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Annual Report 2009

Despite the challenging environment, we achieved revenues of 12. Billion euro and EBITDA of 2. Billion euro, an increase of 8.9% in comparable terms over the previous year. The year 2009 was undoubtedly one of the most challenging in recent history. The global economic downturn and the turbulence in the financial markets tested our management and our resilience like never before.

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Annual Report 2009

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ferrovial

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Content

Company description
04 - Letter from the Chairman 06 - Board of directors 07 - management committee 10 - Worldwide presence 12 - Main figures 13 - Significant events 14 - Services 22 - Toll roads 36 - Construction 46 - Airports

Management Report
58 - Business performance during 2009 75 - Expected business development 77 - Information related to: The environment, personnel, research and development, the treasury share portfolio, events after the year end. Principal risks and uncertainties and financial risk management. 78 - Audit and control committee report 81 - Report by the board of directors related to the additional information to be included in the management report in accordance with article 116 bis of the securities market law

Ferrovial, S.A. 2010. All rights reserved. Prepared and produced by Ferrovials Communications and Corporate Responsibility Department. Formatted by Multivideo Producciones Interactivas S.A. ([email protected])

86 - Report on corporative governance 87 - Information on stock the exchange

with Ferrovial as the companys ViceChairman. Ferrovial will undoubtedly face many challenges in the near future, and I am confident that we have the right team to respond to them. I thank all of Ferrovials people for their dedication. I am also grateful for the enduring and valuable support of our shareholders. Together, I am sure that Ferrovial can seize any opportunity that may arise and that we will emerge from these difficult times a stronger company.

| Letter from the Chairman

Annual Report 2009

Corporate Governance
board of directors
CHAIRMAN
Rafael del Pino Executive and Proprietary
Civil Engineer (Polytechnic University of Madrid), 1981, MBA (Sloan School of Management, MIT, 1986). Chairman of the Board of Directors of Ferrovial since 2000 and CEO since 1992. Member of the Board of Directors of Banesto since 2003. He is also a member of the European Advisory Board of Harvard Business School, the Sloan School of Management (MIT) and Blackstone. Additionally, he is a member of the International Advisory Board of IESE

CHIEF EXECUTIVE OFFICER

igo Meirs Executive
Graduate in Law from Complutense University of Madrid. MBA from Instituto de Empresa Business School. CEO of Ferrovial since 2009. He joined Ferrovial in 1992, was Managing Director of Autopista del Sol and Director of Highways for Cintra until November 2000. Between 2000 and 2007 he was CEO of Ferrovial Servicios and from 20072009 was CEO of Ferrovial Airports.

Former CEO and Chairman of Bankinter and a former Board Member of TPI. Chairman of Fundacin SERES. He is also a member of the Advisory Council of Spencer Stuart, Chairman of Unience Advisory Council, member of the Council of Mentors of CMi, Chairman of the Professional Council of ESADE, Member of European Advisory Board of the Harvard Business School and the Board of Directors of Deusto Business School.

Santiago Fernndez Independent

Graduate in Law from Complutense University of Madrid and Masters Degree and PhD in Economics from Northeastern University of Boston. Member of the Board of Directors of Ferrovial since 2008. He joined the Telefnica Group in January 1997 as the CEO of Fonditel. In July 2002 he was appointed CFO and he currently contributes to the financial duties of the Affiliated and Investee Companies and Corporate Development transactions. It is also a member of the Board of Portugal Telecom.

Santiago Eguidazu Independent

Bachelor Degree in Economics and Business Administration from the Autonomous University of Madrid, Commercial Technician and State Economist. Member of the Board of Directors of Ferrovial since 2001. Chairman of Grupo N+1. Former Partner, CEO and Vice Chairman of AB Asesores, Vice Chairman of Morgan Stanley Dean Witter and a former Member of the Board of Vocento.

DIRECTORS
Jaime Carvajal Independent
Graduate in Law from Complutense University of Madrid and Masters Degree in Economics from Cambridge University. Member of the Board of Directors of Ferrovial since 1999. Chairman of Advent Internacional (Spain), Ericsson Espaa and ABB; Member of the Boards of Aviva and Solvay Ibrica. Among other positions, He has been Chairman of Ford Espaa and Member of the Boards Telfonica, Repsol YPF and Unin Fenosa.

Jos Fernando Snchez-Junco Independent

Industrial Engineer (Polytechnic University of Barcelona). ISMP Graduate at Harvard Business School. Belongs to the State Corps of Industrial Engineers. Member of the Board of Directors of Ferrovial since 2009. Chairman and General Manager of MAXAMCorp, SAU. Deputy Chairman of Dinamia Capital Privado S.R.C., S.A. and DEFEX, S.A.

VICE CHAIRMEN
Santiago Bergareche Independent
Bachelor Degree in Economics and Law from Deusto University. Member of the Board of Directors of Ferrovial since 1999. Non-Executive Chairman of Cepsa and Dinamia Capital Privado. Member of the Boards of Vocento and Gamesa. He joined the group in 1995 as the Chairman of Agroman. Between February 1999 and January 2002 he was Chief Executive Officer of Ferrovial.

Gabriele Burgio Independent

Graduate in Law from the University of Florence and MBA from INSEAD. Member of the Board of Directors of Ferrovial since 2002. Executive Chairman of NH Hoteles since 1999. CEO and President of Grande Jolly Hotels S.p.A. since 2008. He previously served as CEO of Cofir and worked for Bankers Trust in both New York and Italy.

Karlovy, S.L. Proprietary

Represented by Joaqun del Pino. Member of the Board of Directors of Ferrovial since 2010.

Portman Baela, S.L. Proprietary

Represented by Leopoldo del Pino. Member of the Board of Directors of Ferrovial since 2000.

SECRETARY
Santiago Ortiz
PhD in Law from Complutense University of Madrid and is a Spanish State Attorney. Before joining Ferrovial, he was a partner of the Cuatrecasas law firm in charge of Trial Law and Public and Regulatory Law. He has also worked at the Ramn y Cajal law firm and has taught at the Diplomatic School and Carlos III University. Before joining the Board of Directors of Ferrovial he was Director of the Legal Advisory Service.

Joaqun Ayuso Executive

Civil Engineer (Polytechnic University of Madrid), 1980. Member of the Board of Directors of Ferrovial since 2002. He joined Ferrovial in 1982 and, after holding several positions of responsibility was appointed General Manager of the Construction Division in 1992. That same year he became a member of the Management Committee of Ferrovial. Between February 1999 and January 2002 he was Chief Executive Officer of Ferrovial Agroman. He was CEO of Ferrovial and Vice Chairman of Cintra between 2002 and 2009.

Juan Arena Independent

PhD in Engineering (ICAI), Bachelor Degree in Business Studies, Degree in Psychology, Diploma in Fiscal Studies and AMP (Harvard Business School). Member of the Board of Directors of Ferrovial since 2000. Director and member of the Audit Committee and the Appointments and Remuneration Committee of Dinamia, Director and Chairman of the Audit Committee of Laboratorios Almirall. Member of the Board of Directors and Chairman of the Appointments and Remuneration of Everis.

Mara del Pino Proprietary

Bachelor Degree in Economics and Management Development from IESE Business School. Member of the Board of Directors of Ferrovial since 2006. Chairwoman of the Fundacin Rafael del Pino. Board Member of the Asociacin para el Progreso de la Direccin (APD, business management association). Member of the Boards of Trustees of Fundacin Codespa and the Scientific Foundation of the Spanish Association Against Cancer.

Annual Report 2009

| Corporate Governance

management committee
General SECRETARY CEO CINTRA CEO FERROVIAL SERVICIOS CEO REAL ESTATE CHIEF FINANCIAL OFFICER

Santiago Ortiz
Born in 1967, he holds a doctorate in law from the Complutense University of Madrid and is a State Attorney. He joined Ferrovial in 2008 as Director of the Legal Advisory Service and in December 2009 took over as Secretary General and Secretary to the Board of Directors. He was a partner in the Cuatrecasas law firm in charge of Trial Law and Public and Regulatory Law.

Santiago Olivares Enrique Daz-Rato

Born in 1958, He is a Civil Engineer and holds a BA in Economics and a Masters in Business Administration from the EOI Business School. He joined Ferrovial in 2000 as Managing Director of Cintra Chile. Until July 2006, when he was appointed CEO of Cintra, he held several positions of responsibility such as the management of the 407 ETR in Toronto and of Highways in the U.S., Canada, Chile and Ireland. Born in 1967, he holds an Industrial Engineering Degree from ICAI and an MBA from MIT. He joined Ferrovial in 2002 as the Business Development Director for the Services Division. He later became the Director of the International area of this division. In May 2007 he was appointed CEO of Ferrovial Servicios.

lvaro Echniz
Born in 1960, he holds a Bachelor Degree in Business Studies. He joined Ferrovial with the takeover of Agroman, where he held the position of Chief Financial Officer. Between 1998 and September 2002 he was Chief Financial Officer of Cintra. Later he served as CEO of Ferrovials Real Estate Division.

Ernesto Lpez
Born in 1964, he is a civil engineer (Polytechnical University of Madrid) and holds an MBA from the Wharton School. He has been the CFO of Ferrovial since October 2009. Prior to joining Ferrovial he was Managing Director of Control and Resources for Telefnica Latinoamrica, and previously General Manager for Finance and Management Control of Telefnica Mviles S.A. and Director of the Finance Department of Telefnica, S.A.

CHIEF INFORMATION OFFICER

CEO FERROVIAL AEROPUERTOS

CEO

managing DIRECTOR HUMAN RESOURCES

CEO FERROVIAL AGROMAN

Federico Flrez
Born in 1960, he is a Naval Engineer with a Masters Degree in Business Administration and IT Management, PAD IESE Business School, Advanced Management Program at the INSEAD and holds various senior management diplomas from Harvard, MIT and Cranfield. Before joining Ferrovial in 2008, he held the position of CIO at the Bank of Spain. He has worked for IBM, Alcatel and Telefnica.

Nicols Villn
Born in 1949, he is an Industrial Engineer with an MBA from Columbia University and a Master of Science from the University of Florida. Formerly Chief Financial Officer of Ferrovial for 16 years. In October 2009 he was appointed CEO of Ferrovial Aeropuertos.

igo Meirs
Born in 1963, he is a graduate in Law and an MBA from the Instituto de Empresa. He joined Ferrovial in 1992, was Managing Director of Autopista del Sol and Director of Highways for Cintra until November 2000. Between 2000 and 2007 he was CEO of Ferrovial Servicios and from 20072009 was CEO of Ferrovial Airports. He served as CEO designate of Ferrovial between April and October 2009, when he was appointed Chief Executive Officer.

Jaime Aguirre de Crcer

Born in 1951, he is a graduate in Law and Business Administration (ICADE-ICAI). He joined Ferrovial in 2000 as General Director of Human Resources. B e t we e n 19 9 0 an d 20 0 0 he held various positions in Schweppes, where he was CoDirector General and Director of Human Resources. Previously he was Director of Human Resources for Smithkline Beecham.

Alejandro de la Joya
Born in 1967, he is a civil engineer who joined the company in 1991. He has developed his career in Spain, Morocco, Italy, Portugal and Poland. In 2005 he served as Director of Foreign Business and in 2007 was appointed Director of International Construction. In 2008 he was appointed CEO of the company.

| Corporate Governance

Annual Report 2009

Company description

Photo: Avenida de Aragn Hotel, Madrid. Spain.

Annual Report 2009

Company description | Worldwide presence

10 - Worldwide presence 12 - Main figures 13 - Significant events 14 - Services 22 - Toll roads 36 - Construction 46 - Airports

Company description | Worldwide presence

Annual Report 2009

Worldwide presence
A global infrastructure company
Ferrovial is a diverse and global company, present in over 45 countries. The total workforce consists of 108,117 employees. Ferrovial is the world-leading private infrastructure operator by investment volume, with activity in Services, Highways, Constructions and Airports.

Canada

Europe

Algeria United States Honduras Aruba Mexico Netherlands Antilles Venezuela Colombia Nigeria Dominican Republic

Puerto Rico

Peru
Airports Toll roads Services Construction

Brazil

Chile
Argentina

108,117 employees

Annual Report 2009

Company description | Worldwide presence

Europe

United Kingdom Holland

Poland

Germany Hungary Austria Bulgaria

Ireland

Belgium Lux. France Switzerland

Greece Russia Portugal Portugal

1.247

Spain

Italy

Cyprus

Ukraine Tunisia Israel U.A.E. South Korea Japan

China Saudi Arabia India Cameroon Kenya

Equatorial Guinea

Tanzania

South Africa

Company description | Worldwide presence

Annual Report 2009

Main figures
Financial data 2009 2008 2007 2006 2005 2004 2003 % 09/08
Net revenues EBIT Net income Earnings per share Total Assets Equity Gross Capital Expenditure Net debt/(Cash) Total gross dividend 12,095 1,534 (2) -92 -0.16 44,110 4,557 504 1,172 73 14,126 1,550 -838 -6.04 48,203 3,692 971 1,664 277 14,630 1,911 734 5.24 51,587 6,848 997 1,937 161 12,355 1,459 1,426 10.18 54,980 6,662 4,446 3,064 140 8,321 714 416 2.97 21,498 2,968 1,665 272 126 7,254 717 529 3.77 15,161 2,518 389 (139) 115 6,026 615 341 2.43 14,552 1,754 862 591 84 -14% -1% -89% -97%

Operating data

Average number of employees Construction backlog Services backlog

108,117 8,800 9,967 (1)

107,399 8,756 9,714 (1)

102,447 9,130 9,726 (1)

88,902 8,023 8,629 (1)

57,247 7,500 7,174 (1)

49,892 6,721 4,973 (1)

34,347 6,106 5,177

Ratios

Operating margin Net margin Leverage Pay-out

12.7% -0.8% 26% n.s.

11.0% -5.9% 45% n.s.

13.1% 5.0% 28% 22%

11.8% 11.5% 46% 10%

8.6% 5.0% 9% 30%

9.9% 7.3% 22%

10.2% 5.7% 34% 25%

Per share data

Capitalization Year end share price Average daily trading volume Gross dividend per share Appreciation in the year N of shares at year-end

6,037 8.23 (*) 21.0 0.40 68% 733,510,255

2,746 19.58 43.4 2.00 -59% 140,264,743

6,750 48.12 66.0 1.15 -35% 140,264,743

10,373 73.95 47.9 1.00 26% 140,264,743

8,205 58.50 27.5 0.90 49% 140,264,743

5,515 39.32 12.7 0.82 42% 140,264,743

3,897 27.78 12.0 Million euro 0.60 15% 140,264,743

(1) Does not include the Tube Lines backlog (2) Operating earnings prior to impairment losses and disposals of real property. (*) 2009 closing figures are not comparable due to the merger of Cintra and Ferrovial on December 4th 2009. The exchange ratio was 4X1.

Annual Report 2009

Company description | Main figures

Significant events
The proposal led by Cintra selected as Best Value Proposal for the North Tarrant Express in Texas (29/01/2009). The proposal presented by the consortium led by Cintra was selected by the Texas Transportation Commission as the Best Value Proposal for the construction, maintenance and operation of 21.4 km (13.3 miles) of the North Tarrant Express toll highway located in the Dallas-Fort Worth area of Texas (USA). The proposal led by Cintra selected as Best Value Proposal for the IH-635 Managed Lanes in Texas (26/02/2009). The proposal presented by the consortium led by Cintra was selected by the Texas Transportation Commission as the Best Value Proposal for the construction, maintenance and operation of 27.2 km (17 miles) of the IH-635 Managed Lanes located in the greater Dallas area of Texas (USA). BAA submits appeal to the Competition Appeal Tribunal (18/05/2009). BAA confirmed that it has decided to submit an appeal to the Competition Appeal Tribunal (CAT) for the review of the Report of the Competition Commission. Cintra closes the sale of Parking division for 451 million euro (26/06/2009). Ceintra reached an agreement to sell the Parking division for 451 million euro, of which 51 million euro corresponded to the bank debt of Cintra Aparcamientos. The operation was completed on 27 July. Ferrovial restructures and simplifies its corporate debt structure (30/06/2009). Grupo Ferrovial S.A. signed a loan amounting to EUR 3,300 million with a maturity of three years that unifies corporate debt and replaces several existing loans. The Boards of Directors of Cintra and Ferrovial unanimously approve Merger (30/07/2009). The Boards of Directors of Cintra and Ferrovial unanimously approved on 29 and 28 July 2009 respectively, the Merger of both companies. The Ferrovial and Cintra shareholders approve the merger to create a leading manager of transport infrastructure (20/10/2009) (22/10/2009). The Extraordinary General Meetings of Ferrovial and Cintra shareholders approve the merger of both companies. The resulting company will be called Ferrovial, S.A. and the highway assets will be transferred to the new Cintra Infraestructuras. Gatwick Airport Sale (21/10/2009). BAA, a subsidiary of Ferrovial, reached an agreement for the sale of London Gatwick airport to an entity controlled by Global Infrastructure Partnership. The sale price is 1.510 billion pounds (approximately 1.657 billion euro). BAA restructuring plan (13/11/2009). Ferrovial and its partners are launching a plan to optimize the financial structure of BAA, estimated at around 500 million pounds sterling (557.5 million euro), aimed at strengthening the capital base of the groups regulated airports located in London. BAA places bonds for 700 million pounds (27/11/2009). BAA successfully placed bonds worth 700 million pounds, maturing in 2026 and paying a fixed annual coupon of 6.75%. BAA places bonds for 235 million pounds (01/12/2009). BAA successfully placed inflation-linked bonds worth 235 million pounds, maturing in 2039 and paying a real fixed annual coupon of 3.334%. Entry of the merger in the Mercantile Registry (03/12/2009). The company announced the completion of the registry of the Merger of Concesiones de Infraestructuras de Transporte, S.A. and Grupo Ferrovial, S.A. in the Mercantile Registry. Financing of NTE (17/12/2009). NTE Mobility Partners LLC, in which Cintra holds a majority interest, has successfully completed the 2.0 billion dollar (1.36 billion euro) financing of the North Tarrant Express Managed Lanes in Texas (USA). Dividend distribution (23/12/2009). The Board of Directors of Ferrovial approved the payment of an interim dividend of 0.10 per share to its shareholders. Notice of the sale of 60% interest in the Chileam toll roads (29/12/2009). Cintra reached agreement to sell 60% of its stake in the company Cintra Chile to the Colombian ISA. The two parties have granted purchase and of sale options, respectively, for the remaining 40% of the capital. The e operation is still pending execution of the required notifications and the receipt of the re levant authorizations and registrations in Spain, Colombia, Chile and other jurisdictions where the participating entities are present.

Company description | Significant events

Annual Report 2009

Services

Annual Report 2009

sion of more than 1,000 kilometers of highways in Area 9 in the United Kingdom for the next five years. New contract for maintenance and improvement of the technology of the national highway network in the west and northeast of the United Kingdom, which makes Amey in the leading company in the UK in highway technology maintenance. New consulting contracts, which guarantee orders of almost 500 million pounds in the first half of the year. Award of a contract for the maintenance of the railway network (CEFA), which makes Amey one of the countrys leading suppliers with more than 10 years of experience in this field. Award of the contract for all Facility Management activities of the UK Department for Transport (DfT). Renewal of the contract of AmeyColas, the joint venture between Amey

and Colas, for the maintenance of the railway network valued at 300 million pound over the next 5 years. Inauguration of the new International Design Hub in Birmingham, bringing together more than 500 consultants, engineers, architects, town planners and designers at the service of global solutions for transportation infrastructure. Amey was recognized in 2009 for its contribution to the reduction of CO2 emissions and the improvement of the efficiency of its fleet of vehicles.

2,281 km of rail track

maintained
324,155 street lights

maintained
100 underground stations

managed
15 trains maintained

1.4 million m of buildings managed

1.3 million meals served

Annual Report 2009

Company description | Services

Swissport
Revenues declined 4.8% to 1.123 billion euro, although on the operating lvel, EBITDA expanded 12.7% to 81 million euro. Despite the lower sales, Swissport maintained world leadership of the sector and increased is the market share in 2009.

New awards: Swissport was awarded the contract for land services at the Munich airport in collaboration with Losch Airport Service. The company also signed an agreement for a worldwide collaboration with Aer Lingus in the field of freight transportation. Swissport received a new license to operate in Costa Rica in association with the local firm Inter Airport Services, to provide coverage for two international airports in the country, Santa Juana Mara in San Jos and Daniel Oduber, in the city of Liberia. Other contracts have been renewed, such as the agreement with United Airlines in 3 US airports: Los Angeles, San Francisco and Chicago-OHare.

Swissport Cargo Services has become the first global baggage handling Company to send monthly performance reports to the Cargo 2000 organization, first phase prior to sending the complete reports, the content of which will focus on the performance of the messenger service. The license held by Swissport for the operations at the Geneva airport has been extended to 2016 by the Swiss airport authority, AIG. In addition, Swissport Geneva will also participate in the creation of a new company called GVAssistance, which will offer special services at the airport for an initial period of five years. The company signed a preferred partner contract with Virgin Atlantic, for the air cargo handling activities of Virgin at 40 European airports. The company was also awarded a contract by Lufthansa Cargo for cargo handling services at the Amsterdam Airport over the next three years. Swissport signed one of the most important baggage handling contracts of recent years with South African

Airways (SAA) for the provision of baggage handling services for 60,000 annual flights of South Africas flagship airline over the next five years. Swissport will be working in the Johannesburg, Cape Town, Durban, Port Elizabeth, East London and George airports. The Ministry of Transport of Luxembourg awarded the company a license to operate at the countrys airport for the next seven years. International recognitions: The Company was recognized with two major awards, the Worlds Best Handling Services Provider and the Best Cargo Agent of the Year.

179 airports 38 countries 650 airlines 70 million passengers

Photo: Handlin services. Swissport

Company description | Services

Annual Report 2009

Cespa
Despite the general economic crisis, which has hit CESPA particularly hard with a sharp decline in the volume of waste treated at landfills and in the volume of industrial waste managed, the company was able to close the year with revenues in line with last year, reaching 952.7 million euro and with EBITDA of 162.4 million euro. Backlog reached 3.96 billion euro in December 31st 2009, 3.56 billion euro more than the previous year. Among the most significant events during the year, we would highlight:

Construction of the first controlled deposit managed as a bioreactor in Spain. Award of the contract for the recovery of the National Heritage Historic Gardens. Awards in the Community of Madrid: maintenance contract for landscaped areas, sports fields and forest areas of Complutense University of Madrid; as well as the execution of the en-

vironmental recovery works for the old paved roads of Casa de Campo (Madrid) and the forest re-planting works under the 2,000,000 Trees Plan as part of the Social Works of the savings bank Caja Madrid in Rascafra (Madrid); San Martn de Valdeiglesias, award of the waste collection and cleaning services. Awards in the region of Catalonia for waste collection and street cleaning in the such cities as Badia del Valls, Vic and Cambrils, and conservation, cleaning and maintenance of the green spaces in other cities, such as Prat del Llobregat; award of the contract for the conservation works on the underground solid urban waste network in the Grcia neighborhood (Barcelona), as well as improvement works on a large number of streets in the city of Barcelona and for waste collection services at local hospitals, including Hospital Clnico de Barcelona and Hospital de Bellvitge. Award of the contract for the conservation and maintenance of parks and green areas in La Corua and field and garden maintenance and cleaning for Misin Biolgica de Galicia; award of the waste collection

and street cleaning services in Castro Urdiales, Cantabria. Acquisition of the company Albaida Residuos, dedicated to the integral management of the agricultural waste in the province of Almera. Also, CESPA was awarded an expansion of the Urban Services contracts for the Consortium As Marias, in Puertollano (Ciudad Real) and Guadalajara and built three building and demolition waste treatment plants: Villaquilambre (Len), beda (Jan) and Montiel-Calatrava (Ciudad Real). Internationally, the City of Maia (Portugal) awarded the joint venture of CESPA PORTUGAL ECOAMBIENTE (50%-50%) the contract for the collection of municipal solid wastes; Cespa and Amey will work together to improve waste treatment, environmental management and energy efficiency services in the United Kingdom. Recognitions: Silver Medal of Honor for Merit by the City of Barcelona.

More than 28 million m of

green areas maintained

847 cities and towns in Spain

and Portugal provided urban services

Over 6.4 million inhabitants

benefiting from waste collection services

Over 6.1 million inhabitants

benefiting from street cleaning services

Photo: Gardening services. Cespa

Annual Report 2009

Company description | Services

Ferroser

Photo: Urban signs works. Ferroser

Ferroser recorded revenues of 578.7 million euro, with EBITDA reaching 40.1 million euro. Backlog reached 925 million euro, while revenues remained stable and profitability and cash flow both registered significant growth. Renewal of significant contracts with a high level of monthly backlog and a notable increase in works pending execution: - Conservation of the street signage for the City of Valencia - Conservation of the Somosierra section of the N-I highway for the Ministry of Public Works - Conservation of highways of Region of Valencia for the Ministry of Public Works - Conservation of highways of the Region of Guipzcoa - Hospital Maintenance: Mstoles, Virgen de la Macarena and Valme de Sevilla - Integral services management of the sports facilities and Munici-

pal Sports Complex for the City of Murcia - Cleaning of the Madrid Metro - Cleaning of the University of Seville

the Malaga Sports Center - Management and operation of the Cieza Sports Center - Call Center for the emergency services of SUMMA 112 in the Community of Madrid

Major new awards in our traditional activity: - Conservation of the airfield at the Barcelona Airport - Conservation of signage on the highway network of the Territorial Highway Service of Barcelona - Installation of the information signs for the new airport terminal in Malaga - Installation of the information signs for the new airport terminal in Barcelona - Maintenance of the hospital networks of Hospiten and Sanitas - Facility Management in the industrial plants of Michelin - Facility Management for Iberia Airlines New awards in developing activities: - Management and operation of

OHSAS Certification of the Occupational Health and Safety Management Systems of Ferroser, Grupisa and Eurolimp.

6,300 km. of roads and

highways managed
Almost 70,000 municipal and

airport signs managed

26,250 m of signs managed

Company description | Services

Annual Report 2009

Autopistas Toll Roads

Annual Report 2009

Company description | Toll roads

Photo: Euroscut Norte-Litoral. Azores.

Cintra is a world leader in the development of private toll roads for both the number of projects and the investment volume. Cintra has a portfolio of 25 concessions in seven countries.

Cintra was created from the spin-off of Ferrovials infrastructure activities, thus maintaining the long history and wide experience that first began in 1968 with the award of the concession for the A-8 Bilbao-Behobia toll road, the first one to be awarded in Spain with private funding and management. Since its creation, Cinta has undertaken a clear growth strategy based on the search for the best investment opportunities and the efficient management of its holdings, which has helped it to become a world leader in its industry. Cintra only invests in projects with a low risk profile given that they are backed by the provision of public services provided within a system of limited competition, with steady, predictable revenues and expenses and long concession periods that compensate for any uncertainties produced by economic cycles. In addition, the company only bids in countries that are economically and politically stable with independent legal and judicial systems. Also, Cintra follows a strategy of eliminating financial and construction risks by using a non-recourse project financing structure and contracts denominated in the local currency with fixed pricing and durations.

Once incorporated into the portfolio, Cintra actively manages its projects throughout their lifecycle, thereby increasing their value by progressively reducing the risks and introducing operating improvements to optimize efficiency and provide a quality service to users. The result of this strategy can been seen from the continuous incorporation of new concessions since the founding of the company. Cintra has a portfolio of 25 concessions distributed among Spain, Canada, United States, Portugal, Ireland, Greece and Chile, which manage more than 2,900 km of toll roads and account for an approximate total investment of 19 billion euro, in addition to the contact for Serrano Park in Madrid. The search for more attractive investment projects, irrespective of their geographical location, has led Cintra to develop a strong presence outside Spain, turning the company into a truly multinational business. Specifically, at year-end 2009, 75% of sales and 85% of gross operating income (EBITDA) came from projects outside Spain.

2009 PERFORMANCE The most notable event in 2009 was the merger of Ferrovial and Cintra. The shareholders of both companies voted in favor of the merger in respective meetings held on the 20 and 22 October. The operation was finalized on 7 December, at which point the new Ferrovial began to publicly trade. The toll road manager was excluded from trading and became a subsidiary of Ferrovial, maintaining its management structure and brand. During 2009, Cintra expanded its policy of selling mature assets. In June, the company reached an agreement to sell the Parking division for 451 million euro. Also, on December 29th Cintra reached at an agreement with a Colombian investment group to sell 60% of its Cintra Chile subsidiary. The total price is approximately 209 million euro, 7.1 million Development Units, an inflation-indexed accounting unit used in Chile. The two parties have been granted purchase and of sale options, respectively, for the remaining 40% of the capital.

Group description | Toll roads

Annual Report 2009

Development of the project portfolio

Cintras strategy focuses on growth through both the award of new concessions and the efficient management of the existing project portfolio. In the beginning of 2009 the company was awarded two contracts to build and manage toll roads in the United States. New projects The number of projects put out to tender during 2009 was marked by the effects of the international financial crisis and its impact on the real economy. Said uncertainties have caused stagnation of global contracting activity, which was clearly reflected in the number of bids presented during the year. USA and Canada There were two significant events in the US market during the year. Firstly, the signing of two concession agreements by different consortiums, both led by Cintra, for the North Tarrant Express and the IH-635 Managed Lanes, respectively. Both highways are managed under a new system known as Managed Lanes, which attempts to provide a solution to the frequent problems seen in urban environments, such as traffic congestion and the lack of space for new highways. Both projects consist of refurbishing existing highways and adding new toll lanes that are operated under a dynamic toll system that applies different rates depen-

Company description | Toll roads

Project portfolio
Canada
407-ETR Toll Road Alternative route for one of the busiest corridors in all of North America. All-electronic, barrier-free toll system (freeflow). Allows for a very high volume of traffic without stopping or slowing. Toll freedom: possibility of freely increasing toll rates if traffic levels remain above a minimum threshold. The system allows for optimizing concession income, adjusting toll rates to the time savings provided by the highway.

Toronto Toronto
108 km 2,929 billion investment 53.23% equity interest 2098 end of concession period

Photo: 407 ETR, Toronto. Canada

Group description | Toll roads

Annual Report 2009

United States
Segments 5&6 SH-130 The SH-130 tollway is an alternative to the congested I-35 between San Antonio and Austin. Segments 5 (18.7 km) and 6 (45.3 km) run from southeast Austin (at the intersection with the SH45) to the city of Seguin at the intersection with the IH10, which connects Houston and San Antonio. Segments 1 through 4 are run by the TxDOT. The first three segments entered into operation at the close of 2007 and the fourth segment was opened in late April 2008. Toll collection is 100% free flow with no barriers. Tolls are updated annually in accordance with the Nominal Gross State Product for the State of Texas (NGSP). Revenue sharing with the State if certain traffic thresholds are exceeded. Compensation for competing infrastructure along a 10 mile corridor. Compensation in the event of an increase in the speed limit on the I35.

Chicago Skyway Provides an alternative to a highly congested corridor connecting Chicago with a major residential and leisure area. Toll structure that allows for rate increases above inflation, from the current 3.00 dollars for light vehicles up to 5.00 dollars in 2017, with subsequent annual increases equal to the highest of the following: 2%, inflation for the period or increase in no minal per capita GDP.

Chicago Chicago
Austin Austin

Indiana Indiana

SH -130 Segments 5&6

Indiana Toll Road Two different sections:

64 km 675.2 Mn. Investment

managed
65.0% equity interest 2062 end of concession period

Western Section, 37 Km long with flat toll system which connects with the Chicago Skyway. It provides an alternative to a highly congested corridor. Eastern section, 216 Km of ticket system toll road, out to the Ohio state line. It is part of the main route connecting Chicago and the Mid-West with New York and carries a lot of freight traffic.

Chicago Skyway

12.5 km 1,343.3 Mn. Investment

managed
55% equity interest 2104 end of concession period

Indiana Toll Road

Very attractive toll plan with increases above inflation.

252.6 km 2,811.3 Mn. Investment

In 2010, an increase equaling the higher of 2%, inflation or nominal per capita GNP over the previous four years. From 2011, annual review based on a maximum of 2%, CPI or nominal per capita GDP.

managed
50.0% equity interest 2081 end of concession period

Annual Report 2009

Company description | Toll roads

NTE Highway The project consists of the construction, maintenance and management of 21.4 kilometers (13.3 miles) of the North Tarrant Express, a major highway in the DallasFort Worth region of Texas, one of the most congested in the U.S. The project is divided into two segments, 10.3 kilometers (6.4 miles) and 11.1 kilometers (6.9 miles), respectively. The consortium NTE Mobility Partners, led by Cintra, will begin to build the road by the end of 2010 and it is expected to be put into service in 2015. The concession period is 52 years. The NTE will include an electronic, barrier-free toll system to assure a high level of service and fluid traffic for users.

LBJ Express Toll road The proposal presented by the consortium led by Cintra, was selected by the Transport Commission of Texas as the Best Value Proposal for the construction, maintenance and operation of 27.4 kilometers of the LBJ Express project (also known as IH-635 Managed Lanes). The concession period is 52 years form the signing of the Concession Agreement. The final awarding is subject to the signing of the Concession Agreement and the obtaining of the promised public funds. Cintra is working close the financing in the first half of 2010.

NTE Highway

21,4 km 1,012.5 billion investment

managed
56.67% equity interest 2061 end of concession period

LBJ Express Toll road

27.4 km 1,497.9 billion investment

managed
51.0% equity interest 2061 end of concession period

Photo: Indiana Toll road, Indiana. USA

Group description | Toll roads

Annual Report 2009

Spain

Alcal-ODonnell (M203) The tollway will significantly improve access from the Henares corridor to the center and south of Madrid, creating a new alternative to the A-2. Toll rates are inflation indexed. (*) May be extended for a further year depending on accident rates. Autema In 1999, the concession company reached an agreement with the regional government through which, in exchange for a substantial price reduction, the government each year would pay the difference between the actual revenues and those forecast in the Finance Plan in force at the time, plus an adjustment for higher operating expenses due to the increase in

traffic caused by the price reduction. Toll rates are inflation indexed.

Ausol II Toll road located a corridor with the high population growth, but with high dependence on the real estate and housing industries. Prices vary depending on the time of year, with high season being during the summer months and at Easter. Alternative route to a highly congested semi-urban corridor. Toll rates are inflation indexed with an adjustment in the case of traffic excee ding established thresholds.

Ausol I Toll road located a corridor with the high population growth, but with high dependence on the real estate and housing industries. Prices vary depending on the time of year, with high season being during the summer months and at Easter. Alternative route to a highly congested semi-urban corridor. Madrid Sur (R4) Toll rates are inflation indexed with an adjustment in the case of traffic excee ding established thresholds. Alternative access to Madrid. Located in a major urban development area.

Annual Report 2009

Company description | Toll roads

Barcelona Barcelona Madrid Madrid Mlaga Mlaga

Alcal-ODonnell (M203)

12.3 km 69.5 Mn. Investment managed 100% equity interest 2035 end of concession period

Autema

48.3 km 231.3 Mn. Investment managed 76.28% equity interest 2036 end of concession period

Ausol I

Photo: Ausol I toll road. Spain

82.7 km 509.1 Mn. Investment managed 80.0% equity interest 2046 end of concession period

Ausol II

Connects with the Madrid-Levante toll road, completing a 190 km toll connection between Madrid and the East coast of Spain. Toll rates are inflation indexed with an adjustment in the case of traffic exceeding established thresholds. Madrid-Levante Route between Madrid and the east coast that offers an alternative to the Nacional III in a corridor with high traffic levels. The toll road connects directly with the R-4, which is also operated by Cintra, as it enters Madrid. The concession period may be extended for a further four years if certain service quality conditions are met. Toll rates are inflation indexed with an adjustment in the case of traffic exceeding established thresholds. Trados 45 (M45) The traffic risk is limited due to the system of bands used in shadow tolls. At present, the toll road has traffic levels that are nearing the threshold at which the concession company obtains maximum revenues every year. Toll rates and the maximum payment are indexed to inflation.

22.5 km 216.9 Mn. Investment managed 80.0% equity interest 2054 end of concession period

Madrid Sur (R4)

97.2 km 1,064.5 Mn. Investment managed 55.0% equity interest 2065 end of concession period

Madrid-Levante

182.8 km 523.6 Mn. Investment managed 51.84% equity interest 2040 end of concession period

Trados 45 (M45)

14.5 km 215.4 Mn. Investment managed 50.0% equity interest 2029 end of concession period

Group description | Toll roads

Annual Report 2009

Chile

Santiago Santiago Talca Talca

Chilln Collipulli Temuco Temuco

Photo: Chilean toll road. Chile

Temuco - Ro Bueno Toll road located on the main arterial road in Chile with no viable alternative routes. Toll rates are inflation indexed, plus a road safety bonus of up to 5%. Santiago - Talca Toll road subject to the Revenue Distribution System through which the concession company is guaranteed the NPV of the future cash flows from the concession contract through an extension of the concession period until the guaranteed level is reached in exchange for carrying out additional construction work. Toll rates are inflation indexed, plus a road safety bonus of up to 5%.
(*) In accordance with the Revenue Distribution System, the concession period is of a variable duration and is estimated to end in 2041.

Autopista Ruta del Bosque Toll road subject to the Revenue Distribution System through which the concession company is guaranteed the NPV of the future cash flows from the concession contract through an extension of the concession period until the guaranteed level is reached in exchange for carrying out additional construction work. Toll rates are inflation indexed, plus a road safety bonus of up to 5%.
(*) In accordance with the Revenue Distribution System, the concession period is of a variable duration and is estimated to end in 2021.

Temuco - Ro Bueno

171.0 km 162.2 Mn. Investment managed 75% equity interest 2023 end of concession period 265 km 747.6 Mn. Investment managed 100% equity interest 2024 end of concession period (*) 193.3 km 200.1 Mn. Investment managed 67.61% equity interest 2015 end of concession period (*) 160 km 267.6 Mn. Investment managed 100% equity interest 2021 end of concession period (*)

Santiago - Talca

Collipulli - Temuco Toll road subject to the Revenue Distribution System through which the concession company is guaranteed the NPV of the future cash flows from the concession contract through an extension of the concession period until the guaranteed level is reached in exchange for carrying out additional construction work. Toll rates are inflation indexed, plus a road safety bonus of up to 5%.
(*) In accordance with the Revenue Distribution System, the concession period is of a variable duration and is estimated to end in 2030.

Talca - Chilln

Talca - Chilln Toll road subject to the Revenue Distribution System through which the concession company is guaranteed the NPV of the future cash flows from the concession contract through an extension of the concession period until the guaranteed level is reached in exchange for carrying out additional construction work. Toll rates are inflation indexed, plus a road safety bonus of up to 5%.
(*) In accordance with the Revenue Distribution System, the concession period is of a variable duration and is estimated to end in 2025.
Company description | Toll roads

Autopista Ruta del Bosque

Collipulli - Temuco

144 km 203.9 Mn. Investment managed 100% equity interest 2024 end of concession period (*)
Annual Report 2009

Portugal
Euroscut Aores Shadow toll road (in Portuguese, SCUT: Sem Cobrana ao Utilizador) under which the users do not pay for the use of the infrastructure, with payment assumed by the granting Authority. High capacity road system which will significantly improve the road network in the Central and Eastern areas of San Miguel. The concession is divided into three roads: - The 35.4 km South Road connecting the airport and the largest city with the south of the island. - The 33.7 km North-South road, which improves the connection between the two main towns on the island. - The 24.6 km North-East road, which will improve the connections between the less developed towns on the island. The toll rates per vehicle apply a system of three traffic bands and show tolls. The first is the most extended and applies an intermediate toll rate (neither the highest nor the lowest). The second band, the least extensive, applies the lowest toll rate and the third band applies the highest toll rate. Most of the revenues are provided by the first band and traffic above a certain threshold does not pay tolls. Toll rates are indexed to the official inflation rate for the Azores. Collection starts on completion of construction and not before four years after the signing of the Concession Agreement. Euroscut Algarve Shadow toll road (in Portuguese, SCUT: Sem Cobrana ao Utilizador). Traffic risk mitigated by the shadow toll price system and traffic bands in which a toll per vehicle is applied in three increasing ranges (traffic bands) as traffic increases until reaching a maximum, above which the toll rate is zero. The system results in a slight risk for the concession company since, as the highest toll is the one applied in the first traffic band, this brings in the most revenues even though traffic levels are low. Toll rates are indexed to inflation using the CPI for Continental Portugal.

Porto

Aores Faro

Euroscut Norte-Litoral Shadow toll road (in Portuguese, SCUT: Sem Cobrana ao Utilizador). The payments are calculated using a system of toll rates and traffic bands for the shadow tolls that applies an increasing rate per vehicle in three tranches (traffic bands) depending on the increases in traffic levels up to a specified threshold over which nothing is collected. Toll rates are indexed to inflation using the CPI for Continental Portugal. Negotiations are underway for the possible change of the concession model to a real toll.

Euroscut Aores

93.7 km 405.3 Mn. Investment

managed
89.0% equity interest 2036 end of concession period

Euroscut Algarve

129.8 km 278.1 Mn. Investment

managed
77.0% equity interest 2030 end of concession period

Euroscut Norte-Litoral

119 km 385.9 Mn. Investment

managed
75.53% equity interest 2031 end of concession period
Photo: Euroscut Algarve. Azores

Group description | Toll roads

Annual Report 2009

Greece

Photo: Ionian Roads. Greece

Ionian Roads Two separate sections of toll road: - Pathe Section: 171.3 Km already in operation + 11.0 Km to be built by the State. The section starts in Athens and runs north to Lama. - Section Ionian Road: 159 Km of new construction by the Consortium plus 10.5 Km already transferred plus 26.9 Km to be built by the State. The tollway runs along the coast of the Ionian Sea from Patras to Ioannina in the north. Toll rates are inflation indexed. Government subsidy (European funds): 360 million euro. The Pathe section is a corridor with heavy traffic, especially on the existing section closest to Athens (ADT 80,000 vehicles). Operation of the existing section will provide substantial revenues during the construction period, reducing the need for financing. Revenue sharing with the Government if certain traffic or IRR thresholds are exceeded.

Central Greece The toll road is divided into two sections: - The first, known as Central Greece, measures 174 km and has been built entirely by the Consortium. - The second, running 57 km adjacent to the foregoing, have or will be built by the Greek government and subsequently transferred to the concession company. Toll rates are inflation indexed. Government subsidy (European funds): 518 million euros, 26 million of which is an operating subsidy. Cintra proposed the CEO of the Concession Company. Concession commencement date: 31 March 2008.
Central Greece

Ionnina Atenas Atenas

Ionian Roads

378,7 km 1,100.0 Mn. Investment

managed
33.34% equity interest 2037 end of concession period

231 km 1,450.0 Mn. Investment

managed
33.34% equity interest 2038 end of concession period

Annual Report 2009

Company description | Toll roads

Ireland
M3 The toll road runs 50 km between Clonee and North Kells, to the northeast of Dublin. Toll rates are inflation indexed. Revenue sharing with the Government if certain traffic thresholds are exceeded. The concession agreement establishes guaranteed minimum traffic levels and the Irish government has to pay the Concession Company compensation if traffic falls below the established minimums. SIAC holds a 5% interest in the concession and has the right to increase its stake to 25%. Contractual commencement date: July 2010. Eurolink (M4-M6) Located in a country with a fast-moving economy but with a highway network that has few toll roads. It is the first section of toll road built in the East-West corridor (Dublin - Galway), one of the busiest roads in Ireland. Toll rates are inflation indexed. Revenue sharing with the Government if certain traffic thresholds are exceeded. Electronic toll system that is interoperable with the rest of the toll roads in Ireland.
M3

Dublin

50 km 484.1 Mn. Investment

managed
95.0% equity interest 2052 end of concession period

Eurolink (M4-M6)

36 km 334.9 Mn. Investment

managed
66% equity interest 2033 end of concession period

Photo: M4-M6 Kinnegad-Kilcock. Ireland

Group description | Toll roads

Annual Report 2009

Implementation in the Spanish construction business, which has a successful competitive position, of very specific improvements to adapt to market developments: public-private partnerships, increased competition in the market for public works, recession in the real estate market, risks of default by private clients, etc. Enhancement of the activity in the industrial construction areas, particularly in the internationalization of the activity and penetration into new industrial construction activities other than wastewater treatment. Growth in the international construction business, while not surrendering to greater risk or lower returns: - Continuity in the commitment to Eastern Europe through Budimex, strengthening its presence in all construction sectors and maintaining the collaboration and exchange of know-how with other Group companies - Enhance the already important activities in the American markets, both through collaboration with Cintra and entry into new markets of interest - Special emphasis on the use of the growing presence of other divisions of the group in the UK to boost construction activity in this market - The maintenance of a stable structure in other low-risk countries where the company has significant experience: Portugal, Ire land, Chile, Puerto Rico... - Entry into new markets with growth potential, in an early stage with other investment-minded group companies, mainly Cintra, and a commitment for permanence if market conditions allow

% International / Total
2008 2009

Works Awarded Backlog Net Sales EBIT EBIT Margin % Employees

45% 42% 39% 31% 3.3% 58%

64% 52% 43% 40% 3.8% 59%

Maintain current levels of profitability, which are high given the competitive environment within European, through: - A careful selection of contracts, prioritizing profitability versus volume. - Thorough control of credit with private clients. - Capitalizing on opportunities and synergies through greater coordination between the various construction business lines and the other activities of the Group. - Value creation and competitive advantage through technical solutions and capabilities. - Improving productivity through the use of new technologies in management. - A tight structure, flexible and value-added.

Condition the growth targets for the generation of cash flow by targeting projects that are not investment intensive and maintaining strict oversight of the management of working capital from job to job.

Achieving the above objectives is based on managing the day-to-day business as well as the implementation of the strategic guidelines by each of the business areas, specifically:

Photo: Detail of Justice City building, Barcelona. Spain

Annual Report 2009

Company description | Construction

Construction in Spain
The construction division in Spain carries out its construction activity in all areas of civil works and building. In civil engineering, the division designs and builds all kinds of infrastructure: roads, railways, hydraulic works, maritime works, hydroelectric and industrial works, etc. The division also has wide experience in nonresidential and residential building. Revenues reached 2.447 billion euro in 2009 with backlog totaling 3.719 billion euro, a decline, in both cases, of above 15% over the previous year, in line with the performance of other market leaders. The reduction in sales and backlog primarily reflect the difficult market situation, in particular as regards private works, and the priority of Ferrovial Agroman in the contracting and execution of works with private sector clients that place a priority on collection security and profitability versus volume. However, on a positive note in 2009, the company maintained the same levels as in previous year for both in execution of works and backlog for public sector customers thanks to the Governments effort to maintain investment levels in response to crisis. Similarly, the net operating profit margin remained stable at 4.0%, in an environment that is becoming increasingly similar to the European market and taking into account the high default rates among public customers. Future expectations regarding the maintenance of similar levels of profitability in Spain are favorable thanks to the high weight of public works in the companys backlog and the efforts in aligning the sales structure to the reality of the business.

Photo: Sevilla University building, Sevilla, Spain

During 2009, major awards have been achieved such as the extension of Metro Line 9 to Mirasierra for MINTRA Madrid (104 million euro in a 50% joint venture) the Alcores Tunnel in Seville for the Regional Government of Andalusia (96 million euro in a 50% joint venture), the Nudo de Venta de Baos in Plasencia for ADIF (72 million euro), the Pamplona Prison for the he SEIP, the state-owned company in charge of penitentiary infrastructure and equipment (67 million euro in 75%-held joint venture), the Valven-Pisuerga highspeed railway line for ADIF (48 million euro) and Reus Central Station for the Directorate General of Railway Infrastructure (47 million euro). In addition, there have been numerous inaugurations, among which we would highlight the section of the AVE Cerceda - Meirama high-speed line, the stretch of the A-40 between Noblejas and Villarrubia, the Vitoria Eibar section of the AP-1 toll road. Arlaban-Eskoriatza section north, the new airport terminal in Barcelona,

the Justice City in Barcelona, the Tres Mares High Resolution Hospital in Reinosa, the Center for Advanced Research and Studies of Vitoria and the New Headquarters of the National Court in Madrid. The major works that have received awards during the year were the Center for Advanced Research and Studies of Vitoria (Eurosolar Award - European Association for Renewable Energy), the Santa Eulalia Conference Hall (2009 Award of the Spanish Federation Of Professional Conference Organizers - OCP), 126 Public Housing Units in Sanchinarro (award by the College of Architects of Madrid as one of the most relevant works of architecture). The Montabliz Viaduct, the highest in Spain and sixth largest in Europe measuring 145 meters high and 721 meters long with a technical solution that respects the Environment, has been nominated for Awards for Outstanding Structures.

Company description | Construction

Annual Report 2009

International Construction
Outside Spain, the international construction division also carries out its activities in all areas of civil works and building. The activity of the division is developed with both local presence through subsidiaries such as Budimex in Poland or Webber in the State of Texas in the United States, and through stable delegations in countries that are considered of strategic interest such as the UK, Ireland, Italy, Portugal, Chile, Puerto Rico, Greece and the United States. The division recorded total revenues in 2009 of 1.913 billion euro, which, without accounting for exchange rate differences, represented an increase of 6% over the previous year (-4% taking into exchange rate differences), despite the unfavorable building market in Poland, which represented a significant drag on growth in the international arena. We would highlight the good performance of the contract awards, which brought backlog of 4.572 billion euro (not including international backlog of Cadagua), for the first time exceeding the domestic backlog. International backlog has grown nearly 30%, with Budimex standing out with 1.3 billion euro in backlog at the close of 2009 for an increase of 50%. The net operating margin improved in 2009 to 3.8%, an improvement on previous years mainly due to the gradual attainment by Budimex of a level of profitability in line with expectations. The improvement trend is expected to continue in the future.

Major awards include the North Tarrant Express Highway, a collaborative effort between Ferrovial and its subsidiary Agroman Webber (1.0 billion euro distributed 60% for Ferrovial Agroman and 40% for Webber), the 2nd Phase of the Bradford Schools project for 203 million euro (50% joint venture), work on the baggage tunnel in Heathrows T5 Phase II (37 million euro) and the widening and improvement of Estarreja-Feira section of the A1 highway in Portugal (35 million euro). Also a consortium led by Cintra was provisionally awarded (pending the closing of the financing) the LBJ 636 highway project in Texas. The tender for the construction of the 27 kilometer highway was presented by Ferrovial Agroman and Webber (planned construction investment of approximately 1.45 billion euro). We expect that this award to become definitive during 2010.

Major awards during 2009 include large contracts such as the A1 Pyrzowice - Piekary Sl highway for 362 million euro (joint venture 90% held by Budimex), A-4 Jaroslaw - Rydymno highway for 187 million euro and the A2 Strykow - Konotopa highway Section E for 83 million euro. Various projects achieved, including TYTAN 2009 awarded to the Budimex Dromex - Ferrovial Agromn joint venture for the execution of a section of light rail tunnel of Krakow and the Polish Hercules award by Builder magazine to Budimex by its outstanding achievements and consolidated positioning in the sector.

Webber Webber recorded sales of 412.6 million euro, a 13% increase over the previous year (+7% in local currency). Backlog at the close of the year was 1.039 billion euro (+49%). In addition to the aforementioned contract for the North Tarrant Express Highway, the largest contract in the companys history, Webber was also awarded other major contracts in Texas, such as the SH121 in Tarrant County for 78 million euro or U.S. 183A in Williamson County for 53 million euro.

Budimex Budimex recorded revenues of 724.2 million euro, a -26.3% decline over 2008, while its backlog increased to 1.28 billion euro, representing a 49.9% increase over the previous year. Sales in local currency declined 9%, compared with a 26% accounting gain thanks to the strength of the euro against the zloty. The lower activity was due to the slowdown in building activity (-52%) and nearly offset by the growth in civil works. The greater weight of civil works (60% vs. 40%) allowed for an improvement in the net operating margin (5.1% versus 3.5%) and 33% growth in net operating income in local currency despite the declines in sales.

Cadagua
The Industrial Construction Division is engaged in water treatment and environmental projects and is currently seeking to grow in the field of energy. Cada-

Annual Report 2009

Company description | Construction

gua stands out for its tradition in water treatment plant engineering and construction and as the Spanish market leader with recognized international prestige in seawater desalination plants. Cadagua recorded total revenues in 2009 of 149.9 million euro with backlog at the close of the year totaling 509.1 million euro. The company has notably high profitability, with a net operating margin of 6.6%. The company continued its strong commercial effort in the international markets with the reinforcement of delegate offices in the Middle East (Dubai), India and Poland, and the presentation of bids in these countries and others such as Ireland, Oman, Saudi Arabia Portugal and Cyprus. Thanks to this effort, the company has doubled the work submitted to international tender up to over 1.0 billion. Also in early 2010 the company was awarded a contract on a bid presented in 2009, for the construction and operation of a desalination plant in Cyprus (28 mi-

llion euro in a 50% joint venture), a country where the company historically had 5 water treatment plants contracts, and the first contract awarded to Cadagua in India for a water treatment plant (38 million euro in a joint venture 40% held by Cadagua). Among the contract awards during 2009, we would highlight the following in Poland:

of the WWTP La Gavia, WWTP of Ciudad Real, sanitation and water treatment in Comillas and Ruiloba WWTP, operation and maintenance of the WWTP Pilar de la Horadada and management of the tertiary water and sewage treatment service of Jinamar for a total of 45 million euro.

The consortium of Ferrovial subsidiaries, CADAGUA - BUDIMEX, signed a contract in Poland for the Modernization of the sludge treatment plant in Chorzow, population 115,000, located in the Upper Silesian Industrial Area, doe 21.1 million euro. Similarly, the CADAGUA-BUDIMEX consortium signed a contract in Poland for the Wastewater Treatment Station in Wroclaw Janwek for 63.6 million euro.

2 water purification plants

managed
1,240,664 m of drinking water

produced per year

65 water treatment plants

managed
138,754,059 m of drinking

water per year

13 desalination plants managed 51,063,625 m of drinking

water produced per year

Among the major awards obtained in Spain we would highlight the Operation

Photo: Sand Filter (Cadagua) Campo Dalias, Almera. Spain

Company description | Construction

Annual Report 2009

Company description | Airports

Annual Report 2009

Heathrow
In 2009 Heathrow Airport, with the highest passenger traffic in the United Kingdom and second worldwide, recorded traffic of around 65.9 million passengers, a decline of 1.5%. Revenues reached 1.64 billion pound and EBITDA increased, by 27,1%, to 737.8 million pound.

Operations As a result of the investments in improving airport quality in security controls and queues, passenger satisfaction levels rose to 3.78 (5 = excellent; 1 = poor). Improvement of facilities The investment programme to March 2013 (primarily the construction of the new Terminal 2, replacing the current one, and refurbishment of Terminals 3 and 4), will allow for 80% of passengers to use new and refurbished facilities by the end of the regulatory period. Approval of the third runway In January, the UK Government gave its support to the construction of a third runway at Heathrow and recognised the benefits that this infrastructure will contribute to the country. This decision was the first step in the long process of the planning, consultation and development of the third runway. BAA considers that the third runway is the only viable infrastructure that can provide the extra capacity needed for the United Kingdom to continue maintaining global connections. The Heathrow Express
Photo: Heathrow airport Terminal 5, London. UK

Since the end of 2006, the company has substantially reduced costs and has also managed to increase revenues through new services, such as the launch of the Wi-Fi network for free Internet access from the train, e-ticketing, on-board Express TV, self-service check-in, flight information at Paddington Station and the installation of the first video wall in Europe: 450 screens installed in the tunnels that broadcast 15-second advertisements, which have become an experience that is both part of the journey for passengers and a source of revenues. The total number of passengers in 2009 reached 5.4m.

Reino Unido United Kingdom

Opened in 1946
2 runways 4 terminals 90 airlines 179 destinations 65.9 million passengers per year 46,026 flights per year 1,278.3 millions metric tons of

Heathrow Connect

This is one of the most successful airport railway links in the world, and enjoys customer satisfaction levels of above 97% and reliability above 99%.

In 2009 this service (created in 2005) recorded an increase of 25% in the number of passengers to 600,000. The number of carriages has been increased from four to five, due to an increase in demand and the extension of the service to Terminal 4.

cargo per year

1,227 ha total surface area 46,000 m2 retail space

Annual Report 2009

Company description | Airports

Stansted
In 2009 Stansted Airport, which is the third largest in the United Kingdom, recorded traffic of around 20 million passengers, a decline of 10.7%. Air cargo transported through the airport decreased by 8% to 183,608 metric tones.

Photo: Detail of Stansted Airport London, UK

Revenues reached 243 million pound and EBITDA totalled 102,3 million pound.

The CAA published its final proposal for the tariffs to be applied at Stansted for the five-year period from April 2009 to March 2014, with a pre-tax real WACC of 7.1% for a maximum tariff of 6.53 pounds per passengers for the first two years, subsequently increased annually in accordance with RPI + 1.63%. In March, H.R.H. the Duke of York was guest of honour at Stansted for the inauguration of the first long-haul low-cost flights between South-east Asia and the United Kingdom, operated by AirAsia X. Also in March, President Barack Obama began his first official visit to the United Kingdom and chose Stansted as the airport where Air Force One landed.

In May, CEO Colin Matthews officially inaugurated the new extension of the fire station at Stansted, which required an investment of 1 million pound. In June, the Court of Appeal of the United Kingdom rejected the challenge lodged against the decision of the authorities in 2008 to grant planning permission to Stansted, which had allowed an increase in the number of passengers to 35m per year.

Reino Unido United Kingdom

Stansted obtained OHSAS 18001 accreditation in November. This accreditation, which certifies the quality of Occupational Health and Safety Management Systems, saw Stansted being the first major UK airport to obtain this important recognition. The airport also renewed ISO 14001 certification.

Opened in 1991
1 runway 1 terminal 25 airlines 160 destinations 20.0 million passengers per year 156,242 flights per year 183.6 millions metric tons of cargo

per year
957 ha total surface area 12,000 m2 retail space

Company description | Airports

Annual Report 2009

Edinburgh
Edinburgh Airport, the largest in Scotland, recorded traffic of 9 million passengers, a 0.6% increase on 2008. The air cargo transported through the airport increased by 135% to 24,000 metric tons.

Revenues reached 97.2 million pound and EBITDA totalled 45.8 million pound.

Over the next five years, BAA will invest 100 million pound in remodelling the airport which will make it one of the best in Europe. The first phase of the plan, at a cost of 40 million pound, will involve enlargement of

the existing terminal to increase the airport capacity. The second and third phases of the project will be completed in 2010 and 2011.

On 26 June, the airport experienced its busiest day ever with a volume of 35,889 passengers.

Reino Unido United Kingdom

Opened in 1977
2 runways 1 terminal 39 airlines 115 destinations 9 million passengers per year 107,052 flights per year 24.1 millions metric tons of

cargo per year

336 ha total surface area 3,886 m2 retail space
Photo: Control Tower Edimburg Airport. Scotland

Annual Report 2009

Company description | Airports

Glasgow
The Glasgow airport recorded 7.2 million passengers in 2009, 11.3% fewer than in the preceding period.

Revenues reached 81.4 million pound and EBITDA totalled 33.4 million pound.

Glasgow is the BAA airport with the best service quality performance, as assessed by the Quality Service Measure (QSM). The airport invested 12m during 2009 in the maintenance and improvement of existing infrastructure, including the final phase of the expansion of the Skyhub Terminal, at a cost of 30 million pound. The investment programme to improve the passenger experience at the airport continues, with another 12 million pound planned for 2010. The most successful long-haul route from Scotland, a daily flight to the United Arab Emirates connecting Glasgow with Dubai, passed the milestone of 1m passengers in 2009, recording strong growth, as did a number of other long-haul operators. In addition to the progress seen on the UAE service, connections with Australia have also improved, making Glasgow a key airport in long-haul flights.

Photo: Glasgow Airport. Scotland

Opened in 1966
1 runways 1 terminal 30 airlines 90 destinations 7.2 million passengers per year 74,266 flights per year 2.7 millions metric tons of

Reino Unido United Kingdom

cargo per year

337 ha total surface area 5,649 m2 retail space

Company description | Airports

Annual Report 2009

Southampton
Southampton Airport recorded 1.8 million passengers in 2009, 8.2% fewer than in 2008.

Photo: Southampton Airport. London, UK

Revenues reached 26.6 million pound and EBITDA totalled 9.4 million pound.

Southampton has started new routes to Dubrovnik and Split in Croatia (operated by Flybe) and to Liverpool and Durham Tees Valley (operated by Eastern Airways). The airport again received the highest award given for customer service by the Airports Council International (ACI), which declared Southampton European leader in 2008 and 2009.

In December, a new restaurant and a new caf were opened in the main area of the terminal, following feedback from passengers. In 2010, Southampton Airport celebrates 100 years of service offered to the local community.

Reino Unido United Kingdom

Opened in 1910
1 runways 1 terminal 7 airlines 49 destinations 1.8 million passengers per year 40,558 flights per year 2,9 millions metric tons of

cargo per year

114 ha total surface area 3,886 m2 retail space

Annual Report 2009

Company description | Airports

Aberdeen
Aberdeen Airport in Scotland recorded 3 million passengers, 9.4% fewer than in 2008. Aberdeen has the busiest heliport in the world, serving close to 500,000 helicopter passengers per year.

Revenues reached 47.9 million pound and EBITDA totalled 18.8 million pound.

In 2009, the airport celebrated its 75th anniversary. Aberdeen plays an important role in north-east Scotland as a major hub for the North Sea oil and gas industry, as well as for tourism. BAA has invested 18m in improvement projects, including a new inter-

national gateway, the start of a global improvement project for the international arrivals area, the construction of a new multi-level car park and the completion of a new entrance.

Reino Unido United Kingdom

Opened in 1934
1 runways 1 terminal 18 airlines 46 destinations 3.0 million passengers per year 96,872 flights per year 4.9 millions metric tons of

One of the largest projects of the year involved resurfacing of the main runway and one of the three helipads, as well as improvements to the taxiway.

cargo per year

215 ha total surface area 1,834 m2 retail space

Naples
Naples Airport recorded 5.3 million passengers in 2009, 5.7% fewer than in the previous year.
Revenues reached 52.6 million euro and EBITDA totalled 18 million euro. The airport invested 16m (9m EU grant financed, and 7m self-financed by GESAC cash flows) in improvement projects: departing lounge extension, general aviation apron; power units on apron stands and other investments for quality, security, safety and environment. Alitalia and Air One merged being the most important network carrier operating in Naples. EasyJet establishes itself as the leading low cost carrier in Naples.
Photo: Naples Airport. Italy

SkyEurope and MyAir ceased activity during 2009

Italia
New international destinations have been opened with EasyJet, Wizzair and BlueAir.

Opened in 1950
1 runways 1 terminal 27 airlines 42 destinations 5.3 million passengers per year 64,032 flights per year 1.97 millions metric tons of

cargo per year

Company description | Airports Annual Report 2009

Management Report

Photo: SPAGHETTI JUNCTION. Amey, UK

Annual Report 2009

Management Report | Business performance during 2009

58 - Business performance during 2009 75 - Expected business development 77 - Information related to: The environment, personnel, research and development, the treasury share portfolio, events after the year end. Principal risks and uncertainties and financial risk management. 78 - Audit and control committee report 81 - Report by the board of directors related to the additional information to be included in the management report in accordance with article 116 bis of the securities market law 86 - Report on corporative governance 87 - Information on stock the exchange

Management Report | Business performance during 2009

Annual Report 2009

Business performance during 2009

Overview
The accounting results for 2009 when compared to those of 2008 show differences in Revenues (-8.0%) and EBITDA (0.2%), because of exchange rate fluctuations (strengthening of the euro against the pound Sterling of 11% and 24% against the zloty). Pro-forma sales fell by 2.1%, EBITDA grew by 8.9% and EBIT grew by 10.4%, with growth restrained by the big increase in amortization (+7.2%), mainly with the start-up of operations in Terminal 5 at Heathrow. Both consolidated gross and net operating profits improved thanks to a positive performance in Airports and Toll Roads. Net Results (-92 million) is affected mainly by the accounting impact of the sale of Gatwick Airport, 408 million euros, against net capital gains, approximately 300 million euros generated in 2008 (mainly from the sale of Duty Free and Belfast Airport). Eliminating the effect of divestments, net results would have been 246 million euros.

Against the accounting variations, we would highlight the cash generated in Construction and Services activities, which together generated 749 million euros in operational flows. Within business operations, against a backdrop of an environment of general economic weakness, credit restrictions and lower industrial activity, the double-digit growth in EBITDA in BAA of +15.1% in local currency, and in Swissport of +12.6%, stand out, along with the +7.5% in Construccin Internacional, and the solid growth of +4.5% in Toll Roads, in spite of the fall off in traffic, and the +3.3% in Amey. The overall assets which showed operating growth in 2009 represent almost 85% of the Groups EBITDA. The relative strength shown in the principal assets is noteworthy; Heathrow Airport and the Canadian Toll Road ETR-407, which showed an important increase in their operating results (GOP) (+22% and +7% in local currency and in line with local accounting criteria, respectively)

Annual Report 2009

Management Report | Business performance during 2009

At corporate level, on 21st October the sale of Gatwick Airport for 1,510 million pounds sterling was decided, and within the plan to rotate mature assets, the sale of the parking lot division was agreed for 451 million euros (including 51 million of debt with banking entities) and 60% of the Chilean motorways, for 209 million euros, the collection of this operation will occur in 2010. As a result of the strategy to reduce and simplify Ferrovials financial structure, in December 2009 all of the corporate debts was restructures through a 3 year loan of 3,300 million euros, new financing that groups, at a single level the headquarter debt. The big number of national and international banks that participate in this operation demonstrates the high confidence level in Ferrovial. This operation simplifies the current financial structure, while at the same time guarantees the liquidity needed to address the forecast business plan. Corporate Debt, ex infrastructure projects, was reduced by 24%, to 1,172 million.
dec-09
Revenues EBITDA EBIT Net result Net result "ex fair value adj." Capex 12,095.4 2,539,6 1,530.8 -92.4 245.6 -2,120.0

Airports
BAA

Euros
Revenues EBITDA EBITDA Margin EBIT EBIT Margin

dec-09
3,067.2 1,354.5 44.2% 630.0 20.5%

dec-08
3,263.4 1,324.5 40.6% 535.4 16.4%

Chg (%)
-6.0 2.3

17.7

BAA, in local currency, showed growth in Sales (+7.3%) and a very significant increase in the EBITDA Margin (+15.1%), while the change in the sterling/euro exchange rate penalised the euro results.

dec-08
13,145.6 2,545.1 1,413.4 -811.8 0.0 -2,655.0

Chg (%)
-0.8 -0.2 8.3 -88.6 0.0 -20.2

Proforma(%)
-2.1 8.9 10.4

GBP- Pro forma

Revenues EBITDA EBITDA Margin Depreciation EBIT EBIT Margin

dec-09
2,723.9 1,204.9 44.2% 716.9 487.9 17.9%

dec-08
2,593.0 1,046.4 41.2% 645.5 400.9 15.8%

Chg (%)
7.3 15.1

11.1 21.7

dec-09
Net financial Debt Net Debt Ex-Infrastructure Projects -22,271.4 -1,172.2

Proforma dec08
-21,172.4 -1,546.6

Chg (%)
-5.2 24.2

Million euro

Operating results were affected by the important increase in amortisation (+11.1% in sterling), because of the start-up of operations, in March 2008, of Terminal 5 and the accelerated amortisation of Terminals T1 and T2 in Heathrow. In operating terms, the principal factors affecting the results are the tariff increase undertaken on 1 April 2009 in Heathrow, the decline in passenger traffic (-4.3%, ex LGW) and the improvement in retail income per passenger (+6.1%, for Londons airports), Along with the efforts made in the Reduction of operating expenses. In an environment of lower economic activity, the favourable behaviour of Heathrow airport should be noted, which shows the lowest fall in traffic (-1.5%) of the BAA airports, comparing favourably with the more pronounced declines in the principal European airports (Average decline of 5.6%), as well as the favourable behaviour of retail sales per passenger, +6.7%, supported by the weakness of sterling and the improved commercial offer, principally the result of the opening of Terminal 5.

dec-09
Construction portfolio Services portfolio 8,800 9,980

dec-08
8,568 9,126

Chg (%)
2.7 9.4

dec-09

dec-08

Chg (%)

Motorway traffic growth

ETR 407 Km 000s Chicago Skyway Indiana Toll Road Autema Ausol I Ausol II BAA ex LGW (000s passengers) 2,215 47,296 28,117 21,339 16,984 17,416 112.2 2,253 44,721 28,904 23,497 19,586 19,294 117.2 -1.7 5.8 -2.7 -9.2 -13.3 -9.7 -4.3 Million euro

Management Report | Business performance during 2009

Annual Report 2009

The following is a breakdown of revenues and EBITDA:

TRAFFIC SITUATION (ex LGW) In traffic terms, the number of passengers fell by 4.3%, with a greater reduction in domestic traffic (-8.3%) than in European traffic (-5.0%) and long-distance (-0.2%), while destinations such as India and the Middle-East stand out (+10.0% y 10.4%). By airport, the positive evolution in Heathrow stands out (-1.5%) thanks to its position as an international hub for long-distance flights, which represent 52.9% of the flights in Heathrow (2008: 52.2%). In Stansted (-10.7%), the negative traffic behaviour reflects in the low-cost airlines due to the depreciation of sterling.

Revenues
Heathrow Heathrow express Stansted Scotland Southampton United Kingdom Naples Othes and adjustments Gatwick Discontinued operations Pro-forma 1,645.1 169.3 438.0 243.0 226.6 2,748.7 52.6 -75.3 438.0 -2.2 2,723.9

EBITDA
737.8 45.5 102.3 98.0 9.4 1,160.9 18.0 0.0 167.9 26.0 1,204.9 Sterling millions

Millions of passangers per airport

Heathrow Stansted Glasgow Edinburgh Aberdeen

dec-09
65.9 20.0 7.2 9.0 3.0 1.8 106.9 5.3 112.2

Chg (%)
-1.5 -10.7 -11.3 0.6 -9.4 -8.2 -4.2 -5.6 -4.3

The growth in EBITDA at Heathrow (+22%) in noteworthy, driven by the tariff increases (RPI+7.5%), retail sales by passenger and cost controls. During the year important operating improvements were achieved. At Heathrow, 97.9% of passengers are subject waits of less than five minutes in the security queues (2008: 95.5%). In the area of punctuality, 77% of planes take-off with a maximum delay of 15 minutes against the published timetable (2008: 69%).

Southampton Total United Kingdom Naples Total BAA

Throughout the year a significant improvement in traffic occurred. Heathrow showed traffic growth in 5 of the last six months of the year. Stansted changed from a decline of 14.6% in the first halfyear to -5.7% in the last quarter.

QUARTERLY TRAFFIC (BAA, Heathrow and Stansted):

HEATHROW BAA T1 T4 -0.8%

0 -2 -4 -6 -8 -10

-9.1%

2 1 0 -1 -2 -3 -4 -5 -6 -7 -8

T4 T1 1.1%

STANSTED

0 -3 -6

-5.7%

-6.4%

-9 -12 -15
-14.6%

Annual Report 2009

Management Report | Business performance during 2009

THE SALE OF LGW

On 21 October, BAA sold Gatwick airport for 1,510 million sterling (1,657 million euros) after reaching an agreement with Global Infrastructure Partnership. The transaction became effective on 3 December; after approval by the relevant authorities. Of the total amount, 1,455 millions pounds sterling were received in cash and another 55 million pounds sterling will be paid against the achievement of certain operational and financial parameters. The divestment has allowed BAA to reduce its net debt and to strengthen its financial strength. The income from the bond issues along with the funds received from the sale of Gatwick (approximately 1,200 million sterling) were employed to repay the back stop facility, so that, the value of this at December 2009 was 2,283 million sterling (2008: 4,400 million sterling). After these operations, BAA has no significant debt maturities arising in 2010. REGULATORY MATTERS In relation to the regulatory matters, it is worth noting that in March 2009, the Competition Commission issued its final report which obliged the sale, to a different buyer, of Gatwick and Stansted, as well as the sale of Glasgow and Edinburgh airports, granting a two- year period to finalise all the divestments. In May 2009, BAA appealed the decision of the Commission before the CAT (Competition Appeal Tribunal). On 21 December the CAT agreed with BAA, thus opening a period in which the parties, BAA and the CC, could reach a solution on the subject. On a date after the close of the year, (10 February 2010), the CC communicated its decision to appeal against the decision to the Courts. In June 2009, the public consultation process, initiated by the Department of Transport (DofT) on the future regulation of British airports, finalised. BAA presented its proposals on 5 June, with an alternative to the special administration regime proposed by the DofT, after many meetings with the bond holders through the Association of British Insurers. On 13 October the DofT published its proposals on the future regulation, the final drafting of which requires a legislative change approved by Parliament, which is not expected to occur until at least mid-2010. Among the various aspects of the regulatory proposal, we would highlight the rejection of the special administration regime and inclusion of the concept of duty to finance, in the sense that the regulator (CAA) must assure that the investments to be made in the airports can be financed. CAA published its final proposal on airport tariffs to be applied in Stansted for the 5 year period April 2009/March 2014, with a real return on capital before taxes at 7.1%, with a maximum tariff of GBP 6.53 per real passenger for the first two years, increasing afterwards annually at RPI + 1.63%.

FINANCIAL OPTIMISATION AND BOND ISSUE BY BAA LIMITED BAAs shareholders approved on 13 November a financial optimisation plan to enable recurring access to the fixed rate markets. The amount of the operation, 500 million pounds sterling (557.5 million euros), was dedicated to strengthen the financial ratios of the airports controlled by the group, allowing the creation of the base required to allow BAA to access the issue of bonds. The funds came for the most part from existing treasury in FGP Topco Limited, a holding company controlled by three partners and from the contribution of capital by the partners. The operation was fully closed in the early weeks of 2010. In November 2009, the rating agencies S&P and Fitch confirmed their credit ratings for BAA (A-) improving the perspective to stable, allowing BAA to issue two series of bonds:

27 November, it successfully placed bonds amounting to 700 million sterling, maturing in 2026 and with an annual fixed coupon at 6.75%. (Order book of more than 2,000 million sterling and with a price within its initial guide of 270 basis points above Gilts). 1 December, BAA placed inflation indexed bonds (indexlinked bonds) amounting to 235 million sterling maturing in 2039 and with a real fixed annual coupon of 3.334%. This is the largest index-linked placement in the UK since 2007.

After these issues, the nominal volume of bonds issued is 5,434 million sterling (2008: 4,498 million sterling).

Management Report | Business performance during 2009

Annual Report 2009

Motorways and Parking lots

dec-09
Sales Gross operating profits Gross Operating margin Operating results Operating margin 934.8 615.4 65.8% 505.1 54.0%

Traffic levels by quarter:

TRAFFIC dec-08
997.4 627.4 62.9% 473.4 47.5% 6.7 5.6

Chg (%) Q1
-4.6% -2.0% -22.5% -15.8% -11.3% -30.4% -24.5% -2.4% -7.3% 2.2% -10.7%

Chg (%) Q2
-3.1% 11.2% -14.3% -9.6% -11.2% -10.4% 3.8% -1.8% 2.5% 4.2% -0.3%

Chg (%) Q3
-0.6% 7.7% -9.7% -8.8% -6.8% -11.6% -5.5% -0.6% -1.0% 5.4% -1.3%

Chg (%) Q4
1.1% 4.9% -7.4% -4.7% -7.1% -9.3% -1.7% -0.8% -4.9% 2.4% -0.2%

Chg (%)
-6.3 -1.9

Pro-forma
1.3 5.3

407 ETR (thousands of vehicle/Kms covered) Chicago Skyway Ausol I Ausol II Autema Radial 4 Ocaa-La Roda M4-M6

[Effective 1 January 2009, it was decided to modify the accounting criteria for the consolidation of of the companies in which joint control exists, changing to the application of the equity method, instead of the proportional integration method that had been applied up to now. This change affects the motorways Indiana Toll Road, the M45 and the Central Greece and Ionian Roads].

Euroscut Algarve Euroscut Norte Litoral Indiana Toll Road

On 26 June, the sale of the parking lots division was announced for 451 million (including debt of 51 million with banking entities). This operation generated a capital gain of 49.8 million euros. The division results include 6 months Parking Lots activities. During the first quarter of 2009, Motorways was able to refinance all its debt with maturity in 2009; ETR made two bond issues of 500 million Canadian dollars and Radial 4 extended its current financing for two more years. Also in the first quarter Motorways was awarded two new concessions in the United States (IH 635 and North Tarrant) These projects will require investments in the region of some 4,000 million euros. Likewise, Ferrovial qualified as the preferential bidder for a motorway in Poland (A1), but finally the Polish government decided to cancel the Project. Traffic evolution is conditioned by the worldwide economic situation which affects both traffic of light vehicles and heavy traffic. In spite of this, during the second quarter a slowdown occurred in the rate of decline of traffic. It should be noted that the Chicago Skyway motorway, which shows 9 months of continued traffic growth, closed the year with a growth of 5.8%. Traffic on the 407ETR motorway declined by 1.7% (in terms of kilometres covered), although the EBITDA in local currency grew (+7.1%) thanks to the tariff increase introduced on 1 February last. The greatest traffic reductions occurred on the Spanish motorways, with double digit declines due to the impact of the economic crisis.

TRAFFIC
407 ETR (thousands of Vecicle/kms covered Chicago Skyway Ausol I Ausol II Autema Radial 4 Ocaa-La Roda Santiago-Talca Talca-Chilln Chilln-Collipull Collipulli-Temuco Temuco-Ro Bueno M4-M6 Euroscut Algarve Euroscut Norte Litoral Indiana Toll Road M-45

dec-09
2,215 47,296 16,984 17,416 21,339 8,988 4,612 76,674 45,368 26,188 30,632 19,747 25,137 19,615 31,234 28,117 60,669

dec-08
2,253 44,721 19,586 19,294 23,497 10,613 4,935 72,325 44,361 26,507 30,423 20,614 25,481 20,067 30,135 28,904 63,551

Chg. %
-1.7% 5.8% -13.3% -9.7% -9.2% -15.3% -6.5% 6.0% 2.3% -1.2% 0.7% -4.2% -1.4% -2.3% 3.6% -2.7% -4.5%

Million euro

Annual Report 2009

Management Report | Business performance during 2009

REVENUES
407 ETR Chicago Skyway Ausol Autema Radial 4 Ocaa-La Roda Autopistas Chilenas M4-M6 Euroscut Algarve Euroscut Norte Litoral PEE Indiana Toll Road Ionian Roads M-45

dec-09
354.2 46.6 57.8 49.2 21.5 18.4 197.4 22.6 36.7 38.4

dec-08
349.4 43.5 63.0 47.6 24.2 19.0 178.6 224.8 36.1 36.7

Chg. %
1.4% 7.1% -8.1% 3.6% -11.2% -2.8% 10.5% -8.8% 1.6% 4.6%

TENDERS AWARDED IN THE PERIOD 1. IH 635 Location: Dallas, Texas Investment: USD 2,700 million Members of the consortium: Cintra 51%, Meridiam Infra 42.4%, Dallas Police and Fire Pension System 6.6% Concession period: 52 years Kilometres granted: 27.2 km Construction period: 2010-2016 Objetive: construction, maintenance and exploitation Type of toll: Electronic without barriers with tariffs that vary with the aim of maintaining a minimum speed of 50 mph on all segments. 2. NORTH TARRANT Location: Dallas/Fort Worth, Texas Investment: USD 2,050 million Members of the consortium: Cintra 56.7%, Meridiam Infra 33.3%, Dallas Police and Fire Pension System 10.0% Concession period: 52 years Kilometres granted: 21.4 km Construction period: 2010-2015 Objetive: construction, maintenance and exploitation Type of toll: Electronic without barriers with tariffs that vary with the aim of maintaining a minimum speed of 50 mph on all segments.

