and 1,800 parking spaces. Aligned with the strategy of the Company, it will be integrated to Boulevard Parque, a planned mixed use project featuring residential and commercial towers and a green area. At the end of 2012, 81% of the malls Gross Leasable Area had been leased.

Location: Macei (AL) Inauguration date: 4th quarter 2013 Total Gross Leasable Area (GLA): 37,769 m2 Multiplans Share: 50% Floors: 3 Number of stores: 168 Parking: 1,800 spaces

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2012 Annual and Sustainability Report

COMMERCIAL REAL ESTATE PROPERTIES SALES


.a

Diamond Tower
Commercial Development part of the BarraShoppingSul complex, Diamond Tower is guided by convenience and functionality. The project offers two meeting rooms, seven elevators - one exclusive service elevator - and a separate underground garage. Moreover, it has a privileged view of the Guaiba River. At the end of 2012, 84% of commercial units were already sold.

.a

.b Location: Porto Alegre (RS) Delivery: 2nd half 2014

RESIDENTIAL REAL ESTATE PROJECTS


.b

SALES
Rsidence du Lac
The project is part of the BarraShoppingSul complex and will offer to the neighborhood quality of life by combining housing, work, services, shopping and leisure. The apartments and studios will have barbecue grills, one or two covered parking spaces, and a view of the Guaba River. At the end of 2012, 84% of units were already sold. Location: Porto Alegre (RS) Delivery: 2nd half 2014

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2012 Annual and Sustainability Report

LEASE
Morumbi Corporate
Part of Multiplans mixed use strategy, Morumbi Corporate interconnects to the MorumbiShopping complex with two upscale towers with 18 and 26 floors - for lease. Morumbi Corporate has already received Gold pre-certification from the Green Building Council Brazil, a non-governmental institution that works to promote eco-efficiency in buildings worldwide. In an advanced stage of construction, its inauguration is scheduled for the second quarter of 2013 and will add 74.2 thousand m2 to the complex which it is a part of.

.a

Location: So Paulo (SP) Delivery: 2


nd

half 2013 .a Morumbi Corporate .a .b BarraShopping Office

Total Gross Leasable Area (GLA): 74,2 m2 Multiplans Share: 100%

In precertification process for the LEED seal

BarraShopping Office
Strengthening the Companys strategy, BarraShopping Office is part of the seventh expansion of the mall and will add two office floors for lease that will integrate the complex with a total of 4,000 m.

.b

Location: Rio de Janeiro (RJ) Delivery: May, 2014 Total Gross Leasable Area (GLA): 4,204 m2 Multiplans Share: 51.1%

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2012 Annual and Sustainability Report

LANDBANK
The maintenance of a landbank is part of Multiplans growth strategy, as it allows the Company to prepare for future expansions or development of mixed use real estate projects. The purchase of the properties around the shopping centers, for example, is done in advance whenever possible, simultaneously with the development of the shopping center. Thus, Multiplan seeks to provide better return on investment, since the implementation areas appreciate after the developments, raising m2 prices.

2012 Landbank Inventory


Location Ptio Savassi ParkShoppingBarigi ParkShoppingBarigi JundiaShopping Parque Shopping Macei BarraShoppingSul RibeiroShopping ParkShopping Campo Grande VillageMall ParkShopping So Caetano Shopping Anlia Franco TOTAL City (State) Belo Horizonte (MG) Curitiba (PR) Curitiba (PR) Jundia (SP) Macei (AL) Porto Alegre (RS) Ribeiro Preto (SP) Rio de Janeiro (RJ) Rio de Janeiro (RJ) So Caetano do Sul (SP) So Paulo (SP) Land Area 2,606 m 843 m 27,370 m 4,500 m 140,000 m 4,396 m 207,092 m 141,480 m 36,000 m 24,948 m 29,800 m 619,035 m Type Commercial Apart-Hotel Commercial Commercial Residential, Commercial, Hotel Hotel, Commercial Residential, Commercial Residential, Commercial Commercial Commercial Residential % Multiplan 97% 84% 94% 100% 50% 100% 100% 90% 100% 100% 36% 82%

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2012 Annual and Sustainability Report

.03 STRATEGY AND COMPETITIVE ADVANTAGES

MorumbiShopping (SP)
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2012 Annual and Sustainability Report

.03 STRATEGY AND


COMPETITIVE ADVANTAGES
PEOPLE, PROCESSES AND TECHNOLOGY OPERATIONS EXPANSION
The Company is committed to selecting, training and retaining professionals that meet the needs of each office. It is part of the Multiplans strategy to add to the team of collaborators modern information systems to ensure the best customer service. Investing in technology is an essential point of its strategy to the extent that tools and management systems enhance the quality of the stakeholders experience. The tools and management systems of the Company (ERP Enterprise Resource Planning SAP) are integrated to the shopping malls. Expanding operations in real estate developments is one of the objectives of the Company. The mixed-use standard prioritizes areas in the surroundings of its shopping malls and focuses on the development and the enhancement of the regions in which Multiplan operates.

ESTRATGIA

OPPORTUNITIES
Focused on regions with economic growth potential, population density and expressive income levels, Multiplan bases its decisions on its expertise in identifying markets and locations for development, in order to take advantage of investment opportunities in the shopping center industry, the expansion of its assets, acquisition of additional interests in its projects, developing new ventures and acquisition of shopping centers from third parties.

INCREASED RETURNS AND FINANCIAL DISCIPLINE


Multiplan adopts a policy of planning and control at all levels of the Company to reduce costs, expand existing business opportunities, make the best use of its assets and mitigate risks with the aim of selecting the best opportunities related to its strategic objectives.

STRATEGY
GROWTH WITH SUSTAINABILITY MAINTAINING THE QUALITY OF THE CURRENT PORTFOLIO MAXIMIZE THE INVESTMENT MADE BY SHAREHOLDERS

GRI: 44

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2012 Annual and Sustainability Report

EXPERIENCED MANAGEMENT
The administrative framework is part of the success of the company. The expertise and involvement of executives makes business flexible and allows the anticipation of solutions in dynamic and competitive scenarios.

STRATEGIC PARTNERSHIP
Multiplan has a history of successful partnerships. It has as partner the largest pension fund in the country, PREVI, besides having local investors as FUNCEF and Fapes and international partners.

GRI:

A FULL SERVICE COMPANY


1.2
The Company operates an integrated business model in all stages of development and operation of shopping centers, developing synergy, productivity and speed with a global vision of the business and opportunities.

COMPETITIVE ADVANTAGES
POSITIONING
Given the low level of GLA per capita, the development of new projects and expansions consolidates Multiplan among industry leaders.

GROWTH POTENTIAL
The consolidated assets, the operational know-how and experience in the development and execution of projects broaden perspectives for growth.

INNOVATIVE VISION
The Company is always seeking new business opportunities in new markets. BH Shopping, BarraShopping and RibeiroShopping brought economic development to areas in which they are implemented.

STRONG BRAND AND COMMERCIAL RELATIONSHIP


The widespread recognition and consolidation of the Multiplan brand facilitates conducting business, a wide network of shops and a good relationship with tenants.

PORTFOLIO
In addition to being strategically located and serving all social classes, Multiplan shopping centers have a tenant mix focused on the consumption pattern of the regions where they are located.

SHOPPING CENTER MANAGEMENT


The majority interest in most of its 17 shopping malls allows ample flexibility in the operation expansion and renovation.

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2012 Annual and Sustainability Report

.04 CORPORATE GOVERNANCE

ParkShopping (DF)
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2012 Annual and Sustainability Report

.04 CORPORATE GOVERNANCE


GOVERNANCE MODEL
GRI:
4.1 4.3 Multiplan runs the business with a commitment to accountability, transparency, fair ness and corporate responsibility. The Companys Corporate Governance model was prepared based on the Best Corporate Governance Practices, published by the Brazilian Corporate Governance Institute (IBGC), and aims to ensure practices, policies and principles aligned with best practices adopted in Brazil.

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2012 Annual and Sustainability Report

MULTIPLANS CORPORATE GOVERNANCE PRINCIPLES AND PRACTICES


Guided by this gover nance model, the Companys shares are traded on the BM&FBovespas Level 2 of Corporate Gover nance for companies with good governance practices. D e s p i t e b e i n g l i s t e d a t L e v e l 2 , M u l t i p l a n s Bylaws meet the requirements of the Novo Mercado, the highest level of gover nance practices. The limitation restricting the Companys listing on the Novo Mercado is the existence of preferred shares and an indelible clause. However, the companies that were already listed on the Novo Mercado and had the indelible clause continued in that category. Meetings at times and locations that allow the attendance of the largest possible number of shareholders who receive advance information on the issues, being granted voting rights to all Companys shares

Shareholders agreement disclosed to all Multiplan stakeholders Results reports with transparent, broad and simultaneous disclosure to the public

Transparency

W ith respect to the preferred shares issued by the C o m p a n y, t h e y a re w h o l l y o w n e d b y t h e O n t a r i o Teachers Pension Plan (OTTP) fund. In this scenario, the adequacy of its Bylaws to the Novo Mercado reflects a management model fully aligned with best practices. Balance Sheets and Financial Statements verified by independent auditors

Disclosure Policy on material information to prevent access to and use of confidential information

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2012 Annual and Sustainability Report

Resolution of potential conflicts of interest through arbitration as provided in the bylaws.

Participation of at least 20% of independent members in the Board of Directors, as per BM&FBOVESPA rules.

Statutory definition about the general meetings call, the powers of the Board of Directors and Executive Board and the voting, election, removal and terms of office system of board members.

Value creation and Company interest protection

Composition of Board of Directors by members experienced in business operations and financial management.

Pulverization of Company shares (free float), aiming at liquidity.

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2012 Annual and Sustainability Report

Right to sell their shares under the same conditions guaranteed to the Selling Controlling Shareholder, in case of sale, directly or indirectly, in return for payment, of its control, either through a single transaction or through successive operations (100% price tag along). Entitled to full payment of dividends and other earnings of any nature that may be declared by the Company. Right to the minimum mandatory dividend, in each fiscal year, equivalent to 25% of adjusted net income in accordance with Article 202 of the Corporation Law.

To consult the BM&FBovespa rules of Corporate Governance Level 2 and Novo Mercado, please go to:

Creating value for shareholders

www.bmfbovespa.com.br

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2012 Annual and Sustainability Report

MANAGEMENT
GRI:
4.1 4.2 4.3 4.5 4.7 4.9 The Companys management is led by experienced and qualified professionals, with an average of over 20 years of experience in the shopping center and real estate segments.

BOARD OF DIRECTORS
The Board of Directors of Multiplan is composed of at least five and no more than ten members, residents of Brazil or not, elected by the General Meeting for a term of two years with re-election permitted. The key responsibilities of the Board Members are: to define the policies and strategies of the Company, monitor their implementation, the election and removal of Officers and the removal or replacement of independent auditors. Regularly, the Board of Directors meets once every three months; however, meetings may be called by the Chairman of the Board whenever necessary. In 2012, the Board Members of Multiplan met 11 times.

Multiplan Board of Directors


Member JOS ISAAC PERES EDUARDO KAMINITZ PERES JOHN M. SULLIVAN RUSSELL T. GOIN MANOEL JOAQUIM R. MENDES JOS CARLOS DE A. S. BARATA JOS PAULO FERRAZ DO AMARAL Position Chairman Member Member Member Member Independent Member Member Election date 04/30/2012 04/30/2012 04/30/2012 04/30/2012 04/30/2012 04/30/2012 08/14/2012 End of term 04/30/2014 04/30/2014 04/30/2014 04/30/2014 04/30/2014 04/30/2014 04/30/2014

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2012 Annual and Sustainability Report

Member Profiles
Born in October 23, 1970, graduated in Civil Engineering, was Vice President of Goldman Sachs & Co between 2004 and 2008. Joined Cadillac Fairview in 2008 and performed the duties of Vice President of Investments and Senior Vice President of Investments and Executive Vice President of Investments since 2012.

Born in July 18, 1940, Mr. Peres is graduated in Economics, participated in and implemented more than 350 real estate projects with 35 thousand units sold. Pioneer and founder of Multiplan, Abrasce (Brazilian Association of Shopping Centers), and Ademi (Association of Real Estate Administrators).

Born in August 15, 1970, he studied Business Administration and joined the Company in 1988, where he has held various positions in his 24 years in Multiplan. Responsible for creating CAA Merchandising.

Born in July 28, 1960, Mr. Sullivan graduated in Civil Engineering, joined Cadillac Fairview in 1998, where he performed the duties of Senior Vice President of Development, Executive Vice President of Development, and in 2011, took over as Chief Executive Officer.

JOS ISAAC PERES

EDUARDO KAMINITZ PERES

JOHN M. SULLIVAN

RUSSELL T. GOIN

MANOEL JOAQUIM R. MENDES


Born in September 2nd, 1937, he graduated in Civil Engineering, worked for Veplan and later on, for IodBauen as technical director. Joined Multiplan in 1976 and is currently responsible for coordinating engineering, projects and planning areas.

JOS CARLOS A. S. BARATA


Born in April 24, 1940, Mr. Barata graduated in Civil Engineering, worked as Chief Financial Officer at Furnas, and held the CEO position of Bozano, Simonsen and as Chairman/CEO of BSCC and agricultural companies of Grupo Bozano. Held the position of Director for various companies of Grupo Bozano and joined Multiplan in 2007.

JOS PAULO FERRAZ DO AMARAL


Born in February 6, 1944, works as Business administrator, he served as Director of Department Stores. In Lojas Americanas, he served as Managing Director, and actively participated in the establishment of the society created between the company and Walmart. In partnership with Banco Pactual, he worked in the recovery of Mesbla.

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2012 Annual and Sustainability Report

BOARD OF EXECUTIVE OFFICERS


Multiplans Board of Executive Officers consists of a Chief Executive Officer, three Vice Presidents and up to six Officers without specific designation. One of the members of the Executive Board shall act as Investor Relations Officer. It is incumbent upon the Executive Board to carry out all acts necessary for the achievement the corporate purpose, complying with legal and statutory provisions, and determinations of the General Meeting and of the Board of Directors. The Executive Board members are elected by the Board of Directors for a term of two years with re-election and removal allowed at any time.

Officer Profiles Multiplans Board of Executive Officers


Member JOS ISAAC PERES EDUARDO KAMINITZ PERES ARMANDO DALMEIDA NETO MARCELLO KAMINITZ BARNES ALBERTO JOS DOS SANTOS Position Chief Executive Officer Vice Chief Executive Officer Vice Chief Executive Officer / Investor Relations Officer Vice Chief Executive Officer Officer without specific designation Election date 04/30/2012 04/30/2012 04/30/2012 04/30/2012 04/30/2012 End of term 04/30/2014 04/30/2014 04/30/2014 04/30/2014 04/30/2014

ARMANDO D ALMEIDA NETO


Born in June 18, 1962, he graduated in Business Administration, has more than 25 years of experience in the financial markets. He is a former director of Bulltick Brasil Consultoria; member of the Executive Committee of Bulltick Capital Markets, director of Santander Investment Securities and director of Banco Bozano. Joined Multiplan in 2012.

ALBERTO JOS DOS SANTOS


Born in July 20, 1951, Mr. Santos graduated in Accounting, and he is Director of Administration of Multiplan since 2007. He is responsible for the accounting, administrative, information technology and human resources departments.

MARCELLO KAMINITZ BARNES


Born in March 4, 1967, he graduated in Civil Engineering, joined the Company in 1990, when he worked as engineer of Multiplans expansion works. Later, he worked on the operation management of BarraShopping. Responsible for developing the Multiplan projects in Miami, United States. He is currently responsible for real estate and the development of new businesses.

*The resumes of Mr. Jose Isaac Peres and Eduardo Kaminitz Peres are in the organizational chart above, referring to the Board of Directors, in which both are sitting Officers.

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2012 Annual and Sustainability Report

COMPENSATION
In order to attract and retain professionals with the profile and capabilities to meet its needs, Multiplan defines the compensation of its executives (Executive Officers and Board) by the following indicators: necessary knowledge, complexity of activities and expected results for each position. The benefits of the main executives of the Company are monthly compensation, an annual bonus and a Multiplan stock option program.

RISK MANAGEMENT
GRI:
4.1 4.11 In all areas of operation and business planning, Multiplan is attentive to the prevention and mitigation of major risks of its business. For this, it has skilled professionals and modern management systems which identify potential critical points and develop action plans to control them, minimizing impacts and providing possible solutions. In both shopping centers in operation and on projects under development, specialized teams continually assess technical and security risks. In the first case, situations such as fires, leaks and damaged equipment, among others, receive technical monitoring to mitigate risks with a strict schedule of inspections and maintenance of the Multiplans facilities. In relation to security risks, the measures of the Company are focused on best practices in Occupational Safety and Health (OSH) for constant monitoring of its malls through cameras and security professionals, in addition to the use of materials and construction techniques and proper maintenance to prevent injury to mall visitors.

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2012 Annual and Sustainability Report

.05 OPERATING AND FINANCIAL PERFORMANCE

JundiaShopping (SP)
55
2012 Annual and Sustainability Report

In 2012, Multiplans proprietary GLA increased 28.3%, reaching 528.1 thousand m2.

OPERATING AND FINANCIAL PERFORMANCE


GRI:
EC9

(000 m2) +38.1 +25.5 +34.5

+3.1

+6.7

528.1 116.5

A sharp increase in proprietary GLA delivered in 2012...

411.7

+8.5

411.7 Proprietary GLA growth: +28.3%


2011
Shopping Vila Olmpia* JundiaShopping ParkShopping Campo Grande VillageMall RibeiroShopping ParkShopping expansion VI Corporate

2012

*Acquisition of an additional 30.0% stake.

Starting from a strong foundation per m2, SSS and SSR grew more than 50% over 2007

6.7% decrease in expenses with headquarters in the 4th quarter of 2012: - 330 bp as % of net sales

SSS / m2 (year)

SSR / m2 (month) 54.2%


106 R$ / m2

HIGHLIGHTS OF THE YEAR

... combined with a robust operational performance and efficiency gains...

50.2%
17,340 R$ / m2 11,545 R$ / m2

6.7% 25.7 M
13.2% 7.9%

69 R$ / m2

25.6 M

29.2 M 21.2 M
11.0%

24.0 M
14.2% 9.9%

2007

2012

2007

2012

4Q11

1Q12

2Q12

3Q12

4Q12

2012 EBITDA per share * 35.1% higher and 5-year CAGR of 19.2% 3.45 2.56 1.71 1.96

FFO in 2012 per share 24.0% higher and 5-year CAGR of 16.4% 2.89 2.06 1.35 1.61 1.54 2.33

... result in a systematic strong cash generation

1.44

1.67

2007

2008

2009

2010

2011

2012

2007

2008

2009

2010

2011

2012

EBITDA per share (per year)


* Free float = (Shares issued - Treasury) at the end of each year

FFO per share (per year)

Performance Highlights
Shopping Mall Sales Lease Revenue NOI + KM EBITDA Net Income

2012 (R$) 2012 vs. 2011 56

9,722.7 M +14.9%

561.9 M +15.6%

644.7 M +17.2%

615.8 M +35.2%

388.1 M +30.1%

2012 Annual and Sustainability Report

DELIVERIES AND FUTURE GROWTH


Projects delivered on time and according to plan: Three new malls (JundiaShopping, ParkShoppingCampoGrande and VillageMall), a corporate complex with two towers for lease (ParkShopping Corporate) and one expansion (RibeiroShopping VI) that added 108 thousand m2 of GLA in 4Q12. Including the acquisition of an additional 30.0% stake in Shopping Vila Olimpia, proprietary GLA increased 28.3% over 2011. Multiplan also delivered two office towers for sale (RibeiroShopping Professional Center and MorumbiBusinessCenter).

FINANCIAL AND OPERATING HIGHLIGHTS


Future growth: Multiplan shopping centers presented total sales of R$9.7 billion in 2012, 14.9% higher than in 2011. Coupled with the continued increase in sales in the consolidated malls, recently opened malls can leverage the sales growth of the Company in the coming years; Robust growth on top of an already strong foundation: Same Store Sales (SSS) reached R$17,340/m 2 in 2012, resulting in a CAGR of 8.5% over the past five years. SSS growth was 8.4% in 2012, 80 bps higher than in 2011, while Same Area Sales (SAS) reached 8.9%, highlighting the intensive management of the malls; Increase of 54.2% in Same Store Rent (SSR) to R$106/m 2 per month in 2012, versus R$69/m2 per month in 2007, resulting in a CAGR of 9.0% over the past five years; SSR increased 10.4% in 2012 compared to the previous year, representing real growth of 3.7%, while the SAR increased 8.2% and the adjustment effect to the IGP-DI and the IPCA reached 6.4% and 5.8%, respectively; 17.2% increase in Net Operating Income (NOI) + Key Money (KM) to R$644.7 million in 2012. The NOI + KM per share reached R$3.62 in 2012, representing a five year CAGR of 18.3%; Consolidated EBITDA increased 35.2% in 2012, as compared to 2011, amounting to R$615.8 million; Strong growth in Net Income of 30.1% in 2012, totaling R$388.1 million, despite the increase in leverage. Drop on FFO (Net Income and Funds From Operations) per share for the year, reaching R$2.89, indicating a five year CAGR of 16.4%;and Multiplan announced the payment of interest on equity, in December 2012, of R$125.0 million before taxes, representing 33.9% of net income reported in 2012 after deducting legal reserves.