57.0 22.2 13.3

53.0 19.1 13.1

7.6% 16.3% 1.5% Million euro

EBITDA
407 ETR Chicago Skyway Ausol Autema Radial 4 Ocaa-La Roda Chilean tollroads M4-M6 Euroscut Algarve Euroscut Norte Litoral Equity Accounted Indiana Toll Road Ionian Roads M-45

dec-09
276.4 38.7 42.5 28.8 9.9 9.7 135.6 15.3 32.4 32.8

dec-08
263.1 35.6 50.9 37.6 12.3 9.3 121.4 17.6 31.4 30.1

Chg. %
5.1% 8.5% -16.5% -23.4% -19.1% 4.8% 11.7% -12.9% 3.1% 9.0%

44.2 15.2 12.4

39.9 12.4 12.2

10.8% 23.1% 1.9% Million euro

REFINANCING 1. 407-ETR: Refinancing of the debt maturing in 2009. The refinancing was performed through two different bond issues: The first, amounting to 300 million Canadian dollars, with maturity in January 2012 and a fixed coupon at 4.65%. The second, amounted to 200 million Canadian dollars, with maturity in January 2014 and a fixed coupon at 5.10%. These issues reflect the capacity of Motorways to refinance its debt in spite of the uncertainty in the financial markets. 2. Extension of financing of the Radial-4 motorway The consortium reached an agreement with the 29 financial entities, including the European Investment Bank (EIB), which are financing the Radial 4 motorway, to extent the terms and conditions of the current packet for a further two years.

EBITDA Margin/Revenues
407 ETR Chicago Skyway Ausol Autema Radial 4 Ocaa-La Roda Chilean tollroads M4-M6 Euroscut Algarve Euroscut Norte Litoral Equity Accounted Indiana Toll Road Ionian Roads M-45

dec-09
78.0% 82.9% 73.4% 58.7% 46.2% 52.7% 68.7% 67.7% 88.3% 85.5%

dec-08
75.3% 81.9% 80.8% 79.3% 50.7% 48.9% 68.0% 70.9% 87.0% 82.0%

Chg. %
2.7% 1.0% -7.3% -20.6% -4.5% 3.8% 0.7% -3.2% 1.3% 3.4%

77.5% 68.5% 93.7%

75.3% 64.7% 93.3%

2.2% 3.8% 0.4%

Management Report | Business performance during 2009

Annual Report 2009

The total of the debt of the motorway amounts to 556.6 million euros, divided into three tranches: Tranche A and B: 196.6 million euros of commercial debt maturing on 27 January 2011. Tranche C: 360 million euros of an EIB loan maturing in 2032. This tranche is covered by bank guarantees until 27 July 2011. The interest rate on the debt is euribor at 3/6 months plus a differential of 130 basis points. We are dealing with financing without recurring to the shareholders. However, there is a contingent guarantee given by the shareholders to attend possible payment imbalances, estimated at approximately 20 million euros, in the payment of the interest on the debt during this two-year period, and another guarantee, amounting to 23 million euros, given by the shareholders to facilitate the refinancing when the loan becomes due. 3. Financial closing of the North Tarrant Express project On 17 December NTE Mobility Partners LLC, a consortium held in majority by Cintra (56.7%), completed the financing of the North Tarrant Express Managed Lanes motorway in Texas (USA), an investment of USD 2,050 million:

services
dec-09
Revenues EBITDA EBITDA Margin EBIT EBIT Margin EBT EBT Margin Backlog Capital expenditure 3,680.3 365.6 9.9% 241.1 6.6% 228.8 6.2% 9,980.0

dec-08
3,815.8 370.7 9.7% 246.9 6.5% 236.6 6.2% 9,126.2

Chg. %
-3.6 -1.4

Pro-forma (%)
-0.9 1.4

-2.3

1.3

-3.3

2.5

9.4

[Effective 1 January 2009, the accounting criteria on the consolidation of the companies in which joint control exists was modified, changing to the application of the equity method, instead of the proportional integration method that had been applied up to now. This change affects Tube lines and other JVs of Amey].

21% Equity supplied by the consortium NTE Mobility $427 million. 19% PAB (Private Activity Bonds) $400 million. The first time PAB bonds are used to finance a public/private road concession in the USA. 28% Texas Department of Transport (TxDOT) $573 million. 32% TIFIA loan from the US Federal Government. $650 million.

In spite of the negative economic environment, throughout 2009 Services maintained a similar business volume to that of 2008 (excluding the impact of exchange rates, 0.9%), with increases of 1.4% in EBITDA and 1.3% in EBIT and improvements in the profitability on sales in each case. In this division almost 60% of sales are generated in currencies other than the euro. Generally, the improvements in EBITDA and EBIT compared to 2008, both in absolute terms and as a percentage of sales, are due to:

PARKING LOTS On 26 June the sale of the parking lots division, for 451 million was announced (including debt of 51 million to banking entities). The capital gain arising was 49.8 million euros.

dec-09
Revenues EBITDA EBITDA Margin EBIT EBIT Margin Car park spaces 86.0 26.8 31.2% 26.8 31.2% 301,692

dec-08
166.6 48.2 28.9% 33.9 20.4% 271,948

Chg. %
-48.4 -44.3

Businesses in Spain: The abandonment of low profit contracts, selective tendering for new contracts and cost control to face a lower level of industrial activity reflected in a decline in the volume of tons collected and treated in dumps (the tonnage volume is 33% lower than in 2008), increased competition and the decline of margins in the building maintenance activity and the increase in collection time from some customers. Excluding the increase in assigned corporate expenses, the EBITDA would remain practically flat. Swissport: Shows growth in EBITDA and EBIT in spite of the decline in sales with improved EBT Margin by 100 basis points. This is due to the greater contribution from countries in which operations began over the last few years (Ukraine, Cyprus and Bulgaria) along with very significant

-20.9

10.9

Annual Report 2009

Management Report | Business performance during 2009

improvements in the results in some countries due to new contracts (Spain, Brazil, South Africa) and the departure from certain countries in loss (Singapore, Germany).

SWISSPORT
Euros
Revenues EBITDA EBITDA Margin EBIT EBIT Margin EBT EBT Margin

dec-09
123.7 81.0 7.2% 47.3 4.2% 36.4 3.2%

dec-08
1,177.1 70.8 6.0% 39.4 3.3% 15.7 1.3%

Chg. %
-4.5 14.5

Pro-forma (%)
-4.8 12.7

In Amey the contribution by contracts acquired in the last two years in noteworthy, such as that for road maintenance in Area 9, that for civil works inspection in the rail network, or the maintenance of the Home Office buildings.

19.8

18.0

131.7

The excellent cash management achieved during 2009 stands out both through the operations flows generated (343 million), and from the investment flows (-126 million), giving rise to a cash flow activity of 217 million, 23% higher than in 2008. In all activities cash flow was higher than in 2008. The 2009 cash flow is the highest yet generated in the Services Division.

SPAIN
dec-09
Revenues EBITDA 1,527.2 197.4 12.9% 123.3 EBIT Margin EBT EBT Margin Backlog 8.1% 83.9 5.5% 4,895.8

dec-08
1,559.0 6.3 13.2% 133.6 8.6% 107.0 6.9% 4,453.6

Chg. %
-2.0 -4.3

BACKLOG: At 9,980 million euros (2008: 9,126) grew by 14.2 % if the impact of the Exchange rate on AMEY is excluded. Growth in the backlog in all activities has been registered compared to 2008.

EBITDA Margin EBIT

-7.7

-21.6

9.9

AMEY
GBP
Revenues EBITDA EBITDA Margin EBIT EBIT Margin EBT EBT Margin Backlog

dec-09
914.9 77.5 8.5% 62.7 6.9% 90.4 9.9% 4,475.0

dec-08
65.9 75,0 8.7% 59.3 6.8% 91.9 10.6% 3,747.0

Chg. %
5.7 3.3

construction
Euros dec-09
4,476.3 225.0 5.0% 180.1 EBIT Margin EBT 4.0% 221.0 EBT Margin 4.9% 8,800

5.8

dec-08
5,139.1 271.9 5.3% 213.3 4.2% 290.3 5.6% 8,568

Chg. %
-12.9 17.3

Pro-forma (%)
-9.7 -14.6

-1.6

Revenues EBITDA

19.4 EBIT

EBITDA Margin

-15.6

-12.4

-23.9

-20.5

Tubelines (Consolidated applying the equity method)

Tube lines-GBP
Revenues EBITDA EBITDA Margin

dec-09
518.3 55.6 10.7%

dec-08
538.3 52.1 9.7%

Chg. %
-3.7 6.8

Backlog

2.7

n.s.

Revenues fell by 13% while profitability remained similar (EBIT margin of 4.0% compared to 4.2%) due to the decline in domestic revenue, mainly building (-37%). The backlog portfolio grew (+2.7%) a combination of growth in the civil works portfolio (+10,1%) and a decline in the residential portfolio (-32.0%). The contract for the American motorway IH 635 is not yet included and this will contribute a portfolio in excess of 1,500 million euros.

Management Report | Business performance during 2009

Annual Report 2009

There was an excellent operations cash flow (406 million euros) thanks to an improved working capital level. DOMESTIC MARKET: Sales declined (-17.8%), due to the fall in residential activities (-59%). In spite of the situation in the Spanish market the fall in margins was limited, both in terms of EDITDA 4.9% (vs 5.5%) and in EBIT 4.2% (vs 4.7%). The portfolio dropped compared to December 2008 (-16.4%), principally due to the lower level of contracts in building (-27%) along with the process of selection of portfolios built up in previous quarters, which seeks to maintain profitability and not to deteriorate working capital as compared to other policies of maintaining volume or the accounting profits. INTERNATIONAL MARKET: There was growth in international activities (Revenues +5.5% eliminating the exchange rate effect), with a significant improvement in results and profitability, EBITDA +7.5%, EBIT +22.2%. The contribution on revenue reached 43% compared to 39% in the previous year. The backlog portfolio represents 52% of the division total.

DOMESTIC MARKET
dec-09
Revenues EBITDA EBITDA Margin EBIT EBIT Margin EBT EBT Margin Backlog 2,597.0 127.7 4.9% 108.0 4.2% 141.2 5.4% 4,183.6

dec-08
3,158.0 174.0 5.5% 147.5 4.7% 197.9 6,3% 5,006.5

Chg. %
-17.8 -26.6

-26.8

-28.6

-16.4

INTERNATIONAL
dec-09
Revenues EBITDA EBITDA Margin EBIT EBIT Margin EBT EBT Margin Backlog 1,912.8 97.3 5.1% 72.1 3.8% 79.8 4.2% 4,616.8

dec-08
1,993.4 97.9 4.9% 65.8 3.3% 92.4 4.6% 3,561.1

Chg. %
-4.0 -0.6

Pro-forma
5.5 7.5

9.5

22.2

BUDIMEX: Revenues in local currency fell by 8.9%, compared to the 26.3% in the accounts due to the strength of the euro, which re-valued more than 24% against the zloty. The lower activity level is due to the slowdown of building activity (-52%) practically compensated by civil works (60% vs 40%) allowing an increased profitability (5.7% vs. 4.0%) and a 32.9% growth in NBIT against a fall in revenue. The portfolio at 1,283 million euros, in local currency grew by 48.3%. WEBBER: There was a strong growth in revenue in local currency (+6.9%).

-13.7

-3.6

29.6

BUDIMEX
dec-09
Revenues EBITDA EBITDA Margin EBIT EBIT Margin 724.2 41.5 5.7% 36.7 5.1% 42.8 EBT Margin Backlog 5.9% 1,283.2

dec-08
982.4 39.5 4.0% 34.1 3.5% 44.2 4.5% 856.2

Chg. %
-26.3 5.1

Pro-forma
-8.9 29.8

7.6

32.9

BREAKDOWN OF THE BACKLOG PORTFOLIO

dec-09
Civil work Residential work Non-residential work Industrial Total 6,666.0 430.5 1,099.2 604.7 8,800.4

EBT

-3.3

19.5

dec-08
6,053.5 632.8 1,237.0 644.3 8,567.6

Chg. %
10.1 -32.0 -11.1 -6.1 2.7

49.9

48.3

WEBBER
dec-09
Revenues EBITDA EBITDA Margin EBIT EBIT Margin EBT EBT Margin Backlog 412.6 21.4 5.2% 8.3 2.0% 6.9 1.7% 1,039.7

dec-08
366.3 20.8 5.7% 6.8 1.9% 6.0 1.6% 697.3

Chg. %
12.6 2.7

Pro-forma
6.9 -2.5

21.6

15.5

16.6

10.7

49.1

53.1

Annual Report 2009

Management Report | Business performance during 2009

Income statement

Before fair value adjustments

Revenue Other operating income Total operating income Operating costs EBITDA Margin % Amortisation EBIT (before impairment and disposal of assets) Margen % Impairment and disposal of assets EBT FINANCIAL RESULTS Financial results on infrastructure projects (financing) Derivatives and other fair value adjustments Financial results of the other comoanies (financing) Derivatives and other assets at fair value Participation in the profits of associated companies Consolidated profit/(loss) before taxes Corporate income tax CONSOLIDATED PROFITS FOR THE YEAR Profits attributable to external partners CONSOLIDATED PROFITS FOR THE YEAR FOR THE DOMINANT COMPANY 70 -507 94 -413 346 -67 -103 -620 914 -1,491 -1,388 1,009 1,534 12,095 30 12,126 9,583 2,543

Fair value adjustments

Dec 09
12,095 30 12,126

Before fair value adjustments

13,146 20 13,165 10,609 2,556

Fair value adjustments

Dec 08
13,146 20 13,165

3 -3

9,586 2,540 21.0% 1,009

11 -11

10,620 2,545 19.4%

1,132 1,425 -11

1,132 1,413 10.8%

-3

1,531 12.7%

-90 -93 -50

-710 820 -1,541 -1,388

437 1,861 -1,702 -1,585

-17 -29 -433

419 1,833 -2,135 -1,585

-148

-148 -103 -117

-210

-210 -117

98 16 -127 41 -86 61 -25

98 86 -635 135 -499 407 -92 59 218 -1,395 -1,177 682 -495

-223 -106 -567 133 -435 118 -317

-223 -47 -349 -1,263 -1,612 800 -812

CHANGE IN CONSOLIDATION CRITERIA Effective 1 January 2009, it was decided to change the consolidation criteria for those business in which there is joint control, applying the equity method instead of the proportional integration method previously applied. This change was applied in line with the alternative allowed under NIC 31. The principal companies affected are: the Indiana motorway, M45, the Greek motorways, along with Tube lines and other JVs in Amey in Services. (See appendix I). NOTE ON the EBITDA To allow an analysis, all the commentaries refer to the EBITDA before impairment and disposal of assets.

Management Report | Business performance during 2009

Annual Report 2009

REVENUES
dec-09
Construction Airports Toll Roads & Car Parks Services Others Total 4,476.3 3,070.4 934.8 3,680.3 -66.5 12,095.4

EBIT
dec-08
5,139.1 3,281.5 997.4 3,815.8 -88.3 13,145.6

Chg. %
-12.9 -6.4 -6.3 -3.6 n.s. -8.0

Pro-forma (%)
-9.7 7.3 1.3 -0.9 Construction Airports Toll Roads & Car Parks Services Others -2.1 Total

dec-09
180.1 611.3 505.1 241.1 -6.7 1,530.8

dec-08
213.3 519.2 473.4 246.9 -30.3 1,413.4

Chg. %
-15.6 17.7 6.7 -2.3 n.s. 8.3

Pro-forma (%)
-12.4 22.5 5.6 1.3

10.4

dec-09
Spain UK USA & Canada Poland Chile Rest of Europe Other countries Total International TOTAL 4,231.1 4,255.6 873.3 778.7 238.3 1,653.9 64.3 7,864.2 12,095.4

%
35% 35% 7% 6% 2% 14% 1% 65% 100%

dec-08
4,923.9 4,422.9 797.0 1,034.8 224.0 1,666.6 76.4 8,221.7 13,145.6

%
37% 34% 6% 8% 2% 13% 1% 63% 100%

Chg. %
-14.1 -3.8 9.6 -24.7 6.4 -0.8 -15.8 -4.3 -8.0 Spain UK USA & Canada Poland Chile Rest of Europe Other countries Total International TOTAL

dec-09
258.4 702.3 276.2 50.6 138.5 101.3 3.6 1,272.5 1,530.8

%
17% 46% 18% 3% 9% 7% 0% 83% 100%

dec-08
315.3 605.7 249.0 50.6 87.6 95.9 9.3 1,098.1 1,413.4

%
22% 43% 18% 4% 6% 7% 1% 78% 100%

Chg. %
-18.1 15.9 10.9 0.0 58.2 5.6 -61.1 15.9 8.3

EBITDA
dec-09
Construction Airports Toll Roads & Car Parks Services Others Total 225.0 1,337.1 615.4 365.6 -3.5 2,539.6

FINANCIAL RESULTS
dec-08
271.9 1,311.7 627.4 370.7 -36.5 2,545.1

Chg. %
-17.3 1.9 -1.9 -1.4 n.s. -0.2

Pro-forma (%)
-14.6 15.3 5.3 1.4 Other Infra projects Net financial result (CASH) Other Infra projects 8.9 Total Hedge instruments (Non-Cash)

dec-09
-102.7 -1,388.1 -1,490.9 98.1 -148.1 -50.0 -1,540.9

dec-08
-117.0 -1,584.9 -1,701.9 -222.5 -210.5 -433.0 -2,134.9

Chg. %
-12.2 -12.4 -12.4 -144.1 -29.6 -88.4 -27.8

dec-09
Spain UK USA & Canada Poland Chile Rest of Europe Other countries Total International TOTAL 387.7 1,445.1 340.2 56.5 139.8 166.5 3.8 2,152.0 2,539.6

%
15% 57% 13% 2% 6% 7% 0% 85% 100%

dec-08
453.8 1,415.9 318.2 56.1 126.8 164.3 10.0 2,091.3 2,545.1

%
18% 56% 13% 2% 5% 6% 0% 82% 100%

Chg. %
-14.6 2.1 6.9 0.7 10.2 1.4 -62.1 2.9 -0.2

EBT
dec-09
Reported net income Net profit ex sales -92 246

Annual Report 2009

Management Report | Business performance during 2009

AMORTISATION: This drops by 10.9% to reach 1,009 million euros, excluding the exchange rate effect there is an important increase (+7.2%), mainly because of the increase in amortisation in BAA (+11.1%) due to the accelerated amortisation of the T1 and T2, along with the start-up of the la T5. EBIT (before impairment and disposal of assets): This increases 8.3 %, excluding the exchange rate effect and the change in the consolidation scope the growth would have been +10.4%, principally due to the effect of amortisation already referred to. IMPAIRMENT AND FIXED ASSET DISPOSALS: Amounting in 2009 to -710,4 million euros, this heading includes, mainly, the book losses on the sale Gatwick and the adjustment in the valuation of the assets in Stansted, along with the capital gain on the sale of Parking Lots (+49,8 million euros) and the sale of the Ferrovial headquarters. In 2008 (419 million) this heading included, mainly, the capital gain obtained on the sale, in March 2008, of World Duty Free, a subsidiary of the BAA Group dedicated to the exploitation of commercial spaces in airports, which generated a capital gain of 295 million euros and the capital gain on the sale of Belfast Airport, of 109 million euros. FINANCIAL RESULTS: Financial results fell by 28%. This result is due both to the effect of the fall in the Libor y Euribor (the financial expense paid in cash dropped by 12.4%), as well as the lesser amount (88.4%) of the market value adjustments (a book financial expense without any effect on cash) of the hedging instruments contracted (inflation, interest rates and equity swaps), thanks in part to the revaluation of the shares in 2009.

Financial results recognised through hedging operations (million euros):

dec-09
Stock Options Plans Inflation Hedges Interest rate coverage Other Hedges Total 159.2 -141.6 4.3 -71.9 -50.0

dec-08
-279.1 -103.7 -52.8 2.6 -433.0

RESULTS FROM THE APPLICATION OF THE EQUITY METHOD: [A CHANGE IN THE CONSOLIDATION CRITERIA] Effective 1 January 2009, it was decided to change the consolidation criteria for those business in which there is joint control, applying the equity method instead of the proportional integration method previously applied. This change was applied in line with the alternative allowed under NIC 31. The principal companies affected are: the Indiana motorway, M45, the Greek motorways, along with Tube lines and other JVs in Amey in Services. TAXES: Corporate income tax generated a tax credit amounting to 135 million euros. In 2008 a tax credit of 292 million euros was generated, excluding the IBA adjustment. The tax credit arises from the negative results in the income statement of BAA. EXTERNAL PARTNERS: This heading is reduced considerable compared to the previous year (-49,1%), mainly due to the lower losses attributable to minority partners and occurring mainly in BAA, a company in which the minority interest represents approximately 45%. NET RESULTS: These are 92.4 million negative, occurring principally from the negative results on divestments (338 million euros), and because of the valuation adjustment of certain assets. Excluding the effect of the divestments, the net result of recurring activities would be 246 million euros.

dec-09
Other Infraestructure projects Financial result by Financing Other Infraestructure projects Financial Results by hedges Total -102.7 -1,388.1 -1,490.9 98.1 -148.1 -50.0 -1,540.9

dec-08
-117.0 -1,584.9 -1,701.9 -222.5 -210.5 -433.0 -2,134.9

Chg. %
-12.2 -12.4 -12.4 -144.1 -29.6 -88.4 -27.8

Management Report | Business performance during 2009

Annual Report 2009

Balance sheet and other major figures

dec-09
NON-CURRENT ASSETS Goodwill Intangible assets Assets in infrastructure projects Fixed assets Real estate investments Investments in associated companies Non-current financial assets Asset from pension surplus Deferred taxes Financial derivatives at fair value ASSETS CLASSIFIED AS HELD FOR SALE AND DISCONTINUED ASSETS CURRENT ASSETS Inventories Clients and other accounts receivable Cash and equivalent TOTAL ASSETS 36,076 6,952 45 24,309 671 77 317 1,218 22 1,604 861 1,802 6,232 490 3,262 2,480 44,110

The headings showing the greatest changes during 2009 are shown below:

dec-08
32,795 5,400 63 22,305 657 92 336 867 76 1,859 1,139 4,278 6,753 500 3,751 2,502 43,826

Goodwill. The principal impact is the generation of Goodwill as a result of the merger between Cintra and Grupo Ferrovial (1,283 million euros), which result in Ferrovial, the new dominant company of the Group. It should also be noted that the movement occurring in Airports (BAA) is due to the interest rate effect (+276 million euros) caused by the upward revaluation of the pound sterling. Assets classified as held for sale. As at 31 December 2009, the assets and liabilities registered as held for sale correspond principally to the Chilean motorways. The effectiveness of the operation is subject to undertaking certain notifications and obtaining the pertinent authorisations and registrations in Spain, Columbia, Chile and in the other jurisdictions in which the participating entities in the operation are present. Pension provisions. The most significant fact is the change from in the BAA Group from a surplus of 76 million euros for pensions in 2008 to a deficit in 2009 of 313 million euros. This effect arises mainly from the increase in the inflation rate expected, which went from 2.9% in 2008 to 3.7% in 2009, together with a lower discount rate applied, which went from 6.0% in 2008 to 5.7% in 2009. This was compensated in part by the increase expected in some types of assets, going from a range of 2% - 7.6% in 2008 to 0.5% - 8.2% in 2009. The Amey Group went from a deficit in 2008 of 101 million euros to 162 million in 2009. This change arose mainly by the move from a discount rate of 6.3% in 2008 to 5.7% in 2009, as well as an increase in the inflation rate expected from 3.0% in 2008 to 3.5% in 2009.

NET EQUITY Net equity attributable to the shareholders External partners INCOME TO BE DISTRIBUTED IN VARIOUS YEARS NON-CURRENT LIABILITIES Pension provisions Other non-current provisions Financial debt Non-financial debt Deferred taxes Financial derivatives at fair value LIABILITIES CLASSIFIED AS HELD FOR SALE AND FROM DISCONTINUED ACTIVITIES CURRENT LIABILITIES Financial debt Debts from trading operations Provisions for trading operations TOTAL LIABILITIES AND NET EQUITY

4,557 2,987 1,570 457 29,661 503 746 23,368 136 3,364 1,544 1,647 7,789 1,938 5,332 519 44,110

3,962 1,756 2,206 253 29,068 131 708 22,413 118 3,379 2,319 3,163 7,380 1,552 5,376 452 43,826

NET CONSOLIDATED DEBT In December 2009 the groups net debt was 22,271 million euros, which represents an increase of 1,099 million euros, mostly caused by the change in the exchange rate pounds/euros from December 2008 and the use of the BAA capex line. The corporate debt was reduced by 24% through free cash flow generated and the divestments. The debt in projects increases by 7.5% as a result of the use of the capex lines and the changes in the exchange rate.

Annual Report 2009

Management Report | Business performance during 2009

dec-09

Proforma dec-08

investments
Investments
Construction Services Toll roads & Car parks Airports Others Eliminations Total -36 -163 -642 -1,437 -126 285 -2,120

NCP ex-infrastructures projects BAA Other airports Toll roads Other Ameys concessions Others NCP infrastructure projects Net total treasury position

-1,172 -13,856 3 -7,104 -47 -96 -21,099 -22,271

-1,547 -12,905 8 6,574 -68 -86 -19,626 -21,172

Divestments
6 37 472 1,590 159 -159 2,106

Net Investment
-30 -126 -171 153 33 126 -14

Consolidated cash flow

Year 2009
Cash flow excluding infrastructure projects
EBITDA Dividends collected Tax payments Changes in acs receivable, acs payable and others Operating cash flow Investments Divestments Investment cash flow Cash flow before financing Interest flows Capital flows and external partners Payment of dividends to the holding company shareholders Payment of dividends to minority companies held Exchange rate changes Net cash position on held for sale Other debt movements (not flow) Change in net treasury position 558 129 -38 191 840 -504 534 30 872 -142 1 -284 -20 -5 -51 3 374

Cash flows Infraestructure projects

1,981 0 -11 -160 1,810 -1,901 1,582 -319 1,493 -1,215 448 0 -204 -1,131 -993 126 -1,476

Eliminations

Consolidated cash flow

2,540

-119

10 -49 32

-119 285 -11 274 155

2,533 -2,120 2,106 -14 2,520 -1,357

-271

178 -284

119

-105 -1,136 -1,044 129

-1,099 Million euro

Net position at the beginning of the period Net position at the end of the period

-1,547 -1,172

-19,634 -21,110

8 11

-21,172 -22,271

CASH FLOW EXCLUDING INFRASTRUCTURE PROJECTS Operating cash flow: The following shows the evolution of the operating cash flow excluding Infrastructure projects by business segments in 2009 compared to 2008. Given the impact on cash flow of corporate income tax, the operating cash flow of each division is explained without this impact to avoid distortions in the analysis:

OPERATIONS CASH FLOW

2009
Construction Services Motorways Airports Other Total operations cash flow without taxes Corporate tax flow Total Group 406 343 134 -18 14 879 -38 841

2008
464 276 420 -25 -67 1,068 26 1,095 Million euro

Management Report | Business performance during 2009

Annual Report 2009

In Construction, the operating cash flow worsens compared to 2008, basically because of the poor growth in national activities, partly compensated by the improvement in Budimex.

CONSTRUCTION OPERATIONS CASH FLOW 2009

Gross operating results Dividends and others Change in working capital Operations cash flow without taxes

C. Interior
115

C. International
97

C. Industrial
13

CONSTRUCTION
225 Million euro Million euro Million euro

-13 102

204 301

-11 2

181 406

In Services, operating cash flow improves in all activities except Urban and Residues, while Maintenance and Conservation stand out. The following is a breakdown of the operating cash flow of the principal activities of the Services Division:

SERVICES OPERATIONS CASH FLOW 2009

Gross operating results Dividends and others Change in working capital Operations cash flow without taxes

Urban and waste

162 1 -21 142

Amey
87 7 -59 35

Swissport
81 1 11 93

Other services
33

SERVICES
363 10

39 72

-30 343

In Motorways the operating cash flow includes an amount of 119 million euros arising from dividends and returns from equity of the companies that are owners of the infrastructure projects of motorways, the details of which are reflected in the attached table. The balance of the cash flow corresponds mainly to other collections and payments corresponding to the holding companies of the Division. Under the heading others is included the cash flow corresponding to Corporacin and Inmobiliaria. In Inmobiliaria, the improvement in operating cash flow because of the return of VAT paid for the purchase of land in Valdebebas in 2008 (+32 million euros) should be noted and the lower payments arising from the construction in Poland (+40 million euros).
Dividends and Returns of Capital - Motorways
2009
ETR-407 Autema M-45 Ausol Spanish motorways Eurolink N4-N6 Algarve Norte Litoral Portuguese motorways Cintra Chile Parkings (Smasa, Eulsa) Total dividends Euroscut Algarve Portuguese motorways Chicago Indiana Total returns of equity Total 19 119 98 15 15 4 3 11 14 397 63 5 0 9 14 13 6 3 8 4 5,6 1 382 4

2008
47 317 2 5 325

Annual Report 2009

Management Report | Business performance during 2009

1. Investment cash flow The following table shows the breakdown by business segment of the investment cash flows without including Infrastructure projects, separating in each the outlays for investments undertaken and the collections produced from divestments.

2. Financing cash flow Within the financing cash flow the dividends paid under this concept are included, those paid to the shareholders of Grupo Ferrovial, S.A., which in 2009 amounted to 284 million euros, as well as those corresponding to the minority shareholders of Cintra prior to the merger (18 millones de euros), Budimex (13 million euros) and Swissport (3 million euros). Moreover, the financing cash flow includes the interest payment for the year (142 million euros), while 19 million euros corresponds to the payment of the commissions associated with the refinancing of the Corporate debt, 9 million euros to the commissions for the refinancing of the R-4 and 15 million euros to the payment of other commissions.

INVESTMENT CASH FLOW 2009

Construction Services Motorways Airports Other TOTAL

Investment
-36 -163 -104 -201 0 -504

Divestment
6 37 451

Investment cash flow

-29 -126 347 -201

40 534

40 31 Million euro

The most important investments occur in Airports, Services and Motorways. In the Airports division, the cancellation of a loan granted by the partners of BAA for the purchase of certain bonds at the time of refinancing (201 million euros) should be noted, while in Motorways, the investments mentioned correspond mainly to capital increases in the concessionary companies, details of which are shown in the attached table. The rest of investments correspond to investments in assets by the Services Division, mainly in fixed assets.

CASH FLOW IN INFRASTRUCTURE PROJECTS 1. Operating cash flow The operating cash flow of the companies that are owners of the concession for Infrastructure projects mainly includes the entry of revenues from those companies that are under exploitation, although it also includes the returns and payments of VAT corresponding to those that are still under construction. Infrastructure projects. The following table shows the breakdown of the operating flows for Infrastructure projects:

FINANCIAL ASSET INVESTMENTS

INFRASTRUCTURE INVESTMENTS Inversora OLR Ionian Odos Inversora R4 New Investments USA Azores Autostrade Poludnie PARKINGS Serrano Park Total CINTRA

2009
77.6 1.9 9.0 8.1 6.1 12.9 39.6 0.2 0.2 77.8 Million euro

OPERATING CASH FLOW 2009

Gross operating results Collection of dividends Tax payments Changes in working capital Operating cash flow

BAA
1,355

Motorways
622

Other (*)
5

TOTAL
1,981

-4 -180 1,171

-7 -9 606

0 30 35

-11 -160 1,811 Million euro

Under the heading of divestments the positive cash flow derived from the collection from the sale of the activities of Parking (451 million euros) should be noted, this occurred in the month of August, as well as the sale of the Corporate headquarters (40 million euros), occurring in the month of December. In the Services area the sale of 50% of holding in Amey is included in PFIs projects in the United Kingdom (19 million euros), as well as the funds entering from the close of the financing without recourse from the Ecoparque IV (10 million euros).

(*) The cash flow of the companies that are owners of the projects under others consists mainly of the cash flow of the Infrastructure of Services and Construction.

Management Report | Business performance during 2009

Annual Report 2009

2. Investment cash flows The following table shows a breakdown of the investment cash flows in infrastructure projects, separating the outlays made, mainly corresponding to the investment in capex and financial assets (cash restricted to Long-term) and the collections derived from divestments occurring during the year.

The interest cash flow (-1,214 million euro) relates to the interest paid by the concessionary companies, along with other commissions and costs closely related to obtaining financing. The cash flow under these concepts corresponds to the interest expenses related to the period, as well as any other concept that is a direct change to the net debt for the period. This amount does not coincide with the result for financing that appears in the income statement, mainly because of the differences existing between the amount accrued and the interest payment. Worthy of note in BAA is the prepayment of interest (-178 million euros) corresponding to previous years associated with the inflation indexed derivatives (Index Linked Swaps) and interest rate as a result of the issue of bonds in 2009. The following table shows a greater breakdown:

INVESTMENT CASH FLOW 2009

North Tarrant Express SH-130 M3 Clonee to Keels Autoestrade Poludnie Portuguese toll roads ETR 407 Other toll roads Total toll roads BAA Other TOTAL

Investment
-264 -96 21 -43 -60 -50 -48 -540 -1,236 -126 -1,902

Divestment

Investment cash flow

-264 -96 21 -43

2 19

-58 -30 -48

21 1,561

-519 325 -126

INVESTMENT CASH FLOW

ETR 407 USA motorways Spanish motorways Chilean motorways Other motorways Total motorways

2009
-158 -49 -95 -51 -57 -410 -178 -612 -790 -15 -1,214 Million euro

1,582

-318 Million euro

The investment cash flow includes the contribution of cash as a guarantee for the payments to the construction company for the North Tarrant Express motorway, which is under construction. Divestments are mainly related to BAA, arising from the effect on cash of the sale of Gatwick in December 2009 (1,561 million euros).

BAA (commissions & prepayment interest Swaps) BAA (other interest) Total BAA Others TOTAL

3. Financing cash flow The financing cash flow includes the payment of dividends and the returns of equity (-204 million euros) made by the concessionary companies to their shareholders, along with the outlays for increases in capital received by those companies. In the capital increases, the conversion of debt to equity (359 million euros) associated with the capitalisation in the month of July 2009 of the loans granted by the partners of BAA for the purchase of certain bonds at the time of the refinancing stands out. For the concessionaries that are consolidated in the Group through total integration these amounts correspond to 100% of the quantities paid and received by the concessionary companies, independently of the percentage of participation that the Group had in these. There are no dividends or return of equity included for the companies that are consolidated under the equity method.

Moreover, the financing cash flow includes the impact that the change in interest rate had on the debt denominated in foreign currency, which in 2009 was negative by 1,131 million euros, arising from the upward valuation of the pound sterling and the Canadian dollar against the euro, which had a significant effect on the net debt of BAA and the 407-ETR in Canada, along with the negative effect of the reclassification of the assets and liabilities corresponding to Gatwick in 2008 to assets and liabilities held for sale, which anticipated the effect of the disposal of the debt through the sale in 2008. Finally, the heading other non cash flow debt movements includes those concepts that give rise to a change in the book debt, but that do not imply a real cash movement, such as the disposal of debt through the change to the equity method of certain Services concessions, interest incurred but not paid and the amortisation of commissions and fair value of the debt.

Annual Report 2009

Management Report | Business performance during 2009

Expected business development

1. Macro-economic changes: 2009 was characterised both for the worldwide economic crisis and for the first recovery signs in the majority of the developed countries in the second half-year. It is expected that this recovery will continue in 2010, although at a moderate rate. This means that although the level of activity in 2010 is expected to rise, the growth rate will remain well below that which existed prior to the crisis and at a different rhythm depending upon the country. 2. The principal challenges for Ferrovial in 2010 During 2010 Ferrovials principal action strategies will be based upon: Growth in all geographic areas is expected in 2010. Specially highlighted are Asia and Latin America, where economic recovery was greater. In Europe and North America traffic forecasts are in the region of 4%, although with greater profitability due to the adaptation of capacity to the traffic decline in 2009. These expectation are in line with what has been experiences by BAA in the months of November and December 2009, when traffic began to stabilise. For 2010, BAAs strategy will centre on the improvement, both of services offered and in the competitive position, and in strengthening its financial position through new bond issues and cash flow generation through growth in EBITDA. In relation to the Motorway sector, in the last quarter of 2009 the infrastructures sector saw a general recovery in light vehicle traffic. In 2010 it is expected that trend will transfer to heavy vehicles as a result of the recovery in GDP and industrial production, allowing an improvement in margins because higher tolls are levied on this type of vehicle. In Spain, since spring 2009 a slowdown in decline has been observed (partly motivated through comparison with already low traffic levels in the previous year) which, if the economic situation follows its trend, may possibly lead to positive inter-annual growth rates in the third quarter of 2010. 3. Ferrovials development by business area: In the Airports business, according to the International Air Transport Association (IATA), 2009 was characterised as a year of the great decline both in demand and in regular international traffic. Financial expectations for 2010 are improved, although it is expected that the numbers in red will continue, with net losses of some 5,600 million dollars. This is based upon a limited growth recovery in traffic volume of 3%-5% for passengers and of 7% for freight.

Audit and control committee report

On 3 December 2009, the merger deed between CINTRA CONCESIONES DE INFRAESTRUCTURAS DE TRANSPORTE S.A. (CINTRA) and GRUPO FERROVIAL S.A. (GRUPO FERROVIAL) was registered in the Madrid Mercantile Registry. This operation was undertaken through the absorption of GRUPO FERROVIAL (the absorbed company) by CINTRA (the absorbing company), with the extinction, through dissolution without liquidation, of the absorbed company and the transfer in block of all the equity of the former to the latter, which acquired, through universal succession, its rights and obligations. The absorbing company resulting from the merger ceased from denominating itself CINTRA and became FERROVIAL, S.A. (FERROVIAL). The new FERROVIAL fully assumed the policy of the extinct GRUPO FERROVIAL in terms of Corporate Governance, adopting the agreements needed to install its regimes and norms. This present report summarises the activities of the Audit and Control Committee of FERROVIAL S.A. and those of the absorbed GRUPO FERROVIAL S.A., with which they have continuation.

COMPOSITION In line with the content of the Board of Directors Regulations of FERROVIAL S.A., all the members of the Audit and Control Committee are external directors, and the presidency will correspond to an independent director. On 31 December 2009, the composition of the Audit and Control Committee of FERROVIAL S.A. was as follows:

D. Santiago Fernndez Valbuena, Presidente D. Gabriele Burgio. PORTMAN BAELA S.L., representada por D. Eduardo Trueba Corts D. Juan Arena de la Mora

The members are therefore the same as those that constituted the Audit and Control Committee of GRUPO FERROVIAL S.A. since the beginning of 20091.
1 The members of the Audit and Control Commmision of Cintra Concesiones de Infraestructuras de Transporte S.A., before the registration of the merger deed were D. Jos Fernando Snchez-Junco Mans, D. Fernando Abril-Martorell Hernndez, D. Jos Mara Prez Tremps and D. Nicols Villn Jimnez.

Annual Report 2009

Management Report | Audit and control committee report

FUNCTIONS In accordance with the Board of Directors Regulations, the Audit and Control is attributed with the powers that are summarised below: - In relation with the external auditors:

ACTIVITIES PERFORMED Economic/ financial information Among the functions of the Audit and Control Committee is that of helping the Board of Directors in its efforts to ensure the correctness and reliability of the financial information that the Company must regularly issue. During the year, the Committee analysed this information prior to its knowledge by the Board of Directors and its being sent to the authorities or the markets, taking advantage in this analysis of the collaboration of the Economic/Financial Directorate General. Relations with the external auditors Review of the Financial Statements As is a customary practice in the Company, the external auditors of the company appeared before the Committee for the presentation of the Financial Statements for 2008. It is also foreseen that this will happen for the preparation of the accounts for the year 2008. In their report they address the methodology and the scope of the review and other aspects related to the work performed. The external auditors of other Group companies also informed the Committee in similar terms. The reports of the external auditors were presented without the presence of the components of the Companys management team, a practice also implemented in the company for a number of years. Other actions related to the external audit The external auditors presented to the Committee a report on the approach and focus of work for the review of the 2008 accounts, anticipating the calendar within which the audit work would be performed and the most important matters that they foresaw. As a novelty compared to the previous year, the external auditors also appeared to report on their work on the limited review of the half-yearly financial statements. In this same appearance, the auditors reported on the audit of the merger balance sheet prepared during the integration process between Grupo Ferrovial S.A. and Cintra Concesiones de Infraestructuras de Transporte S.A. The Audit and Control Committee will propose to the Board of Directors, that if it is thus agreed, at the same time they will submit for the approval of the Annual General Meeting, the appointment of the firm DELOITTE S.L. as external auditors of the holding company and its group for the years 2010, 2011 and 2012.

Proposal on their appointment, including the contract conditions; and above all their dismissal or non-renewal. The communications channel between the Board of Directors and the auditors. Verification of compliance with their recommendations by upper management. Control of the independence of the auditors. Control of advisory and consultancy services by the external auditor.

- Internal audit:

Proposal on the selection, appointment, re-election or substitution of the Director as well as its budget. Supervision and verification of the internal audit plan.

- Financial information:

Knowledge of the financial information process and the internal control systems. Supervision prior to the approval by the Board of the annual and periodic public information.

- Risk control:

Regular analysis and evaluation.

- Related to other matters:

Supervision of compliance with the corporate governance norms. Set-up and supervision of the denouncement letter box. Prior report on operations for the establishment and acquisition of companies located in tax havens and special purpose companies referred to in the Board Regulations.

The details of these powers are described in the companys annual report on Corporate Governance. During 2009, the Committee held six (6) meetings. The Committee annually approves a work plan addressing the subjects to be discussed in each of the meetings.

Management Report | Audit and control committee report

Annual Report 2009

Control procedures La Comisin conoci un informe sobre las principales recomendaciones formuladas por la auditora externa en materia de control, surgidas de los trabajos de auditora realizados durante el ejercicio, as como sobre el nivel de seguimiento de las recomendaciones formuladas con ocasin de la auditora 2007. Internal audit The Director of Internal Audit presented to the Audit and Control Committee his report on activities for the year 2008, giving details of the audit work performed both with a local and international scope, along with the work plan for the year 2009. At mid-year the director of Internal audit presented a new report on the activities performed during the period January- June 2009, verifying the compliance with the plan approved by the Committee. Risk analysis and control systems In 2009 the Committee pursued its function of examining the principal risks of the company and its group along with the systems established for control of these. The Risk Management Directorate of FERROVIAL appeared regularly before the Committee to report on these matters. Actions in the area of Corporate Governance and the regime of compliance The Committee took the following actions in this matter, in line with the attributes of the Board Regulations:

Authorisation for contracting the supply of advisory and consulting services by external audit firms, in line with the internal norms of the company. The Audit and control Committee receives a half yearly report on the evolution of those already granted.

In 2010, the Committee will review, to report before its approval by the Board of Directors, the Annual Report on Corporate Governance for the year 2009. Other work performed by the Audit and Control Committee The committee will review the annual report on the operation and use of the system established by the company whereby any employee, in a confidential manner, and, if this is desired, may communicate anonymously inefficient situations, inadequate behaviour or possible non-compliance that may be important (Denouncement letter box). The report highlighted the action for improvement undertaken to speedup the times in resolving these and to encourage its use. This report will be updated after the first six months of 2009. Finally, the Director of Internal Audit reported, under this heading, on the application on the corporate procedure for prevention of fraud. Evaluation of the Audit and control Committee In line with the Board of Directors Regulations approved on 17 December 2009, the Board will twice yearly evaluate the operation of the Committees based upon a report prepared by these. As a result, the Audit and Control Committee examined its composition, functions and performance during the year 2009, presenting the corresponding report to the Board of Directors.

Examination, before its presentation to the Board of Directors, of the Annual Report on Corporate Governance for the year 2008. Reported on transactions between the directors and upper management of the company and entities of the group, along with the generic operating lines, for later approval by the Board of Directors. In line with the content of the Board Regulations, in cases of requesters attending the meeting, the deliberation and approval of these operations occurred in their absence.

Annual Report 2009

Management Report | Audit and control committee report

Report by the board of directors related to the additional information

to be included in the management report in accordance with article 116 bis of the securities market law
Objective of the report Art 116 bis of the Securities Market Law, in line with the text introduced by Law 6/2007 of 12 April, requires that quoted companies present annually to the Annual General Shareholders Meeting a report addressing the additional information that should be included in the Management Report. For this reason and at the time of preparing the Financial Statements for 2009, the Board of Directors issues this present report. The share capital of FERROVIAL, S.A. (Ferrovial or the Company) amounts to 146,702,051 euros, divided into 733,510,255 shares, of twenty cents of a euro (0.20) nominal value each, pertaining to a single class. All the shares are fully subscribed and paid up. Each share carries the right to one vote. b) Any restriction on the transferability of the shares. There are no statutory restrictions of any type in the Company to exercising the right to vote or on the acquisition or transmission of shares in the share capital, additional to those established of a general type by the company norms. c) Significant direct or indirect shareholdings. As at 31 December 2009 and according to the information available to the company, the owners of significant holdings in Ferrovial S.A., were those that are shown in the table below:

The death of invalidity of the member of upper Management.

To provide coverage for this incentive, the company annually places amounts in a collective savings insurance, of which the company itself is the beneficiary, quantified according to a certain percentage of the total monetary remuneration of each member of upper Management.

Unfair dismissal or abandonment of the company at its initiative without cause for dismissal, before the member of

Management Report | Report by the board of directors related to the additional information to be included in the management report in accordance with article 116 bis of the securities market law

Annual Report 2009

Report on corporative governance

As established under mercantile legislation, attached as an appendix to the present Management Report and being a part of this, is the Annual Report on Corporate Governance.

Annual Report 2009

Management Report | Report on corporative governance

Information on stock the exchange,

treasury share portfolio and the principal shareholders
The year 2009 was marked for our company by the merger between Grupo Ferrovial S.A. and Cintra S.A., the last day of quotation for both companies being 3 December. The company resulting from the merger, Ferrovial S.A., began to quote on 7 December. Ferrovial closed the year 2009 at 8.23 euros per share, with a revaluation of +68.0% (pro forma evolution*). Until mid-March Ferrovial evolved in equal terms as the market accumulating significant cuts (-18%). From that time onwards the trend changed, which led to obtaining a revaluation of 115% from the minimums of March, with the annual revaluation of Ferrovial surpassing all the indices of reference (IBEX +29.8%, Construction Sector + 18%). In the months of June and July two very important milestones in the year occurred, the corporate refinancing agreement and the approval of the merger agreement with Cintra, through an exchange formula of 4x1. the solution of these uncertainties led to important revaluations of the quotation. At the beginning of the fourth quarter the share grew in an especially positive manner after knowing in general terms the new regulatory framework for BAA and the confirmation of the classification of its debt. The quotation closed the year with increases after the partial sale agreement of Chilean motorways was known and after the issue of bonds by BAA in the closing weeks of December. The IBEX closed 2009 with a revaluation of +29.8%, reaching 11,940.0 points, in the best year since 2006. The Spanish selective evolved better than the majority of the worlds principal indices. The stock market evolution in 2009 was split into two periods, up to March the Ibex-35 lost -27%, and from minimums until the close of the year the Index re-valued by +79%, to close the year with a revaluation of around +30%. In the first half of the year the fears of a worsening of the crisis gained way, with negative employments figures and the downward revision of economic growth and company results. March was an changing point, and the approval of stimulus measures, aid to the financial sector and the lowering of interest rates drove variable rate securities. The Spanish stock Exchange was driven by the financial sector, +47.3%, especially by the securities with a high weighting in the index, such as SCH and BBVA. The sector that showed the worst growth was energy with fall -2.7%. The securities with the greatest capitalisation showed a far better behaviour than those with midsized or small capitalisation (Ibex-35 +29.8%, Ibex-Medium Caps +13.8% and Ibex-Small Caps +17.5%), probable because of higher internationalisation and exposure to the emerging markets. On the macro economic level, in 2009 the budget imbalance generated by the States stands out, because of the economic deterioration and the extraordinary expenses that the stimulus measures caused, increased the sovereign debt issued in a very significant manner. *Note: the revaluation referred to a series of quotations on the Grupo Ferrovial, adjusting the historic data in line with the merger exchange of de 4x1: Close of Ferrovial S.A. 30/12/09 8.23 Close of Grupo Ferrovial S.A. 30/12/2008 19.58/4 = 4.9

Evolution of Ferrovial, Ibex-35 and Sectorial Index - Histric

1999
FER IBEX Sector -37% 18% -26%

2000
-6% -22% -7%

2001
45% -8% 26%

2002
23% -28% 4%

2003
15% 28% 25%

2004
42% 17% 27%

2005
49% 18% 54%

2006
26% 32% 61%

2007
-35% 7% -10%

2008
-59% -39% -48%

2009
68% 30% 18%

1999-2009
43% 19% 96%

* Ferrovial 1999 desde salida a bolsa 5/5/1999

The historic data 99-08 correspond to a historic series of Grupo Ferrovial. The evolution for 2009 and 99-09 proforma of Grupo Ferrovial adjusted to the merger share exchange 4x1.

Management Report | Information on stock the exchange, treasury share portfolio and the principal shareholders

Annual Report 2009

Evolution of share price and effective

Evolucin Ferrovial, Ibex-35 e ndice Sectorial en 2009

/share

/accin 9 9 8 8 7 7 6 6 5 5 4

Effective Volume Price

Mn 140 120 100 80

70% 50% 30% 10%

Sector Ibex-35 Ferrovial

60 40 20 0

-10% -30% dic-08 ene-09 mar-09 abr-09 may-09 jun-09 jul-09 ago-09 sep-09 oct-09 nov-09 dic-09

The evolution for 2009 of Grupo Ferrovial adjusted to the merger share exchange 4x1.

Cash daily average- euros

Capitalisation euros
10,373
32.1 31.9 29.5

8,205

23.6 21.2 15.2 15.0 12.1 20.3 17.9 14.3 18.9

21.0
3,897 2,762 2,047 1,908 3,387

6,750 5,515 6,033

2,746

January

June

July

February

August

March

April

May

September

October

November

Data on the effective volume corresponding to series of Grupo Ferrovial.

Stock Exchange data (in euros) Histrico Ferrovial

Close Maximum Minimum Weighted average Shares traded in year (million euros) N of shares traded (year) Average daily volume (million euros) Rotation of capital Capitalisation (million euros) N shares in shares capital Nominal value of the share Gross dividend per share* Stock exchane ratios Net profit per share (NPS)* Book value per share Price / book value PER (quotation / NPS)* Total profitabiklity for shareholder (%) 70.17% -55.15% -0.16 0.62 13.25 -6.04 26.32 0.74 5.23 48.82 0.99 9.20 -33.37% 10.16 47.50 1.56 7.28 28.12% 2.96 21.57 2.71 19.73 51.07% 3.78 17.95 2.19 10.40 44.50% 3.97 16.06 2.45 9.90 44.50% 2.43 12.5 2.22 11.44 17.50% 3.25 10.66 2.27 7.43 26.10% 1.56 8.54 2.31 12.62 47.80% 1.14 7.48 1.82 11.93 -3.60% 5,331.8
841,837,841

2009
8.23 8.78 3.82

2008
19.58 57.45 17.65 37.41 11,245.8
290,632,495

December

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2009

2007
48.12 82.95 47.90 68.35 16,695.9
248,787,946

2006
73.95 78.35 51.20 64.00 12,177.1
190,274,573

2005
58.50 71.45 39.07 52.15 7,038.6
134,968,415

2004 NIIF
39.32 39.8 27.6 34.02 4,307.48
126,599,317

2004
39.32 39.8 27.6 34.02 4,307.48
126,599,317

2003
27.78 28.29 21.91 24.62 3,007.60
122,158,971

2002
24.15 28.95 19.7 24.7 2,539.49
102,641,026

2001
19.69 22 13.53 18.58 1,587.50
85,425,146

10.2 73% 3,387

140,264,743

6.3 61% 2,762

140,264,743

4.6 57% 1,908

140,264,743

0.20 euros 0.40**

1 euro 2.00

1 euro 1.15

1 euro 1.00

1 euro 0.90

1 euro 0.82

1 euro 0.60

1 euro 0.67

1 euro 0.41

1 euro 0.28

* These figures have been significantly affected in 2002, 2003, 2004, 2006, 2007 and 2008 by extraordinary results. ** As this Annual Report went to press, the complementary dividend of 0.30 was still pending approval at the General Shareholders Meeting.

Annual Report 2009

Management Report | Information on stock the exchange, treasury share portfolio and the principal shareholders

As can be seen in the following table the amount of the dividends paid by the Group increased considerable from the time the Grupo Ferrovial was quoted on the stock Exchange in 1999.
Dividend per share

Indices in which Ferrovial is included (Source: Bloomberg): IBEX-35 IGBM SPAIN MA BSC MAT BLOOMBERG EUROPEAN 500 BE500 CONST & ENGIN DJ EURO STOXX DJES Cns&Mat DJ STOXX 600 DJS Cns&Mat BBG EUROPE 500 SECTORS BBG EUROPE INDUSTRIALS S&P EURO PLUS S&P EURO S&P EURO INDUSTRIALS FTSEUROFIRST 300 SCTR BBG WORLD BBG WORLD COMMER SER BBG EMEA WORLD BBG EMEA COMM SERVS S&P EUR 350 CAP GOODS S&P EUROPE 350 S&P EU 350 INDUST BBG WORLD LEVEL1 BBG WRLD CON NON CYC BBG EMEA WORLD LVL 1 BBG EMEA CONS NON CYC DJES Small DJS Small 200 S&P GLOBAL 1200 GLOBAL 1200 INDUSTRL FTSEUROFIRST 300 SECTOR WT INTL MIDCAP DVD IOPV WT EUROPE DIVIDEND IOPV WT DEFA FUND IOPV WT Intl Industrial IIV S&P Developed Ex-US BMI S&P Dev ex US SC DJ SPAIN TITANS 30 DJS Opt Cns&Mt Bloomberg ESG Coverage Bloomberg ESG Processed Corporate Social Responsibility Indices DJSI Dow Jones Sustainability World Index DJSI Dow Jones Sustainability Stoxx Index FTSE4Good Europe Index FTSE4Good Global Index FTSE 4 Good IBEX - Espaa - Sostenibilidad Ethibel ASPI Eurozone

2.0

1.2 0.9 0.8 0.7 0.4 0.6 0.4**

0.3

1.0

0.2

0.3

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2009

On 31 December 2009 the company resulting from the merger between Grupo Ferrovial and Cintra, Ferrovial S.A., paid a dividend on account of 0.10/accin.
** As this Annual Report went to press, the complementary dividend of 0.30 was still pending approval at the General Shareholders Meeting.

Treasury share portfolio The situation of this portfolio as at 31 December was as follows:

2009
N of shares % of capital Book cost Cost per share 0 0.00%

2008
1,527,374 1.09% 72,735 thousand 47.62

2007
300,000 0.21% 22,243 thousand 74.14

The historic treasury share portfolio data correspond to Grupo Ferrovial. Shareholders (*) (*) Source: CNMV Thousands of shares
Shareholder
Portman Baela SL Rafael del Pino y Calvo-Sotelo Santiago Bergareche Busquets Jos Fernando Snchez-Junco Mans Santiago Eguidazu Mayor Joaqun Ayuso Garca Juan Arena de la Mora Jaime Carvajal Urquijo Gabriele Burgio Mara del Pino y Calvo-Sotelo Santiago Fernandez Valbuena igo Meirs Amusco

Country
Spain Spain Spain Spain Spain Spain Spain Spain Spain Spain Spain Spain

N shares
327,194 9,179 2,447 160 123 88 79 63 35 11 7 6

% Capital
44.607% 1.251% 0.334% 0.022% 0.017% 0.012% 0.011% 0.009% 0.005% 0.002% 0.001% 0.001%

Management Report | Information on stock the exchange, treasury share portfolio and the principal shareholders

Annual Report 2009

Consolidated Financial Statements

Photo: Iruea dam, Santander. Spain.

Annual Report 2009

Consolidated Financial Statements | Consolidated statement of financial position

Annual Report 2009

Consolidated statement of financial position

Assets Note 2009 2008 1/1/08
Non-current assets Goodwill Intangible assets (1) Investments in infrastructure projects Investment property Property, plant and equipment (1) Investments in companies carried by the equity method Non-current financial assets Accounts receivable from infrastructure projects and other Available-for-sale financial assets Restricted cash and other non-current investments Other receivables Pension surplus Deferred tax assets Derivative financial instruments at fair value Assets classified as held for sale Current assets Inventories Trade and other receivables Trade receivables for sales and services Other receivables Current deferred tax assets Provisions Cash and cash equivalents Infrastructure project companies Restricted cash Other cash and cash equivalents Other companies Total assets 20 13 14 18 23 11 12 8 9 10 5 6 7 36,076 6,952 45 24,309 77 671 317 1,218 125 33 554 506 22 1,604 861 1,802 6,232 490 3,262 2,982 547 22 -290 2,480 1,050 351 699 1,430 44,110 32,795 5,400 63 22,305 92 657 336 867 155 4 290 418 76 1,859 1,139 4,278 6,753 500 3,751 3,390 578 25 -242 2,502 892 204 689 1,610 43,826 40,184 7,242 160 29,408 0 749 390 793 40 67 275 411 227 966 248 816 6,564 490 4,086 3,615 505 138 -173 1,988 671 204 Million euro 467 1,317 47,565

Annual Report 2009

Consolidated Financial Statements | Consolidated statement of financial position

Liabilities and Equity

Note

2009

2008

1/1/08

Equity Capital and reserves attributable to the companys equity holders Minority interests Deferred income Non-current liabilities Pension provisions Other non-current provisions Borrowings Bonds and borrowings of infrastructure projects Bank borrowings of other companies Other liabilities Deferred tax assets Derivative financial instruments at fair value Liabilities classified as held for sale Current liabilities Borrowings Bonds and borrowings of infrastructure projects Bank borrowings of other companies Trade and other payables Trade accounts payable Current deferred tax liabilities Other nontrade payables Trade provisions Total Liabilities and Equity

4,557 2,987 1,570

3,962 1,756 2,206 253 29,068 131 708 22,413 19,741 2,672 118 3,379 2,319 3,163 7,380 1,552 845 707 5,376 4,417 167 792 452 43,826

6,896 3,960 2,936 266 32,867 72 412 28,458 25,529 2,929 141 3,119 664 83 7,453 1,139 843 295 5,804 4,585 304 916 510 Million euro 47,565

457 29,661

18 19 20

503 746 23,368 21,115 2,253

21 23 11 12

136 3,364 1,544 1,647 7,789

1,938 1,541 397

5,332 4,229 216 888

519 44,110

Intangible assets, property, plant and equipment and investment property used in infrastructure projects are included in the item Investments in infrastructure projects. Notes 1 through 39 form part of the Consolidated Financial Statements at 31 December 2009.

Consolidated Financial Statements | Consolidated statement of financial position

Annual Report 2009

Consolidated income statements

2009
Note
Sales Other operating revenue Total operating revenue Materials consumed Other external expenses Staff expenses Change in trade provisions Other operating expenses Total operating expenses Gross operating income Fixed-asset depreciation charge Operating profit before impairment and fixed asset disposals Impairment and disposals of fixed assets Operating results Financial income form infrastructure projects Financial expenses of infrastructure projects Results from derivative financial instruments and other fair value adjustments Financial results of infrastructure projects Financial income of other companies Financial expenses of other companies Results from derivative financial instruments and other fair value adjustments Financial results of other companies Financial results Share in profits of subsidiaries carried by equity method Consolidated profit before income tax Corporate income tax Consolidated results from continuing operations Net results from discontinued operations Consolidated profit/(loss) for the year Results for the year attributed to minority interests Results for the year attributed to the parent company 30 23 29 28 27 26

2008
Before fair value adjustments
13,146 20 13,165 1,702 1,987 3,680 112 3,128 10,609 2,556 1,132 1,425 437 1,861 44 -1,629 0 -1,585 226 -343 0 -117 -1,702 59 218 -1,395 -1,177 0 -1,177 682 -495

Before fair value adjustments

12,095 30 12,126 1,405 1,645 3,410 185 2,938 9,583 2,543 1,009 1,534 -620 914 27 -1,415 0 -1,388 122 -226 0 -103 -1,491 70 -507 94 -413 0 -413 346 -67

Fair value adjustments (*)

0 0 0 0 0 0 1 2 3 -3 0 -3 -90 -93 0 0 -148 -148 0 0 98 98 -50 16 -127 41 -86 0 -86 61 -25

Total 2009
12,095 30 12,126 1,405 1,645 3,410 187 2,939 9,586 2,540 1,009 1,531 -710 820 27 -1,415 -148 -1,536 122 -226 98 -5 -1,541 86 -635 135 -499 0 -499 407 -92

Fair value adjustments (*)

0 0 0 0 0 0 0 11 11 -11 0 -11 -17 -29 0 -26 -185 -210 0 0 -223 -223 -433 -106 -567 133 -435 0 -435 118 -317

Total 2008
13,146 20 13,165 1,702 1,987 3,680 112 3,139 10,620 2,545 1,132 1,413 419 1,833 44 -1,655 -185 -1,795 226 -343 -223 -340 -2,135 -47 -349 -1,263 -1,612 0 -1,612 800 -812

Basic Diluted

-0,16 -0,16

-1.46 -1.46

-1,46 -1,46

(*) Relates to results arising from changes in the fair value of derivatives, other financial assets and liabilities, and investment property impairment (see Note 25).

Annual Report 2009

Consolidated Financial Statements | Consolidated income statements

Million euro

Net earnings per share attributed to the parent company

Consolidated statement of comprehensive income

Note
Recognised income and expense before taxes Hedging instruments Other companies Held for sale Companies carried by equity method Defined benefit plans Other companies Companies carried by equity method Translation Difference Other companies Held for sale Companies carried by equity method Taxes Net income/expense recognised directly in equity Attributed to the parent company Attributed to minority interests Consolidated profit/(loss) for the year Attributed to the parent company Attributed to minority interests Total income and expense recognised for the year Attributed to the parent company Attributed to minority interests 18 11 690 698 -67 59 -544 -501 -43 207 213 -28 22 -348 6 138 -132 -499 -92 -407 -493 46 -539 -1,233 -1,302 81 -12 -218 -238 19 -1,072 -686 -357 -29 853 -1,670 -977 -693 -1,612 -812 -800 Million euro -3,282 -1,789 -1,493

2009

2008

Consolidated Financial Statements | Consolidated statement of comprehensive income

Annual Report 2009

Consolidated statement of changes in equity

2009
Share capital
Balance at 01.01.2009 Changes in accounting policies Restated balance at 01.01.2009 Consolidated profit/(loss) for the year Income/expense recognised directly in equity Transactions with owners Dividends paid Capital increases/reductions Merger impact Other movements Balance at 31.12.09 7 0 147 3,022 2,829 72 23 -1,028 846 -1,464 1,443 23 2,987 7 2,829 72 138 -1,746 -281 140 193 -72 140

Share premium
193

Treasury shares
-72

Other reserves
-1,342 152 -1,190

Accumulated profit/ (loss)

2,658 26 2,684 -92

Attributed to equity holders

1,578 178 1,756 -92 138 1,162 -281

Attributed to minority interests

2,113 93 2,206 -407 -132 -96 -103 166 -160 -1 1,570

Total equity
3,691 271 3,962 -499 6 1,065 -384 166 Million euro Million euro 1,283 23 4,557

2008
Share capital
Balance at 01.01.08 Changes in accounting policies Restated balance at 01.01.08 Consolidated profit/(loss) for the year Income/expense recognised directly in equity Transactions with owners Dividends paid Capital increases/reductions Change in treasury shares Changes in consolidation Change in accounting policy Other movements Balance at 31.12.08 0 140 193 -72 -107 0 -1,190 0 -37 2,684 -108 -37 1,756 -50 -42 -92 -50 -977 -42 -178 -178 140 193 -21 140

Share premium
193

Treasury shares
-21

Other reserves
-112 48 -64

Accumulated profit/ (loss)

3,712

Attributed to equity holders

3,912 48

Attributed to minority interests

2,936 0 2,936 -800 -693 198 -70 294 -27 600 -48 13 2,206

Total equity
6,848 48 6,896 -1,612 -1,670 -72 -248 294 -119 600 -156 -25 3,962

3,712 -812

3,960 -812 -977 -271 -178

Notes 1 through 39 form part of the Consolidated Financial Statements at 31 December 2009.

Annual Report 2009

Consolidated Financial Statements | Consolidated statement of changes in equity

Consolidated cash-flow statement

Note 2009 2008
Income for the year attributed to the parent company Adjustments to results Minority interests Depreciation, amortisation and provisions Results of equity-consolidated companies Results from financing Tax Impairment and disposals of fixed assets Income tax payment Change in receivables, payables and other Dividends from infrastructure project companies Cash flows from discontinued operations Cash flows from operating activities Investment in property, plant and equipment and intangible assets Infrastructure investment projects Non-current financial assets Divestment infrastructure projects Divestment financial assets Interest received Net cash flows from investing activities of discontinued operations Cash flows from investing activities Cash flows before financing activities Proceeds from capital and minority interest Payment of dividends to parent company Payment of minority interest dividends to associates Other movements in shareholders equity Cash flows from shareholders and minority interest Interest paid Increase in bank borrowings Decrease in bank borrowings Cash flows from financing activities of discontinued operations Cash flows from financing activities Change in cash and cash equivalents Opening cash and cash equivalents (*) Closing cash and cash equivalents (*) Impact of exchange rates on cash and cash equivalents 32 20 -2,757 -76 2,620 2,620 -76 -482 637 1,988 2,620 5 Million euro -211 -1,518 5,434 -6,463 31 -2,547 11,708 -9,674 32 147 2,681 178 -284 -105 -1,364 1,119 267 -179 -57 32 2,534 -205 -1,549 -366 1,582 524 161 2,484 -450 -1,996 -99 821 215 144 -92 2,816 -407 1,196 -86 1,538 -135 710 -49 -152 10 -812 3,493 -800 1,244 47 2,158 1,263 -419 -26 -199 28

(*) Cash and equivalents includes short-term restricted cash and Cash and cash equivalents relating to held-for-sale assets (118 million euro in 2008 and 140 million euro in 2009). Notes 1 through 39 form part of the Consolidated Financial Statements at 31 December 2009.

Consolidated Financial Statements | Consolidated cash-flow statement

Annual Report 2009

Notes to the consolidated financial statements for 2009

1. Companys activities and consolidation scope
1.1 Activities The consolidated Ferrovial Group (hereinafter Ferrovial) comprises the parent company Ferrovial, S.A. and its subsidiaries, which are detailed in Exhibit I. Its registered office is at calle Prncipe de Vergara 135, Madrid. Through these companies, Ferrovial engages in the following lines of business, which are its primary reporting segments under IAS 14.

Services. This division is headed by Ferrovial Servicios, S.A. and is divided into the following activities: a) Repair and maintenance of infrastructures, buildings and facilities (through Amey, Plc and Tube Lines, Ltd in the UK, and Ferroser Infraestructuras, S.A. and Ferrovial Servicios, S.A. in Spain); b) Municipal services and waste treatment (basically through Cespa, S.A.); and c) Airport handling (through the Swissport Group).

In addition to the description of Ferrovials activities, it is important to note, for the purpose of understanding these financial statements, which a significant part of the business carried out by the Toll roads, Airports and Services Divisions consists of infrastructure project development. These projects are conducted under long-term contracts where the concession holder, in which the Group generally participates together with other partners, finances the construction or rehabilitation of public infrastructures, or acquires the right to operate a pre-existing infrastructure, and subsequently operates and maintains the infrastructure, recovering the investment by collecting a toll or price regulated by a public entity (Toll roads and Infrastructure Divisions), or maintains the infrastructure and renders related services, in accordance with the requirements of the granting authority, and recovers the investment through fixed and variable payments based on the services rendered, the quality of these services and the availability of the asset for use (Services Division). In some cases, these contracts are subject to concession contracts and therefore have a limited term (basically in the toll road business); the assets revert to the administration when the contract expires. Unlike the toll road business, the majority of airport business licenses have an indefinite term. Airport contracts may be divided into regulated airports and unregulated airports.

Construction and execution of all types of public and private works in Spain and abroad, operating basically through Ferrovial Agroman, S.A., the company that heads this business division. The international business carried out in Poland through Budimex, S.A. and subsidiaries, the leading construction group in that market, which is listed on the Warsaw stock market and in which the Ferrovial Group holds a 59.06% interest, is notable, as is the business carried out in the United States (Texas) through the Webber Group, which is wholly owned by Ferrovial. Toll roads. This activity consists of developing, financing, executing and operating toll road projects through Cintra Infraestructuras, S.A., in which Ferrovial; S.A. holds a 100% direct interest. Airports. This activity consists of developing, financing and operating airports, basically through BAA plc, a British company that operates, through its investees, six airports in the United Kingdom and other airport assets; Ferrovial, S.A. indirectly holds 55.87% of BAA plc.

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

As regards regulated airports, although the indefinite nature of the projects distinguishes them from ordinary concession arrangement, the contracts are similar to concession contracts: - Prices are fixed by a regulator based on the yield from the assets directly used in airport operations. The value of the assets used to calculate the yield and determine the prices is referred to as the RAB (Regulated Assets Base) in the case of the UKs regulated airports. - The regulator stipulates the main operating criteria in connection with the assets. - The regulator also establishes the investment that must be made. - Even for residual value purposes, the fact that certain assets used in the business may be sold to third parties affects the calculation of the yield to be recognised by the regulator on the remaining assets. In the case of unregulated airports, the prices are not fixed by a regulator. One final point to be considered in relation to infrastructure projects is the fact that they are largely financed by means of specific debt, which is generally secured only by the projects own flows. Accordingly, and in order to clarify the Groups financial evolution, these financial statements present separately the impact of this type of projects on both non-financial assets (the caption Investments in infrastructure projects includes property, plant and equipment, intangible assets and investment properties allocated to these projects) and on non-current financial assets, debt and cash flows.

The integration of the businesses of Cintra and Ferrovial was completed through a merger, in the terms provided in Articles 22 et seq of the Structural Amendment Law. The planned merger was arranged specifically through the absorption of Ferrovial (the target) by Cintra (the acquiring company), with the extinguishment via dissolution without liquidation of the target and the transfer en bloc of all the assets and liabilities of the former to the latter which acquired all rights and obligations under universal succession. As a result of the merger, Ferrovials shareholders received Cintra shares in exchange. The merger exchange ratio, which was determined on the basis of the real value of the assets and liabilities of Cintra and Ferrovial, was, without any complementary cash compensation, as follows: four (4) Cintra shares, with a par value of twenty euro cents (0.20) each for each Ferrovial share with a par value of one euro (1) each. Said exchange ratio results from the valuation of the assets and liabilities of Cintra and Ferrovial. The chosen structure is therefore that of a reverse merger which is characterised by the subsidiarys absorption of the parent. Following the merger, the name Cintra, Concesiones de Infraestructuras de Transporte, S.A. changed to Ferrovial, S.A. and it therefore became the parent of the consolidated group. Although from an accounting viewpoint, at individual level in Ferrovial, S.A. the transactions of the targets were considered to have been performed on behalf of the acquiring companies as from 1 January 2009, at consolidated group level, it is considered that the date of integration of minority shareholders was the date on which the merger was approved by the General Meeting of 22 October. Additionally and as a preliminary step which is inextricably tied to the merger, on 28 July the respective Board of Directors of the companies involved, Ferrovial Infraestructuras, S.A., Aeropuerto de Belfast, S.A., Marjeshvan, S.L. and Lernamara, S.L. approved the merger by absorption by Grupo Ferrovial, S.A. All these companies were wholly owned, directly or indirectly, by Grupo Ferrovial SA. Therefore the special procedure envisaged in Article 49.1 of the Law was applicable to this merger of wholly-owned subsidiaries and there was no need to exchange shares in the targets for shares in Ferrovial. The transaction was also subject to the approval of the General Shareholders Meeting of Cintra S.A.

1.2 Merger The Boards of Directors of Grupo Ferrovial, S.A. and its subsidiary Cintra, Concesiones de Infraestructuras de Transporte, S.A. (in which Grupo Ferrovial, S.A. had a 66.88% interest) agreed, in both cases, unanimously, on 29 and 28 July 2009, respectively, the Shared Project for the Merger of both companies in order to form an integrated infrastructure management company.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

Cintra S.A. formed a subsidiary for its business assets consisting basically of the shareholdings which it held in the concessionaires through which it conducted its infrastructure concession business, except for the car park business that was sold in 2009 and the Greek toll roads, where the formation of a subsidiary is pending authorisation by the pertinent concession authority through the segregation and transfer en bloc in favour of a vehicle fully owned by Cintra S.A., named Cintra Infraestructuras, S.A.U. The main impact that the merger has had on the consolidated group has been the inclusion of Cintras minority shareholders in the assets of the parent. This operation is therefore considered a successive purchase of 33% of the shareholding in a company over which control was already held, generating goodwill (see note 5) for the difference between carrying value and fair value, on the basis of the accounting policy governing business combinations indicated in note 2.3.9. In order to calculate fair value, the price of Cintras shares at the date of approval of the merger by the General Shareholders Meeting has been taken into account. The resulting share capital in the consolidated group is that which previously pertained to Cintra Concesiones de Infraestructuras de Transporte, S.A. (subsequently named Ferrovial, S.A.) and amounts to 147 million euro. Comparability: Since the information concerning the consolidated group is consistent from an economic viewpoint, the comparative information used in these notes relates to that in the consolidated financial statements of Grupo Ferrovial, S.A. and subsidiaries for 2008. 1.3 Other changes in the consolidation scope The main changes in the consolidation scope during the year are as follows:

In June this year, as leader of the Consortium presenting the project, Cintra (with a share of 57.25%) signed an agreement with the Texas Transport Department for the construction, maintenance and operation of 21.4 kilometres of Manager Lanes on the North Tarrant Express toll road, located in Texas, USA. Construction is expected to commence at the end of 2010 and be completed in 2015. In addition, another consortium led by Cintra signed the IH-635 Managed Lanes project (LBJ Express project) with the Texas Transport Department for the reconstruction, operation and maintenance of the existing lanes of the IH-635 toll-free highway, as well as the construction of new toll lanes on the IH-635 and I-35E roads.

2. Summary of the main accounting policies

2.1 Basis of presentation The consolidated financial information presented in these financial statements has been prepared under the International Financial Reporting Standards adopted by the European Union (IFRS EU), at the year end. In general, the historical cost method has been applied, with the exception of items in respect of which IFRS EU specifically impose a different measurement method. Existing temporary joint ventures (UTEs) have been consolidated using the proportionate method. These are the same methods applied in 2008. Restatement and changes to accounting methods: With effect as from 1 January 2009, the decision was taken to change the method for consolidating jointly controlled entities to the equity method from the proportionate method that had previously been applied, as commented in Note 2.2.b. For this reason, and under IAS 1, the Statement of Financial Position shows the restated figures for the previous period and for the start of the first comparative period, to ensure comparability. The most significant impact at the transition date (1 January 2008) is a total decrease in assets in the amount of 4,094 million euro, of which 2,368 million euro relates to the Services Division, 1,429 million euro to the Toll Roads Division, 280 million euro to the Airports Division and 17 million euro to the Construction Division. There was no impact on equity.

Airports business: In December 2009 Gatwick Airport, which was recorded as a noncurrent asset held for sale in the 2008 financial statements, was sold for GBP 1,500 million (around 1,646 million euro). Of this figure, GBP 1,445 million was received in cash and a further GBP 55 million will be paid on the basis of certain operational and financial parameters.
Toll road business: In July, Cintra completed the sale of all of its holding in its subsidiary Cintra Aparcamientos, S.A. (Cintra Aparcamientos), which represented 99.92% of its capital. The total amount of the transaction, including debt, was 451 million euro, which has entailed a cash inflow of 400 million euro.

100

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

The main effects of the restatement at December 2008 are analysed below:

Impacts on income statement 2008

Operating Profit
-24 0 -9 -12 -45 -52 -3 0 -55 -26 -26 -2 -128

Impacts on statement of financial Position 2008

FFPP Soc. Dom.
167 11 0 0 178 0 0 0 0 0 0 0 178

Revenue
ITR Concession Company Central Greece Motorway Autopista Trados 45 Nea Odos Total Toll Roads Tube Lines Mant.y Explot.M-30 Grupo Cespa Total Services APP Total Airports Other Total Grupo Ferrovial -53 0 -13 -19 -85 -784 -14 -32 -830 -27 -27 -38 -980

Assets
-1,848 -93 -78 -37 -2,056 -1,952 -159 -34 -2,145 -149 -149 -24 -4,374

FFPP Soc. Externos

83 12 0 0 95 0 0 -1 -1 0 0 -1 93 Million euro

In 2009, for the sake of consistency with the official format of the National Securities Market Commission, the decision was taken to include in operating results, on a line named impairment and disposals of non-current assets, the results of the sale and disposal of non-current assets that were previously presented on the line Other profit and loss. The format for the comparative period has been restated accordingly. Additionally, the income statement included in the 2008 consolidated financial statements showed the effect of recognising the abolition of Industrial Building Allowances in the United Kingdom (see Note 25 of the 2008 financial statements). Bearing in mind that this effect is not applicable in the current year, it is not presented and the format of the income statement for the comparative period has been restated for presentation purposes. Changes to accounting standards: New accounting standards (IFRS/IAS) and interpretations (IFRIC) have been approved and published and are expected to enter into force in the financial years commencing 1 January 2010 or after that date. Ferrovial management is evaluating the potential impact of these standards and interpretations, which is not expected to be relevant. The main changes to accounting regulations that could be applicable to Ferrovial are described below:

As a result of the merger, Grupo Ferrovials shareholders received shares of Cintra based on an exchange ratio of four Cintra shares to one Grupo Ferrovial share. The company resulting from the merger, named Ferrovial S.A., maintained Cintras share capital, which was increased by the necessary amount to exchange Grupo Ferrovials shares, entailing a total share capital of 147 million euro (see Note 16). For comparability, in order to calculate earnings per share (Note 31), the average number of shares for 2008 and the share capital of Grupo Ferrovial S.A (groups parent at that date) have been restated based on the above-mentioned share exchange ratio. Similarly, for 2009, as the merger took place for consolidated purposes on 31 October, outstanding shares relating to 10 months of Grupo Ferrovial S.A.s share capital and two months of Ferrovial S.A.s share capital have been weighted. As a result of the application of IFRIC 14-IAS 19, The limit on a defined benefit asset, minimum funding requirements and their interaction, which affects certain defined benefit pension plans of the Swissport Group, the relevant accounting figures have been restated (see a breakdown in Note 18 on pension provisions and surplus). For this reason, the Consolidated Statement of Comprehensive Income recognises an increase of 48 million euro in the amount recognised directly in equity for pension plans in December 2007. This has no effect on the 2008 figures.