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2012 Annual and Sustainability Report

OPERATIONAL INDICATORS
TENANT SALES
In 2012, Multiplan posted total sales of R$9.7 billion in its malls, 14.9% higher than last year. Coupled with the continued increase in sales in the consolidated malls, the recently malls opened, representing 14.7% of total GLA, should leverage the sales growth of the Company in the coming years. In December of 2012, total sales per month per occupied m2 for Multiplans portfolio, excluding the three new malls opened in 4Q12, reached R$2,702/m2, while the three new malls altogether resulted in R$1,657/m2, composed by R$2,485/m2 in VillageMall, R$1,657/m2 in ParkShopping Campo Grande and R$1,326/m2 in JundiaShopping. This difference shows the future growth potential of the portfolio going forward. Sales highlights of the year were stores with less than a thousand m 2 in operation in 2011 and 2012, up 10.5% to sales of R$25,242/m 2. Stores of up to 200 m 2 also performed well, growing 12.4% in the period to R$27,899/m2.

When comparing the same basis, the Same Area Sales (SAS) in 2012, remained in line with the previous year, growing 8.9% in the period, and Same Store Sales (SSS) increased by 8.4%. This last indicator has been growing consistently over an already high base, and in the year, reached R$17,340/m2, which corresponds to an increase of 50.2%, when compared to 2007 data and CAGR of 8.5%.

Shopping Centers Sales (M)

14.9%
9,722.7M

8,464.7M

Shopping Mall Sales (100%)

2012

2011

Var. %

BHShopping RibeiroShopping BarraShopping MorumbiShopping ParkShopping DiamondMall New York City Center Shopping Anlia Franco ParkShoppingBarigi Ptio Savassi Shopping Santa rsula BarraShoppingSul Shopping Vila Olmpia ParkShopping So Caetano1 JundiaShopping2 ParkShopping Campo Grande3 VillageMall4 Total

1,008.8 M 569.7 M 1,627.4 M 1,303.6 M 882.2 M 509.5 M 209.0 M 829.0 M 758.5 M 331.5 M 164.0 M 650.8 M 302.7 M 418.5 M 80.4 M 50.6 M 26.7 M 9,722.7 M

913.2 M 507.4 M 1,509.7 M 1,235.2 M 815.0 M 454.5 M 196.4 M 774.6 M 678.6 M 308.8 M 137.0 M 572.3 M 282.1 M 80.0 M

10.5% 12.3% 7.8% 5.5% 8.2% 12.1% 6.4% 7.0% 11.8% 7.4% 19.7% 13.7% 7.3% 422.8% n.a n.a n.a

Multiplans three new shopping centers JundiaShopping, ParkShopping Campo Grande and VillageMall together with RibeiroShopping Expansion VI, delivered in the fourth quarter, contributed with R$169.7 million in sales with less than 45 days in operation.

2011

2012

CAGR* 2007/2012: +8.5% +50.2%


17,340 R$/m2 11,545 R$/m2

2007

2012

Evolution of R$/m2 *Compound annual growth rate

8,464.7 M

14.9%
1 2 3

Ratio between sales in the same area as compared to the previous year, excluding vacancies Sales of stores in operation for more than one year Compound Annual Growth Rate (CAGR): Corresponds to the average growth on a yearly base. 2012 Annual and Sustainability Report

Note: sales do not consider Revenue from BarraShopping Medical Center


1

Opened in November, 2011 / 2 Opened in October, 2012 / 3 Opened in November, 2012 / 4 Opened in December, 2012

58

OCCUPANCY RATE
The average occupancy rate for 4Q12 was 98.1%, 10 bps higher than at the end of the previous year. This growth is even more relevant if we consider the impact of the opening of three new malls and one expansion, which typically have a lower occupancy rate when compared to consolidated malls. This is mainly due to the improvement in the occupancy rate of 930 bps in ParkShoppingSoCaetano, that reached 99.6% and an increase in Shopping Vila Olimpia of 340 bps, totaling 90.4%. Occupancy cost, on the other hand, presented a result aligned to 2011, recording a total of 13%. The turnover also remained at the same level from previous year: 5.2%. Multiplan shopping center tenants delinquency rate (lease payment overdue more than 25 days) reached 1.7% versus 1.5% in 2011. Rent loss, on the other hand, dropped 90 bps during the same period, reaching 0.4%.

SALES BY SEGMENT
All retail segments showed strong performance in Multiplan shopping centers in 2012. The main highlights were Services and Food and gourmet areas, which reported double-digit growth of 13.4% and 10.5%, respectively. Throughout the year, the growth in same store sales of satellite stores was stronger compared to the anchor stores. The former showed an increase of 10%, while the anchors presented 4% growth.

The solid occupancy indicators in 2012 show the strong demand for space at Multiplans shopping centers and indicate the Companys growth potential.

Satellite stores Anchor stores


10.5% 9.0% 9.2% 9.3% 8.3% 6.3% 5.2% 6.1%

Occupancy cost Turnover


14.9% 13.1% 11.9% 11.4% 13.0% 13.0%

5.2%
2.4% 2.3%

5.3%

6.0% 3.9%

5.2%

5.2%

4Q11

1Q12

2Q12

3Q12

4Q12

2007

2008

2009

2010

2011

2012

SSS satellite stores versus anchor stores


Delinquency Rent loss

2012 x 2011
Same Store Sales Clothing Home and Office Items Miscellaneous items Food and gourmet area Services Total Anchors 3.9% 5.1% 1.4% n.a. 9.2% 4.0% Satellites 9.4% 5.3% 11.5% 10.5% 13.4% 10.0% Total 8.1% 5.2% 8.2% 10.5% 13.3% 8.4%
0.7% 0.9% 0.9% 0.9% 3.6% 3.8% 3.1% 1.7% 0.4% 5.4%

1.5%

1.3%

2007

2008

2009

2010

2011

2012
2012 Annual and Sustainability Report

59

GROSS REVENUE
In 2012, gross revenue totaled R$1,048 million, representing a strong growth of 41.2% as compared to 2011. The main drivers of this performance were lease revenues, with 53.6% of the total, followed by the result of real estate for sale, with 21.7%, and parking, with 10.1%.

21.7% 10.1% 3.6% 9.4% 1.4%


Rental Revenue Real estate Sale Parking Revenue Key Money Services Straight line effect Base rent Merchandising Overage

53.6%

87.3%

+15.6%

+19.5%

-3.3%

+28.4%

+360.5% 178.1M

+1,728.8% 13.9M

+2.3% 0.1M

+41.2% 1,048.0M

4.8% 7.9%

742.2M

75.7M

16.1M

1.3M

23.3M

+41.2%

Gross Revenue 2011

Store Lease

Services

Key Money

Parking

Real estate Sale

Straight line effect

Other

Gross Revenue 2012

Gross Revenue breakdown 2012

Gross Revenue breakdown 2012 (A/A) (R$)

60

2012 Annual and Sustainability Report

PROPRIETARY SHOPPING CENTER RESULTS

RENTAL REVENUE
+16.9%
In 2012, rental revenue increased 15.6% totaling R$561.9 million, with emphasis on the overage increase by 18.4% to R$27.1 million, and the base rent, up 16.9% to R$490.3 million. Another highlight was Shopping Santa Ursula that continued presenting a strong performance in lease revenue, reporting an increase of 13.5% when compared to 2011. This strong performance was driven primarily by overage, increased by 187.9% in the 4Q12 and 4Q11 comparison, signaling a potential increase in base rent in coming years. BarraShoppingSul, which completed four years in operation, showed an increase in lease revenue of 10.3%, accounting for 8.3% of the total lease revenue of the Company. Considering the straight line effect 1, the total lease revenue reached R$576.6 million, an increase of 18.4% as compared to 2011.

+18.4% 1.4M

+1.1% 2.0M

+1,728.8% 14.8M

+18.4% 576.6M

487.1M

24.4M

+18.4%

Lease Revenue 2011

Base rent

Overage2

Merchandising

Straight line effect1

Lease Revenue 2012

Lease revenue growth breakdown 2012 (A/A) (R$)

From these results, the Same Store Rent (SSR2) grew by 10.4% and Same Area Rent (SAR3) by 8.2% in 2012, and the effect of the adjustment of the IGP -DI was 6.4%.

1 Accounting method seeking to exclude volatility and seasonality of lease revenues. Recognition of lease revenue, including seasonal leases and contractual readjustments as applicable is based on a linearization of revenue during the term of the contract regardless of the term for receipt. 2 3

Variation in leasing billed to stores in operations in the periods compared.

Ratio between leasing billed in the same area in the previous and current years, excluding vacancy.

61

2012 Annual and Sustainability Report

SHOPPING CENTER EXPENSES


Shopping center expenses totaled R$75.1 million, an increase of 28.9% over 2011, primarily due to nonrecurring gains recognized in the previous year and to the expansion of the Companys portfolio and proprietary GLA.

NET OPERATING INCOME - NOI + KM


Considering the whole year of 2012, NOI + Key Money (KM) increased 17.2% as compared to 2011, reaching R$644.7 million. NOI + KM per share reached R$3.62, implying a five-year CAGR of 18.3%.

75.1M 61.8M 46.9M 49.7M 65.9M 58.3M

+17.2% 644.7M

550.0M
14.7% 12.2% 13.1%

90.4%
12.0%
2010

89.6%

9.2%
2011

10.0%
2012

2007

2008

2009

2011

2012

Shopping center expenses evolution (R$) and as a percentage from shopping center net revenue (tax and revenue from property sales are not included)

NOI + Key Money and margin (2012/2011) (R$)

PARKING REVENUE
In 2012, parking revenue totaled R$105.3 million, an increase of 28.4% over 2011. Together with the organic growth, the recently inaugurated malls - JundiaShopping, ParkShopping Campo Grande and VillageMall - contributed to this performance by adding 6.7 thousand new parking spots, increasing the portfolios figure to 45.2 thousand.

Excluding the nonrecurring events, such expenses would have increased by 13.8%. As a percentage of net revenues, shopping center expenses reached 10.0% in 2012, a level significantly lower than the historical average.

NOI Calculation (R$) Lease revenue Straight line effect Parking revenue Operating income Shopping center expenses NOI NOI margin Key Money NOI + CD NOI margin + CD

2012 561.9 M 14.7 M 105.3 M 682.0 M (75.1 M) 606.9 M 89.0% 37.8 M 644.7 M 89.6%

2011 486.3 M 0.8 M 82.1 M 569.1 M (58.3 M) 510.8 M 89.8% 39.1 M 550.0 M 90.4%

Var. % 15.6% 1,728.8% 28.4% 19.8% 28.9% 18.8% 78 p.b. 3.3% 17.2% 86 p.b.

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2012 Annual and Sustainability Report

SHOPPING CENTER MANAGEMENT RESULTS

SERVICES REVENUES
As a result of the 24.0% increase in shopping center management fees and 31.4% transfer fees, the year ended with services revenue 19.5% higher than in 2011, reaching a new historical record of R$98.4 million.

+19.5%

98.4M
0.94 x 0.84 x
2007 2008

0.93 x 0.83 x
2009

1.00 x 0.98 x

0.78 x
2010 2011 2012

82.3M

Annual services revenue/headquarters expenses (x)

2011

2012

In 2012, the Company reported services revenue equivalent to 98.5% of the expenses with headquarters, representing a significant increase compared to previous years, and 532 bps higher than in 2011.

Services revenue (R$ Million)

63

2012 Annual and Sustainability Report

GENERAL AND ADMINISTRATIVE EXPENSES (HEADQUARTERS)


In 2012, corporate expenses as a proportion of net revenue fell 268 bps going from 13.1% to 10.4%, reaching R$99.9 million, 13% higher than in 2011. Nonrecurring expenses reached R$12.8 million at the end of 2012, up R$4.5 million. The increase is mainly due to legal and provisions expenses. Excluding the impact of these nonrecurring items, expenses increased 3.9% when compared with the previous year, a result below the IPCA of 5.8% in 2012.

+13.0%
93.1M 99.9M 88.4M

+3.9%
83.9M 87.1M

+13.0%
88.4M 13.1% 10.4% 99.9M

79.1M 55.9M 19.2% 16.6%

88.2M

18.3%

15.4%

12.4%
13.1%
2011

10.4%
2012

9.1%
2011 2012

12.8M 4.5M
2011 2012

2007

2008

2009

2010

2011

2012

Annual headquarter expenses evolution (R$) and as % on net revenue (%)

Recurring headquarter expenses evolution (R$) and as % on net revenue (%)

Nonrecurring items (R$)

Headquarter expenses evolution (R$) and as % on net revenue (%)

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2012 Annual and Sustainability Report

SHOPPING CENTER DEVELOPMENT RESULTS


DEFERRED INCOME LINE & SIGNED KEY MONEY
The deferred income line dropped from R$196.6 million in December 2011 to R$116.7 million at the end of 2012, mainly due to: (i) accrual of key money revenues after the openings of JundiaShopping, ParkShopping Campo Grande and VillageMall; (ii) lower volume of new lease contracts signed in 2012, given that most of the available area in the new shopping centers has already been leased; (iii) impact of deferred costs from investments in commercial areas; and (iv) the buyback of leased spaces to be used in mix changes. The deferred income balance is recognized as Key Money revenue in a straight line and throughout the leasing term (usually 5 years), after the stores lease contract becomes effective.

KEY MONEY REVENUE


Key Money revenue decreased 3.3% in 2012, from R$39.1 million in 2011 to R$37.8 million. Key Money revenue is composed of (i) recurring or operational revenue, from Key Money accrued from areas with more than five years in operation, and reflects the Companys effort to improve the tenant mix1 in its malls, and (ii) nonrecurring revenue, from Key Money of lease contracts for new stores in greenfields2 and expansions delivered in the last five years.

NEW PROJECTS FOR LEASE EXPENSES


New projects for lease expenses reached R$33.4 million in 2012, from R$12.2 million in the previous year, mainly due to (i) delivery of JundiaShopping, ParkShopping Campo Grande, VillageMall and expansion VI of RibeiroShopping; and (ii) investments in three expansions under development, RibeiroShopping (VII and VIII) and BarraShopping. As mentioned in previous earnings releases, these expenses are incurred mainly in the launching and opening of projects and are an important tool to implement the Companys strategy to attract the best tenants and create the ideal mix for each mall to attract clients during its first years of consolidation.

Key Money Revenue (R$) Operating (Recurring) Projects opened from the past five years Key Money Revenue

2011 7,8 M 31,4 M 39,1 M

2012 6,1 M 31,7 M 37,8 M

Var. % -21,4% 1,2% -3,3%

1 2

Strategic tenant mix of stores established by mall management. Development of new shopping centers. 2012 Annual and Sustainability Report

65

REAL ESTATE FOR SALE RESULTS


REAL ESTATE FOR SALE REVENUES AND COST OF PROPERTIES SOLD
In 2012, the real state for sale revenue was R$227.5 million, 360.5% higher than in 2011. The result reflects the sale of (i) MorumbiBusinessCenter for R$165 million, in February of 2012, (ii) RibeiroShopping Professional Center, delivered in December of 2012 (98% sold); and (iii) project in BarraShoppingSul complex, consisting of commercial buildings Diamond Tower (67.4% sold) and residential Rsidence du Lac (84% sold).

FINANCIAL RESULTS

EBITDA
In 2012, Consolidated EBITDA was R$615.8 million, 35.2% higher than in 2011, reflecting the expansion of the operation previously addressed. The Companys Consolidated EBITDA margin is naturally lower than that of Shopping Centers, reflecting the lower margins of the real estate for sale activity, when compared to those of projects for lease. The reduction of the consolidated EBITDA margin to 64% in 2012 when compared to 67.3% in 2011 was due to the higher share of real estate for sale projects in the Companys results. In 2012, real estate for sale revenue accounted for 21.7% of gross revenues.

COST OF PROPERTIES SOLD


In 2012, the Company recorded cost of properties sold of R$120 million, in line with the evolution of construction works, 168.2% higher as compared to 2011.

+35.2%
615.8 455.3

Consolidated EBITDA (R$) Net Revenue Headquarter expenses Stock options-based expenses Shopping centers expenses New projects for lease expenses New projects for sale expenses Cost of properties sold

2012 961.9 M (99.9 M) (9.5 M) (75.1 M) (33.4 M) (15.6 M) (120.0 M) 2.9 M 4.6 M 615.8 M 64.0%

2011 676.3 M (88.4 M) (7.7 M) (58.3 M) (12.2 M) (15.9 M) (44.8 M) 2.1 M 4.1 M 455.3 M 67.3%

Var. % 42.2% 13.0% 24.4% 28.9% 172.8% 1.5% 168.2% 34.1% 13.3% 35.2% 331 p.b.

NEW PROJECTS FOR SALE EXPENSES


For the year, new projects for sale expenses, mainly composed of marketing efforts and brokerage expenses totaled R$15.6 million, 1.5% lower than in 2011.

2011

2012

Equity income Other operating revenues (expenses) Consolidated EBITDA Consolidated EBITDA margin

Consolidated EBITDA (R$) Net Revenue

66

2012 Annual and Sustainability Report

FINANCIAL RESULTS, DEBT AND CASH


Multiplan debt indexers on December 31, 2012
Multiplan ended 2012 with a net debt of R$1,505.2 million, as compared to R$443.9 million in the previous year. The current figure represents a net debt-to-EBITDA (last 12 months) ratio of 2.44x. For the year, the balance between the interest from the invested cash position and financial expenses generated a negative financial result of R$41.5 million.

4.2% 11.6%

2.3%

CDI IPCA

49.1%
Loans and financing (banks) Acquisition of property (land and participation) Liabilities Debentures

IGP-M TJLP TR

32.0%

289M 249M 169M 107M 50M 7M 29M 46M 20M 2M 35M 35M 162M 224M 150M 176M

11.08%

10.52% 9.98% 9.48% 9.08%

150M

2013

2014

2015

2016

2017

2018

2019

2020

2021

>=2021

4Q11

1Q12

2Q12

3Q12

4Q12

Debt amortization profile on December 31, 2012 (R$)

Weighted average cost of debt (% p.a.)

The Companys weighted average cost of debt decreased from 11.08% p.a. on December 31, 2011, to 9.08% p.a. at the end of 2012. This is mostly due to the increased weight of its CDI indexed debt to 49.1% of total indebtedness in 2012, compared to 32% at the end of 2011, aiming to benefit from the reduction in interest rates in Brazil. During this period, the basic interest rate dropped from 11.00% p.a. on December 31, 2011, to 7.25% p.a. as of December 31, 2012.

The TR indexed debt, which was equivalent to 40.0% of total indebtedness in 2011, decreased its weight to 32% at the end of 2012. The TJLP, which is the main index used by the Brazilian Development Bank (BNDES), presented a slight decrease in its weight of total indebtedness from 13% at the end of 2011 to 11.6% in 2012. This index, which was set at 6% p.a. between July 2009 and June 2012, was reduced to 5.50% p.a. as of July of 2012, and 5% p.a. as of January of 2013.

In line with its policy of continuous search for alternative sources of funding, Multiplan signed a seven-year loan with Banco Bradesco in the amount of R$300 million in December 2012, at a CDI interest rate plus 1% pa. Interest will be paid every six months and the principal in three annual installments, beginning in December 2017.

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2012 Annual and Sustainability Report

NET INCOME AND FUNDS FROM OPERATIONS (FFO)


In 2012, net income was R$388.1 million, 30.1% higher than in 2011, despite the increase in leverage from 0.98x to 2.44x Net Debt/EBITDA at the end of this year. In December of 2012, Multiplan announced the payment of interest on equity of R$125 million before taxes, representing 33.9% of net income reported in 2012 after deducting legal reserves. In 2012, FFO reached R$515.6 million, 24.1% higher than 2011. Moreover, FFO per share was R$2.89, indicating a five-year CAGR of 16.4%.

FFO per share (per year)

+30.1%
388.1M 298.2M 44.1% 1.35 40.3% 1.61 1.54 2.06 2.33

2.89

2011

2012

2007

2008

2009

2010

2011

2012

Net income and margin (2012/2011) (R$)

FFO evolution per share* (R$) *Free-float at the end of each year, adjusted for treasury shares

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2012 Annual and Sustainability Report

CAPITAL MARKETS
Multiplan Empreendimentos S.A.s common shares are traded on Level 2 of Corporate Governance of the BM&FBovespa, under the ticker symbol MULT3 and are part of the following indexes: Brazil Index (IBRX), Tag Along Index (ITAG), Corporate Governance Index (IGC), Real Estate Index (IMOB), Mid-Large Cap Index (MLCX), MSCI Brazil Fund Index, FTSE EPRA/NAREIT Global Index, FTSE All World Emerging Index, FTSE All World EX US Index Fund, MSCI Emerging Markets Index, MSCI BRIC Index Fund, SPL Total International Stock Index and S&P Global ex-US Property Index.

36%
331,608 255,766 152,951 264,490 359,710

STOCK MARKET PERFORMANCE


Multiplans shares ended 2012 quoted at R$60.20, an increase of 57.3%, when compared to 2011, outperforming the Bovespa index by 4,990 bps, which appreciated 7.4% in the same period. In 2012, Multiplans average daily financial volume increased 94.5%, reaching an average of R$17.4 million/day, compared to R$8.9 million in 2011. Considering the average daily trade volume in 2012, the volume increased 36% over 2011. 2008

MULT 3 in BM&FBOVESPA
Average closing price Closing price

2012
R$49.43 R$60.20 R$17.4 M R$10.788 M

2011
R$ 34.06 R$ 38.27 R$ 8.9 M R$ 6.858 M

Var.
45.1% 57.3% 94.5% 57.3%

2009

2010

2011

2012

Average daily financial volume Market value

Average daily traded shares volume evolution

Average daily financial volume (15 days average)

Multiplan Ibovespa

+57.3% +7.4% 180 160 140 120 100 80 60 40 20

40.0 M 35.0 M 30.0 M 25.0 M 20.0 M 15.0 M 10.0 M 5.0 M


Dec-11 Jan-12 Feb-12 Mar-12 Apr-12 May-12 Jun-12 Jul-12 Aug-12 Sep-12 Oct-12 Nov-12 Dec-12

Variation: MULT3 and Bovespa and MULT3 volume Base 100 = December 31, 2011

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2012 Annual and Sustainability Report

2012 INVESTMENTS
In 2012, Multiplan invested R$1.3 billion in the development of its projects, the largest investment made in a single year in the history of the Company. The new shopping centers received investments of R$839.8 million, equivalent to 62.5% of the CAPEX of the year.