Standards, amendments and interpretations that came into force in 2009 or have been adopted early by the group and have an impact on these consolidated financial statements. - IAS 1 (revised) Presentation of financial statements (in force as from 1 January 2009). The basic changes relate to the definitions of the financial statements, the name of the balance sheet having been changed to Statement of Financial Position. The name of the statement of recognised income and expense has been changed to Statement of Comprehensive Income and an additional financial statement has been added, the Statement of Changes in Equity (although IAS 1 provides the option to present these last two statements in a single statement, Ferrovial has chosen to present them separately). Additionally, transactions with owners must be presented separately in the Statement of Changes in Equity. This change only affects presentation and therefore has no impact on earnings per share. - IFRS 7 (amendment) Financial instruments: Disclosures (in force as from 1 January 2009). This amendment requires more extensive breakdowns of fair value measurements and liquidity risk. Specifically, fair value measurements must be broken down based on a hierarchical order of fair value parameters. As this accounting policy change only entails additional breakdowns, there is no impact on earnings per

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

101

share. No comparative information is required in the first period in which this amendment is applied. - IFRIC 13, Customer loyalty programmes (in force as from 1 July 2008). IFRIC 13 clarifies that in cases in which goods or services are provided together with a loyalty incentive (e.g. loyalty points or free products), the agreement is deemed to be a multiple-element contract and the amount received or receivable from the customer must be allocated among the components using their fair value. The Group has applied IFRIC 13 retroactively as from 1 January 2009 and the 2008 information has been restated accordingly. - IFRIC 14, The limit on a defined benefit asset, minimum funding requirements and their interaction. This stipulates when reimbursements or reductions in futures contributions under IAS 19 must be deemed available, how the obligation to maintain minimum funding could affect the availability of reductions in future contributions and when the minimum funding requirement may generate a liability. The impact of the adoption of this standard on the group is addressed in Note 2.1.a.

approach whereby segment information is presented on the same basis used for internal purposes. Additionally, the presentation of the information has been brought into line with internal information prepared and supplied to the decision-taking bodies. - IAS 23 (amendment) Borrowing costs (in force as from 1 January 2009). With respect to borrowings costs relating to qualifying assets for which the starting date for capitalisation is after 1 January 2009, the Group capitalises, as part of the assets cost, borrowing costs that are directly attributable to the acquisition, construction or production of the asset. The Group already recognised borrowing costs in this way before this standard came into force. - IFRS 2 (amendment) Share-based payments (in force as from 1 January 2009). This amendment addresses the conditions for the irrevocability of rights granted and cancellations. It clarifies that only debt service and return conditions may be treated as grant conditions. Other features of share-based payments are not deemed to be grant conditions but must be included in the fair value calculation at the grant date in transactions with employees and third parties providing similar services, such that they have no effect on the number of awards that are expected to vest or on subsequent measurement at the grant date. All cancellations, whether by the entity or by third parties, must be afforded the same accounting treatment. The group and the company have adopted the amendment to IFRS 2 as from 1 January 2009. This amendment did not have a significant effect on the financial statements of the company or the group. - IAS 32 (amendment) Financial instruments: Presentation and IAS 1 (amendment) Presentation of financial statements Puttable financial instruments and obligations arising on liquidation (in force as from 1 January 2009). These amendments require entities to reclassify redeemable financial instruments and instruments (or components of instruments) that carry the obligation for the entity to hand over to a third party a fraction of its net assets in the event of liquidation as equity, provided the instrument has certain characteristics and fulfils certain conditions. The group has applied IAS 32 and IAS 1 (amended) as from 1 January 2009, although it did not have any effect on the financial statements.

Standards that will be applicable in 2010 and will affect the group on first-time adoption: - IFRIC 12 Service concession arrangements, which is mandatory in financial years commencing as from 1 January 2010. According to this standard, contracts may be classified into two types: intangible assets and financial assets (a mixed contract could also exist). In Ferrovials case, the majority relate to intangible assets. Ferrovial has analysed the possible impact of this standard on the group. The impact will not be significant in the case of intangible assets. As regards financial assets, the most significant impact relates to the toll road Autopista Terrasa Manresa. The estimated impact of the application of this standard is an increase of 160 million euro in equity and of 19 million euro in net results for 2010.

Other standards: - IFRS 8 Operating segments (in force as from 1 January 2009). IAS 14 is replaced by IFRS 8, which brings segment reporting requirements into line with the US standard SFAS 131 Disclosures about segments of an enterprise and related information. The new standard requires a management

102

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

- IFRS 1 (amendment) First-time adoption of IFRS and IAS 27 Consolidated and separate financial statements (in force as from 1 January 2009). The amended standard allows first-time adopters to use the fair value or carrying amount obtained by applying the previous accounting principles as the attributed cost of investments in subsidiaries, joint ventures and associates in the separate financial statements. The amendment also eliminates from IAS 27 the definition of the cost method, replacing it with the requirement to present dividends as revenue in the investors separate financial statements. The Group has applied IFRS 1 (amended) as from 1 January 2009, the date of the group subsidiaries transition to IFRS. This amendment did not affect the groups financial statements. - IFRIC 9 (amendment) Reassessment of embedded derivatives and IAS 39 (amendment) Financial instruments: Recognition and measurement (in force for all financial years commencing as from 30 June 2009). This amendment stipulates that the entity must analyse whether an embedded derivative must be separated from the host contract when a hybrid financial asset is reclassified out of the fair value through profit or loss category. This evaluation must be performed based on the circumstances at the most recent of the following dates: (a) date on which the entity becomes party to the contract for the first time; and (b) date of a change in the terms of the contract that significantly affects the cash flows that would arise under the contract. The group has applied the amendments to IFRIC 9 as from 1 January 2009, without any material effect on the groups financial statements. - IFRIC 16 Hedges of a net investment in a foreign operation (in force as from 1 October 2008). This interpretation clarifies the accounting treatment of a hedge of a net investment, including the fact that the hedge of the net investment refers to differences affecting the functional currency and not the presentation currency, and that the hedging instrument may be held in any part of the Group. The requirement of IAS 21 The effect of changes in foreign exchange rates is applicable to the hedged item. The group has applied IFRIC 16 as from 1 January 2009, without any material effect on the groups financial statements. - IFRIC 17 Distributions of non-cash assets to owners (in force as from 1 July 2009).

This interpretation forms part of the IASBs annual improvement project published in April 2009. It provides guidelines for the recognition of agreements whereby an entity distributes non-cash assets to its owners, either as reserves or as dividends. IFRS 5 has also been amended to stipulate that assets may only be classified as held for distribution if they are available for distribution in their current condition and provided distribution is highly probable. The group and the company will apply IFRIC 17 prospectively as from 1 January 2010. It is not expected to have a material impact on the financial statements of the group or the company. - IFRIC 18 Transfers of assets from customers (in force for financial years commencing as from 1 July 2009). This interpretation provides guidelines on how to account for property, plant and equipment received from customers, or for cash received and used to acquire or build specific assets. This interpretation applies only to assets that are used to connect the customer to a network or to provide the customer with permanent access to goods or services, or both. This interpretation must be applied retroactively. It is not expected to have a material impact on the financial statements of the group or the company. - IAS 27 (revised) Consolidated and separate financial statements (in force as from 1 July 2009). The revised standard states that the effects of all transactions with minority interests must be recognised in equity if there is no change of control, such that these transactions no longer give rise to goodwill, losses or profits. The standard also stipulates the accounting treatment to be afforded when control is lost. Any residual interest held in the entity is remeasured at fair value and a profit or loss is recognised in the income statement. The Group will apply IAS 27 (revised) prospectively to all transactions with minority interests as from 1 January 2010. - IFRS 3 (revised) Business combinations (in force as from 1 July 2009). The revised standard maintains the acquisition method for business combinations, although it brings in significant changes. For example, all payments for the acquisition of a business are recognised at fair value at the acquisition date and contingent payments classified as liabilities are measured at each closing date at their fair value, taking changes to the income statement. An accounting policy option is introduced,

Buildings and other structures Machinery plant and tools Furniture and fixtures Transport equipment Other tangible fixed assets 10-50 2-25 2-15 3-20 2-20

(1) Concession period of 50 years as from completion of the construction work, estimated at five years. (2) Concession period of the shorter of 50 years of operation or 52 years as from the contract date. (3) The main Spanish toll road concessions are Autopista del Sol, Autopista TerrasaManresa, Autopista Madrid Sur and Autopista Madrid-Levante

Investment property This caption includes the net values of land, buildings and other structures that fulfil the requirements of IAS 40. Investment property is carried at acquisition cost less accumulated depreciation and impairment losses. The Group does not apply the fair value measurement option provided by IAS 40. The Group companies depreciate investment property on a straight-line basis over the estimated useful life of the property (between 5 and 50 years). The subgroup holding investment properties is BAA. As all this subgroups non-current assets are recognised in Infrastructure project assets; the relevant note contains a breakdown of the assets classified as investment property.

Aeropuertos:
Airport
Heathrow Stansted Edinburgh Glasgow Aberdeen Southampton Naples Antofagasta

Type of regulation
Regulated Regulated Unregulated Unregulated Unregulated Unregulated Unregulated Unregulated

Licence duration
Indefinite Indefinite Indefinite Indefinite Indefinite Indefinite 1997-2037 2000-2010

106

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Impairment losses In the case of goodwill and intangible assets with an indefinite useful lives, or those that are not operational for some reason, the Group tests for impairment annually. In the case of assets that are being depreciated, at each account close the Group tests for impairment losses that give rise to the write-down of assets. Should evidence of impairment be detected, the assets recoverable value is calculated in order to identify the scope of the impairment loss in the event that the recoverable value is lower than the assets carrying amount, recording the effect in the income statement. Impairment losses must be assessed for each individual asset. If this is not possible, the impairment loss is determined for the smallest identifiable group of assets that generates cash flows independent of flows from other assets (cash-generating units). The recoverable amount is the higher of the fair value less costs of sale and value in use. Value in use is calculated on the basis of estimated future cash flows discounted at a rate that reflects the present market value, taking into account the value of money and specific risks associated with the asset. Where an impairment loss is subsequently reversed, the carrying amount of the asset is increased subject to the maximum limit of the original amount at which the asset was carried before the impairment was recognised. Goodwill impairment losses are irreversible. Leases Leases are classified as finance leases provided their conditions substantially transfer the risks and rewards of ownership to the Group, which generally has the option of acquiring the asset at the end of the lease in accordance with the terms agreed when the contract is concluded. All other leases are classified as operating leases. The Group recognises finance leases as assets and liabilities in the balance sheet, at lease inception, at the lower of the market value of the leased asset and the present value of the minimum lease instalments. The interest rate agreed in the lease agreement is applied to calculate the present value of lease instalments. The cost of the assets acquired under finance leases is presented in the accompanying balance sheet in accordance with the nature of the leased asset. When the Group acts as the lessee in an operating lease, lease costs are taken to the income statement on a straight-line basis over the lease term, irrespective of the payment method stipulated in the lease. In the event that the lessor has established incentives in the lease consisting of payments corresponding to the lessee

but made by the lessor, the income deriving from these incentives is taken to the income statement by reducing the cost of the lease on the same straight-line basis.

Financial assets

Financial assets at fair value through profit or loss: These are assets acquired mainly to generate a profit as a result of fluctuations in their value. They are stated at their fair value at inception and at subsequent measurement dates, and any changes are recognised directly in the consolidated income statement. The assets in this category are classified as current assets if expected to be realised within 12 months after the balance sheet date. There are no assets at fair value through profit or loss other than the derivative financial instruments described in Note 2.3.8. Available-for-sale financial assets: This heading record acquired securities that will not be immediately traded, have no fixed maturity and relate mainly to shareholdings in companies not included in the Groups consolidation scope. The assets are stated at their fair value and any fluctuations are recognised directly in equity until the asset is sold, provided that it is possible to determine the fair value. Otherwise, they are carried at cost less impairment losses. Investments held to maturity and receivables: Investments held to maturity, loans granted and receivables are initially carried at fair value and later at amortised cost, recognising any interest accrued at the effective rate and impairment provision in the income statement. The effective interest rate is the discount rate that brings the initial price of the financial instrument exactly into line with all its estimated cash flows to maturity. The amount of the provision is the difference between the carrying amount of the asset and the present value of estimated future cash flows, discounted to the effective interest rate. Financial assets are written off the balance sheet when the risks and rewards of ownership of the assets are substantially transferred. In the specific case of receivables, this is deemed to occur when the insolvency and default risks have been transferred.

Derivative financial instruments Derivative financial instruments are initially measured at fair value on the contract date. Subsequent changes to fair value are also recognised at each balance sheet close. The recognition of resulting gains or losses on derivatives depends on whether the instrument is or is not a designated hedge and, if applicable, on the type of hedge. The Group designates the following types of

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

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107

hedge:

Cash flow hedge: A cash flow hedge covers exposure to highly probable future transactions and changes in cash flows. The ineffective portion of the loss or gain on the hedging instrument is taken to the income statement and the effective portion is recognised directly in equity in the consolidated balance sheet. The amount deferred in equity is not recognised in the income statement until the gains or losses on the transactions hedged are taken to the income statement or until the maturity date of the transactions. The amount in question is recognised in the same results caption as the hedged item. Finally, should the hedge become ineffective, the amount recognised in equity to date is taken to the income statement on a proportionate basis during the term of the derivative contract.

in goodwill. Where the parent company decides not to participate in a capital increase in an investee company, the dilution of the shareholding is accounted for in the same way as a sale of shares, recognising the resulting gain or loss obtained on dilution in the income statement for the year. Inventories Inventories are initially carried at acquisition price or production cost. Financial expenses relating to inventories are capitalised during the construction or production period. Inventories are subsequently measured at the lower of weighted average cost and net realisable value. The Group determines the net realisable value of inventories and records all necessary provisions where their cost exceeds the net realisable value.

Fair value hedge: A fair value hedge covers exposure to changes in the value of a recognised asset or liability, or a firm commitment relating to a future transaction. The gain or loss on the hedging instrument and on the hedged asset or liability is recognised in the consolidated income statement. Hedge of net investments in foreign operations: This hedge covers changes in the value of net investments in foreign operations attributable to foreign exchange fluctuations. Gains or losses are recognised in equity and taken to the income statement when the investment is sold or matures.

Cash and cash equivalents Cash and cash equivalents include petty cash, demand deposits at credit institutions and other short-term, highly-liquid investments that initially mature within three months. This caption includes investments having the same nature and maturities relating to the financing of certain infrastructure projects, where the availability of the cash is restricted by the financing contracts as security for certain payment obligations related to interest or principal repayments as well as infrastructure maintenance and operation.

Gains or losses on derivatives not qualifying as hedges are recognised in the consolidated income statement. Business combinations, goodwill and successive acquisitions with respect to companies in which a controlling interest is already held Business combinations are recognised using the acquisition cost method, whereby the identifiable assets and liabilities of the acquired business are measured at fair value. Goodwill is the positive difference between the cost of the investment and the value of the above-mentioned assets and liabilities. In acquisitions of associates, goodwill generated is treated as an increase in the value of the shareholding. Goodwill on consolidation is not amortised and is tested for impairment (see Note 2.3.5). In successive acquisitions of companies in which the Group exercises prior control, the difference between the excess price paid in the currencies of the targets country of origin and the carrying amount of the shareholding acquired is recognised

Non-current assets held for sale and discontinued operations a. Non-current assets held for sale: Non-current assets are classified as held for sale when it is considered that their carrying amount will be recovered through a sale instead of through continuous use. This condition is only met when the sale is highly probable, the asset is available for immediate sale in its current condition and the sale is expected to be completed within one year after the classification date. The total figure for these assets is presented on a single line and measured at the lower of their carrying amount and their fair value less necessary selling costs. The assets are no longer depreciated once they have been classified as held for sale. The amount contributed by the assets to the Groups consolidated results is recognised in the income statement based on the nature of the relevant items.

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Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

b. Discontinued operations: Discontinued operations are those that have been sold, disposed of by other means or classified as held for sale, and represent a complete primary or secondary segment for the consolidated Group, or form part of a one-off plan or constitute a subsidiary acquired solely for resale. Results from discontinued operations are presented on a single specific line in the income statement, net of taxes. Equity Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are presented under equity as a deduction, net of taxes. Acquisitions of the parent companys treasury shares, in the amount paid, including attributable related costs, are deducted in equity. When treasury shares are sold or reissued, any amount received is taken to equity net of costs. Grants Grants are recognised at their fair value when there is reasonable assurance that the grant will be received and the Group fulfils all related terms. Grants related to the acquisition of non-current assets are recorded under non-current liabilities, in deferred income, and are taken to the consolidated income statement on a straight-line basis over the expected useful lives of the assets concerned. Provisions and contingent liabilities The Group recognises a provision for a commitment or obligation vis--vis a third party that meets the following requirements: It is a present obligation (legal or constructive) arising from past events, the settlement of which is expected to result in an outflow of funds and the amount or timing of which are not known for certain but can be reliably estimated. The following provisions are relevant:

A contingent liability is a potential obligation arising from past events, the materialisation of which is dependent on the occurrence or non-occurrence of one or more future events beyond the control of the consolidated companies. These contingent liabilities are not recognised in the accounts but are explained in the notes (see Note 24). Pension obligations a. Defined contribution plans: Contributions accrued are recognised annually as costs. b. Defined benefit plans: The liability recorded in the balance sheet with respect to defined benefit pension plans is the present value of the obligation accrued at the balance sheet date, less the fair value of the plan assets and any unrecognised cost of past services. The accrued obligation is calculated annually by independent actuaries using the projected credit unit method. The accrued obligation is calculated by discounting estimated future cash outflows at interest rates applied to high credit quality commercial bonds denominated in the currency in which the benefits will be paid, with the same maturities as the pension obligation. Actuarial losses and gains derive from adjustments based on experience (measuring the effects of differences between previous actuarial assumptions and actual data) and from changes in actuarial assumptions. As a result of the amendment to IAS 19, in 2006 the Group availed itself of the alternative contained in the new wording of IAS 19 whereby the entire actuarial gain or loss may be recognised directly in equity in the period in which it arises. In the event of changes to the plan, where rights are automatically vested as a result of changes to commitments, the cost of past services is recognised immediately in the consolidated income statement. Where the rights may be revoked or are not vested, the cost is recognised on a straight-line basis over the average period remaining to definitive vesting. In the event of a reduction in or cancellation of the plan, resulting gains or losses due to changes in the value of the accrued obligation, changes in the value of assets allocated to the plan and past service costs not previously recognised are recognised immediately. Where the amount to be recognised in the balance sheet in respect of post-employment obligations is an asset, the Group recognises the asset unless the amount by which the fair value of the plan assets exceeds the present value of the obligations

Provisions for budgeted losses in the construction business covering a probable loss identified before completion of the project. Provisions for the closure and post-closure of landfills in the services business, since the company is required to close the landfill when it reaches maximum capacity for environmental reasons. These provisions cover estimated closure costs and waste treatment costs during the post-closure period, in accordance with technical estimates based on the landfills capacity, average density and other parameters.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

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cannot be fully recovered by means of reimbursements or reductions in future contributions, in which case the asset to be recognised will be the lower of the following amounts: 1) the amount of the excess; or 2) the cumulative cost of past services not recognised at that date and the present value of any economic benefits available in the form of plan reimbursements or reductions in future contributions, discounted at the rates for commercial bonds issued on the measurement date for the same maturity period; any increase or decrease in the present value of the reimbursements or reductions in future contributions is recognised in equity, in the statement of income and expense recognised in equity.

In the event of the renegotiation of existing debts, the financial liability is not deemed to change significantly when the lender of the new loan is the same as the initial lender and the present value of cash flows, including origination and arrangement costs, applying the effective interest method, is not more than 10% higher or lower than the present value of future cash flows pending payment on the original liability calculated using the same method.

Income tax and deferred taxes The term consolidated income tax covers all domestic and foreign taxes applicable to taxable income. Income tax also includes other taxes, such as taxes on repatriated profits, and any other levy calculated on the basis of reported results. Income tax expense recognised in the consolidated financial statements is calculated by aggregating the expense recognised by each of the consolidated companies, increased or decreased, as applicable, by the tax effect of consolidated accounting adjustments and by temporary differences between the tax bases of the assets and liabilities and their carrying amounts in the consolidated financial statements (liability method). Deferred taxes are not recognised when the transaction has no effect on reported and/or taxable amount of the relevant assets or liabilities. In the case of business combinations, deferred tax is recognised as a result of the allocation of the price and the fiscal amortisation of any goodwill generated.. Deferred tax assets and liabilities are calculated using the tax rates in force at the balance sheet date that are expected to be applicable during the period in which the asset is realised or the liability settled. They are charged or credited to the income statement, except for items that are recognised directly in equity, which are charged or credited to equity accounts. No tax liability is recognised for retained earnings of subsidiaries when the Group is able to control the reversal of the timing differences and it is not likely that they will reverse in the foreseeable future. Deferred tax assets and tax credits for tax-loss carryforwards are recognised when it is likely that the Group may recover them in the future, regardless of when they will be recovered, provided this is within the maximum period provided by law. Deferred tax assets and liabilities are not discounted and are classified as a non-current asset/ (liability) in the balance sheet. Deferred taxes recognised are reviewed at each account close.

Share-based remuneration a. Stock option plans: Stock option plans are measured when the options are initially granted using the interest method, based on an improved binomial model that accounts for the strike price, volatility, exercise period, expected dividends, risk-free interest rate and the assumptions made to incorporate the effects of expected early exercise. The initial value is not subsequently reassessed. This value is recognised in staff expenses in proportion to the stipulated period of time during which the employed must remain at the company, with a balancing entry in liabilities. b. Equity swaps: Ferrovial contracts equity swaps to hedge the impact on equity of the stock option plans. Changes in the fair value of swaps are taken to the income statement as they are not treated as hedges, as mentioned in Note 25 on fair value adjustments. Financial liabilities These liabilities are initially carried at fair value net of transaction costs and subsequently remeasured at amortised cost using the effective interest method. The effective interest rate is the discount rate that brings the expected flow of future payments to the liabilitys maturity exactly into line with the initial amount received. In the event that the effective interest rate is initially considered to be different from the market interest rate, the liability is measured based on the present value of future flows at the market rate, in the case of interest-bearing loans. Where no effective interest rate is specified, the flows are also measured at the market interest rate.

110

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

The difference between the income tax expense recognised at the previous year end and the income tax expense stated in the final tax returns filed constitutes a change in accounting estimates and is recognised as current-year income or expense.

Transactions denominated in foreign currency Foreign currency transactions effected by Group companies are translated into the functional currency using the year-end exchange rate for balance sheet items and the average exchange rate for income statement items. Recognition of income Income is measured at the fair value of the consideration to be received and represents the amounts receivable for the goods delivered and services provided in the ordinary course of business, less discounts, refunds, value added tax and other sales taxes. Income accrues when the risks and rewards are deemed to have been transferred. Set out below are details of the methods applied to recognise revenues and costs in each Ferrovial business segment.

Changes to the initial contract require the customers technical and financial approval prior to the issue and collection of certificates for the additional work. The Group has a policy of not recognising revenues from such additional work until approval is reasonably assured and the revenues may be reliably measured. Costs associated with these project units are recognised when incurred. Prepaid costs are recognised in respect of initial construction costs incurred to formalise the principal contract, place machinery on site, acquire external plans, services and studies, obtain building insurance and install fencing, in addition to other site costs. These costs are initially recorded as assets provided that they are likely to be recovered in the future. Subsequently, they are recognised in expenses based on actual production in relation to planned production under each contract. Otherwise, the costs are taken directly to the income statement. Late-payment interest arising from delays in the collection of certificates is recognised when it is probable that the interest will be collected and the amount may be reliably measured.

Construction business: Construction business revenues and expenses are recognised in accordance with IAS 11, whereby ordinary revenues and associated costs are recognised in the income statement on a percentage-of-completion basis at each balance sheet closing date, provided the results of the construction contract may be reliably estimated. Any forecast loss from the construction contract is immediately recognised. The Group habitually examines completed work, which is possible in practice due to the definitions of each project unit generally included in the contract, indicating the price at which each unit is to be certified; budgeting tools are used to monitor departures. At the end of each month, units executed in each project are measured and production for the month is recognised in income. Construction work costs are recognized for accounting purposes on an accruals basis, and the expenses actually incurred in the execution of the project units completed and those that, although they may be incurred in the future, have to be allocated to the project units now completed, are recognized as expense.
In exceptional cases, where it is not possible to estimate the margin for the entire contract, the total costs incurred are recognised and sales that are reasonably assured with respect to the completed work are recognised as contract revenue, subject to the limit of the total contract costs.

Toll road business : - Toll roads: Although the Group is not applying IFRIC 12, the contracts included in this business area are recognised using a similar method based on the intangible model, the main criteria being:
1) Assets are depreciated based on estimated traffic during the concession period, which is considered to be the indicator that best reflects the consumption of future profits associated with the assets. 2) Financial expenses are capitalised during the construction period. 3) Toll revenues and operating expenditure are recognised on an accruals basis. Toll revenues are deemed to accrue as the infrastructure is used.

Airport business: Revenues may be divided into: 1) airport revenues which accrue if different ways, particularly income accruing on the basis of the number of passengers, landings (tonnage of the aircraft that land in the airport) and aircraft parking (combination of the number of hours and tonnage); 2) Commercial revenues from the allocation of commercial space to third parties, which are recognised as a percentage of the sales generated by the third party.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

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Service businesses: In general, revenues for this type of service are recognised in the income statement on a straight-line basis over the term of the contract. In the case of contracts for a number of tasks and prices, revenues and costs are recognised based on percentage of completion, applying the same criteria and conditions described for the construction business. Where this is not possible, the percentage-of-completion method is based on costs incurred as a percentage of total estimated costs. Finally, in the case of certain contracts executed by Amey in the United Kingdom, the treatment afforded in connection with the financial model used to recognise the receivable is similar to the approach provided by IFRIC12.

3. Financial risk and equity management

The Groups activities expose it to a variety of financial risks, particularly interest rate risk, foreign exchange risk, credit risk, liquidity risk and market risk. 3.1 Interest rate risk Ferrovial manages interest-rate risk to achieve an adequate balance between its positions in fixed- and variable-rate debt in order to be able to adapt to different market circumstances and, in any event, guarantee the fulfilment of its business plans. Accordingly, a high proportion of reference rates are fixed rates either contracted at inception or hedged by means of derivative financial instruments. Ferrovial applies a proactive management approach to the part of the debt that is finally held at variable rates, paying particular attention to the evolution of market rates in order to obtain the lowest rates where possible. As regards infrastructure project financing, each project is analysed and criteria are identified to minimise exposure to interest rate fluctuations, resulting in the imposition of limits on the volume of variable-interest debt, which are usually between 20% and 50% of the total project financing. This avoids potential changes to expected project returns due to movements in market curves. This objective of obtaining closed rates for projects is often achieved by contracting derivative financial instruments, an analysis of which is provided in Note 11 on derivative financial instruments at fair value. Occasionally, for infrastructure projects in which revenue is linked to inflation, the Group seeks inflation-indexed financing so as to obtain a natural hedge of revenue and expenses. In the case of long-term borrowings not linked to specific projects, there are no predetermined formulae with respect to the distribution of fixed rates and variable rates, although related decisions are taken by the Group from an overall management perspective and there is a tendency to obtain fixed rates for between 50% and 80% of the total volume of debt.

Operating results: The Operating results caption in the income statement includes the results of the Group companies ordinary activities, excluding financial results (Note 28) and shares in results of equityconsolidated companies. Operating results includes a specific line disclosing the results from sales and disposals of fixed assets as mentioned in Note 2.1.a.
2.4 Accounting estimates and judgements In the consolidated financial statements for 2009, estimates have been used to measure certain assets, liabilities, income, expenses and commitments. The following estimates have been used:

Evaluation of potential losses due to the impairment of certain assets Assumptions employed in the actuarial calculation of pension liabilities and other commitments with employees Useful lives of property, plant and equipment and intangible assets Measurement of stock options Budget-related estimates taken into consideration when recognising the results of contracts on a percentage-ofcompletion basis in the construction and services segments. Estimates related to the fair value of assets acquired in business combinations and goodwill Assessment of possible legal and tax contingencies. Estimates relating to the valuation of derivatives and flows envisaged in relation to them in cash-flow hedged.

These estimates were made using the best information available at 31 December 2009 and 2008 in connection with the events analysed. However, future events could force the Group to modify its estimates. If applicable, estimates will be modified in accordance with IAS 8.

112

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

The accompanying table shows a breakdown of the Groups debt stating the percentage of the debt that is considered to be hedged (either by fixed rates or by derivatives). All the assets, such as cash and cash equivalents, and long-term restricted cash related to the debt, are not hedged.

2009
Debts
Construction Services Airports Toll roads Corporate and other Other companies BAA Other airports Toll roads Construction Services Infrastructure projects

Total gross debt

50 355 0 0 2,245 2,650 14,472 0 8,079 86 20 22,656

% debt hedged
46% 15% 0% 0% 53% 48% 74% 0% 83% 0% 98% 77%

Net debt exposed

27 301 0 0 1,058 1,386 3,707 0 1,352 86 0 5,146

Impact on results + 100 basis points

0 3 0 0 11 14 37 0 14 1 0 Million euro Million euro 51

TOTAL NET CASH

25,306

74%

6,532

2008
Debts
Construction Services Airports Toll roads Corporate and other Other companies BAA Other airports Toll roads Construction Services Infrastructure projects

Total gross debt

86 398 1,583 0 1,311 3,379 13,253 0 7,182 90 60 20,586

% debt hedged
26% 7% 100% 0% 5% 50% 76% 0% 84% 0% 100% 78%

Net debt exposed

64 371 0 0 1,252 1,687 3,235 0 1,170 90 0 4,494

Impact on results + 100 basis points

1 4 0 0 13 17 32 0 12 1 0 45

TOTAL NET CASH

23,965

74%

6,181

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

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113

As may be observed in the table, 74% of the Groups debt is hedged against interest rate risk, a percentage that has virtually not changed since 2008. As regards project debt, which is 77% hedged, approximately 32% is inflation indexed. Consequently, a linear change of 100 basis points in market interest rate curves at 31 December 2009 would have had an approximate impact on the income statement of 65 million euro, in caption of financial results (14 million euro in infrastructure projects and 51 million euro in other companies) and an impact on net income of 27 million euro. Note 20 provide a more detailed analysis by type of debt, based on the extent to which the interest rate risks are hedged. In addition to the impact of exchange rate fluctuations on the assets and liabilities forming the net cash position, changes may arise in the values of the derivative financial instruments contracted by the company (see Note 11). Such value differences are mainly taken to reserves in the case of derivatives that are effective hedges in accordance with International Accounting Standards. 3.2 Foreign exchange risk Ferrovial has significant investments in currencies of non-euro countries, particularly pounds sterling, US dollars, Canadian dollars and Polish zlotys. Foreign exchange risk management is centralised through the Groups General Financial Management, on the basis of general criteria that limit exposure by means of hedging methods. The impact of foreign exchange fluctuations on foreseeable cash flows is avoided by analysing and, in some cases, hedging the following transactions:

The Group seeks to apply this policy to the financing of all its infrastructure projects. Where this is not feasible, the Group contracts derivatives to hedge potential changes in the value of the debt caused by foreign exchange fluctuations. In construction contracts in which the price is received in a currency other than the one in which related costs are paid, hedges are contracted to avoid changes in the profit obtained on the contract caused by foreign exchange fluctuations. The following table shows the values of assets, liabilities, minority interest and shareholders equity attributable to the parent company by type of currency at December 2009 and 2008:
2009
Parent company equity
-1,299 2,373 390 808 120 66 479 50 2,987

Currency
Euro Pound sterling US dollar Canadian dollar Polish zloty Chilean peso Swiss franc Other Group total

Assets
11,109 23,458 2,764 3,263 982 1,663 710 161 44,110

Liabilities
12,263 19,646 2,348 2,571 784 1,610 220 111 39,553

Minority interest
145 1,438 26 -116 78 -13 10 0 1,570

2008
Parent company equity
-208 1,172 230 -12 127 56 392 0 1,757

Currency
Euro Pound sterling US dollar Canadian dollar Polish zloty Chilean peso Swiss franc Other Group total

Assets
12,170 23,630 2,351 2,718 923 1,179 845 10 43,826

Liabilities
12,138 20,529 2,157 2,766 711 1,115 439 10 39,866

Minority interest
242 1,929 -36 -36 85 8 13 0 2,206

Multi-currency projects (awarded or under tender). Profits obtained in foreign subsidiaries in the form of dividends or capital reimbursement expected from the subsidiaries. Intra-group loans to foreign subsidiaries. Cash surpluses in foreign subsidiaries. Trade receivables and payables denominated in foreign currencies.

An analysis of the tables shows that the Groups equity is particularly exposed to pounds sterling and, to a lesser extent, to the US dollar.

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Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

This exposure relates basically to the capital invested in the BAA acquisition, as well as to the capital invested in the US toll road projects. Exposure to sterling has increased considerably with respect to 2008 due to the conversion to euros of a sterling loan, as explained in Note 11. However, it is considered highly likely that approximately 750 million GBP will be converted to euro in 2010, which will reduce exposure to foreign exchange fluctuations. For this type of investments in which no specific debt is obtained to finance the investment, the Group has a policy of studying specific hedges for the amounts to be recovered over a period of up to three years, in the form or dividends or capital reimbursement. In general, they are treated as long-term investments denominated in strong currencies that should not fluctuate significantly in the long term. On the basis of all the data provided above, a 10% appreciation of the euro at the year end, against the main currencies in which the Group has investments, would have had an impact on the parent companys equity of -385 million euro, 56% of which would relate to pounds sterling. The fluctuation in the euro would have an impact on total assets of -2,985 million euro, of which 71% would have arisen from the sterling investments. The following table contains an analysis of net results attributable to the Parent company by type of currency for 2009 and 2008:

2009
Currency
Euro Pound sterling US dollar Canadian dollar Polish zloty Chilean peso Swiss franc Other Group total

Result
269 -434 -14 16 27 14 27 3 -92 Million euro

In this regard, the impact of a 10% appreciation of the euro on the income statement would have amounted to 33 million euro.
2008
Currency
Euro Pound sterling US dollar Canadian dollar Polish zloty Chilean peso Swiss franc Other Group total

Result
74 -937 -2 35 25 -32 19 5 -812 Million euro

The following table shows the relevant foreign exchange fluctuations:

Exchange rate

2009
AVERAGE
Pound sterling US dollar Canadian dollar Polish zloty Chilean peso Swiss franc 0.8888 1.3952 1.5810 4.3448 771.798 1.5070

2008
YEAR END
0.8876 1.4331 1.4989 4.1048 727.630 1.4831

CHANGE 09/08
YEAR END
0.9570 1.3953 1.6993 4.1478 890.800 1.4911

AVERAGE
0.8019 1.4697 1.5641 3.5175 771.326 1.5789

AVERAGE
10.84% -5.07% 1.08% 23.52% 0.06% -4.55%

YEAR END
-7.25% 2.71% -11.79% -1.04% -18.32% -0.54%

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

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115

3.3 Credit risk The Groups main financial assets exposed to credit risk are as follows:

3.4 Liquidity risk In the current market environment, in which a major financial crisis caused a generalised credit crunch in the 2008 financial year, Ferrovial adopted a proactive approach to liquidity management, based on the preservation of the companys liquidity. This policy is focused on three main areas: 1. - Comprehensive working capital management to ensure timely fulfilment of collection commitments by customers. 2. - Monetisation of financial assets, where feasible based on reasonable market conditions, through the factoring and discounting of debt claims. 3. - Implementation of an integrated cash system to optimise the Group companies daily liquidity positions. The Group has also sought to always utilise available cash to settle payment obligations and debt commitments in advance.

Investments in financial assets included in cash and cash equivalents (short term) (Note 20). Non-current financial assets (Note 10). Derivative financial instruments (Note 11). Trade and other receivables (Note 14).

The Groups overall exposure to credit risk is equal to the balance of the above-mentioned items, as the Group has not granted any credit lines to third parties. As regards the risk incurred by investing in financial products or contracting derivative financial instruments (included in letters a, b and c), Ferrovial has implemented internal criteria to minimise credit risk, stipulating that counterparties must always be highly rated by prestigious international rating agencies. Ferrovial also imposes maximum limits on amounts invested or contracted, which are periodically reviewed. In the case of transactions in countries whose economic and socio-political circumstances preclude high credit quality, the Group mainly selects branches and subsidiaries of foreign financial institutions, or the largest local institutions, that fulfil or nearly fulfil stipulated credit policy. In the specific case of restricted cash linked to infrastructure project financing, financing contracts that impose restricted cash amounts usually also stipulate the conditions that must be fulfilled by the relevant financial products. As an example, at 31 December 2009 the toll road company ETR 407 was party to a framework financing agreement which stipulates that the restricted cash of 278 million euro, representing 34% of the total restricted cash reflected in Ferrovials balance sheet at that date, must be invested in qualifying investments, which are products having a certain minimum rating. With respect to risks related to trade receivables (included in letter d) and non-current receivables (letter b), there are a wide variety of customers, a large part of which are public bodies. Indeed, 56% of all the Groups non-current and current receivables relate to public administrations.

Infrastructure projects Liquidity risk must be analysed for each individual infrastructure project since there is specific financing for each project and the projects are independent units for liquidity purposes. In general, debt maturities are monitored carefully for each project. Note 20 contain a breakdown showing that 58% of the project financing falls due after more than five years. The fact that these are long-term projects with foreseeable flows allows the arrangement of financing structures linked to estimated project flows. During the execution of the projects, the Group seeks to apply an active refinancing policy to maximise cash generation. As regards refinancing processes, the refinancing of BAAs debt is currently in progress and is addressed in more detail in Note 20. As indicated above, certain infrastructure project financing contracts stipulate the need to hold accounts (restricted cash) the availability of which is restricted by the financing contracts as security for certain short-term obligations (interest or principal repayments; infrastructure maintenance and operation).

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Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

These accounts are an additional guarantee with respect to liquidity risk (see breakdown in Note 20). Short-term maturities of borrowings for 2010 infrastructure projects total 1,285 million euro. The main projects are the Canadian toll road 407 ETR and the Ausol toll road. A breakdown of these maturities is provided in Note 20. The Group seeks to cover all commitments to make new investments by means of specific financing, before the investment is made. Note 20 contain a breakdown of the balances available to fulfil these requirements. To conclude on all the preceding sections, the liquidity position of the infrastructure projects in 2009 is explained below:

The liquidity position of the Groups other activities in 2009 is based on the following factors:

At 31 December 2009, cash and cash equivalents (including short-term restricted cash) amount to 1,430 million euro. At that date, undrawn credit lines totalled 821 million euro. The Groups business areas have the capacity to generate significant and recurring cash flows from operating activities (cash flows from operating activities obtained in 2009 totalled 841 million euro; see Note 32 on cash flow). The capacity to increase debt volumes based on the current moderate level of debt and on the Groups capacity to generate recurring cash flows.

At 31 December 2009, cash and cash equivalents (including short-term restricted cash) amount to 1,050 million euro. At that date, undrawn credit lines amounted to 4,905 million euro, having been arranged mainly to cover investment commitments. The projects have the capacity to generate significant and recurring cash flows from operating activities (cash flows obtained from these projects in 2009 totalled 1,811 million euro; see Note 32 on cash flow). The capacity to increase the volume of debt in certain projects, based on growth in operating variables.

Finally, as regards liquidity risk management, at both the Group level and in each business area and project, systematic forecasts are prepared on cash generation and needs in order to determine and permanently monitor the Groups liquidity position.

3.5 Market risk Ferrovial is also exposed to risk relating to the evolution of share prices of listed companies. These risks are hedged as follows: - Equity swaps linked to share-based remuneration systems: As indicated in Note 11 on derivative financial instruments and Note 34 on share-based remuneration systems, Ferrovial has entered into equity swap contracts to hedge possible outlays that may be required under executive remuneration systems linked to the price of shares in Ferrovial and in Cintra. The equity swaps eliminate uncertainty with respect to the strike price stipulated in the remuneration systems; however, as they are not deemed to be hedge derivatives under International Accounting Standards, their market value has an impact on the income statement, which is positive if the share price rises and negative if the share price falls. Specifically, in 2009 Ferrovials closing share price was 8.23 euros, entailing the recognition by Ferrovial of 159 million euro in financial income (see Note 29) and an impact of 99 million euro on net income.

Other Group activities Unlike infrastructure projects, liquidity risk is managed on an ove rall basis for the rest of the Groups activities, particularly business in Spain. Liquidity risk management also focuses on closely monitoring debt maturities (also explained in Note 20) and on proactive management and maintenance of credit lines to cover forecast cash needs. Short-term maturities of borrowings for other activities in 2010 total 329 million euro. A breakdown of these maturities is provided in Note 20.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

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3.6. . Inflation risk The Company has contracted derivative financial instruments linked to the evolution of the consumer price index, as explained in Note 25 on fair value adjustments, as regards the measurement of index-linked swaps. These instruments are mainly contracted by BAA and are measured based on the inflation rate forecast for the periods covered by the contracts (see Note 11 on derivative financial instruments for more details). A 1% rise in the inflation rate during the term of the derivative, without any change in the interest rate, would have an impact of -455 million euro on the fair value of these derivatives and of -209 million euro on net income.

The Groups optimal leverage level is not determined on the basis of its overall debt-equity ratio but based on different indicators depending on the debt structure, as follows:

In the case of infrastructure projects, each project is assigned a leverage level linked to its operating variables or forecast future flows. A high leverage level is justified by the existence of long-term projects with recurring and predictable flows. In the case of regulated airports, the leverage level is based on the debt-RAB ratio (as indicated earlier, the RAB is used to calculate prices and is therefore a key element when determining future flows). The Groups other companies (excluding infrastructure projects, which mainly involve corporate debt), the aim is to maintain a moderate leverage level based on the general reference levels determined by rating agencies for investment grade companies; in Ferrovials case, this is usually determined based on a ratio combining EBITDA (indicated linked to recurring cash flows) and net borrowings.

3.7. Equity management The Groups objective in equity management is to safeguard its capacity to continue managing its recurring activities and the capacity to continue to grow through new projects, by optimising the debt-equity ratio to create shareholder value. Since the Group was listed on the stock exchange in 1999, capitalisation has remained steady and there have been no new equity issues. Growth has been financed in three ways:

Finally, as regards the dividend policy, since flotation the Groups objective has been to ensure dividend growth without establishing a pay-out ratio.

Internal cash flows generated from the Groups recurring businesses. Capacity to grow through investments in new infrastructure projects financed largely by borrowings secured by project flows, thereby feeding the Groups growth capacity in its re curring activities. Asset turnover policy focused on the sale of mature projects in order to continue financing investments in new projects.

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Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

4. Segment information
The Other column in the balance sheet and income statement by segment includes the assets and/or liabilities and revenues and/or expenses pertaining to the companies not assigned to any of the business segments, mainly comprising the parent Ferrovial, S.A. and its smaller subsidiaries, the Polish real estate business, and inter-segment adjustments. Set out below are the segment balance sheets and income statements for 2009, 2008 and 2007: Segment balance sheet
2009
ASSETS
Non-current assets Consolidation goodwill Intangible assets Investments in infrastructure projects Investment property Property, plant and equipment Equity-consolidated companies Non-current financial assets Pension surplus Deferred tax assets Derivative financial instruments at fair value Assets classified as held for sale Current assets Inventories Trade and other receivables Cash and cash equivalents TOTAL ASSETS

Construction
633 169 7 0 0 119 16 142 0 178 2 1 4,021 185 1,479 2,357 4,655

Toll roads
10,862 1,559 0 7,914 0 1 62 562 0 708 56 1,641 857 11 389 458 13,360

Airports
21,429 3,813 0 16,253 0 0 0 182 0 398 781 116 957 7 312 638 22,502

Services
2,822 1,411 38 141 0 533 238 225 22 213 0 44 1,519 21 1,244 254 4,385

Other
331 0 0 0 77 18 0 107 0 108 22 0 -1.123 266 -162 -1.227 -792

Total
36,076 6,952 45 24,309 77 671 317 1,218 22 1,604 861 1,802 6,232 490 Million euro Million euro 3,262 2,480 44,110

LIABILITIES AND EQUITY

Equity Capital and reserves attributable to the companys equity holders Minority interest Deferred income Non-current liabilities Pension provisions Other provisions Borrowings Other liabilities Deferred tax liabilities Derivative financial instruments at fair value Liabilities classified as held for sale Current liabilities Borrowings Trade payables Trade provisions TOTAL LIABILITIES AND EQUITY

Construction
211 149 63 10 594 1 50 459 9 70 5 0 3,839 38 3,375 426 4,655

Toll roads
1,432 1,385 47 418 8,424 -1 489 6,981 113 138 705 1,608 1,478 1,101 376 0 13,360

Airports
3,207 1,769 1,437 5 17,909 313 29 14,028 0 2,882 656 5 1,377 538 775 63 22,502

Services
1,105 1,091 14 24 1,119 190 148 626 10 132 13 34 2,103 1,225 849 29 4,385

Other
-1,398 -1,407 9 -1 1,615 0 30 1,274 3 142 166 0 -1,008 -965 -43 1 -792

Total
4,557 2,987 1,570 457 29,661 503 746 23,368 136 3,364 1,544 1,647 7,789 1,938 5,332 519 44,110

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

119

2008
ASSETS
Non-current assets Consolidation goodwill Intangible assets Investments in infrastructure projects Investment property Property, plant and equipment Equity-consolidated companies Non-current financial assets Pension surplus Deferred tax assets Derivative financial instruments at fair value Assets classified as held for sale Current assets Inventories Trade and other receivables Cash and cash equivalents TOTAL ASSETS

Construction
660 171 7 1 0 138 16 153 0 175 0 5 4,390 203 1,929 2,259 5,056

Toll roads
8,689 321 0 7,232 0 0 40 261 0 738 98 1,708 1,057 4 306 748 11,454

Airports
20,430 3,527 0 14,966 0 0 65 142 76 640 1,013 2,563 1,025 6 366 653 24,017

Services
2,719 1,382 56 106 0 495 216 257 0 206 0 2 1,469 17 1,252 200 4,189

Other
298 0 0 0 92 24 0 54 0 100 28 0 -1,188 270 -100 -1,357 -890

Total
32,795 5,400 63 22,305 92 657 336 867 76 1,859 1,139 4,278 6,753 500 Million euro Million euro 3,751 2,502 43,826

LIABILITIES AND EQUITY

Construction
372 306 66 13 541 1 45 331 9 56 98 1 4,130 66 3,745 319 5,056

Toll roads
768 584 184 204 8,497 -1 371 6,765 96 250 1,016 1,484 501 422 79 0 11,454

Airports
1,182 -747 1,929 8 19,683 0 115 15,708 -1 2,850 1,011 1,679 1,465 626 772 67 24,017

Services
964 948 16 28 1,083 131 151 598 13 126 64 0 2,114 1,237 811 66 4,189

Other
676 665 11 0 -737 0 27 -990 1 97 129 0 -829 -799 -31 0 -890

Total
3,962 1,756 2,206 253 29,068 131 708 22,413 118 3,379 2,319 3,163 7,380 1,552 5,376 452 43,826

120

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

2007
ASSETS
Non-current assets Consolidation goodwill Intangible assets Investments in infrastructure projects Investment property Property, plant and equipment Equity-consolidated companies Non-current financial assets Pension surplus Deferred tax assets Derivative financial instruments at fair value Assets classified as held for sale Current assets Inventories Trade and other receivables Cash and cash equivalents TOTAL ASSETS

Construction
548 178 7 0 0 143 11 56 0 143 9 8 4,409 184 1,999 2,226 4,965

Toll roads
9,793 307 84 8,278 0 112 125 285 0 569 33 0 1,099 28 403 668 10,892

Airports
26,981 5,261 0 21,012 0 0 11 276 165 87 170 808 778 12 459 307 28,566

Services
2,752 1,496 69 119 0 480 244 187 62 96 0 0 1,446 18 1,262 166 4,198

Other
111 0 0 0 0 14 0 -11 0 71 37 0 -1,168 248 -36 -1,380 -1,056

Total
40,184 7,242 160 29,408 0 749 390 793 227 966 248 816 6,564 490 Million euro Million euro Million euro 4,086 1,988 47,565

LIABILITIES AND EQUITY

Construction
547 482 66 0 418 1 50 301 0 65 0 1 3,999 44 3,601 354 4,965

Toll roads
1,238 763 475 217 8,746 -1 7 7,979 129 226 406 0 691 380 307 4 10,892

Airports
3,345 986 2,359 17 23,444 0 143 20,497 16 2,597 190 82 1,678 507 1,042 129 28,566

Services
1,126 1,109 17 32 1,030 72 196 640 10 112 1 0 2,010 1,170 819 22 4,198

Other
640 621 19 0 -771 0 16 -960 -13 119 67 0 -925 -962 36 0 -1,056

Total
6,896 3,960 2,936 266 32,867 72 412 28,458 141 3,119 664 83 7,453 1,139 5,804 510 47,565

Set out below is a breakdown by segment of acquisitions, in accordance with IFRS 8:

Additions to infrastructure projects
2009
Construction Airports Toll roads Services Other Total 0 989 438 29 0 1,455

Additions to property, plant and equipment

2009
30 0 4 144 6 184

Additions to intangibles and goodwill

2009
0 10 0 7 0 17 122 110 11

Additions of associates
2009
0 0 7 0 0 7

2008
0 1,570 705 22 0 2,297

2008
49 0 51 159 15 274

2008
1

2008
6 0 0 0 0 6

Additions to infrastructure projects are analysed by business segment in Note 7.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

121

Segment income statement

2009 Construction
Before fair value adj. Fair value adj. Total
4,476 19 4,495 936 1,606 655 127 946 4,270 225 45 180 0 180 0 -4 0 -4 78 -34 0 44 41 0 221 -65 156 0 156 -13 142 144 0 144 -34 110 35 110 -38 13 -25 0 -25 18 -7 16 0 -507 -38 -18 9 -9 -545 16 72 47 119 0 119 -16 103 0 9 9 -25 0 -25 0 0 -2 -896 14 -1,016 92 -924 0 -924 402 -522 7 0 7 -2 -489 -47 -535 -894 -100 0 0 0 0 -100 14 -141 43 -98 0 -98 43 -55 0 -47 -47 0 -100 -100 -994 -2 0 0 -2 -996 27 -1,157 135 -1,022 0 -1,022 445 -577 -507 0 -507 -894 0 -894 19 0 19 0 0 0 600 0 600 -134 -55 -189 242 9 -10 0 -2 51 -103 0 -52 -54 40 228 0 227 0 227 -6 221 95 0 95 -747 -53 -800 1 505 0 505 613 -2 611 241 0 0 0 0 0 -1 -1 0 0 0 0 -1 2 1 0 1 0 1 0 1 110 0 110 726 0 726 124 0 615 0 615 1,339 -2 1,337 366 0 366 124 241 1 242 9 -10 -1 -3 51 -103 0 -52 -55 42 229 0 229 0 229 -6 223 320 0 320 1,731 2 1,733 3,326 0 3,326 192 0 192 1,000 2 1,001 828 0 828 25 0 25 0 0 0 19 0 19 13 -28 -64 -2 3 -5 31 25 0 1 0 1 -12 -64 0 -76 -75 0 -50 33 -16 0 -16 -2 -19 105 0 105 652 0 652 1,947 0 1,947 50 -8 0 -8 6 0 6 149 0 149 -107 0 0 1 0 1 -1 0 -1 -37 -39 0 0 0 0 0 0 89 89 89 0 51 -15 35 0 35 0 36 6 0 6 73 0 73 382 0 382 8 0 935 0 935 3,070 0 3,070 3,691 0 3,691 -66 0 -66 8 -107 50 15 -28 -63 -4 3 -7 -6 -13 0 1 0 1 -12 -64 89 13 14 0 1 18 19 0 19 -2 17 1 0 1 0 0 0 11 0 11 0 0 0 935 0 935 3,070 0 3,070 3,680 0 3,680 -66 0 -66

122
Toll roads
Before fair value adj. Fair value adj. Total Total Total Total
12,095 30 12,126 1,405 1,645 3,410 185 2,938 9,583 2,543 1,009 1,534 -620 914 27 -1,415 0 -1,388 122 -226 0 -103 -1,491 70 -507 94 -413 0 -413 346 -67

Airports
Before fair value adj. Fair value adj. Fair value adj. Fair value adj. Before fair value adj. Before fair value adj. Before fair value adj.

Services

Other

Total
Fair value adj.
0 0 0 0 0 0 1 2 3 -3 0 -3 -90 -93 0 0 -148 -148 0 0 98 98 -50 16 -127 41 -86 0 -86 61 -25

Total
12,095 30 12,126 1,405 1,645 3,410 187 2,939 9,586 2,540 1,009 1,531 -710 820 27 -1,415 -148 -1,536 122 -226 98 -5 -1,541 86 -635 135 -499 0 -499 407 -92 Million euro

Annual Report 2009

4,476 19 4,495 936 1,606 655 127 946 4,270 225 45 180 0 180 0 -4 0 -4 78 -34 0 44 41 0 221 -65 156 0 156 -13 142 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0

Sales

Other revenue

Total operating revenue

Materials consumed

Other external expenses

Staff expenses

Change in trade provisions

Other operating expenses

Total operating expenses

EBITDA

Non-current asset depreciation/amortisation

Operating results before impairment and disposals of non-current assets

Impairment and disposals of non-current assets

Operating results

Financial income of infrastructure projects

Financial expenses of infrastructure projects

Results from derivative financial instruments and other fair value adjustments

Financial results of infrastructure projects

Financial income of other companies

Financial expenses of other companies

Results from derivative financial instruments and other fair value adjustments

Financial results of other companies

Financial results

Share of profits of equity-consolidated companies

Consolidated result before income tax

Income tax

Consolidated result from continuing operations

Net result from discontinued operations

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Consolidated result for the year

Result for the year attributed to minority interest

Result for the year attributed to the parent company

(*) Relates to results arising from changes in the fair value of derivatives, other financial assets and liabilities, and investment property (see Note 25).

2008 Construction
Before fair value adj. Fair value adj. Total
5,139 8 5,147 1,125 1,865 704 55 1,127 4,876 272 59 213 0 213 2 -2 0 0 114 -37 0 77 77 0 290 -83 207 0 207 -14 194 0 19 -20 -1 19 63 -3 2 0 2 -5 -3 -44 5 14 -1 13 -39 60 21 0 21 -25 -4 -532 6 -526 5 -14 -9 -115 -1,163 -3 -198 -1,374 -1,573 0 -1,573 717 -856 0 -14 -14 0 -14 0 -14 -196 19 0 19 81 0 0 0 0 -231 -104 -346 68 -278 0 -278 121 -158 -537 20 -516 -1,048 -231 -1,279 81 -196 0 -115 -1,394 -107 -544 -1,307 -1,851 0 -1,851 838 -1,013 0 46 46 0 -231 -231 -575 -26 -601 -1,050 0 -1,050 38 0 38 2 0 2 2 -3 0 -1 46 -102 0 -56 -56 47 237 -57 180 0 180 -3 177 473 0 473 967 -11 956 247 0 0 0 437 0 437 0 0 0 0 0 0 0 0 0 0 0 0 -1 -1 0 -1 0 -1 0 -1 473 0 473 530 -11 519 247 0 154 0 154 792 0 792 124 0 124 247 0 247 2 -3 0 -1 46 -102 0 -56 -56 46 237 -57 179 0 179 -3 176 627 0 627 1,323 -11 1,312 371 0 371 370 0 370 1,959 11 1,970 3,457 0 3,457 193 0 193 1,001 11 1,012 821 0 821 -13 -52 -36 3 -39 0 -39 0 0 0 0 -34 5 0 -28 -28 0 -68 57 -11 0 -11 2 -9 26 0 26 0 0 0 14 0 14 18 126 0 126 852 0 852 1,950 0 1,950 49 0 0 0 0 0 0 0 -17 -17 0 0 0 0 0 0 -208 -208 -208 0 -225 68 -158 0 -158 2 -155 2 0 2 4 0 4 181 0 181 -65 0 23 0 23 102 0 102 492 0 492 -41 0 -41 -65 49 18 -13 -52 -36 3 -39 -17 -57 0 0 0 0 -34 5 -208 -236 -236 0 -293 124 -168 0 -168 4 -164 997 0 997 3,282 0 3,282 3,827 0 3,827 -88 0 -88 0 0 0 0 0 0 12 0 12 0 0 0 997 0 997 3,282 0 3,282 3,816 0 3,816 -88 0 -88 13,146 20 13,165 1,702 1,987 3,680 112 3,128 10,609 2,556 1,132 1,425 437 1,861 44 -1,629 0 -1,585 226 -343 0 -117 -1,702 59 218 -1,395 -1,177 0 -1,177 682 -495

Toll roads
Before fair value adj. Fair value adj. Total Total Total Total Fair value adj. Fair value adj. Fair value adj. Before fair value adj. Before fair value adj. Before fair value adj. Before fair value adj. Fair value adj.
0 0 0 0 0 0 0 11 11 -11 0 -11 -17 -29 0 -26 -185 -210 0 0 -223 -223 -433 -106 -567 133 -435 0 -435 118 -317

Airports

Services

Other

Total

Total
13,146 20 13,165 1,702 1,987 3,680 112 3,139 10,620 2,545 1,132 1,413 419 1,833 44 -1,655 -185 -1,795 226 -343 -223 -340 -2,135 -47 -349 -1,263 -1,612 0 -1,612 800 -812 Million euro

Sales 8 5,147 1,125 1,865 704 55 1,127 4,876 272 59 213 0 213 2 -2 0 0 114 -37 0 77 77 0 291 -83 208 0 208 -14 194 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0

5,139

Other revenue

Total operating revenue

Materials consumed

Other external expenses

Staff expenses

Change in trade provisions

Other operating expenses

Total operating expenses

EBITDA

Non-current asset depreciation/amortisation

Operating results before impairment and disposals of non-current assets

Impairment and disposals of non-current assets

Operating results

Financial income of infrastructure projects

Financial expenses of infrastructure projects

Results from derivative financial instruments and other fair value adjustments

Financial results of infrastructure projects

Financial income of other companies

Financial expenses of other companies

Results from derivative financial instruments and other fair value adjustments

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Financial results of other companies

Financial results

Share of profits of equity-consolidated companies

Consolidated result before income tax

Income tax

Consolidated result from continuing operations

Net result from discontinued operations

Consolidated result for the year

Result for the year attributed to minority interest

Annual Report 2009

Result for the year attributed to the parent company

(*) Relates to results arising from changes in the fair value of derivatives, other financial assets and liabilities, and investment property (see Note 25).

123

Set out below is a breakdown of sales by segment together with prior-year comparative figures:

2009
External sales
Construction Airports BAA Other airports Toll roads Services Other and adjustments Total 4,358 3,069 3,067 3 934 3,671 -153 11,879

2008
Total
4,476 3,070 3,067 3 935 3,680 -66 12,095

Intersegment sales
119 0 0 0 1 9 86 215

External sales
5,008 3,281 3,263 18 996 3,806 -162 12,929

Intersegment sales
131 0 0 0 1 10 73 216

Total
5,139 3,282 3,263 18 997 Million euro Million euro 3,816 -88 13,146

Geographical segments Set out below is a breakdown of the balance sheet by geographical segment:

Total assets
2009
Spain United Kingdom USA Canada Poland Chile Portugal Rest of Europe Other Total 8,923 23,458 2,764 3,263 982 1,663 991 1,905 161 44,110

Additions to infrastructure projects, PPE, intangible assets, goodwill and equityconsolidated companies
2007
8,033 30,142 1,935 3,003 918 1,625 187 1,557 165 47,565

Sales
2009
4,231 4,256 519 354 779 238 222 1,432 64 12,095

2008
8,939 24,315 2,548 2,817 953 1,282 931 1,854 188 43,826

2009
194 1,015 167 49 5 0 85 138 11 1,663

2008
767 1,587 102 28 9 21 61 18 105 2,699

2008
4,925 4,423 448 349 1,035 224 179 1,488 76 13,146

In addition to the segment information included in this note, further information is provided in the following notes:

Note 7 contains an analysis of infrastructure projects by business segment, and by geographical segment for the main project groups. Note 20 contains an analysis of net cash, distinguishing between infrastructure projects and other companies, including a segment breakdown in both cases. Note 32 contains an analysis of cash flows, distinguishing between infrastructure projects and other companies, including a segment breakdown in both cases.

124

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

5. Goodwill and acquisitions

Movements in this caption by segment in 2009and 2008 are as follows:

interest was already held in December 2008 and which is now fully consolidated because the Group holds the majority of voting rights. In the Services Division, the main movement relates to Amey and the above-mentioned appreciation of sterling, causing a 31 million euro increase in goodwill. Set out below is a breakdown of BAAs goodwill by airport for 2009, 2008 and 2007:

MOVEMENTS DURING 2009

Airports BAA Belfast Services Amey Cespa Swissport Other services Construction Webber Budimex Toll roads Total

Balance at 01/01/09
Disposal 3,527 0 1,381 395 422 545 19 171 100 71 321 5,400

Investment
10 10 0 -4 0 -1 -3 0 0 0 0 1,227 1,232

Exchange rate
276 276 0 34 31 0 3 0 -2 -3 1 12 319

Balance at 31/12/9
3,813 3,813 0 1,411 426 421 545 19 169 97 72 1,559 6,952 Million euro

Balances at 31/12/09
Heathrow Airport Gatwick Stansted Airport Regulated airports Edinburgh Airport Aberdeen Airport Southampton BAA Italia NATS Unregulated airports Total goodwill BAA 3,102 0 282 3,384 251 58 39 73 9 430 3,813

Balances at 31/12/08
2,877 0 261 3,138 233 54 36 66 0 389 3,527

Balances at 31/12/07
3,744 665 340 4,748 304 70 46 87 0 507 5,256 Million euro

BAAs goodwill balances do not include Gatwick airport, which was already classified as held for sale (Note 12). This goodwill was adjusted for impairment in June due to the estimates of the possible selling price of Gatwick airport, on the basis of which a loss of 416 million euro was recognised. On 3 December the Gatwick airport assets and liabilities were sold, generating an additional loss of 314 million euro, making a total loss before taxes of 730 million euro (408 million euro in Ferrovials net result) on this transaction, as analysed in Note 28. The main impact in the Toll Roads Division is the goodwill generated as a result of the merger of Cintra Conces. Inf. de Transporte and Grupo Ferrovial (1,283 million euro), giving rise to the Groups new parent company Ferrovial. Of this amount, 54 million euro is recognised in the caption Assets held for sale due to being allocated to the Chilean toll roads, which are held for sale, as explained in Note 12. The acquisition is addressed in more detail in point 2 of this note. The main movements in the Airports Division (BAA) is due to the exchange rate effect (+276 million euro) caused by the appreciation of sterling, as described in Note 3.2 Foreign exchange risk. There was also a 10 million euro increase due to the additional investment in Advanced Transport Systems, in which a 37.5%

Movements in goodwill during 2008 were as follows:

MOVEMENTS DURING 2008

Airports BAA Belfast Services Amey Cespa Swissport Other services Construction Webber Budimex Toll roads Total

Balance at 01/01/08
5,261 5,256 5 1,496 521 422 534 19 178 96 82 307 7,242

Investment
-615 -611 -4 -40 -6 0 -34 0 0 0 0 29 -626

Exchange rate
-1,119 -1,118 -1 -75 -120 0 45 0 -7 4 -11 -15 -1,216

Balance at 31/12/8
3,527 3,527 0 1,381 395 422 545 19 171 100 71 321 5,400 Million euro

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

125

5.1 Impairment testing At year-end 2009, the Companys assets were tested for impairment of goodwill. The conclusions of the analysis indicate that the recoverable value of the goodwill is higher than the carrying amount and no impairment has therefore occurred. The following paragraphs describe the methodology and assumptions used during impairment testing. 1. BAA goodwill and right to operate: Goodwill is the excess amount paid to acquire BAA over the value of the assets at the acquisition date (June 2006), representing the growth value of the business in the long term, based on expectations of significant additional investments that will allow considerable traffic growth in coming years. The recoverable value of the airports has been calculated as the higher of fair value less estimated costs to sell and value in use. That value has been obtained by discounting projected cash flows, based on the business plan for each airport to 2056, using the Adjusted Present Value (APV) method. The company believes that this is the minimum period necessary for a flow discount model to reflect the huge growth potential of this infrastructure, involving major investments, and that this is the methodology that reflects the value of this business. Cash flows have been discounted to the middle of the period and the residual value applied in the final year modelled has been calculated using the Gordon Shapiro formula and a perpetuity growth rate of 1.5%. The business plan calculations for the regulated airports were obtained by applying the Building Blocks methodology used by the UK airport regulator CAA (Civil Aviation Authority) and the UKs CC (Competition Commission). Under this methodology, the profitability of these regulated assets is determined by the Regulated Asset Base (RAB), the future Capital Investment Programme and the return on assets. The regulator stipulated in its decisions of March 2008 (Heathrow) and 2009 (Stansted) the aeronautical tariffs for the following five-year period, based on a return on assets (before taxes and inflation) of 6.2% for Heathrow and 7.1% for Stansted. The starting point for the projections is the business plan approved by BAAs Board to 2012, in which the tariffs grow in line with the regulators respective decisions and investments also follow this approach. As from 2013, a number of major maintenance and replacement investment projects have been added to increase the capacity of the existing infrastructure and cover passenger traffic growth forecast by the airport authorities while maintaining asset

quality. Current plans envisage an investment of around 13.5 billion GBP (at 2007/08 prices) in the next 10 years at Heathrow and Stansted airports. All these developments are consistent with the Transport Departments White Paper 2003 & 2006, the Stansted-G2 and Adding Capacity at Heathrow consultation papers, and the Airport Master Plans. For these two regulated airports, return on assets increases as from the sixth five-year period, in line with the latest trends in regulated sectors in the United Kingdom. The business plan for the unregulated airports and other activities was approved in December 2009 and reflects the long-term approach to the management of these assets. The starting point for the projections is the business plan appro ved by BAAs Board to 2012. Passenger growth is the main factor for the development of a sustainable and profitable business plan. Average passenger growth during the projection period is slightly below 3%. The discount rate for unregulated airports has been calculated using market references and assuming a deleveraged beta of 0.70. Deleveraged discount rates (Ku) used to value the regulated airports are consistent with the return on RAB used to project the flows, at between 7.73% and 8.50%. A deleveraged discount rate (Ku) of 8.20% has been applied to the undesignated airports. The debts tax shield has been discounted using the cost of the debt. A number of sensitivities have been calculated for the regulated and unregulated airports. The most significant in terms of impact relate to the main investments planned (third runway at Heathrow and second runway at Stansted SG2-) to increase capacity and meet forecast demand from passengers. If these products are not undertaken, projected passengers could be adversely affected and impairment might be recognised in the future. Sensitivity analyses are also performed for the unregulated airports. The carrying amounts of Glasgow and Southampton airports are similar to the values obtained. Consequently, a decrease in the main assumptions applied to these airports could lead to the recognition of impairment in the future. 2. Services Division goodwill (Amey, Cespa and Swissport): Goodwill in these three business areas is calculated using project flow projections for a five-year period. The residual value is based on the flow for the last year projected, provided this represents a normalised flow, and the growth rate applied never exceeds the estimated long-term growth rate for the market in which the company operates.

126

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Flows are discounted using a rate based on the weighted average cost of capital (WACC) for this type of assets. Ferrovial has used a market premium of 5.0%, based on recent studies of long-term premiums. Additionally, in order to obtain each companys exposure, portfolios of comparable companies have been selected to carry out regression analyses and obtain deleveraged betas. The betas obtained have been compared with other sources habitually used by analysts and investment banks (Barra Beta, Bloomberg, etc.). The projected flows are based on the latest estimates approved by the company, which take into account recent historical data. Average sales growth during the projection period is between 3.5% and 8.5%. Discount rates (pre-tax WACC) used to test for impairment are between 7.3% and 8.1%, and perpetuity growth rates (g) are between 2.0% and 3.0%. Sensitivity analyses are performed on this goodwill, particularly in relation to EBITDA, the discount rate and the perpetuity growth rate, so as to ensure that possible changes to the estimate have no impact on the possible recovery of the goodwill recognised. In the companys opinion, there are no reasonable changes to the main assumptions that would eliminate the excess recoverable value. 3. Construction Division goodwill (Budimex and Webber): This goodwill relates to Budimex (72 million euro) and Webber (97 million euro). As Budimex is listed on the Warsaw Stock Exchange, impairment has been analysed by verifying that the closing share price is above the carrying amount plus goodwill allocated. At year-end 2009 there was a considerable excess value, Ferrovials interest in Budimex (59.1%) being valued at 268.1 million euro in the stock market. In Webbers case, the method used is similar to the method applied to the services companies, consisting of a discount rate (pre-tax WACC) of 9.0% and a perpetuity growth rate of 2.0%. The projected flows are based on the latest estimates approved by the company, which take into account recent historical data. Growth in sales and other operating variables have been projected based on the contracts in the portfolio.

Sensitivity analyses are performed on Webbers goodwill, particularly in relation to EBITDA, the discount rate and the perpetuity growth rate, so as to ensure that possible changes to the estimate have no impact on the possible recovery of the goodwill recognised. In the companys opinion, there are no reasonable changes to the main assumptions that would eliminate the excess recoverable value. 4. Toll Roads Division Goodwill: The recoverable value of the toll roads has been calculated as the higher of fair value less estimated costs to sell and value in use. The value in use of concession companies with an independent financial structure and limited duration is calculated by discounting forecast flows for the shareholder to the end of the concession. The company believes that value in use must be obtained using models that consider the entire concession term, as the assets are in different phases of investment and growth and there is sufficient visibility to use a specific economic and financial plan for each phase during the concession term. No residual value is estimated in these valuation processes. The projections have been updated based on the historical evolution and specific features of each asset, using sophisticated, long-term modelling tools to estimate traffic, extraordinary maintenance, etc. These models or tools for traffic estimation use variables obtained largely from public sources (evolution of GDP, inflation, population, car ownership, status of alternative roads, etc.), there being also specific models to estimate extraordinary maintenance based on different variables (road surface condition, expected traffic, etc.). Forecast cash flows for the shareholder are discounted at an estimated cost of capital based on a risk-free rate referenced to 30-year bonds, taking into account the location of each concession company, a beta coefficient reflecting the companys leverage and asset risk, and an estimated market premium of 5.0%. For toll roads that include goodwill, mainly 407 ETR, possible impairment has been calculated by comparing the companys carrying amount (shareholders equity plus net goodwill) with its value in use obtained by discounting cash flows, as described above. No evidence of the impairment of this goodwill has been identified. In the companys opinion, there are no reasonable changes to the main assumptions that would eliminate the excess recoverable value.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

127

5.2 Acquisitions In accordance with the companys accounting policies described in Note 2.3.9., for successive acquisitions of companies in which prior control is exercised, goodwill is recognised in the amount of the difference between the excess price paid and the carrying amount of the shareholding acquired. As indicated previously, the most significant movement in 2009 relates to the goodwill of 1,283 million euro generated on the merger of Ferrovial and Cintra due to the acquisition of a 31.95% shareholding in Cintra from minority shareholders. This goodwill arises from the difference between the acquisition price (1,508 million euro) and the carrying amount of the investment (225 million euro). The acquisition price was Cintras share price (8.30 euros) at the date on which the shareholders approved the merger, 20 October.

6. Intangible assets
It should be noted that the caption Intangible assets does not include the intangibles assigned to infrastructure projects, which are carried in the caption Investments in infrastructure projects (Note 7). The concession rights included in this caption are not linked to any specific project debt. Movements in this consolidated balance sheet caption during 2009 and 2008 are as follows:

MOVEMENTS DURING 2009

Investment: Balance at 1.01.2009 Additions

Concession rights

Other intangible assets

TOTAL

101 4 0 -7 0 98

39 4 -5 0 1 39

140 8 -5 -7 1 137

The goodwill generated by the merger has been allocated proportionally to each concession asset based on the valuations performed. Value in use has been applied for the majority of the assets, obtained by discounting cash flows for the shareholder, as described previously. Assets held for sale (Chilean toll roads) have been valued using the estimated selling price. Other assets and liabilities, mainly assets that have not yet matured or are under construction, have been valued at their carrying amount. Once the values of all the assets have been obtained, they are adjusted proportionally downwards to reach the share price of 8.30 euros. Set out below are the discount rates used to measure the main assets and the goodwill allocated to each one (65% allocated to 407 ETR):

Disposals Reclassification to held for sale Effect of exchange rate Balance at 31.12.2009

Accumulated amortisation: Balance at 1.01.2009 Charges Disposals Reclassification to held for sale Effect of exchange rate Balance at 31.12.2009 Carrying amount 31.12.2009 -53 -15 0 1 0 -67 31 -24 -3 3 0 -1 -25 14 -77 -18 3 1 -1 -92 45 Million euro

Ke (shareholder cash flow discount rate)

407 ETR Autema Chicago Skyway Indiana (ITR) Ausol Algarve Trados 45 Sub-total Chile (*) Total Selling price 7.05% 8.55% 8.03% 8.27% 8.04% 8.13% 7.91%

Goodwill allocated
831 158 79 79 65 12 5 1,229 54 1,283 Million euro

The main movement in this caption relates to the transfer of Cespa Portugals intangible assets to the line Assets held for sale (see Note 12), in the amount of 7 million euro. Movements in this consolidated balance sheet caption during 2008 and 2007 are as follows:

(*) In the caption Assets held for sale.

128

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

MOVEMENTS DURING 2008

Investment: Balance at 1.01.2008 Additions Disposals Scope changes and transfers Reclassification to held for sale Effect of exchange rate Balance at 31.12.2008

Concession rights

Other intangible assets

TOTAL

193 38 -4 -7 -124 5 101

50 1 -16 8 -2 -2 39

243 39 -20 1 -126 3 140

The only significant intangible asset having an indefinite life is the BAA Groups right to operate certain unregulated airports, which arose during the business combination process following the acquisition of that group. As indicated in Note 7, this asset is not recognised in intangible assets but in Investments in infrastructure projects. At 31 December 2009 no significant intangible assets are subject to ownership restrictions or pledged to secure liabilities. There were no intangible asset impairment losses or reversals in 2009.

Accumulated amortisation: Balance at 1.01.2008 Charges Disposals Scope changes and transfers Reclassification to held for sale Effect of exchange rate Balance at 31.12.2008 Carrying amount 31.12.2008 -43 -17 2 -9 18 -4 -53 48 -40 -6 9 9 2 2 -24 15 -83 -23 11 0 20 -2 -77 63 Million euro

The internally generated intangible assets of BAA are analysed separately in Note 7.

7. Investments in infrastructure projects

7.1 Comprehensive information on investments in infrastructure projects The following table shows balances and movements in Investments in infrastructure projects by project during 2009 and 2008:
Disposals / transfers

MOVEMENTS DURING 2009

TOLL ROADS 407 ETR International Spanish toll roads Chilean toll roads US toll roads Other toll roads AIRPORTS BAA Other airports SERVICES Tube Lines Amey Autova de Aragn Other Services CONSTRUCTION Other infrastructure projects Total investment Depreciation, Toll roads Depreciation, Airports Depreciation, BAA Depreciation, Other airports Depreciation, Services Total depreciation Total net investment

Balance at 01/01/09

Scope changes

Additions

Effect of exchange rate

Balance at 31/12/09

2,671 0 1,521 1,345 18,846 18,841 6 134 0 109 25 0 0 0 27,062 -850 -3,880 -3,875 -6 -28 -4,758 22,305

0 0 0 0 8 7 1 0 0 0 0 0 0 0 8 0 -1 0 -1 0 -1 7

34 0 157 199 989 989 0 29 0 0 29 0 0 0 1,455 -110 -725 -725 0 -8 -842 613

-5 0 0 107 -209 -209 0 8 0 0 -2 9 0 0 -99 43 67 67 0 0 110 11

0 0 -44 0 1,457 1,456 1 9 0 9 0 0 0 0 1,765 -90 -300 -298 -1 -2 -392 1,373

2,700 0 1,634 1,651 21,092 21,084 8 179 0 118 51 9 0 0 30,191 -1,007 -4,838 -4,830 -8 Million euro -37 -5,883 24,309

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

129

The evolution of the euro exchange rate against the currencies of the countries in which there are significant investments in infrastructure projects (mainly pounds sterling) during 2009 caused a net increase of 1,373 million euro in these balances, as compared with the decrease of 5,210 million euro in 2008. The most significant movements during 2009 are explained be low:

With the exception of BAA, which is owned, the remaining assets are held under concessions. Movements relating to BAA are explained in more detail below.

In the case of the infrastructure projects, all the assets secure the companys debt, as explained in Note 20. During 2009, certain assets classed as investment property relating to Stansted airport became impaired in the amount of 53 million euro, as explained in Note 25. Interest capitalised during the year is analysed in Note 29.

Toll Roads Division: As regards the US toll roads, there was a significant increase in the assets of the SH 130 toll road, under construction, in the amount of 138 million euro. The most significant investments relating to other toll roads are 119 million euro in Eurolink Motorway Operation (M3) Ltd and 80 million euro in Euroscut Azores, both of which are also under construction. Airports Division: The most significant additions relate to the BAA Group, amounting to 989 million euro, of which 905 million euro relates to additions of non-current assets in course of construction, as analysed later.

Movements in these assets during 2008 were as follows:

Disposals / transfers
-1,295 0 0 -1,236 0 -59 -2,466 -2,401 -65 0 0 0 0 0 0 0 -3,762 377 230 206 24 0 607 -3,154

MOVEMENTS DURING 2008

TOLL ROADS AND CAR PARKS 407 ETR International Spanish toll roads Chilean toll roads US toll roads Other toll roads AIRPORTS BAA Other airports SERVICES Tube Lines Amey Autova de Aragn Other Services CONSTRUCTION Other infrastructure projects Total investment Depreciation, Toll roads Depreciation, Airports Depreciation, BAA Depreciation, Other airports Depreciation, Services Total depreciation Total net investment

Balance at 01/01/08
9,362 2,965 2,260 1,522 1,365 1,250 25,424 25,352 72 146 0 142 3 0 0 0 34,932 -1,084 -4,412 -4,384 -29 -27 -5,523 29,408

Scope changes
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0

Additions
705 28 411 21 91 154 1,570 1,570 0 22 0 0 22 0 0 0 2,297 -234 -794 -792 -2 -8 -1,036 1,260

Effect of exchange rate

-689 -448 0 -307 66 0 -5,682 -5,680 -1 -33 0 -33 0 0 0 0 -6,404 91 1096 1,094 1 8 1,194 -5,210

Balance at 31/12/08
8,082 2,545 2,671 0 1,521 1,345 18,846 18,841 6 134 0 109 25 0 0 0 27,062 -850 -3,880 -3,875 -6 Million euro -28 -4,758 22,305

130

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

7.2 Analysis of investments in BAA infrastructure projects Set out below is an analysis of the BAA Groups project assets by nature:

Property, plant and equipment

Movements in these assets during 2009 are analysed below:

MOVEMENTS DURING 2009

COST Balance at 1 January 2009 Scope changes Additions Transfers of investment property Transfers of completed assets Capitalised refinancing costs Disposals Other transfers Exchange differences Transfers to assets held for sale Balance at 31 December 2009

Terminals

Runways and related land

Plant and equipment

Other land and structures

Railway facilities

Assets in progress

Total

9,903 0 8 3 988 0 -101

1,751 0 0 0 38 0 -3

248 0 11 0 113 0 -6

115 0 0 21 7 0 -11

1,453 0 0 0 6 0 0

1,653 1 905 -24 -1,151 25 -1

15,122 1 924 1 0 25 -123 0

770 0 11,571

137 0 1,923

14 -20 360

8 0 139

114 0 1,572

122 -10 1,519

1,166 -30 17,085

DEPRECIATION Balance at 1 January 2009 Additions Disposals /transfers Exchange differences Transfers to available-for-sale assets Balance at 31 December 2009 Carrying amount at 31 December 2009 -2,900 -455 97 -225 0 -3,483 8,089 -467 -63 3 -37 0 -563 1,360 -65 -59 5 -2 8 -113 247 -56 -7 5 -4 0 -63 77 -240 -46 0 -19 0 -305 1,267 28 0 0 2 0 31 1,550 -3,700 -629 109 -284 Million euro 8 -4,496 12,589

The most significant increase in this caption derives from exchange rates, for a net amount of 883 million euro, due to the fluctuation in the euro/sterling rate during the year, as indicated in Note 3.2. This effect was also recognised in 2008, entailing a net reduction in these assets of 3,719 million euro. Additionally, assets in course of construction were transferred to their respective completed asset items in the amount of 1,151 million euro, relating mainly to Heathrow Terminal 4 (170 million euro) and Phase 1 of Terminal B2 (112 million euro), and also to land and facilities for the new Heathrow Terminal 5 (525 million euro). In 2008, transfers amounted to 6,193 million euro due to the opening of Heathrow Terminal 5 in March 2008.