CAPEX (RS) New shopping centers New expansions New Office Towers for Lease Renovations, IT and Others Acquisition of Minority Interest CAPEX Total Investment breakdown

2012 839.8 M 161.9 M 108.3 M 59.4 M 175.0 M 1,344.4 M

1,344 M

664 M 437 M 477 M 442 M

689 M

2007

2008

2009

2010

2011

2012

CAPEX Evolution (R$)

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2012 Annual and Sustainability Report

.06 SOCIAL MANAGEMENT

27m 3

ParkShopping Campo Grande (RJ)


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2012 Annual and Sustainability Report

.06 SOCIAL MANAGEMENT


GRI: 4.12

STAKEHOLDER RELATIONS
GRI: 4.14 4.15
Stakeholder relations, i.e., those that impact or are impacted by Multiplans businesses, are essential for the performance and development of the Company. In order to operate in direct contact with a large audience that interacts in different ways with Multiplan - customers, tenants, suppliers, communities, etc. - it is essential to identify demands and expectations to anticipate opportunities and challenges, thereby promoting value creation and sustainable corporate development. To maintain open dialogue with stakeholders, essential to strong relationships, Multiplan provides different permanent communication channels as well as initiatives developed specifically for the relevant needs of each group, as shown in the fallowing pages.

27m

Also, it periodically conducts quantitative and qualitative satisfaction surveys with customers and stakeholders who feel and exert greater impact on mall activities

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2012 Annual and Sustainability Report

CUSTOMERS
GRI:
PR5

EMPLOYEES AND RETAILERS


GRI:
2.8 EC7 LA1 LA2 LA3 LA6 LA8 LA9 LA11 PR1

DEVELOPMENT AND WELLBEING


GRI:
2.10

The target audience of the Companys activities, Multiplan continuously seeks quality and innovation to satisfy customers. To do so, the Company periodically conducts quantitative and qualitative satisfaction surveys with customers, and also features other permanent relationship channels, such as the Customer Care Center (SAC), the Call Center and the official channels of Multiplan - and its shopping centers - on social media, targeting the dialogue with consumers. The Companys shopping centers, which have close and daily contact with customers, seek to ensure the health and safety of these stakeholders by implementing various measures, such as:

One of the most important roles of Multiplans operation in social development is the significant employment generation in the regions of its shopping centers in operation or under development, s t i m u l a t i n g t h e l o c a l e c o n o m y a n d p ro v i d i n g p ro f e s s i o n a l development opportunities and education to local residents. The Company hires local professionals to meet its labor needs and has continuous training and development programs geared to these stakeholders.

Multiplans quality is also reflected in the attention dedicated to the development, training and well-being of its employees to provide better service to shopping center customers. The team directly serving customers - security guards and mall employees - attend daily meetings to address issues such as personal presentation, courtesy, kindness, posture, non-discrimination and assistance to customers with special needs (wheelchair users, the visually and hearing impaired). In addition to this routine, the Company has Internal Accident Prevention Commissions (CIPAs) that promote health and safety practices and programs to influence good habits in pursuit of quality of life. The CIPAs are formed by Company employees in the following shopping centers of Multiplans portfolio:

Promotion of accessibility during construction; Air quality evaluation and maintenance; Evaluation and maintenance of water quality; Monitoring of food establishments according to ANVISA rules; Hygiene practices according to the Health Department; Legally compliance to security practices; Security systems; Urban pest control; and Employee training.

EMPLOYEE PROFILE
In 2012, 68,072 professionals, 7,682 direct employees, 243 Multiplan holding employees, and 60,147 indirect employees made up the Companys workforce.
CLT Regime Legal Persons Trainees
Temporary Outsourced

Shopping Center RibeiroShopping BarraShopping MorumbiShopping ParkShopping Shopping Anlia Franco ParkShopping Barigi Ptio Savassi Shopping Santa rsula ParkShopping So Caetano

Total employees 8 8 11 5 5 8 12 9 2

% 6.3% 4.9% 5.0% 4.0% 5.5% 4.3% 4.7% 7.0% 2.7%

TOTAL

1,942

35

11

36

5,658

7,682

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2012 Annual and Sustainability Report

In 2012, the Companys shopping centers promoted the following workshops and campaigns for its staff:

Y.O.U. - MAKE A DIFFERENCE!


Proposal:
Promoted by Shopping Patio Savassi in Belo Horizonte, the project aims to integrate and strengthen relationships, motivate teams and employees, including thirdparties and trainees. Over the years, the project has increasingly grown.

Health ans Safety


Fire brigade training Talks and campaigns on first aid, quality of life, alcoholism, smoking and STDs Guidance on the use of personal protection equipment (PPEs) Internal Accident Prevention Weeks (SIPATs) developed by Internal Accident Prevention Commissions (CIPAs) to raise awareness and promote quality of life Vaccination campaigns and periodic exams

How it works:
Composed by several initiatives - such as Coffee with the Superintendent, Health Week, Beauty Day and Monthly Meeting, in addition to trainings - the project points out and rewards participation of all in the actions of the Project.

BH Shopping (Belo Horizonte, MG) won 1st place in the Abrasce Award 2012 for the Elos Project in the Excellence in the Management category.

Service
Human rights defense events for service and security personnel Make-up class for receptionists Talks about teamwork

ELOS
Proposal:

Routine programs developed by Mutliplans Shopping Centers

BH Shopping and DiamondMall, initially developed the Elos Project, and in 2012, RibeiroShopping and Shopping Santa Ursula also initiated the project. The project aims to provide the best customized service to all customers by aligning the organizational culture of the company with mall administration employees and third party companies.

How it works:
With support from the Newton Paiva University Center, in Belo Horizonte state, and with support of Uniseb COC Sistema Educacional Brasileiro - short courses and events are offered using pedagogical, methodological and didactic aspects.

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2012 Annual and Sustainability Report

ESTUDARH

FUNCIONRIO NOTA 10

RETAIL CLUB

Beguin in 2006, at BarraShopping, the program won in 2008 the Newton Rique Community Award, granted by Abrasce. Today the program is implemented also in MorumbiShopping and is in the process of expanding to all other Company shopping malls it has already been submitted to the Department of Education of the State of Rio Grande do Sul, Paran and the Federal District.

Proposal:
Award employees who excel during the period. Start: 2010

Proposal:
Empower sales teams and management.

How it works:
Lectures and short courses on issues related to retail, always considering the profile of each mall, are offered annually. Presentations include industry trends, innovative cases and different approaches about the business.

How it works:
The program offers a bonus minimum wage for employees in maintenance, cleaning, parking and security areas of the shopping malls.

Proposal:
Empower the workforce to provide and promote knowledge as the main tool. The program offers fairer opportunities for personal and professional growth, as well as being a way to retain talent and encourage self-esteem and pride of belonging to the Company.

How it works:
Courses are offered for primary and secondary education in-company, without commuting or cost to the employee. When putting together employees from different sectors of the company, it encourages integration and greater business knowledge. The methodology is based on the programs and curricula established by the Ministry of Education in each state which, in some cases, requires the certification of the project carried out by partner companies.

This project has already lead 270 direct and outsourced employees and tenants employees to complete their elementary and middle schooling in BarraShopping, free of charge.

In 2012 there were more than 10,000 participants.

About the Developments already offering the program:


BarraShopping has the capacity to serve 120 students in the two classrooms provided for the project, both located in the BarraShopping Socio-Cultural Space, and it has a partnership with the Department of Education of the State of Rio de Janeiro and FOCO Educational Projects. In March of 2012, a graduation ceremony was held for 70 employees of secondary education classes. Initially MorumbiShopping has capacity to serve 70 students, being 40 from secondary education and 30 from primary education. The mall has the Social Service of Industry (SESI) as a partner for course certification.

Routine programs developed by Mutliplans Shopping Centers.

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2012 Annual and Sustainability Report

TALENT RETENTION
Multiplan understands that excellence is the result of learning and accumulated experiences. Therefore, one of the goals of the Companys management is to provide an enjoyable and motivating business environment to retain talents. Multiplan adopts measures that expand opportunities for career training, offering standard benefits (meal allowance, food vouchers, transportation vouchers or parking, medical and dental care and health insurance), group life insurance, supplemental wages and bonuses, in addition to a profit sharing plan (PPR) and Stock Option Plans. Career development is also based on meritocracy, and all employees have equal opportunity in promotions and in applying for available positions throughout the Company. Turnover rate indicators show positive results from this Multiplan strategy.

LOCAL COMMUNITY
GRI:
EC8 EC9 SO1 SO5

Multiplan has a clear commitment to developing regions where its shopping centers and businesses are located. As an important part of the economic and people flow in places in which it operates, the Company is an important driver for development and therefore works generate value and minimize impacts in this public.

The Companys social management is focused on development in three main areas - Infrastructure, Culture and Campaigns/Workshops that, in addition to adding value in communities, are essential to the development and sustainability of its business.

Turnover indicators for Multiplan malls in 2012.


Admissions Employees under 30 years of age Employees between 31 and 45 years old Employees over 45 years old Men Women Total

472
Employees under 30 years of age

195
Employees between 31 and 45 years old

32
Terminations Employees over 45 years old

275
Men

424
Women

699
Total

416

167

24
Turnover Rate

204 0.3%

403

607

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2012 Annual and Sustainability Report

PROJECTS 2012
INFRASTRUCTURE
Investments focused on:
INFRASTRUCTURE Construction of transportation infrastructure and services in the surroundings of the developments under construction CULTURE Exhibitions and art events, music and culture in the malls in operation

CULTU

Accessibility to shopping centers via renovation, maintenance, widening and repaving of sidewalks; Accessibility and security with the construction and the installation of bus stops, pedestrian overpasses and traffic lights; Maintenance of landscaping adjacent to developments.