There were also significant additions to assets in course, totalling 905 million euro. These asset additions include the investment made to develop the second runway at Stansted airport and related infrastructures, amounting to 26 million euro (23 million GBP) and a cumulative balance of 214 million euro (190 million GBP). A further 11 million euro has been invested in the planning and development of the third runway at Heathrow airport. Finally, the investments in facilities and extensions in progress in the Western Campus of Heathrow airport (including terminals T3, T4 and T5) should be noted, relating basically to the construction of the second satellite terminal for Terminal 5, for the sum of 301 million euro; and in the Eastern Campus (Heathrow terminals T1 and T2), relating to the T2 satellite terminal, in the amount of 216 million euro.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

131

Movements in these assets during 2008 are analysed below:

MOVEMENTS DURING 2008

COST Balance at 1 January 2008 Scope changes Additions Transfers of investment property Transfers of completed assets Capitalised refinancing costs Disposals Other transfers Exchange differences Transfers to assets held for sale Balance at 31 December 2008

Terminals

Runways and related land

Plant and equipment

Other land and structures

Railway facilities

Assets in progress

Total

0 15 0 4,740 0 -5 156 -2,635 -1,225 9,903

0 0 0 435 0 0 0 -504 -170 1,751

0 10 0 140 0 -2 -12 -47 -64 248

0 0 2 24 0 0 -15 -32 -31 115

0 0 0 854 0 0 0 -361 0 1,453

0 1,054 -11 -6,193 130 0 -128 -957 -92 1,653

0 1,079 -9 0 130 -7 0 -4,535 -1,581 15,122

DEPRECIATION Balance at 1 January 2008 Additions Disposals /transfers Exchange differences Transfers to available-for-sale assets Balance at 31 December 2008 Carrying amount at 31 December 2008 -3,355 -514 6 830 132 -2,900 7,003 -552 -69 0 136 17 -467 1,284 -62 -52 29 8 12 -65 183 -54 -7 -11 14 2 -56 59 -243 -46 -17 67 0 -240 1,213 37 0 0 -9 0 28 1,681 -4,229 -688 6 1,046 Million euro 165 -3,700 11,422

Investment property The main movements during 2009 derive from exchange differences, amounting to 211 million euro. Additionally, as described in Note 5, the line Impairment and disposals of non-current assets (see Note 25 and 28) includes 53 million euro relating to the impairment of investment property at Stansted airport (21 million euro in Ferrovials net result). These assets, though classified as investment property, form part of the regulated asset base (RAB) of the regulated airports and therefore their fair value is in line with their carrying amount, which is in turn used to calculate the RAB.

Movements in these assets during 2009 are analysed below:

MOVEMENTS DURING 2009
Balance at 1 January 2009 Additions Transfers of completed assets Disposals Other transfers Exchange differences Balance at 31 December 2009

Airports
2,781 0 27 -43 -1 217 2,981

Assets in progress
16 20 -27 0 1 0 10

Total
2,796 20 0 -43 0 217 2,991

DEPRECIATION Balance at 1 January 2009 Additions Exchange differences Impairment Balance at 31 December 2009 Carrying amount at 31 December 2009 -82 -50 -6 -53 -190 2,790 0 0 0 0 0 10 -82 -50 -6 -53 -190 2,800 Million euro

132

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Movements in these assets during 2008 were as follows:

MOVEMENTS DURING 2008
Balance at 1 January 2008 Additions Exchange differences Transfers to available-for-sale assets Balance at 31 December 2008

Airports
4,091 314 -857 -767 2,781

Assets in progress
11 11 -4 -4 16

Total
4,102 327 -861 -771 2,796

Intangible assets

The two main intangible assets recognised at December 2009 are the BAA Groups right to operate certain unregulated airports (indefinite right) and the rights to operate commercial space, which are amortised on a straight-line basis over the term of the contract up to a maximum of 15 years. The right to operate certain unregulated airports has been tested for impairment together with the goodwill allocated to those airports, as indicated in Note 5. The most significant movements in this item also derive from exchange differences (64 million euro).

DEPRECIATION Balance at 1 January 2008 Additions Exchange differences Transfers to available-for-sale assets Balance at 31 December 2008 Carrying amount at 31 December 2008 -84 -49 23 27 -82 2,699 0 0 0 0 0 16 -84 -49 23 27 -82 2,715 Million euro

MOVEMENTS DURING 2009

VALUE Balance at 1 January 2009 Additions Disposals Scope changes Exchange differences Transfers to available-for-sale assets Balance at 31 December 2009 AMORTISATION Balance at 1 January 2009 Additions Disposals Exchange differences Transfers to available-for-sale assets Balance at 31 December 2009 Carrying amount at 31 December 2009

Right to operate

Computer software

Concessions

Contracts to operate commercial space

Other

Total

653 0 0 0 50 0 703

123 20 -5 0 11 0 149

0 0 0 0 0 0 0

138 0 0 0 11 0 149

8 0 -2 6 0 -6 6

922 20 -7 6 72 -6 1,007

0 0 0 0 0 0 703

-55 -30 3 -5 0 -87 62

0 0 0 0 0 0 0

-38 -16 0 -3 0 -57 92

0 0 0 0 0 0 6

-93 -46 3 -8 Million euro Million euro 0 -143 864

MOVEMENTS DURING 2008

VALUE Balance at 1 January 2008 Additions Disposals Exchange differences Transfers to available-for-sale assets Balance at 31 December 2008 AMORTISATION Balance at 1 January 2008 Additions Disposals Exchange differences Transfers to available-for-sale assets Balance at 31 December 2008 Carrying amount at 31 December 2008

Right to operate

Computer software

Concessions

Contracts to operate commercial space

Other

Total

849 0 0 -196 0 653

122 35 0 -34 0 123

0 0 0 0 0 0

222 0 0 -51 -32 138

10 0 0 -2 0 8

1,203 35 0 -284 -32 922

0 0

-35 -34

0 0

-37 -21

0 0

-72 -55 0

0 0 0 653

14 0 -55 68

0 0 0 0

12 8 -38 100

0 0 0 8

26 8 -93 829

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

133

8. Property, plant and equipment

The caption Property, plant and equipment does not include PPE assigned to infrastructure projects, which are carried in the caption Investments in infrastructure projects. Movements in Property, plant and equipment in the consolidated balance sheet are as follows:
Other fixtures, tools and furnishings

Disposals Disposals relate basically to the Construction and Services segments, amounting to 25 million euro and 32 million euro, respectively, due to the write-off of fully-depreciated assets. Additionally, on 23 December 2009 Ferrovial S.A. sold the building in which its headquarters is located, together with related land and facilities. The carrying amount of the assets sold at the transaction date was 6 million euro.

MOVEMENTS DURING 2009 TOTAL

Investment: Balance at 1.01.2008 Additions Disposals Scope changes and transfers Effect of exchange rate Balance at 31.12.2008

Land and structures

Plant and machinery

Other fixtures, tools and furnishings

TOTAL

MOVEMENTS DURING 2009

Investment: Balance at 1.01.2009 Additions Disposals Scope changes and transfers Effect of exchange rate Balance at 31.12.2009

Land and structures

Plant and machinery

369 18 -26 -229 -2 131

765 107 -35 -64 -26 747

704 149 -38 -60 -13 743

1,838 274 -98 -352 -41 1,621

131 4 -9 9 3 137

747 82 -46 1 21 805

743 94 -18 -15 4 809

1,621 180 -73 -5 28 1,751

Accumulated depreciation: Balance at 1.01.2008 -100 -10 14 72 1 -24 107 -432 -104 39 37 21 -439 307 -500 -70 47 15 8 -501 242 -1,033 -184 100 124 30 -964 657 Million euro

Accumulated depreciation: Balance at 1.01.2009 Charges Disposals Scope changes and transfers Effect of exchange rate Balance at 31.12.2009 Carrying amount 31.12.2009 -24 -2 5 -2 -4 -27 110 -439 -47 30 -10 -31 -496 308 -501 -77 7 13 1 -556 253 -964 -125 42 2 -34 -1,080 671

Charges Disposals Scope changes and transfers Effect of exchange rate Balance at 31.12.2008 Carrying amount 31.12.2008

Million euro

Scope changes and transfers During 2009, the main change is due to the transfer of the Cespa Group companies in Portugal to Assets held for sale, in the amount of 18 million euro. Additions As in the previous year, additions relate basically to the acquisition of specific site machinery by Ferrovial Agromn and to investments in waste treatment, landfills and machinery for the provision of municipal services, and investments in facilities and equipment to engage in Swissports current activities.

Property, plant and equipment not used in operations is immaterial with respect to closing consolidated balances. No impairment losses or reversals were recognised during the year. The Group has taken out insurance to cover possible risks affecting its property, plant and equipment and possible claims that could be brought in the ordinary course of business. The Group considers that the insurance policies provide adequate coverage for such risks. PPE in course of construction amounts to 58.8 million euro (39.1 million euro in 2006). This increase is due basically to the plant and machinery being assembled by the Cespa Group in the Services segment. At 31 December 2009, no significant property, plant and equipment are subject to ownership restrictions or pledged to secure liabilities.

134

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

9. Investments in equity-consolidated companies

As mentioned in Note 2.3 on consolidation methods, with effect as from 1 January 2009 the company changed the consolidation method applied to jointly controlled businesses from the proportionate method to the equity method. For comparability, the 2008 balances were also restated. Set out below is a breakdown of the main investments in equity-consolidated companies at 31 December 2009 and 2008:

companies of the Cespa Group. The equity consolidation of these companies had an impact of -2,145 million euro with respect to the figures in the 2008 financial statements, of which -1,952 million euro relate to Tube Lines (see Note 2). The main shareholdings included in this caption are:

10% indirect interest acquired in the company Madrid Calle 30, S.A., which holds a 35-year contract to refurbish and maintain the M30 ring road in Madrid, entailing an investment of 71.8 million euro at 31 December 2009 (57.3 million euro at 31 December 2008). Grupo Ameys interests in its joint ventures, particularly Tube Lines, the company that holds the maintenance and cleaning contracts for three London Underground lines, totalling 184 million at 31 December 2009 (172.6 million euro at 31 December 2008). Payment of 125 million euro to acquire a 20% interest in Promociones Hbitat, S.A. This amount was paid in September 2007 as a result of the commitment made when all the shares in Ferrovial Inmobiliaria were sold to Promociones Hbitat, S.A. Promociones Hbitat S.A. is subject to an insolvency proceeding at the year end. This shareholding is fully provisioned.

2009
Opening balance Scope changes Share of results Exchange differences Dividends collected and equity reimbursed Derivatives Companies with negative equity Transfers to held for sale Other Closing balance 336 -8 85 15 -16 1 0 -81 -15 317

2008
390 2 -48 0 -4 10 -83 62 7 336 Million euro

Finally, the conclusion may be drawn that the Group has significant influence in companies in which its interest is less than 20% and, conversely, does not have significant influence in companies in which its interest exceeds 20%. There are no significant restrictions on the capacity of associates to transfer funds to the parent company in the form of dividends, debt repayments or advance payments, besides restrictions that may arise from financing contracts entered into by associates or from their own financial situation, and there are no contingent liabilities related to associates that might eventually be assumed by the Group. Exhibit I contains a list of the main shareholdings in equity-consolidated companies indicating their name, the country in which they were incorporated, business segment, the Groups shareholding and their financial highlights, such as aggregate assets and liabilities, net sales and profit or loss for the year.

The most significant companies affected by this accounting policy change are:

In the Toll Roads Division, the companies ITR Concession Company, Nea Odos, Central Greece and Trados 45. The change of accounting method for these companies had an impact of -2,056 million euro on the consolidated groups assets with respect to the figures contained in the financial statements at 31 December 2008, of which -1,848 million euro relates to ITR Concession Company, as explained in Note 2. In the Services Division, the Amey joint ventures (basically Tube Lines), Mantenimiento y Explotacin M-30 and several

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

135

10. Non-current financial assets

Set out below are movements and maturities at 31 December 2009 and 2008:
Restricted cash and other non-current financial assets

MOVIMIENTOS DURANTE 2009

Investment: Balance at 1.01.2009 Additions Disposals Scope changes and transfers Provision Effect of exchange rate Balance at 31.12.2009

Available-for-sale financial assets

Loans and receivables

Other receivables

Total

4 17 0 0 12 0 33

155 28 0 -58 0 0 125

290 71 -65 271 0 -13 554

418 25 -17 91 1 -12 506

867 141 -83 305 Million euro 13 -25 1,218

Note: Balances presented net of provisions.

The item loans and receivables, infrastructure projects relates mainly to amounts pending collection from public administrations in return for services rendered or investments made under a concession contract, with respect to the companies Concesionaria de Prisiones Lledoners, in the amount of 85 million euro (89 million euro in 2008), and Concesionaria de Prisiones Figueras, in the amount of 40 million euro (8 million euro in 2008).

The negative figure for 2010 maturities of Concesionaria de Prisio nes de Figueras relates to the expected increase in the balance of infrastructure project receivables during 2010.

Maturities of the most significant loans and receivables are analysed below:

Amounts
Concesionaria de Prisiones de Lledoners Concesionaria de Prisiones de Figueras Loans and receivables 85 40 125

2010
5 -72 -67

2011
5 1 6

2012
4 1 5

2013
4 1 5

2014
4 2 6

After more than 5 years

63 108 171 Million euro

The item restricted cash and other non-current financial assets includes guarantee deposits for bond issues, relating mainly to 407 ETR (205 million euro, 183 million euro in 2008) and Chicago Skyway (36 million euro, 35 million euro in 2008). The main change on this line relates to the inclusion in the scope of NTE Mobility Partners LLC, the concession company for the construction, maintenance and management of 21.4 kilometres (13.3 miles) of the North Tarrant Express road, in the amount of 271 million euro. It should be noted that this item includes a balance of 68 million euro (102 million CAD), after measurement adjustments, held by the company 407 International Inc in asset-backed commercial paper (ABCPs). At December 2009, the company valued these assets based on discounted future cash flows, resulting in a reversal of the existing provisions of 18 million CAD, having an impact of 4 million euro on the consolidated net result attributed to the parent company. It should also be noted that, in June 2009, 407 ETR arranged two credit lines with a Canadian bank, secured by ABCPs issued. At maturity, the company may sell the ABCPs and use the funds to repay the loans or place them with the bank (put option). At 31 December 2009, the put option has a value of 8.5 million CAD.

136

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Finally, the item other receivables includes the following items: 1. Investments in Economic Interest Groupings (EIGs) relating to Ferrovials shareholding in nine EIGs, totalling 100 million euro, which are engaged in an asset leasing activity managed by a non-Group company that retains the majority of rewards and is exposed to the risks relating to that activity. These groupings have availed themselves of tax incentives provided by Spanish legislation and their results are recognised in the caption income tax in the consolidated income statement. 2. Fully-provisioned account receivable of 250 million euro relating to the price deferred on the sale of the real estate business to Promociones Habitat. 3. Loans to equity-consolidated companies include the longterm loan granted by Ferrovial Servicios to its subsidiary Emesa in the amount of 50 million euro (25 million euro at December 2008) and the loans granted by Amey its subsidiaries Tube Lines (67 million euro) and Wakefield & Manchester (6 million euro).

4. Capitalised costs relating to the refinancing of BAA, amounting to 76 million euro (65 million GBP) and to the 6% Loan Notes due 2001, received from Caisse de Depot et Placement du Qubec, in connection with the sale of Budapest Airport in 2007, in the amount of 66 million euro (59 million GBP; 58 million GBP at 31 December 2008). Fair values of assets The discounting of asset cash flows using a market interest rate is deemed to approximate their carrying amount. The difference between the carrying amount and fair value of the assets is not therefore significant. Set out below are movements in these items during 2008, for illustrative purposes:

MOVEMENTS DURING 2008

Investment: Balance at 1.01.2008 Additions Disposals Scope changes and transfers Provision Effect of exchange rate Balance at 31.12.2008

Available-for-sale financial assets

Loans and receivables of infrastructure projects

Restricted cash

Other receivables

TOTAL

67 -16 -28 1 -4 -14 4

40 126 0 0 0 -11 155

275 90 -31 -28 0 -17 290

411 66 -69 38 2 -31 418

793 265 -128 10 Million euro -2 -73 867

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

137

11. Derivative financial instruments at fair value

a) Description of the main hedges Set out below is a breakdown of derivatives contracted and their fair values at 31 December 2009 and 2008, as well as the maturities of the notional amounts to which the derivatives relate (notional maturities are shown as positive figures and future increases already contracts as negative figures):

Fair value
Tipo de Instrumento
ASSET BALANCES Index-linked swaps BAA (*) Interest rate swaps BAA Cross currency swaps BAA Index-linked swaps Cintra Equity swaps (*) Other derivatives Cross currency swaps Cintra Other derivatives Electricity hedge BAA

Notional maturities
31/12/10 31/12/11 31/12/12 31/12/13 31/12/2014 and after TOTAL NOTIONALS

Balances at 31/12/09
861 32 4 734 56 19 16 0 16 0

Balances at 31/12/08
1,139 140 72 800 97 0 31 1 28 2

0 0 0 2 21 133 0 133 0

0 0 0 1 0 0 0 0 0

0 0 1,000 1 0 0 0 0 0

447 1,118 0 3 12 0 0 0 0

913 0 1,500 31 0 0 0 0 0

1,359 1,118 2,500 39 33 133 0 133 0

LIABILITY BALANCES Index-linked swaps BAA (*) Interest rate swaps BAA Equity swaps Interest rate swaps Cintra Other derivatives Cross currency swaps Cintra Other derivatives NET AND NOTIONAL BALANCES

1,544 194 284 261 694 111 3 109 -683

2,320 329 475 407 989 121 0 121 -1,181

81 0 0 75 -179 185 35 150 238

227 0 0 109 -189 308 18 290 229

361 0 0 67 1 293 0 293 1,362

1,579 0 1,022 210 -4 351 0 351 3,158

8,578 1,126 3,592 172 3,374 315 0 315 11,021

10,826 1,126 4,614 632 3,003 1,451 Million euro 53 1,398 16,008

(*) The items indicated are the main derivatives contracted by the Group that are not deemed to be accounting hedges, as explained in this note.

Additionally, several equity-consolidated or held-for-sale companies have contracted derivatives for a total fair value of -682 million euro at December 2009 (-931 million euro at December 2008), for a total notional amount of 2,088 million euro.

138

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

b) Main effects on results and equity Set out below are movements in the main derivatives contracted by fully-consolidated companies, showing fair values at 31 December 2009 and 2008, and the impact on reserves, results and other balance sheet items:

Fair value
Balance at 31/12/09
-162 -280 734 56 -694 -242 -95 -3 -93 0 -683

Breakdown of movements
Impact on reserves (I)
0 296 93 -40 341 0 8 -3 11 0 698

Instrument type
Index linked Swaps BAA Interest Rate Swaps BAA Cross Currency Swaps BAA Index linked Swaps Cintra Interest Rate Swaps Cintra Equity swaps Other hedges CCS Cintra Other derivatives Electricity hedge BAA Total swaps

Balance at 31/12/08
-189 -403 803 97 -989 -407 -91 1 -93 2 -1,180

Change
27 123 -68 -41 295 165 -4 -4 1 -2 496

Impact on results, fair value (II)

-142 26 -29 0 1 159 -19 0 -19 0 -3

Other impacts on results (III)

72 -186 17 0 -38 -4 -14 0 -12 -2 -152

Exchange rate (IV)

-15 -27 60 0 9 0 -17 0 -17 0 10

Other balance sheet impacts (V)

111 14 -210 0 -19 9 37 0 37 0 -57

TOTAL
27 124 -68 -40 295 165 -4 -4 Million euro 1 -2 497

As mentioned in Note 2.3.8, derivatives are carried at market value at the contract date and at fair value at subsequent dates. Changes in the value of these derivatives are recognised as follows:

In addition to the above-mentioned impacts, there was an impact of -8 million euro on reserves in respect of derivatives contracted by equity-consolidated companies or companies held for sale.

The fair value change to hedging derivatives during the year is recognised with a balancing item in reserves (column I). The fair value change to non-hedging derivatives or speculative derivatives is recognised as a fair value adjustment in the groups income statement (column II) and a separate breakdown is included in the income statement (see breakdown in Note 25). Other impacts on results (column III) reflect the impact of financing on financial income and expense in respect of interest accrued during the period. The impact of the difference between closing exchange rates at December 2009 and 2008 is also presented separately (column IV). Finally, the impacts on debt or cash of the ordinary periodic collections and payments on the derivatives (flows of interest paid during the period) are recognised. The movement in Cross Currency Swaps relates to the change in the debt with respect to the guaranteed exchange rate (column V).

BAA derivatives Index linked swaps BAA BAA has contracted Index Linked Swaps, linked to fixed-rate bonds, such that the company has debt synthetically indexed to inflation. These derivatives have a total notional amount of 2,206 million GBP (2,485 million euro) and are not accounting hedges, as explained in Note 25. Their fair value changed from -189 million euro in December 2008 to -162 million euro in December 2009, entailing an impact of -142 million euro on Ferrovials financial results as a fair value adjustment. This value excludes credit risk, entailing an impact of 92 million euro on Ferrovials income statement that has already been included in the above-mentioned fair value adjustment. Additionally, payments and collections reduced balance sheet liabilities by 111 million euro due basically to the advance settlement of payment flows. Finally, financial income of 72 million euro was recognised in relation to accruals for the year.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

139

Interest rate swaps BAA In order to hedge interest rate risk, BAA has contracted Interest Rate Swaps for a total notional amount of 5,088 million GBP (5,732 million euro). These derivatives are mostly classed as accounting hedges of cash flows from bank borrowings, as explained in Note 25. Only ineffective portions of the hedges or fair value changes in derivatives that are not accounting hedges are recognised in financial results, as fair value adjustments. The fair value of these derivatives has changed from -403 million euro at December 2008 to -280 million euro at December 2009, having an impact on reserves of 296 million euro due to the increase in the United Kingdoms long-term interest rates during the year. The portion of these derivatives not qualifying for hedge accounting had an impact of 26 million euro recognised as a fair value adjustment (see Note 25) in Ferrovials financial results. Additionally, swap settlements at closed rates above current interest rates had an impact on Ferrovials financial results of -186 million euro (-75 million euro on net results attributed to the parent company). Settlements of collections and payments reduced liabilities by 14 million euro. Cross currency swaps BAA BAA has contracted a number of Cross Currency Swaps to hedge sterling/euro foreign exchange risk on euro bonds issued (see Note 20), for a total notional amount of 1,703 million GBP (2,500 million euro), with maturities between 2012 and 2018. The evolution of the sterling/euro exchange rate during the year with respect to the closed rate had an impact on the balance sheet of -210 million euro due to the measurement of the bonds at the closed rates. Additionally, the valuation at the sterling/euro exchange rate at 31 December 2009 and 2008 had an impact on Ferrovials consolidated balance sheet of +60 million euro due to the conversion to euros of the fair value in sterling. Other hedging transactions contracted by BAA BAA has Equity Swaps relating to Ferrovials share-based remuneration systems (see Note 34). These contracts are not accounting hedges and therefore their fair value is recognised as a fair value adjustment in Ferrovials financial income (see Note 25). The measurement of the Equity Swaps held by BAA at their market value has generated financial income of 39 million euro (16 million euro in the net result), recognised as a fair value adjustment (see Note 25).

Toll Road Division derivatives Index linked swaps Cintra In 2008, the company Autema contracted an index linked swap to hedge changes in income, contracting an inflation rate of 2.50% per annum. This hedge is deemed to be effective and had a gross impact on reserves of -40 million euro. Interest rate swaps Cintra The total fair value of these hedges changed from -989 million euro at December 2008 to -694 million euro at December 2009 (-1,841 to -1,193 million euro, respectively, including the derivatives of equity-consolidated companies), due to the generalised increase in long-term interest rates. This effect is particularly noteworthy in the swaps contracted to cover US project debt (basically Chicago Skyway and SH-130), their values having changed from -820 million euro at December 2008 to -542 million euro at December 2009. The other interest rate swaps contracted by Cintra showed a fair value change from -169 million euro at December 2008 to -151 million in December 2009. As these derivatives are deemed to be fully effective, the fair value changes had a positive impact on reserves of 341 million euro (320 million euro of which relates to the swaps contracted in the USA), while settlements and accruals had an impact of -38 million euro on financial results. t

Chicago Skyway ha cubierto la totalidad de su deuda mediante contratos de permuta financiera. Para el bono de la serie A por importe de 306 millones de euros (439 millones de USD) existe un contrato de cobertura por un importe nocional equivalente al 100% de su deuda que asegura un tipo del 4,82% durante los primeros nueve aos de vida del bono y un 5,88% en los tres ltimos. Para el bono de la serie B existe un nocional cubierto de 670 millones de euros (961 millones de USD) que supone la totalidad de su deuda y que se ha instrumentalizado mediante contratos de permuta financiera, fijando un calendario de flujos ciertos a recibir a cambio de pagos de inters variable crecientes en el tiempo, que equivalen a un tipo efectivo del 5,66% (incluyendo el margen del bono). Por ltimo, la sociedad ha contratado instrumentos de cobertura para la totalidad de la deuda de la denominada serie C por un nocional contratado inicialmente de 105 millones de euros (150 millones de USD) que garantizan un tipo fijo del 4,68%.

140

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Chicago Skyway has hedged its entire debt by means of equity swaps. The Series A bond of 306 million euro (439 million USD) is hedged for a notional amount equal to 100% of the debt at a rate of 4.82% for the first nine years of the bonds term and at 5.88% for the final three years. The Series B bond is fully hedged for a notional amount of 670 million euro (961 million USD) by means of equity swaps establishing a schedule of certain flows receivable in exchange for variable-interest payments that increase over time, for an effective rate of 5.66% (including the bond margin). Finally, the company has contracted hedges for all Series C debt, for an initial notional sum of 105 million euro (150 million USD), establishing a fixed rate of 4.68%. SH-130 has hedged interest rates for all its debt and a maximum notional sum of 496 million euro (711 million USD) at a fixed rate of 5.18%. Inversora Autopista del Sur has a hedge stipulating a fixed rate of 4.18% for Tranche B in the amount of 100 million euro. Inversora Autopista de Levante has a hedge of 238 million euro at a rate of 4.39%. Eurolink M4-M6 has partial interest-rate hedges with different terms to cover a range of between 3.44% and 5.39%. Euroscut Norte has an interest-rate hedge covering 75% of its debt to maturity, at a fixed interest rate of 3.69%. Euroscut Azores has hedged its total debt of 333 million euro at a fixed interest rate of 4.11%. Eurolink M3 has hedged its total debt of 265 million euro during the construction period at a fixed rate of 4.36%, which will decrease to 50% at a fixed rate of 4.53% during the operating period. Cintra Inversora de Autopistas de Catalua has hedged 98% of its debt, in the amount of 606 million euro, based on an underlying curve equivalent to a fixed rate of 4.73%.

The equity swaps do not qualify for hedge accounting. Related gains or losses are recognised as fair value adjustments (see Note 25) in financial results, entailing income of 159 million euro for the consolidated Group at 31 December 2009. Note 35 on stock option plans contains a breakdown and description of these equity swap contracts. Other derivatives The line Other derivatives relates to the following main instruments: Foreign exchange derivatives in the Toll Roads Division: In the event that financing is contracted in a currency other than the currency in which the asset is denominated, the Group seeks to hedge foreign exchange risk. The most relevant transaction relates to Autopista del Maipo, which has a cross currency swap of 421 million USD plus interest to hedge the conversion of its US dollar financing into Chilean UF (this transaction is carried as held for sale).

Equity Swaps Derivative financial instruments include equity swap contracts concluded by the Group solely to hedge the impact on equity of its stock option plans, as described in Note 3.5 on market risk.

Interest rate swaps in Ferrovial, with a fair value of -88 million euro at 31 December 2009 (-71 million at 31 December 2008), a notional sum of 1,127 million euro (formed by four symmetrical derivatives with a notional sum of 250 million GBP up to a total of 1,000 million GBP) and a fixed interest rate of 5.2525%. These derivatives were contracted to hedge possible fluctuations in interest rates on the syndicated loan obtained by Ferrovial Infraestructuras to finance the acquisition of the BAA shares. Although this debt has been entirely converted to euros as a result of the corporate debt refinancing operation described in Note 20, the company considers a new conversion to sterling of a part of its current euro debt to be highly probable early in 2010, for an approximate amount of 750 million GBP, so as to maintain the natural hedge of the investment in BAA (see letter d of this note). Consequently, the hedge is deemed sufficient for this amount of debt, although the accumulated reserves relating to the derivative the notional value of which no longer qualifies for hedge accounting have been taken to results as a fair value adjustment, entailing an impact of -18 million euro on the Groups reserves and a charge of -22 million euro to the income statement (see Note 25) as a fair value adjustment in the Groups financial results. Additionally, settlements and accruals of ordinary interest on this derivative entailed a financial expense of 27 million euro and an impact on cash of -13 million euro. In addition to these derivatives, an IRS was contracted in euros for the company Marjeshvan, with a fair value of 2 million euro at 31 December 2009 (2 million euro at 31 December 2008).

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

141

Interest rate swaps in the Services Division, consisting mainly of the contract relating to the Nacional II (Autova de Aragn) road. This hedge was contracted in 2008 for interest rates on debt, representing a notional sum of 107 million euro and a fixed interest rate of 4.7640%. Corporate derivatives: during 2009 two new interest rate swaps were contracted for Cespa projects: - Barcelona City Council: notional sum of 24 million euro (equal to 50% of the debt) at a fixed interest rate of 3.2%, maturing in 2017. - Ecoparc Can Mata: notional amount of 25 million euro, fixed rates of 3.7475% and 3.62%, maturing in 2020.

Interest rate swaps (IRS) IRS are swaps in which the counterparties exchange, at certain pre-established moments in the future, cash flows determined on the basis of reference interest rates and pre-established nominal amounts. There are a large variety of IRS (fixed-variable rates, variablevariable rates, fixed nominal amount at maturity, repayable no minal sum), but the measurement method is basically the same in all cases. IRS are measured at the present value, on the measurement date, of their future flows of payments and collections. Where the reference rate is a variable rate, these future flows are estimated using the forward curves quoted in the market at the measurement date. Each flow is discounted using the zero coupon rate and based on the settlement period, at the measurement date. Once flows of collections and payments have been discounted, they are offset against each other and the resulting amount is the market value of the IRS at that date.

c) Hedge measurement methods On 1 July 2009, Ferrovial S.A. decided to adopt the amendment to IFRS 7 whereby the status of each of the companys derivatives must be described in accordance with the Fair Value Measurement Hierarchy. This Hierarchy establishes three categories, referring to the types of data used to calculate fair values:

LEVEL 1.- Listed prices (without adjustments) in active markets for identical asset or liability instruments. LEVEL 2.- Data, other than the listed prices included in level 1, that are observable for the asset or liability instruments, either directly (as a price) or indirectly (derived from the price). LEVEL 3.- Figures that are not based on observable market data.

Equity swaps (EQS) EQS are contracts hedging the future value of equity securities, whereby the parties establish, at hedge inception, a settlement value for a given number of securities of a specific issuer. At the settlement date, the party that receives the securities must pay the contracted price, irrespective of the market price at that date. As in the case of IRS, there are various types of equity swaps and clauses may be included relating to the settlement method (based on differences or actual handover), collection of dividends, early repayment and other rights attaching to the securities. The market value of the equity swap is usually calculated as the

All Ferrovial S.A.s derivative financial instruments and other financial instruments carried at fair value are included in LEVEL 2 of the Fair Value Measurement Hierarchy. The valuations performed by the company are in any event compared with values received from the counterparty banks, on a monthly basis.

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Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

difference between the market price of the securities on the calculation date and the unit settlement price agreed at the outset, multiplied by the number of securities stated in the contract. Cross currency swaps (CCS) CCS, as with IRS, are swaps in which the counterparties exchange, at certain pre-established moments in the future, cash flows determined on the basis of reference interest rates and pre-established nominal sums. The difference is that, in the case of CCS, the flows payable and receivable are denominated in different currencies and their reference interest rates usually also relate to different countries. As the nominal sums of each counterparty are denominated in different currencies, they agree on equivalence at hedge inception, based on the exchange rates in force at that time. As with IRS, there are many types of CCS (fixed-variable rates, variable-variable rates, fixed nominal sum at maturity, repayable nominal sum), some of which are not envisaged in the case of IRS (such as the possibility of swapping two fixed rates), but in all cases the measurement method is basically the same (similar to the method applied to IRS). Future flows are discounted based on the zero coupon curves quoted in the market at the measurement date, for each period and currency. Where the reference rate is a variable rate, these future flows are estimated using the forward curves quoted in the market at the measurement date. Once the discounted values of the flows of collections and payments are obtained, and as they are denominated in different currencies, they must be converted using the spot exchange rate on the measurement date before the resulting amounts are offset. The net amount finally obtained is the market value of the CCS at that date.

The reference rate generally comprises an actual interest rate multiplied by the increase or decrease in a specified price index. In this case, there are many different possibilities, even more than in the case of IRS and CCS, since an ILS is an OTC instrument that is normally traded bilaterally between the contracting parties. However, the value of the ILS at a given date is also the net value of its discounted future flows. These future flows are estimated using the forward curves quoted in the market on the measurement date, for both the reference interest rates and the reference inflation rates. As in the cases described above, flow are discounted using the zero coupon rates for each settlement period, at the measurement date. Once flows of collections and payments have been discounted, they are offset against each other and the resulting amount is the market value of the ILS at that date.

d) Net investment in foreign operations As indicated in Note 3.2, where the decision is taken to finance a part of a capital investment in a foreign operation using specific debt contracted by the Group companies that invest in project capital, the debt is usually obtained in the same project currency and acts as a natural hedge of foreign exchange risk. With respect to net investments in foreign operations, foreign exchange differences arising from the monetary component of the investment are recognised as currency translation differences in equity. At 31 December 2009 the consolidated group has no net investment in a foreign operation. There was a net investment in a foreign operation until 4 December, when the corporate debt was refinanced, including the sterling debt obtained to finance the BAA acquisition (see Note 20). However, as mentioned previously, in order to maintain a natural hedge of the BAA investment, the company considers that a part of the current euro debt will in all probability be converted to sterling (approximately 750 million GBP) early in 2010. At December 2008, this net investment related entirely to the BAA investment, amounting to 977 million euro (investment of 2,294 million GBP against a sterling debt of 1,317 million).

Index-linked swaps (ILS) ILS are swaps in which a nominal reference interest rate is exchanged for a reference inflation rate.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

143

12. Non-current assets and liabilities held for sale

Assets and liabilities held for sale include assets or liabilities that will foreseeably by sold within one year, as described in Note 2.3.12. At 31 December 2009, assets and liabilities classified as held for sale relate basically to the Toll Roads Division, specifically to the Chilean toll roads (see a description of the selling process below). Additionally, the assets and liabilities of Cespa Portugal, a company engaged in providing municipal services in Portugal (waste collection, road cleaning and treatment), have also been transferred to this caption and are expected to be sold in the first quarter of 2010. The assets relating to these activities classified as held for sale are mainly investments in non-current assets to provide the services (14 million euro), trade receivables (26.4 million euro), bank borrowings (7.7 million euro) and trade payables (14.2 million euro). Set out below are movements in assets and liabilities held for sale during the financial years ended 31 December 2009 and 2008:
ASSETS
Balance 31/12/08
2,563 0 0 2,563 0 1,708 452 1,256 0 0 0 7 4,278

LIABILITIES
Effect of exch. rate
197 0 0 197 0 1 0 1 0 0 0 0 198

MOVEMENTS 2009
Airports APP WDF Gatwick BAA USA Toll roads and Car parks Car parks Chilean toll roads Services Cespa Portugal Other Other Held for sale

Disp. due to sale

-2,759 0 0 -2,759 0 -452 -452 0 0 0 0 -7 -3,218

Transfers of non-current assets

116 81 0 0 35 383 0 383 44 41 3 0 544

Balance 31/12/09
116 81 0 0 35 1,640 0 1,640 44 41 3 1 1,801

Balance 31/12/08
1,679 0 0 1,679 0 1,484 275 1,209 0 0 0 1 3,163

Disp. due to sale/ increases

-1,808 0 0 -1,808 0 124 -275 399 0 0 0 0 -1,683

Transfers of non-current assets

5 0 0 0 5 0 0 0 34 34 0 0 39

Effect of exch. rate

129 0 0 129 0 0 0 0 0 0 0 0 129

Balance 31/12/09
5 0 0 0 5 1,608 0 1,608 34 34 Million euro Million euro 0 1 1,647

ASSETS
Balance 31/12/07
808 312 496 0 0 0 0 0 0 0 0 8 816

LIABILITIES
Effect of exch. rate
-586 -49 -41 -496 0 -1 0 -1 0 0 0 -1 -587

MOVEMENTS 2008
Airports APP WDF Gatwick BAA USA Toll roads and Car parks Car parks Chilean toll roads Services Cespa Portugal Other Other Held for sale

Disp. due to sale

-455 0 -455 0 0 0 0 0 0 0 0 0 -455

Transfers of non-current assets

2,795 -263 0 3,058 0 1,709 452 1,257 0 0 0 0 4,504

Balance 31/12/08
2,563 0 0 2,563 0 1,708 452 1,256 0 0 0 7 4,278

Balance 31/12/07
83 0 83 0 0 0 0 0 0 0 0 0 83

Disp. due to sale/ increases

-79 0 -79 0 0 0 0 0 0 0 0 0 -79

Transfers of non-current assets

2,003 0 0 2,004 0 1,484 275 1,209 0 0 0 1 3,488

Effect of exch. rate

-329 0 -4 -325 0 0 0 0 0 0 0 0 -329

Balance 31/12/08
1,679 0 0 1,679 0 1,484 275 1,209 0 0 0 1 3,163

144

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

With respect to the Airports Division, at 30 June 2009 the company performed an analysis pursuant to IAS 40 and identified the impairment of the assets allocated to the BAA Groups airports, due to estimates of the possible selling price of Gatwick airport, resulting in the recognition of impairment of 416 million euro. On 3 December the Gatwick airport assets and liabilities were sold, generating an additional loss of 314 million euro, making a total loss before taxes of 730 million euro (408 million euro in Ferrovials net result) on this transaction, as analysed in Notes 5 and 28. The transaction price was 1,500 million GBP (1,646 million euro), of which 1,445 million GBP will be received in cash and 55 million GBP will be collected subject to the achievement of certain operating and financial parameters. On 27 July, the agreement to sell the 99.92% interest in the subsidiary Cintra Aparcamientos, S.A. to a consortium formed by several companies was concluded. The transaction price is 400 million euro, consisting of: 245 million euro as the price of the shares 155 million euro to repay the debt with Cintra. The buyer also assumed Cintra Aparcamientos bank borrowings of 51 million euro. This transaction generated a gain of 95 million euro (50 million euro in the net result attributed to the parent company).

Finally, on 29 December Cintra Infraestructuras S.A.U. agreed to sell a 60% shareholding in Cintra Concesiones de Infraestructuras de Transporte de Chile Limitada (Cintra Chile). This transaction amounts to approximately 209 million euro (7,150,000 Chilean development units). Additionally, the buyer has an option to buy and Cintra has an option to sell the remaining 40% of share capital at a fixed price during a two-year period. The effectiveness of the transaction is subject to the submission of the necessary notifications and the obtainment of authorisation and registration in Spain, Colombia, Chile and other jurisdictions in which the parties to the transaction have operations. According to preliminary calculations, consolidated net profit (after tax) is estimated at approximately 250 million euro, including both the sale of Cintras 60% interest in that company and the exercise of the purchase and sale options. This profit will be recognised in 2010 once the above-mentioned authorisations and registration have been obtained and completed. The main assets and liabilities pertaining to the Chilean toll roads carried as held for sale are investments in infrastructure projects (1,249 million euro) and long-term borrowings (1,263 million euro). They also include 54 million euro relating to the portion of the merger goodwill that may be allocated to the Chilean toll roads, as explained in Note 5.4.

13. Inventories
Inventories are analysed below at 31 December 2009, 2008 and 2007:
ITEMS
Land lots and unbuilt land Raw materials and other supplies Real estate in progress and other Provisions Total

Balance at 31/12/09
145 136 210 -2 490

Balance at 31/12/08
161 148 193 -1 500

Balance at 31/12/07
167 125 194 3 489

Change
-15 -12 17 0 -11

Variacin 2008-2007
-6 24 Million euro -1 -5 12

Inventories amounting to 280 million euro (159 million euro at 31 December 2008) relate to the real estate business in Poland, comprising land lots, unbuilt land and real estate in progress, of which inventories totalling 201 million euro are subject to ownership restrictions or pledged to secure liabilities (138 million euro at 31 December 2008).

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

145

14. Trade and other receivables

Trade and other receivables are analysed below at 31 December 2009 and 2008:

ITEMS
Trade receivables Guarantee withholdings Completed work pending certification Total trade receivables for sales and services

Balance at 31/12/09
2,359 148 475 2,982

Balance at 31/12/08
2,667 170 554 3,391

Balance at 31/12/07
2,966 202 446 3,615

Change
-308 -21 -79 -408

Variacin 2008-2007
-300 -33 108 -224

Other receivables Receivable from public authorities Total other receivables

361 186 547

386 192 578

312 194 505

-25 -5 -31

75 -3 72

Current deferred tax assets

138

-3

-113

Provision for doubtful trade receivables Other provisions for receivables Total provisions Total

-270 -19 -290 3,262

-212 -31 -242 3,751

-147 -27 -173 4,086

-59 11 -47 -490

-65 Million euro Million euro -4 -69 -334

Bad debt provisions are recognised as described in Note 2.3.7.c. Movements in trade provisions are set out below:

Movements in provision
Opening balance Charges to the income statement: Reductions/Applications Effect of exchange rate Transfers to available for sale Closing balance

2009
-242 -137 100 -10 0 -290

2008
-173 -60 -24 14 1 -242

2007
-149 -36 13 -1 0 -173

Change 2009-2008
-69 -77 124 -24 -1 -47

Change 2008-2007
-24 -24 -37 15 1 -69

The item Other receivables includes balances receivable arising outside the ordinary course of business carried on by each segment and prepayments to suppliers amounting to 93 million euro at 31 December 2009 (122 million euro at 31 December 2008). The item Receivable from public authorities includes balances receivable from public authorities other than income tax.

Group management considers that the carrying amounts of trade receivables approximate their fair values. Set out below is a breakdown of trade receivables for sales and services by business segment, distinguishing between public authorities and private customers:

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Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Public authorities Balances 2009

Construction Services Airports Toll roads Adjustments Closing balance 853 801 0 25 0 1,679 65.27% 68.88% 0.00% 12.23% 0.00% 56.38% 454 362 307 181 0 1,303

Private customers

TOTAL

34.73% 31.12% 100.00% 87.77% 0.00% 43.70%

1,306 1,163 307 Million euro Million euro 206 0 2,982

It may be observed from the above table that 56.30% of the Groups customers are public authorities. The most significant balances receivable from private customers relate to the Construction Division. In order to manage credit risk relating to private customers, the Construction Division has implemented pre- and post-contracting measures. Pre-contracting measures include the consultation of debtor registers, ratings and solvency studies, while post-contracting measures during the execution of cons-

truction work include the follow-up of contractual incidents and payment default. At 31 December 2009, the amount of 217 million euro (120 million euro at 31 December 20089 has been deducted from the item Trade receivables in respect of discounts prior to the due dates. These assets have been written off the balance sheet since it is considered that they meet the conditions stipulated in paragraph 20 of IAS 39 regarding the derecognition of financial assets.

15. Other complementary information on construction contracts and other contracts recognised on a percentageof-completion basis
With respect to Construction contracts and Services, set out below is a breakdown of ordinary revenues recognised during the period and contracts in progress at the closing date:

Construction 31/12/2009
Ordinary revenue recognised during the period on a percentage-of-completion basis

Services 31/12/2009

TOTAL

Construction 31/12/2008

Services 31/ 12/2008

TOTAL

Contracts in progress at the year end Accumulated costs incurred Accumulated profits recognised Advance payments received Withholdings Completed work pending certification Advance payments on certificates -4,314 181 287 147 378 682 -311 37 0 2 30 -7 -4,625 218 287 149 408 675 -4,935 212 292 175 465 719 -121 17 0 1 23 -3 -5,056 229 292 176 488 717

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

147

16. Equity
Set out below is a breakdown of the main movements in equity during 2009.

2009
Attributed to equity holders
Equity at 01.01.09 Changes in accounting policies Equity restated at 01.01.09 Consolidated result for the year Impact on reserves of hedging instruments Impact on reserves of defined benefit plans Currency translation differences Income and expense recognised directly in equity Total income and expense recognised Dividends paid Capital increases/reductions Merger Transactions with owners Other movements Equity at 31.12.09 1,443 1,162 23 2,987 1,578 178 1,756 -92 260 -246 124 138 46 -281

Attributed to minority interest

2,113 93 2,206 -407 194 -144 -182 -132 -539 -103 166 -160 -96 -1 1,570

Total equity
3,691 271 3,962 -499 453 -390 -58 6 -493 -384 166 1,283 Million euro 1,065 23 4,557

With effect as from 1 January 2009, changes in equity were affected by two fundamental events: Applying the option established in IAS 31, jointly controlled entities have been consolidated using the equity method instead of the proportionate method. To this end, and in accordance with IAS 8, the comparable data have been restated in balances at 1 January 2008. Adjustments have been made for companies in which the share in their losses exceeded the value of the shareholding, where there is no legal obligation to assume the losses, relating mainly to the company Indiana Toll Road at 31 December 2008. This change resulted in an upward adjustment of 178 million for the parent company and 93 million for minority interests.

Additionally, as explained in Note 1.2, the companies Cintra and Ferrovial were merged, giving rise to goodwill that has increased equity by 1,283 million euro, as described in Note 5.1. These effects, together with the ones described below, have increased equity by a total of 595 million euro, of which 1,231 million euro relate to the parent company. Consolidated result for the year of -499 million euro, of which -92 million euro is attributed to the parent company. Recognition of value changes in the effective portion of derivative financial instruments designated as hedges (see Note 11), having an impact of 453 million euro net of taxes, of which 260 million euro relates to the parent company. The main changes in the fair

148

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

value of hedges relate to interest rate swaps, caused by fluctuating market reference rates. The main changes were in BAA, with a positive impact of 283 million euro (158 million euro of which relates to the parent company), in the Toll Roads Division, with an impact on equity of 123 million euro (54 million euro attributed to the parent company), basically in the companies Chicago Skyway and SH-130 Concession Company, and in the Services Division, with an impact of 40 million euro, all attributed to the parent company. The impact on reserves of defined benefit plans includes the impact on equity of actuarial losses and gains deriving from adjustments and changes to the groups defined benefit plan assumptions, as described in Note 18, having an impact in 2009 of -390 million euro net of taxes (-246 million euro relating to the parent company). Of this amount, -182 million euro relates to BAA, -95 million euro to Grupo Amey and 21 million euro to Grupo Swissport.

Most of the currencies in which Ferrovial has investments (see Note 3) have appreciated against the euro, particularly sterling (7% appreciation), the currency to which the group is most exposed in terms of equity. This has had a positive impact of 124 million euro for the parent company. Dividend payments have reduced the groups total equity by -384 million euro, of which -281 million euro relates to the 208 million euro dividend agreed by the General Shareholders Meeting on 30 April and paid out on 20 May, and to the interim dividend paid out of 2009 results, agreed by the Board of Directors on 23 December in the amount of 73 million euro. The impact on minority interests was positive in the amount of 166 million euro, of which 153 million euro relates to the capitalisation of a loan granted by the shareholders to FGP Topco, the BAA Groups parent company. For informative purposes, set out below is a breakdown of the main movements in equity during 2008:

2008
Attributed to equity holders
Equity at 01.01.08 Changes in accounting policies Equity restated at 01.01.08 Consolidated result for the year Impact on reserves of hedging instruments Impact on reserves of defined benefit plans Currency translation differences Income and expense recognised directly in equity Total income and expense recognised Dividends paid Capital increases/reductions Movement in treasury shares Transactions with owners Scope changes Change of accounting method Other movements Equity at 31.12.08 -108 -37 1,756 -92 -271 3,912 48 3,960 -812 -453 -153 -370 -977 -1,789 -178

Attributed to minority interest

2,936 0 2,936 -800 -370 -24 -299 -693 -1,493 -70 294 -27 198 600 -48 13 2,206

Total equity
6,848 48 6,896 -1,612 -823 -178 -669 -1,670 -3,282 -248 294 -119 -72 600 Million euro -156 -25 3,962

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

149

a) Share capital and share premium Share capital at 31.12.2009 stands at 147 million euro and is fully subscribed and paid up. Share capital consists of 733,510,255 ordinary shares of a single class and a par value of twenty euro cents (0.20 ) per share. The share premium account stands at 3,022 million euro, of which 1,820 million euro relates to the merger share premium, which is the difference between the carrying amount of Grupo Ferrovial S.A.s equity, net of the carrying amount at which the latter company recognised its shareholding in Cintra, S.A., and the par value of the new shares issued by Cintra. The remaining amount, up to the 2009 balance, relates to Cintras pre-merger share premium account. The increase in the share premium is offset by an inverse change in the rest of the reserves.

At 31 December 2009, the shareholder that owns more than 10% of Grupo Ferrovial, S.A. is Portman Baela, S.L., which holds a 44.607% interest (58.315% in 2008). The shares of the parent company are listed on the continuous market of the Spanish stock exchanges and all carry the same voting and dividend rights.

b) Treasury shares There are no treasury shares at 31 December 2009. The change with respect to 2008 is due, as explained in Note 2.1, to the merger of Cintra and Grupo Ferrovial, whereby the treasury shares reduced the number of shares to be issued by the new company to fulfil the exchange ratio. c) Other reserves Movements in Other reserves in 2009 and 2008 are as fsollow:

Movements during 2009

Balance at 01.01.2009 Changes in accounting policies Balance restated at 01.01.2009

Currency translation differences

-525 10 -514

Hedge transactions
-866 249 -617

Defined benefit plans

112 0 112

Other
-63 -107 -170

Other reserves
-1,342 152 -1,190

Additions Disposals

158 -34

263 -3 -246

444 Million euro Million euro -283

Balance at 31.12.2009

-391

-357

-134

-147

-1,028

Movements during 2008

Balance at 01.01.2008 Changes in accounting policies Balance restated at 01.01.2008

Currency translation differences

-144

Hedge transactions
-164

Defined benefit plans

217 48

Other
-21

Other reserves
-112 48

-144

-164

265

-21

-64

Additions Disposals

72 -443 -453 -153 -149

72 -1,198

Balance at 31.12.2008

-514

-617

112

-170

-1,190

150

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

d) Retained earnings Set out below is an analysis of retained earnings for 2009 and 2008: Set out below is a breakdown of non-distributable reserves:

Retained earnings
Profit or loss attributable to the parent company Distributable reserves Non-distributable reserves Total

Balance at 31/12/09

Balance at 31/12/08

Change
719

Non-distributable reserves
Legal reserve Reserve for treasury shares Revaluation reserve Parent companys non-distributable reserves

Balance at 31/12/09
23 3 0 25

Balance at 31/12/08
28 3 2 33

Change
-5 -1 -2 -8

913 25 846

3,463 33 2,684

-2,550 -8 -1,838 Million euro

Million euro

e) Income and expense recognised during the year. Breakdown. Set out below is a breakdown of movements in equity in respect of income and expense recognised during 2009 and 2008:

2009
Attributed to equity holders
Profit and loss Hedging instruments Defined benefit plans Currency translation differences 260 -246 124 194 -144 -182 453 -390 -58 -453 -153 -370

2008
Total equity Attributed to equity holders Attributed to minority interest Total equity

Attributed to minority interest

-370 -24 -299

-823 -178 -669

Consolidated result for the year Total income and expense recognised

-92 46

-407 -539

-499 -493

-812 -1,789

-800 -1,493

-1,612 -3,282

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

151

Million euro

Income and expense recognised

138

-132

-977

-693

-1,670

f) Non-Group companies with significant interests in subsidiaries At 31 December 2009, the following Group companies had other non-Group shareholders with interests of 10% or more:

FERROVIAL GROUP SUBSIDIARY

Construction Budimex S.A. Concessions 407 International Inc. Autopista del Sol Autopista Terrassa-Manresa Autopista Trados (M-45) Eurolink N4/N6 Inversora de Autopistas de Levante Inversora de Autopistas del Sur S.L. LBJ Infrastructure Group Holding LLC NTE Mobility Partners Holding LLC NTE Mobility Partners Segments 2-4 LLC Ruta de los Ros Sociedad Concesionaria S.A. Serranopark SH 130 CC, Llc Skyway Concession Company Holding Statewide Mobility Partners LLC Talca Chilln S.A. Airports FGP Topco Ltd Services Ecocat S.L. Gesmat, S.A. Tratamientos, Residuos y Energas Valencianas S.A. Jubilee Rail Limited Tube Lines (Holding) Limited Empresa de Mantenimiento y Explotacin M-30

NON-GROUP %

NON-GROUP SHAREHOLDER

Listed company

30% - 16.77% 20% 23.73% 50% 34% 40% 25% - 10% - 10% 42.4% - 6.6% 32.75% - 10% 25% 25% 30% - 20% 35% 45% 50% 23.57%

Macquarie Infrastructure (Toll Route) S.A. - SNC Lavalin Unicaja Acesa (Autopista Concesionaria Espaola, S.A.) Abertis - Iberpistas SIAC Europistas Europistas - ENA - Caja Castilla-La Mancha Meridiam - Dallas Police and Fire Pension System Meridiam - Dallas Police and Fire Pension System Meridiam Fondo Las Amricas Iridium Concesiones de Infraestructuras - Iridium Aparcamientos Zachry Toll Road 56 LLP MIG Chicago Holdings LLc MIG Indiana Holdings Llc Sodeia

17.65% - 26.48%

Britannia Airport Partners L.P. - Baker Street Investment Pte Ltd

50% 40% 22.5% - 22.50% 50% 33.33% 33% - 17%

Teris S.A. (Grupo Suez) Consorcio de Servicios Pblicos Medioambientales Toledo Lubasa Concesiones S.L. - Naucratis S.L. Secretariat Services Limited UIC Transport (JNP) Limited Dragados - API Conservacin, S.A.

152

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

g) 1. Proposal for the distribution of results: Propose to the companys Annual General Meeting that the individual results of FERROVIAL, S.A. should be distributed as follows:

2. Liquidity statement and interim dividend: On 23 December 2009, the Board of Directors agreed the following:

Individual results of FERROVIAL, S.A. (euro) Application (euro) To Legal reserve (*) (euro) To Voluntary reserves (euro) To Dividend (euro) 6,599,277,84 60,069,876,77 73,351,025,5 140,020,180,11

Pay out to the shareholders an interim dividend for the 2009 financial year of 0.10 euros per share, entailing a total interim dividend of 73 million euro. Prepare a liquidity statement, pursuant to Article 216 of the Spanish Companies Act. This statement supporting the companys estimated liquidity showed sufficient liquidity (available balances and credit lines) in the amount of 641 million euro at that date.

(*) Amount necessary for the legal reserve to reach 20% of share capital.

On 31 December 2009, the interim dividend was paid out in the net amount of 66 million euro. The proposal to be submitted to the Annual General Meeting will include the allocation to the interim dividend that was paid out on 31 December 2009, in a gross sum of 0.10 euros per share, of the portion of the individual results for the year of FERROVIAL, S.A. that is allocated to dividends. Pursuant to Article 216 of the Spanish Companies Act, the amounts to be distributed did not exceed the results obtained since the end of the previous financial year, after deducting estimated income tax payable on the results and the amount that must be taken to legal reserves.

17. Deferred income

Movements in this caption during 2009 and 2008 are set out below:
Movements during 2009
Grants Other deferred income Total

Balance at 01/01/09
191 62 253

Transfers and other

111

Additions
114 2 116

Disposals
-12 -12 -24

Effect of exchange rate

0 1 1

Balance at 31/12/09
Million euro Million euro 404 53 457

Movements during 2008

Grants Other deferred income Total

Balance at 01/01/08
182 85 267

Transfers and other

Additions
19 15 35

Disposals
-10 -34 -43

Effect of exchange rate

0 -5 -5

Balance at 31/12/08
191 62 253

Grants are carried at fair value when it is reasonably certain that the relevant amount will be collected (see Note 2.3.14). The main movements during 2009 relate to the toll roads segment, in the Irish concession company Eurolink M3, amounting to 225 million euro, of which 111 million euro netted the investment in infrastructure projects and 114 million euro relates to movements during the year.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

153

18. Pension provisions and surplus

This item reflects the pension plan provisions and/or surplus and other employee retirement awards, including both defined benefit and defined contribution plans. Set out below is a summary of the provision and/or surplus recognised in the balance sheet:

2009
Provision
Defined benefit plans BAA Amey Swissport Other plans Swissport Total -476 -313 -162 -1 -27 -27 -503

2008
Net balance
-454 -313 -162 21 -27 -27 -481

Change
Net balance
-29 76 -101 -4 -26 -26 -55

Surplus
22 0 0 22 0 0 22

Provision
-105 0 -101 -4 -26 -26 -131

Surplus
76 76 0 0 0 0 76

Provision
-371 -313 -61 3 -1 -1 -372

Surplus
-54 -76 0 22 0 0 -54

Net balance
-425 -389 -61 25 Million euro -1 -1 -426

There follow comments on the main movements, impacts on the financial statements and actuarial assumptions used in the different types of pension plans: a) Defined benefit plans The most significant event is the change in the BAA Group from a pension surplus of 76 million euro in 2008 to a deficit of 313 million euro in 2009. This effect is due mainly to the increase in the forecast inflation rate from 2.9% in 2008 to 3.7% in 2009, combined with a reduction in the discount rate used from 6.0% in 2008 to 5.7% in 2009. This has been partly offset by an increase in the expected yield on some types of assets, changing from an interval of 2.0%-7.6% in 2008 to a weighted yield of 5.7% in 2009.

Amey Groups deficit has increased from 101 million euro in 2008 to 162 million euros in 2009. This change is explained mainly by the change from a discount rate of 6.3% in 2008 to 5.7% in 2009 and by an increase in the forecast inflation rate from 3.0% in 2008 to 3.5% in 2009. In Swissport Group, the deficit provision of 4 million euro in 2008 has changed to a net surplus of 21 million euro in 2009. This change is due mainly to a reduction in the expected salary increase from an interval of 1.5%-7% in 2008 to 1.0%-5.0% in 2009. The following table summarises the main actuarial assumptions used to calculate the defined benefit pension plan obligations:

31/12/09
DEFINED BENEFIT PLANS
Main assumptions Salary increases Discount rate Forecast inflation rate Expected return on assets 1.0%-5.0% 3.5%-9.0% 1.30% 2.8%-6.8% 4.01% 5.70% 3.50% 4.5%-8.5% 5.20% 5.70% 3.70% 5.70% 1.5% - 7.0% 3.5%-10.0% 0.25% 4.8%-5.0%

31/12/08
BAA Grupo Swissport Amey Ltd Group BAA

Grupo Swissport

Amey Ltd Group

3.5%-4.5% 6.30% 3.00% 2%-8%

4.40% 6.00% 2.90% 2%-7.6%

154

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

The mortality assumptions used by the BAA Group to calculate its pension obligations are based on the actuarial mortality tables, entailing an estimated life expectancy of between 84.8 and 85.9 years. In the case of Amey Group, life expectancy for the purposes of its pension plans is estimated at between 84.5 and 87.9 years, as compared with 83.1 and 87 years for Swissport Group.

Movements in pension plan obligations and plan assets during 2009 and 2008 are as follows:

31/12/09
DEFINED BENEFIT PLANS
Movements in pension obligation Opening obligation Exchange differences Liabilities acquired Cost of current services Cost of past services Borrowing costs Actuarial gains/losses Benefits paid and other Closing obligation 362 1 0 15 0 13 -2 -15 374 407 -11 0 9 0 28 106 32 571 2.097 165 0 60 14 136 204 -77 2.599 306 35 0 13 0 11 -5 1 361

31/12/08
BAA Grupo Swissport Amey Ltd Group BAA

Grupo Swissport

Amey Ltd Group

565 -138 9 15 0 30 -47 -27 407

2,918 -619 0 71 9 131 -355 -58 2,097

Movements in plan assets Opening fair value Exchange differences Return on plan assets and acquired assets Actuarial gains/losses Employee contributions Employers contributions Benefits paid and other Closing fair value 357 2 17 20 9 0 -10 395 305 24 23 38 4 27 -14 406 2,177 168 163 -251 17 107 -97 2,286 367 38 19 -78 8 0 3 357 498 -100 35 -138 4 24 -18 305 3,083 -643 150 -428 17 73 -75 2,177

Recognised liability/asset Closing obligation Fair value of plan assets at year end Subtotal Other Total -374 395 21 0 21 -571 406 -165 3 -162 -2,599 2,286 -313 0 -313 -361 357 -5 1 -4 -407 305 -102 1 -101 -2,097 2,177 Million euro Million euro 80 -4 76

The following table shows a summary of defined benefit pension plan assets by type for 2009 and 2008:

31/12/09
Grupo Swissport
Plan assets (fair value) Equity instruments Financial assets Borrowings Buildings Cash and other Total plan assets 111 0 117 91 77 395 263 98 0 13 32 406 715 0 1,274 0 297 2,286 98 0 123 71 65 357

31/12/08
BAA Grupo Swissport Amey Ltd Group BAA

Amey Ltd Group

189 72 0 17 26 305

988 0 1,163 0 26 2,177

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

155

The impacts of defined benefit pension plans included in the Consolidated Statement of Comprehensive Income directly in equity are analysed below:

2009
Grupo Swissport
Actuarial gains/losses on obligations Actuarial gains/losses on assets Actuarial gains/losses on equityconsolidated companies Actuarial gains/losses recognised (*) 2 20 0 21

2008
BAA
-204 -251 0 -455

Amey Ltd Group

-106 38 -43 -111

Total
-309 -193 -43 -544

Grupo Swissport
5 -78 0 -73

Amey Ltd Group

47 -138 19 -72

BAA
355 -428 0 -73

Total
406 -644 19 -218 Million euro Million euro Million euro

(*) Impacts recognised directly in equity before taxes.

Set out below is a breakdown of the impact of defined pension plans on the income statement:

31/12/09
DEFINED BENEFIT PLANS
Impact on results before tax Cost of current services (staff expenses) Borrowing costs (financial expense) Return on plan assets (financial income) Other Total recognised in the income statement 15 13 -17 0 11 9 28 -23 0 14 60 136 -163 17 50 13 11 -19 0 6

31/12/08
BAA Grupo Swissport Amey Ltd Group BAA

Grupo Swissport

Amey Ltd Group

15 30 -35 -5 5

71 131 -150 -8 44

Set out below is a sensitivity analysis showing the impact on results and equity of a change of 50 basis points in the discount rate:

Annual impact on the income statement

Sensitivity analysis discount rate (+ / - 50 b.p.)
+ 50 b.p.

Annual impact on equity

Before tax
-139

Before tax
-11

After tax
-8

After tax
-100

- 50 b.p.

161

116

Defined contribution plans The Group has a defined contribution plan in the BAA Group with an impact on the income statement of 1.9 million euro, while Swissport Group has 11 defined contribution plans with an impact of 3.5 million euro. Additionally, the Cespa Group has a number of retirement and length-of-service awards arranged by means of a single, fixed annual premium, which amounted to 0.7 million euro in 2009 and 0.6 million euro in 2008.

156

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

19. Other provisions

Set out below is an analysis of other long- and short-term provisions for 2009 and 2008:

Movements
At 1 January 2009 Charged/(credited) to the income statement: Appropriations Reversals Transfers and other Applied during the year Exchange differences At 31 December 2009

Provision for landfills

Provision for liabilities

648

Other provisions
452

Total
1,161

146 -143 49

155 -40 -46 -13 10 519

309 -183 3 Million euro Million euro -44 20 1,265

-1

-30 10

680

Analysis of total provisions: Non-current Current

31/12/09 746 519 1,265

1/01/09 708 452 1,161

Movements
At 1 January 2008 Charged/(credited) to the income statement: Appropriations Reversals Transfers and other Applied during the year Exchange differences At 31 December 2008

Provision for landfills

Provision for liabilities

362

Other provisions
505

Total
923

418 -28 -37

113 -82 59 -115 -27 452

536 -110 22 -144 -66 1,161

-1

-28 -39

648

Analysis of total provisions: Non-current Current

31/12/08 708 452 1,161

1/01/08 418 505 923

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

157

Provision for landfills This item contains the estimated cost of landfill closure and postclosure activities relating to the Cespa Group. The provision is calculated based on a technical estimation of the consumption of the total capacity of landfills. At 31 December 2009, a provision of 7 million euro is recognised (4 million euro at 31 December 2008). Provision for liabilities The main balances in this item relate to the Toll Roads Division. The largest provision at 31 December 2009 is for tax assessments and expropriations totalling 98 million euro. The balance accumulated in this provision at 31 December 2008 was 371 million euro. In the Construction Division there is a provision of 43 million euro for liabilities arising from lawsuits in progress and from indemnities or other undetermined obligations, bank guarantees and other guarantees (43 million euro in 2008). In the Services Division, the Swissport Group records provisions of 43 million euro (48 million euro at December 2008) relating basically to insurance, compensation for workers at US airports and onerous contracts for certain warehouses.

Other provisions The main balances in this item are in the Construction Division, consisting of provisions for construction work completion, site removal and losses amounting to 384 million euro (296 million euro) at December 2008. In the Airports Division, the BAA Groups most significant balance is the provision of 42 million euro for future compensation payments arising from the acquisition of land for Heathrow Terminal 5.

20. Net cash position

The following table contains an analysis by segment of net cash in order to reflect the Groups net borrowing situation. Net cash position refers to the balance of items included in cash and cash equivalents (including short-term restricted cash) and long-term restricted cash, less current and non-current borrowings (bank borrowings and bonds). The presentation of the net cash position also distinguishes infrastructure projects from the Groups other companies, as follows:

Balance 31/12/2009
Construction Services Airports Toll roads Corporate and other Net cash position excluding infrastructure projects BAA Other airports Toll roads Construction Services Net cash position of infrastructure projects TOTAL NET CASH 1,955 -1,212 -75 30 -1,870 -1,172 -13,856 3 -7,104 -96 -47 -21,099 -22,271

Balance 31/12/2008
1,948 -1,228 -1,916 390 -740 -1,547 -12,905 8 -6,574 -86 -68 -19,626 -21,172

Balance 31/12/2007
1,881 -1,302 -2,182 173 -478 -1,908 -17,807 -28 -7,589 0 -3 -25,427 -27,334

Change 2009-2008
7 16 1,841 -360 -1,129 374 -951 -5 -529 -9 21 -1,473 -1,099

Change 2008-2007
67 73 266 217 -262 361 4,901 36 1,015 -86 Million euro -65 5,801 6,162

158

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

20.1. Infrastructure projects A) Analysis of the net cash position of infrastructure projects Set out below is an analysis of the net cash position of infrastructure projects in 2009:

2009
Long-term restricted cash
BAA Other airports Toll roads Construction Services Net cash position of infrastructure projects 0 0 473 0 0 473

Long-term investment
0 0 77 0 0 77

Short-term restricted cash

204 0 146 0 0 351

Other cash and cash equivalents

412 3 279 5 1 699

Borrowings
14,472 0 8,079 86 20 22,656

Intra-group transactions
0 0 0 -15 -28 -43

Total net cash

-13,856 3 -7,104 -96 -47 -21,099 Million euro

B) Cash and cash equivalents and restricted cash As indicated in the note on financial risks, infrastructure project financing contracts occasionally impose the obligation to open restricted accounts to cover short- or long-term obligations relating to the payment of principal or interest and infrastructure maintenance and operation. Restricted cash is classified as current or non-current depending on whether it must remain restricted for less than or more than one year. In any event, the funds are invested in highly-liquid financial products bearing variable interest. The type of financial product in which the funds may be invested is also restricted by the financing contracts or, where no restrictions are stipulated, under the Groups policy for the placement of cash surpluses. The balance sheet line Restricted cash and other non-current financial assets includes, in addition to long-term restricted cash, a balance of 74 million euro (111 million CAD) invested by the company 407 International Inc in asset-backed commercial paper (ABCPs), as explained in Note 10.

Short-term balances are recognised in the balance sheet caption Cash and cash equivalents, while long-term balances are included in Financial assets. Set out below is a breakdown of short- and long-term restricted cash balances by project:
Balance 31/12/2009
NTE Mobility Partners 407 ETR Chicago Skyway EuroScut Algarve EuroScut Norte Chilean toll roads Other Long-term restricted cash BAA 407 ETR Chicago Skyway Chilean toll roads Services Short-term restricted cash Total restricted cash 264 132 36 18 23 0 1 473 204 146 0 0 0 351 824

Balance 31/12/2008
0 128 36 19 14 0 1 198 85 110 0 0 9 204 401

Balance 31/12/2007
0 206 40 0 0 29 0 275 0 95 8 101 0 204 479 Million euro

The caption Other cash and cash equivalents relates to bank accounts and highly-liquid investments subject to interest rate risk.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

159

C) Breakdown of infrastructure project debt

C.1) Analysis of short- and long-term balances by project

2009
Bonds Bank borr.
10,592 7,543 0 0 103 0 1,661 0 1,179 86 20 950 444 0 0 4 1 486 0 14 0 0 11,542

2008
Total
21,115 14,028 0 2,738 1,033 272 1,661 0 1,277 86 20 1,541 444 0 582 4 1 486 0 24 0 0 22,656

Change 2009-2008
Total
19,741 12,825 0 2,520 1,062 0 2,046 0 1,138 90 60 845 428 0 281 10 0 101 0 25 0 0 20,586

Bonds
8,828 5,242 0 2,520 955 0 0 0 110 0 0 295 0 0 281 6 0 0 0 8 0 0 9,122

Bank borr.
10,913 7,583 0 0 106 0 2,046 0 1,028 90 60 550 428 0 0 4 0 101 0 17 0 0 11,464

Bonds
1,695 1,243 0 218 -25 272 0 0 -12 0 0 297 0 0 301 -6 0 0 0 2 0 0 1,992

Bank borr.
-321 -40 0 0 -3 0 -385 0 151 -4 -40 399 15 0 0 0 1 385 0 -3 0 0 78

Total
1,374 1,203 0 218 -28 272 -385 0 139 -4 -40 696 15 0 301 -6 1 385 0 -1 Million euro Million euro 0 0 2,070

LONG TERM BAA Other airports 407 ETR Skyway Concession Co. LLC NTE Mobility Partners Spanish toll roads Chilean toll roads Other toll roads Construction Services SHORT TERM BAA Other airports 407 ETR Skyway Concession Co. LLC NTE Mobility Partners Spanish toll roads Chilean toll roads Other toll roads Construction Services TOTAL

10,523 6,485 0 2,738 930 272 0 0 98 0 0 591 0 0 582 0 0 0 0 9 0 0 11,114

2008
Bonds
LONG TERM BAA Other airports 407 ETR Skyway Concession Co. LLC NTE Mobility Partners Spanish toll roads Chilean toll roads Other toll roads Construction Services SHORT TERM BAA Other airports 407 ETR Skyway Concession Co. LLC NTE Mobility Partners Spanish toll roads Chilean toll roads Other toll roads Construction Services TOTAL 8,828 5,242 0 2,520 955 0 0 0 110 0 0 295 0 0 281 6 0 0 0 8 0 0 9.122

2007
Total
19,741 12,825 0 2,520 1,062 0 2,046 0 1,138 90 60 845 428 0 281 10 0 101 0 25 0 0 20,586

Change 2008-2007
Total
25,529 17,533 51 3,179 1,033 0 1,551 1,205 973 0 4 843 465 0 47 4 0 269 40 18 0 0 26,372

Bank borr.
10,913 7,583 0 0 106 0 2,046 0 1,028 90 60 550 428 0 0 4 0 101 0 17 0 0 11,464

Bonds
12,056 6,774 0 3,179 933 0 0 1,053 117 0 0 79 0 0 47 0 0 0 27 5 0 0 12,135

Bank borr.
13,474 10,759 51 0 100 0 1,551 152 856 0 4 764 465 0 0 4 0 269 13 13 0 0 14,238

Bonds
-3,228 -1,532 0 -659 22 0 0 -1,053 -7 0 0 216 0 0 234 6 0 0 -27 3 0 0 -3,012

Bank borr.
-2,560 -3,176 -51 0 6 0 495 -152 172 90 56 -214 -37 0 0 0 0 -168 -13 4 0 1 -2,774

Total
-5,788 -4,708 -51 -659 29 0 495 -1,205 165 90 56 1 -37 0 234 6 0 -168 -40 7 0 1 -5,787

160

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Exchange differences from 2009 to 2008 have increased debt by 1,660 million euro. Had the exchange rate not varied, the net change would be 410 million euro.

C.2) Maturities by currency and fair value of infrastructure project debt

Fair value
Borrowings Curr. 2009 2008 2007

Carrying amount 2009

Maturities
2010 2011 2012 2013 2014 2015 or after Total maturit.

Bonds of infrastructure projects BAA GBP EUR Toll roads CAD USD EUR Bank borrowings of infrastructure projects Airports GBP EUR Toll roads USD EUR Construction EUR

11.704 6,687 4,281 2,406 5,017 3,685 1,202 130 11,748 8,167 8,158 9 3,476 331 3,145 86

7,266 3,596 2,284 1,312 3,670 2,591 961 118 11,830 8,375 8,361 14 3,305 223 3,082 90

10,716 5,784 3,724 2,060 4,932 3,557 1,221 154 14,258 11,275 11,275 0 2,979 104 2,875 0

11,114 6,485 4,051 2,433 4,629 3,320 1,203 107 11,542 7,987 7,977 9 3,450 332 3,117 86

541 0 0 0 541 532 0 9 744 218 217 1 516 0 516 10

372 0 0 0 372 372 0 0 2,642 2,055 2,055 0 586 0 586 0

972 766 766 0 206 206 0 0 1,697 1,171 1,171 0 523 0 523 0

454 447 0 447 7 7 0 0 2,056 2,032 2,032 0 22 0 22 0

718 578 578 0 140 140 0 0 73 44 44 0 27 0 27 0

7,710 4,335 575 3,760 3,374 2,017 1,256 101 4,217 2,347 2,339 8 1,856 355 1,501 0

10,767 6,126 1,919 4,207 4,640 3,274 1,256 110 11,913 7,867 7,858 9 4,014 355 3,659 10

Services GBP EUR Total borrowings of infrastructure projects

20 0 20 23,452

60 60 0 19,095

4 4 0 24,974

20 0 20 22,656

0 0 0 1,770

1 0 1 3,014

3 0 3 2,669

2 0 2 2,509

2 0 2 790

14 0 14 11,927

22 0 22 22,679 Million euro

The differences between the total maturities of bank borrowings and the carrying amounts of the debt at 31 December 2009 are explained mainly by the difference between the nominal values and carrying amounts of the debts, as certain adjustments are made in accordance with applicable accounting regulations. Maturities of BAAs bonds include the maturities of the Cross Currency Swaps hedging foreign exchange fluctuations that affect the debt (see Note 11 on derivative financial instruments). The debt maturities do not include interest. The fair value reflected in the above table is calculated as follows:

1. 2. 3.

Bonds listed in active markets: market value. Fixed-interest bank borrowings: future cash flows are discounted at an equivalent market interest rate. Variable-interest bank borrowings: no significant differences are deemed to exist between the fair value of the borrowings and their carrying amount and therefore the carrying amount is used.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

161

Maturities in 2010 relate basically to:

C.3) Interest rate risk exposure of infrastructure project borrowings

Maturities of 407 ETR bonds totalling 532 million euro (797 million CAD) (see analysis in C.6.a). Repayment of BAAs debts relating to the Refinancing facility and the REPO Facility in the amount of 60 million euro and 170 million euro, respectively (53 million GBP and 151 million GBP, respectively) (see analysis in C.5). Maturity of Autopista del Sols euro-denominated loan for a total of 485 million euro (see analysis in C.6.e).

In order to complete the information on exposure to interest rate risk presented in Note 3, set out below is an analysis of debt components indicating the portion subject to fixed interest rates, the portion hedged by derivatives and variable-rate debt:

Type of debt
Airports Fixed Inflation-index fixed Hedged (IRS) Variable

Balance 31/12/09
14,472 3,955 2,725 4,085 3,707

Balance 31/12/08
13,253

Balance 31/12/07
18,049

27% 19% 28% 26%

2,938 2,316 4,765 3,235

22% 17% 36% 24%

6,628 0 7,381 4,040

37% 0% 41% 22%

Toll roads Fixed Inflation-index fixed Hedged (IRS) Variable

8,079 2,837 1,071 2,819 1,352 35% 13% 36% 17%

7,182 1,892 850 3,270 1,170 26% 12% 46% 16%

8,319 3,220 1,007 3,790 302 39% 12% 46% 4%

Construction Variable

86 86 100%

90 90 100%

0 0 0%

Services Fixed Hedged (IRS) Variable

20 0 19 0 0% 98% 2%

60 21 39 0 35% 65% 0%

4 0 0 4 0% 0% 100%

Total borrowings of infrastructure projects Fixed Inflation-index fixed Hedged (IRS) Variable

22,656 6,792 3,796 6,923 5,146 30% 17% 31% 23%

20,586 4,851 3,167 8,074 4,494 24% 15% 39% 22%

26,372 9,849 1,007 11,171 4,346 37% Million euro 4% 42% 16%

Debt hedged by IRS (interest rate swaps) relates to derivatives that convert variable-rate bank borrowings to fixed interest rates (see details in Note 11).

162

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

C.4) Information on credit limits and credit available for infrastructure projects

Set out below is a comparative analysis of borrowings not utilised at the year end:
Balances at 31/12/2009
Debt limit
Airports BAA Other airports Toll roads 407 ETR US toll roads Spanish toll roads Chilean toll roads Other toll roads Construction Services Total borrowings of infrastructure projects 17,834 17,834 0 9,581 3,274 2,639 2,273 0 1,395 10 194 27,619

Utilised
14,604 14,604 0 8,169 3,274 1,611 2,178 0 1,107 10 22 22,804

Available
3,230 3,230 0 1,412 0 1,029 95 0 288 0 172 4,814

Reported debt
14,472 14,472 0 8,079 3,320 1,535 2,147 0 1,077 Million euro Million euro Million euro 86 20 22,656

Balances at 31/12/2008
Debt limit
Airports BAA Other airports Toll roads 407 ETR US toll roads Spanish toll roads Chilean toll roads Other toll roads Construction Services Total borrowings of infrastructure projects 16,012 16,007 5 8,474 2,761 1,958 2,342 0 1,412 14 304 24,803

Utilised
13,188 13,188 0 7,299 2,761 1,245 2,224 0 1,069 8 62 20,557

Available
2,824 2,819 5 1,174 0 713 118 0 343 6 242 4,246

Reported debt
13,253 13,253 0 7,182 2,801 1,184 2,147 0 1,050 90 60 20,586

Balances at 31/12/2007
Debt limit
Airports BAA Other airports Toll roads 407 ETR US toll roads Spanish toll roads Chilean toll roads Other toll roads Construction Services Total borrowings of infrastructure projects 19,777 19,726 51 9,003 3,227 1,040 1,877 1,428 1,431 0 2,644 31,424

Utilised
17,094 17,043 51 8,582 3,188 1,037 1,880 1,485 991 0 1,683 27,359

Available
1,727 1,728 0 681 0 3 180 58 440 0 701 3,109

Reported debt
18,050 17,998 51 8,320 3,227 1,038 1,819 1,245 991 0 4 26,372

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

163

The differences between total bank borrowings and reported debt at 31 December 2009 are explained mainly by the difference between the nominal values and carrying amounts of the debts, as certain adjustments are made in accordance with applicable accounting regulations. The available balance of 4,873 million euro (4,916 million euro at 31 December 2008) includes 3,230 million euro relating to BAA (3,495 million euro at 31 December 2008), which consists basically of credit lines obtained to finance investments. The main balance in the Toll roads segment also relates to amounts not utilised that were obtained to finance toll roads under construction. Set out below is a more detailed description of interest rates, maturities and covenants for the main infrastructure project bo rrowings.