CAMPAIGNS AND WORKSHOPS


Multiplan sponsored the following campaigns and workshops:

CAMPAIGNS, TRAINING AND COUNSELING Shopping Santa rsula The Development invested in the renovation of the facade of the Museu de Arte de Ribeiro Preto (MARP). VillageMal Implementation of one kilometer stretch in the Via Parque da Lagoa da Tijuca road, in Rio de Janeiro, with an investment of R$26 million for the improvement of the access to the shopping and to alleviate traffic in the surrounding area. ParkShopping Campo Grande Investment of about R$5 million in urban and road improvements in the vicinity of the mall, as well as the redevelopment of the plaza Praa dos Escolares in Cosmos, neighborhood of Campo Grande, with a budget of R$1 million. JundiaShopping Construction of a Basic Health Unit, as suggested by the city of Jundia, the expansion and urban redevelopment of Avenida Nove de Julho - including infrastructure, traffic lights and signs and landscaping, and also works on bridges and walkways - in order to improve access to the shopping and urban conditions. Ribeiro Shopping Development of the infrastructure around the shopping mall, including the revitalization of a square and improvements in the surrounding road system, as part of the project expansion investments. Track&Field Run Series A i m i n g t o r a i s e a w a re n e s s o n h e a l t h a n d q u a l i t y o f l i f e , BarraShopping, Shopping Anlia Franco, New York City Center, ParkShopping, Patio Savassi, BH Shopping and RibeiroShopping sponsor initiatives of the Track & Field Run Series Competition, which includes 5 and 10 km running routes. Ptio Savassi The Campaign for the Environment, conducted by the Mall to promote the disposal of electronic waste, has become a permanent activity. Besides the Track & Field Run Series, the Mall promotes the Corrida Savassi Sport Life to increase the awareness among citizens about the importance of practicing sports. Vaccination campaigns; Health conversations; Incentives for sports; Prevention campaigns; On-the-job exercise.

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2012 Annual and Sustainability Report

Culture
Multiplan
Sponsoring of the publishing of the book Barra da Tijuca - City and Nature at a cost of R$390 thousand; it is a collection of essays by some of the best known urban planners, environmentalists and historians of Rio, which aims to promote reflection on the recent path pursued and expectations of the neighborhood. The 2000 copies are destined to libraries and relationship programs to the Group malls in the region. Support for the 2013 annual program the MIDRASH Center for Studies and Culture, which includes performing arts, theatrical performances, music and cultural debates. The investment was of approximately R$150 thousand.

Philanthropic Activities
Multiplan
Contribution to Curitiba Children and Adolescents Fund with an investment of R$50 thousand. Support for the program Participant Family of the LITTLE PRINCE CHILDRENS HOSPITAL, which funds the stays of families together with their hospitalized children, encouraging and shortening their recovery. It has great resonance with opinion makers and media in the city of Curitiba, associating the name of the Company to a well respected and recognized institution for quality and spirit of solidarity. It was the second year in a row that we invested resources in this institution. Contribution to the Rio de Janeiro Children and Adolescents Fund with an investment of R$32 thousand. Supporting the maintenance of the OBRA DO BERO program, traditional philanthropic institution that serves underprivileged children in Rio de Janeiro. In partnership with the Association of Friends of Children with Cancer (AMICCA), Multiplan and BarraShopping invited patients of the entity to play in the HotZone park, in the Shopping. Snacks and toys were also distributed for free. Children who could not leave the hospital also were given gifts. Contribution to the So Paulo Children and Adolescents Fund with total investment of R$48 thousand. The funds were allocated for the project Adopt a Bed at CASA HOPE, philanthropic organization that offers support to children and adolescents with cancer.

Giants of the Ice Age


For the first time, the international free admission exhibition Giants of the Ice Age arrived in Brazil in 2011 and displayed exclusively by Multiplan in ten of its shopping malls. In 2012, it was presented at BH Shopping, ParkShopping Barigui, MorumbiShopping, RibeiroShopping, Park Shopping and BarraShoppingSul. The result of a R$3 million investment by the shopping centers, the exhibition features 11 life-size replicas of animals up to four meters high that inhabited the Earth during the Ice Age.

Cirque du Soleil Varekai


The malls MorumbiShopping, BarraShoppingSul and ParkShopping Barigui contributed to the show Varekai, which means, in the Romani language, wherever. The show is a tribute to the nomadic soul, to the spirit and art of the circus tradition. With the creation and direction of Dominic Champagne and a team of the new artistic generation, the show features a fusion of theater with acrobatics.

Tocando a Vida
Sponsored by RibeiroShopping during the entire 2012 school year, students of the Municipal School of Basic Education (EMEF) enrolled in the project had street dance classes, choir singing and flute.

Treasures, myths and mysteries of the Americas


In 2012, the international exhibition Treasures, myths and mysteries of the Americas hosted its world premiere in Brazil, brought exclusively by Multiplan. The first mall to host the event was Shopping Anlia Franco. The exhibition is free of charge and has 120 pieces divided in seven main parts: Moais from Easter Island, Pyramid of Chichen Itza, Mayan Calendar, display cabinets with Gold and Ceramics from Colombia, Estela de Quirigua, Ruins of San Agustn and an indigenous character. Altogether, R$2.5 million were invested by the malls, which will reach additional six Multiplan shopping centers in 2013.

Haras Manoel Leao Project and Swimming Ahead program


Shopping Santa rsula sponsors the Haras Manoel Leao Project, consisting in adopting children with mental and physical disabilities, providing treatment with horses, enabling the improvement or maintenance of motor skills and reaction to external stimuli. Shopping Santa rsula sponsors the Swimming Ahead program, a social and sports program that provides appropriate conditions for improving the quality of life and contributes to the emergence of citizens who are aware, supportive and motivated to continue the construction of a more balanced society.

Dinosaurs of Patagonia
The international exhibition Dinosaurs of Patagonia, of educational nature, is open to the public of all ages, was brought to Brazil exclusively by Multiplan in 2011. The exhibition passed by seven Multiplan developments, and in 2012, ended its tour at ParkShopping So Caetano. Altogether, R$1.5 million were invested by the malls. The exhibition brings together ten life-sized dinosaur fossil replicas that inhabited the region thousands of years ago.

Team athletes from BH Shopping


The Development sponsors Team athletes from BH Shopping/Minas Gerais with coaching at the Minas Tnis Club, one of the largest and most important social, sports and cultural institutions in the country.

38th Campaign for Popularization of Theatre and Dance


Shopping Ptio Savassi held the 38th Campaign for Popularization of Theatre and Dance, traditional in Belo Horizonte, and offered plays for children and adults.

Exhibit The Giants of the Ice Age

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2012 Annual and Sustainability Report

INVESTORS
Multiplans Investor Relations team works continuously to build a close relationship with its shareholders and with the market, seeking to understand their expectations and needs and strengthen their relationship with the Company. To this end, the team is always committed to transparency, broad disclosure and ease of access to its professionals and materials. The IR team can be contacted whenever necessary through the Investors page on the Companys website: www.multiplan.com.br/ri.

SOCIAL, ENVIRONMENTAL AND INDUSTRY ORGANIZATIONS SUPPLIERS


GRI:
4.13

GRI:

EC6

EC7

EN6

Multiplan participates in social, environmental and industry organizations to promote development and evolution of the market and of the sites where it operates. In 2012, the Company was a member of the following organizations:

Multiplan Developments are leaders in their communities, promoting expansion and economic growth. As a contribution to sustainable development, the Company - considering technical and commercial aspects such as quality, price and terms - prioritizes local suppliers, which also impacts logistics, reducing road travel and hence greenhouse gas emissions.

Development
BH Shopping RibeiroShopping BarraShopping MorumbiShopping ParkShopping Braslia DiamondMall New York City Center Shopping Anlia Franco ParkShoppingBarigi Ptio Savassi Shopping Santa rsula
BH Convention & Visitour Bureau

Association
Brazilian Association of Shopping Centers (Abrasce)

BHShop

City Hall in which it operates, Ribeiro Preto Brazilian Association of Shopping Centers (Abrasce) Brazilian Association of Shopping Centers (Abrasce) So Paulo Convention & Visitors Bureau Does not participate in associations Brazilian Association of Shopping Centers (Abrasce) Brazilian Association of Shopping Centers (Abrasce) Neighborhood safety council (CONSEG) Safety committee of the Brazilian Association of Shopping Centers (Abrasce) Does not participate in associations Social Lan House (partnership) Neighborhood safety council (CONSEG) Eagle Eye, the state agency that aims to improve safety through cameras in neighborhoods Interaction with the Trade Association of Ribeiro Preto (ACI - RP) is also an active part of the mall, as the company has a lot of importance in the local trade. In organizing process for a group of Residents of the Neighborhood in order to humanize the customer contact, both on the tenant side and on the Shopping side

Ribeiro BarraSh

Morumb

ParkSho Diamon New Yo

Shoppin

ParkSho Ptio Sa

Shoppin

BarraSh

BarraShoppingSul Shopping Vila Olmpia

Brazilian Association of Shopping Centers (Abrasce) Neighborhood safety council (CONSEG) Beehive Movement, a non-profit institution established by professionals, entrepreneurs and throughout the local community, which aims at re-urbanization of Vila Olimpia

Shoppin

ParkSho

ParkShopping So Caetano

Does not participate in associations

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2012 Annual and Sustainability Report

ParkShoppingBarigi (PR)

.07 ENVIRONMENTAL MANAGEMENT

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2012 Annual and Sustainability Report

.07 ENVIRONMENTAL MANAGEMENT


GRI:
EC2

In all areas of its business, Multiplan is a leader in environmental management, complying with laws, rules, regulations and resolutions as well as industry best practices to minimize the environmental impacts of its operations and optimize the use of natural resources. With this objective, the Company monitors quantitative indicators for resource use and waste generation and adopts different policies and practices in each of the environmental dimensions, presented below.

Present in all projects managed by the Company from shopping center management to new business development mitigation and reduction of environmental impacts is a constant concern for Multiplan.

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2012 Annual and Sustainability Report

ENVIRONMENTAL MANAGEMENT PRACTICES


GRI:
4.12 EN5 EN6 EN7 EN11 EN12 EN13 EN14 EN18 EN26 EN29 PR1

CONSUMPTION OF FOSSIL FUELS

Operate, whenever feasible, using new technologies and efficient equipment that allow for cleaner operation. Examples of this are escalators which operate with motion sensors to slow down and reduce power consumption when not in use and restroom faucets with motion sensors to avoid wasting water. Video Conferencing Services to reduce the need for employee travel.

CONSUMPTION OF NATURAL RESOURCES

Environmental awareness of construction employees. Campaigns to reduce consumption of energy and water.

GREENHOUSE GAS EMISSIONS

CONSUMPTION OF WATER

Use of electric Segways by the security team. Provision of bicycle parking. BarraShopping offers free transportation to predetermined locations. The shuttle bus leaves from the mall and its route, which is continuously reevaluated, seeks to prioritize key points. In 2008, one of the procedures adopted by Multiplan was the purchase of energy from alternative energy sources, contributing to reduce greenhouse gas emissions. Investment in green materials, such as high thermal efficiency glass, low energy escalators and LED lamps. Projects with thermal accumulation towers, using iced water accumulated in tank systems to be used in air-conditioning.