The following table summarises the main movements in BAAs borrowings:

Borrowings 2008
Changes: Exchange rate New bond issue New debt Extension of existing debt Repayment of debt Other Borrowings 2009

13,253

883 1,033 170 319 -1,220 33 14,472 Million euro

C.5) BAAs borrowings: Movements in 2009 and 2008 and main interest rate and covenant terms

a) Regulated airports Bonds The carrying amount of the bonds is 6,485 million euro (5,756 million GBP), including transaction costs, amortisation, premiums and discounts. The difference between the nominal value of the bonds and their carrying amount derives from the fair value recognition of the bonds. The total bond balance includes 3,724 million euro issued in pounds sterling and 2,060 million euro issued in euros, related exchange risks having been hedged as explained in Note 11 on derivative financial instruments at fair value. The bonds mature from 2012 to 2039. Movements are due to:

Set out below is a breakdown of the BAA Groups borrowings for 2009, 2008 and 2007:

2.009
Bonds Refinancing facility Senior capex facility European Investment Bank Regulated airports Subordinated debt Unregulated airports Toggle debt Credit lines REPO facility Acquisition debt Other liabilities TOTAL 6,485 2,539 735 419 10,178 1,752 1,155 941 0 170 0 275 14,472

2.008
5,242 3,437 268 434 9,381 1,618 1,022 780 0 0 0 452 13,253

2.007
6,716 0 0 0 6,716 2,648 0 893 1,333 0 5,383 1,025 17,998 Million euro

1. 2.

Evolution of sterling against the euro, entailing an increase of 214 million euro in borrowings. Issuance of new bonds with a carrying amount of 1,033 million euro (917 million GBP): Senior class bonds for a nominal sum of 700 million GBP issued in November 2009 with a fixed coupon payable annually, maturing in 2026. Bonds indexed to inflation for a nominal sum of 235 million GBP issued in December 2009 with a fixed coupon payable half-yearly, maturing in 2039.

During 2009, the positive evolution of sterling against the euro had a foreign exchange impact of 883 million euro on BAAs borrowings (1 pound sterling = 0.957 euros at 31 December 2008; 1 pound sterling = 0.887 euros at 31 December 2009). Had the exchange rate not changed, debt would have increased by 138 million euro (123 million GBP).

Refinancing facility These borrowings were granted to BAA as part of the 2008 refinancing process, with a carrying amount of 2,539 million euro (2,254 million GBP). Maturities are between 2010 and 2013 and interest is referenced to the LIBOR plus a standard spread for class A and B debt.

164

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

The main variances are explained below:

1. 2.

Evolution of sterling against the euro, entailing an increase of 267 million euro in borrowings. In 2009 borrowings were repaid for a nominal sum of 1,776 million GBP (2,000 million euro) relating to class A debt and 341 million GBP (385 million euro) class B debt. This amount includes the Gatwick airport debt of 1,034 million GBP, classified as held for sale. The funds were obtained through three transactions: (1) 700 million GBP senior conventional bond issue maturing in 2026; (2) divestment of Gatwick airport; (3) 235 million euro senior inflation-indexed bond issue maturing in 2039. The table below summarises debt prepayments by tranche:

Million GBP (nominal amounts)

Tranche A1 Tranche A2 Tranche A3 Tranche A4 Total Class A

Maturity
31 March 2010 31 March 2011 31 March 2012 31 March 2013

31 December 2008
800.0 750.0 750.0 1,100.0 3,400.0

Prepayments using funds obtained through bond issues and Gatwick sale
(800.0) (640.6) 0.0 (335.3) (1,776.0)

31 December 2009
0.0 109.4 750.0 764.7 1,624.0

Tranche B1 Tranche B2 Tranche B3 Tranche B4 Total Class B TOTAL REFINANCING FACILITY

31 March 2010 31 March 2011 31 March 2012 31 March 2013

200.0 250.0 250.0 300.0 1,000.0 4,400.0

(200.0) (140.6) 0.0 0.0 (340.6) (2,116.6)

0.0 109.4 250.0 Million euro 300.0 659.4 2,283.4

Senior capex facility These borrowings were obtained to finance the Groups capex programme in the amount of 735 million euro (653 million GBP), at a LIBOR interest rate plus a spread, maturing in 2013. The changes are basically explained by the evolution of sterling against the euro, causing an increase of 22 million euro in borrowings and an increase of 319 million euro (283 million GBP) in drawdowns to finance capex during the period.

b) Subordinated debt A Subordinated Acquisition Facility was obtained for the initial acquisition of the BAA Group by FGP Topco, with a carrying amount of 1,752 million euro at 31 December 2009 (1,555 million GBP). The change relates basically to the exchange rate, amounting to 134 million euro. This debt matures in 2011 and bears interest at the LIBOR rate plus a spread. c) Unregulated airports The borrowings allocated to the unregulated airports (see Note 2) in the amount of 1,155 million euro (1,025 million GBP) mature in 2015. This debt increased by 80 million euro due to the evolution of the exchange rate. d) Toggle debt This debt was contracted to finance the BAA acquisition. It is a super-subordinated debt and is therefore after the subordinated debt for creditor priority purposes. It has a nominal amount of 941 million euro (835 million GBP), matures on a perpetual basis and bears interest at the LIBOR rate plus a spread. The balance of this debt rose in the amount of accrued unmatured interest during 2009 and also increased by 61 million euro due to exchange rate fluctuations.

European Investment Bank loan The loan from the European Investment Bank (EIB) has a carrying amount of 419 million euro (372 million GBP), excluding the cost of capitalised borrowings. The final repayment on the EIB loan will be made in 2022 and it is recognised at amortised cost. The main movements are explained by:

Evolution of the exchange rate, entailing an increase of 34 million euro in this debt. Repayment of a nominal amount of 49 million euro (43 million GBP).

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

165

f) REPO facility This new loan of 170 million euro is secured by BAA bonds held by FGP Topco Ltd (bonds maturing in 2031 with a par value of 225 million GBP). This debt matures in 2010 and bears variable interest at the LIBOR rate plus a spread.

In 2008 it included a loan granted by the shareholders to FGP Topco. On 31 July 2009, the latest shareholders of BAA approved the conversion of the existing loan (principal plus accrued unmatured interest) in the amount of 295 million GBP into share capital and a share premium. Each shareholders interest was increased on a pro rata basis at the conversion date. The following table shows the number of new ordinary shares issued (par value: 0.0024 GBP per share) and the share premium.

g) Other borrowings In 2009 this item relates mainly to accrued unmatured interest.

Number of shares
306,332,828

Par value

Share capital
735,199

Share premium
305,597,629

TOTAL INCREASE IN SHAREHOLDERS EQUITY

306,332,828

Principal Accrued unmatured interest

294,800,306 11,532,522

Ferrovial S.A. Caisse de Dpt et Placement du Qubec GIC Special Investments

171,160,139 81,103,613 54,069,076

0.0024 0.0024 0.0024

410,784 194,649 129,766

170,749,355 80,908,964 53,939,310

171,160,139 81,103,613 54,069,076

h) BAAs debt covenants The majority of financing agreements include a number of conditions the infringement of which generates obligations for the borrower. These covenants are used by credit institutions to ensure that the concession companies fulfil the debt commitments acquired.

Bonds and Refinancing facility: require compliance with a number of covenants under the Common Terms Agreement (CTA). Subordinated debt: contains a number of restrictions subject to movements in the loan covenants. On this basis, the covenants must be fulfilled within certain defined intervals and a minimum cash flow ratio is imposed. Unregulated airports: a minimum debt service coverage ratio must be maintained. The company must fulfil certain ratios such as leverage (net debt/RAB) of 0.70x for senior debt and 0.85x for junior debt. At December 2009, none of the applicable covenants had been triggered.

i) Collateral and guarantees The assets of Heathrow and Stansted airports secure the refinancing facility, the above-mentioned credit lines, the bond issues and the subordinated debt. The assets of the unregulated airports secure related borrowings.

166

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

C.6) Toll Road Division borrowings

a) 407 ETR Canada Autopista 407 has a debt of 4,910 million CAD, representing 21.6% of the Groups total debt. This debt is structured on the basis of senior bond tranches totalling 3,970 million CAD maturing from 2008 to 2039. There are also junior and subordinated tranches of 164 million CAD and 776 million CAD, respectively, falling due in 2010 in the case of the junior tranche and 2011 and 2036 in the case of the subordinated tranche. The company 407 ETR recognises an issue of 185 million CAD in SIPS (Synthetic Inflation Protected Securities), which carry a coupon indexed to the Canadian inflation rate. This instrument is a hybrid of a nominal bond and a real return bond and the carrying amount is therefore adjusted to its market value as if it were a derivative. The most significant movement relates to two new bond issues:

Set out below is a breakdown of toll road borrowings by project showing the main characteristics and changes:

Borrowings
407 ETR Canada US toll roads Chicago Skyway North Tarrant Express Managed Lanes - NTE SH-130 Spanish toll roads Ausol I and II Cinca Inversora A. Sur / A. R-4 Madrid Sur Inversora A. Levante / A. Madrid Levante Irish toll roads Eurolink M4-M6 Eurolink M3 Portuguese toll roads Euroscut Algarve Euroscut Azores Euroscut Norte Litoral Chilean toll roads Total toll roads

2.009
3,320 1,535 1,038 274 223 2,147 485 627 547 488 393 138 255 685 233 147 304 0 8,079

2.008
2,801 1,184 1,071 0 113 2,147 490 620 559 478 396 143 253 654 245 93 316 0 7,182

2.007
3,227 1,038 1,038 0 0 1,819 487 305 555 472 352 147 205 638 249 68 322 1,245 8,320 Million euro

300 million CAD maturing in January 2012 with a fixed coupon. 200 million CAD maturing in January 2014 with a fixed coupon.

The evolution of the Canadian dollar against the euro has increased borrowings by 573 million CAD (382 million euro).

b) Chicago Skyway The following table shows the main movements in toll road borrowings:
407 ETR Canada Toll roads United States Portuguese toll roadsl Total toll roads

Other

The concession company is financed by a senior bond issue underwritten by F.S.A., structured as follows: (i) Series A of 439 million USD maturing in 2017; (ii) Series B of 961 million USD with a final maturity in 2026. It also has syndicated subordinated bank financing drawn down in the sum of 153 million USD, maturing in 2035. c) SH -130

Borrowings 2008 Changes: Exchange rate New bond issue Bond repayment New debt Extension of existing debt Repayment of debt Fair value measurement Other 2009 borrowings

2,801

1,184

654

2,543

7,182

382 332 -266 0 0 0 63 7 3,320

-42 280 0 0 117 0 0 -4 1,535

0 0 0 45 0 0 0 -15 685

0 0 0 0 0 0 0 -3 2,540

340 612 -266 45 117 0 63 -14 8,079 Million euro

Syndicated bank financing in two tranches: Tranche A to finance a part of the construction work in the amount of 686 million USD, of which 209 million USD has been utilised, and Tranche B to ensure liquidity during the first five years of business in the amount of 35 million USD, both maturing finally in 2038. There is also a TIFIA debt tranche of 430 million USD to finance a part of the construction work, maturing in 2048, of which 146 million USD has been utilised. Additionally, the company has credit facilities of 29 million USD to cover operating needs that have not been utilised.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

167

d) North Tarrant Express Managed Lanes - NTE The change during 2009 is explained by the 272 million euro bond issue. Project financing was obtained by means of a 30-year PAB (Private Activity Bonds) issue of 400 million USD and a TIFIA loan of 650 million USD granted by the US Federal Government with a 35-year repayment period. Finally, the company received a grant of 573 million USD from the Texas Transportation Department (TxDOT). A part of the debt is secured by a pledge on non-current financial assets in the amount of 271 million euro, as described in Note 10. e) Ausol I and II These toll roads are financed by the same syndicated structured bank borrowing facility with a limit of 487 million euro. The borrowings have been fully utilised, representing 6% of the Groups total and finally maturing in 2010. This debt is currently being refinanced, a process that the company expects to be completed successfully in coming months. f) Inversora Autopistas de Catalua / A. Terrasa Manresa Following the refinancing of Autema in 2008, the company is financed by a loan comprising a Tranche A and a Tranche B with limits of 300 million euro and 316 million euro, respectively. Both tranches are fully utilised and have a term of 27 years, removing any future financing risk since the debt is repayable at maturity. The company has also obtained a liquidity line of 92 million euro, of which 23 million euro has been utilised. g) Inversora A. Sur / A. R-4 Madrid Sur The Radial 4 toll road has syndicated borrowings of 557 million euro outstanding at 31/12/2009. Tranche A amounts to 97 million euro and matures in 2011; Tranche B amounts to 100 million euro and falls due in 2011; and the EIB tranche amounts to 360 million euro and finally matures in 2033, although the guarantee expires in 2011. h) Inversora A. Levante / A. Madrid Levante The Ocaa - La Roda toll road company has syndicated bank financing with a limit of 522 million euro, of which 496 million euro has been drawn down, and it matures in 2012. This is a mini-perm structured loan that will be refinanced on a long-term basis. i) Eurolink M4-M6 Financing consists of a fully-utilised EIB loan of 96 million euro finally maturing in 2028 and fully-utilised bank financing of 50

million euro finally maturing in 2027. Undrawn facilities totalling 14 million euro have been obtained to cover VAT payments, operating costs and interest payments. This companys financial structure includes subordinated debt of 38 million euro. j) Eurolink M3 Financing consists of a syndicated bank loan drawn down at 31/12/2009 in the amount of 262 million euro, comprising a bridge loan of 15 million euro and financing of 247 million euro repayable at maturity, the final due dates being 2010 and 2025, respectively. It also has undrawn credit facilities to cover VAT payments, operating costs and interest payments in the amount of 18 million euro, 10 million euro and 20 million euro, respectively. This companys financial structure includes subordinated debt of 43 million euro. k) Euroscut Algarve This company has structured debt in two secured tranches, one of which is formed by bonds totalling 110 million euro maturing in 2027 and the other by EIB borrowings of 130 million euro maturing in 2025 and fully utilised. l) Euroscut Azores This company has syndicated bank financing with a limit of 358 million euro, of which 154 million euro has been utilised at 31 December 2009, maturing in 2033. m) Euroscut Norte Litoral This companys financial structure is based on a syndicated loan that has been fully utilised in the amount of 305 million euro, finally maturing in 2026. n) Guarantees and covenants for toll road borrowings The financial conditions (applicable interest rates) of the toll road debts are subject to the fulfilment of certain ratios based on financial figures such as EBITDA, net debt and consolidated equity. In general, the above-mentioned debts are subject to pledges of concession holder assets (receivables under insurance policies, current accounts, receivables under the concession contract, etc.), forming a package of guarantees for lenders. In some cases there is also a pledge on the concession holder companys shares. The majority of the contracts include a number of conditions the infringement of which generates obligations for the borrower. These covenants are used by credit institutions to ensure that the concession companies fulfil the debt commitments acquired.

168

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

The most common covenants included in the majority of infrastructure project financing contracts are described below:

At December 2009, none of the applicable covenants had been triggered. C.7) Services Division borrowings: Bank borrowings of Services Division infrastructure projects relate to the Cespa Group, totalling 20 million euro at 31 December 2009. These borrowings were contracted during 2009 to finance the Ecoparc Can Mata concession project.

Restrictions on the availability of cash balances, the most common being reserve accounts for debt servicing and for extraordinary maintenance. Payment of dividends to shareholders subordinated, for example, to the maintenance of required levels of restricted cash. Material adverse change or effect (MAC or MAE) clauses regulating cases in which a number of circumstances or facts have or could have a relevant adverse effect on the value, business, operations, assets or liabilities of the concession companies. Limit on the maximum volume of borrowings that may be obtained by the concession company. Limit on the level of default by the concession company, above which the debt could become payable (threshold cross default). Periodic disclosure obligations during the debt period. Fulfilment of financial ratios for borrowings and liquidity.

20.2. Net cash position excluding infrastructure projects A) Analysis of the net cash position excluding infrastructure projects Set out below is an analysis of the net cash position excluding infrastructure projects in 2009:

Long-term restricted cash

Construction Services Airports Toll roads and Car parks Corporate and other Net cash position excluding infrastructure projects 0 0 0 0 4 4

Short-term restricted cash

0 4 0 0 0 4

Other cash and cash equivalents

984 247 18 27 150 1,426

Borrowings
50 355 0 0 2,245 2,650

Intra-group transactions
1,020 -1,108 -93 3 221 43

Total net cash

1,955 -1,212 -75 30 -1,870 -1,172 Million euro

The main movements in the net cash position excluding infrastructure projects are explained in Note 31 on cash flow. It should be noted that the balance in the column Intra-group transactions relates basically to loans granted in the current year by Ferrovial Agromn (Construction) to Autova de Aragn (Services) and to Concesin de Prisiones Figueras (Construction) in the amount of 28 million euro and 14 million euro, respectively.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

169

B) Breakdown of borrowings excluding infrastructure projects

B.1) Analysis of short- and long-term balances by business division

The following table shows a breakdown of bank borrowings:

2009
Long term
Construction Services Airports Toll roads Corporate and other Total borrowings excluding infrastructure projects 17 266 0 0 1,970 2,253

2008
TOTAL
50 355 0 0 2,245 2,650

2007
TOTAL
86 398 1,583 0 1,311 3,379

Short term
32 89 0 0 275 397

Long term
21 198 1,583 0 870 2,672

Short term
65 200 0 0 441 707

Long term
37 297 1,921 37 636 2,929

Short term
46 108 34 3 105 295

TOTAL
83 405 1,955 40 741 3,224

Change 2009-2008
-37 -43 -1,583 0 934 -729

Change 2008-2007
4 -7 -371 -40 570 155 Million euro Million euro

B.2) Maturities by currency and fair value of borrowings excluding infrastructure projects

Vencimientos
Curr.
Construction EUR PLZ Services EUR GBP USD CHF OTHER Airports GBP EUR Toll roads EUR Corporate and other EUR CHF PLZ Total borrowings excluding infrastructure projects

Fair value 2009

50 44 6 355 128 73 71 59 24 0 0 0 0 0 2,245 2,058 123 64 2,650

Carrying amount
50 44 6 355 128 73 71 59 24 0 0 0 0 0 2,245 2,058 123 64 2,650

2010
4 3 1 65 26 0 35 0 4 0 0 0 0 0 260 250 0 10 329

2011
2 0 2 38 10 0 17 9 1 0 0 0 0 0 5 0 0 5 45

2012
3 0 3 143 5 73 16 50 0 0 0 0 0 0 1,980 1,808 123 49 2,126

2013
0 0 0 15 12 0 3 0 0 0 0 0 0 0 0 0 0 0 15

2014
0 0 0 6 6 0 0 0 0 0 0 0 0 0 0 0 0 0 6

2015 or after
14 14 0 43 24 0 0 0 19 0 0 0 0 0 0 0 0 0 57

Total maturit.
23 17 6 311 84 73 71 59 24 0 0 0 0 0 2,245 2,058 123 64 2,579

170

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

The differences between the total maturities of bank borrowings and the carrying amounts of the debt at 31 December 2009 are explained mainly by the difference between the nominal values and carrying amounts of the debts, as certain adjustments are made in accordance with applicable accounting regulations. The debt maturities do not include interest. The total fair value of bank borrowings excluding infrastructure projects at 31 December 2008 was 3,385 million euro (3,572 million euro at 31 December 2007). Maturities in 2010 total 329 million euro, relating basically to:

Maturities in the Services Division amounting to 65 million euro in respect of: (1) syndicated loan in the Swissport Group denominated in US dollars in the amount of 35 million euro; (2) maturities of 26 million euro of loans mainly contracted by the Cespa Group.

B.3) Interest rate risk exposure excluding infrastructure projects

Maturity of 250 million euro relating to Tranche B2 of the refinancing of Ferrovial S.A. (see details in C.5).

Type of debt
Construction Fixed Hedged (IRS) Variable

Balance 31/12/09
50 0 23 27

Balance 31/12/08
86

Balance 31/12/07
83

0% 46% 54%

22 0 64

26% 0% 74%

0 18 65

0% 22% 78%

Services Fixed Inflation-index fixed Hedged (IRS) Variable

355 3 23 27 301 1% 6% 8% 85%

398 7 20 0 371 2% 5% 0% 93%

405 0 0%

80 325

20% 80%

Airports Fixed Hedged (IRS) Variable

0 0 0 0 0% 0% 0%

1,583 0 1,583 0 0% 100% 0%

1,955 0 1,359 596 0% 70% 30%

Toll roads Fixed Hedged (IRS) Variable

0 0 0 0 0% 0% 0%

40 4 3 33 10% 8% 83%

Corporate and other Hedged (IRS) Variable

2,245 1,187 1,058 53% 47%

1,311 60 1,252 5% 95%

741 0 741 0% 100%

Total borrowings excluding infrastructure projects Fixed Inflation-index fixed Hedged (IRS) Variable

2,650 3 23 1,237 1,386 0% 1% 47% 52%

3,379 29 20 1,643 1,686 1% 1% 48% 50%

3,224 4 0 1,460 1,760 0% Million euro 0% 45% 55%

Borrowings hedged by IRS (interest rate swaps) relate to derivatives that convert variable-rate bank borrowings to fixed interest rates (see details in Note 11).

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

171

B.4) Information on credit limits and credit available

Set out below is a comparative analysis of borrowings not utilised at the year end:

Balances at 31/12/2009
Borrowings
Construction Services Airports Toll roads Corporate and other Total borrowings excluding infrastructure projects

Debt limit
99 459 0 0 2,889 3,447

Utilised
23 311 0 0 2,245 2,579

Available
76 148 0 0 644 869

Consolidated debt
50 355 0 Million euro Million euro Million euro 0 2,245 2,650

Balances at 31/12/2008
Borrowings
Construction Services Airports Toll roads Corporate and other Total borrowings excluding infrastructure projects

Debt limit
333 540 1,582 105 1,611 4,171

Utilised
50 354 1,552 0 1,315 3,271

Available
282 186 30 105 296 900

Consolidated debt
86 398 1,583 0 1,311 3,379

Balances at 31/12/2007
Borrowings
Construction Services Airports Toll roads Corporate and other Total borrowings excluding infrastructure projects

Debt limit
387 647 2,082 400 1,114 4,630

Utilised
65 385 1,920 40 739 3,149

Available
302 132 127 360 373 1,294

Consolidated debt
83 405 1,955 40 741 3,224

172

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

B.5) Corporate: Borrowings of Ferrovial, S.A.

Movements in Corporate and Other borrowings during 2009 are set out below:

Balance at 01/01/09
Long-term borrowings Short-term borrowings Total 870 441 1,311

Inclusion of borrowings of Ferrovial Infraestructuras

1,654 0 1,654

Repayments
-711 0 -711

Other movements
157 -167 -10

Balance at 31/12/09
Million euro 1,970 274 2,244

During 2009, as a result of the merger, the borrowings obtained by Ferrovial Infraestructuras, S.A. to finance its investment in FGP Topco were included in corporate borrowings. The borrowings of Grupo Ferrovial, S.A. and of Ferrovial Infraestructuras, S.A. were restructured into a single syndicated loan, followed by a single repayment of 711 million euro. Following this restructuring, the debt consists of three tranches at 31 December:

Tranche B, which is a bridge loan maturing on 15 December 2010. There is also a third tranche, Tranche C, which is a revolving working capital facility of 541 million with a maximum term of three years that has not been utilised at the year end.

a. Applicable interest rates and credit limits The interest rate applicable to the loan principle is the EURIBOR (for amounts utilised in euros) / LIBOR (for amounts utilised in Swiss francs) plus a spread. For the purposes of the accrual and settlement of interest on amounts utilised from Tranches A and B, each drawdown will be divided into interest periods of three or six months (at Ferrovials discretion). For the same purposes, each Tranche C drawdown will have a duration of fifteen days or one, two, three or six months (at Ferrovials discretion). As regards exposure to interest rate risk, set out below is an analysis of debt components indicating the portion subject to fixed interest rates, the portion hedged by derivatives and variable-rate debt:

Principal
Long-term maturity Tranche A1 Tranche A2 1,904,351 1,781,635 122,716

Interest (i)
6,291 5,964 326

Total
1,910,641 1,787,599 123,042

Short-term maturity Tranche B Total Bank Borrowings

250,000 250,000 2,154,351

524 524 6,815

250,524 250,524 2,161,165 Thounsand euro

(i) Accounted under amortized cost

Tranche A, which is a long-term loan with a maximum term of three years, divided into two sub-tranches based only on the currency in which the loan is utilised:

Tranche A1, in euro. Tranche A2, in Swiss francs. The amount drawn down on this tranche may be converted to euros at the end of any interest period, provided conversion is completed one single time during the life of the tranche for the total amount utilised in Swiss francs.
Type of debt
Ferrovial S.A. Fix Hedged Variable Total

Balance at 31/12/09
0 905,213 1,268,069 2,173,282

%
0% 42% 58%

Balance at 31/12/08

%
0% 0%

146 146

100%

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

173

The differences between the balance reflected in the above table and the Tranche A1 principle is due to the accounting adjustment of the commissions on the transaction using the amortised cost method. As regards Ferrovial, S.A.s exposed borrowings, a fluctuation of 100 basis points in the interest rate would have an impact of 21,130 thousand euro on the income statement (14,791 thousand euro on net results).

B.6) Services

Bank borrowings are described below:

Long-term bank loans and debt (266 million euro). The main features of these borrowings are presented below by company: - Swissport (137 million euro). Bank loan maturing in 2012, bearing variable interest at the LIBOR rate. - Cespa (46 million euro). Bank loan hedged by an interest rate swap, as described in Note 11 on derivative financial instruments. - Amey (73 million euro). Variable-interest bank loan referenced to the LIBOR.

b. Maturities Set out below is a breakdown of the nominal maturities of bank borrowings:

2010
Tranche A1 Tranche A2 Tranche B TOTAL 0 0 250,000 250,000

Short-term bank loans and debt (89 million euro): - Cespa (40 million euro). Bank loans carried at amortised cost. - Swissport (33 million euro). Bank loans denominated in different currencies, all bearing variable interest. - Short-term finance lease (7 million euro). Short-term portion of lease instalments and interest under long-term leases.

2011
0 0 0 0

2012
1,800,566 122,716 0 1,923,282

2013
0 0 0 0

2014
0 0 0 0

TOTAL
1,800,566 122,716 250,000 2,173,282 Million euro

The differences between the nominal amount reflected in the above table and the Tranche A1 principle is due, as in the previous case, to the accounting adjustment of the commissions on the transaction using the amortised cost method.

B.7) Construction

c. Financial obligations and guarantees Ferrovial S.A. must fulfil the following financial obligations during the term of the financing, which will be measured six-monthly:

The borrowings mainly comprise loans granted to the subsidiary Cadagua in the amount of 13 million euro (16 million euro at 31 December 2008), which bear interest of between 4% and 5.5%, and current accounts totalling 28 million euro (65 million euro at 31 December 2008).

The Groups Net borrowings/EBITDA ratio must not exceed certain pre-established levels. The Group EBITDA/Net financial expense ratio must not fall below certain pre-established levels.

For the purposes of complying with the above-mentioned ratios, the Group is deemed to include the consolidated companies and to exclude infrastructure projects and other companies (mainly Amey, Swissport, Budimex, Webber, BAA and BNI). The company fulfils both ratios at 31 December 2009. Ferrovial S.A. has pledged the entire share capital of Cintra Infraestructuras. The pledge on the shares of Cintra Infraestructuras will be automatically cancelled when certain conditions stipulated in the contract are fulfilled.

174

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

21. Other non-current liabilities

Other non-current liabilities are analysed below:

ITEMS
Other long-term payables Other non-financial payables Total

Balance at 31/12/09
120 15 136

Balance at 31/12/08
106 12 118

Balance at 31/12/07
140 1 141

Change 2009-2008
15 3 18

Change 2009-2007
Million euro Million euro -20 14 -6

The line Other long-term payables relates to long-term payables for non-current assets totalling 9 million euro at 31 December 2009 (12 million euro at 31 December 2008). These balances include an implicit interest rate and the difference between their carrying amount and fair value is not considered to be significant. This heading also includes the participating loan granted by the State to the concession holder Autopista del Sol for the construction of the Estepona-Guadiaro section of the toll road, totalling 90 million euro at 31 December 2009 (84 million euro at 31 December 2008).

22. Trade and other payables

Set out below is an analysis of the remaining short-term, non-financial payables at 31 December 2009, 2008 and 2007:

ITEMS
Trade payables Current deferred tax liabilities Other non-trade payables Total

Balance at 31/12/09
4,229 216 888 5,332

Balance at 31/12/08
4,417 167 792 5,376

Balance at 31/12/07
4,585 304 916 5,804

Change 2009-2008
-188 49 95 -44

Change 2009-2007
-168 -137 -124 -428

The item Other non-trade payables includes balances other than income tax payable to public authorities in the amount of 216 million euro at 31 December 2009 (167 million euro and 304 million euro at 31 December 2008 and 2007, respectively. Additionally, the item Trade payables includes advance payments received for orders in the amount of 881 million euro at December 2009 (828 million euro at December 2008), of which 797 million euro relates to the Construction Division (766 million euro at December 2008).

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

175

23. Tax matters

A. Consolidated tax group Ferrovial, S.A. has been taxed under the tax consolidation system since 2002. The companies that form part of the tax consolidation group in 2009, together with Ferrovial, S.A., are indicated in Exhibit I. The companies Inversora de Autopistas del Sur, S.L. and Inversora de Autopistas de Levante, S.L. are each the parent company of different tax groups. For the tax period 1 January to 3 December 2009, the date on which the merger of Ferrovial, S.A. (formerly Cintra Concesiones de Infraestructuras de Transporte, S.A. (acquiring company)) and Grupo Ferrovial, S.A. (target company) was entered in the Mercantile Register, the target Grupo Ferrovial, S.A. was taxed under the consolidation system together with all its subsidiaries. As from that date, all the companies that were taxed together with the target company Grupo Ferrovial, S.A. were included in Ferrovial, S.A.s tax group.

Non-deductibility of the loss of 204 million euro recognised by BAA due to the impairment and subsequent sale at a loss of Gatwick airport. Regularisation of deferred tax assets in respect of the following items: o Capitalisation of the deduction for export activities relating to 2005 in the amount of 54 million euro due to the investment in Cintra US Corp. o Capitalisation of the tax losses of the BAA Group and of the company 407 International Inc totalling 45 million euro and 16 million euro, respectively, which had not previously been capitalised, as the circumstances that allow its future recovery are deemed to exist in the current year.

Regularisation of deferred tax liabilities in the amount of the difference between the carrying amount and tax amount of Ameys goodwill as a consequence of currency translation differences of 29 million GBP (33 million euro).

B. Explanation of the effective tax rate Tax rates Income tax expense is calculated at the tax rates in force in each country: Spain: 30%; Portugal: 26.5%; Canada: 33%; United States: 39.75%; Chile: 17%; Poland: 19%; Ireland: 12.5%; Italy: 31.40%; and United Kingdom: 28%. In accordance with International Financial Reporting Standards and standard practices in Spain, tax on repatriated profits generated abroad is also recognised, to the extent that there are plans to repatriate profits within a reasonable period of time.

Taking into consideration the above-mentioned effects, the reconciliation between profit before income tax and the tax credit recognised in 2009 is as follows:

Loss before tax Average tax rate Tax credit at the average rate Permanent differences arising from the impairment in BAA and the sale of Gatwick airport Regularisation of deferred tax assets Regularisation of deferred tax liabilities Other effects Tax credit for the year

-635 28.86% -183 204 -115 -29 -12 -135 Million euro

Effective tax rate In 2009 and 2008, the Ferrovial Group recognised tax credits of 135 million euro and 296 million euro, respectively. The effective rate is different from the tax rates in force in the countries in which the Group operates, for the following reasons:

176

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

In view of the significance of the Groups activities in the United Kingdom and the United States, set out below is a reconciliation of profit before income tax and the tax credit recognised in 2009 by country:
2009
Spain
Country tax rate (a) Result before income tax Tax calculated at the country tax rate Consolidation adjustments (b) Permanent differences (c) Tax credits Other Tax expense/(tax credit) 30% 233 70 -7 4 0 -1 66

United Kingdom
28% -1,028 -288 -29 229 -6 -11 -104

USA
40.97% -40 -16 0 4 0 0 -13

Other countries
25.49% 200 51 -5 0 -3 -2 41

Total
28.86% -635 -183 -41 236 -8 -14 -10

Total tax expense/(tax credit) Income tax expense as % of reported income

-7

-150

11 21.33%

-135 21,33%

(a) For USA and Other countries, the weighted average tax rate has been used, this being the aggregate tax rate applied in each country, or state in the case of USA, in proportion to the result before tax generated in each case. (b) Consolidation adjustments relate mainly to the difference between the carrying amount and tax value of Ameys goodwill. (c) Permanent differences are basically due to the non-deductibility of the loss recognised by BAA in respect of the impairment and subsequent loss-making sale of Gatwick airport. (d) This relates to the regularisation of assets due to the capitalisation of tax credits for deductions not previously recognised by the company Laertida, S.L., and to the capitalisation of tax losses generated by the BAA Group and 407 International Inc in prior years that were not previously recognised, following an improvement in the prospects for the potential application of the credits in coming years.

The reconciliation between results before income tax and the tax credits recognised in 2008 by country is as follows:

2008
Spain
Country tax rate (a) Result before income tax Tax calculated at the country tax rate Consolidation adjustments (b) Permanent differences (c) Tax credits (d) Other Tax expense/(tax credit) Regularisation of prior-year tax Total tax expense/(tax credit) Income tax expense as % of reported income before IBA IBA (Industrial Building Allowance ) Total income tax expense 30% -37 -11 -35 -33 -2 -6 -86 -11 -97

United Kingdom
28.50% -408 -116 0 -70 0 -7 -194 0 -194

USA
40.66% -31 -12 0 -7 0 0 -19 -1 -20

Other countries
27.98% 126 35 28 4 -37 -3 27 -13 14

Total
29.91% -349 -104 -7 -106 -39 -16 -272 -24 -296 Million euro 84.91% 1,559 1,263

(a) For USA and Other countries, the weighted average tax rate has been used, this being the aggregate tax rate applied in each country, or state in the case of USA, in proportion to the result before tax generated in each case. (b) Regularisation of the tax credit recognised in relation to provisions in the real estate business. (c) Permanent differences relate mainly to the fact that no tax was levied on the gain from the sale of Belfast Airport and WDF. (d) Recognition of tax credits for tax-loss carryforwards and other deferred tax assets generated by 407 International Inc in previous years that had not previously been capitalised, due to the increase in the likelihood of their potential utilisation in coming years.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

177

Million euro

Regularisation of prior-year tax (d)

-73

-46

-30

-126

Set out below is a breakdown of tax credits for the year:

Breakdown of tax credits

2009
Total

2008
Total -119 -153 -24 Million euro Million euro -296 1,559 1,263

Current-year tax credit Deferred tax Prior-year tax credit Tax credit for the year IBA (Industrial Building Allowance ) Total income tax expense

52 -62 -126 -135 0 -135

C. Reconciliation of reported results and taxable results In accordance with company legislation, set out below is the reconciliation of reported results and taxable results: As the Group generates its results in different countries subject to different tax rates, this reconciliation includes a breakdown of permanent differences and timing differences adjusted to Spains 30% rate.

2009
Increase
Reported consolidated result for the year before taxes Permanent differences: From individual companies (Spain) From individual companies (abroad) Net consolidation adjustments Temporary differences: Arising in the year Arising in the year, deferred by BAA due to IBA abolition Arising in prior years Offset of tax-loss carryforwards Taxable result 420 -486 -67 -71 149 156 900 -628 272 1,971 53 855 -34 -34 19 821 -191 28 99

2008
TOTAL
-635

Decrease

Increase

Decrease

TOTAL
-349

-150 -344

-122 -244 -83

-1,240 -5,197 -376

731 -5,197 -220 -88 -5,571

D. Movements in deferred taxes

Balance as per balance sheet
Deferred tax assets Deferred tax liabilities

2009
1,604 3,364

2008
1,859 3,379 Million euro

The deferred taxes reflected in the above table relating to the BAA Group have been included in the balance sheet using the same method applied by the BAA Group, whereby deferred tax liabilities are reflected net of deferred tax assets (586 million euro in 2009 and 560 million euro in 2008). Deferred tax liabilities and assets are analysed below without the effect of the above-mentioned offset:
Balance
Deferred tax assets Deferred tax liabilities

2009
2,190 3,950

2008
2,419 3,939 Million euro

178

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Movements in deferred tax assets and liabilities in 2009 and 2008 are set out below:
2009
Balance 31.12.08 Transfers and other Originated in the year Recovered Impact on equity Exchange differences Balance 31.12.09

2008
Balance 31.12.07 Transfers and other Consolidation scope changes Origination deferred by BAA due to IBA abolition Originated in the year Recovered Impact on equity Discontinued operations Exchange differences Balance 31.12.08

Asset
1,413 9 -67

Liability
3,517 -185 -34 1,559

Asset
2,419 -23 270 -146 -388 58 2,190

Liability
3,939 -265 188 -126 -39 254 3,950 Million euro

591 -113 837 -143 -107 2,419

372 -47 -11 -509 -724 3,939 Million euro

Set out below is an analysis of the main deferred tax assets and liabilities recognised by the Group showing movements during 2009:

Balance 01/01/09
Deferred tax assets Depreciation, concessions Derivatives (a) Tax credits (b) (*) Provisions Pension plans Market value (c) Other items (d) Total Deferred tax liabilities Goodwill Derivatives Accelerated depreciation (e) Capital gains (f) Pension plans Industrial Building Allowance (IBA) (g) Other items (h) Total 102 52 957 880 20 1,427 501 3,939 45 518 815 203 29 183 626 2,419

Transfers

Regularisations and other

Charged /credited to income statement

Charged / credited to equity

Effect of exchange rate

Balance 31/12/09

4 -22 -42 -13 0 0 9 -65

0 12 111 4 -13 -64 -8 42

19 29 65 1 -4 0 14 124

0 -244 0 0 119 0 -263 -388

2 12 23 3 2 14 2 58

69 305 972 197 133 133 380 2,190

11 -14 -30 -21 0 0 4 -50

-37 -14 -268 45 3 0 56 -216

35 -1 7 8 17 0 -4 62

0 -6 0 0 -35 0 2 -39

2 0 75 62 2 112 1 254

113 17 742 974 6 Million euro 1,539 560 3,950

(*) In the case of toll road concession companies that continually post losses during the first phase of the projects, the balance of tax credits is written down in the amount of the deferred tax liabilities (219 million euro).

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

179

The Group has recorded the relevant deferred tax liability deriving from the amortisation of goodwill generated by business combinations. Deferred tax assets recognised at 31 December 2009 are explained below: (a) Measurement of derivative financial instruments (305 million euro).

(g) Difference between the carrying amount and the tax value of the airport terminals, classified as industrial buildings for tax depreciation purposes, due to the elimination of this expense for tax purposes as from 2011 (1,539 million euro). (h) Tax provision for the shareholding in the BAA Group amounting to 281 million euro, included in other items.

E. Tax credits (b) Recognition of tax credits for tax-loss carryforwards (874 million euro), the most relevant of which relate to the Airports business (285 million euro), the BAA Group (260 million euro) and the Toll Roads Division (255 million euro). Recognition of tax credits for investment deductions and other items (98 million euro). At 31 December 2009, the Ferrovial Group companies recognise tax-loss carryforwards totalling 3,839 million euro, entailing a tax credit of 1,093 million euro, calculated at the tax rate applicable in each country. Tax-loss carryforwards and tax credits recognised at the tax rate applicable in each country at 31 December 2009 are analysed below:

(c) Fair value recognition of the BAA Groups borrowings as a result of the business combination (133 million euro). (d) Currency translation differences (161 million euro).

Country
Spain

Tax losses
1,653 842 968 197 141 18 11 6 5 3,839

Available until
2016-2027 2025-2029 No lapsing date 2010-2028 No lapsing date No lapsing date 2008-2015 2008-2014 No lapsing date

Tax credit
493 230 264 61 40 2 0 1 1 1,093 -219 874 Million euro

Deferred tax liabilities recognised at 31 December 2009 relate basically to the BAA Group (3,199 million euro). The main items are explained below: (e) Accelerated depreciation of assets (682 million euro). This liability reflects the difference between the accounting and tax depreciation of the assets used in BAAs airport business and will reverse in future financial years once the assets are fully de preciated for tax purposes.

United States UK Canada Switzerland Ireland Portugal Poland Chile, construction Total Effect of netting in toll road concession companies

(f) Restatement of the BAA Groups investment property to fair value to the date of acquisition by Grupo Ferrovial (530 million euro). This liability relates to the difference between the value of these assets for accounting and tax purposes and will only be realised if the assets are transferred to third parties. Recognition of intangible assets (rights to operate commercial space and right to operate unregulated airports) and property, plant and equipment of the BAA Group at market value (221 million euro and 151 million euro, respectively) during the business combination following the acquisition of the BAA Group. This liability relates to the difference between the value of these assets for accounting and tax purposes and will only be realised if the assets are transferred to third parties.

Total tax credit in the balance sheet

At 31 December 2009, the Group companies had furnished bank guarantees totalling 4,503 million euro (4,676 million euro in 2008). The following table contains a breakdown of bank guarantees by business area. The most significant item relates to the Construction Division (3,452 million euro), consisting basically of bank guarantees requested during tender processes covering the liability of construction companies for the execution and completion of contracted work:

2009
Construction Toll roads and Car parks Services Airports Other Total 3,452 210 503 247 91 4,503

2008
3,592 298 521 239 27 4,676 Million euro

Talca-Chilln: Guarantees limited to the increase in operating, financial and maintenance costs in the event of departures from costs estimated. Santiago Talca: Guarantee covering the completion of outstanding construction work in the event that the execution period extends beyond 31 December 2011. Norte Litoral: Guarantee limited to the excess cost of expropriations during the expropriation period. R4 Madrid Sur: Guarantee limited to 27 million euro for all items during the term of the debt, covering debt servicing, refinancing, reduction in ratios and penalties. OLR (Madrid Levante): Guarantee for debt servicing during the term of the borrowings. Azores: Guarantee limited to 11 million euro to 2017 as required by Article 35 of the Portuguese Companies Act. SH130: Guarantee limited to 35 million USD for the excess cost of expropriations during the expropriation period and a guarantee limited to 30 million USD for debt servicing during the first five years of operations. Triconitex S.A.: Joint and several guarantee of 7 million euro at year-end 2009 for the payment of the principal on this companys finance lease. Ecoparc del Mediterrani S.A.: Guarantee, for which the shareholders are individually liable in proportion to their shareholdings, limited to the amount of this companys credit facility (7 million euro at year-end 2009). Gesmat: Joint and several and individual guarantees (in proportion to shareholdings) limited to the maximum amount that may be utilised on credit lines (4 million euro at year-end 2009).

The company also guarantees payment in accordance with arbitral awards relating to the sale of Ferrovial Inmobiliaria, in the amount of 5 million euro. In the ordinary course of the Groups activities a number of technical guarantees have been provided, as is standard practice in this market.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

183

In the Airports Division, following the approval of the refinancing process, BAA has guaranteed the fulfilment of its obligations by pledging all its assets. In the case of the Services Division, Amey has contracted guarantees and letters of credit totalling 13 million euro for the investment and subordinated debt relating to its infrastructure projects. As a result of the Groups corporate reorganisation, as described in Note 20, the borrowings of the companies involved have been restructured and guaranteed by the entire share capital of Cintra Infraestructuras. With respect to guarantees for financing contracts, the FGP Top co Group has pledged the assets of the regulated airports and has provided the financing guarantees explained in Note 20. FGP Topco guarantees the securitised group BAA up to the sum of 300 million GBP for possible contingencies arising from the groups pension plans.

The figure for Airports includes investment commitments currently contracted by BAA and pending execution. Additionally, with respect to regulatory issues for the five-year period from 2009 to 2014, BAA has submitted to the UK airport authority (CAA) an investment plan totalling 5,117 million GBP for Heathrow airport. According to the regulations, the failure to fulfil certain provisions of investment plans could lead to the imposition of penalties on the airports by the disciplinary body. The Services Division recognises investment commitments of 152 million euro relating to the company Tubelines, which is 66% owned by Amey. These investment commitments relate to the first review period of the contract for the maintenance of certain London Underground lines. They also include 76 million euro in respect of Amey joint ventures. In the Services Division, there is a commitment to invest 87 million euro in Autova de Aragn and Grupo Cespa has a commitment to invest 34 million euro in the Ecoparque IV construction project.

Operating and finance lease commitments Contingent assets The Group has not received any significant bank guarantees from third parties at 31 December 2009 and 2008. Investment commitments Investment commitments contracted at the balance sheet date but not recognised in the consolidated financial statements amounts to 4,345 million euro. The most relevant commitments are described below: The expense recognised for operating leases in the income statement for 2009 totals 244 million euro. Future total minimum payments on non-cancellable operating leases are shown below:

2009
Less than one year Between one and five years More than five years (*) 351 514 1,985 2,850

2008
386 626 2,926 3,938 Million euro

Toll roads
Investments in infrastructure projects Investments in infrastructure projects of equity-consolidated companies Total 1,819

Airports
1,358

Services
110

Total
3,287

TOTAL

820

239

1,059

2,639

1,358

348

4,345 Million euro

The following projects should be noted in the Toll Roads Division: North Tarrant (1,013 million euro), SH130 (528 million euro), Central Greece (439 million euro), Nea Odos (323 million euro) and Euroescut Azores (163 million euro). Commitments to invest in construction projects will be financed by borrowings obtained by each concession holder.

As explained in Note 8 on intangible assets, on 23 December 2009 Ferrovial S.A. sold the building in which its headquarters is located, with a carrying amount of 6 million euro, at a selling price of 40 million euro. It also concluded a lease with an initial term of 12 years as from 1 January 2010 that may be extended at the companys discretion two times, for five-year periods, entailing a maximum lease period of 22 years. The annual rent initially stipulated in the lease totals 2.4 million euro and will be updated annually in line with the consumer price index.

184

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Environmental commitments Any operation designed mainly to prevent, reduce or repair damage to the environment is treated as an environmental activity. Investments in environmental activities are measured at acquisition cost and capitalised when incurred as an increase in the cost of non-current assets, applying the methods described in Note 2 on accounting policies.

Costs incurred to protect and improve the environment are taken to the income statement when incurred, irrespective of when the related monetary or financial flows take place. Provisions for probable or certain environmental liabilities, litigation in progress and indemnities or other outstanding obligations not covered by insurance policies are recorded when the liability or obligation arises.

25. Fair value adjustments

As in 2008, Ferrovials income statement has been affected by the fair value measurement of certain financial hedging transactions that are not deemed to be accounting hedges and therefore, under applicable accounting regulations, are recognised at their fair value in the income statement. Additionally, the impairment of certain assets carried as investment properties also affected Ferrovials consolidated results. None of these adjustments affected cash. For this reason, the financial statements show the impact of these fair value adjustments separately, as reflected below by item and by line:

2009 income statement

EBITDA OPERATING RESULTS BEFORE IMPAIRMENT AND DISPOSALS OF NON-CURRENT ASSETS Impairment and disposals of non-current assets OPERATING RESULTS FINANCIAL RESULTS Share of profits of equity-consolidated companies CONSOLIDATED RESULT BEFORE INCOME TAX Income tax RESULT FROM CONTINUING OPERATIONS Net result from discontinued operations CONSOLIDATED RESULT FOR THE YEAR Result for the year attributed to minority interest RESULT FOR THE YEAR ATTRIBUTED TO THE PARENT COMPANY

Equity Swaps
0,0 0,0

SIPS
0,0 0,0

Index Linked Swaps BAA

0,0 0,0

Interest Rate Swaps BAA

0 0

Interest Rate Swap Ferrovial

0 0

Impairm. investm. property

0 0 -90

Other
-3 -3 0 -3 -8 2 -8 1 -8 0 -7 1 -7

Total
-3 -3 -90 -93 -50 16 -127 41 -86 0 -86 61 -25 Million euro

0,0 159

0,0 -64

0,0 -142

0 26

0 -22

-90 0 14

159 -47 112 0 112 -14 99

-64 21 -43 0 -43 26 -16

-142 40 -102 0 -102 45 -57

26 -7 19 0 19 -8 11

-22 7 -15 0 -15 0 -15

-76 26 -50 0 -50 11 -40

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

185

a) Equity swaps Ferrovials consolidated financial statements reflect income from equity swaps totalling 159 million euro in financial results and 99 million euro in results attributed to the parent company. These instruments are contracted by Ferrovial to cover possible payments that they company must make to settle its share-based remuneration commitments, as mentioned in Note 34. These instruments are measured based on the closing price of Ferrovials stock, which changed from 19.58 euros per share for Grupo Ferrovial and 5.32 euros per share for Cintra at 31 December 2008 to 8.23 euros per share for Ferrovial (company resulting from the merger of the above-mentioned companies, with a share exchange ratio of four Cintra share for one Grupo Ferrovial S.A. share, as explained in Note 1.2).

change in the fair value of these instruments, explained in Note 11 on derivative financial instruments, income of 26 million euro has been recognised in Ferrovials financial results (11 million euro in net results attributed to the parent company) (see Note 11 on derivative financial instruments at fair value).

e) Fair value adjustments to certain investment properties As a result of the market valuation by an independent expert, an adjustment has been recognised in the carrying amount of certain land owned by the Group through its Real Estate Division (-37 million euro on the line profit and loss, -26 million euro in net results attributed to the parent company) (see Note 28 on impairment and disposals of non-current assets). Additionally, as explained in Note 5, Grupo BAA reviews the fair value of certain assets at least annually, including investment properties (see Note 7.2), having recognised in the income statement, as a fair value adjustment, the impairment of certain investment property located in Stansted airport, in the amount of -53 million euro (-21.3 million euro in net results attributed to the parent company). A part of the impairment recognised in 2008 for investment property of the company APP Lynton has been reversed in the amount of 14 million euro (presented separately as a fair value adjustment on the line Share of profits of equityconsolidated companies in the consolidated income statement).

b) Synthetic Inflation Protected Securities (SIPS) This is a bond (see Note 20 on net cash position) with a coupon that is linked solely to the inflation rate in Canada. This instrument is a hybrid of a nominal bond and a real return bond and the carrying amount is therefore adjusted to its market value as if it were a derivative. The adjustment has had an impact of -64 million on financial results (-16 million on net results attributed to the parent company).

f) Interest Rate Swap Ferrovial c) Index linked swaps BAA BAA has contracted swaps linked to the UK RPI (Retail Price Index) for a notional amount of 2,206 million GBP (2,485 million euro). The change in the fair value of these ILS had an impact of -142 million euro on financial results in 2009 (-57 million euro on net results attributed to the parent company) (see Note 11 on derivative financial instruments at fair value). This value excludes credit risk, which had an impact of 92 million euro on Ferrovials income statement that has already been included in the abovementioned fair value adjustment. As part of the refinancing of the corporate debt mentioned in Note 20, the entire syndicated loan obtained to acquire BAA was converted to euros. This loan, denominated in sterling in order to provide a natural hedge for the investment in BAA, was hedged against interest rate fluctuations by four fully-effective interest rate swaps with a notional sum of 250 million GBP (total notional amount of 1,000 million GBP), referenced to the Libor. However, in order to maintain the natural hedge of the investment in BAA, the company considers that a part of this debt will be converted to sterling, in an estimated amount of 750 million GBP. Consequently, the amount relating to the derivative the notional amount of which is not expected to be converted has been transferred from reserves to the income statement, as it is no longer an accounting hedge, having an impact on Ferrovials income statement of -22 million euro (-15 million euro in net results attributed to the parent company) (see Note 11).

d) Interest rate swaps BAA BAA has also contracted interest rate swaps for a total notional sum of 5,088 million GBP (5,732 million euro). As a result of the

186

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

g) Other fair value adjustments This relates to the fair value measurement of the Groups other derivatives (see Note 11 on derivative financial instruments at fair value). For informative purposes, set out below are the main fair value adjustments recognised in Ferrovials income statement at 31 December 2008:

2008 income statement

Equity Swaps
0 0

Index Linked Swaps BAA fair value change

0 0

IRS BAA
0 0

Other derivatives
-11 -11

Other impacts on financial results

0 0

Impairment investment property

0 0 -17

TOTAL
-11 -11 -17 -29 -433 -106 -567 133 -435 0 -435 118 -317 Million euro

0 -279 0 -279 82 -197 0 -197 26 -171

0 -104 0 -104 29 -75 0 -75 27 -48

0 -53 0 -53 15 -38 0 -38 17 -21

-11 -72 0 -83 20 -63 0 -63 23 -40

0 75 0 75 -19 56 0 56 -21 35

-17 0 -106 -123 5 -118 0 -118 46 -72

26. Operating revenue

Set out below is an analysis of the Groups operating revenue:
2009
Sales 12,095

27. Staff expenses

Staff expenses are analysed below:
2008
13,146 Wages and salaries Social security Pension plan contributions Stock option-based payments

2009
2,869 436 60 13

2008
3,080 450 100 17

Sales Other revenue Other operating revenue Total operating revenue

11,942 154 30 12,126

12,989 156 20 13,165 Million euro

Other welfare expenses Total

32 3,410

33 3,680 Million euro

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

187

The average number of employees at 31 December 2009 is shown below by professional category, distinguishing between male and female employees:
2009
Male
Board directors Senior managers Managers University graduates Administrative staff Workers and technicians Total 11 14 1,305 6,820 3,282 55,836 67,268

2008
Total
12 14 1,618 9,321 7,381 81,713 100,059

Female
1 0 313 2,501 4,099 25,877 32,791

Male
10 13 1,464 6,977 3,691 59,720 71,875

Female
1 0 357 2,571 4,271 28,300 35,500

Total
11 13 1,821 9,548 7,962 88,020 107,375

Change
9.09% 7.69% -11.15% -2.38% -7.30% -7.17% -6.81%

The average number of employees by business division is shown below:

2009
Male
Construction Corporate Real estate Services Concessions Airports Total 12,292 208 39 49,358 2,488 7,851 72,237

2008
Total
13,870 353 119 76,388 4,456 12,932 108,117

Female
1,578 144 79 27,030 1,967 5,081 35,880

Male
13,534 177 50 47,811 2,482 8,114 72,168

Female
1,613 128 90 25,330 1,978 5,290 34,429

Total
15,147 305 140 73,141 4,460 13,404 106,597

28. Impairment and disposals of non-current assets

Results recognised in 2009 Set out below is a breakdown of the main results recognised in 2009 due to sales and impairment of significant assets and their impact on recognised net results:
Impact on gross results
2009
Loss on disposal of Gatwick airport Asset impairment loss Stansted airport BAA total Gain from Cintra Aparcamientos Impairment provision Valdebebas land Gain from sale of Amey contracts Other Impairment and results from disposals of non-current assets

Before fair value adjustments

-730 0 -730 95 0 5 10 -620

Fair value adjustments

0 -53 -53 0 -37 0 0 -90

Total 2009
-730 -53 -783 95 -37 5 10 -710

IImpact on net results

-408 -21 -429 50 -26 Million euro 5 9 -392

188

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

The main impact reflected in the line impairment and disposals of non-current assets is the impairment and subsequent sale at a loss of Gatwick airport, completed on 3 December. The transaction price was 1,500 million GBP (1,646 million euro), of which 1,445 million GBP will be received in cash and 55 million GBP will be collected subject to the achievement of certain operating and financial parameters. As a result of this transaction, a loss of 730

million euro has been included in pre-tax results (408 million euro in net results attributed to the parent company). Additionally, on 27 July the sale of Cintra Aparcamientos was completed, as explained in Note 12 on assets and liabilities held for sale, generating a profit of 95 million euro (50 million euro in net results attributed to Ferrovial).

Results recognised in 2008

Impact on gross results
2008
Gain from sale of World Duty Free Gain from PIK capitalisation BAA total Gain from sale of Belfast Airport Other Impairment and results from disposals of non-current assets

Before fair value adjustments

295 33 328 109 0 437

Fair value adjustments

0 0 0 0 -17 -17

Total 2009
295 33 328 109 -17 419

IImpact on net results

180 33 213 109 -12 310 Million euro Million euro

The main transaction reflected in the line impairment and disposals of non-current assets was the gain obtained from the sale in March 2008 of World Duty Free, a subsidiary of the BAA Group engaged in the exploitation of commercial space in airports, for a price of 716 million euro (547 million GBP), generating a gain of 295 million euro and an impact of 180 million euro on net results attributable to the parent company. A gain of 109 million euro was also obtained on the sale of the interest in Belfast Airport for a price of 167 million euro (133 million GBP).

29. Financial results

The following table contains a breakdown of movements in financial income and expenses:

2009
Interest expense on financial liabilities Interest income on financial assets Financial results from derivative financial instruments and other fair value adjustments Other Total financial results of infrastructure projects -1,445 26 -148 32 -1,536

2008
-1,451 27 -210 -161 -1,795

% change
0% -3% -30% -120% -14%

Interest expense on financial liabilities Interest income on financial assets Financial results from derivative financial instruments and other fair value adjustments Other Total financial results of other companies

-93 38 98 -48 -5

-222 81 -223 24 -340

-58% -54% -144% -303% -98%

Financial results

-1,541

-2,135

-28%

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

189

As indicated in Note 25, the impact on financial results of the fair value measurement, in accordance with accounting regulations, of certain hedging transactions that are not deemed to be accounting hedges, giving rise to a value adjustment in the income statement, was highly significant. The gains or losses presented in the table above consisting mainly of changes in the fair value of derivative financial instruments relate to ineffective derivatives; the efficient portion is recognised together with the result of the hedged item, having the same nature, as explained in Note 11 on derivative financial instruments at fair value. Financial results arising from the measurement of derivatives at fair value are explained in Note 26. Financial results arising from the measurement of derivatives at fair value are explained in Note 25. The following table contains a breakdown by project of the financial results of infrastructure projects. The table indicates the portion of the financial result that is capitalised as an increase in the value of non-current assets of projects under construction:

2009
Financial results of infrastructure projects
BAA Other airports 407 ETR International Skyway Concession Spanish toll roads Chilean toll roads Other toll roads Services Construction Total

2008
Financial income/ expense accrued
-919 0 -218 -70 -60 -144 -64 -10 -5 -1,490

Income/ expense capitalised during construction

-25 0 0 0 0 -3 -39 -4 0 -71

Financial income/ expense taken to income statement

-894 0 -218 -70 -60 -141 -25 -6 -5 -1,420

Income/ expense capitalised during construction

-107 0 0 0 0 0 -24 0 0 -131

Financial income/ expense taken to income statement

-1,045 -3 -163 -58 -99 -24 -30 -2 -1 -1,424

Financial income/ expense accrued

-1,151 -3 -163 -58 -99 -24 -54 Million euro -2 -1 -1,555

30. Net income from discontinued operations

During 2009 the Group did not recognise income or cash flows from discontinued operations.

Basic earnings per share attributed to the parent company:

2009
Net result attributed to the parent company (*) Weighted average number of outstanding shares (thousand shares) Less average number of treasury shares (thousand shares) Average number of shares to determine basic earnings per share -92 589,802 0 589,802 -0.16

2008
-812 561,060 -6,066 554,994 -1.46

31. Earnings per share

A) Basic earnings per share Basic earnings per share are calculated by dividing the net income attributed to the Group by the weighted average number of outstanding shares for the year, excluding the average number of treasury shares held during the year. Set out below is the calculation of basic earnings per share attributed to the parent company:

Basic earnings per share (euro)

(*) Restated in 2008 under the new accounting policies.

As explained in Note 1.2, during 2009 Grupo Ferrovial (target company) was merged into Cintra (acquiring company). As a result of the merger, Grupo Ferrovials shareholders received shares in Cintra based on an exchange ratio of four Cintra shares to one Grupo Ferrovial share. The company resulting from the merger, named Ferrovial S.A., maintained Cintras share capital, which was increased by the necessary amount to exchange Gru-

190

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

po Ferrovials shares, entailing a total share capital of 147 million euro (see Note 16). For comparability, the average number of shares for 2008 and the share capital of Grupo Ferrovial S.A. (groups parent at that date) have been restated based on the above-mentioned share exchange ratio. Additionally, for 2009, as the effective date of the merger for consolidation purposes is 31 October 2009, outstanding shares have been weighted to account for 10 months and two months, respectively, of the share capital of Grupo Ferrovial, S.A. and of Ferrovial, S.A. (company resulting from the merger of Grupo Ferrovial S.A. and Cintra, Concesiones de Infraestructuras de Transporte, S.A., as explained in Note 1.2). B) Diluted earnings per share Diluted earnings per share are calculated by adjusting the weighted average number of outstanding ordinary shares to reflect the conversion of all potentially dilutive ordinary shares. For

such purposes, conversion is deemed to take place at the start of the period or when the potentially dilutive ordinary shares are issued, where they have become outstanding during the period in question. At 31 December 2009 and 2008, the Group has no potentially dilutive ordinary shares, since no convertible shares have been issued and the share-based or stock option remuneration plans addressed in Notes 35 and 36, respectively, will not entail any capital increase for the Group, as explained in those notes. Consequently, no dilutive impact is envisaged when employee rights under the plans are exercised.

32. Cash flow

The cash flow statement has been prepared in accordance with IAS 7. This note contains a detailed analysis of cash flow by segment. The analysis is based on internal criteria established by the Company for business purposes, which in some cases differ from the provisions of IAS 7. The main criteria applied are described below: - In order to provide a clearer explanation of cash generated, the Group separates cash flows into cash flows excluding infrastructure projects, where infrastructure project companies are treated as financial investments and investments in the capital of these companies are therefore included in cash flows from investing activities, and yields on the investments (dividends and other) are included in cash flows from operating activities, and cash flows of infrastructure projects, consisting of cash flows from operating and financing activities of infrastructure projects (Note 1 contains a detailed definition of infrastructure projects). - In addition, and as indicated in Note 4 on segment reporting, a breakdown by segment is provided of both cash flows excluding infrastructure projects and cash flows of infrastructure projects. - In order to provide a more accurate analysis of cash flows from operating activities, they are calculated based on gross operating results and explanations of the differences between gross operating results and cash flows from operating activities are also provided. - Interest received from cash and cash equivalents is treated differently from the cash flow statement treatment under IAS 7, since this interest is included in cash flows from financing activities as a reduction in the amount of interest paid in the item Interest flows. - These flows seek to present the evolution of net cash as defined in Note 20, as the net amount of borrowings, cash and cash equivalents and restricted cash. This method also departs from IAS 7, explaining the movement in cash and cash equivalents.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

191

2009 (*)
Cash flows excluding infrastructure projects
EBITDA Dividends collected Income tax paid Change in receivables, payables and other Cash flows from operating activities Investment Divestment Cash flows from investing activities Cash flows before financing activities Interest flows Proceeds from capital and minority interest Payment of dividends to parent company Payment of minority interest dividends to associates Change in exchange rate Net cash position held for sale Other movements in borrowings (no cash flow) Change in net cash Net cash at start of the year Net cash at end of the year 558 129 -38 191 840 -504 534 30 872 -142 1 -284 -20 -5 -51 3 374 -1,547 -1,172

Cash flows of infrastructure projects

1,981 0 -11 -160 1,810 -1,901 1,582 -319 1,493 -1,215 448 0 -204 -1,131 -993 126 -1,476 -19,634 -21,110

Eliminations

Consol. cash flow

2,540

-119

10 -49 32

-119 285 -11 274 155

2,533 -2,120 2,106 -14 2,520 -1,357

-271

178 -284

119

-105 -1,136 -1,044 129 Million euro Million euro

3 8 11

-1,099 -21,172 -22,271

(*): The following table contains a reconciliation of the cash flow statement under IAS 7 and the cash flow statement prepared for internal reporting purposes:

Financial statements
Cash flows from operating activities Cash flows from investing activities (1) Cash flows before financing Proceeds from capital and minority interest Payment of dividends to parent company Payment of minority interest dividends to associates Cash flows from shareholders and minority interest Interest paid (1) Increase in bank borrowings (2) Decrease in bank borrowings (2) Change in exchange rate (non-cash) (2) Net cash position, held for sale (2) Other movements in borrowings (non-cash) (2) Change in cash and cash equivalents/ net cash position (2) 2,534 147 150 178 -284 -105 -211 -1,518 5,434 -6,463 n.a n.a n.a -76

Internal analysis
2,534 -14 -11 178 -284 -105 -211 -1,357 n.a n.a -1,136 -1,044 129 -1,099

Differences
0 161 161 0 0 0 0 0 n.a n.a n.a

n.a n.a

Explanation of differences: (1) The cash flow statement includes interest received in cash flows from investing activities, while the internal analysis includes interest in interest flows, net of interest paid. (2) The cash flow statement explains changes in cash and cash equivalents, while the internal analysis explains the change in the reported net cash position reflected in the Groups consolidated balance sheet. When explaining the change in reported net cash, adjustments must be made to items that, despite generating movements in net cash, do not imply cash flows as defined by IAS 7. These items are included in the internal analysis on the lines Change in exchange rate, Net cash position held for sale and Other movements in borrowings (no cash flow). It may therefore be observed that the sum of the change in the net cash position and adjustments to net cash (-1,099 - 1,136 - 1,044 + 129 = -952) is identical to the sum of the increase and decrease in bank borrowings and change in cash and cash equivalents reflected in the cash flow statement (5,434 - 6,463 + 76 = -952).

192

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

2008 (*)
Cash flows excluding infrastructure projects
EBITDA Dividends collected Income tax paid Change in receivables, payables and other Cash flows from operating activities Investment Divestment Cash flows from investing activities Cash flows before financing activities Interest flows Proceeds from capital and minority interest Payment of dividends to parent company Payment of minority interest dividends to associates Change in exchange rate Net cash position held for sale Other movements in borrowings (no cash flow) Change in net cash Net cash at start of the year Net cash at end of the year 609 406 26 53 1,094 -959 215 -744 351 -142 -107 -179 -19 389 39 -1 331 -1,878 -1,547 -416 4,439 2,355 344 5,829 -25,463 -19,634 8 0 8 378 -53 -117 1,766 -2,106 932 -1,174 592 -2,261 776 -402 410 32 -378 410

Cash flows of infrastructure projects

1,936

Eliminations

Consol. cash flow

2,545

-378

28 -26 -64 2,483 -2,545 1,036 -1,508 975 -2,403 267 -179 -57 4,828 2,394 343 Million euro Million euro Million euro 6,168 -27,341 -21,172

OPERATIONS CASH FLOW

Construction Services Motorways Airports Others Total operations cash flow without taxes Corporate tax flow Total Group

2009
406 343 134 -18 14 879 -38 841

2008
464 276 420 -25 -67 1,068 26 1,094

In Construction, cash flows from operating activities declined on 2008, due basically to the decrease in domestic business, which was partly offset by the growth in Budimexs business.

CONSTRUCTION OPERATIONS CASH FLOW 2009

Gross operating results Dividends and others Change in working capital Operations cash flow without taxes

C. Interior
115 0 -13 102

C. International
97 0 204 301

C. Industrial
13 0 -11 2

CONSTRUCTION
225 0 181 406

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

193

In Services, cash flows from operating activities improved in all cases except Municipal and Waste, with a considerable increase in Maintenance and Conservation activities. Set out below is a breakdown of cash flows from operating activities for the core activities of the Services and Construction Divisions:

C / F OPERATING ACTIV. SERVICES 2009

EBITDA Dividends and other reimbursements Change in working capital C / F from operating activ. without tax

Municipal and Waste

162 1 -21 142

Amey
87 7 -59 35

Swissport
81 1 11 93

Other Services
33 0 39 72

SERVICES
363 Million euro 10 -30 343

In the Toll Roads Division, as indicated at the start of this note, cash flows from operating activities include the amount of 119 million euro in dividends and equity reimbursements from toll road project companies, as analysed in the table below. The remaining flows relate mainly to other collections and payments of the Divisions parent companies:

b) Cash flows from investing activities The following table contains a breakdown of cash flows from investing activities excluding infrastructure projects by business segment, distinguishing between cash outflows for investments made and cash inflows resulting from divestment:
Investment cash flow

INVESTMENT CASH FLOW 2009

Investment

Divestment

Dividends and Returns of Capital - Motorways

2009
ETR-407 Autema M-45 Ausol Spanish motorways Eurolink N4-N6 Algarve Norte Litoral Portuguese motorways Cintra Chile Parkings (Smasa, Eulsa) Total dividends Euroscut Algarve Portuguese motorways Chicago Indiana Total returns of equity Total 63 5 0 9 14 13 6 3 8 0 0 98 15 15 4 0 19 119 4 5.7 1 383 0 0 3 11 14 397 Million euro 4

2008
47 317 2 5 325

Constructon Services Motorways Airports Other TOTAL

-36 -163 -104 -201 0 -504

6 37 451 0 40 534

-29 -126 347 -201 40 31 Million euro

INVESTMENT CASH FLOW 2008

Constructon Services Motorways Airports Other TOTAL

Investment
-47 -191 -144 -352 -225 -959

Divestment
0 82 0 133 0 215

Investment cash flow

-47 -109 -144 -219 -225 -744 Million euro

The item Other includes flows relating to Corporate and Real Estate. In the Real Estate Division, cash flows from operating activities improved due particularly to the refund of VAT paid for the purchase of land in Valdebebas in 2008 (+32 million euro) and the reduction in payments for construction work in Poland (+40 million euro).

The most significant investments were made in the Airports, Services and Toll Roads Divisions. As regards the Airports Division, certain loans granted by BAAs shareholders to purchase bonds during the refinancing process (201 million euro) have been repaid, while in the Toll Roads Division the investments relate mainly to capital increases in concession companies, as analysed in the accompanying table. The rest of the investments relate to non-current assets in the Services Division, mainly property, plant and equipment.

194

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

INVERSIN INMOVILIZADO FINANCIERO

PROYECTOS DE INFRAESTRUCTURAS Inversora OLR Ionian Odos Inversora R4 Nuevas inversiones EEUU Azores Autostrade Poludnie APARCAMIENTOS Serrano Park Total CINTRA

2009
77,6 1,9 9,0 8,1 6,1 12,9 39,6 0,2 0,2 77,8 Million euro

OPERATING CASH FLOW 2009

Gross operating results Collection of dividends Tax payments Changes in working capital Operating cash flow

BAA
1,355 0 -4 -180 1,171

Motorways
622 0 -7 -9 606

Other (*)
5 0 0 30 35

TOTAL
1,981 0 -11 -160 1,811 Million euro

(*) Cash flows from concession companies in Other consist mainly of cash flows from Services and Construction infrastructure projects.

OPERATING CASH FLOW 2009

Gross operating results Collection of dividends

BAA
1,324 0 -7 -135 1,182

Motorways
609 0 -45 6 570

Other (*)
2 0 0 13 15

TOTAL
1,936 0 -53 -117 1,766 Million euro

The main divestments are the positive flow derived from the sale of the Car Parks business (451 million euro) in August and the sale of the Corporate headquarters building (40 million euro) in December. In the Services Division, 50% of Ameys interests in PFI projects in the UK were sold (19 million euro) and there was an inflow of funds due to the closure of the non-recourse financing for Ecoparque IV (10 million euro). c) Cash flows from financing activities Cash flows from financing activities include dividend flows that relate to both dividends paid to the shareholders of Grupo Ferrovial, S.A. (284 million euro in 2009) and dividends paid to minority shareholders of Cintra prior to the merger (18 million euro), Budimex (13 million euro) and Swissport (3 million euro). Cash flows from financing activities also include interest payments during the year (142 million euro), commissions relating to the refinancing of Corporate debt (19 million euro) and other commissions (24 million euro).

Tax payments Changes in working capital Operating cash flow

b) Cash flows from investing activities The following table contains a breakdown of cash flows from investing activities of infrastructure projects, distinguishing between outflows, which mostly relate to capex and financial asset investments (long-term restricted cash) and inflows derived from divestments completed during the year:

CASH FLOWS FROM INVESTING ACTIV. 2009

North Tarrant Express SH-130

Investment
-264 -96 21 -43 -60 -50 -48 -540 -1,236 -126 -1,902

Divestment

C / F inv. activ.
-264 -96

32.2 Cash flows of infrastructure projects a) Cash flows from operating activities Cash flows from operating activities of infrastructure project concession companies relate basically to cash inflows of operational projects, although they also include VAT refunds and VAT payments of projects under construction. Set out below is a breakdown of cash flows from operating activities of infrastructure projects:

M3 Clonee to Keels Autoestrade Poludnie Portuguese toll roads ETR 407 Other toll roads Total Toll roads BAA Other TOTAL

21 -43

2 19

-58 -30 -48

21 1,561 0 1,582

-519 325 -126 -319 Million euro

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

195

The most significant cash flow from investing activities relates to North Tarrant and derives from the cash generated by the issuance of bonds at the year end and placed in a restricted cash account for construction work. The main divestment relates to BAA, arising from the effect on cash flows of the sale of Gatwick airport in December 2009 (1,561 million euro).

INTEREST CASH FLOW

ETR 407 USA motorways Spanish motorways Chilean motorways Other motorways Motorways BAA (commissions & prepayment interest swaps) BAA (other interest)

2009
-158 -49 -95 -51 -57 -409 -178 -612 -790 -15 -1.215 Million euro

c) Cash flows from financing activities Cash flows from financing activities include dividends paid and equity reimbursed (-204 million euro) by the concession companies to their shareholders, as well as amounts received by these companies for capital increases. As regards capital increases, the conversion to equity of the debt (359 million euro) associated with the capitalisation in June 2009 of the loans granted by BAAs shareholders to purchase certain bonds during the refinancing process is worthy of note. In the case of fully-consolidated concession holder companies, the figures relate to 100% of the amounts paid and received, irrespective of the Groups interest in each company. No dividend or equity reimbursement is included in relation to equity-consolidated companies.

Total BAA Other TOTAL

Cash flows from financing activities also include the impact of foreign exchange fluctuations on debt denominated in foreign currencies, which generated an inflow of 1,131 million euro in 2009 due to the appreciation of sterling and the Canadian dollar against the euro, having a significant effect on the net debt of BAA and the Canadian company 407-ETR, and the negative impact of the reclassification of the assets and liabilities of Gatwick airport to assets and liabilities held for sale in 2008, anticipating the effect of the elimination of the debt when the airport was sold in 2008. Finally, the item Other movements in borrowings (no cash flow) includes items that cause a change in reported borrowings but no real movement in cash, such as the elimination of borrowings due to the change to the equity method of certain Services concession companies, accrued unmatured interest and the write-off of commissions and the fair value of borrowings.

Interest flows (-1,215 million euro) relate to interest paid by the concession companies, plus other commissions and costs closely related to the obtainment of financing. These flows consist of interest expense for the period and other items that directly affect net debt for the period. This amount does not match the results from financing reflected in the income statement, mainly due to differences between the accrual and payment of interest.

The main flows in BAA relate to the prepayment of interest (-178 million euro) for subsequent periods on index-linked swaps and on interest rate swaps as a consequence of the 2009 bond issues. The following table contains a more detailed breakdown:

33. Directors remuneration

The General Shareholders Meeting of GRUPO FERROVIAL S.A. held on 30 April 2009 approved a new remuneration scheme for the Board of Directors, replacing the scheme then in effect without changing the main terms applicable since 2004. On 3 December 2009, the deed recording the merger of CINTRA CONCESIONES DE INFRAESTRUCTURAS DE TRANSPORTE S.A. (CINTRA) and GRUPO FERROVIAL S.A. (GRUPO FERROVIAL) was entered in the Madrid Mercantile Register. This operation consisted of the merger of GRUPO FERROVIAL (target company) into

196

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

CINTRA (acquiring company), the dissolution without liquidation of the target company and the en bloc transfer of all the targets assets and liabilities to the acquiring company, which succeeded to all the targets rights and obligations. The name of the company resulting from the merger was changed from CINTRA to FERROVIAL, S.A. (FERROVIAL). The new FERROVIAL has also fully assumed the Corporate Governance policy of the extinct GRUPO FERROVIAL, including the policy on Directors remuneration. Additionally, the company resulting from the merger adopted the necessary resolutions to implement in FERROVIAL the Directors remuneration scheme, regulations and policies applied previously by GRUPO FERROVIAL. THE 2009 information presented for FERROVIAL is the consolidated information of GRUPO FERROVIAL and FERROVIAL.

199

(E) TARGET-BASED 2010 STOCK OPTION PLAN In January 2010 the Board of Directors approved a new remuneration plan consisting of stock options on the shares of Ferrovial, S.A. The total number of shares that may be granted annually under this Plan may not exceed 2,420,000 or 0.33% of Ferrovial, S.A.s share capital. Options may be granted after three years service at the Company (barring special circumstances), subject to the achievement during this period of ratios based partly on cash flows from ope rating activities and partly on EBITDA as a percentage of net productive assets. The Plan is for managers, members of the Board of Directors of Ferrovial, S.A. engaged in executive functions and senior managers reporting directly to the Board or its committees. The application of this plan to senior management is subject to approval by the Companys General Shareholders Meeting, pursuant to Article 130 and Additional Provision Four of the Spanish Companies Act, and therefore the Board of Directors will propose the approval of the plan for senior management at the next General Shareholders Meeting.

remuneration. Contributions during 2009 totalled 2,537.4 thousand euro (2,190 thousand euro 2008) and payments made in this respect in 2009 amounted to 964.5 thousand euro (no amount was paid in 2008). Additionally, managers not forming part of senior management, mainly foreigners, are occasionally hired using clauses addressing indemnities for unfair dismissal. In 2009, one manager whose contract includes clauses of this type on a temporary basis became a senior manager. Finally, it should be noted that the contracts of two senior managers stipulate additional rights in their favour, including prior notice obligations for the Company in the event of unfair dismissal.