Implementing mechanisms that allow reuse of water. BarraShopping and ParkShopping Campo Grande operate with water reuse systems for toilets, urinals and cooling towers (air-conditioning). Construction of rain water collection systems, for subsequent reuse.

BIODIVERSITY AND CONSERVATION

Revitalization of areas surrounding the development. P a r t o f t h e c o n s t r u c t i o n o f t h e P a r k S h o p p i n g C o r p o r a t e development was compensated by the revitalization of the Guar Ecological Park, with an orchidarium and planting of various species of trees. Recycling.

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2012 Annual and Sustainability Report

ENVIRONMENTAL PERFORMANCE INDICATORS


GRI:
EN1 EN2 EN8 EN9 EN10 EN21 EN22 EN24 EN25

ENERGY
Multiplan has developments nationwide with different energy providers. Power consumption is monitored for control and improvement, always seeking efficiency. The following table shows the total power consumption per shopping center during 2012:

CONSUMED MATERIALS
The main materials used by Multiplan Developments are paper towels, personal hygiene products and soap. The following table shows the use of these materials per shopping center during 2012:

Development
BH Shopping RibeiroShopping BarraShopping MorumbiShopping ParkShopping DiamondMall New York City Center Shopping Anlia Franco ParkShoppingBarigi Ptio Savassi Shopping Santa rsula BarraShoppingSul Shopping Vila Olmpia ParkShopping So Caetano JundiaShopping* ParkShopping Campo Grande* VillageMall*

Paper Towel (t)


13.5 25.3 223.2 56.0 33.0 14.0 11.7 38.7 38.2 16.3 17.5 38.6 21.9 17.6 5.7 2.9 0.5

Personal hygiene product (t)


23.1 13.5 60.1 44.9 22.3 25.0 3.1 30.0 24.2 9.5 8.7 16.3 14.2 37.4 2.7 1.4 0.2

Soap (thousand liters)


7.9 6.8 18.1 9.2 7.6 3.3 0.9 12.0 6.3 3.0 2.8 5.1 3.5 12.0 1.5 0.6 0.4

Development
BH Shopping RibeiroShopping BarraShopping MorumbiShopping ParkShopping DiamondMall New York City Center Shopping Anlia Franco ParkShoppingBarigui Ptio Savassi Shopping Santa rsula BarraShoppingSul Shopping Vila Olmpia ParkShopping So Caetano JundiaShopping* ParkShopping Campo Grande* VillageMall*

Total (kWh)
28,970,000 20,162,712 42,188,000 22,064,650 29,259,850 19,465,829 7,196,000 28,970,000 19,932,599 12,317,401 12,666,021 16,400,000 19,315,157 19,444,369 3,800,000 1,800,000 3,119,000

TOTAL
* Developments inaugurated in the fourth quarter of 2012

574.6

336.6

101

TOTAL

307,071,588

* Developments inaugurated in the fourth quarter of 2012

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2012 Annual and Sustainability Report

WATER
Aiming to optimize the use of resources, the Company develops actions to use water efficiently. W ith the exception of BarraShoppingSul and ParkShopping Campo Grande, which have sewage treatment systems, Multiplans developments are connected to the wastewater collection network of local utility companies. In 2012, the total water consumption per development is described in the table below:

WASTE
Multiplan has a policy of adopting practices to promote efficient use of resources and materials in its developments, minimizing the impact of its operations. Examples of measures taken by mall managements are recycling and product transportation performed at fixed times. The waste generated by shopping centers in operation in the year 2012 is as follows:

Development
BH Shopping RibeiroShopping BarraShopping + New York City Center MorumbiShopping ParkShopping DiamondMall Shopping Anlia Franco ParkShoppingBarigi Ptio Savassi Shopping Santa rsula BarraShoppingSul Shopping Vila Olmpia ParkShopping So Caetano JundiaShopping* ParkShopping Campo Grande* VillageMall*

Total (m)
127,381 131,947 345,325 186,034 343,000 107,502 135,000 122,088 44,436 63,872 104,570 73,116 108,717 13,792 14,505 2,267

Developement
BH Shopping RibeiroShopping BarraShopping MorumbiShopping ParkShopping DiamondMall New York City Center Shopping Anlia Franco ParkShoppingBarigi Ptio Savassi Shopping Santa rsula* BarraShoppingSul Shopping Vila Olmpia ParkShopping So Caetano

Cardboard (t)
230.20 298.40 649.00 548.70 594.00 220.00 34.00 348.23 323.37 82.00 151.57 197.90 172.50 240.83

Aluminum (t)
NS 1.90 0.20 11.29 0.20 3.23 9.66 2.60 0.37 5.90 3.82 5.65

Plastic (t)
3.02 3.29 0.30 92.03 15.00 0.30 17.19 23.52 30.00 0.49 7.59 14.70 23.29

Organic (t)
1,847.69 1,728.00 6,175.00 3,422.00 2,172.00 1,512.00 325.00 1,927.89 1,175.86 805.00 308.9 1,163.76 1,563.00 1,313.47

TOTAL

4,090.70

44.82

230.72

25,439.57

TOTAL
* Developments inaugurated in the fourth quarter of 2012

1,923,552

NS = Not significant * In the Development, recycling began in August, 2012. Prior to that date, recyclable materials - except cardboard - were discarded in the organic trash compactor.

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CLEAN CONSTRUCTION
Multiplan develops policies and procedures to minimize the impact of its construction works. Actions adopted include: Monitoring of soil, water, air, sewage networks, noise levels and traffic near the site; To avoid dispersing waste like dust and mud via trucks, wheel washing equipment is used. Whenever possible, the water used in this process is rain water; Sites are watered daily to prevent dust dispersion with rainwater whenever possible; Construction of drainage ditches to collect rain water, that is then used in construction activities and decanted before disposal; Collecting rain water also avoids runoff, sedimentation and flash floods; Installation of sewage treatment systems to support the site; Separate containers for recyclable materials; Training for to raise environmental awareness; Campaigns to reduce energy and water consumption; Mitigation kit for environmental emergencies such as leaks and spills.

In addition, the Company seeks to develop properties according to Leadership in Energy & Environmental Design (LEED) guidelines, with certification given by the U.S. Green Building Council (USGBC), a non-governmental organization focusing on eco-efficiency of buildings worldwide. Morumbi Corporate and ParkShoppingCorporate, commercial real estate development, are in the preparation phase for certification. MorumbiBusinessCenter, a commercial real estate project development sold in 2012, is certified.

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GRI GUIDELINES

ParkShopping Campo Grande (RJ)


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2012 Annual and Sustainability Report

GRI GUIDELINES
GRI:
3.7 3.9 3.10 3.11 3.12 3.13 4.4 4.6 4.10 4.16 4.17 EC5 EN23 EN28 LA4 HR9 SO8 PR6 PR7 LA5 LA14 HR2 HR4 HR5 HR6 HR8 PR8

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2012 Annual and Sustainability Report

GRI Guidelines 1.1 Statement from the most senior decision maker of the organization (e.g., CEO, chair, or equivalent senior position) about the relevance of sustainability to the organization and its strategy Description of key impacts, risks, and opportunities Name of the organization Primary brands, products, and/or services Operational structure Location of organizations headquarters Number of countries where the organization operates Nature of ownership and legal form Markets served Scale of the reporting organization Significant changes during the reporting period Awards received in the reporting period Reporting period Date of most recent previous report Reporting cycle Contact point Process for defining report content Boundary of the report State any specific limitations on the scope or boundary of the report

Answer / page 5

Comments

GRI Guidelines 3.10 Explanation of the effect of any restatements of information provided in earlier reports Significant changes from previous reporting periods in the scope, boundary, or measurement methods applied in the report Table identifying the location of the Standard Disclosures in the report External assurance for the report

Answer / page There was no reformulation

Comments

3.11 39, 43 and 44 3.12 13 13 and 20 16 13 4 and 13 4.1 13 13 13 and 73 7 20 and 73 11 11 11 11 and 95 11 11 Any limitations about the general scope of the report will be detailed along the text, if any 17 4.6 4.4 4.3 4.2 3.13

There was no significant changes 87 As in 2012, with the exception of economicfinancial information, the Report has not been verified by external assurance.

1.2

2.1 2.2 2.3 2.4 2.5 2.6 2.7 2.8 2.9 2.10 3.1 3.2 3.3 3.4 3.5 3.6 3.7

Governance structure Indicate whether the Chair of the highest governance body is also an executive officer For organizations that have a unitary board structure, state the number of members of the highest governance body that are independent and/or non-executive members Mechanisms for shareholders and employees to provide recommendations or direction to the highest governance body Linkage between compensation for members of the highest governance body, senior managers, and executives, and the organizations Processes in place for the highest governance body to ensure conflicts of interest are avoided

47, 51 and 54 51 47 and 51

There is no formal mechanisms implemented 51

4.5

Processes involving related parts should be submitted to Approval of the Board of Directors and shareholders

3.8

Basis for reporting on joint ventures, subsidiaries, leased facilities, outsourced operations, and other entities

3.9

Data measurement techniques

The data measurement techniques used on report will be detailed along the text with the referred data

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2012 Annual and Sustainability Report

GRI Guidelines 4.7 Process for determining the qualifications and expertise of the members of the highest governance body for guiding the organizations strategy on economic, environmental, and social topics Internally developed statements of mission or values, codes of conduct, and principles relevant to economic, environmental, and social performance and the status of their implementation Procedures of the highest governance body for overseeing the organizations identification and management of economic, environmental, and social performance Processes for evaluating the highest governance bodys own performance, particularly with respect to economic, environmental, and social performance Explanation of whether and how the precautionary approach or principle is addressed by the organization Externally developed economic, environmental, and social charters, principles, or other initiatives to which the organization subscribes or endorses Memberships in associations (such as industry associations) and/or national/ international advocacy organizations in which the organization: Has positions in governance bodies Participates in projects or committees Provides substantive funding beyond routine membership dues 4.14 4.15 4.16 List of stakeholder groups engaged by the organization Basis for identification and selection of stakeholders with whom to engage Approaches to stakeholder engagement, including frequency of engagement by type and by stakeholder group

Answer / page 51

Comments

GRI Guidelines 4.17 Key topics and concerns that have been raised through stakeholder engagement, and how the organization has responded to those key topics

Answer / page The Company maintains a close relationship and ongoing dialogue with their audiences, however, it does not make specific stakeholder consultation for the development of this report

Comments

4.8

4.9

51

ECONOMIC MANAGEMENT INFORMATION Aspect EC1 Economic Performance Direct economic value generated and distributed Financial implications and other risks and opportunities for the organizations activities due to climate change Coverage of the organizations defined benefit plan obligations Significant financial assistance received from Market Presence Range of ratios of standard entry level wage compared to local minimum wage at significant locations of operation The entry level wage paid by the Company is in the middle of all of its operating units, equivalent to 1.15 times the local minimum wage 79 96 39 and 81

4.10

The Company has no formal processes for self-evaluation of performance of the highest governance body 54

EC2

4.11

EC3 EC4

Indicator is not available Indicator is not available

4.12

72 and 82

Aspect EC5

4.13

79

EC6

Policy, practices, and proportion of spending on locally-based suppliers at significant locations of operation Procedures for local hiring and proportion of senior management hired from the local community at locations of significant operation Indirect Economic Impacts Development and impact of infrastructure investments and services provided primarily for public benefit through commercial, inkind, or pro bono engagement Understanding and describing significant indirect economic impacts, including the extent of impacts

EC7

73 and 79

72 72 The Company maintains a close relationship and ongoing dialogue with their audiences, however, it does not make specific stakeholder consultation for the development of this report

Aspect EC8

76

EC9

13, 56 and 76

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2012 Annual and Sustainability Report

GRI Guidelines ENVIRONMENTAL MANAGEMENT INFORMATION Aspect EN1COM EN2 Aspect EN3 EN4 EN5 EN6 Materials Materials used by weight or volume Percentage of materials used that are recycled input materials Energy Direct energy consumption by primary energy source Indirect energy consumption by primary source Energy saved due to conservation and efficiency improvements Initiatives to provide energy-efficient or renewable energy based products and services, and reductions in energy requirements as a result of these initiatives Initiatives to reduce indirect energy consumption and reductions achieved Water Total water withdrawal by source Water sources significantly affected by withdrawal of water Percentage and total volume of water recycled and reused Biodiversity Location and size of land owned, leased, managed in, or adjacent to, protected areas and areas of high biodiversity value outside protected areas Description of significant impacts of activities, products, and services on biodiversity in protected areas and areas of high biodiversity value outside protected areas Habitats protected or restored Strategies, current actions, and future plans for managing impacts on biodiversity Number of IUCN Red List species and national conservation list species with habitats in areas affected by operations, by level of extinction risk

Answer / page

Comments

GRI Guidelines Aspect EN16COM Emissions, Effluents, and Waste Total direct and indirect greenhouse gas emissions by weight Other relevant indirect greenhouse gas emissions by weight Initiatives to reduce greenhouse gas emissions and reductions achieved Emissions of ozone-depleting substances by weight NO, SO, and other significant air emissions by type and weight Total water discharge by quality and destination Total weight of waste by type and disposal method Total number and volume of significant spills Weight of transported, imported, exported, or treated waste deemed hazardous under the terms of the Basel Convention Annex I, II, III, and VIII, and percentage of transported waste shipped internationally Identity, size, protected status, and biodiversity value of water bodies and related habitats significantly affected by the reporting organizations discharges of water and runoff Products and Services Initiatives to mitigate environmental impacts of products and services, and extent of impact mitigation Percentage of products sold and their packaging materials that are reclaimed by category Compliance Monetary value of significant fines and total number of non-monetary sanctions for non-compliance with enviromental laws and regulations

Answer / page Indicator is not available Indicator is not available 20, 39 and 82 Indicator is not available Indicator is not available 83 83 Just as in 2011, there was no significant spills in 2012 83

Comments

83 83

EN17 EN18COM

83 Indicator is not available 20 and 82 79 and 82

EN19 EN20COM EN21COM EN22COM EN23

EN7 Aspect EN8COM EN9 EN10 Aspect EN11

82 EN24 83 83 83 EN25

83

82 Aspect EN26 82 EN27

82

EN12COM

Indicator is not available

EN13 EN14COM EN15

82 82 Indicator is not available

Aspect EN28

There were no significant fines in 2012

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2012 Annual and Sustainability Report

GRI Guidelines Aspect EN29 Transport Significant environmental impacts of transporting products and other goods and materials used for the organizations operations, and transporting members of the workforce Overall Total environmental protection expenditures and investments by type

Answer / page 82

Comments

GRI Guidelines LA8 Education, training, counseling, prevention, and risk-control programs in place to assist workforce members, their families, or community members regarding serious diseases Health and safety topics covered in formal agreements with trade unions Training and Education Average hours of training per year per employee by employee category Programs for skills management and lifelong learning that support the continued employability of employees and assist them in managing career endings Percentage of employees receiving regular performance and career development reviews Diversity and Equal Opportunity Composition of governance bodies and breakdown of employees per category according to gender, age group, minority group membership, and other indicators of diversity Ratio of basic salary of men to women by employee category

Answer / page 73

Comments

LA9 Indicator is not available Aspect LA10 LA11

73

Aspect EN30

Indicator is not available 73

SOCIAL MANAGEMENT INFORMATION Aspect LA1COM LA2COM LA3 Employment Total workforce by employment type, employment contract, and region Total number and rate of employee turnover by age group, gender, and region Benefits provided to full-time employees that are not provided to temporary or parttime employees, by major operations Labor/Management Relations Percentage of employees covered by collective bargaining agreements All Company employees are covered by collective bargaining of their unions 73 73 73

LA12

Indicator is not available

Aspect LA13

Indicator is not available

Aspect LA4COM

LA14

LA5

Minimum notice period(s) regarding The Company assesses if operational changes, including whether it is there is need for minimum specified in collective agreements notification period Occupational Health and Safety Percentage of total workforce represented in formal joint managementworker health and safety committees that help monitor and advise on occupational health and safety programs Rates of injury, occupational diseases, lost days, and absenteeism, and number of workrelated fatalities by region 73

Aspect LA6

Company makes no gender distinction in compensation which differs only between positions, following the principles of meritocracy

HUMAN RIGHTS PERFORMANCE INDICATORS Indicator is not available Aspect HR1 Investment and Procurement Practices Percentage and total number of significant The Companys contracts investment agreements that include human include clauses regarding rights clauses or that have undergone compliance with labor human rights screening obligations by the supplier, and knowledge of the Multiplans code of ethics Percentage of significant suppliers and contractors that have undergone screening on human rights and actions taken Possible and randomly providers have to comply with provisions of the contract assessed

LA7COM

HR2

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2012 Annual and Sustainability Report

GRI Guidelines HR3 Total hours of employee training on policies and procedures concerning aspects of human rights that are relevant to operations, including the percentage of employees trained Non-discrimination Total number of incidents of discriminationand actions taken Operations identified in which the right to exercise freedom of association and collective bargaining may be at significant risk, and actions taken to support these rights Child Labor Operations identified as having significant risk for incidents of child labor, and measures taken to contribute to the elimination of child labor Forced and Compulsory Labor Operations identified as having significant risk for incidents of forced or compulsory labor, and measures to contribute to the elimination of forced or compulsory labor Security Practices Percentage of security personnel trained in the organizations policies or procedures concerning aspects of human rights that are relevant to operations Indigenous Rights Total number of incidents of violations involving rights of indigenous people and actions taken

Answer / page Indicator is not available

Comments

GRI Guidelines SOCIAL MANAGEMENT INFORMATION Aspect SO1COM Community Nature, scope, and effectiveness of any programs and practices that assess and manage the impacts of operations on communities, including entering, operating, and exiting Corruption Percentage and total number of business units analyzed for risks related to corruption Percentage of employees trained in organizations anti-corruption policies and procedures Actions taken in response to incidents of corruption Public Policy Public policy positions and participation in public policy development and lobbying Total value of financial and in-kind contributions to political parties, politicians, and related institutions by country Anti-Competitive Behavior Total number of legal actions for anticompetitive behavior, anti-trust, and monopoly practices and their outcomes Compliance Monetary value of significant fines and total number of non-monetary sanctions for noncompliance with laws and regulations

Answer / page

Comments

76

Aspect HR4 Aspect HR5COM

There were no cases of discrimination There were no cases registered

Freedom of Association and Collective Bargaining

Aspect SO2

Not answered

SO3

Not answered

Aspect HR6

There were no cases registered

SO4 Aspect SO5

Not answered

76 Not answered

Aspect HR7

There were no cases registered

SO6

Aspect SO7 All security personnel are undergoing training on human rights

Aspect HR8

Not answered

Aspect SO8

Aspect HR9

There was no monetary fine or penalty in 2012

There were no incidents of violations involving rights of indigenous peoples

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2012 Annual and Sustainability Report

GRI Guidelines SOCIAL MANAGEMENT INFORMATION Aspect PR1COM Customer Health and Safety Life cycle stages in which health and safety impacts of products and services are assessed for improvement, and percentage of significant products and services categories subject to such procedures Total number of incidents of noncompliance with regulations and voluntary codes concerning health and safety impacts of products and services during their life cycle, by type of outcomes Product and Service Labeling Type of product and service information required by procedures, and percentage of significant products and services subject to such information requirements Total number of incidents of noncompliance with regulations and voluntary codes concerning product and service information and labeling, by type of outcomes Practices related to customer satisfaction, including results of surveys measuring customer satisfaction Marketing Communications Programs for adherence to laws, standards, and voluntary codes related to marketing communications, including advertising, promotion, and sponsorship Total number of incidents of noncompliance with regulations and voluntary codes concerning marketing communications, including advertising, promotion, and sponsorship by type of outcomes Costumer Privacy Total number of substantiated complaints regarding breaches of customer privacy and losses of customer data Compliance Monetary value of significant fines for noncompliance with laws and regulations concerning the provision and use of products and services

Answer / page

Comments

73 and 82

PR2

Indicator is not available

Aspect PR3

Indicator is not available

PR4

Indicator is not available

PR5

73

Aspect PR6

The Company follows the regulation of marketing of specific locations in which it operates There were no cases of non-compliance in this regard

PR7

Aspect PR8

There were no complaints in this regard

Aspect PR9

Indicator is not available

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ParkShopping Campo Grande (RJ)

CREDITS AND CORPORATE INFORMATION

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2012 Annual and Sustainability Report

GRI:

3.4

CREDITS
WRITING, PROOFREADING, TRANSLATION, GRI CONSULTING AND DESIGN
RICCA RI

CORPORATE INFORMATION
OFFICES
Rio de Janeiro-RJ
Av. das Amricas, 4200 - bloco 2 5o andar duplex Centro Empresarial BarraShopping - Barra da Tijuca Phone: + 55 (21) 3031-5200 CEP: 22640-102

www.multiplan.com.br/ri ri@multiplan.com.br

PHOTO PRODUCTION
Produo Fotogrfica
Leandro Tasca - Multiplan Dario Zalis and Multiplan collection

So Paulo
Av. Roque Petroni Jnior, 1089 sala 1109 Centro Profissional MorumbiShopping - Morumbi Phone: +55 (11) 3529-2535 CEP: 04707-900

The information and statements contained herein include considerations relating to business prospects that are subject to risks and uncertainties. Such statements reflect the perspectives and beliefs of our management and the information to which the Company has access. The forward-looking statements are not guarantees of performance, and the conditions depend mainly on the circumstances of government policies, economic and market as well as operating factors. Therefore, future results of Group companies may differ materially from current expectations.

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