34. Stock option plans

As a result of the merger of Grupo Ferrovial S.A. and Cintra S.A. described in Note 1.2 to these Consolidated Financial Statements, Ferrovial, S.A. succeeded to the former company as the liable party in relation to the stock option plans, such that the stock options of Grupo Ferrovial S.A. automatically became stock options of Ferrovial S.A., in accordance with the share exchange ratio stipulated in the merger plan, i.e. four (4) Cintra shares for each Grupo Ferrovial S.A. share. All references to Grupo Ferrovial S.A. in the stock option plans are deemed to be made to Ferrovial S.A. as from the merger registration date. This change has no relevant effects on the accounting measurement of the plans granted. As a result, the characteristics of Ferrovials stock option plans following the above-mentioned exchange are as follows:
Stock option plan (Participants / Grant date)
Ferrovial management / July 2003 Ferrovial senior management / April 2004 Amey-Cespa management / June 2004 Ferrovial management / October 2005 Cintra management / October 2005 Cintra management / October 2005 Ferrovial senior management / May 2006 Cintra senior management / November 2006

(F) OTHER INFORMATION REGARDING REMUNERATION

Agreements between the company and senior managers, including two Executive Directors, specifically provide the right to receive the indemnities referred to in Article 56 of the Labour Statute, in the event of unfair dismissal. Additionally, in order to encourage loyalty and long service, deferred remuneration has been granted to 11 senior managers, including two Executive Directors. This consists of an extraordinary payment that will only be made in any of the following circumstances: - Senior manager leaves the company by mutual agreement at a certain age. - Senior manager is dismissed unfairly or is encouraged to leave by the company without any cause for dismissal, prior to the date on which the senior manager reaches the initially agreed age, if the amount in question is higher than is stipulated in the Labour Statute. - Senior managers death or incapacity. The company makes annual contributions to a group insurance savings policy to cover this incentive, as the policyholder and beneficiary. The contributions are quantified based on a certain percentage of each senior managers total cash

Number of options granted

7,200,000 6,332,000 520,000 6,425,440 355,680 940,625 3,592,000 67,720 5,104,012 94,178 4,848,248 8,000,000 871,175 6,091,200 256,562 6,507,520 1,207,200

Exercise price (Euro)

6.058 8.413 8.51 15.885 15.885 8.98 16.48 10.54 18.298-19.635 10.900-11.900 15.28-18.45 14.99 10.72 12.125 9.09 10.825 7.240-18.383

BAA management / February 2007 Cintra senior management / July 2007 BAA management / July-November 2007 Ferrovial management / November 2007 Cintra management / November 2007 Ferrovial senior management / April 2008 Cintra senior management / April 2008 BAA management / November 2008 Extensions of plans for Ferrovial management

200

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

All stock option plans have a three-year vesting period as from the grant date followed by a three to five-year exercise period, provided certain minimum returns on consolidated equity are obtained by Ferrovial. The exercise price is calculated as the arithmetic mean of weighted average changes during the previous 20 stock market sessions, each option being equivalent to the exercise of one option at that price to which the share exchange ratio resulting from the merger has been applied. Set out below is a summary of the Companys 2009 and 2008 stock option plans showing the effect of the exchange in both periods:
Number of options
2009
Number of options at start of the year Plans granted Waivers and Other Options exercised Number of options at end of the year 48,940,272 --3,447,801 -229,888 45,262,583

The financial institution will pay to Ferrovial an amount equal to all the dividends generated by those shares.

Ferrovial may opt to partially or totally terminate the contract, in which case: a. If the share price is below the strike price at which the contract was concluded, Ferrovial must pay the difference to the financial institution. b. If the share price is above the strike price, Ferrovial will receive the difference between the two amounts. For accounting purposes, these contracts are treated as derivative financial instruments, this being the general treatment afforded to this type of financial products (Note 11). During 2009 a profit was recognised in respect of these contracts, as explained in Note 25. Amounts received in the form of dividends generated by the shares and paid in the form of yield to the relevant financial institution, under the equity swap contracts described above totalled 16 million euro (15 million euro in 2008) and 7 million euro (25 million euro in 2008), respectively. Ferrovials staff expenses relating to these remuneration systems during 2009 totalled 14 million euro (17 million euro in 2008).

2008
38,697,536 12,855,282 -2,110,146 -502,400 48,940,272

The main assumptions used to measure the plans granted in 2008 are as follows, no new plans having been granted in 2009:

Assumptions used in measurement of options

Measurement assumptions: Estimated exercise period Leavers before and after exercise period Risk-free rate Expected dividend Expected volatility

2008

6.4 aos 7% 4.28% 1.81% 28.24%

Equity swaps were contracted by Ferrovial at the grant date in order to hedge against possible losses resulting from the exercise of stock options. These swaps ensure that Ferrovial will collect an amount equal to the rise in the share price when the options are executed by employees. Under the equity swap contract, the financial institution undertakes to pay to Ferrovial cash amounts equal to the return on Ferrovials shares, in return for a payment by Ferrovial. The main features of equity swaps are as follows:

35. Information on transactions with related parties

Approval of transactions In accordance with the Board Regulations, all professional or commercial transactions involving Ferrovial S.A. or its subsidiaries and the persons referred to below require Board authorisation, subject to a report from the Audit and Control Committee. In the case of ordinary transactions involving Ferrovial, the general approval of the Board of Directors will suffice. This authorisation is not necessary, however, for transactions that simultaneously fulfil the following three conditions: 1. Performed under contracts containing standard terms and applied en masse to many customers. 2. Effected at prices or rates established on a general basis by the party acting as the supplier of the good or service in question. 3. Amount does not exceed 1% of the companys annual revenues.

The number of shares used to calculate returns is equal to the number of options granted under each plan. The share price used to calculate returns is the same as the strike price employed to calculate the increase in the shares value. Ferrovial will pay a yield to the financial institution calculated by applying the EURIBOR rate plus a margin to the result of multiplying the number of shares by the strike price.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

201

The following persons are subject to these rules:

Directors of Ferrovial S.A. The person requesting authorisation must leave the meeting room while the Board deliberates and votes and may not exercise or delegate his or her voting rights. Controlling shareholders. Individuals representing Directors that are legal entities Senior managers. Other managers designated individually by the Board of Directors. Persons related to the above persons, as defined in the Board Regulations.

The Company provides this information in compliance with the definitions and criteria set forth in Order EHA/3050/2004 (15 September) from the Ministry of Economy and Finance and in Circular 1/2005 (1 April) from the National Securities Market Commission (CNMV). Where the profit or loss from a transaction cannot be stated, as it pertains to the providing entity or individual, the transaction has been marked with an asterisk (*).

Significant shareholders The following table contains a breakdown of the most relevant transactions effected in 2009 with significant shareholders, with members of the controlling family group (except for the individuals who are also company Board directors, who are included in the following section) and entities related through shareholdings to persons from the controlling family group (1):

Transactions with related parties The most relevant arms length transactions with related parties effected in 2009 in the ordinary course of the Companys and the Groups business are analysed below.

2009
Name/ Company name Ferrovial Group company
Ferrovial Agromn S.A. / subsidiaries Ferrovial Servicios S.A. / subsidiaries Miembros del grupo familiar de control/ entidades vinculadas a ellos Ferrovial Conservacin S.A. Ferrovial Agromn S.A. / subsidiaries Ferrovial Servicios S.A. / subsidiaries

2008
Profit / Loss
665 125 (*)

Nature of transaction
Commercial Commercial Commercial Commercial Commercial

Type of transaction
Execution of construction work Integrated management of services in Madrid offices Lease to Ferrovial of offices in Madrid owned by shareholders Execution of refurbishment work Integrated management of services in Madrid offices

Amount
7,656 417 151 29 220

Amount
1,811 405 186 1,716

Profit / Loss
36 104 Thousand euro (*) 103 58

341

(1) According to a notification sent to the CNMV and to the company on 10 December 2009, the official family group formed by Maria, Rafael, Leopoldo, Fernando and Joaquin del Pino y Calvo-Sotelo controls, through the company KARLOVY, S.L., the majority of the share capital of PORTMAN BAELA, S.L, which owns 44.607% of Ferrovial S.A. (*) No profit or loss is stated as the relevant amount pertains to the entity or person providing the service.

202

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Transactions with Board directors and senior management Transactions effected with the companys Board directors and senior management in 2009 are described below. Also shown are transactions effected with Banesto, NH Hoteles, Ericsson, Asea Brown Bovery, Cepsa, Aviva, Telefnica, Sol Meli, Maxam and Bimarn in accordance with Section Two of Order EHA/3050/2004, as certain company Board directors are or were at some point in 2009 Board directors or senior managers of those companies:

2009
Name/ Company name
Rafael del Pino y Calvo-Sotelo Santiago Eguidazu Mayor Ericsson

2008
Profit / Loss Name/ Company name
44

Ferrovial Group company

Ferrovial Agromn S.A. / subsidiaries

Nature of transaction
Commercial

Type of transaction
Refurbishment work (1)

Amount
25

Ferrovial Group company

Grupo Ferrovial / subsidiaries

Commercial

Property purchases

655

202

Ferrovial Servicios S.A. / subsidiaries

Integrated management of services Contracting of insurance policies Receipt of supplies of explosives

Aviva Maxam Europe

Ferrovial Group companies Ferrovial Agromn / subsidiaries

Commercial

2,537 178

(*) (*)

2,057 -

(*) -

Banesto

Ferrovial Group companies

Collection of fees for business and settlement of derivative transactions collected Payment of fees on derivative transactions Payment of interest Interest paid Balance utilised on guarantee facilities Balance utilised on confirming and documentary credit facilities Balance utilised on credit facilities Provision of cleaning and maintenance services

589

589()

7,074

7.074(')

3,193 4,967 16,233 261,500 52,800 348,700

() 4.967(') () () () (*)

17,479 5,328 32,347 298,400 30,300 308,800

() 5,328 () () () (*) Thousand euro

Ferrovial Servicios S.A. / subsidiaries

3,290

108

3,656

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

203

2009

2008
Ferrovial Group company
(*)

Name/ Company name

NH Hoteles and its group companies Cepsa

Ferrovial Group company

Ferrovial Group companies

Nature of transaction
Commercial

Type of transaction
Hotel services provided by NH Hoteles and its group companies Execution of construction work

Amount
40

Profit / Loss
(*)

Name/ Company name

Ferrovial Agromn / subsidiaries

Commercial

3,626

145

1,651

Ferrovial Servicios S.A. / subsidiaries

Commercial

Fuel supplies received

4,710

(*)

6,031

(*)

Asea Brown Bovery

Other information on transactions with shareholders, Board directors and senior managers

The members of the Board of Directors listed below effected transactions consisting of the use of the company aeroplane owned by Ferrovial. These transactions were arranged with the company that habitually operates the aeroplane under a lease with Ferrovial. Mr Rafael del Pino y Calvo-Sotelo: 12 thousand euro (42 thousand euro in 2008). Finally, in addition to the above-mentioned transactions, 15 arms length transactions were effected during 2009 with members of the controlling family group or their related entities, Board directors and senior managers, directly or through related persons, for an overall total of 109 thousand euro (186 thousand euro in 2008), comprising collections for/

execution of minor construction work in private residences or corporate headquarters; provision of fitting, repair and maintenance services in facilities; provision of waste collection and integrated management services; and sundry services received, all for a limited duration and amount. Where companies of Ferrovial acted as service providers, the profit ob tained totalled 9 thousand euro (21 thousand euro in 2008). The information on remuneration and loans relating to Board directors and senior management may be consulted in the item Remuneration of Board directors and senior management. Transactions between Group companies Set out below is information on transactions between Ferrovial companies, all of which form part of their ordinary businesses as regards purpose and conditions. These transactions have not been eliminated on consolidation for the following reason:

204

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Thousand euro

Sol Meli

Ferrovial Group companies

Commercial

Receipt of hotel and catering services

(*)

As explained in Note 2.2.d), balances and transactions relating to construction work executed by the Construction Division for infrastructure concession holder companies are not eliminated on consolidation since, at a consolidated level, contracts of this type are classed as construction contracts in which, during execution, the work is deemed to be performed for third parties, as the ultimate owner of the work is the granting authority from a financial and legal viewpoint. In 2009, Ferrovials Construction Division billed those companies for 247,230 thousand euro (408,417 thousand euro in 2008) for work performed and related advance payments and, in this respect, recognised sales totalling 299,260 thousand euro (317,538 thousand euro in 2008). In 2009, the profit from these transactions attributable to Ferrovials holdings in the relevant concession holder companies and not eliminated on consolidation, net of taxes and minority interest, was 18,799 thousand euro (7,578 thousand euro in 2008).

36. Directors shareholdings, offices or functions in companies engaged in a business that is the same as or similar or complementary to that of Cintra
Article 127.3.4 of the Spanish Companies Act (LSA) obliges Board directors to inform the company of any shareholdings in companies engaged in activities that are the same as or similar or complementary to the companys objects, any offices or duties performed in such companies, and any activities that are the same as or similar or complementary to the companys objects, carried out for their own account or for the account of third parties. The following information has been provided to the company by the Board directors of Ferrovial S.A. at 31 December 2009:

Shareholdings: No information has been received in this respect. Offices or functions:

Mr Joaqun Ayuso Garca: Chairman of Ferrovial Agroman S.A., Autopista Alcal ODonell, S.A., Autopista del Sol S.A., Autopista Madrid Levante Concesionaria Espaola S.A. and Inversora de Autopistas de Levante, S.L., and Board director of Inversora De Autopistas del Sur S.L. and Autopista Madrid Sur Concesionaria Espaola S.A. Mr Iigo Meirs Amusco: Chairman of Ferrovial Aeropuertos S.A., Cintra Infraestructuras S.A.U., Ferrovial Servicios SA and Ferrovial FISA SL, Vice-Chairman of BAA Ltd and Board director of Ferrovial Agroman S.A.

Activities carried on for own account or account of third parties No information has been received in this respect.

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

205

37. Audit fees

In compliance with Additional Provision Fourteen of Law 44/2002 (22 November) on Measures to Reform the Financial System, this section contains information on all the fees for the audit of the financial statements for 2009 and 2008 by the auditors of Ferrovial S.A. and all its fully and proportionately consolidated companies in Spain and abroad. A breakdown of the fees invoiced for those years to all Ferrovials subsidiaries and associates for services other than audit services is also provided:

38. Events after the balance sheet date

During January 2010, a capital increase of 129 million GBP was carried out in the investee FGP Topco (subscribed for by Ferrovial, S.A.s subsidiary Finecofer, S.L. in proportion to its 55.87% shareholding in its subsidiary, amounting to 72 million GBP) as part of the strategy designed to strengthen FGP Topcos financial structure.

2009
Fees for audit services Principal auditor Other auditors Fees for other services Principal auditor Other auditors 6.3 4.0 2.3 5.0 1.4 3.6

2008
5.9 3.8 2.1 3.8 0.7 3.1 Million euro

39. Commentaries to exhibits

Exhibit I Exhibit I contains a list of Group companies, distinguishing between fully-, proportionately- and equity-consolidated companies. The companies are presented by business segment, indicating the identity of their auditor and the companies that are consolidated for tax purposes.

SUBSIDIARIES (fully- and proportionately -consolidated companies) Individual information CORPORATE

Company
SPAIN Ferrovial, S.A.(a) Can-Am, S.A, Sociedad Unipersonal (a) Ferrovial Inversiones, S.A. (a) Betonial, S.A.(a) Burety, S.L. (a) Frin Gold, S.A.(a) Inversiones Trenza, S.A. (a) Promotora Ibrica de Negocios, S.A.(a) Alkes Reinsurance Limited Remtecolex, S.A.(a) Sotaverd, S.A.(L) Triconitex, S.L. (a) Ferrocorp Uk Finecofer (a) Ferrovial Emisiones (anteriormente denominada Baroslia, S.A. (a)

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Price Waterhouse Coopers Ferrovial,S.A. Ferrovial,S.A.(i) Ferrovial,S.A.(i) Ferrovial,S.A.(i) Ferrovial,S.A.(i) Ferrovial,S.A.(i) Ferrovial,S.A.(i) Price Waterhouse Coopers Ferrovial,S.A. Ferrovial,S.A.(i) Ferrovial,S.A. (ii) Ferrovial,S.A.(i) BDO Ferrovial,S.A. Ferrovial,S.A.(i) Ferrovial,S.A.(i) 100% 100% 99% 99% 99% 99% 99% 100% 99% 49% 99% 100% 99% 99% 0 0 31 0 0 0 0 3 0 2 0 1 3,026 0

Madrid Madrid Madrid Madrid Madrid Madrid Madrid Madrid Irlanda Madrid Barcelona Madrid United Kingdom Madrid Madrid

(L) in liquidation (i) Rest of shareholding through Can-am, S.A.S.U. (ii) Ferrovial Inversiones, S.A. 28.47%

206

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

CONSTRUCTION

Company
SPAIN Ferrovial Agromn, S.A. (a) Aplicacin Recursos Naturales, S.A. (a) Cadagua, S.A. (a) Compaa de Obras Castillejos (a) COCSA Puerto Rico Encofrados Deslizantes y Tcnicas Especiales, S.A. (a) Ditecpresa, S.A.(a) Ferrovial Conservacin, S.A.(a) Urbaoeste, S.A. (a) Ferrovial Medio Ambiente y Energa, S.A (a) Discota XXI, S.L., S.Unipersonal (a) Norvarem, S.A.U. (a) Ferrovial Financiera A.I.E. Tcnicas del Pretensado y Servicios Auxiliares, S.L (a) Sociedad Concesionaria de Prisiones Lledoners, S.A. (a) Concesionaria de Prisones Figueres (a) Cadagua Ferr. Indust. Mxico Cadagua Ferr. Indust. Mxico Cadagua Ferrovial India Pr Ltd. Cadagua Ferrovial India Pr Ltd.

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Price Waterhouse Coopers N/A Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers N/A Price Waterhouse Coopers N/A N/A

Finecofer, S.L. Ferrovial Agromn, S.A.(i) Ferrovial Agromn, S.A.(i) Ferrovial Agromn, S.A.(i) Compaa de Obras Castillejos Ferrovial Agromn, S.A.(i) Ferrovial Agromn, S.A.(i) Ferrovial Agromn, S.A.(i) Ferrovial Agromn, S.A.(i) Ferrovial Agromn, S.A.(i) Ferrovial Agromn, S.A. Ferrovial Agromn, S.A. Ferrovial Agromn, S.A.(ii)

100% 100% 100% 100% 100% 99% 100% 99% 100% 100% 100% 100% 56% 100% 100% 100% 25% 75% 5% 95%

317 0 79 3 0 2 1 3 1 1 98 0 265 3 16 11 0 0 0 0

Madrid Barcelona Bilbao Madrid Puerto Rico Madrid Madrid Madrid Cartagena Madrid Madrid Madrid Madrid Madrid Catalua Catalua Mexico Mexico India India

Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers N/A N/A N/A N/A

Edytesa, S.A.(i) (a) Ferrovial Agromn, S.A. Ferrovial Agromn, S.A.(i) Ferovial Medio Ambiente, S.A. Cadagua, S.A. (a) Ferovial Medio Ambiente, S.A. Cadagua, S.A. (a)

POLAND Budimex, S.A. Budimex Danwood, Sp. Zoo Budimex Dromex Sygnity s.j. Mostostal Krakw S.A. Sprzet Transport Sp. z o.o. Centrum Konferencyjne Budimex Sp. z o.o. Budimex Autopark Sp. z.o.o. Budimex Nieruchomosci Sp. z o.o. (IP) A1 Spolka Jawna A1 Spolka Jawna Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Deloitte Audit Sp. z o.o. Valivala Holdings B.V. Budimex, S.A. Budimex, S.A. Budimex, S.A. Budimex, S.A. Budimex, S.A. Budimex, S.A. Budimex, S.A. Budimex, S.A. Ferrovial Agromn, S.A. 59% 100% 67% 100% 100% 100% 100% 100% 50% 50% 97 0 0 3 6 0 3 39 0 0 Warsaw Warsaw Warsaw Cracovia Cracovia Lichen Bydgoszcz Warsaw Warsaw Warsaw

CHILE Ferrovial Agromn Chile, S.A. Ferrovial Agromn Chile, S.A. Ferrovial Agromn Empresa Constructora Ltda. Ferrovial Agromn Empresa Constructora Ltda. Constructora Agromn Ferrovial Limitada Constructora Agromn Ferrovial Limitada Constructora Agromn Ferrovial Limitada Ferrovial Agromn Compaa Constructora Ltda. Ferrovial Agromn Compaa Constructora Ltda. Ferrovial Agromn Latinoamrica, Ltda. Ferrovial Agromn Latinoamrica, Ltda. Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Ferrovial Agromn, S.A. Ferrovial Agromn Empresa Constructora Ltda. Ferrovial Agromn, S.A. Ferrovial Agromn Chile, S.A. Ferrovial Agromn, S.A. Ferrovial Agromn Chile, S.A. Ferrovial Agromn Empresa Constructora Ltda. Ferrovial Agromn, S.A. Ferrovial Agromn Chile, S.A. Ferrovial Agromn Empresa Constructora Ltda. Constructora Agromn Ferrovial Limitada 13% 87% 99% 1% 57% 3% 40% 100% 0% 50% 50% 0 0 0 0 4 Chile Chile Chile Chile Chile Chile Chile Chile Chile Chile Chile

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

207

CONSTRUCTION

Company
CANADA Ferrovial Agromn Canad, Inc

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Ferrovial Agromn, S.A.

100%

Canada

NETHERLANDS Valivala Holdings B.V. Discota XXI, S.L., S.Unipersonal (a) 100% 98 Netherlands

UNITED STATES Ferrovial Agromn US Corp. Ferrovial Agromn Indiana, LLC Indiana Toll-Roads Contractors, LLC Ferrovial Agromn Texas, LLC Ferrovial Agromn 56, LLC Central Texas Highway Constructors, LLC W.W.Webber, LLC Webber Management Group, INC Southern Crushed Cincrete, INC Webber Barrier Sevices, LLC Bluebonnet Constractors, LLC Bluebonnet Constractors, LLC DBW Construction, LLC BDO BDO BDO BDO BDO BDO BDO Ferrovial Agromn, S.A. Ferrovial Agromn US Corp. Ferrovial Agromn Indiana, LLC Ferrovial Agromn US Corp. Ferrovial Agromn Texas, LLC Ferrovial Agromn 56, LLC Norvarem Norvarem Norvarem Norvarem Ferrovial Agromn Texas, LLC DBW Construction, LLC W.W.Webber, LLC 100% 100% 75% 100% 100% 50% 100% 100% 100% 100% 60% 40% 100% 1 0 0 0 0 0 49 41 88 0 0 0 0 USA USA USA USA USA USA USA USA USA USA USA USA USA

IRELAND Ferrovial Agromn Ireland Ltda. Price Waterhouse Coopers Ferrovial Agromn, S.A. 100% 0 Ireland

NORTHERN IRELAND Ferrovial Agromn Irlanda del Norte, Ltda. Price Waterhouse Coopers Ferrovial Agromn Ireland Ltda. 100% Northern Ireland

UNITED KINGDOM Ferrovial Agromn UK, Ltda Ferrovial Agromn Airports UK, Ltda Price Waterhouse Coopers Price Waterhouse Coopers Ferrovial Agromn, S.A. Ferrovial Agromn, S.A. 100% 100% 20 United Kingdom United Kingdom

GERMANY PKZ Budimex Budimex Bau Budimex, S.A. Budimex, S.A. 50% 100% 0 0 Cologne Walluf

(i) Rest through Can-Am, S.A. (ii) 3.181% Ferrovial Servicios, 4.241% Ferrovial, 36.384% Ferrovial Aeropuertos, Ferrovial FISA 0.007%

AIRPORTS

Company
UNITED KINGDOM FGP Topco Limited ADI Finance 1 Ltd ADI Finance 2 Ltd BAA Limited BAA Airports Holdco Limited BAA (Non des Topco) Limited BAA (NDH2) Limited

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers

Finecofer, S.L. FGP Topco Limited ADI Finance 1 Ltd ADI Finance 2 Ltd BAA Limited BAA Limited BAA Limited

56% 100% 100% 100% 100% 100% 100%

2.694 423 423 423 5.852 2 2

United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom

208

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

AIRPORTS

Company
SPAIN Ferrovial Aeropuertos, S.A. (a)

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Price Waterhouse Coopers

Ferrovial, S.A.

100%

166

Madrid

CHILE Aeropuerto Cerro Moreno Sociedad Concesionaria, S.A Price Waterhouse Coopers Ferrovial Aeropuertos, S.A. 99% 2 Chile

(*) See list of BAA companies at end of the exhibit

TOLL ROADS AND CAR PARKS

Company
SPAIN Cintra Infraestructuras, S.A.U. (a) Autopista del Sol, C.E.S.A (a) Autopista Terrasa Manresa, S.A (a) Autopista de Toronto S.L (a) Inversora de Autopistas del Sur, S.L Autopista Madrid Sur C.E.S.A Inversora de Autopistas del Levante, S.L Autopista Madrid Levante, C.E.S.A. Laertida, S.L. (a) Cintra Autopistas Integradas, S.A. (a) M-203 Alcal-O'Donnell (a) Cintra Inversora Autopistas de Catalua, S.A. (a) Inversora Autopistas de Catalua, S.A. (a)

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers

Ferrovial, S.A. Cintra Infraestructuras, S.A.U. Inversora Autopistas de Catalua, S.A. Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. Inversora de Autopistas del Sur, S.L Cintra Infraestructuras, S.A.U. Inversora de Autopistas del Levante, S.L Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. Cintra Autopistas Integradas, S.A. Cintra Infraestructuras, S.A.U. Cintra Inversora Autopistas de Catalua,S.A.

100% 80% 76% 100% 55% 100% 52% 100% 100% 100% 100% 100% 100%

1.779 187 444 9 182 663 50 510 7 0 65 0 0

Madrid Madrid Barcelona Madrid Madrid Madrid Madrid Madrid Madrid Madrid Madrid Barcelona Barcelona

PORTUGAL Euroscut Norte Litoral, S.A Euroscut -Sociedade Concessionaria da Scut do Algarve, S.A Cintra sucursal Portugal Euroscut Azores S.A. Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. 76% 77% 100% 89% 76 20 0 37 Portugal Portugal Portugal Portugal

NETHERLAND Algarve International B.V. 407 Toronto Highway B.V. Price Waterhouse Coopers Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. 77% 100% 0 369 Netherlands Netherlands

CHILE Cintra Chile Limitada Cintra Inversiones Chile Ltda. Ruta de la Araucania, Sociedad Concesionaria, S.A. Ruta de los Rios, Sociedad Concesionaria, S.A. Talca-Chilln, Sociedad Concesionaria S.A. Ruta del Bosque, Sociedad Concesionaria, S.A. Autopista del Maipo, Sociedad Concesionaria, S.A Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Cintra Infraestructuras, S.A.U. Cintra Chile Limitada Cintra Chile Limitada Cintra Chile Limitada Cintra Chile Limitada Cintra Chile Limitada Cintra Chile Limitada 100% 100% 100% 75% 68% 100% 100% 305 0 61 5 11 7 98 Chile Chile Chile Chile Chile Chile Chile

POLAND Autostrada Poludnie, S.A. Price Waterhouse Coopers Cintra Infraestructuras, S.A.U. 94% 39 Poland

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

209

TOLL ROADS AND CAR PARKS

Company
CANADA 407 International Inc. (a y b) Cintra Canada Inc. (a y b)

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Price Waterhouse Coopers/ Deloitte Price Waterhouse Coopers/ Deloitte

Cintra Canada Inc. 407 Toronto Highway B.V.

53% 100%

275 0

Canada Canada

IRELAND Eurolink Motorway Operation (M4-M6), Ltd. Financinfrastructures Cinsac, Ltd Eurolink Motorway Operation (M3), Ltd. Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. Cinsac, Ltd 66% 100% 100% 95% 3 65 0 0 Ireland Ireland Ireland Ireland

UNITED STATES Cintra Zachry, LP (i) Cintra Zachry, GP Cintra Texas Corp. Cintra Developments, LLC Cintra Skyway LLC Cintra US Corp. SCC Holdings LLC Skyway Concession Co.LLC Cintra ITR LLC Cintra Texas 56, LLC SH-130 Concession Company, LLC Cintra NTE, LLC (c) LBJ Infraestructure Group Holding (c) LBJ Infraestructure Group (c) NTE Mobility Partners Holding (a) (c) NTE Mobility Partners (a) (c) Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Cintra Texas Corp Cintra Texas Corp Cintra US Corp Cintra Texas Corp Cintra US Corp Laertida Cintra Skyway LLC SCC Holding LLC Cintra US Corp Cintra US Corp Cintra Texas 56, LLC Cintra US Corp Cintra US Corp LBJ Infraestructure Group Holding Cintra NTE, LLC NTE Mobility Partners Holding 84% 85% 100% 100% 100% 100% 55% 100% 100% 100% 65% 100% 51% 100% 57% 100% 2 0 2 0 179 542 179 401 245 53 53 5 1 1 5 8 USA USA USA USA USA USA USA USA USA USA USA USA USA USA USA USA

(i) Remaining 1% Cintra Zachry, GP (a) Company audited by Price Waterhouse Coopers (b) Company audited by Deloitte (c) Included in consolidation

SERVICES

Company
SPAIN FERROVIAL SERVICIOS S.A. (a) EUROLIMP S.A. (a) Ferroser Infraestructuras S.A. (a) Viales de Castilla y Len S.A. (a) Andaluza de Sealizaciones S.A. (a) Autova de Aragn, Sociedad Concesionaria, S.A. (a) Compaa Espaola de Servicios Pblicos Auxiliares, S.A. (a) Cespa Conten S.A Oeder S.A Cespa Gestion Residuos S.A (a)

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

BDO BDO BDO BDO BDO Price Waterhouse Coopers Deloitte Deloitte Deloitte Deloitte

Ferrovial S.A. Ferrovial Servicios S.A. Ferrovial Servicios S.A. Ferroser Infraestructuras S.A. Ferroser Infraestructuras S.A. Ferroser Infraestructuras S.A. Ferrovial Servicios S.A. Compaa Espaola de Servicios Pblicos Auxiliares S.A Cespa Conten S.A Compaa Espaola de Servicios Pblicos Auxiliares S.A

100% 99% 100% 100% 100% 60% 100% 100% 52% 100%

572 0 0 0 1 8 553 13 1 86

Madrid Madrid Madrid vila Mlaga Calatayud Barcelona Bilbao Guipzcoa Barcelona

210

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

SERVICES

Company
SPAIN Contenedores Reus S.A (a) Cespa Gestin Tratamientos de Residuos, S.A.(a) Econenergia Can Mata AIE Tratamiento de Residuos y Energias Valencianas S.A CTR Fogars Albaida Residuos, S.L. Tcnicas Medioambientales Avanzadas, S.L. Tratamiento de Residuos Medioambientales, S.L. Econenergia Can Mata AIE Cespa Inversiones Ambientales S.A Cespa Jardinera S.A. Sitkol, S.A.(a) Emp.Mixta Almendralejo, S.A. Ingenieria Ambiental Granadina S.A (a) Gestin Medioambiental de Toledo, S.A. Ayora Gestin Biogas, S.L Ecoparc de Can Mata, S.L Ferrovial Financiera S.A. Swissport Menzies Hanling (IP) Swissport Handling S.A. Swissport Menzies Handling Alicante Swissport Menzies Handling

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Deloitte Deloitte Deloitte

Cespa Gestion Residuos S.A (a) Cespa Gestion Residuos S.A (a) Cespa Gestion Residuos S.A (a) Cespa Gestion Residuos S.A (a) Cespa Gestion Residuos S.A (a)

76% 100% 70% 55% 55% 100% 55% 55% 30% 60% 100% 99% 51% 80% 55% 100% 80% 5% 40% 100% 11% 21%

1 2 0 3 0 2 0 1 0 4 8 5 0 3 6 0 0 15 0 0 0 0

Reus Madrid Barcelona Valencia Barcelona Almera Almera Almera Barcelona Bilbao Bilbao Madrid Badajoz Granada Toledo Albacete Barcelona Madrid Madrid Espana Espana Espana

Deloitte

Cespa Gestion Residuos S.A (a) Albaida Residuos SL

Deloitte Deloitte

Albaida Residuos SL Cespa S.A. Compaa Espaola de Servicios Pblicos Auxiliares S.A (ii)

Deloitte

Compaa Espaola de Servicios Pblicos Auxiliares S.A Compaa Espaola de Servicios Pblicos Auxiliares S.A (i) Compaa Espaola de Servicios Pblicos Auxiliares S.A

Deloitte Almagro Auditores, S.L. Deloitte Deloitte

Compaa Espaola de Servicios Pblicos Auxiliares S.A Compaa Espaola de Servicios Pblicos Auxiliares S.A Compaa Espaola de Servicios Pblicos Auxiliares S.A Cespa Gestion Residuos S.A (a) Ferrovial Servicios S.A.

BDO Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers

Ferrovial Servicios S.A. Swissport International AG Swissport International AG Swissport International AG

MOROCCO Cespa Nadafa Cespa Nadafa Deloitte Deloitte Compaa Espaola de Servicios Pblicos Auxiliares S.A (iii) Cespa Gestion Residuos S.A (a) 99% 1%

0 0 0 0 Tangiers Tangiers

PORTUGAL Cespa Portugal S.A Citrup Lda Ferrovial Construcoes Gestao e Manutencao, S.A. Novipav Invesstimentos SGES, S.A. Sopovico Soc. Port. Vas de Com- Cons. Infraestructuras BDO BDO BDO Ferrovial Servicios S.A. Ferroser Infraestructuras S.A. Novipav Invesstimentos SGES, S.A. 98% 100% 100%

0 0 0 0 25 19 Portugal Portugal Portugal

SUITZERLAND Swissport International AG Swissport Baggage Sorting AG Checkport Schweiz AG PrivatPort SA Careport Schweiz AG Swissport Group Services GmbH GVAssistance Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Ferrovial Servicios SA Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG 100% 85% 51% 67% 100% 70%

0 492 1 2 0 0 0 0 Suitzerland Suitzerland Suitzerland Suitzerland Suitzerland Suitzerland

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

211

SERVICES

Company
UNTED KINGDOM Amey 1321 Ltd Amey Airports Ltd Amey Birmingham Highways Holdings Ltd Amey Birmingham Highways Ltd Amey Building Ltd Amey Community Ltd Amey Construction Ltd Amey Datel Group Ltd Amey Datel Ltd Amey Datel Security And Communications Ltd Amey Datel Technology Ltd Amey Facilities Partners Ltd Amey Fleet Services Ltd Amey Group Information Services Ltd Amey Group Services Ltd Amey Highways Ltd Amey Holdings Ltd Amey Information Services Ltd Amey Insurance Company PCC Ltd Amey Investments Ltd Amey IT Services Ltd Amey LG Ltd Amey LUL 2 Ltd Amey LUL Ltd Amey Mechanical & Electrical Services Ltd Amey OW Group Ltd Amey OW Ltd Amey OWR Ltd Amey plc (c.3) Amey Procurement Solutions Ltd Amey Programme Management Ltd Amey Properties Ltd Amey Property Ltd Amey Rail Ltd Amey Railtech Ltd Amey Railways Holding Ltd Amey Roads (North Lanarkshire) Ltd Amey Services Ltd Amey Technology Services Ltd Amey Tramlink Ltd Amey Tube Ltd Amey UK Plc (a) Amey Ventures Asset Holdings Ltd Amey Ventures Investments Ltd Amey Ventures Ltd Amey Ventures Management Services Ltd Amey Wye Valley Ltd Bushclose Ltd Comax Holdings Ltd Comax Secure Business Services Ltd EduAction (Waltham Forest) Ltd (IP)

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO Guernsey BDO BDO BDO BDO N/A Dormant BDO BDO BDO BDO BDO BDO BDO BDO N/A Dormant BDO N/A Dormant BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO BDO N/A Dormant PKF (UK)

Amey plc Amey plc Amey Ventures Ltd Amey Birmingham Highways Holdings ltd Amey plc Amey plc Amey plc Amey plc Amey OW Ltd Amey Datel Group Ltd Amey Datel Group Ltd Comax Holdings Ltd Amey plc Amey plc Amey plc Amey plc Amey plc Amey plc Amey plc Amey plc Amey plc Amey plc Amey Tube Ltd Amey plc Amey Property Ltd Amey UK plc Amey OW Group Ltd Amey OW Group Ltd Amey UK plc Amey plc Amey plc Amey plc Amey plc Amey plc Amey OW Ltd Amey plc Amey LG Ltd Amey plc Amey plc Treasurepark Ltd JNP Ventures Ltd Ferrovial Servicios, S.A. (iv) Amey Investments Ltd Amey Investments Ltd Amey plc Amey Investments Ltd Amey LG Ltd Treasurepark Ltd Amey plc Comax Holdings Ltd Amey plc

100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 67% 100% 100% 100% 100% 100% 100% 50% 100% 100% 80% 100% 100% 100% 50%

0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 311 0 0 0 0 0 0 0 0 0

Oxford Oxford Oxford Birmingham Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Guernsey Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford London

212

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

SERVICES

Company
UNITED KINGDOM JNP Ventures 2 Ltd JNP Ventures Ltd JNP Ventures Ltd Jubilee Rail Ltd R T James & Partners Ltd Sherard Secretariat Services Ltd Treasurepark Ltd Unity City Academy Trust Williams Trustees Ltd Wimco Ltd Yarls Wood Immigration Ltd

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

BDO BDO BDO RSM Robson Rhodes N/A Dormant BDO BDO None required N/A Dormant BDO Price Waterhouse Coopers

Amey Tube Ltd Amey Ventures Ltd Amey Ventures Ltd Amey LUL Ltd Amey OW Group Ltd Amey plc Amey Technololgy Services Ltd Company Limited by guarantee Amey OW Group Ltd Amey Railways Holding Ltd Amey Programme Management Ltd

100% 100% 100% 50% 100% 100% 100% 0% 100% 100% 50%

0 0 0 0 0 0 0 0 0 0 0

Oxford Oxford Oxford York Oxford Oxford Oxford Middlesbrough Oxford Oxford Broadway

UNITED STATES Swissport North America Inc. Swissport Cargo Holdings Inc. Swissport Cargo Services LP Inc. Swissport Fueling of Nevada Inc. Swissport Holdings Inc. Dapsco Inc. Swissport USA Inc. Swissport CFE Inc. Swissport Cargo Services Inc. Swissport Fueling Inc. Hallmark Aviation Services Inc. New Age Aviation Security US, Inc. Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 51% 51%

0 72 incl. In SP North America Inc. incl. In SP North America Inc. incl. In SP North America Inc. incl. In SP North America Inc. incl. In SP North America Inc. incl. In SP North America Inc. incl. In SP North America Inc. incl. In SP North America Inc. incl. In SP North America Inc. incl. In SP North America Inc. 0 0 USA USA USA USA USA USA USA USA USA USA USA USA

UNITED KINGDOM Swissport Cargo Services Center (UK) Ltd. Swissport Ltd. Swissport Stansted Ltd. Swissport Fueling UK Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Swissport International AG Swissport International AG Swissport International AG Swissport International AG 100% 100% 100% 100%

0 334 23 incl.in Swissport Ltd. incl.in Swissport Ltd. 0 United Kingdom United Kingdom United Kingdom United Kingdom

GERMANY Swissport Cargo Services Deutschland GmbH Swissport Deutschland GmbH Swissport Ground Handling GmbH Swissport Services GmbH Swissport Travel Center GmbH Swissport Mnchen GmbH DUTCH ANTILLES Aerocargo N.V. Cargo Services Center International N.V. Swissport Curacao BDO BDO BDO Swissport International AG Swissport International AG Swissport International AG 100% 100% 100% Price Waterhouse Coopers Price Waterhouse Coopers Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG Swissport International AG 100% 100% 100% 100% 100% 100%

0 2 4 0 0 0 0 0 0 0 0 0 0 Dutch Antilles Dutch Antilles Dutch Antilles Germany Germany Germany Germany Germany Germany

FRANCE Swissport France Swissport Services CDG Swissport Cargo Services France Swissport Nice SAS Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Swissport International AG Swissport International AG Swissport International AG Swissport International AG 100% 100% 100% 100%

0 0 0 3 0 France France France France

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

213

SERVICES

Company
KENYA Airside Ltd. (Swissport Kenya) Swissport Cargo Services Center East Africa B.V.

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Price Waterhouse Coopers Price Waterhouse Coopers

Swissport International AG Swissport International AG

100% 100%

0 0 0

Kenya Kenya

TANZANIA Swissport Tanzania Ltd. Price Waterhouse Coopers Swissport International AG 51%

0 2 0 Tanzania

CAMEROON Camport S.A. Swissport International AG 47%

0 0 0 Cameroon

DOMINICAN REPUBLIC Carribbean Jets Swissport Dominicana Audited by Ernst & Young Swissport International AG Swissport International AG 34% 34%

0 incl. In SP Dominicana 0 Dominican Republic Dominican Republic

NIGERIA Checkport Security Nigeria Ltd Audited by MOJ & Co (chartered accountants) Swissport International AG 43%

0 0 0 Nigeria

SOUTH AFRICA Checkport South Africa Ltd. Swissport South Africa (PTY) Ltd. Audited by JFO & Co Price Waterhouse Coopers Swissport International AG Swissport International AG 43% 51%

0 0 0 South Africa South Africa

LUXEMBOURG Swissport Cargo Services Lux Sarl Price Waterhouse Coopers Swissport International AG 75%

0 0 0 Luxembourg

ARGENTINA Swissport Argentina S.A. Price Waterhouse Coopers Swissport International AG 100%

0 0 0 Argentina

AUSTRIA Swissport Austria GmbH Swissport Cargo Services GmbH Swissport International AG Swissport International AG 100% 100%

0 0 0 0 Austria Austria

MEXICO Swissport Aviation Services de Mexico S.A. de C.V. Swissport Cargo Services de Mexico S.A. de C.V. Price Waterhouse Coopers Price Waterhouse Coopers Swissport International AG Swissport International AG 100% 100%

0 7 3 0 Mexico Mexico

BRAZIL Swissport Brasil Ltda. Swissport Cargo Services Brazil Logistica Ltda. Price Waterhouse Coopers Price Waterhouse Coopers Swissport International AG Swissport International AG 100% 51%

0 25 0 0 Brazil Brazil

CANADA Swissport Canada Handling Inc. Swissport International AG 100%

0 0 0 Canada

NETHERLANDS Swissport Cargo Service Holding B.V. Swissport Nederland B.V. Swissport Cargo Services The Netherlands B.V. Swissport International AG Swissport International AG Swissport International AG 100% 100% 100%

0 35 5 2 0 Netherlands Netherlands Netherlands

BELGIUM Swissport Cargo Services Belgium N.V. Swissport International AG 100%

0 0 0 Belgium

214

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

SERVICES

Company
ISRAEL Swissport Cargo Services Israel Ltd.

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Price Waterhouse Coopers

Swissport International AG

51%

0 0

Israel

ITALY Swissport Cargo Services Italy S.R.L. Swissport Italy S.R.L. Swissport International AG Swissport International AG 100% 100%

0 1 0 Italy Italy

HUNGARY Swissport Cargo Services Magyarorszag Kft. Audited by Greenstarkft Swissport International AG 100%

0 0 0 Hungary

RUSSIA Swissport Cargo Services St. Petersburg Swissport International AG 51%

0 0 0 Hungria

VENEZUELA Swissport Cargo Services Venezuela S.A. Tramitaven C.A, Santo Orlando + Asociados, contadores publicos Santo Orlando + Asociados, contadores publicos Swissport International AG Swissport International AG 88% 60%

0 0 0 0 Venezuela Venezuela

CYPRUS Swissport G.A.P. Vassilopoulos Swissport Cyprus Ltd. Price Waterhouse Coopers Price Waterhouse Coopers Swissport International AG Swissport International AG 51% 38%

0 0 0 0 Cyprus Cyprus

GREECE Swissport Hellas Cargo S.A. Swissport Hellas S.A. Swissport International AG Swissport International AG 41% 51%

0 1 3 0 Greece Greece

COREA Swissport Korea Ltd. Dongnam Accounting Corporation Swissport International AG 51%

0 4 0 Corea

POLAND Swissport Poland Ltd. Swissport International AG 100%

0 0 0 Poland

SINGAPORE Swissport Singapore Pte Ltd. Peruvian Investments 2008 PTE. Ltd. Price Waterhouse Coopers Price Waterhouse Coopers Swissport International AG Swissport International AG 100% 100%

0 6 3 0 Singapore Singapore

UKRANE Swissport Ukraine Guarantee audit Swissport International AG 71%

0 1 0 Ukrane

BULGARIA Swissport Bulgaria Antera OOD Swissport International AG 66%

0 0 Bulgaria

IRELAND Landmille, Ltd. BDO Ferrovial Servicios S.A. 100%

0 167 0 Ireland

CHILE Grupisa, S.A. Ferroser Infraestructuras, S.A. 69%

0 0 Chile

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

215

REAL ESTATE

Company
NETHERLANDS Grimaldi Investment BV

Auditor

Parent company

% shareholding

Net cost of shareholding (million euro)

Address

Ferrovial, S.A. (i)

100%

Amsterdam

SPAIN Ferrovial FISA, S.L. (a) Ferrovial, S.A. (i) 99% 0 Madrid

(i) Resto parcicipacin a travs de Can-am, S.A. S.U.

OTHER

Company
Ferrovial Telecomunicaciones, S.A.(a)

Auditor
N/A

Parent company
Ferrovial, S.A.(i)

% shareholding
99%

Net cost of shareholding (million euro)

Address
Madrid

(a) Form part of tax group of Ferrovial, S.A. and Subsidiaries sociedades dependientes. (IP) Proportionate consolidation

216

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

EXHIBIT I (ContINUED)
(*) Breakdown of BAA Group companies

Company
FGP Topco Ltd ADI Finance 1 Ltd ADI Finance 2 Ltd BAA Limited BAA (Non Des Topco) Limited BAA Airports Holdco Limited BAA (NDH2) Limited BAA (NDH1) Limited Aberdeen Airport Ltd Glasgow Airport Ltd Edinburgh Airport Ltd Southampton International BAA Lynton Limited BAA USA (Holdings) BAA Maryland BAA Pittsburgh BAA Boston Inc BAA USA Inc BAA Italia Software Design SpA Societe Gestione Servizi Aeroporti SPA GESAC Engineering SRC BAA (DSH) Limited BAA (SH) Limited BAA (SP) Limited BAA (AH) Limited BAA Funding Limited Stansted Airport Ltd Heathdrow Airport Ltd Heathdrow Airport Community Board Insulation Limited Heathdrow Express Operating Company Limited BAA Enterprises Limited Airportsmart Limited Best of the Best plc BMG (Ashford) General Partner Ltd The Outlet Company Ltd Global Airport Services Ltd BMG Europe Ltd UK Outlet Center 1 Ltd BMG (Swindon) Ltd BMG (Ashford) Ltd BMG (Cheshire Oaks) Ltd The BMG (Co Phase IV) Ltd BMG (Ashford) Partnership Trustco Ltd BMG (Bridgend) Ltd BMG (Co 2) Ltd BMG (Swindon) (Phases II&III) General Partner Ltd The BMG (Ashford) Limited Partnership BMG Bridgend (Phases II and III) LTd BMG Swindon (Phase III) Trustco Ltd

Auditor
Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers

% shareholding

Address
United Kingdom

100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%

United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom USA USA USA USA USA Italy Italy Italy Italy United Kingdom United Kingdom United Kingdom United Kingdom Jersey United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom Jersey Jersey Jersey United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom

Price Waterhouse Coopers

98% 49% 65% 100%

Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers

100% 100% 100% 100% 100% 100% 100% 100% 100%

Price Waterhouse Coopers

100% 42% 14%

Price Waterhouse Coopers

100% 100% 50%

Price Waterhouse Coopers Price Waterhouse Coopers

100% 99% 79% 100% 100% 99%

Price Waterhouse Coopers

100% 75% 100% 100% 99%

Price Waterhouse Coopers

74% 100%

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Annual Report 2009

217

Company
The BMG (Swindon) (Phases II&III) Limited Partnership BAA Airports Limited Airport Property GP (No.2) Ltd Devon Nominees (No.3) Ltd Devon Nominees (No.1) Ltd Devon Nominees (No.2) Ltd BAA Partnership Ltd BAA International Ltd Airport Industrial Ltd Partnership Airport Property Partnership BAA (Hong Kong) Ltd Airport Hotels General Partner Ltd Stansted Site No. 6 Ltd London Airports Ltd London Airports 1993 Ltd London Airpots 1992 Ltd Scottish Airports Ltd British Airports Services Ltd Airports Uk Ltd Airports Ltd Southampton Handling Ltd BAA General Partner Ltd BAA Properties Ltd BAA Trust Company Ltd BAA Building Control Services Ltd BAA Business Suport Centre Ltd BAA Lynton Management Ltd Lynton Holdings Ltd Lynton Investments Ltd Lynton Netherlands Lynton Unlimited BAA Insuarance Services Ltd BAA Pension Trust Co Ltd Airport Express Rail Ltd BAA Lynton Holdings Ltd BAA Hotels Ltd Airport Property GP (No.1) Ltd 9G Rail Ltd BAA Lynton Developments Ltd Lynton Estates Ltd BAA (IP Holdco) Limited Summerbridge Properties Ltd World Duty Free Limited Precis (2204) Ltd Precis (2207) Orbital Park Ltd Precis (2206) Ltd Sanfield Lynton Ltd World Duty Free Inflight (Europe) Ltd Advance Transport Systems Unitair Limited Parnership Colnbrook Industrial LP Unitair GP Ltd Colnbrook GP Ltd Conbrook Nominee Ltd

Auditor

% shareholding
78%

Address
United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom Netherlands United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom United Kingdom

Price Waterhouse Coopers

100% 50% 100% 100% 100% 100%

Price Waterhouse Coopers

100% 50% 50% 100% 100% 100%

Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers

100% 100% 100% 100% 100% 100% 100% 100%

Price Waterhouse Coopers Price Waterhouse Coopers

100% 100% 100%

Price Waterhouse Coopers

100% 100% 100% 100% 100% 100% 100% 100%

Price Waterhouse Coopers

100% 100% 100% 100% 100% 100% 100% 100%

Price Waterhouse Coopers Price Waterhouse Coopers Price Waterhouse Coopers

100% 100% 100% 100% 100% 100% 50% 100% 52% 50% 50% 50% 50% 100%

218

Annual Report 2009

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

EXHIBIT I (Continued) Associates (equity-consolidates companies)

CONSTRUCTION

MillIon euro Parent company % shareholding Net cost of shareholding (million euro) Address Assets Liabilities Revenue Results

Company

Auditor

SPAIN Ferrovial Agromn, S.A. Ferrovial Agromn, S.A. Cadagua, S.A. Aplicacin Recursos Naturales, S.A. (a) Ferrovial Agromn, S.A. Ferrovial Agromn, S.A. 50.00% 9 Galicia 4 50.00% 0 Asturias 2 20.00% 0 Madrid 56 50.00% 2 Madrid 22 18 56 2 0 13.39% 0 Madrid 3 3 22% 6 Catalua 387 414 82 1 16 0 1 0 0 0 0 -1 0 0

Urbs ludex et Causidicus, S.A.

Clean Cenit A.I.E

Boremer, S.A.

Price Waterhouse Coopers

Dirgerfin, S.L.

Tecnolgica Lena, S.L.

Attest Consulting

Concesionaria Baio

Price Waterhouse Coopers

POLAND Budimex, S.A. Budimex, S.A.(i) 25.53% 0 30.78% 4 Poznan Cracovia 27 2 10 1 34 3 1 0

Elektromontaz Poznan S.A.

Deloitte &Touche

PPHU PROMOS Sp. z o.o.

(i) 4,25% a travs de Sprzgt Transport Sp z.o.o.

No tiene obligacin de auditarse

Reciclados y Compostaje Piedra Negra, S.A

Deloitte

Companya Especial de Recuperacions i Recondicionaments. S.L

No tiene obligacin de auditarse

Ecocat S.L

Deloitte

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009
0 Cespa Portugal, S.A. Cespa Portugal, S.A. Compaa Espaola de Servicios Pblicos Auxiliares S.A Cespa Portugal S.A 35.13% 20.00% 45.00% 50.00% 0 0 1 0 Matorinhos Oporto Oporto 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0

Sogarisa S.A

Deloitte

Ecocem S.A

No tiene obligacin de auditarse

Gest de Residuos Especials de Catalunya S.A

Deloitte

Novalis Medioambiente S.A.

No tiene obligacin de auditarse

MOVITEC

No tiene obligacin de auditarse

Ecoparc del Mediterrani, S.A

Deloitte

RCD'S ALBACETE

No tiene obligacin de auditarse

Nora, S.A.

No tiene obligacin de auditarse

PORTUGAL

0 0 0 0 0

Annual Report 2009

Valorhospital S.A

No tiene obligacin de auditarse

Ecoberiao

Martins Pereira & Asociados

Valor-Rib Industrial Residuos

No tiene obligacin de auditarse

219

Cespa Portugal - Ecoambiente ACE

Deloitte

SERVICES

220
MillIon euro Parent company
Cespa Gestion Residuos S.A (a) 0 0 Amey Ventures Investments Ltd AHL Holdings (Manchester) Ltd Amey Ventures Investments Ltd AHL Holdings (Wakefield) Ltd Amey Ventures Investments Ltd ALC (Superholdco) Ltd ALC (Superholdco) Ltd ALC (Holdco) Ltd Amey plc Amey Ventures Investments Ltd Amey Belfast Schools Partnership HoldCo Ltd Amey Ventures Management Services Ltd Amey FMP Belfast Schools Partnership Holdco Ltd Amey Ventures Investments Ltd Amey Lagan Roads Holdings Ltd Amey Lagan Roads Holdings Ltd Amey Ventures Investments Ltd Amey Lighting (Norfolk) Holdings Ltd Amey Information Services Ltd BCN Holdings Inc BCN Data Systems Ltd (IP) Amey Ventures Investments Ltd E4D & G Holdco Ltd Amey Ventures Investments Ltd Integrated Bradford LEP Ltd Amey Ventures Asset Holdings Ltd Amey Ventures Asset Holdings Ltd Integrated Bradford LEP Ltd Integrated Bradford PSP Ltd Integrated Bradford LEP Ltd Integrated Bradford Hold Co One Ltd Integrated Bradford Hold Co Two Ltd Amey Ventures Investments Ltd RSP (Holdings) Ltd Amey Ventures Investments Ltd Services Support (Avon & Somerset) Holdings Ltd JNP Ventures 2 Ltd Tube Lines (Holdings) Ltd Tube Lines (Holdings) Ltd Tube Lines Ltd 100% 43% 100% 25% 10% 50% 2% 10% 80% 100% 100% 100% 18% 100% 10% 100% 67% 100% 100% 100% 100% 50% 100% 50% 100% 100% 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 25% 0 100% 0 70% 0 50% 0 50% 0 33% 0 Oxford Oxford Oxford Oxford Oxford Belfast Belfast Belfast Oxford Oxford London London London Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Oxford Glasgow Glasgow London London London London London London 100% 0 Oxford 100% 0 Oxford 100% 0 Oxford 25% 0 Oxford 47 0 0 0 0 59 0 0 0 68 0 0 9 0 0 0 0 54 0 18 0 1 6 0 0 0 0 0 22 0 7 0 1,692 0 0 0 100% 0 London 0 25% 0 London 6 100% 0 London 0 0 -6 0 -43 0 0 0 0 -61 0 0 0 -68 0 0 -9 0 0 0 0 -56 0 -19 0 -1 -6 0 0 0 0 0 -24 0 -7 0 -1,576 0 0 0 25% 0 London 10 -10 0 0 0 0 0 0 2 0 2 0 24 0 0 0 0 47 0 1 0 40 0 0 10 0 0 0 0 46 0 1 0 3 6 0 0 0 0 0 2 0 0 0 518 0 0 0 29,00% 2 Andorra la Vella 0 0 0

Company

Auditor

% shareholding

Net cost of shareholding (million euro) Address Assets Liabilities Revenue

Results
0 0 0 0 0 0 0 6 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 27 0 0 0

Centre de Tractament de Residus dAndorra

Gaudit, S.l.

UNITED KINGDOM

AHL Holdings (Manchester) Ltd

Deloitte and Touche

Amey Highways Lighting (Manchester) Ltd

Deloitte and Touche

Annual Report 2009

AHL Holdings (Wakefield) Ltd

Deloitte and Touche

Amey Highways Lighting (Wakefield) Ltd

Deloitte and Touche

BCN Data Systems LLC

Price Waterhouse Coopers

BCN Holdings Inc

Price Waterhouse Coopers

The Renfrewshire Schools Partnership Ltd

KPMG

Consolidated Financial Statements | Notes to the consolidated financial statements for 2009

Services Support (Avon & Somerset) Holdings Ltd

Deloitte and Touche

Services Support (Avon & Somerset) Ltd

Deloitte and Touche

Tube Lines (Holdings) Ltd (IP)

Deloitte and Touche

Tube Lines (Finance) plc

Deloitte and Touche

Tube Lines Ltd

Deloitte and Touche

Tube Lines Pension Scheme Trustees Ltd

Deloitte and Touche

SERVICES

Company
0 Swissport International AG 0 0 Swissport International AG 0 0 Swissport International AG 0 0 Swissport International AG 0 0 Swissport International AG 0 0 Swissport International AG 49.00% 0 China 51.00% 0 Japan 50.00% 0 Israel 50.01% 0 France 0 0 0 0 0 0 0 0 0 0 0 0 21.25% 0 Greece 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 41.00% 0 Peru 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0

Auditor

Parent company

CHINA

Swissport HNA Ground Handling Co., Ltd.

Audited by Nexia International, Certified

public accountants 0 0 Swissport International AG 19.00% 0 Cyprus 0 0 0 0 0 0 0 0 0 0 0 0

CYPRUS

S&L Airport Services Ltd

not audited in 2008

TOLL ROADS AND CAR PARKS

SPAIN Cintra Infraestructuras, S.A.U. Cintra Infraestructuras, S.A.U. 50% 50% 1 13 Madrid Madrid 77 210 59 142 38 27 0 12

Serrano Park, S.A. (b)

Nea Odos, S.A.

Price Waterhouse Coopers

Central Greece Motorway (E65)

Price Waterhouse Coopers

REAL ESTATE

SPAIN -

Annual Report 2009

Promociones Hbitat (i)

(i) NO INFORMATION ON AUDITOR

221

Audit Report

222

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Consolidated Financial Statements | Audit Report

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223

Corporate Responsibility

Photo: Amey employee, UK

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226 - Corporate Responsibility Policy 234 - Ethical integrity 240 - Dialogue with stakeholders 250 - Environment 278 - Human capital 290 - Health and safety 296 - Quality and innovation 306 - Supply chain 312 - Human Rights 320 - Investment in the Community 328 - Independent verification

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Corporate Responsibility Policy

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Photo: Cooperation Project in Lebanon

Ferrovial views its corporate responsibility as a strategic duty related to the companys sustainability, competitiveness and reputation, the purpose of which is to generate long-term value for all its stakeholders and the wider society.

Ferrovials corporate responsibility policy is determined by its Board of Directors. One of the boards primary duties is to ensure compliance with the corporate responsibility principles and obligations voluntarily undertaken by the company (Board of Directors Regulations) and laid out in the Code of Business Ethics. Ferrovial has been a member of the United Nations Global Compact since 2002 In 2007, the Group adopted these principles as its standard of Corporate Responsibility for the operations of every affiliate company around the world. Ferrovial annually ratifies its commitment to the principles of the Global Compact.

Key issues
In the Statement of Principles for Sustainable Development, Ferrovial identifies the 10 key issues for the management of its corporate responsibility and the main lines of action associated with these issues This statement, which is available through the companys internal communication channels, was signed by the former chairman and founder of Ferrovial in May 2004 and clearly reveals the strategic importance of corporate responsibility within the company. These key issues are an expression of Ferrovials main commitments in terms of corporate responsibility as laid out in the Code of Ethics and inspired by the principles of the Global Compact. The key issues encompass a solid analysis of the state of affairs that factors in the expectations of stakeholders, verified by various internal and external sources, and the ac-

tual and potential risks faced by Ferrovial. The chapter Independent Verification provides details on the studies performed to update the stakeholder expectations. External sources taken into account include the principles of the Global Reporting Initiative (GRI3), the demands of sustainability analysts (Dow Jones, FTSE4Good) and the observations of the leading international sustainability monitors. Since 2004, Ferrovial has updated the lines of action for each key issue with specific plans, such as the new strategy From Responsibility to Commitment (2007), the new Quality and Environmental Policy (2008) and the Human Resources Plan (2008-2010).

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Issue
Ethical integrity

Commitment
Ethical and professional conduct in all activities.

Lines of Action
Follow and promote the Global Compact principles in order to combat all forms of corruption, extortion and bribery. Promote and disseminate best practices of corporate governance

Corporate Governance (1)

Application of best practices of corporate governance

Human rights

Respect, protection and promotion of human rights

Support the protection of fundamental human rights in all practices and activities. (Global Compact). Safeguard human rights in all group companies and prevent their violation. (Global Compact). As a global company, confront the problems of the planet and engage in the fight against poverty. (Millennium Development Goals).

Dialogue with stakeholders

Transparency of information

Continually improve the lines of communication with all stakeholders. Provide transparent corporate information in all areas including financial, environmental and social. Notify all stakeholders of the companys principles of sustainable development and social responsibility, and encourage employee participation in projects of solidarity.

Environmental impact

Reduce the environmental impact of activities

Promote the implementation of standardized environmental management systems in Ferrovials different business areas. Maintain a precautionary approach that benefits the environment. (Global Compact). Support initiatives to promote greater environmental responsibility. (Global Compact). Encourage the development and diffusion of environmentally friendly technologies. (Global Compact).

Human capital

Hire and motivate the best human resources

Design reliable tools for evaluating the quality of labor relations, motivation and professional advancement of those who work for Ferrovial as a way to improve the efficiency of its work. Improve working conditions and ensure equal opportunity and non-discrimination among employees (2).

Health and Safety

The health and safety of workers

Make progress in the design and implementation of effective systems for preventing and mitigating occupational hazards that can be used as a model in the various fields in which Ferrovial operates.

Quality and innovation

Quality and constant improvement of processes and activities and innovation

Preserve and increase customer confidence in the company, striving to exceed their expectations of quality in its projects and services.

Promote innovation projects, scientific research and development as basic factors for achieving competitive success and the creation of differential value in the market.

Supply chain

Treat the supply chain as a key factor in the companys sustainable development strategy

Encourage suppliers and subcontractors to gradually adopt principles in line with its corporate responsibility policy.

Investment in the community

Support socio-economic development wherever the company operates

Plan investment in the community as a tool for aiding the development of societies wherever Ferrovial operates. Work with governments, NGOs and other social agents on projects and activities related to social development, environmental conservation and occupational safety.

(1) The Corporate Governance Report is presented along with the Management Report in accordance with the criteria established by the Spanish Securities Commission (CNMV). (2) Includes the labor rights recognized among the principles of the Global Compact. Source: Statement of Principles for Sustainable Development. Ferrovial, 2004.

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Indicators
Table of key indicators concerning status, management and perception, which measure the economic, social and environmental impacts, as well as Ferrovials performance in relation to relevant issues and courses of action, set out according to its corporate responsibility. The information gathered on these indicators has been compiled adhering to rules of consolidation and verifiability.

ETHICAL INTEGRITY
01. Ethical behavior (perceived)* 02. Responsible use of market influence (perceived)* 03. Investigations prompted by reports regarding Code of Ethics 04. Training given regarding Code of Ethics (hours)

2009
63.1 64.1 260 224

2008
64.7 65.9 145 638

2007
63.6 65.1 110 400

Ch. 09-08
-2% -3% 79% -65%

Scope
36% 36% 67% 100%

DIALOGUE WITH STAKEHOLDERS

05. Transparency (perceived) * 06. Meetings with investors 07. Meetings with suppliers and subcontractors. 08. Supplier surveys 09. Media presentations 10. Hits on website press room 11. Public opinion polls 61.8 168 6,270 2,748 4 105,007 1,698 64.4 494 5,523 1,129 4 177,986 1,352 61.9 333 ND ND 4 169,510 1,002 -4% -66% 14% 143% 0% -41% 26% 36% 100% 100% 100% 100% 100% 36%

ENVIRONMENT
12. Direct and indirect greenhouse effect emissions (t CO2) (Scope1 Scope2) 13. Indirect greenhouse effect emissions (t CO2) (Scope 3) 14. Direct greenhouse effect emissions avoided by biogas recovery (t CO2q) 15. Greenhouse effect emissions avoided by activity in sorting plants(t CO2q) 16. Electricity produced by biogas recorvery (Gj) 17. Thermal energy produced by biogas recorvery (Gj) 18. Electricity produced by cogeneration in hazardous waste treatment (Gj) 19. Reduction of waste sent to landfill (m3) 20. Recovery in sorting plants (Tn) 21. Protection of the environment (perceived) *

1.963,752 2,433,171 514,221 328,099 279,841 175,134 61,045 30,582,938 857,626 59.6

NA NA 526,267 361,105 321,464 118,168 66,082 13,108,962 880,424 62.3

NA NA 519,604 342,061 308,959 146,666 66,290 10,080,769 859,392 57.6

-2% -9% -13% 48% -8% 133% -3% -4%

89% 34% 65% 65% 65% 65% 65% 100% 100% 36%

HUMAN CAPITAL
22. Average workforce 23. International workforce (%) 24. Staff on long-term contract (%) 25. Staff on voluntary part-time contract (%) 26. Has good employees (perceived) * 27. Workforce length of service (years) 28. Average employee age (years) 29. Takes an interest in employee welfare (perceived) * 30. Turnover rate (%) 31. Investment in training / sales 32. Employees given performance reviews (%) 33 Employees with variable remuneration (%) 34. Good place to work (perceived) * 108,117

106,596 60.33 81.98 15.44 72.70 6.44 40 65.78 10.87 0.20 68.27 17.45 70.45

102,425 59.82 78.56 11.63 70.93 6.26 39 62.53 10.25 0.22 37.00 20.226 67.90

1% 1% 0% 17% -1% -10% -3% -3% -42% -15% 38% 42% -2%

100% 100% 100% 100% 36% 100% 100% 36% 100% 100% 36% 36% 36%

61 82 18 71.8 5.8 38.8 63.5 6.35 0,17. 94.00 24.82 69.3

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HEALTH AND SAFETY

35. Incidents Index 36. Frequency Index 37. Severity Index 38. Occupational safety studies 39. Emergency plans 40. Training in safe work practices (hours) 41. Concern for the health and safety (perceived) * 79.75 46.7 0.87 2,846 1,170 500,991 63.5 87.20 49.76 0.97 6,594 668 423,843 65.78 104.43 63.78 1.38 ND 486 452,729 62.53 -9% -6% -10% -100% 75% 18% -3% 36% 36% 36% 100% 100% 100% 36%

QUALITY AND INNOVATION

42. Activity certified to the ISO 9001 standard (%) 43. Quality of products and services (perceived)* 44. Customer satisfaction (0 to 5) 45. Satisfactory complaints management (perceived) * 46. Adaptation to change (perceived) * 47. R&D&I budget (M) 48. Innovation project subsidies (M) 64 69.4 3.9 60.7 67.9 6.9 3 67.00 70.7 3.90 63.0 68.9 18.47 1.17 65.00 69.3 ND 60.7 67.6 35.80 0.99 -4 -2 0 -4 -1 -63 156 100% 36% 100% 36% 36% 100% 100%

SUPPLY CHAIN
49. Number of suppliers 50. EBITDA generated by purchases that meet quality and environmental criteria () 51. Suppliers evaluated 52. Suppliers rejected 53. Suppliers certified in Quality, Environment and Human rights 54. Supplier incidents 86,020 366.7 7,456 131 14.44 457 89,567 291.05 1,596 104 10.63 159 83,981 ND ND ND 7.64 388 -4 26 367 26 36 187 100% 100% 36% 36% 36% 36%

HUMAN RIGHTS
55. Investment in OECD countries (%) 56. Employees protected by collective bargaining agreements (%) 57. Equal opportunities (perceived) * 58. Fair employee remuneration (perceived) * 59. Women on the workforce (%) 60. Human rights training (hours) 61. Suppliers rated as low-risk in regards to human rights violations (%) 100 74.53 63.1 63.4 32.8 10,673 86 100 72.2 64.9 65.3 35.4 9,645 90 100 73.6 61.1 62.5 30 ND 100

0 3 -3 -3 -7 11 -4 100% 100% 36% 36% 100% 100% 36%

INVESTMENT IN THE COMMUNITY

62. Socially-responsible investment (DJSI) (perceived) * 63. Contributes positively to society (perceived) * 64. Net job creation (%) 65. Community support projects 66. Social investment in the Community (million ) 67. Social investment in comparison with EBITDA (%) 68. Support for social causes (perceived) * 69. Beneficiaries in social projects 78 66.5 1.43 642 17.98 0.72 60.9 565,679 72.00 68.7 4.07 459% 18.17 0.66 63.2 491,001 72.00 66.8 15.21 463 16.70 0.55 59.2 330,000 8 -3 -65 40 -1 9 -4 15 36% 36% 100% 100% 100% 100% 36% 100%

* Source: RepTrak ** For more information on CO2 emissions please see the chapter on the Environment.

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Progress in 2009
Some of the most important milestones and advances of 2009 in the fulfillment of corporate responsibility commitments are as follows. Policies and procedures

Implementation of a global intranet across the Ferrovial group. One of the most important milestones has been to open the doors of Ferronet to the internal portals of Amey and BAA. Work continued throughout 2009 to provide access to all users in these subsidiaries and to incorporate the home pages of the local intranets in a specific area of the corporate intranet. Similarly, all employees of Budimex with access to their intranet, Budinet, can also access the complete Group intranet translated into Polish. Flexible remuneration system for all structural employees in Spain. In May, Ferrovial made a flexible payment program available to all structural employees in Spain. Under the name Flexibility Plan, this program provides the staff with the opportunity to voluntarily change the current compensation packages in accordance with their individual needs, substituting part of the current fixed fee for certain products. Launch of the career training plans in strategic support areas in Ferrovial University. The month of March marked the beginning of the Career Training Itineraries as part of the Human Resource Management Program (PGRH for the Spanish initials), the main objective of which is to provide comprehensive training in the Human Resources function. The program is designed from a global perspective and eminently practical vision of the functional areas, based on the policies and procedures of Ferrovial, and providing training in the skills considered as critical for the HR professional. The program consists of nine modules for a total of 150 hours, with participants earning the title of HR Expert. In the second half of 2009, Ferrovial

launched the Finance Training Itinerary for the Ferrovial professionals working in finance around the world. Implantation of the Management Abilities Global Model. The Management Abilities Global Model was designed and implemented in 2009, specifying the professional skills needed by any executive to efficiently achieve organizational goals with excellent performance. Security Policy. Ferrovial has established the ten commandments of information security requiring all employees to maintain the confidentiality of information. Update of the corporate scorecard indicators in environment and quality.

Action plans

Assessment and Management Systems

Carbon footprint. In 2008, Ferrovial worked to identify all sources of emissions in the companys activities and in 2009 completed the procedure for calculating the global carbon footprint, which serves to consolidate the criteria for establishing the methodology for collecting data and calculating emissions. CO2 emissions accounting for 72% of revenues have been measured. The measurements correspond primarily to the top carbon-producing sectors: airports, toll roads and waste management. OHSAS certification. The infrastructure maintenance and conservation activity (Ferroser) of the services division obtained OHSAS international occupational health and safety certification. Integral Corporate Risk Management (FRM). The Corporate Risk Management Department implemented the new integral risk management process named as Ferrovial Risk Management (FRM). FRM prioritizes risks through the use of a uniform rating scale across all areas of activity of the Group, as well as allowing for corrective action and the implementation of control measures in all corporate and business areas.

Equality Plan. In 2009 Ferrovial signed equity plans with the CCOO and UGT trade unions covering all Ferrovial companies in Spain in the construction and services sector, applying to more than 40,000 workers. This enhances the commitment to corporate social responsibility and action and establishes key processes in managing people. The Plan establishes and develops the measures agreed with the unions, which guarantee the principle of equal treatment and opportunities between women and men, promoting training and career development on an equal footing. Employee Satisfaction Survey. During 2009 Ferrovial implemented the action plan resulting from last years Employee Satisfaction Survey. The Company has created a Working Environment Committee, comprising members from all business units, in order to track compliance of the resulting actions. Dialogue with Stakeholders. Ferrovial has sought the views of stakeholders to gather information on the structure and contents of Ferrovials Annual Corporate Responsibility Report and to obtain their recommendations. Various opinion polls have been launched to ascertain stakeholder expectations and interests with respect to activities carried out by Ferrovial. Investment in the community. Ferrovial in 2009 increased voluntary investment in the community by 15.6%. The company has carried out 642 social action projects that have benefited more than 565,000 people. Volunteer Plan. Ferrovial repeated the Ferrovial Volunteer Day initiative in 2009, recommending new activities that employees can participate in beyond the one special day. In addition, Ferrovial has reiterated its commitment to international volunteering through the Maji Ni Uhai/Water is Life project that the company manages with Amref Flying Doctors in Tanzania. On this occasion, a Ferrovial expert in construction and quality management visited the Serengeti region of Tanzania for two weeks to oversee the construction of water infrastructure.
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Awards and distinctions

Ferrovial, gold medal in sustainability (29/01/2009) Ferrovial is among the twenty most sustainable Spanish companies in the world , according to the 2009 Sustainability Yearbook prepared by PricewaterhouseCoopers and Sustainable Asset Management (SAM). Ferrovial joins the prestigious Eco 10 index (02/03/2009) This stock index, developed by the financial daily El Economista, selects ten companies with the consensus of 52 investment companies managed by Dow Jones Stoxx. Southampton Airport. Passenger service Award (13/03/2009) Southampton Airport has been recognized as the airport with the best passenger service in Europe. The accolade is awarded by ACI (Airports Council International) based on a survey of more than 200,000 passengers worldwide. Cespa recognized for its so cial responsibility policies (17/03/2009) Cespa has been honored by the Chamber of Commerce of Burgos for their social responsibility policies and actions that add value to society and the company itself, based on concepts such as solidarity, social labor integration, the fight against social exclusion and the promotion of equality opportunities.

Budimex, among the top 10 so cially responsible companies in Poland, according to Braun & Partners (15/04/2009) Budimex, Ferrovials construction subsidiary in Poland, is among the ten most socially-responsible companies in Poland according to the CSR 24/7 study performed by the firm Braun & Partners Polska. Swissport, the Best Global Ground Handling Services Company for the ninth consecutive year (30/04/2009) Swissport International, ground handling services subsidiary of Ferrovial, has been named the Best Global Ground Handling Services Company for the ninth consecutive year. The accolade is awarded by the British Institute of Transport Management (ITM). Ferrovial receives Golden Award from the Spanish Chamber of Commerce in the United Kingdom (20/05/2009) The Vice Chairman of Ferrovial, Joaquin Ayuso, was presented with the Golden Award by the Spanish Ambassador to the United Kingdom, Carles Casajuana. The award is granted by the Spanish Chamber of Commerce in the United Kingdom. Ferrovial, one of the favorite companies of Spanish enginee ring students (15/06/2009) Ferrovial is among the most highly valued companies for Spanish engineering students according to the European Student Barometer prepared by the Trendence Institute based on a survey of business administration and engineering students from 22 European countries.

Ferrovial voted one of the best stocks in the City for Investor Relations (17/06/2009) Ferrovial is among the three highestrated Spanish companies by the 7500 international investors polled in the Thomson Reuters Extel Survey 2009. Of all respondents, about 45% are investors in continental Europe, 30% in the UK, 20% in the U.S. and 5% from other regions. Cintra, recognized for the accessibility of its website (06/07/2009) The Cintra website, Ferrovials toll road management subsidiary, has been recognized as one of the most accessible among Ibex 35 listed companies according to a study by Adesis. The evaluation was based on fulfillment of the minimum criteria established by the Spanish Law on Measures to Promote the Information Society (LISI). Amey receives Investors in People Award (03/08/2009) Amey, a British subsidiary of Ferrovial services, has achieved the Investors in People silver award, second prize in recognition of good human resource management, granted by the prestigious Association with the same name. Southampton Airport wins Best Volunteering Team Award (05/08/2009) Southampton Airport volunteers have collected 10,000 pounds that will de dedicated to works in their local community. This initiative earned them the Best Volunteering Team Award under the I-Volunteer Awards program launched annually by BAA.

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407 ETR Highway recognized for service quality (15/09/2009) Canadian Highway 407 ETR has been honored with two awards, the first in the category of President Award for Excellence, and the second in the Technology category. These annual awards were granted by the American Association IBTTA (International Bridge, Tunnel and Turnpike Association). The President Award for Excellence is considered the highest accolade in the concession industry. Cespa receives the Silver Medal of Honor for Merit by the City of Barcelona (29/09/2009) Cespa received the Medal of Honor for Merit in the Silver category granted by the City of Barcelona in recognition of their outstanding contributions in their relationship with both the City Council and the city itself. Ferrovial Agroman receives award from the College of Architects of Madrid (06/10/2009) Ferrovial Agroman earned the distinction for the building of 126 public housing units in Sanchinarro, the work of the architect Ramn Andrada Gonzlez-Parrado. The recognition was awarded by the Offcial College of Architects of Madrid (COAM). Amey employee recognised as the best Facilities Manager of the Year (09/10/2009) An Amey employee, a Ferrovial services subsidiary, was recognized as the Best Facilities Manager of the year, as part of the FM Excellence Awards 2009 granted by the British Institute of Facilities Management (BIFMA).

Amey receives two awards for energy efficiency (04/12/2009) Amey has been awarded two Fleet Hero Awards for the energy efficiency of its fleet, granted by the Energy Saving Trust. These accolades honor the efforts of companies in reducing their carbon footprints. BAA receives Business in the Communitys 2009 Award for Excellence BAA was recognized by the Business in the Communitys 2009 Awards for Excellence, a prestigious institution that identifies the best Corporate Responsibility programs in the UK. The company managed to hold on to the Platinum award for the second consecutive year thanks to its strategy to reduce the carbon footprint of its activities. Amey receives Business in the Communitys 2009 Award for Excellence Amey received the Business in the Communitys 2009 Award for Excellence Specifically, Amey received the Silver award for its commitment to stakeholders and implementing appropriate processes to identify and manage risks and opportunities. Swissport receives the Air Cargo Handling Agent of the Year Award Swissport the ground handling subsidiary of Ferrovial, was awarded the Air Cargo Handling Agent of the Year award by Air Cargo Week newspaper. These awards recognize excellence in the industry of air freight services.

Responsible Investment Indexes

Ferrovial is listed on the following sociallyresponsible investment indexes:

Dow Jones Sustainability Index. Ferrovial is part of the Silver Class in the Construction industry. The company has been listed on this index for the past eight consecutive years. FTSE4Good. Ferrovial successfully completed the latest biannual review of the FTSE4Good index, which includes those global companies with the greatest commitment to corporate responsibility according to the principles of socially responsible investment. In this latest review, FTSE4Good performed a more in-depth analysis of the impacts relating to climate change and carbon footprint. Ethibel. Ferrovial is evaluated according to public information for 37 criteria in six areas: human rights, environment, people development, market performance, corporate governance and community engagement. ASPI Eurozone. (Advanced Sustainable Performance Indices). The index measures the corporate social responsibility performance of Ferrovial. The position on the index is related to the companys market capitalization.

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Autopistas Ethical integrity

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Photo: Amey employee, UK

The business and professional activities of Ferrovial and its employees are based on the value of integrity and carried out in accordance with the principles of honesty, avoidance of every form of corruption and respect for the individual circumstances and needs of all parties involved.

Ferrovials code of ethics prohibits bribes to public authorities and civil servants and it forbids its employees to give or receive undue payments of any type as well as presents, gifts or favors from third parties outside the scope of regular market practices or which, by reason of their value, characteristics or circumstances, may reasonably alter the commercial, administrative or professional relations of its companies. It also prohibits any action that may involve unfair competition practices and undertakes to ensure compliance with the competition laws applicable in the countries where it operates.

Fraud control is a duty assigned to the Internal Audit Department. In 2009 a new channel was created for accusations related to the code of ethics (whistleblowing). There were no corruption investigations opened during the year as a result of any reports made through this channel. Based on the information available for 2009, there have been no significant penalties, monetary or otherwise, arising from violations of laws, regulations or standards governing the implementation of the activities performed by the Company. In January 2009, the FTSE4Good again ratified Ferrovials inclusion on its indices after completing an evaluation of its anticorruption policies and procedures.

Commitment Ethics and professionalism in every action. Lines of action Fight corruption in all its forms, including extortion and bribery (Global Compact). Promote knowledge of the Code of Ethics among all employees. Milestones in 2009 Ensure that the principles of the Code of Ethics are spread throughout the organization. Extend the use of the Whistleblowing channel among all employees. Implement the new procedure for the prevention of internal fraud

Ethical integrity.
Ethical behavior (perceived)* Responsible use of market influence (perceived)* Investigations prompted by reports about the Code of Ethics Training given regarding Code of Ethics (hours)
Source: RepTrak*

2009
63.1 64.1 260 224

2008
64.7 65.9 145 638

2007
63.6 65.1 110 400

Chg 09-08
-2% -3% 79% -65%

Objectives 2010 Launch of an online Training Course on Business Ethics. Extend the use of the Whistleblowing channel to other stakeholders.

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Code of Business Ethics

Ferrovial has had a Code of Business Ethics in place since 2002, and updated in 2004, which establishes the principles that govern the companys actions:

Based on the information available for 2009, there have been no significant penalties, monetary or otherwise, arising from violations of laws, regulations or standards governing the implementation of the activities performed by the Company. At present, the code is enforced in the 47 countries where Ferrovial operates and applies to the total workforce of 108,117 employees. In addition, some companies recently acquired by Ferrovial BAA is a case in point have their own Codes of Ethics already in force, which are complemented by the corporate code. The full version of the Code of Ethics is available on the Ferrovial website in Spanish and in English. Code of Ethics Training All employees who join Ferrovial receive a printed copy of the Code of Ethics in Spanish or English. They also have direct access to a PDF version of the code through the corporate intranet. Three code of ethics training courses were given in 2009. The first is required for all employees and was, in a first phase, provided in Spain. The objective of the course is to impart knowledge on the basic principles that guide the proper behavior of Ferrovial employees and demonstrates the procedures that the company makes available to all employees: Harassment Prevention Protocol Equal Opportunity Plan Work-Life Balance Plan Fraud Prevention Procedures Health and Safety Policy Information Security Policy Quality and environment policy

In addition to this general training, other training initiatives have been developed related to the prevention of occupational risks (as detailed in the relevant chapter) as well as training on information security. Information, understood as a series of data created by or for Ferrovial in any medium or format, is one of the most important assets of the organization and essential to its strategy and the performance of its business activities. Consequently, the protection of information against any possible damage or unauthorized use should be a management priority for Ferrovial. To this end, in 2009 the company adopted the Corporate Framework for Information Security and a procedure for the development of the roles and responsibilities for information security under Framework. The General Framework sets out the core principles, responsibilities and general guidelines on the use and handling of information and protects both the information itself and the supporting systems from destruction, unavailability, manipulation and unauthorized disclosure. This Framework is mandatory for all Ferrovial employees and collaborators, and applies to any type of information generated, regardless of its nature and means of storage and transmission (written, hard copy, CD, USB memory stick, DVD, etc). Ferrovial continuously develops the field of information security: the organizations commitment to this strategic asset is reflected starting with the companys Code of Business Ethics: We protect the information to protect our business and our professionals. As part of its normal relationship with suppliers and subcontractors, Ferrovial promotes various training initiatives on the implementation of the principles of the Code of Ethics in the supply chain.

Respect for the law. Ferrovials business and professional activities shall be carried out in strict compliance with the laws in effect in every country where it operates. Ethical integrity. The business and professional activities of Ferrovial and its employees shall be based on the value of integrity and carried out in accordance with the principles of honesty, avoidance of every form of corruption and respect for the individual circumstances and needs of all parties involved. Respect for Human Rights. All actions of Ferrovial and its employees shall scrupulously respect the Human Rights and Civil Liberties enshrined in the Universal Declaration of Human Rights.

These principles are a guarantee of integrity for Ferrovial and reflect the groups adherence to the major international inter-governmental initiatives such as the ILO Tripartite Declaration (International Labour Organisation), the OECD Guidelines (Organisation for Economic Cooperation and Development) and the United Nations Global Compact Principles, to which Ferrovial has made a special commitment. The Code of Ethics binds the entire company, its affiliates, all of its employees and executives and all other organizations associated with Ferrovial or any of the companies in its group, as well as any company fully or partially owned or controlled by Ferrovial.

These actions will begin to be imparted in 2010.

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The in-house magazine Inforvial echoes the good practices and initiatives that make it possible to highlight practical cases of the application of the principles of the Code of Ethics. This magazine has a circulation of 10,000 copies and is distributed among employees in Canada, Chile, Greece, USA, Ireland, Italy, Poland, Portugal, Puerto Rico, United Kingdom and Switzerland.

Whistleblowing Channel. (Complaint Box) In late 2008, Ferrovial introduced a new Whistleblowing Channel called the Complaints Box where any employee with a founded suspicion or knowledge of a violation of the Code of Ethics can present an anonymous report via the corporate intranet that will result in an investigation being opened by the Whistleblowers Box Managing Committee. This channel is initially open to staff with access to the Intranet (18.5% of the workforce). This committee, which consists of the Director of Internal Audits and the General Director of Human Resources, meets at least once a month at the behest of the Director of Internal Audits. When the situation requires, urgent meetings may also be convened by any member of the Managing Committee or by any other Department of the Group. This committee is responsible for taking measures to improve compliance and resolve incidences or doubts as to interpretation. An emergency procedure has been established for any complaints whose contents call for immediate resolution. In such cases, the Director of Internal Audits, as the person responsible for the box, must decide if an urgent meeting of the managing committee is required or will set in motion the procedures that the group has established for addressing the reported problem. The channel gives all employees of the Ferrovial Group (and of its affiliates) a direct line of communication to the company directors and management to denounce any matters of concern, such as irregularities, violations and unethical or illegal conduct. The channel guarantees absolute confidentiality and anonymity at all times if the whistleblower so desires. In the future, this resource may be extended to all stakeholders who show a legitimate interest in their relationship with the group.

During 2009 there were 30 complaints (almost double that of 2008): 27 through the Complaints Box and three through the post office box. Of these, 46% of the people gave their names and 54% were anonymous, compared with 17% and 83%, respectively, in 2008. Broken down by category of complaint, the issues were:

Suggestion Box Ferrovial has since 2004 provided employees with a Suggestion Box for their use. This box can be found on the corporate Intranet. In 2009, the box received 260 suggestions, of which 45% were considered appropriate. The suggestions are broken down into:

relating to the compensation package relating to the job position relating to consultations relating to harassment relating to other topics

27%

29%

25% proposals

2009
10% 17% 17%

50% communications

2009

25% comments

The Complaints Box procedures are available to employees in the section on Corporate Procedures of the Chairmans Office, on the Intranet.

At the close of this annual report, 32% of the communications have been closed. Starting in 2009, the complaints are channeled through the Ethics Complaint Channel (Complaint Box) put into operation earlier this year.

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Risk Management
In 2009, the Corporate Risk Management Department implemented the new process of integrated risk management, called Ferrovial Risk Management (FRM) throughout the Group. This process will identify and assess risks to achieving business goals set by management, whether of a financial nature or relating to the sustainability policies of the company. The FRM prioritizes risks through the use of a uniform rating scale across all areas of activity of the Group, as well as allowing for corrective action and the implementation of control measures in all corporate and business areas.

employees, attempt to or cause harm to the assets of Ferrovial, harm being understood to mean the generation of costs or expenses without equivalent consideration, the production of asset impairment or the failure to obtain a legitimate return. The procedure provides that any person subject thereto that is aware of actions that could harm the business assets Ferrovial has the right and obligation to inform Ferrovial. Notifications can be sent to the immediate superior or through the Complaints Box, either personalized or anonymously. The employee will endeavor to provide information and / or documentation necessary to enable the supervisor or the Complaints Box Managing Committee to have sufficient evidence for the proper analysis and assessment of the facts.

of non-binding offers, including ITNs (invitations to negotiate), in the course of public or private contract bidding processes shall be presented in writing to the CEO with copies to the Secretariat and the Department of Finance.

Handling of cash and expenses. To avoid possible bribery or corruption in connection with travel expenses, there is a regulation that requires all airline and train tickets, rental car fees and hotel reservations to be handled by the central travel agency with which each company regularly works. Credit cards. The use of company credit cards is limited exclusively to paying corporate travel expenses. Cash availability. In order to control the availability of cash, there is a regulation that controls requests for cash advances through the computerized expense management system. The maximum sum allowed for travel expenses is 1,200 euro for domestic trips and 3,000 euro for travel abroad. When the amount of the current request plus the previous advances that have not been closed exceed 1,200 euro, the request shall require the authorization of the immediate superior.

Preventing fraud and corruption

Ferrovial has had an internal fraud prevention procedure in place since 2004. In 2009, a new corporate procedure was published that aims to protect the assets of the Ferrovial Group by preventing internal fraud. The procedure applies to the employees of the Ferrovial Group and of all companies, associations or organizations in which Ferrovial has a controlling interest (50% or more) or in which it has a minority interest with managerial responsibilities. Internal fraud is defined as any willful act or omission which, performed by Ferrovial

Controlling investments and expenses

Procedure governing investments. This procedure establishes the systems of checks and balances required to carry out large transactions of one million euros or more. On an increasing scale depending on the amount, the operations must be approved by the CEO, by the Chairman or by the Board of Directors. All preliminary agreements, option contracts and purchase agreements involving down-payments must also be given approval. The formal presentation

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Incompatibilities
Employees involved in purchasing must not have any personal, financial, family or other interest, whether direct or indirect, in the supplying companies. If an interest does exist, the employee must notify his or her immediate supervisor. Since 2008, the purchasing personnel in Ferrovials Procurement Department are bound by the specific principles of integrity published in the Buyers Code. An immediate supervisor must be advised of any direct or indirect conflicts of interest arising from family connections, personal ties, financial interests or other factors. Employees who participate in purchases are prohibited from accepting special discounts or gifts valued at over 90 euro. Gifts of a lesser value may only be accepted if they are delivered to corporate headquarters. The code stipulates that invitations to trips, events or paid meals must be supervised, and employees should not accept invitations extended by suppliers. The Appointments and Remunerations Committee is responsible for taking measures to make sure that Ferrovial does not hire, either as employees or as high-ranking executives, persons who have previously performed evaluations of the company for rating agencies unless more than two years have passed since they left the agency.

Photo: SUMMA University Student

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Dialogue with stakeholders

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Photo: Amey employee

Ferrovial works under the guiding principle of providing reliable, complete information that accurately reflects the situation of the company and the Group as well as its commercial activities and business strategies.

Ferrovials relations with its stakeholders are conducted in a context of transparency, honesty and professionalism. Ferrovial considers stakeholders to be those individuals or social groups with a legitimate interest who are affected by the companys actions in the present or future. Ferrovial defines stakeholders both as the internal groups that are part of the companys value chain (shareholders, employees, investors, customers and suppliers), which are considered as partners in business development, as well as the so-called external stakeholders: the administration and government authorities, the media, analysts, the business community, unions, the non-profit sector and society in general, starting with the local communities where Ferrovial operates. To understand the opinions and expectations of stakeholders, surveys were conducted in 2009 on the following groups:

100 press, radio, TV and Internet

journalists. (Two waves)

Commitment Transparency of information. Lines of action Continually improve the lines of communication with all stakeholders, based on an innovative form of corporate reporting that encompasses environmental and social variables as well as financial data. Notify all stakeholders of the companys principles of sustainable development and social responsibility, and facilitate employee participation in solidarity projects. Milestones in 2009 In-depth opinion polls. Strengthening of the communications channels with stakeholder groups.

politicians on different levels of government: Parliament, Senate, mayors offices, Spanish Government and Autonomous Regions. (Two waves)

50 executives and business people.

(Two waves)

25 financial analysts. (Two waves) 25 opinion leaders. (Two waves) 1,004

Ferrovial. people with knowledge of

198 stakeholders for the Global Ferrovial Study.

2010 Goals Launch the Main Ferrovial Stakeholders program (MFS).

Dialogue with stakeholders

Transparency (perceived) * Meetings with investors Presentations to analysts Employees with Intranet access (%)** Meetings with suppliers and subcontractors. Supplier surveys Meetings between executives and journalists Media presentations Hits on the website press room Public opinion polls

2009
61.8 168 36 94

2008
64.4 494 4 5,858 5,523 1,129 100 4 1,352

2007
61.9 333 2 7,025 ND ND 94 4 169,510 1,002

Chg 09-08

1698

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Policy of transparency and dialogue

Ferrovial works under the guiding principle of providing its shareholders, investors, analysts and the market in general, with reliable, complete information that accurately reflects the situation of the company and the Group as well as its commercial activities and business strategies. The policy of transparency is pursued within the legal limits (in compliance with applicable regulations and time periods) and based on respect for the rights of all interested parties. With regard to financial information, Ferrovial has a procedure for controlling information on major transactions that applies the measures stipulated by the Spanish Securities Market Law on financial reporting of Significant Transactions. In its communications with users and employees, Ferrovial guarantees the right to privacy, confidentiality and protection of personal information. Ferrovial also requires its employees to make discreet and professional use of the company information to which they have access. Ferrovial has a Crisis Notification proce dure starting on the corporate level and subsequently extending to the rest of the divisions. The goal of the procedure is to ensure that reliable information quickly reaches the organizational levels where decisions must be made in a crisis situation that may result in significant conse quences or damages to employees, the public, customers, users, the environment or the companys reputation and interests. This protocol is linked to Ferrovials corporate risk management system (FRM).

The professional nature of the relationship between Ferrovial and its stakeholders dictates that dialogue be channeled through different departments or areas, which are generally supervised by the Board of Directors and are specially equipped to deal with each stakeholder.

in shareholders meetings and submit their votes by e-mail.

Ferrovial has a Investor Relations service in permanent operation through three channels of communication: the Shareholder Relations Toll Free Line, an e-mail address and a fax line. The Investor Relations service aims to establish a transparent and fluid communications channel with private shareholders and facilitate their access to company information and strategy.

Shareholders and Investors

Investor Relations Office Tel. 902 253 050 (toll free in Spain) Fax: +34 91 586 26 89 [email protected]

http://www.ferrovial.es/

Employees
Human Resources Apartado de Correos 2160 28080 Madrid

The top priorities for Ferrovial in its relations with shareholders and investors are: transparent management practices, adopting the best practices of Corporate Governance in its companies and strictly adhering to the applicable regulations in this area at all times. The Corporate Governance Report, available as an attachment to the 2009 Annual Report, offers detailed information on the companys relations with its shareholders, the Rules of the General Shareholders Meeting and the rights and participation of shareholders. Through the website, shareholders can access all documentation on the company and review the procedures for registering to attend shareholders meetings and instructions for casting or delegating absentee votes, among other details. Since 2005, shareholders can participate virtually

www.ferrovial.es

The policy of communication with employees is always based on the respect for privacy and confidentiality of information provided. Ferrovial only requests and uses employee information as needed to efficiently manage its business activities or as required by the legislation in force. In turn, employees are obligated to make discreet and professional use of the company information to which they have access in the course of performing their duties, and are required to inform their immediate supervisor of any situation that could be considered a conflict of interest. In 2009 Ferrovial launched the Action Plans arising from the results of the Employee Satisfaction Survey con-

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Photo: Maintenance works, Ferroser.

- The Annual Managers Mee ting: in 2009 Ferrovial changed the meeting format, with the personal attendance of the 100 top executives and virtual attendance of 300 executives and managers of the company connecting from five different countries. In last years edition, in order to generate debate and respond to the concerns of employees, the company enabled an email account during the month prior to the Meeting so that any employee could express their business concerns and questions. All questions were answered by the CEO either verbally during the meeting or in writing thereafter. - Conocer+ (Know more): This is a program of staff meetings for sharing information and knowledge about the Groups activities directed by business experts. - Ferrovial Olympics: This is the fourth consecutive year for the event. This sporting event brought together 800 workers from the main offices in Spain. - Ferrovial Day: The aim of this event is to create an opportunity for the employees and their families from the different Ferrovial companies to get together with their colleagues under a common theme that depends on the projects undertaken during the year. This year the theme was the launching of the Equal Opportunity Plans, inviting the children to discover their future profession.

ducted in 2008, which is performed every two years. To this end, each business unit has developed action plans aligned with said results for 2009 and 2010. Similarly, the Company has created the Satisfaction Committee, comprising members from all business units, with the mission of following up on the implementation of the different action plans.

both the corporate level and for the different divisions. Currently, 5,907 employees have access to the corporate intranet or the intranets in their respective business divisions. - Internal magazines: Inforvial, Ferrovials in-house magazine, has a circulation of over 10,000 copies. During 2009 three issues were published that inform employees of how business is going, the companys outlook, corporate news, the key events, etc. In 2009 Ferrovial published a special bilingual edition of Inforvial marking the occasion of the merger of Cintra and Ferrovial. Amey and BAA also have their own in-house magazines called The Hub and Airwaves, respectively. The Human Resources Department organizes numerous events each year to encourage and promote interaction among employees of different divisions. Some notable examples are:

Specifically, Ferrovial launched three initiatives, among which the Conoce plan (Know) should be highlighted encompassing all actions related to internal communication practices. The aim is to channel institutional messages of Management both though current channel (intranet) and through regular meetings of management within their respective areas of influence. Ferrovial has two official channels of in-house communication: - The Corporate Intranet: This is the main channel for internal communication with employees on

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Customers and users

Quality and the Environment [email protected]

Analysts
Investor Relations Tel.: +34 91 586 27 Tel.: +34 91 586 27 Tel.: +34 91 586 27 Fax: +34 91 586 26 [email protected] 30 60 81 89

www.ferrovial.es

Ferrovial has over 1 billion users who depend on and benefit from the infrastructure and services it puts on the market. Ferrovials policy with regard to its customers and users is to meet their expectations as best as possible, whilst striving to anticipate their requirements. It is the customers right and the companys obligation to protect customer privacy with regard to the products and services they require. The privacy policy complies with the applicable legislation in each country: Organic Law on Personal Data Protection in Spain, the Data Protection Act in the United Kingdom and the Personal Information and Electronic Act in the United States. The organizational procedures of the quality system ensure the correct storage and privacy of all incoming and outgoing information. The channels for handling customer or user opinions, doubts and complaints are the customer satisfaction survey, the services provided by the after-sales or customer care departments and the websites of the concessions or companies.

The Investor Relations Department, as part of Ferrovials Financial Department, is responsible for handling relations with shareholders, investors and analysts. The main demand of these stakeholders is the transparency and reliability of financial reporting. The activity with investors and analysts is primarily through road shows, seminars and briefings on strategy and company events. The company holds quarterly meetings with analysts to discuss the results of the company. Specific presentations are also conducted on relevant developments in the business of the company. Over the course of the year, 342 meetings were held with investors or analysts, 69 of which were with foreign investors. The company also organized 14 road shows, which resulted in 168 follow-up meetings. The earnings presentations were broadcast over the Ferrovial website. Over the course of the year, the company replied to 1,487 e-mails requesting financial documents or informa-

Photo: SUMMA Student

tion and answered 1,224 phone calls from retail investors and companies seeking financial information about the dividend and the merger. All requests for information were handled individually.

In 2009, the CNMV (Spanish Securities Commission) was notified of 48 significant events. Every time a significant event is relayed to the CNMV or when any notification is considered of interest to analysts or investors, these stakeholders receive a personalized notice by e-mail. There is a section within the Ferrovial website (Investor Relations), which contains all the information on the company. In 2009, this section received 1,663,659 visits, of which 94% were to the English language version.

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for dealing with the main suppliers and subcontractors, striving to establish long-term relationships and obtain the maximum benefit for both parties.

Ferrovial maintains a permanent dialogue with governments and government agencies in all countries where it operates, whether at the national, regional or local level. As part of the community in which it operates, Ferrovial participates in various social initiatives introduced by local governments or organizations and organizes meetings with different groups such as diplomats and senators. In 2009 Ferrovial held a meeting with 15 diplomats who were shown the various works in progress. In relations with public authorities and civil servants, as dictated in the Code of Ethics, Ferrovial prohibits bribery in any form and forbids its employees to give or receive undue payments of any type as well as presents, gifts or favors from third parties outside the scope of regular market practices or which, by reason of their value, characteristics or circumstances, may reasonably alter the commercial, administrative or professional relations of its companies. For the same reasons, Ferrovial does not make direct or indirect contributions to political parties. Ferrovial has a variety of internal control procedures and mechanisms to avoid bribery and corruption, which are described in the section on ethical integrity. In 2009, Ferrovial won the appeal against the forced sale of some of the airports in the UK. Both BAA and Ferrovial have transparently declared their position at each stage of this process.

Ferrovial requires its suppliers and subcontractors to abide by the principles of Global Compact. Since 2005, the company has held various meetings to raise supplier awareness about certain aspects of corporate responsibility. In 2008, Ferrovial introduced a specific corporate social responsibility clause into such agreements. All such agreements signed in 2009 included this clause. In the Services division, the quality and environment clauses must be complied with in all contracts signed with suppliers, but they are not evaluated individually. The dialogue with suppliers has materialized in 2009 through 2,748 surveys, 6,270 meetings and 52 forums. In addition, the supplier and subcontractor training programs should be highlighted in areas such as quality, the environment, technique, health and safety and topics related to the Code of Ethics.

Suppliers and subcontractors

Procurement Department Tel.: +34 902 52 50 52 [email protected]

www.obralia.com

Ferrovials relations with its suppliers and subcontractors are considered an essential part of its activity. Its policy on quality considers suppliers and subcontractors as partners, seeking mutual benefit, working together creatively to offer customers the best quality and service, and establishing long-term relationships if possible. In 2009 Ferrovial dealt with approximately 86,020 suppliers. The Procurement Department of the Construction Division is responsible

Governments and Authorities

Institutional Relations Tel.: +34 91 586 28 93 Fax: +34 91 586 26 59 [email protected]

www.ferrovial.es

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Business Community
Institutional Relations Tel.: +34 91 586 28 93 Fax: +34 91 586 26 59 [email protected]

- Elkhart County Chamber of Commerce. - Northwestern Regional Planning Commission. - Michiana Area Council of Governments. - Indiana Toll Road Economic Development Corridor, Texans for Safe Reliable Transportation. Spain: - Asociacin de Sociedades Espaolas Concesionarias de Autopistas, Tneles, Puentes y Vas de peaje (ASETA). Portugal: - Associao de Sociedades Concessionrias de Auto-estradas SCUT (ASCAS). - Casa de Espaa Cmara de Comrcio e Indstria Luso-Espanhola (CCILE). - Centro Rodovirio Portugus (CRP). - Preveno Rodoviria Portuguesa (PRP). Ireland: - Irish Business and Employers Confederation (IBEC). - Irish Toll Industry Association. Airports United Kingdom: - The Airport Operators Association. - Airports Council International Europe (ACI-Europe). - Airports Council International World (ACI-World). - The London Chamber of Commerce and Industry. - The Confederation of British Industry. - London First. - Central London Partnership. ServicEs

- The Confederation of British Industry. - New Local Government Network and Institution of Highways and Transportation. Spain: - ACITRE (Asociacin Catalana de Instalaciones de Tratamiento de Residuos Especiales). - ACLIMA (Asociacin Cluster de Industrias de Medio Ambiente de Euskadi). - AEA (Asociacin Espaola de Arboricultura). - AERCE (Asociacin Espaola de Responsables de Compras o Existencias). - APVEC (Asociacin de los Profesionales de los Espacios Verdes de Catalua). - rea de Medio Ambiente de la Cmara de Comercio de Barcelona. - ASETRAVI (Asociacin Empresarial de Transportes de Vizcaya). - ASEGRE (Asociacin Espaola de Gestores de Residuos). - ASEJA (Asociacin Espaola de Empresas de Jardinera). - AEPJP (Asociacin Espaola de Parques y Jardines Pblicos). - ASELIME (Asociacin de Empresas de Limpieza Tcnica Industrial Mecanizada). - ASELIP (Asociacin Empresarial de Limpieza Pblica). - ATEGRUS (Asociacin Tcnica para la Gestin de Residuos y Medio Ambiente). - CEPTA (Confederacin Empresarial de la Provincia de Tarragona). - ECOEMBES (Ecoembalajes Espaa). - FEAT (Federacin Empresarial de Autotransporte). - FIDA (Fundacin para la Investigacin y Desarrollo Ambiental). - Fundaci Frum Ambiental. - Gestora de Runes. -ISR (Club Espaol de los Residuos). - IZAITE (Asociacin de Empresas Vascas por la Sostenibilidad). - SIGFITO (Sistema Integrado de Gestin de Residuos de Productos Fitosanitarios).

www.ferrovial.es

Ferrovial cultivates many of its relationships within the sector, industries and competitors by actively participating in business or industry associations related to its fields of activity and interest. In 2009, Ferrovial was a member of the following organizations:

Toll Roads Canada: - International Bridge, Tunnel and Turnpike Association (IBTTA). - Canadian Council for Public-Private Partnerships (CCPPP). - The Toronto Board of Trade and The Ontario Chamber of Commerce. - The CD Howe Institute. Chile: - Asociacin de Concesionarios de Obras de Infraestructura Pblica A.G. (COPSA). - Cmara Chilena de la Construccin A.G. (CChC).

U.S.A.: - Inter Agency Group (IAG). - International Bridge, Tunnel and Turnpike Association (IBTTA). - St. Joseph County Chamber of Commerce.

United Kingdom: - The Association of Consulting and Engineering. - British Institute of Facilities Management.

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Photo: ETR 407, Toronto, Canada.

Ferrovial aims to be recognized across the world as an efficient and exemplary company noted for its commitment to sustainable development.

In the long term (2008-2012) Ferrovials environmental objectives are:

Strategy to fight climate change. The primary goal in this area is to improve energy efficiency and reduce greenhouse gas emissions in airport ground facilities. The goal is to reduce emissions by 15% from 1990 levels by 2010 and, in the second phase, achieve a 30% reduction by the year 2020. Gradual implementation of the Employee Mobility Plan in the rest of the Groups headquarters starting in 2010. Reduce the quantity of waste disposed of in landfills by 56 million m3 between 2005 and 2012 in the construction division. During 2009, the construction division reduced its landfill production by 10.8 million cubic meters. The total amount of material saved from landfill dumping since 2005 represents 92% of the total target.

Commitment Reduce the environmental impact of its activities. Maintain a precautionary approach that benefits the environment. Reduce the global carbon footprint of the Group. Lines of Action Promote the implementation of standardized environmental management systems in Ferrovials various lines of business, focusing primarily on the management of the environmental risks of its activities. Research and development of models for the rehabilitation of large-scale housing and urban renewal. Research and development of more sustainable mobility models. Anticipation and early adaptation to regulatory changes in environmental affairs.

Milestones in 2009 Launch of the procedure for calculating the global carbon footprint and its verification by an independent entity. Update of the corporate scorecard indicators. 2010-2011 Objectives Implementation of Employee Mobility Plan at central offices. Implementation of the strategy for reducing the carbon footprint of Ferrovial. Reduction of 15% in 2010 CO2 emissions at airports over the 1990 figures.

Environment
Emissions of greenhouse gases avoided by direct uptake of biogas (T CO2 eq.) Emissions of greenhouse gases avoided by triage activities (T CO2 eq.) Emissions of greenhouse gases (T CO2 eq.) (Scope 1 + Scope 2) Amount of electricity generated from bigas recovery (Gj) Amount of thermal energy generated from biogas recovery (Gj) Amount of electricity produced througth cogeneration through hazardous waste incineration (Gj) Reduction of waste sent to landfill (m3) Recovery in sorting plants (t)

2009
514,221 328,099 1,963,752 279,841 175,134 61,045 30,582,938 857,626

2008
526,267 361,105 n.s 321,464 118,168 66,082 13,108,962 880,427

2007
519,604 342,061 n.s 308,959 146,666 66,290 10,080,769 859,392

Chg 09-08
-2% -9% -13% 48% -8% 133% -3%

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house gas emissions, considered key elements of corporate public commitments. Closer collaboration with NGOs, authorities and regulatory bodies is also considered a key element.

UNESCO Chair for the Environment. For further information about the Environmental Performance Index please visit the Ferrovial website.

Services Division EPI

Environmental performance index (epi)

In order to evaluate the environmental performance of the construction sector in real time, Ferrovial created the Environmental Performance Index (EPI). This clear, concise graphic index compiles all information regarding the companys environmental management since late 1996. The EPI concept is unprecedented in the construction industry. The quantitative information provided makes it possible to analyze the causes of variations and make informed decisions in the area of environmental management. The index has been validated by the Rey Juan Carlos University and officially recognized by the Alfonso Martn Escudero

During 2009, following the validation of the mathematical algorithm by the UNESCO Chair at the Rey Juan Carlos University, the functional tests on the software application that supports EPI were completed. The software provides support both in the field and for environmental assessments and environmental risk estimates, and can also be used for consultation thanks to the implementation of remote access to obtain reports and listings with multiple filter options. The EPI figures can be calculated for the individual companies (Cespa, Eurolimp, Grupisa and Ferroser), or grouped and weighted to obtain an overall value for Ferrovial Servicios. The application is already in production for the loading of risk assessments and environmental risk estimates. The final review of the formulas after the final data load as well as the establishment of thresholds are still pending prior to full and open implementation of the system.

Photo: Sostenible Vehicle, Amey

Environmental policy
Ferrovials environmental policy is based on the Sustainability Policy that governs the entire Group, which is designed, enacted and supported by the organizations highest-ranking executives. Starting from the basis of this shared commitment, each department develops its own policy according to the risks and stakeholder demands of each business activity. In 2008, Ferrovial updated its Quality and Environmental Policy in an attempt to adapt it to the companys new profile and the new corporate risks derived from the acquisition of BAA. The new version features new aspects such as dialogue with stakeholders, ecoefficiency and the reduction of green-

Environmental performance index (epi) 2009

300 250 200 150 100 50 0 Jn Fb Mz Ap My Jn Jl Aug Sp Oc Nv Dc acceptable good excellent better bad

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Environmental goals and impacts

The analysis of the evolution of significant impacts is a key tool for setting targets. The evaluation of the environmental impact of integrated work showed an overall improvement compared to 2008 in waste management aspects. There as been major progress in the management of hazardous waste in building works and in the management of construction and demolition waste in civil works. As for the impacts that have worsened in 2009, it should be highlighted those related to water quality, including construction runoff, which has led to turbidity in streams largely due to the intensity of the rain during some periods. The remaining impacts are within the parameters of previous years, with slight improvements in those related to the generation of dust. The production centers establish their environmental goals annually in order to minimize their impact on the environment.

management and the reduction of dust and noise.

The construction division has an important goal to reduce the quantity of waste disposed in landfills by 56,000,000 m3 over the 2005-2012 period. In 2009, the construction division reduced its landfill production by 10.8 million m3. The total amount of material saved from landfill dumping since 2005 represents 92% of the total goal. In the last 4 years, 46,900,998 cubic meters of material were saved from landfill dumping. The generation of surplus soil from excavation is a typical impact of civil works. This soil is disposed of in specific landfills designated for this purpose with resulting associated impacts. In order to minimize the amount of soil destined to landfills the company has established a series of goals. The substantial decrease in the volumes managed during 2009 was due to the completion of major public works and tunnels.

Construction goals The percentage of works with environmental objectives increased from 80% in 2008 to 90.4% in 2009. The percentage of ongoing works with environmental goals held steady at the maximum level for the second year given that there is very little margin for improvement. The number of goals per project remained stable at 2.62 in 2009, in line with the average of 2.7 goals/project recorded in 2008. Project goals related to soil reuse continue to be a priority and also the increase of those related to the management of hazardous waste, noise and dust.

Evolution of compliance with objectives for landfill dumping of inert material 2005 - 2009
These goals are a key factor in the monitoring of environmental performance and ensure continuous improvement, making them a key tool in the design of the global strategic lines. The process of establishing and monitoring of environmental objectives involves every level of the company. Most of the objectives are designed to re duce raw material consumption, maximizing reuse and recycling and, in particular, reducing the emission of greenhouse gases. During 2009, new types of objectives were created related to hazardous waste
60,000,000 50,000,000 40,000,000 30,000,000 20,000,000 10,000,000
1,069,856 4,221,544 1,591,989 8,797,560 710,417 12,463,138 711,946 11,845,072 985,366 9,795,510 3,807,602 5,069,574 47,122,824

2005

2006

2007

2008

2009

TOTAL

m3 excess landfill reused m3 decline in excavation volume m3 remaining to reach objective

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Classification of production center goals by the impact to avoid.

Impact to avoid
Impact on wildlife habitats Impact on shores and river banks Impact on historical and artistic heritage Direct impact on ground cover

Associated goal
One month adaptation of the work plan to reduce impact on wildlife m2 reduction of impact on river banks m2 of archeological prospecting Protection units for trees adjacent to the work Units of reduction in tree cutting Units transplanted for trees and shrubs m2 reduction of impact on ground cover of interest

Units
Month m2 m2 Units Units Units m2 m.l. m2 m3 Units Units m2-m3 m3 Units m.l. m2 m2 m3 m2 m3 kg m3 m3 m3 m3 m3 n m3 ud m2

Direct impact on soil Alteration of water quality Alteration of noise levels Water consumption Air pollution (particulates)

m2 of use of existing tracks and roads for access m2 reduction in surface area affected by the work m3 of water treated with correction of pH to above legal limits Units Spots shielded for noise Units of low noise machinery Use of sprinkler irrigation m3 of water reused Unit increase in irrigation to stabilize work access m of road with reduced speed limits m2 of connection area for sprinkler irrigation m2 of shielding against dust dispersion

Construction and demolition waste pollution

m3 reuse / recycling of wood for different purposes m2 reuse / recycling of plastic m3 of use of recycled building material kg of reuse / recycling of metal for different purposes m3 of decrease in excavation volume m3 of concrete replaced "in situ" for prefabricated m3 of waste recycled offsite Units of arches and huts recycled as separators m3 of CDW recovered at the worksite

Hazardous waste pollution

Units monitored and controlled of subcontractors that generate HW m3 of HW reduced by minimizing generation Units of onsite lighting reused

Occupation of public roads

m2 reduction in impact on public roads

Goals relating to the use of recycled source materials.

Goals associated with the use of recycled source materials (Construction)
m3 of water reused m3 reuse / recycling of wood for different purposes m2 reuse / recycling of plastic m3 of use of recycled building material kg of reuse / recycling of metal for different purposes Units of arches and huts recycled as separators Units of on site lighting reused kg of paper reused and/or delivered to recyclers m3 topsoil reused m3 of reuse of excavation surplus

2009
46,754 72,882 6,376 390,591 4,819,512 61 295 13,945 285,259 6,673,999

Units
m3 m3 m2 m3 kg Units Units kg m3 m3

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Carbon footprint
Ferrovial believes that the best way to fight emissions is to eradicate the source. As the company improves its performance in this area, it has introduced an emission reduction project which starts by identifying and classifying emissions. In 2008, Ferrovial worked to identify all sources of emissions in the companys activities and in 2009 completed the procedure for calculating the global carbon footprint, which serves to consolidate the criteria for establishing the methodology for collecting data and calculating emissions. The calculation considers the shareholder sections of those contracts over which the company has operational control. The procedure also allows us to identify emissions by source, country and company, which is a key point when the establishing goals. The scope of the reporting requirements has been set to Scope 1 and Scope 2, although there are companies that already have Scope 3 data.

The new procedure sets 2009 emissions as the baseline and, using the same reporting approach and calculation methodology, enable us to compare the evolution of their emissions, both in absolute terms and relative to sales figures, to avoid the difficulties encountered in previous years. Throughout 2010 Ferrovial will provide more detailed information on the carbon footprint in the Environment section of the Ferrovial website. Once the reports are unified, it will be possible to track the evolution of the companys emissions and thus ensure the effectiveness of the measures introduced.

Co2 emissions

Total CO2 emissions by Ferrovial company (Scope 1 and 2)

CO2 equiv. tons CORPORATION CESPA SWISSPORT BAA AMEY CADAGUA CINTRA FASA FERROSER TOTAL 989 1,173,611 40,644 450,346 40,708 99,810 30,517 110,234 16,893 1,963,752

* The data published reflects that available as of February 2010. * Data do not include Tube Lines and Budimex. It is estimated that emissions from Tube Lines are below 2% because of its specific operating conditions, where energy consumption is for the municipality. The goal is to make the emissions available in future reports. * The BAA emissions do not include Gatwick following the disinvestment process undertaken in 2009.

Scope 1 includes direct emissions produced from sources owned or controlled by the company. They mainly derive from:

Fuel combustion in stationary equipment (boilers, furnaces, turbines...) Fuel combustion in vehicles owned or controlled by the company. Diffuse emissions. Emissions not associated with a determined emission point, such as biogas emissions from landfills.

In 2009, in addition to verification by an independent agency, the procedure and methodology for calculating the carbon footprint according to ISO 14064-1:2006 Greenhouse Gases. Specification with guidance at the organization level for quantification and reporting of greenhouse gas emissions and removals. The Carbon Footprint and other significant emissions of Ferrovial group companies worldwide have been verified.

Scope 2 includes emissions from electricity consumption purchased from other companies that produce or control the power. 87.2% of Cespa emissions correspond to the diffuse emissions (biogas) produced in landfills. Of the total diffuse emissions, 25.68% are generated in Cespa-owned landfills and the rest in landfills that are managed by the company but are not owned.

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Total Ferrovial CO2 emissions by country (Scope 1 and 2)

CO2 equiv. tons SPAIN UNITED KINGDOM OTHER TOTAL 1,312,233 513,278 138,241 1,963,752

Other indirect emissions (Scope 3)

The report on this category is optional and includes all other indirect emissions. These emissions are the result of the activities of the company but occur from sources that are not owned or controlled by it. For Amey, the calculation has considered emissions from freight transport, business travel and commuting. For BAA, the calculation of Scope 3 emissions considers aircraft landing and takeoff runway traffic, business travel, ve hicles operating on the runway, access to the airport by passengers and water and waste management.

26% United kingdom

2009
7% Other 67%

Spain
AMEY BAA

CO2 equiv. tons 9,102 2,424,069

Total Ferrovial CO2 emissions by source (Scope 1 and 2)

NO, SO and other significant emissions The emission of other gaseous pollutants is calculated based on fuel consumption:

11% Mobile 11% Stationary

Emissions from boilers.

NOx (Tn) 188

CO (Tn) 271

COVNM (Tn) 43

SOx (Tn) 29

Particulates (Tn) 34

2009
26% Electricity

52%

Diffuse

These emissions primarily come from burning natural gas, diesel, fuel, biomass and propane.

Motor vehicles

CO (Tn) 1,349

COVNM (Tn) 185

NOx (Tn) 823

Particulates (Tn) 108

These emissions come from the use of diesel, gasoline and LPG in motor vehicles.

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Photo: Enviroment resources Center. Castilla y Len. Valladolid. Spain

Mobile machinery used in construction CO (g/Kg) 56 COVNM (g/Kg) 18 NOx (g/Kg) 172 Particulates (g/Kg) 11

These emissions come from the use of diesel, fuel in mobile machinery used in construction.

Electricity

Emissions(t)
Primary source Total NOx 561.04 CO 226.94 COVNM 4.35 SOx 1,035.53 Particulates 43.16

The calculation considers the electric mix of each country.

Direct energy consumption itemized by primary sources

Fuels used in stationary and mobile sources

Primary energy source

Photo: Detail of fachade of the Enviromental Resource Center of Castilla y Len, Valladolid. Spain

TOTAL (GJ) 1,194,621 113,030 1,395,978 63,566 26,542 608,597 213,427 374 1,848 39 134,010 1 1,160 3,753,193

All companies Biomass Diesel Fuel Petrol GN LPG Propane TOTAL

Consumption (GJ) 41,112 3,009,858 86,182 317,898 2,367,974 2,813 69,141 5,894,979

coal gasoil gas biomass waste nuclear hydraulic geothermal PV solar thermal solar wind tidal other Total production

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Gases destroying the ozone layer (refrigerants)

Type of Refrigerant Company R22 R407C HFC 134a R404A R417a

BAA

Heathrow Aberdeen Glasgow Stansted Subtotal (Kg)

120.8 25 1 146.8

211 8

240.8 2

2.7 221.7 240.8 2

18 18

Company

R22

Corporation Subtotal (Kg)

71.1 71.1
R22 R407C HFC 134a R404A R417a

TOTAL (Kg)

217.9

221.7

240.8

Weight of the different refrigerants in Airports and the Corporation

Emissions reduction in Airports (BAA) The primary goal of BAA is to improve energy efficiency and reduce greenhouse gas emissions in airport ground facilities as well as Scope 3 emissions. In particular, accessibility to the airport, aircraft ground emissions and, finally, inflight emissions. For the latter case, BAA has been working very closely with airlines to publish the road carbon footprint roadmap for sustainable aviation. In addition, BAA is part of the Global Aviation Deal, which worked for an agreement in the aviation industry in Copenhagen.

2010 Heathrow Goals Publish Heathrows carbon footprint for 2009 and establish an emissions reduction program. Reduction of 1.4% in emissions over the 2009 figures. Emissions reduction in Amey Amey calculated its carbon footprint in early 2008 and established a target of reducing emissions 10% by the end of 2010. The efforts made allowed the company to reach this goal by the end of 2009 and Amey has expanded its goal to reduce its overall carbon footprint more than 10% by the end of 2010, measured in tons of CO2 emissions / million pounds of sales. Alliances for reducing the carbon footprint.

so the company will also join the 10:10 campaign.

Carbon Disclosure Project - Amey will form part of the CDP in the first quarter of 2010 This project was founded in 2000 with the aim of collecting and distributing high-quality information that would serve the various interest groups to take action to prevent climate change. Currently 2,500 organizations in 60 countries around the world measure and display their emissions data and strategies through the CDP. They serve as a means of providing information to investors, companies, politicians, government agencies, teachers and the general public to assist them in their decision-making. The CDP is a means used by local and national governments to engage their suppliers in the implementation of strategies to address the management of energy consumption and the emission of greenhouse gases,

Long-term objectives (2008-2012) The goal is to reduce emissions by 15% from 1990 levels by 2010 and, in the second phase, achieve a 30% reduction by the year 2020.

10:10 - This is a UK national initiative with the aim of reducing emissions in the country by 10% by 2010. Amey had already made its 10% goal public in 2008, but a growing number of companies and administrations have joined in a national campaign,

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allowing the governments to adapt to the associated risks, even through the supply chain, and adopt effective measures when needed. Several of the British administrations joined CDP and took Ameys participation as a member of their supply chain as a given, and, as members of the same project, counted on the companys participation when making decisions and on its responsibility as a public service provider.

EMISSIONS AVOIDED THROUGH POWER GENERATION

Energy produced through waste treatment 2009 Energy (GJ)

350,000 300,000 250,000 200,000 150,000 308,959

146,666

Platinum Green Awards 500 Tube Lines received the Platinum Green 500 Award for their commitment and constant struggle in reducing their emissions of greenhouse gases. These awards recognize the work of those organizations that have successfully implemented emission reduction methods. In this case, the company was particularly recognized for the transparency of its calculation methodology as well as consistency in developing initiatives that reduce its carbon footprint, covering various fields of action from resource savings, measures in the field of the mobility and minor improvements such as the renovation of gardening machinery, replacing traditional diesel machines for electric.

100,000 50,000 0 Amount of electricity produced (cogeneration) though hazardous waste incineration. Amount of electricity generated from biogas recovery. Amount of thermal energy generated from biogas recovery. 66,290

2009

2008

2007

Amount of electricity produced (cogeneration) though hazardous waste incineration Amount of electricity generated from biogas recovery Amount of thermal energy generated from biogas recovery

66,290

66,082

61,045

308,959 146,666

321,646 118,168

279,841 175,134

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Emissions reduction in Cespa In the field of waste management, the company follows a strategy based on recovery rather than elimination. Ferrovial is committed to investing in technology for the recovery and use of landfill biogas from waste decomposition to produce energy. This will reduce dependence on fossil fuels and the emissions from their combustion, avoiding emissions of methane, which have a greater effect on global warming than CO2 . The company has also incorporated technological improvements to reduce the amount of waste entering the landfill through the automation and optimization of selection or triage facilities, increasing the level of recycling as much as possible. Citizens have an important part to play in the success of the recycling process, which is why the company is carrying out different informative campaigns to promote understanding and awareness in the community.

Objectives 2010 Generally speaking, goals with long-term implications will be maintained and the actions contained in 2009 Program that have not been fully implemented during the year will be completed.

mobility measures (replacing trips with video and teleconferences, using less contaminating modes of transportation, etc.).

Increased number of company vehicles that run on alternative fuels. In those workplaces that in 2009 have registered more than 10% higher fuel consumption than in 2008, provide training sessions to promote fuel efficient driving and/or launch an awareness campaign aimed at reducing consumption. Meet the commitments arising from membership in the STOP CO2 Initiative Euskadi which is promoted by the Basque Government and, among others, include commitments to make an inventory and develop an Annual CO2 Management Plan for the companys major activities.

*(Some of the improvement actions proposed for 2010 have yet to be approved by the Cespa Steering Committee at the close of this report).
Particularly, the 2010 Program will include measures aimed at reducing greenhouse gases.

Increase of 2% over 2009 in avoided greenhouse gas emission thanks to biogas capture at landfill sites. Increase of 2% compared to 2009, electricity generation through biogas generated in landfills. Continue with the implementation of the ProBioGas Emission Project to search for waste materials as alternative absorbents in biogas cleaning filters. 10% reduction in CO2 emissions of the Quality and Environment Department thanks to business travel

- I Believe, Yes I believe in recycling. The Exhibit Campaign - First Prize for Environmental Journalism CESPA-APIA - Murcia Recycles Newsletter - Best Practices Office Manual

2005

2006

2007

2008

2009

UNITS

GHG avoided by the triage activity (CO2 equiv t.) GHG avoided by biogas capture (CO2 equiv t.)

260,061.00 510,595.00

240,208.00 483,291.00

328,099.00 514,090.00

361,105.00 526,267.00

342,061.00 519,604.00

CO2 equiv. tons CO2 equiv. tons

* Data for Spain

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Environmental sanctions
In 2009, a total amount of 25,959 euro was paid in environmental sanctions during the year. Ferrovial reports the effective sanctions in 2009 as well as from previous years, given that legal processes often take longer than a year. Consequently, the figures only include those sanctions that were made effective in 2009, not proposed fines. Significantly, out of the amount paid in 2009 for previous years, most correspond to the construction division. Although the annual number of penalties has declined significantly in recent years, there has been an increase in the sanction proposals that have become effective. Most referred to the administrative difficulties in licensing and quarrying loans. A significant event exists when there is a sanction arising from this cause. Therefore, in 2009 no source of water has been significantly affected by any collection or transport activity. As for accidental spills, a sanction was imposed for exceeding discharge limits into the sewer system following a fire at a hazardous material storage facility.

Water consumption
Total water consumption (6,115,196 cubic meters) increased slightly in 2009 over the previous year. It should be noted that data from the construction division that were not available in 2008 have been incorporated, adding a total 1,880,1515 cubic meters. Accordingly, on a comparable basis there has been a decrease in consumption.
Water consumption

bathroom sinks for passengers and catering services. Some of the most important water-saving measures in airports are:

Detecting and sealing leaks. Monitoring water consumption. Water-saving systems on cisterns and faucets. Collecting rainwater and well water.

Water m3 CADAGUA AMEY CESPA CINTRA BAA CONSTRUCTION FERROSER TUBELINES CORPORATION TOTAL 201,269 112,723 613,925 174,724 3,220,044 1,692,136 86,172 10,584 3,619 6,115,196

Many of the regular operations that require water, such as toilet flushes or irrigation, do not have to use drinking water. Heathrow Airports new Terminal 5 has two independent water supply systems that provide non-drinking water from wells or rainwater collection, thus reducing the public water supply demand by 70%. The rainwater collection system uses approximately 85% of all water captured, while the two wells that tap water from the aquifer in place since the construction of T5 are 150 meters deep. The two systems combined can provide an average flow of 55 liters per second of non-drinking water.

WASTEWATER

100% of the water reported corresponds to the public water system. BAA is by far the largest consumer of resources of all Ferrovial affiliates. The primary uses of water are aircraft maintenance and cleaning, clean water in public

Construction

2008-2009 sanctions

2009 2008 2007

25,959 87,855 117,437 216,386 64,607 38,961 210,989 93,723 586,100 136,676 85,258

2006 5,692 2005 25,445 2004 2003 2002

In 2009 industrial water treatment systems were installed for tunnel water from 25 worksites. This water has settleable solids, suspended solids and generally basic pH. The basic treatment system consists of a coarse separator (settleable solids) and a settling pond for the removal of suspended solids. When the load of solids is very high and it has very slow rate of sedimentation, a flocculant or coagulant is added to improve the settling action. As for the pH correction, almost all systems have a continuous pH meter that is associated with a hydrochloric acid dis-

Data publish in Report 2008 Sanctions from 2009 and previous years paid in 2009

100000 200000 300000 400000 500000 600000

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penser, although the company begun to use carbon dioxide bubbler to correct the pH level without the problems associated with using acid. All basins monitor the discharge indicators, generally suspended solids, pH, conductivity, oils and fats and, in some cases, several additional parameters of little use for such discharges as COD, coliforms, metals. The water quality controls are performed in all cases. The volume of treated water in these cases is not accounted for, given that they are temporary facilities and do not have continuous counters.

Saving water Saving water has become a top priority, not only at the corporate level but also at the level of national and EU policies. Water-saving management is carried out in three ways:

pH correction, the water can be used in irrigation of roads, preventing dust, wash basins and, where possible, in the actual manufacture of concrete. It thus reduces water consumption by an annual volume of 46,754 cubic meters. In the water treatment area, tertiary refining treatment improves water quality, which is mainly reused for irrigation, process water or washdown water (15,363,136 m3 in 2009). The British subsidiary Tube Lines collects rainwater for cleaning trains at the Cockfosters Yard. In 2009 about 930 m3 was used for this purpose, which represents a savings of 80% of water in cleaning the trains on the Piccadilly line. The company was awarded the 2009 Green Business Award for this practice.

Efficient water use in production activities. Installing low-flow devices when constructing buildings and homes. Water-saving programs at main offices.

Cespa Leachate from landfills is collected in ponds designed for this purpose and subjected to purification treatment at the same landfill or at an external treatment plant.
The volume of leachate collected and treated in 2009 amounts to 410,431 cubic meters in Spain and 24,765 cubic meters in Portugal.

One of the measures introduced is the reuse of water, primarily in construction, water treatment and urban services. The management of drinking water demand and efficiency is a top priority both in Spain and in Europe. Some public authorities choose to reuse purified wastewater for irrigating municipal parks and gardens and street cleaning, which comes from the Wastewater Regeneration Stations. The services provided by CESPA to the Municipal Government of Madrid in 2009 made use of 744,940 m3 of this treated water. In the construction area, the reused water comes mainly from the water generated in situ concrete plants and tunnel effluent. After being subjected to decantation and

Energy efficiency
Although Ferrovials activities are not governed by the Emissions Trading scheme, years ago the company began introducing strategies to reduce greenhouse gas emissions (GHG). The aim is to introduce less contaminating processes and anticipate future regulations that may apply to the Groups activities, particularly in the areas of waste management and air traffic. Within the framework of Ferrovials strategy against Climate Change, energy efficiency is the key. The company with the greatest impact in terms of energy consumption is BAA, which owns 7 airports in the United Kingdom and manages several international airports. The complexity of this business is rooted in the variety of activities carried out in airports, ranging from security and shopping to strategy and investments,

Cadagua The Groups water treatment company in 2009, treated the following volume of water:

WWTP FLOW TREATED WWTPi FLOW TREATED DRINKING WATER FLOW TREATED DESALINATION FACILITY Inflow DESALINATION FACILITY FLOW TREATED

m3 m3 m3 m3 m3

135,816,636 2,937,422 1,240,664 122,286,124 51,063,625

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which requires collaboration with many different kinds of organizations. Two fundamental impacts deriving from airport activities are directly related to climate change: emissions generated by energy consumption in airport facilities, and emissions generated by air traffic and ground vehicles coming and going from the airport. BAA tries to minimize the emissions of those activities which it can directly influence those related to ground facilities. Other aspects associated with air or ground traffic would require the intervention and participation of other organizations. The construction of the new Heathrow East terminal will be a wonderful opportunity to improve upon all of the factors that play a role in achieving efficiency by getting involved at the planning stage. The building of this new terminal has introduced new challenges in terms of energy efficiency and the responsible use of resources. The primary goal in this area is to cut CO2 emissions by 40%. Half of that reduction will be achieved by using renewable energy sources.

Energy strategy in BAA Design phase (Be lean) o Control the presence of natural light to cut back on artificial lighting needs. Provide good winter insulation to minimize heating costs and avoid the accumulation of sunshine in summer to cut back on air conditioning. o Use of awnings to avoid heating by solar radiation and excessive sunlight. o Reduce water consumption in air conditioning by using an aquifer to supply water and taking advantage of its natural cooling properties. This would cut back on both energy and water use for air conditioning. o Reuse ventilation heat using exchanges that transfer the heat generated inside buildings to the ventilation systems in order to minimize emissions produced by heating equipment. Generating and consuming clean energy produced at the airport (Be clean) o Generate energy from biomass in a gasification plant that generates gas from biomass waste collected at Heathrow Airport. o Produce photovoltaic energy using solar panels on the terminals roof. o Reuse wastewater for sanitation and air conditioning. Using clean energy sources (Be green) o Use renewable energy sources (such as wind turbines). o Plan to install more photovoltaic panels in the future.

Energy strategy in Amey Over the course of 2008 and thanks to the installation of energy optimization systems and other measures, this company managed to reduce energy consumption in the Sherard Building by over 10%. The installation of a specific device in the Amey offices within this same building resulted in an average savings of 14.13%, the equivalent of an annual savings of 48 tonnes of CO2.

Carbon Reduction Commitment (CRC Energy Efficiency Scheme): In April 2010 the UK launched its fist mandatory carbon trading scheme: The Carbon Reduction Commitment (recently renamed the CRC Energy Efficiency Scheme) While this new system does not formally enter into force until April 2010, Amey must be prepared to meet all legal requirements to participate in this scheme. For now, progress has been made in identifying responsibilities for the identification of the Ferrovials UK subsidiaries that will be considered relevant subsidiaries. To ensure legal compliance, the company has invested time in identifying the overall structure of the organization in order to calculate the total consumption and report at least 90% of total emissions. The organization must determine if consumption exceeds the threshold of 6,000 MWh, over which participation in the system is compulsory. Another project is underway to consolidate energy supply to unify the electricity supplier.

Electric energy consumed

GJ CADAGUA CESPA CINTRA CONSTRUCTION FERROSER GROUP AMEY BAA TOTAL 475,673 143,133 207,395 518,128 27,044 6,315 57,745 2,317,760 3,753,193

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As part of the commitment, Amey must provide supporting evidence for all data reported.

Since November 2009 all of the Amey business centers are powered by renewable energy sources

for heating and air conditioning, lighting, ventilation and the other most significant equipment of the building, analyzing them and making recommendations for improvements to reduce energy consumption, while always maintaining appropriate levels of comfort and wellness within the buildings. The establishment of the measures to implement not only takes into account the technologies and equipment that can be used in each case, but also those behaviors that promote better use of the facilities and equipment, actively involving the personnel in the building. The goal is to reduce electricity consumption between 2009 and 2011 to a level representing a savings of 55% over 2008 levels. Various energy-saving measures were initiated in 2009, such as the optimization of operations at the DPC, adjustment of ope rating hours for heating, air conditioning and lighting, adjustment of temperatures, etc. to better conform to the real needs of the building, which has resulted in a savings of 47.75%.

Sludge treatment
Filtered sludge or biosolids are a by-product of wastewater treatment that constitutes a valuable resource due to its high levels of organic material and essential plant nutrients. The dehydration process significantly reduces the weight and volume of the sludge without compromising its basic properties, thereby increasing the possibilities of reuse. Cadagua is the Group company specialized in water treatment. The drying of dehydrated sludge passed through filters is associated with an energy cogeneration process. In 2009, Cadagua generated 114,179,837.60 kWh of power. The thermal drying of mud involves applying heat to evaporate most of the water mixed in with the sludge. In the plants run by Cadagua, energy cogeneration is achieved by using natural gas in motor-generators, turbo-generators or Centidry. This cogeneration produces mechanical and thermal energy from the natural gas. Cogeneration in urban wastewater filtering plants offers both econo mic and environmental benefits. This process produces electrical energy, reducing operating costs and generating heat, and through thermal drying this yields a product: dry granulated biosolids with a significantly reduced volume of granular particles, highly sanitized and potentially usable. Cadagua owns the largest Thermal Sludge Drying Plant in Europe, located in Madrid and processing 300,000 tons per year. During 2009 Cadaguas thermal drying plants in Spain treated 197,062,740 kilos of dehydrated filtered sludge and obtained 41,491,400 kilos of sludge granules.

Energy strategy in Corporation An energy audit was performed at the main offices of the Corporation to identify potential energy saving opportunities. The energy audit is an analysis of the situation of a building that provides information on the methods used to operate the building, the level of energy use, the functioning of power systems and facilities and the state of the components, the energy consumed thereby and the associated costs. In short, it allows us to know where, how and what energy is used in a building. The energy audit is an analysis of the situation of a building that provides information on the methods used to operate the building, the level of energy use, the functioning of power systems and facilities and the state of the components, the energy consumed thereby and the associated costs. In short, it allows us to know where, how and what energy is used in a building. The audit includes the collection of data on energy-consuming equipment

Between 2010 and 2011, the company will implement other measures that will obtain a savings of 15% over the consumption levels of 2009

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Raw materials
The construction division is the business area responsible for the bulk of the materials purchased. Ferrovial believes that the materiality of a given indicator lies in the ability to manage it and does not consider the amount of certain products and raw materials consumed in the construction division to be material. This is given because this consumption depends primarily on the type and number of projects contracted. Neither the type (design) nor the amount are generally the responsibility of Ferrovial, so monitoring these indicators does not add anything to the environmental performance or management of the group. The amount of materials consumed depends entirely on factors beyond the control of Ferrovial, although the company makes an extra effort with the origin of wood and paper (as a derivative) given the supreme importance that confirming the origin of these materials has for the image and reputation of Ferrovial. In some cases there may be margin for minimizing the use of certain materials and the company has full capacity to decide on the specifications for each product.

Electricity generated from sludge treatment CADAGUA

120,000,000 100,000,000 80,000,000 60,000,000 40,000,000 20,000,000 0 WWTP 6,011,047 Electricity generated (Kwh)

Thermal drying 119,528,632

Percentage of paper buyed

Volume of paper bought (Kg)

Company

% FSC Weight (Kg)

% Recycled weight (Kg)

Amey BAA Cadagua Cespa Cintra Ferroser Corporation Construction Swissport Tubelines TOTAL %

237,362 127,278 4,000 156,820 148,108 17,464 17,257 99,764 752,323 30,000 1,590,376 100

32,044 111,877 100 0 0 0 0 0 25,579 0 169,600 11

112,984 13,746 0 31,364 0 16,877 0 0 0 30,000 204,971 13

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Waste management
The waste management policy shared by all companies in the Group is based on a minimization of waste production, proper waste management and an emphasis on recovery, reuse and recycling. Cespa is the company specialized in offering environmental services (road cleaning, maintenance and creation of green areas), and waste management and treatment in Spain and Portugal. The main lines of action pursued in recent years can be summed up as follows:

and trying to extend these good practices to the other companies operating in the Groups airports. The goals for 2020 are:

Zero landfill waste. 70% of airport waste recycled. 90% recycling rate for construction activities.

Airport recycling goals

Photo: Waste management, Planalto Beirao. Portugal

Total waste in 2009 (Tn)

Recycled waste in 2009 (Tn)

Recycled waste (%)

2009 Goals

2010 Goals

Degasification of landfills and harvesting electrical energy from the biogas collected. Improved level of waste reuse thanks to new technologies. Introduction of clean vehicles in contract bids presented. Inclusion of green purchase criteria in the supplier selection process.

Heathrow Airports (Except Heathrow) BAA (TOTAL)

26,331 8,939 35,270

10,731 2,910 13,641

41 33 39

45% * -

50% * 40%

* The recycling targets are different for each airport in accordance with their characteristics.

Waste management in BAA BAA airports generate around 56,000 tons of waste each year. Most are produced by companies operating in there facilities: shops, aircraft maintenance and handling firms and the cleaning of aircraft, without considering that produced by the construction and restoration projects. The goal is to reduce the amount of waste sent to landfills by promoting recycling

During 2009 there was an increase in the average annual rate of recycled material in airports compared to 2008 data. In 2009, the sorting and recycling facilities at Heathrow airport were damaged by fire and the recycling rate was lower than expected due to the decrease in this activity during the time taken to remedy the problem.

Waste classification project at Heathrow This aim of this project at Heathrow Airport to analyze the amount of each type of waste generated and their origin. For example, organic waste comes mainly from terminal facilities, while most of the paper waste is from the aircraft. This data lead us to the conclusion that over 60% of waste from the aircraft could be recycled as dry waste, compared with 30-35% of the waste generated by the terminal facilities.

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It is estimated that the waste generated annually at Heathrow as a direct or indirect result of airport operations totals around 103,587 tons. More than 50% comes from aircraft catering and only 28% comes from activities directly managed by BAA. The crisis in the United Kingdom has had a significant influence on the results studied, especially in the last quarter of 2008 and the first quarter of 2009. As part of this project the airport has designed a model to predict waste generation in different scenarios based on certain key indicators in order to facilitate waste management planning at the airport.

Volume of hazardous wastes

350,000 300,000 250,000 200,000 150,000 100,000 50,000 0

40,534 2,006 2,855 104,368 261,110

329,107 266,100

TOTAL: 1,006,080 Cintra BAA (Heathrow) Fasa Ferroser

Cadagua

Amey

Hazardous waste treatment Cepsa is the Group company engaged, among other things, in hazardous waste treatment. In 2009, 224,628 tons were treated. The sources and destinations of all of this waste are within Spain.

* Treated waste produced by the company.

Hazardous waste treatment

Number of hazardous waste treatment centers Number of hospital waste treatment centers * Tons of hazardous waste received and managed Volume of contaminated soil treated Tons of contaminated soil treated CO2 emissions by direct measurement from Hazardous Waste Incineration CO2 emissions by direct measurement from Hazardous Waste Management Amount of electricity produced (cogeneration) though hazardous waste incineration Electrical energy produced by incineration of hazardous waste Total tonnage (from all Hazardous waste treatment sites) recovered as a substitute fuel for cement production Ton of oil equivalent (TOE) recovered from Hazardous Waste for co-incineration in cement production and others
* Not all medical waste is dangerous, but all are treated in an autoclave

Cespa

Units Units Tn
m3

9 6 plants + 1 CRT 224.628 50.000 45.000 36.647 4.250 66.290 33.846 14.587

Tn CO2 equiv. tons CO2 equiv. tons GJ GJ T TOE

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Family 1

Code
10505

Description
Oil-containing drilling muds and wastes

Weight (kg)

Company

TOTAL (Kg)

WASTE FROM PROSPECTING, MINING AND QUARRIES 21,986 1,806,800 Cintra Construction 1,828,800

WASTE FROM PETROLEUM REFINING AND NATURAL GAS PURIFICATION 50699 Wastes not otherwise specified 5,640 Construction 5,640

WASTES FROM THE MANUFACTURE, DISTRIBUTION AND USE OF PAINTS, INKS, VARNISH 80111 Waste from paint and varnish containing organic solvents or other dangerous substances 18,482 Ferroser 18,482

WASTE FROM THE PHYSICAL AND MECHANICAL TREATMENT OF METAL AND PLASTIC 120113 Welding wastes 50 Construction 50

WASTE FROM OILS AND LIQUID FUELS 1302 Waste from motor oil, mechanical transmissions and lubrication 23,684 5,000 18,444 175,295 8,141 Cadagua Cespa Cintra Construction Ferroser 230,564

WASTE FROM ORGANIC SOLVENTS, REFRIGERANTS AND PROPELLANTS Organic aerosols 15,314 140602 Other halogenated solvents and solvent mixes 1,146 Construction 1,146 Construction 15,314

WASTE FROM PACKAGING; ABSORBENT AND FILTRATION MATERIALS 1502 Absorbents, filter materials, wiping cloths, protective clothing 74,272 8,019 11,171 Cintra Construction Ferroser 93,462

UNSPECIFIED VEHICLES WASTE AND DERIVATIVES 160213 1606 160601 Discarded equipment containing hazardous components 8,122 Batteries and accumulators 9 Lead batteries 4,726 4,948 160103 Used tires 159,408 26,620 28,424 160107 Oil Filters 733 5,671 160114 Antifreeze fluids containing dangerous substances 400 Construction 400 Cintra Construction 6,404 Cintra Construction Ferroser 214,452 Cintra Construction 9,674 Ferroser 9 Ferroser 8,122

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160708

Wastes containing oil

21,986 40,029 4,820 Construction Ferroser Cintra Construction Ferroser Construction 146,082 1,015,427 66,835

160708

Wastes containing oil (containers) 1,233 16,039 128,810

1706

Insulation materials and building materials containing asbestos 1,015,427

WASTE FROM WATER TREATMENT FACILITIES 190702 190810 Antifreeze fluids containing dangerous substances 5,820 Mixtures of fats and oils from the separation of water and oily substances 31,510 Ferroser 31,510 Ferroser 5,820

HOUSEHOLD AND SIMILAR WASTE 200121 Fluorescent tubes and other mercury containing waste 1,418 59 4,299 Cintra Cespa Ferroser 5,776

Family 19

Code
190805

Description
Sludge from treatment of urban waste water (m3)

Vol. (m3)

Company

TOTAL (m3)

WASTE FROM WATER TREATMENT FACILITIES

83,632,024 31 662,208

Cadagua Cespa Cintra 84,294,263

Family 8

Code

Description

Vol. (units)

Company

TOTAL (units)

WASTES FROM THE MANUFACTURE, DISTRIBUTION AND USE OF PAINTS, INKS, VARNISH 80317 Waste from printer toner cartridges containing dangerous substances 301 units. Construction 301 units.

Urban waste

Total urban waste Ferrovial

4,000,000 3,500,000 3,000,000 2,500,000 2,000,000 1,500,000 1,000,000 500,000 0 42,659 172,821 TOTAL: 7,516 Tn. 3,686,266 Wood (Kg) Vegetable matter (Kg) Urban and similar (Kg) Glass (Kg) Scrap metal (Kg)

3,614,080

202

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Recycling

METAL CUTTINGS (Kg)

PAPER AND CARDBOARD (Kg)

PLASTICS (Kg)

WOOD (kg)

CADAGUA AMEY CESPA CINTRA BAA CONSTRUCTION TUBE LINES FERROSER

6,350 279,280 798,270 48,990 2,483,017 120,056 3,735,963

12,231.0 49,320 17,955 151,520 3,128,680 221,605 2,090,000 377,979 6,049,290

10,699 15,530 648 29,250 4,176,800 53,006 559 4,286,492 2,289,463 2,289,463

* Data from recycled material at Heathrow airport do not include the materials recycled at the recycling facilities (ND) so the final amount would be significantly higher.

Resource conservation
Ferrovial believes that the most important impact of its activity is the emission of greenhouse gases and the effect on natural systems and biodiversity. The Group supports initiatives that aim to improve certain ecosystems in the areas affected by its construction, concession or operating activities. Ferrovial maintains that the best way to carry out these projects is by collaborating with experts in each specific field.

lly friendly civil engineering project. The usual good practices of environmental management have been enhanced by a collaboration agreement with the Brown Bear Foundation for a close monitoring of the projects effects on this species, made necessary by the fact that the Raadoiro region is the natural habitat of this and other emblematic species. The brown bear population living in the Cantabrian Mountain Range features genetic traits that differentiate it from other bear populations, making it unique in the world. Consequently, these brown bears are considered especially interesting and valuable from a zoological and conservationist perspective. The Cantabrian brown bear is one of the smallest and most endangered bear species in the world, with between 105 and 130 living specimens. The Cantabrian bear needs a large territory to survive because it relies on a wide variety of habitats in which to find food and shelter.

Ferrovial Agromn and the Principality of Asturias, aware of the importance of preserving the brown bear habitat, sought out the Brown Bear Foundation in order to sign the aforementioned collaboration agreement. The primary goal of this collaboration between the foundation and Ferrovial Agromn is to make sure that human activities do not affect the fauna populations in the area. However, once monitoring activities commenced, new technically viable environmental improvements were introduced to take the initiative one step further, such as:

Brown bear protection The Raadoiro Tunnel works, the construction of which is being supervised by Ferrovial Agromn, is an environmenta-

Using removed earth to fill degraded areas and partially recover the lands original contours instead of creating a new dumping ground, and restoring quarries still in operation. Reducing the impact of clearing vegetation at the tunnel mouths and adapting blasting activities to minimize impact on fauna.

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Minimizing the number of access routes to the construction site. Minimizing the effects of overpasses on riverbeds and banks. Optimizing the restoration of spaces not affected by construction activity by way of compensation. The restored areas have been adapted to meet the real needs of the brown bear and wood grouse populations.

The more mature trees are retained and are an important refuge for bats. The maintenance of reedbeds in balance implies a positive marginal effect on overall water quality. An herbaceous area identified as an area of high ecological value (threatened by the construction of the M25 for T5) has been transplanted. These plants were taken to an area away from construction work and will remain intact for the management of its biological wealth. This area is known as Orchard Farm and is home to an extremely rare species of plant in London, the water avens.

Selective logging project in the Causeway Nature Reserve (Heathrow) Selective logging is a traditional form of forest management that allows for the sustainable exploitation of resources. It has become an important way to maintain biodiversity in forests, allowing different areas to maintain species at different stages of growth, which has generated a greater variety of bird species, invertebrates and plants. The selective logging carried out in the Causeway Nature Reserve (CNR) (part of the Heathrows Eastern Balancing reserve) took place on the shore of the reservoir. This will allow a higher incidence of solar radiation to penetrate the top layers of the shore, which will increase the amount of aquatic vegetation, facilitating the extension of the reeds. Reedbeds are important wetland ecosystems in England and have experienced a significant decline, particularly in London. Heathrow is a member of the London Biodiversity Partnerships Reedbed Habitat Action Plan, which promotes the extension of reedbeds in the area. The Causeway Nature Reserve is an important part of the River Crane gallery forest and the project does not only benefit the area, but all of the local fauna.

Biodiversity Benchmark Since 2008 Heathrow has held the Biodiversity seal awarded by the Royal Society of Wildlife Trusts. This seal is recognized as a rigorous certification, which enables UK institutions to demonstrate the quality of the management of their land, improve their contribution to the environment and reaffirm their commitment to the conservation of biodiversity. In this case, it honors the management of land owned outside Heathrow Airport.
Photo: Causeway Natural Reserve, Heathrow. UK

Photo: Water Avens

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Climate change monitoring in the Spanish National Parks network Ferrovial participates in this project made possible by a collaboration agreement signed by the Independent Agency of Natural Parks, the Secretary-General for the Prevention of Pollution and Climate Change of Spains Ministry of the Environment, the National Meteorological Agency and the Biodiversity Foundation. In September 2008, a collaboration agreement was signed by the Biodiversity Foundation and Ferrovial-Agromn, through which Ferrovial participates in the Climate Change project in collaboration with the Independent Agency of National Parks, the former Secretary-General for the Prevention of Pollution and Climate Change (currently Secretary of State in charge of the Spanish Office of Climate Change) and the National Meteorological Agency. The program has an initial duration of three years. The end goal of this project is to create a network of meteorological stations for the long-term study of weather and biodiversity indicators to track to effects of climate change on the natural parks and, by extension, on the environment. The National Parks have a very low anthropogenic influence, facilitating the correlation of the evolution of the variable ecosystems with the weather trend in the context of climate change. The findings of this project can shed light on the consequences and impacts of various climate scenarios over the medium and long term. This program involves the creation of a network of multi-parameter meteorological stations (17 on land and one oceanographic buoy) in three national parks (Picos de Europa, Sierra Nevada and the Cabrera archipelago) that will record a

series of measurements (standardized according to international climate change monitoring systems) and key biological indicators. The anticipated results of this agreement are:

Segarra-Garrigues Canal, Section IV management Agromn Ferrovial was awarded, along with Copcisa and Construcciones Marco, a contract for the construction of section IV of the Segarra-Garrigues Canal Project. The Segarra-Garrigues Canal, located in the province of Lerida, originates at the Rialb dam on the Segre river and ends after a journey of 85 kilometers at the Albags reservoir in the Noguera district. The 21 km corresponding to section IV run through the municipalities of Trrega, Verd, San Mart de Riucorb and Mald. This project is part of the transport and regulation network and is one of the actions for the irrigation of about 70,150 ha in the La Noguera, Segarra, Pla dUrgell, Urgell and Garrigues Segri districts. Both in the drafting of the project and the execution of works for section IV pay special attention to the avoidance of possible impacts on the steppe habitats protection and conservation area of Segarra-Noguera, which has been proposed as what is know as ZEPA (Special Bird Protection Area) by the regional government of Catalonia. It should be noted that none of the planned works invade the territory of this space, given that the canal runs along the western edge. The most representative species of this SPA are the bustard, the bittern, marsh harrier and lesser kestrel. The most important areas for the movement of wildlife in the area correspond to the main channels and valleys intercepted by the canal, such as Fond del Porcell and Marquesas and the Corb and Cercavins river valleys. From the point of view of existing vegetation, the most relevant areas are the riparian vegetation formations existing in the main channels of the environment and

The creation and maintenance of a database containing the different meteorological and biological parameters to be measured within the Climate Change Monitoring Program of the National Parks Network. During 2009, the installation and commissioning of the stations was completed, and the collection of data has begun. The development of R&D joint ventures between the various agencies and entities participating in the agreement. The collaboration and coordination framework for the development of these projects was established in 2009. To date, nine research projects have been funded led by leading research teams from universities, the CSIC and other institutions. The organization and compilation of all data in an electronic format that can be accessed by the general public and particularly by researchers. In 2009 a web tool was completed and put into production that allows public access to all information generated by the Network This information is available at:

http://reddeparquesnacionales.mma. es/parques/rcg/index.htm

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the sparse pine and oak forests (forest islands) that are in the area. Rounding out the flora of the area there is the replace ment scrubland (kermes, rosemary ononido-rosmarinetea and holly) that sit on the slopes and areas that are less favored for cultivation. Archaeological and ethnographic sites have been detected in various channel environments, the most sensitive located in the town of Verd (La Coma paleontological site) and San Marti de Mald (La Fogonussa 3, and La Fogonussa 4).

resulted in the replacement of three cross drainage works adapted for three specific wildlife overpasses. These new structures have been located on the slopes of the valleys identified as wildlife corridors in the Environmental Impact Study, which coincide with the regions where there is natural vegetation rather than agricultural land on which original drainage had been designed. - Development of a detailed study on the visual impact of Corb River Aqueduct in order to study the feasibility of replacing it with a siphon to completely eliminate the landscape impact that the aqueduct would generate in this unique valley and without implying an undesirable impact on the hydrogeological medium. - Archeological excavations in the vicinity of the Porcell stream bed and detailed studies on the ethnographic heritage of the region.

Other initiatives

The British subsidiary Tube Lines received special recognition with the award of the Green Business Awards 2009 in the category of Biodiversity Protection for its work in protecting and enhancing habitats and species in the UK. Also in 2009, Tube Lines was the first train operator to eradicate the weed (allopia japonica spp) from the train tracks using an innovative ecological product. This product was applied over 150 km of embankments and crossings that have already been cleared of this invasive species. Tube Lines has successfully tested a new product for cleaning oil spills based on a natural product made with beeswax. Water cannot enter, but the grease is absorbed. The resulting product is treated as a hazardous waste but significantly reduces the final volume of waste generated.

Photo: Arqueological works in the IV section

The actions carried out by Ferrovial Agromn in 2009 include: - Drafting of the document Worksite Environmental Management Plan and environmental monitoring work. - Making a proposal for improving wildlife permeability of the channel, which has

Photo: Etnology heritage works

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Mobility
All reports about climate change show the important contribution of the transport sector to global warming. Statistics referring to personal mobility correspond to 23% of total emissions and 14% of natural resources use. Moreover, 58% of the total emissions generated by transport sector come from personal mobility. Specifically, 40% of the greenhouse gas emissions produced by Heathrow Airport in London can be traced back to ground vehicle traffic coming and going from the airport. It is obvious that a significant part of the environmental impact of these facilities depends on the habits of users. In 2008, Ferrovial introduced a Mobility Plan to improve the efficiency of personal modes of transportation used by its employees, suppliers and customers. The project, as part of larger efforts to fight climate change, will gradually gain momentum in collaboration with the Mobility Foundation created by the Municipal Government of Madrid. At the first stage, the main goals will be: To reduce commutes to work in private vehicles by providing alternative modes of transportation. To create tools to measure the ecological footprint of company mobility. To develop a pilot project capable of ve rifying the validity of the method agreed upon by both parties. Once these goals have been achieved, the scope of action will gradually expand to include all of the aforementioned groups. The ultimate objective is to accurately

measure the impact of mobility actions associated with the company in terms of emissions, reduce these emissions as much as possible by implementing certain tools, and finally offset this impact through different preventive and compensatory measures During 2010 a Mobility Plan will be implemented at the Corporations headquarters, which will subsequently be replicable to other sites of the Group.

Evolution of the fleet of company cars powered by alternative energies in Cespa Spain.

Year

Percentage of company vehicles powered by alternative fuels

2009 2008 2007 2006 2005 2004 2003

5.36 2.67 2.28 2.51 1.57 1.66 1.57

Mobility in Cespa Objectives

Reduce CO2 emissions associated with the movement of personnel and Quality and Environment Department by 10% from the 2009 figures. Fulfillment of 2009 goals This goal was established in 2009 and resulted in a reduction of 54%.

The fuel used is biodiesel, natural gas, liquefied natural gas, electric and bimodal.

Pilot mobility plan Cespa has developed a Pilot Mobility Plan that is currently in force at its offices in Albarracn, Madrid, and which the company intends to introduce at all other Cespa facilities in the future. More information visit:

In those workplaces that in 2009 have registered more than 10% higher fuel consumption than in 2008, provide training sessions to promote fuel-efficient driving and/or launch an awareness campaign aimed at reducing consumption. Fulfillment of 2009 goals - In those workplaces that had a higher fuel consumption in 2008 were given training to promote efficient driving and/ or awareness campaigns aimed at reducing consumption. The sites with higher consumption were identified and employees received training in cost-efficient driving techniques. An updated Efficient Driving Manual was also produced and distributed over the Intranet.

http://www.cespa.es/index. php?orden=7

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Devise new tools for measuring the CO2 emissions for contractors to detect their impact on the environment. Collaborate with the supply chain to reduce the emissions from their operations. Increased use of videoconferencing.

Projects implemented Videoconferencing: The company has saved 19.3 tons of CO2 by holding 106 videoconferences.

Mobility in Amey Over recent years, the logistics department of Amey has taken a proactive role in the area of mobility to reduce the environmental impact of its activities. Amey highlights such initiatives as:

Introduction of fully electric cars like the MODEC van and SmartEd. Research and testing of the latest models of Hydrogen and Compressed Natural Gas vehicles. Training in green driving for employees who travel long distances by car. Include speed governors on passenger vehicles and continue investing in new vehicle modifications.

National car-sharing database: Amey employees can access a database to find a rides going in the same direction. Incorporation of telematic equipment for the optimization of routes and vehicle efficiency. ECU Vehicle Tuning Systems: This system programs the cars performance based on the conditions of torque, power, reduced emissions, etc. It is estimated that this measure will provide fuel-cost savings of between 14% and 18%.

Review of the company car policy and fuel consumption in order to eliminate company cars with high emissions. Introduction of more environmentally friendly company cars, such as the Honda Civic and Toyota Prius with hybrid engines.

Driving habits
Speed governors Driving courses Driver awareness

Better vehicles
Hybrid and electric cars Eco-efficient cars Euro 5 standard cars Dust reduction systems

Reduce driving
Videoconferencing Car sharing Public transportation to offices

Carbon offsetting
One tree for each car rented Educate and inform the public

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Company cars: Company cars are tailored to the needs of the employees while attempting to achieve the best possible environmental performance. But the commitment goes even further and aims to reduce the average CO2 emissions from 140 g/km to 120 g/km in 2012 (already in 2009 about 9% of the vehicles had emission below this threshold.) Through the ECO2nomy Driving initiative, employees are instructed in efficient driving techniques. Currently, cars supplied by the company are equipped with at least high efficiency Euro 4 standard engines with a capacity of less than 2,500 cc. and all less than six years old. Also, Amey provides its contractors with a fleet of cars to carry out their activities, allowing them to choose among diesel fuel, hybrid or LPG. Amey would highlight four Smart electric vehicles that can travel 72 miles (115 kilometers) before recharging their batteries and an electric Mini Bus capable of traveling up to 100 miles (160 kilometers) with an average speed of 80 km / h. Commercial Vehicles: Actively collaborate with manufacturers to build a fleet of light commercial cars and trucks, equipped with high efficiency diesel engines and speed governors to reduce emissions. Ferrovial takes into account the entire life cycle of the vehicle, from the local manufacture, engine efficiency and car recyclables. MODEC electric vehicles: Investigate the latest technologies in environmentally friendly automobiles. The features offered by the MODEC model are excellent, zero CO2 emissions, local manufacture (transport has little impact) and it is 95% recyclable at the end of its useful life. It is also

noiseless; there is no need to pay service fees and it requires no drivers license. It has received an award for Innovation in the EST Fleet (Energy Saving Trust). Compressed Natural Gas Vehicles: although they do emit greenhouse gases, they significantly reduce the particles emitted into the atmosphere and are less dangerous if a leak occurs. New technologies are being incorporated such as the use of a new fender, which achieves a reduction in dust generation of 43% and an aerodynamic effect to reducing resistance, which also reduces fuel consumption. In Oxford Logistics office has installed a vehicle washing system that recycles water for reuse, reducing the supply of clean water required. Looking ahead, the company is working with Regenatec on a project for the pre paration of vehicles for the use of Pure Plant Oil to reduce CO2 emissions by 80%.

Currently, the stakeholders are particularly aware of the environmental impact associated with aviation, climate change, air quality and noise pollution caused by airplanes. But it is worth noting that the largest contribution of greenhouse gases in the UK is from motor vehicles and not aviation. One of the pollutants with the greatest impact in the Heathrow area is nitrogen dioxide (NO2). A study has found that the activities that are contributing the most to NO2 are surface traffic operations (55%) followed by runway vehicles (30%) The primary goal of the Mobility Strategy is to promote the benefits of using more sustainable methods of transport across the airport community. The initiatives undertaken include: - Discounts for staff (over 30%) in transport by bus and train out of London and up to 50% discount on trains between Paddington and Reading stations. - Car pool: This initiative is a popular choice among employees and is already used by over 6,400 users, 63% of them regularly share rides.
Estimated landside CO2 emissions (2005)1 Surface Faccess Mode
Kiss and Fly (passenger drop-off) Park and Fly Taxi Hire cars Coaches Local buses Staff coaches 9 4 3 1 1 12

BAA Transportation Vision: 2008 2012 BAA is currently calculating the contribution of its airports to the carbon footprint, including flight and ground activities and the transportation to and from the airport of personnel and passengers. For this initiative to result in the improved environmental performance of the group, the support of government and local institutions is required. According to the Surface Access Environmental Strategy, the travel related to the transfer of passengers to the airport to catch their flights is what most affects the activity and increases CO2 emissions.

Estimated % of CO2 emissions

Use of 2005 CAA passenger numbers observed vehicle occupancies from historic data and measured journey distance from airport perimeter.

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Ground transport strategy The Mobility Strategy involves a series of measures to increase awareness of other modes of transport to reduce access traffic and improve efficiency. - Improvements in connectivity and interchanges. - Improvements in public transport alternatives. - Road management, improvement in the management of access roads. - Parking. - Transport fund: The implementation of these strategies for airport connection infrastructure has been fully financed by the fund. - Air Transport White Paper 2003: Applicable over the next 30 years, includes the planning of the future expansion of Heathrow and the importance of an efficient mobility strategy for passengers, as well as corresponding growth in environmental and EU requirements.

- Management of Roads: Use of control mechanisms such as UTMC or SCOOT to eliminate delays in the airport access road system by 2011. - Accessibility of information: Achieve at least 10 services per hour to major business centers with public transportation. - Train: improve service in collaboration with the rail network and London Transport. - Environment: Promote the clean vehicles program to reduce emissions of company cars using hybrid engines and LNG units. Work with London Transport to meet the objectives of the Low Emission Zone pro gram which aims to improve air quality in the city of London.

Terminal 5: Heathrow is one of the European airports that receive the most passengers using public transport, and is the second in the UK. The Personal Transport Interchange (PTI) allows users to conveniently connect with the road, rail and flight services. This transport system connects the T5 to the car park and the Plaza interchange, which provides pedestrian access to these locations. - The new train station is located in a central area of the T5, and can connect to both the Heathrow Express service (two lines), and the Piccadilly tube station (two lines), with connection services every 10 minutes. - Personal Rapid Transit: a transportation system with electric vehicles, guided by lanes that will connect the parking lot and the terminal without intermediate stops. - For construction workers engaged in building, a shuttle service has been established to reduce the number of workers using private automobiles. - Heathrow Express: This service has been providing services for 10 years, connecting the airport to the Central London station and has been constantly incorporating new improvements into the system. - Heathrow Connect: provides train service from major stations in the area of influence, through the Great Western Main Line. Cargo and logistics plan: 56% of all cargo flights in the UK pass through Heathrow. In addition, the transport of vehicles involved in air cargo accounts for 11% of total emissions in London, a fact that should be taken into account in the London Freight Plan.

Objectives and commitments achieved:

Establish a strategy for connecting the airport by bus. Monitoring and measurement: publish reports showing the achievement of surface access goals to check the efficiency of public transport initiatives and change employee behavior. Implementation of the Bicycle Plan. The parking space for bicycles has doubled. The number of employees who use care-sharing has doubled. Monitoring of the airport entrance and exit roads to study transport patterns. Improvements in accessibility and interchanges with Heathrow.

Future objectives: - Airport Bus: Improve service reliability; improve access by the bus to Terminal 5 with new connecting lines in collaboration with Londons transport service. - That the number of employees who come to work alone in private automobiles does not reach 65%. Establish a Transportation Group for construction workers at Terminal 2, so that no more than 45% use their own cars. Create a transport strategy for the opening of the new terminal. - Achieve 40% of passengers traveling to or from the airport do so by public transport by 2012 and 45% over the long-term with implantation of Airtrack.

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Human capital

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Corporate Responsibility | Human capital

Photo: Cespa employee carries out gardening works. Cespa

The aim of the Human Resources Department is to provide added value and innovative solutions in the management of people that are aligned with the business objectives and the needs of the employees.

This goal is based on three core elements:

Culture and Diversity: Develop an inclusive culture preserving the identity within diversity. Leadership: Strengthen the skills and abilities of the workforce. Globalization: Establish strategic global processes for people management.

More than 81.66% of employees are laborers and technicians, 9.32% are university graduates, 7.38% are administrative staff and 1.64% are executives. The average age of the workforce is 38.8 years and the average length service is 5.8 years.

Commitment Provide added value and innovative solutions in the management of people that are aligned with the business objectives and the needs of the employees. Lines of action Develop an inclusive culture preserving the identity within diversity. Strengthen the skills and abilities of the workforce. Establish strategic global processes for people management. Milestones in 2009 Implement a worldwide intranet for the entire group. Flexible remuneration plans for all structural staff in Spain. Offer career training plans in strategic support areas in Ferrovial University. Implement the Management Abilities Global Model. International scope for executive performance evaluation. Equal Opportunity Plan I for all of Spain. Objectives 2010 Implementation of a global people management tool integrating all strategic human resource processes. Intranet 2.0: Towards a collaborative environment. Employee Satisfaction Survey 2010. Talent management and identification program (talent pool). Innovation projets in Summa Implementation of a system of long-term incentives based on the delivery of stock options. Online Training Portal.

By area of activity, 10.27% of employees work in the airports business area, 2.18% in the highways business area, 12.84% in construction and 74.34% in services. The remaining 0.36% work in corporate activity functions.

Human capital
Average workforce International workforce (%) Staff on long-term contract (%) Staff on voluntary part-time contract (%) Has good employees (perceived) * Workforce length of service (years) Average employee age (years) Takes an interest in employee welfare (perceived) * Satisfied employees (%) Turnover rate (%) Investment in training per employee () Investment in training / sales Employees given performance reviews (%) Employees with variable remuneration (%) Employees promoted Employees sent abroad Good place to work (perceived) * Applications to work for Ferrovial

2009

2008
106,596 60.33 81.98 15.44 72.70 6.44 40 65.78 71.00 10.87 238 0.20 68.27 17.45 4,972 426 70.45 177,158

2007
102,425 59.82 78.56 11.63 70.93 6.26 39 62.53 NA 10.25 314 0.22 37.00 20.26 6,075 363 67.90 121,986

Ch. 09-08

5.8 38.8

69.3

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The evolution of the goals set in 2009 and reflected in the annual report, is detailed below. Implement a worldwide intranet for the entire group. One of the most important milestones was the implementation of the channels between Ferronet and the internal portals of Amey and BAA. Work continued throughout 2009 to provide access to all users in these subsidiaries and to incorporate the home pages of the local intranets in a specific area of the corporate intranet. Similarly, all employees of Budimex with access to their intranet, Budinet, can also access the complete Group intranet translated into Polish. Flexible remuneration plans for all structural staff in Spain. In May, Ferrovial made a flexible payment program available to all structural employees in Spain. Under the name Flexibility Plan, this program provides the staff with the opportunity to voluntarily change the current compensation packages in accordance with their individual needs, substituting part of the current fixed fee for certain products. To reach all employees, a campaign was launched using internal mail and channels as well as posters at all main offices. The Flexibility Plan is one of the initiatives of the COMPENSA program, which Ferrovial launched in response to the 2208 Employee Satisfaction Survey.

the main objective of which is to provide comprehensive training in the Human Resources function. The program is designed from a global perspective and eminently practical vision of the functional areas, based on the policies and procedures of Ferrovial, and providing training in the skills considered as critical for the HR professional The program consists of nine modules for a total of 150 hours, with participants earning the title of HR Expert. In the second half of 2009, Ferrovial launched the Finance Training Itinerary for the Ferrovial professionals working in finance. The planned actions cover a wide variety of subjects, from writing financial reports to the analysis of financial statements, taxation, consolidation and auditing. The courses target over 200 (approx.) participants from different finance-related departments of the company. All of these programs benefit from the participation of internal experts in each of the knowledge areas, who have helped to focus the programs and ensure the alignment of the content with the needs of Ferrovial professionals.

Moreover, during 2009 two new objectives have been established:

International scope for executive performance evaluations (described in the relevant chapter). Equal Opportunity Plan I for all of Spain.

Offer career training plans in strate gic support areas in Ferrovial University. The month of March marked the beginning of the Career Training Itineraries as part of the Human Resource Management Program (PGRH for the Spanish initials),

This new managerial skills model, aligned with the values and strategy of Ferrovial, acts as a reference for Ferrovials management team and contributes to the strengthening of a common culture and cohesion throughout the Company.

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Photo: Facility management works. Grupisa

Implement the Management Abilities Global Model. The Management Abilities Global Model was designed and implemented in 2009, specifying the professional skills needed by any executive to efficiently achieve organizational goals with excellent performance.

Job stability
81.5% of employees have long-term contracts. Most of these contracts are service contracts subject to subrogation in case of awarding to another company. Ferrovial continues to create jobs despite the international economic crisis, especially in those countries showing signs of recovery. Ferrovials average workforce in 2009 was 108, 117. Of the total of long-term contracts, 34% are women, while 31% of all temporary contracts are held by women, which indicates that there is no gender bias in the type of employment contract. Employee turnover in 2009 was 6.35% down from 10.87% in 2008. Female employee turnover in 2009 was 7.53%, down from 13.75% in 2008. Meanwhile the men turnover is 5.77% down from 9.49% in 2008. Of the total terminations (voluntary and otherwise), 38.8% were women. Employee turnover rate Women turnover rate Men turnover rate

Airports

Toll roads / Car parks

Construction

Corporation

Services

4.30% 4.65% 4.08%

5.22% 7.82% 3.18%

2.21% 2.06% 2.24%

2.81% 0.68% 4.33%

7.40% 8.35% 6.89%

A breakdown by age range is not possible given the different criteria applied in reporting age ranges and current divergent record systems. A global reporting system for 2010 is being developed. On the other hand, with reference to the minimum notice period for organizational changes to Ferrovial employees, the conditions contained in collective bargaining agreements and/or existing labor laws are faithfully being applied in each of the places in which Ferrovial operates.

ting of various leaves of absence or time off to reconcile the role of parents and the care of the elderly. Ferrovial especially highlights two measures which the law already provides for: a) extension of maternity leave by two weeks and b) option to request a sabbatical of 1-3 months, during which the companys Social Security contributions will be made based on the minimum wage for the employees professional category. During 2009, the most widely used measure of the Concilia Plan (66% of total applications) was reduced flexible working hours, which, in the case of Ferrovial, can be requested until the children are 10 years old. The next most popular measure, with 21% of total requests, was the extension of maternity leave, consisting of paid two-week leave prior to childbirth or adoption.

Equality Plan
In 2009, the company reinforced its first equal opportunity plan in Spain, which establishes a set of measures that ensure compliance with the principle of equal opportunities and treatment between women and men. In Spain, 36.4% of the workforce are women. Of the total workforce of Ferrovial, women account for 33%. Women hold 11% of the positions in the governing bodies. In 2009, as part of the equality plans, Ferrovial launched a review of the Concilia Plan which has been in place since 2006. The plan applies to employees in Spain and the measures are geared toward promoting flexible working hours and the gran-

The analyses performed of the information obtained is segmented by activity and not by country, given that the peculiarities of each business lead to different scenarios and, therefore, different measures to adopt. Looking at segmentation by gender, female representation in the toll roads and car parks activity was 44%, 39% in the case of airports and 35% in the case of services, while in the other sectors, such as construction, female representation remained stable at 12% among the construction and related companies. By activity, 59% of construction employees work abroad, 55% in the case of services and 38% in the case of infrastructure concessions.

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Compensation and benefits

In accordance with the goals established for 2009-2010, Ferrovial has made progress in this area with the reinforcement of the COMPENSA program. This program, derived from the results of the employee satisfaction survey, focuses on two main aspects: A. On the one hand, the modification of variable remuneration schemes and secondly the introduction of a flexible remuneration system. The change in the variable pay system has focused on aligning existing criteria in different business units with the strategic objectives and the fixed/ variable proportions of pay rates to the market. With respect to flexible remuneration system, in May 2009, Ferrovial made a program, known as the Flexibility Plan, available to all structural employees in Spain, about 6,000 people, which provides the staff with the opportunity to voluntarily change the current compensation packages in accordance with their individual needs, substituting part of the current fixed fee for certain products (childcare, life insurance, health insurance, car leasing, etc.). B. Additionally this year, work continued on the 12,000 Plan, an executive stock option plan consisting of paying part of the variable remuneration of the participants, about 334 people among executives, department heads and similar with tax residence in Spain, in the shares of Ferrovial.

Also, 450 people in the organization are included in long-term stock option bonus plans. Ferrovial salaries are ruled by the corresponding collective agreements in force according to established professional categories, so salary unevenness cannot happen.

CONOCE PROGRAM (KNOW) This is the program that will channel all actions related to the practices of internal communication to disseminate the institutional messages of Management though current channel (intranet) and regular meetings of management within their respective areas of influence. Within this initiative, the Company has organized the following actions:

Workplace atmosphere
According to the Trust Index opinion poll sponsored by the Great Place to Work Institute Spain, 67% of employees consider Ferrovial a great place to work. This assertion is supported by such facts as that 8 out of 10 employees are proud of their work and that 62% of Ferrovial employees are comfortable with their peers. After completion of the Employee Satisfaction Survey 2008, Ferrovial established the goal of defining Action Plans that respond to the results obtained. To this end, each business unit identified specific action plans for 2009 and 2010 aligned with the results of the surveys. Similarly, the Company has created the Satisfaction Committee, comprising members from all business units, with the mission of following up on the implementation of the different action plans. Both the results of the survey and the action plans identified were made known to the entire organization through corporate intranet and the distribution of an executive report. As a result of this Satisfaction Survey, Ferrovial launched three initiatives that began in 2009:

7 executive working breakfasts with the Ferrovial CEO with an estimated duration of two hours in which small groups exchange opinions and clarify doubts. This initiative was also performed in some of the divisions, with the leaders organizing breakfasts covering their specific internal plans. Open Forum with the CEO. In the Annual Executive Convention, personally attended by 100 executives and virtually by another 300, included a time dedicated to answering the questions that employees from all business areas and subsidiaries sent through the relevant email address over the preceding month. Ferrovials CEO, responded both verbally and in writing to the 80 questions received, which have been published on the intranet along with the videos of the convention. Intradepartmental biannual meetings of the Corporate DGs which ensure the transmission of institutional messages and acts as a forum for the exchange of opinions and suggestions for improvement.

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Also, the organization has launched various surveys to assess the impact of internal communication campaigns that have been launched nationally throughout 2009. The responses to the voluntary survey conducted among intranet users were as follows:

and creating a privileged space for the exchange of knowledge and learning within individual jobs, which promotes internal communications between different areas.

COMPENSA PROGRAM This is the program that will channel all actions aimed at aligning remuneration practices and models to the relevant market in accordance with the situation of the workforce. Within the initiative, the flexible remuneration program and the Flexibility Plan, launched in Spain should be highlighted.

CRECE PROGRAM (GROW) The program includes all of the people management initiatives promoting professional growth and development within the organization, many of which are already underway under the talent management policies. This initiative includes:

Scale of 5 to 1

Information Security Iguala+ & Concilia Plans E performance Influenza A Employee Satisfaction Survey Flexibility Plan

3.4 3.3 3.2 3.1 3.0 3.0

Talent management
Ferrovial considers talent management as one of the key objectives of the HR function. Its main aim is to equip all professionals in the Organization with the skills and knowledge that will enable them to provide excellent service to customers. To this end Ferrovial must address the various stages of talent management, from attraction and assessment through development and retention. ATTRACTING TALENT

Another of the improvement goals included in the action plan is to promote efficient time management. To this end, the company, as part of its work-life balance and flexibility measures, disseminated the Effective Meetings Policy, which sets guidelines for planning, calling and holding the meeting, as well as for the duration thereof, the most noteworthy of which is the prohibition on holding meetings past 5 oclock. One of the most noteworthy initiatives to improve communications among employees and improve knowledge of the business is experiences arranged by some of the businesses for their professional to know the reality of their activity, which include visits of 3 or 4 days, guided by a tutor, to one or two of the workplaces or areas. After the experience, a breakfast meeting is held with the Managing Director. This action is aimed at increasing knowledge of the day-to-day operations

The promotion of mechanisms for the certification of Ferrovial as a leading employer through participation in such projects as Best Place to Work coordinated by the Great Place to Work Institute. The strengthening of performance evaluation mechanisms, with improvements in the models, procedure and scope of assessments at the national level. The reinforcement of Ferrovial University training programs and transversal skills training. The latter have benefited from internal experts in each knowledge area, which have ensured the alignment of the content of the training to the reality of the Organization and have collaborated with the participants in the execution of the Innovation Projects that must be undertaken during each program. The internationalization of the management of executive development processes based on the definition of common models and its implementation on a global scale (360 Feedback, Management Succession Planning).

Employer Branding

An essential aspect for attracting the best candidates is to enhance the image of Ferrovial as an employer. In order to improve this image, the company has launched mechanisms to certify Ferrovial as a leading employer. One of these mechanisms was Ferrovials participation in the Best Workplaces in Spain 2009 project organized by the Great Place to Work Institute Spain. According to some of the indicators revealed though the Trust Index opinion poll, sent to a

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representative sample of Ferrovial employees as part of the project, Ferrovial is a great place to work. For example, 8 out of 10 employees are proud of their work and that 62% of Ferrovial employees are comfortable with their peers and 57% trust their bosses. The employees are personally committed to the success of the organization, which they consider is to be favorably progressing. They also feel personally satisfied with their work. The report concludes that strengths of Ferrovial are a very high sense of pride (85%), both individually and for Corporate Reputation, high accessibility of superiors, a high degree of freedom and responsibility for ones work, a high accessibility to high quality training, a high commitment to physically safe jobs and excellent welcoming to the corporation. These results place Ferrovial in third place as the best company to work for in the ranking of companies with similar characteristics.

- Forums and meetings: In addition to the participation of the various business units in the traditional Ferrovial Employment Forums in spring and autumn, and within the framework of the internationalization of the employer branding strategy, Ferrovial attended the Autumn Job Fair organized by the London Business School in October, with the aim of international disseminating Ferrovials image as an employer. This event was attended by BAA and Ferrovial Agromn UK, plus representatives of the Ferrovial business units in Spain. Ferrovials business project also provides information to other stakeholders through presentations and participation in various events. This year, for example, a two-day open house was held for students in the Masters in Civil Engineering Leadership from the University of Castilla la Mancha, sponsored by the Rafael del Pino Foundation, allowing them to get to now the company.

direction it should work to strengthen its Employee Value Proposition. Professional development, the companys reputation and content of the job position are the most important reasons behind the decisions of these professionals to join Ferro vial.

Recruitment and Selection In 2009, more than 700 job offers were published in Spain (published in Infojobs) for which there were over 170,000 candidates. Talent+ Program This program aims to boost the recruitment of new professionals by asking employees and interns to suggest potential candidates. Over 400 applications were received through this channel in 2009. Job pool, internal promotion and international mobility Ferrovial is committed to internal promotion through publication of vacancies arising within the organization that require experience in corporate communication channels. Over 170 vacancies were announced through this channel in 2009. During the year an internal review was conducted of the expatriation policies applied in different countries where the company is present. With the significant international growth in recent years, both by acquiring companies outside Spain and the award of international projects, require the international mobility of key job profiles, requiring the review of existing systems for standardization and optimization. The total number of employees working outside their countries of origin is 396.

The European Student Barometer is an annual research initiative using online surveys on the career expectations and preferences of university students on the continent. Some 67,500 business students and 74,500 engineering students from 750 universities participate in this macro-survey. The results suggested that, among engineering students, one of the favorite companies to work for is Ferrovial. Also, this past 22 May, the Best Place to Work Awards for 2009 were released in Poland. These awards are based on the assessment of students. Budimex was ranked number 1 in the Construction Industry category and ranked third in the Engineering category. This year Amey won the Investors in People award, one of the first organizations to win the prestigious silver award under the new structure of the Investors in People Award, which recognizes the excellent people management approach of Amey staff.

- Welcome Program : The Welcome Program is a strategic course that has been given at the University since its founding in 2007. This course is mandatory for all new structural staff nationwide. In the sixteen first editions of the Welcome Program, the course has been attended by about 500 new hires, mainly employees between 25 and 30 years of age (50%), with more than three years of work experience prior to recruitment (38%) and with a technical background (47%). In 2009, a total of four welcome course, involving 103 people, were given. The new hires are a good barometer of the strengths of the company and in what

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Regarding the voluntary severance process, one of the initiatives implemented under the Plan for Equal Opportunities has been the unification of the protocol for conducting exit interviews to define the reasons for leaving and rule out possible instances of discrimination. This initiative will also evaluate the level of commitment of the employees.

ves evaluated, 85% were men and 15% were women. This evaluation process by the immediate superior, peers and collaborators serves to identify those areas in which to focus the persons professional development through individualized action plans.

tion. Along with the identification of skills training needs (according to the training catalog designed by Ferrovial Summa University), this year the company has identified the need for Technical Education and Languages, with the aim of providing all employees a single Advancement Plan that reflects all of the dimensions of their professional growth. To facilitate the process, Summa, the Ferrovial Corporate University, has provided the evaluators and employees with an online training course with the presentation of the general evaluation process and, in particular, on the assessment interview or feedback between the evaluator and the employee being evaluated. In order to encourage participation in this process, Ferrovial launched a widely disseminated communications campaign, through the testimonies of evaluators, which has provided a string boost to the process. In relation to the management of Equal Opportunities promoted by the company, it should be noted that 75% of those tested were male and 25% female. Also according to the measures contained in Ferrovials Equal Opportunity Plan, gender segregation for all of the human resource indicators has been included this year. In the case of performance evaluations, the responses to the question on the promotion of the person assessed are detailed in the table below and show a balance between the genders across the different time horizons.

Performance Evaluation:

SKILLS EVALUATION 360 Management Abilities Evaluation (Top Management): The Management Abilities Global Model was designed and implemented in 2009, specifying the professional skills needed by any executive to efficiently achieve organizational goals with excellent performance. This new managerial skills model, aligned with the values and strategy of Ferrovial (solution, innovation, efficiency, respect, integrity and collaboration), acts as a reference for Ferrovials management team and contributes to the strengthening of a common culture and cohesion throughout the Company. This management skills model has been used to evaluate, using the 360 system, 97 top level executives globally. The process has involved a total of 457 evaluators. Of the total number of executi-

Performance evaluation is the most deeply rooted annual process within the organization. The evaluation process has the aim of assessing and informing employees of their job performance as a starting point for the definition, between the evaluator and the employee, of Personal Advancement Plans to promote the professional growth of the latter. This fifth edition of the Performance Evaluation, with the aim of promoting a unique and inclusive organizational culture, established a Uniform Skills Catalog for the entire group. Similarly, in line with the commitments of the latest Satisfaction Survey to extend and consolidate this key process in 2009, the evaluation covered 97% of the structural staff within Spain, 30% more than last year. The advancement planning process that is part of the evaluation allows us to define training and development actions that are aligned with the strengths and areas for improvement identified during the evalua-

Top Management

Management Abilities Global Model 360 Management Abilities Evaluation

Non-Management Abilities Model Manager-Collaborator Evaluation

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Promotability

Men Ferrovial

Women Ferrovial

Yes, immediately Yes, in the short term (2 years) Yes, in the medium term (5 years) No Do not have sufficient information % TOTAL

14% 27% 29% 21% 9% 100%

12% 30% 31% 17% 9% 100%

Performance Evaluation
Since the creation of the Corporate University, Summa, the business divisions have focused their training on the nature of their businesses, focusing investment on technical training and the prevention of occupational risks, as detailed in the relevant chapter. The total number of training hours given reached 1,745,625 hours. The distribution of the hours by activity is: During the year, the subsidiaries have focused on organizing and planning training more-closely aligned to technical needs. For example, in the services division the

differential factor this year 2009 compared to previous years has been the inclusion of actions aimed at technical and practical training (cleaning, driving and gardening) in the Training Plan, a fundamental tool for all workers in improving the quality in their own workplace. They also added actions providing clear improvements in the service the company offers to customers, introducing courses on improving public services. The company provides various places where employees can consult guidelines for the proper performance of their jobs. This year another space has opened within the online portal of Ferrovials Summa University. Through this digital business management library, employees can access a selection of abstracts from the most prestigious business books published worldwide.

Photo: Fireman at Heathrow Airport. UK

Airports

Toll roads / Car parks

Construction

Corporation

Services

123,930

46,636

185,462

26,236

1,278,241

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Department, which in turn acts as General Coordinator of the Ferrovial Equality Plan. In the second half of 2009, Ferrovial launched the Finance Training Itinerary with courses designed for the Ferrovial professionals working in finance. The planned actions cover a wide variety of subjects, from writing financial reports to the analysis of financial statements, taxation, consolidation and auditing. The courses target over 200 participants from the different finance-related departments of the company. This year, taking into account the current context, the university hosted the fifth Strategic Observatory of the Ferrovial University, which dealt with how to manage businesses in this moment of crisis and boosted the contribution of two renowned experts, Ram Charan and Luis Garicano. Values such as innovation, efficiency, respect, collaboration and integrity have been reinforced by leading management experts

Photo: Ferrovial employees

Ferrovial University
During 2009:
Training actions Attendees Total training hours General Satisfaction Index 140 actions 2,287 44,472 hours 8.2/10

NEW PROGRAMS Training priorities for the 2009-2010 period focus on leadership and management programs, as well as innovation projects derived from executive management programs. The company also makes an important investment in language training, especially English as a foreign language, since this knowledge is central to the management profile that promotes internal mobility. For 2010-2011, the company will place special emphasis on programs derived from the results of performance and management abilities evaluation processes. Throughout 2009, a new edition of the Management Program and two editions of the Executive Management Program were launched. The latter requires the atten-

dees to participate in innovation projects. This third year implies the consolidation of strategic programs other than those within Management Programs, such as the Welcome Program, which responds to a clear commitment to attract talent from the very moment of recruitment, as detailed in this chapter, as well as language immersion programs, of which have there been eight one-week programs this year. The success of this program lies in the simulation of a one-week stay abroad, and that all classes and social activities are undertaken in the target language. In March the company held the first Human Resource Itinerary, the main objective of which is to provide comprehensive training in the Human Resources function from a global and eminently practical perspective based on the policies and procedures of Ferrovial, and providing training in the skills considered as critical for the HR professional. The program consists of nine modules for a total of 150 hours, with participants earning the title of HR Expert. Within the program, and pursuant to the Equal Opportunity Plan, Ferrovial has included a specific module on diversity management coordinated by the Employee Corporate Responsibility

ACTION-ORIENTED APPROACH Ferrovial University consolidated its position as a project with clear focus on action. This is the case of Executive Management Program organized by the University in collaboration with the business school, Instituto de Empresa, in which students from different business units work for more than seven months to develop a group innovation project as part of a comprehensive program that combines theoretical and practical training. Using a specifically-designed methodology, participants transform ideas into viable business models with a twofold objective: to contribute to learning and de-

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velopment of participants and to generate ideas that can be beneficial to the organization. These innovation projects involve the implementation of a comprehensive Business Plan on a new line of business, service, process improvement, etc. which later could be implemented within the organization, market, etc. and includes both implementation and the financial return of the idea. Participants work in teams on an innovation project which is then submitted to the directors of the various business units for evaluation and possible implementation. In addition, the project teams have a coach or advisor who advises them throughout the program with individualized follow-up sessions for the improvement of management skills.

In these three years since the University first opened its doors, it has firmly established itself as a forum for knowledge sharing. Its nearly 7,000 participants over the years and the internal faculty members comprised of more than 50 speakers participating in the training courses and round tables or advising on projects, allow the transfer of knowledge to become a reality and be translated into projects with a high degree of maturity and innovation.

Business Workshops at Summa University The availability of such a space as the University, which invites reflection and training, has enabled a large part of the annual meetings of the Corporate and Business Departments to be held in this environment, which provides further networking opportunities among the different professionals. This year there were 15 workshops with a total of 1,097 participants.

New channels The company provides various places where employees can consult guidelines for the proper performance of their jobs. This year another space has opened within the online portal of Ferrovial University. Through this digital business management library, employees can access a selection of abstracts from the most prestigious business books published worldwide. Also this year, the company has renewed the image of the intranet portal of Ferrovial University to include new features and spaces that help users search for information and provide input on the courses that are taught at the University.

Creation of an Executive Pool: to ensure internal supply of candidates for management positions that can support the growth and internationalization processes of Ferrovial, ensuring that the development of leadership within the organization accompanies its organizational growth. Continuity of Leadership: allow continuity of the leadership and strategic planning of the organization, minimizing the impact of changes in positions of responsibility. Talent Development: to have a continuous and well-defined process that serves as a lever and catalyst for the identification, development, monitoring and retention of the talent and management potential of the organization. Strengthening of the Company: application of a common management succession process and model that allows for the movement of professionals between companies to strengthen the entire organization and facilitate their development.

Management succession planning

Management succession planning aims to cover any possible vacancies in senior positions by creating a reserve of qualified successors. The management succession model is reviewed every two years, and in 2009 there was an increase of 42% in the positions analyzed in comparison to 2007, acquiring an international dimension. The main objective of the implementation of this process is embodied in the following principles:

In the two years since the launch of this initiative, compliance with the plan has reached 77% of the planned positions.

Ferrovial considers Occupational Risk Prevention as an essential and integrated part of the performance of its activities. The company is therefore actively committed to undertaking its activities and providing its services with the highest levels of Health and Safety for its employees and customers.

The calculation of the Ferrovial National and Construction Division rates excludes accidents while commuting so as to allow for comparison with the rates published by the Ministry of Labour and Immigration. Incident Rate: Represents the number of accidents occurring during working hours for every thousand people exposed. Frequency Rate: Represents the number of accidents with days lost occurring during working hours for every million hours worked.

Severity Rate: Represents the working days lost as a result of accidents per thousand hours worked. The number of on-the-job accidents in the construction division in 2009 declined 19%, reaching 52.2 accidents per thousand people exposed. This is wellbelow the industry average of 108.3 per thousand people exposed. The frequency rate declined by the same percentage, 19% and stood at 29.35. The incident rate for all Ferrovial divisions on the national level declined 8.54% to

79.7 accidents per thousand people exposed. Similarly, the frequency rate declined by 6.15% to 46.7. Nationally there were two fatal traffic accidents. The national absenteeism rate in 2009 was 7.36%. This rate includes days lost to common illnesses and on-the-job accidents, including accidents while commuting.

Commitment The continuous improvement of the health and safety of workers and workplaces. Lines of action Design and implementation of effective systems for preventing and mitigating occupational hazards that can be used as a model in different sectors of activity. 2009 Milestones OHSAS 18001 Certification in the Services Division for the infrastructure maintenance and conservation busines. Increased awareness of safety and health across all levels of CEPSA through a specific campaign. 19% reduction of accidents in construction. 2010-2011 Objectives Improvement of 2009 accident rates. Continue following the OHSAS certification plan contained in the 2009-2010 Master Plan. Conduct training and awareness campaigns through the Ferrovial Corporate University Summa and the Corporate E-learning platform. Annual Report 2009

Health and safety

Incidents Index Frequency Index Severity Index Occupational safety studies Emergency plans Training in safe work practices (hours) Concern for the health and safety (perceived)* * Source: RepTrak

2009
79.75 46.7 0.87 2.846 1,170 500,991 63.5

2008
87.2 49.76 0.97 6,594 668 423,843 65.78

Chg. 09-08
-9% -6% -10% -100% 75% 18% -3%

This information comprises Construction and rest of company activities in Spain.

Health and safety Construction

Incidents Index Frequency Index Severity Index

2009
52.2 29.35 0.57

2008
64.73 36.46 0.57

Chg. 09-08
-19.35 % -19.5 % 0

Sector 2008
108.35 62.4 1.35

These indexes correspond to Construction in Spain. Sector data correspond to the indexes elaborated by the Spanish Labour and Inmigration Ministry in 2008.

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Health and safety policy

Ferrovials Code of Ethics is designed to provide a safe working environment for employees and constantly update the occupational risk prevention measures, as well as to scrupulously respect the applicable regulations in this field in all places where it undertakes its business activities. This commitment to health and safety is also reflected in the Occupational Health and Safety policies developed and implemented by each business area. These allow for better adaptation to the various activities and laws applicable in each country in which Ferrovial is active, eliminating or minimizing the risks through the adoption of preventive measures best suited to their needs.

Photo: Construction works. Ferrovial Agroman

Certified management systems and legal audits

In 2009 the Occupational Health and Safety Management Systems of the companies of the Services Division (Ferroser, Eurolimp and Grupisa) were OHSAS certified. Achieving this certification was among the objectives of the 2009 - 2010 Prevention Plan and reflects the commitment of Ferrovial Servicios to occupational safety and prevention. The OHSAS certification (Occupational Health and Safety Assessment Series) is considered to be the highest international certification in the Prevention of Occupational Risks. OHSAS certification assures that companies

exceed the minimum requirements of current legislation and allows companies to achieve greater efficiency in preventing and reducing or eliminating occupational risks. Legal audits were also performed in both Ferroser and Grupisa. The airports, given their public nature, are audited annually. The audit involves the verification of BAAs compliance with British health and safety legislation and is a condition for renewing its operating license. The construction division has successfully completed the OHSAS 18,001 Follow-up Audit since first obtained in 2007, as well as the Legal Audit. The objectives of the OHSAS Certification audit are:

applicable standards. Confirm that the organization has effectively implemented the management system according to the plan. Confirm that the Management System is able to meet the objectives and the policies of the organization.

The scope covers all workplaces, including temporary and mobile units, of all firms belonging to the Prevention Service (Ferrovial Agromn, Ferconsa, Cadagua, Castillejos, Tecpresa, Edytesa and Ditecpesa). OHSAS Certification must be renewed every 3 years, with follow-up auditing being performed annually by the certification authority. The activities of the BAA airports, Amey and Cespa are performed under OHSAS 18001 certification.

Confirm that the Management System conforms to the requirements of

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Occupational safety
Work places with more than 50 employees must have Health and Safety Committees consisting of equal numbers of worker and company representatives. These committees meet quarterly, participate in the formulation, implementation and evaluation of occupational risk prevention plans and programs and promote initiatives on methods and procedures for the effective prevention of occupational risks, proposing improvements in working conditions and the correction of any existing deficiencies. More than 34.4% of Ferrovial workers benefit from health and safety representation. 15,703 health and safety monitoring and control visits were performed in 2009. During these visits, 2,846 occupational safety studies were carried out and 1,170 emergency plans were drafted across Ferrovial. The Occupational Health and Safety technicians in the construction division carried out a total of 4,289 visits during 2009 to monitor and control the works, detect any anomalies and propose the appropriate preventive and corrective measures. The information generated in these visits is captured in a computer application called SERPRE, which makes it available in real time to everyone involved in the construction activity regardless of their location. In addition, 1,650 Occupational Health and Safety studies (Health and Safety Plans, Risk Assessments and Health and Safety Studies) have been performed, as well as 91 specific Emergency Plans for various activities. BAA has prepared and implemented 636 emergency plans and 14 prevention studies and 100% of employees are covered by occupational risk prevention.

The Services Division has performed 1,135 occupational risk prevention studies and 419 emergency plans. The Toll Roads and Car Park Division has conducted more than 700 follow-up visits on the prevention of occupational risks, 46 prevention studies and 21 emergency plans. Every Ferrovial Division has Occupational Risk Prevention Management Systems that are tailored to the specific needs of each business and constantly updated to the new legal requirements on the national and European level. These management systems are legally audited in Spain every two or four years in accordance with the specific activities carried out.

Health and safety training and awareness

500,991 hours of training in safe working practices were given in 2009, as well as 50,259 hours of training in the prevention of occupational risks for designated workers, occupational risk prevention preventive and technical resources. Commonly, the training covers the specific risks of the worksite and job position, equipment and machinery handling, personal and collective protection equipment use, accident investigation and specific training in emergency procedures: fire and building evacuation and first aid. Airports BAA provided 25,471 hours of training in safe working practices and another 59 hours in training of health and safety personnel. In addition, BAA has several online health and safety training courses available on the BAA Uni system. Toll Roads and Car Parks The Division provided 3,526 training hours on the prevention of occupational risks and 93 hours in training for designated workers and prevention personnel.

Health supervision
For the supervision of employee health, in 2009, the company has performed a total of 30,271 medical examinations, of which 7,092 were in the Airports Division, 438 in the Toll Rods and Car Parks Division, 4,678 in the Construction Division and 18,062 in the Services Division. These physicals are carried out for each job position according to specific medical protocols, evaluating the workers fitness for the specific job.

Photo: Works on heigths, Torre Agbar, Barcelona. Spain

Corporate Responsibility | Health and safety

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293

Services The number of training hours in safe work practices in the Services division totaled 430,944 hours, in addition to 31,327 hours of specific training for designated workers and occupational risk prevention preventive and technical resources. The companies imparting the most training training were Swissport Amey and Eurolimp. Construction The Division has continued the training process set out in the 2007-2011 CBA. Each worker is given training commensurate with their job position. The First or Initial Training Cycle for all machine operators has been nearly completed. For middle managers, production managers and foremen have been trained through the Basic Level, 60 hours, earning the national accreditation as Basic Level Prevention Technician Executives and managerial staff training has been completed and the second training cycle has begun for the trades. Administrative staff have also completed their specific training. The total number of workers receiving training in 2009, with access to the Professional Construction Card was: Permanent Classroom: 1,473 ORP for Administrative staff: 765 ORP for Trade professions: 343 ORP for Executives: 221 Basic, Intermediate and Upper Level ORP: 3,115 Prevention Delegates: 6

Independently of the foregoing, at the time of recruitment and during the course of the works in 2009, a total of 1,844 workers received ORP training, in addition to 5,413 workers in subcontractors.

Training and awareness of occupational risks Ferrovial University has developed a new On Line training course on occupational risk prevention.

Ferrovial has renewed its occupational risk prevention course for the administrative level, dating from 2002, developing a new version of the online risk prevention course. In 2010 the course will be integrated into the training offered by the Ferrovial University and within the On Line platform. The new course will include updated material on prevention and greater versatility, allowing, among others, for the course to be taken anywhere there is an Internet connection, as well as greater student interactivity with the content of prevention modules.

Occupational Risk Prevention campaign The Services Division has launched various occupational risk prevention campaigns targeting over 30,000 employees: Ben doesnt think, you do Under the slogan Ben doesnt think, you do, the Ferroser maintenance and conservation division launched a 3-month workplace safety awareness campaign targeting 16,000 employees. The campaign used the image of a crash-test dummy that suffers the consequences of not thinking about the dangers of their job and work environment and providing information to workers on safety measures to be taken into consideration before starting their jobs. The awareness campaign was a complete success, with the distribution of over 1,000 posters in workplaces across Spain.

Thus over 2010 all company employees must be trained on the collective bargaining agreement or receive such training as applies to their specific job.

294

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Corporate Responsibility | Health and safety

With this campaign and the messages used, such as take a moment every day to think about safety, the aim of the company is to highlight the importance of safety and consolidate a culture of occupational risk prevention and thereby avoid and prevent on-the-job accidents.

to plan the actions needed to tackle the possible Influenza A pandemic. In order reduce the risk of contagion, Ferrovial, in a firm commitment to prevention, and launched a priority internal communications campaign aimed at all employees of the company, as well as various initiatives for customers. As part of the Influenza A Contingency Plan, a Business Continuity Plan was developed to allow Ferrovial to be fully prepared for certain situations such as those requiring a massive use of the external systems. Other actions relating to the campaign included:

Participation in H&S events

Ferrovial Agromn participated in Laboralia 2009. This event is the premier gathering point for the prevention industry both nationally and internationally. In the 2009 edition, Laboralia reaffirmed its position as one of the leading national and international trade fairs in the field of Occupational Health and Safety with over 10,000 square meters and 150 exhibitors. Laboralia brought together the leading professionals in the Occupational Health and Safety industry. The event, which benefited from the Ho norary Presidency of HM King Juan Carlos I, encompasses more than 30 side events, workshops, technical seminars, round tables and presentations covering all aspects and trends of prevention and included two exceptional conferences, the INMAS Forum, with the participation of international experts and gora, the Spanish Strategy for Health and Safety at Work, organized by the Spanish Association of Prevention Education Services (AESPLA), together with the Ministry of Labour and Immigration. Ferrovial Agromn participated in a joint stand with the top construction companies under the umbrella of Seopan, which received the Best Stand of the Fair Award for its originality and the preventive activities that constitute a benchmark within the industry.

Cespa 3rd Annual Occupational Risk Prevention Day With the same objective, Cespa, a member of the Services Division, held its 3rd Annual Occupational Risk Prevention Day in June with an open house for workers and family. The Cespa prevention policy is based on the clear involvement of workers in their own security and has led to decline in on-the-job accidents over the last three years, placing the companys accident rates at below the industry average. While in the first campaign in 2007, A minute of applause, the company highlighted personal prevention and the second campaign, Thanks dad, thanks mom, involved the workers families, the 2009 campaign develops the concept of prevention and safety from the point of view of the group: camaraderie. Thus, the campaign focused on the workshops held in various locations throughout Spain and Portugal under the slogan Today for you, tomorrow for me.

Distribution of posters (over 4,000) with the symptoms and infection prevention measures, and, in order to ensure that all employees were informed of existing preventive measures for Influenza A, information was distributed to about 40,000 workers in Spain indicating the procedures in case of contagion. All main work centers installed antibacterial gels and the frequency and intensity of cleaning activities were reinforced. There were a total of 75 cases reported at the close of the year in Spain.

Projects developed for the control of influenza A Ferrovial, following the recommendations of WHO and government agencies in each country where it is present, in the month of August established a Safety Committee

Corporate Responsibility | Health and safety

Annual Report 2009

295

Quality Autopistas and innovation

296

Annual Report 2009

Corporate Responsibility | Quality and innovation

Photo: Avenidas Building, Tenerife (Canary Islands). Spain

Ferrovial is committed to the quality of its products and services and to the continuous improvement of its business processes and activities through innovation.

Quality management
Ferrovial has specific quality departments for each business area and activity that are coordinated by a Quality and Environ-

ment Department at the corporate level. This structure allows the relationship with each customer and user to be specialized and managed more closely. The Company has had a quality indicator system at the corporate level since 2004 and a balanced scorecard system that is reported to the Management Committee each quarter.

New key management indicators were added in 2009 to the corporate scorecard and some of the existing indicators were modified in response to an analysis of the results obtained. One of the key indicators added in the monitoring of the Carbon Footprint, which

AREA

Major aspects and processes measured by indicators

Calculation of the Carbon Footprint Building energy efficiency

Commitment Quality and constant improvement of processes and activities and innovation Lines of action Maintain and increase customer confidence in the company, striving to exceed their expectations in the quality in its projects and services. Promote innovation projects, scientific research and development, as basic factors for achieving competitive success and and the creation of differential value in the market. Milestones in 2009 Reduction of the response time for customer complaints. Reduction of time spent in security queues in British airports to less than five minutes during 95% of the waiting time. More comfort on the trip to Heathrow Airport offering self-service check-in at the Paddington train station. Improve channels for the receipt of complaints. 2010 Objectives Continuously improve the level of customer satisfaction. Establish and maintain quality management systems. Anticipate and adapt to new technical requirements.

FERROVIAL

CONSTRUCTION

Effectiveness of worksite quality plans Incidents reported at building worksites Close of complaints received by the end of the year

INFRASTRUCTURE

Toll road accident rate Saturation of concessionaire toll lines User satisfaction (through surveys)

MAINTENANCE, CLEANING AND UPKEEP

Undefined contract conditions Service incidents and complaints index Customer satisfaction (through surveys) Road infrastructure accident and incident response time Road infrastructure repair response time

WATER TREATMENT, URBAN SOLID WASTE AND BIOSOLID THERMAL DRYING

Flows treated without incident Disposal incidents Response time for carrying out corrective work orders Customer satisfaction (through surveys) Customer and user satisfaction (through surveys) Customer satisfaction Customer satisfaction (waiting lines, cleanliness, service. etc.) Time spent waiting in lines Customer satisfaction SLA Monitor

URBAN SERVICES AMEY AIRPORTS

AIRPORT SERVICES

The following table highlights the most significant indicators measured through the corporate scorecard.

Corporate Responsibility | Quality and innovation

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297

encom-passes all the businesses activities of Ferrovial and that of the Energy Efficiency of the buildings, for which an energy audit and energy saving measures were implemented. These indicators are a selection of those established by the divisions to control their main pro-cesses and are systematically sent to Ferrovials Quality and Environment Department. The monitoring of the indicators seeks to establish areas for improvement through the devel-opment of specific actions. In addition, all of the business areas have internal procedures used to establish the methodol-ogy for detecting, identifying, recording and controlling the complaints made by clients re-garding the products and services. When a complaint is received through the Complaint Forms or by letter, e-mail, verbally, etc. a file is generated with the data on the complainant, the reason for the complaint, and the actions needed for resolution. Subsequently the situation is analyzed and the improvement actions are established. The Quality and Environment Department of Ferrovial handles any complaint that has not been satisfactorily resolved by the business areas and which the client has channeled through Ferrovial.
CAUSE OF THE COMPLAINTS

In 2009, only one complaint relating to buildings in Spain was received. The number of com-plaints received continues to decline given that Ferrovial has not been involved in real estate development since 2006. The resolution time was six weeks. Ferrovial Agromn received 129 qualityrelated complaints in Spain, 29 less than last year. The closing ratio for complaints closed by year-end increased to 75% from 65% last year. Complaints pending closure are being managed in accordance with the established proce-dures. Ferroser, Eurolimp and Grupisa received a total of 795 complaints. All were closed within the year. Cintra has a Claims Index to measure the volume of complaints received regarding the Span-ish toll roads. This indicator considers the number of complaints, average daily intensity (ADI) of vehicles, length of toll roads and vehicles-kilometer. In 2009, the indicator regis-tered a result of 24, down from the average 27.4 registered in the previous year. As for products and service labeling policy, specific labeling is not required, since most of Ferrovials activities do not generate marketable products. Customergenerated waste or haz-ardous waste is labeled in accordance to the legislation in force.

QUALITY SYSTEM (ISO 9001:2000) Ferrovial maintains its commitment to quality. Clear proof of this commitment is the fact that different business lines have a Quality Management System that is certified to ISO 9001:2000 standards by the main certification accrediting firms: AENOR (Spanish Association for Standardisation and Certification), SGS, BVQi (Bureau Veritas Quality International), BSI Group and ERM CVS. A total of 64% of all business activities was certified to the ISO 9001 standard in 2009. In addition to maintaining the certifications from the previous year, Ferrovial Agroman has achieved certification for its activities in Greece. The slight decline in the percentage is the result of the increase in activities performed in countries that are outside of the scope of the certificates. Also, in the Infrastructure area, the Parking Division has been excluded from the figures due to its sale in July. It should also be highlighted that the Quality System of Cintras concession holder in Greece was certified to ISO 9001:2008. With this new addition, Cintra has 13 toll roads in operation with certified quality systems. Plans call for the US operations, Chicago Skyway and Indiana Toll Road, to be certified in 2010. Cespa has expanded its Quality Management System to three new facilities and its Environ-mental Management System to five new facilities, while maintaining all existing certifica-tions. All systems are internally audited by teams of qualified auditors who are inde pendent from the audited area. In 2009 a major effort was made, with a total of 847 internal audits per-formed. 602 production centers were audited and 1,089 assessment visits were made.

Building

Maintenance

Airport services

2009 (1) 2008 (3) 2007 (12) 2006 (25)

20%

40%

60%

80%

100%

298

Annual Report 2009

Corporate Responsibility | Quality and innovation

PRODUCT AND EXCELLENCE CERTIFICATES Grupisa is certified under UNE 135332 Vertical signs. Plates, sheet slats and directional pan-els used for metallic signs and permanent signs. Materials. Characteristics and test methods; UNE 166001 R&D&i management: Requirements for R&D&i projects for three specific projects, and UNE 166002 R&D&i management: Requirements for R&D&i Management Systems. Cadagua, Eurolimp and Ferrovial Servicios have received certification of their R&D&i man-agement system under UNE 166002:2006 R&D&i management: Requirements for R&D&i Management Systems. Similarly, Cespa, head of urban services business line, has been awarded the Madrid Ex-celente award for businesses that operate in the Community of Madrid.

Customer satisfaction
As established in Ferrovials Quality and Environment Policy, one of the objectives of the company is meeting user and customer expectations. Users and customers are the core of Fer-rovials activity and the company aims to provide the best experience in the use of its infra-structures and services. The different business areas carry out periodic surveys of customer expectations and satisfac-tion. The analysis of the results allows us identify the strong points and the weaknesses in the companys behavior in order to establish improvement actions. Customer satisfaction is high across the different activities performed by Ferrovial, with an average score of 3.9 points out of a total of 5. Certain business areas have formal communication channels integrated into their post-sales or customer service de-

partments. This is the case of Cespa, which has independent customer service structures in each facility. For public contracts, these service requirements are usually marked by customer bid specifications and for private contracts, each work center employs specific measures to channel the consultations to the most appropriate person for solution. Most of the toll road concessions have their own customer service structures. For example, the 407 ETR toll road in Toronto (Canada) not only has a call-center, but also other innova-tive methods of attending to the suggestions or complaints of users that desire to personally contact the Customer Center, or prefer to use regular mail, e-mail or fax. The Customer Care Team attends all consultations. Similarly, Chicago Skyway, Autema, Ausol, Radial 4, Madrid-Levante, Cintra Chile and Eu-rolink have customer service websites and specific telephone numbers. Ferroser, Eurolimp and Grupisa, receive and manage customer breakdown notifications through their call centers. These departments are channels for ascertaining opinions, doubts and/or complaints from us-ers or customers. When a close relationship exists with customers, as is the case of construction or water treat-ment, customers directly contact the person responsible for the contract.

Porcentage of Certified Activities (ISO 9001)

2008 2009

100 80 60 40 20 0 89% 78% 92% 83% 67% 64% 95%

83%

On the group level, Ferrovial has an email address where customers can send their com-plaints, comments or doubts (dca@ ferrovial.es). In every case, Ferrovial guarantees the protection of its customers privacy with

Construction

Infraestructure

Services

AVERAGE

Corporate Responsibility | Quality and innovation

Annual Report 2009

299

respect to the products and services contracted. The privacy policy is governed by the applicable national legislation in each country. Benchmark legislation includes the Organic Law on the Protection of Data or Personal Nature (Spain), the Data Protection Act (United Kingdom) and the Personal Information Protection and Electronic Documents Act (U.S.). The Quality Systems organizational procedures ensure the proper archiving of all documentation and the privacy of all incoming and outgoing information.

Customer satisfaction

3.9

4.0 3.6

3.8

4.1 3.8

4.2 3.9

Cespa

FerrovialAgromn

Edytesa

Tecpresa

Ferroser

BAA

Motorways

AVERAGE

CONSTRUCTION Customer satisfaction with Ferrovial Agroman has improved over the previous year. Specifi-cally, the client is happier with the sales efforts and the after-sale phase.

Ferroser / eurolimp/ grupisa These group companies perform customer surveys every two years in three areas: commer-cial, products and execution.

this indicator presents high stability in the quality per-ceived by the customers year after year. The breakdown of the scores by type of service is as follows: - Landfills: 7.73 - Industrial Collections and Transportation: 7.71 - Chemical Clean-ups: 8.38 - Services to the Nuclear Sector: 9.00 - Health Services: 7.89 - Composting: 9.50 - Hazardous Waste Treatment 7.68

Customer satisfaction (Ferrovial Agroman)

4.0 3.5 3.0 2.5 2.0 1.5 1.0 0.5 0.0 2006 2007 2008 2009 3.45 3.8 3.9 4

cespa Once again this year, Cespa has performed the Customer Satisfaction Measurement Campaign in order to learn the degree of satisfaction of its clients with the services provided to comply with the requirements of the ISO 9001:2000 standard. The 2009 Campaign surveyed the cli-ents regarding these services provided from any of the following operations:

SERVICES
Customer satisfaction
80 70 60 50 40 30 20 10 0

77.77

Those that were submitted to the 2007 Campaign. Those facilities where quality systems were implemented during 2009 or where such systems were in the process of implementation.

In general, all aspects of these services received slightly higher scores than last year. It can be said that Cepsa customers are markedly satisfied with the services received. Nonetheless, some aspects did show areas for improvement, specifically Information-Documentation and PriceQuality.

76.18

74.34

76.10

With regard to the previous year, the average score improved slightly (7.79 points up from 7.75 points in 2008). Nonetheless,
Grupisa Ferroser Eurolimp AVERAGE

300

Annual Report 2009

Corporate Responsibility | Quality and innovation

Average score

7.85

7.80 7.79 7.75 7.73 7.70 7.69 7.65 7.64 7.60 7.69 7.75

The Canadian 407 ETR carries out yearly campaigns of personal user surveys through a com-pany hired specifically for this purpose. In 2009 a total of 4,700 surveys were carried out with the result of 80% of those surveyed declaring that they were very or somewhat satisfied with their experience with the toll road. On the Spanish highways, it should also be highlighted the two types of surveys carried out on the Au-tema concessions. The first asked the user, either through the website or through a question-naire at the service areas, regarding a series of key aspects of the toll road, such as safety, sig-nage and price/value relationship. On a scale of 1 to 5, the majority of the aspects scored above 3, with the highest scores being received by signage and the speed of passing the toll. A total of 132 surveys were performed. The other survey asked about the treatment received at the toll; the mystery shopper technique was used. These surveys (a total of 603) reflect a satisfaction level of 87%, in line with the 90% recorded the previous year. For the Radial 4 toll road, 33% of those surveyed were highly satisfied and 46% were moder-ately satisfied. For the Madrid-Levante toll road, 15% of those surveyed were highly satisfied and 67% were moderately satisfied.

7.55

2004

2005

2006

2007

2008

2009

TOLL ROADS AND CAR PARKS

Customer satisfaction (Eurolink)
2008 100% 2009

80%

60%

40%

20%

Very good

Good

Regular

Cintra performed customer satisfaction surveys to learn the level of user satisfaction with the Irish toll road Eurolink. The surveys consisted of five short questions on the frequency of use, reason for travel, method of payment, and general opinion on the highway and the services received. A total of 114 surveys were given and the results were considerably better than those obtained in the previous year.

The Indiana Toll Road (USA) performs surveys using various different means: website, de-livered at toll booth and e-mail. The results of the 2009 surveys concluded that 77% of the users were satisfied or very satisfied with their i-zoom (electronic automatic toll payment de-vice), 78% were satisfied or very satisfied with the customer service department and 81% were satisfied or very satisfied with the Call Center.

Photo: ETR 407 Toll road, Toronto. Canada

Corporate Responsibility | Quality and innovation

Annual Report 2009

301

AIRPORTS BAA has established a system called QSM (Quality of Service Monitor) to carry out surveys among the passengers that arrive and depart the Heathrow, Stansted, Glasgow, Edinburgh, Aberdeen and Southampton airports (not including Gatwick, which was sold in the month of December). Passengers were asked to score the service received on a scale of 1 to 5.

Waiting time at security control points

2006

4.02

2007

4.05

2008

4.17

2009

4.08

0.0

0.5

1.0

1.5

2.0

2.5

3.0

3.5

4.0

4.5

5.0

Overall satisfaction with the airport

5 4 3 2 1 0
2006 2007 2008 2009 4.01 4.03 4.08 4.11

In general terms in 2009, the global level of satisfaction of the passengers with the airports was Very Good (4.11 points out of 5). The figure has increased steadily in recent years across all airports. Heathrow, Glasgow, Aberdeen and Southampton received above average scores. One of the aspects analyzed was the global level of satisfaction with the time needed to pass though security controls. The result obtained was 4.08 out of 5, somewhat lower than in 2008. Nonetheless, the level of satisfaction is superior to that in previous years. Glasgow, Aberdeen, Edinburgh and Southampton received above average scores.

Photo: Departures Hall, Heathrow Airport. UK

302

Annual Report 2009

Corporate Responsibility | Quality and innovation

Innovation in quality management

Ferrovial seeks excellence in everything it does, evaluating the key aspects of activities and implementing management systems to constantly improve its processes, technical capacities and performance The main projects that Ferrovial executed in 2009 in relation to quality management were: Ambienteca In the 2009, Ferrovials Quality and Environment Department, in collaboration with the Qual-ity and Environment Departments in other business areas, developed Ambienteca, a tool that will replace the SIGMA system. Ambienteca is an application that allows the supervisors of the business lines not only to know the environmental legal requirements that are applicable to a determined contract in Spain, but users perform open searches for legislation by subject, activity, scope or title and code, thus decreasing the risk of non-compliance. The application is scheduled for rollout in 2010.

SIC (Integrated Quality Management System) Ferrovial Agroman completed the implementation of the SIC system across 100% of its work sites and Cadagua, in 90.16%. This application allows for the preparation and execution of the monitoring of Quality Assurance Plans at the work sites. Thanks to the direct access environ-ment, information can be transmitted immediately with the data available in real-time. BDDA Application (Administrative Document Database) In 2009, Cespa, Ferroser, Eurolimp and Grupisa launched the application known as BDDA (Administrative Document Database), a tool for the registration of administrative documents such as permits, licenses and contract authorizations.

SLA Monitor Swissport has an indicator known as SLA Monitor to measure and quantify compliance with requirements and objectives established by customers. This indicator has been calculated con-sidering 80% of Swissports activity. The average result was 101.1 in 2009, which indicates that Swissport surpassed its custom-ers expectations, since the score was over 100.
101,5

GREPA (After-Sale Incident Management) In 2009, Ferrovial Agromn implemented the application GREPA, a tool to improve the man-agement of incidents that appear in the after-sale phase. The application achieved its objective of improving customer satisfaction in this phase.

101,0

100,5

100,0

99,5

99,0

98,5

2007

2008

2009

Corporate Responsibility | Quality and innovation

Annual Report 2009

303

Awareness campaign Cespa has created educational posters that highlight the main behavioral guidelines relating to the service quality and environmental management for personnel performing Gardening and Forestry Works and Services. The goal of the material is to contribute to personnel awareness of the particular subjects.

Cespa has also distributed the Ten Commandments of Good Practices in Road Cleaning and Waste Collection among the employees in Murcia to reinforce their commitment to good practices. The commandments were distributed in different formats (as part of the Welcome Training for new employees, posted on the message boards, etc.), and were

sent to all employees per-forming road cleaning and waste collection activities.

Auto Check-in at Paddington The Heathrow Express, train that connects the center of London with Heathrow airport, im-proved its service in 2009 with the new automatic baggage check-in sys-

304

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Corporate Responsibility | Quality and innovation

tem at Paddington station. Paddington is the first station in the United Kingdom to offer this type of service. Thanks to this service, passengers arrive at the airport with their boarding cards and avoid lines at the counters, thereby making the entire trip more comfortable. Also at Heathrow, to improve baggage handling, an integrated luggage trans-

portation system has been installed that consists of a 1.8 km tunnel that connects the terminals and allows for the handling of close to 110 million pieces of luggage annually.

Corporate Responsibility | Quality and innovation

Annual Report 2009

305

Autopistas Supply chain

306

Annual Report 2009

Corporate Responsibility | Supply chain

Photo: Justice City Building, Barcelona. Spain

Ferrovials relations with its suppliers and subcontractors are an essential part of its business activity. Both sides seek mutual benefit by joining forces and creativity, in order to offer clients higher quality services, while establishing long-term relationships wherever possible.

In the Construction Division, the Procurement Department is responsible for managing relationships with major suppliers and subcontractors to offer clients higher quality and better services and, wherever possible, to achieve long-term relationships and obtain the utmost benefit for both parties. Ferrovial had business relations with 86,020 suppliers, of which 75% were from construction activity. It is worth noting that approximately 15% of the construction suppliers represent about 90% of total purchases. By geographic area, 74% of suppliers and subcontractors were contracted in Spain, 18% in the United Kingdom and 8% in other countries.

The Construction Division provides a centralized purchase management through the Procurement Department for those purchases for which global management adds value and enables control and detailed knowledge of the supply chain. The Procurement Department also provides assessment for the many decentralized purchases transacted by the Groups different companies with most suppliers. Purchase Management encompasses the principles, policies and processes Ferrovial has established to conduct its works and services according to the purposes required by customers, optimizing prices and complying with deadlines and specific quality requirements with the greatest profitability.

Commitment Treat the supply chain as a key factor in the companys sustainable development strategy. Lines of action Encourage suppliers and subcontractors to gradually adopt principles in line with the corporate responsibility policy. Milestones in 2009 Introduction of corporate responsibility clauses in all Supplier-Collaborator agreements that are signed from 2009.

Supply Chain
Number of suppliers Purchasing needs (TRANSACTIONS) EBITDA generated by purchases that meet quality and environmental criteria () Suppliers evaluated Suppliers rejected Suppliers certified in Quality, Environment and Human rights (%) Supplier incidents Supplier training (hours)

2009
86,020 359,761 366.7 7,456 131 14.44 664 10,157

2008
89,567 207,061 291.05 1,596 104 10.63 159 40,932

2007 Change 09-08

83,981 ND ND ND ND 7.64 388 14,442 -4% 74% 123% 367% 26% 36% 317% -75%

Corporate Responsibility | Supply chain

Annual Report 2009

307

Purchasing Procedures
In the Construction Division, purchasing procedures are drafted and applied in each country in which Ferrovial operates in accordance with ISO 9001 and ISO 14001 standards and tailored to each markets specific features, although they maintain basic operating standards and principles in common to optimize purchasing costs. The basic principles are:

enables these aspects to be managed globally, each countrys main purchases to be known and needs to be aggregated, ensuring that all purchases are effected in the best possible price conditions from suppliers that can assume the above requirements, thus guaranteeing equal opportunities in the contracting process. The centralized procedures apply to all purchases (or leases) of products and services within the Process Monitoring Plan at sites that require specific environmental conditions or those with a relevant economic impact. The following is guaranteed in all cases:

Benefits from economies of scale in purchasing and purchase centralization when it adds value. Coordinated purchasing among different countries. International /global vision of the supplier market. Transparent purchasing process. Use of Company IT systems to manage purchasing knowledge and control the purchasing process in itself.

Wide range of suppliers. Equal information and fair treatment of suppliers. Justified selection, based on competitiveness. Strictly professional relationship with suppliers.

Supplier quality is managed and monitored by procedures set out in the ISO 9001 and ISO 14001 standards, which enable the Company to evaluate the quality of work and supplies and identify incidents so as to be able to take the opportune corrective measures and, in cases of serious incidents, disqualify a supplier from working with Ferrovial or its subsidiaries.

The procedure regulates the entire process from the identification of procurement needs, procurement planning, the submission of tenders, the study of the tenders, the negotiation process, supplier selection and approval process, the preparation of the order/contract or the receipt of the goods and services, and evaluation of supply or service. LOCAL SOURCING In terms of supplier management, the centralized purchasing procedures do not make any distinction between local and foreign suppliers, provided that they have the capacity to supply the products and services with the quality required to carry out the works or services. The policy in the majority of the countries in which Ferrovial Agromn works has been to contract local suppliers, thus promoting the development of the local community. The main market, from the point of viewof purchasing, is in Spain. 95.5% of centralized purchases made in Spain are made to suppliers and 4.5% from foreign suppliers.

Purchase Management
The Division of Construction, in order to optimize the procurement process in those countries where it operates, has unified procedures that allow treatment to be equal at the Company level, yet tailored to each countrys specific features. This

308

Annual Report 2009

Corporate Responsibility | Supply chain

Photo: Water treatement plantz

Local suppliers are almost fully relied upon for purchases in the other markets in which Ferrovial operates: United Kingdom (98.8%), United States (99.9%), Portugal (93.2%) and Ireland (99.9%). Identifying of needs and requests for proposals The site manager establishes the purchasing needs, includes them in a purchase plan and keeps it updated according to work plan and progress. Once the products and services in the purchase plan have been identified, the site manager drafts the specifications sheets, which are included in the orders and contracts and supported by IT procurement applications, the Integrated Quality System (SIC for the Spanish initials) and a specification-type database. Subsequently, the request for proposals is processed through the Internet portal or traditional methods, by submitting the documentation needed to guarantee knowledge of the quality required from the supplier. A comparison table that includes technical and economic aspects is devised for the studying of the offer and final supplier selection and negotiation.

The offers included must be uniform to ensure that the comparisons made are accurate. The negotiation process with suppliers is not complete until all purchasing conditions have been agreed upon. Before the sale is effected, the Company Suppliers Catalogue is checked to see that the selected supplier is not listed as rejected. Purchasing management support tools As a support to optimize management, the Construction Division has developed the following IT systems of its own, which are tailored to sector and Company procedures. These systems cover knowledge management in this area to the conclusion of the purchasing process and use the Internet as a means of communication with suppliers and among the Companys participating divisions, providing transparency and adequate control. They are as follows:

cuts, international price comparisons, price evolution indices, etc.

Computerized issuance and control of orders and contracts with suppliers. Additional automatic order invoicing and payment control.

Buyers code
Supplier management and relations in Ferrovial must be based on an efficient, ethical and rigorous bond. Ferrovials Procurement Department approved a Buyers Code in 2006, which supplements Ferrovials Code of Business Ethics and is applicable to all Procurement Department personnel, who trained in the Code and required to acknowledge compliance in writing. The documents objective is to set general guidelines for ordinary purchasing operations (broad-based access, equal opportunity and fair treatment of suppliers, competitive-based, justified award decision and a strictly professional relationship with suppliers), without seeking to cover all possible situations exhaustively. The Code specifically establishes the following principles, which must be taken into account in all purchases:

Receipt of tenders, negotiation and supplier selection Ferrovial always has a wide number of suppliers to guarantee an adequate analysis of the market. No less then 3 bidders are allowed unless there is express justification. Ferrovial has a portal in the Purchasing Management section of its website to ensure transparency and suppliers broadbased access to purchasing processes (Purchasing Management section). Major purchases being processed are published and updates continuously posted on this webpage, so that any supplier in the world can contact the Company to send offers.

Purchase management program This program ranges from drafting purchasing plans and identifying potential suppliers to issuing orders or purchasing contracts and the management reports needed to implement purchasing strategy and compliance monitoring. Supplier, pricing and specifications consultation programs. This allows decentralized management through knowledge management, enabling any Company center or worksite to consult information on suppliers and real purchase prices for products and services. Access from all production centers worldwide and real-time information on: supplier agreements, new products on the market, alternative construction systems that allow cost

Ferrovials general interest. This goal must preside over any negotiation. Integrity. An immediate supervisor must be advised of any direct or indirect conflicts of interest arising from family connections, personal ties, financial interests or other factors. Employees who participate in purchases are prohibited from accepting special discounts or gifts

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valued at over 90 euro. Gifts of a lesser value may only be accepted if they are delivered to corporate headquarters. The Code establishes the supervision of invitations for trips, events and meal payments to prevent invitations from suppliers.

The Procurement Department of the Construction Division has suppliercollaborator agreements with major suppliers. These agreements allow suppliers to be ensured of broad-based access to all purchasing processes related to their business and requires them to submit offers. In 2008, Ferrovial introduced a specific corporative responsibility clause into such agreements. All such agreements signed in 2009 included this clause. The clause demonstrates Ferrovials interest in constant improvement and in particular, aspects related to corporate responsibility and sustainable development. Ferrovial has informed its suppliers of its adhesion to Global Compact Principles, presented them with a copy of those principles and encouraged them to take them into account during their operations. In this agreement, the supplier undertakes to:

Supplier evaluation
The Construction Division controls and monitors the quality of its suppliers through assessments made by the Site Managers and production centers (End of Work Sheets) upon completion of the supply or works, evaluating the actual quality of the goods or services received. In the case of incidents, the assessment is performed immediately. The factors evaluated include meeting deadlines, product quality, technical capability, price compliance, environmental performance and health and safety. Health and safety are the most important factors and are currently assigned the highest weight in the assessment of suppliers and subcontractors. The end of work sheets are reviewed monthly and are incorporated into the supplier database and made available to all company centers. If the Procurement Department receives three incidents on a single supplier in a year or the supplier is guilty of three very serious violations, the supplier is classified as rejected and a ban is enacted on any contracts with it for at least three years. The Procurement Directors authorization is required before transactions can be entered into with the supplier after this period. There were 515 supplier-related incidents in 2009.

Professionalism. Professional conduct to avoid overly-personal relationships outside the strictly professional realm with suppliers that may interfere in negotiations. Purchasers must treat any relevant supplier information that may influence the final result of an award formally, so that it forms part of the purchase file. The buyers should also ensure their training. Confidentiality. Confidentiality is required on commercial or technical information related to the purchase in question and other aspects which may affect the companys position in the negotiation or benefit a particular provider over others.

Corporate Responsibility Policy

The Procurement Department can ban contracts with any supplier for causes of interest to Ferrovial, which include violations of its Code of Ethics in relation to the principle of abolishing child labor. No suppliers were excluded for this reason in 2009.

Comply with all sectorial or environmental legislation applicable to any aspect of Ferrovials activities or services. Comply with all health and safety rules and occupational safety commitments established at Ferrovial work centers. Comply with the Global Compact Principles. Study possible collaboration with Ferrovial to carry out joint aid projects for disadvantaged groups.

The quality and environment clauses must be complied with but are not evaluated individually in contracts signed with suppliers in the Services division. In the event of breaches, the incident would be elevated to the Procurement and Quality and Environment Department.

8.7% of suppliers and subcontractors with whom Ferrovial has worked in 2009 have undergone an evaluation process. 131 of the suppliers evaluated registered incidents and were therefore rejected.

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Photo: Interior of Water treatement plant

The origin of all wood is closely scrutinized to ensure it is sourced from responsibly managed forests.

Human Rights Compliance An analysis of Human Rights-related risks in the supply chain is conducted according to risk-country and in accordance with the methodology for managing supply chains disseminated by the Global Compact. The diagnosis did not reveal any significant changes in the risk-supplier profile with respect to supplier profile, product and origin country, in comparison with previous years. Ferrovial has a risk of Human Rights violation between minimum and low for 90% of its business. Most of Ferrovials investments are in OECD countries whose legislation recognizes and guarantees respect for Human Rights, which is why the risk of non-compliance by suppliers and subcontractors has been rated as low. Nevertheless, Ferrovial works proactively to improve the flow of information and supplier training. During 2009, 2,748 surveys were given to suppliers and 6,270 meetings and 52 forums were held. Of special interest were supplier and subcontractor training programs in

areas such as quality, the environment, technique, health and safety and topics related to the Code of Ethics. Every two or three years, the Procurement Department of Agromn Ferrovial carries out surveys to update the supplier information in the database. Each year surveys are conducted on topics such as corporate social responsibility or environmental criteria related to the origin of wood.

Quality control and environment A total of 13,270 suppliers have been approved or evaluated in regards to quality and environmental criteria. Each divisions Procurement Department is responsible for keeping follow-up information on supplier quality updated and making it available to managers through the procurement computer applications. The Procurement Department has a scorecard with detailed information on all Company purchases: amount in purchases, number of orders and incidents. This scorecard is monitored each month and reported once a year to the General Director of the corresponding division.

Incidents
The number of evaluated suppliers with incidents in 2009 was 457. Cespa launched of a business support project for centralized incident resolution in 2007. This support has increased the number of incidents managed by the Procurement Department.

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Autopistas Human Rights

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Photo: Student at Summa University

Ferrovial, through the various intergovernmental initiatives such as the Global Compact and the Declaration of the International Labor Organization (ILO), has a firm commitment to support and respect fundamental human rights, internationally recognized in the Universal Declaration of Human Rights. This commitment is materialized through such initiatives as the Code of Ethics, the Buyers Code and the Groups investment policies in OECD countries, which ensure that its companies are not complicit in Human Rights violations.

Ferrovials Code of Ethics dictates that all actions undertaken by the company and its employees shall scrupulously respect the Human Rights and Civil Liberties enshrined in the Universal Declaration of Human Rights. The Whistleblowing Channel allows any employee to report cases of inappropriate conduct or violations of the code. As a member of the United Nations Global Compact, Ferrovial has committed itself to support and respect the protection of the fundamental, internationally recogni-

zed Human Rights and to ensure that its companies are not complicit in Human Rights violations. This commitment also includes the basic labor rights and values laid out in the Declaration of the International Labor Organization (ILO): freedom of association and the effective recognition of the right to collective bargaining, the elimination of all forms of forced or compulsory labor, the effective abolition of child labor and the elimination of discrimination in respect of employment and occupation.

Commitment The control and awareness of procedures for the promotion of appropriate company action with respect to human rights and the ethical behavior of employees. Lines of action Improve working conditions to ensure equal opportunities and nondiscrimination among employees. Ensure that both the company and its suppliers respect Human Rights (Global Compact). Milestones in 2009 Institutional Agreement on Equal Opportunity Plans for all companies in Spanish territory Launch of a national communication campaign on the Equal Opportunity Plan New Concilia 2009 Plan. 2010 Goals Launch of an online Training Course on Business Ethics.

Human rights
Investment in OECD countries (%) Employees protected by collective bargaining agreements (%) Equal opportunities (perceived) * Fair employee remuneration (perceived) * Proportion of women among new hires (%) Women on the workforce (%) Female executives Human rights training (hours) Employees with human rights training Suppliers rated as low-risk in regards to human rights violations (%) Suppliers evaluated in terms of human rights (%) Initiatives promoting Human Rights ()

2009
100 74.53 63.1 63.4 19.56 33 314 10,673 9,913 xx xx xx

2008
100 72.2 64.9 65.3 39.41 35.7 415 9,645 10,675 90 87 950,558

2007
100 73.6 61.1 62.5 10.07 30 450 ND ND 100 ND 568,362

Ch. 09-08

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In 2008, Ferrovials Procurement Department approved a new Buyers code, which requires that suppliers respect the principles of the Global Compact. Later in 2009, Ferrovials further developed its involvement in this field through direct collaboration with the Global Compact in the development of the Guidelines for Responsible Supply Chain Management. The global corporate risk management system (FRM) covers the risks of Human Rights violations. The area of compliance risks includes risks due to insufficient or faulty procedures implemented to ensure compliance with the ethical principles that govern the companys relationship with its employees. With regard to security staff training, the Manual on Security Duties and Procedures has been expanded with a section on employee regulations in regard to Human Rights as well as new instructions in this field for the different security departments.

tion and the right to collective bargaining by appointed workers representatives and unions. Collective bargaining agreements currently govern the working conditions of 74.53% of employees.

Ferrovial has no data on the percentage of employees affiliated with unions, given that they are not legally required to notify the company of their membership. At work centers where union dues are still paid through the office, the percentage is around 23% of employees. Ferrovial undertakes to keep workers informed of the processes of organizational restructuring and to work together to understand issues from the employees perspective. During 2009, there have been 462 days of strike.

Equality and nondiscrimination

The Code of Ethics states that all employees shall be given equal opportunity to advance their professional career based on the principle of merit. Ferrovial is fully committed to safeguarding the individual rights of its employees, particularly those related to privacy, dignity and equal opportunity. Equality Plan In 2009 the company signed the first Equal Opportunity Plan for all Ferrovial companies in Spain with the leading national unions in the construction and services sectors. The company, true to the values that it has consistently defended

The company, true to the values that it has consistently defended as reflected in its policies and code of ethics, has signed the first equal oportunity plan for all its subsidiaries of services and contruction in spain with the leading national unions. With this signature, Ferrovial is fully committed to safeguarding the individual rights of its employees.

Unions and Collective Bargaining

The labor relations between Ferrovial and its employees are based on compliance with the applicable legislation in each country, international conventions and other legal and regulatory provisions governing employment. In every country where it operates, Ferrovial guarantees the rights of workers such as the right to strike, freedom of associa-

as reflected in its Code of Ethics, is committed to promoting the individual rights of its employees and ensuring the internal dissemination of equal opportunity policies. Ferrovials Equality Plan enhances the commitment to corporate social responsibility, establishes specific actions on the key processes of people management and takes advantage of all available communication channels and internal mechanisms that will allow for maximum exposure and awareness. The Plan establishes and develops the measures agreed with the unions, which

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guarantee the principle of equal treatment and opportunities between women and men, promoting training and career development on an equal footing. Female membership in Ferrovials governing bodies, understood as the Board of Directors and Steering Committees of the divisions and subsidiaries of the Group, already represents 11% of the total of 132 members. Ferrovial applies, independently of gender, complete equality of financial remuneration based on salary categories. Ferrovial is committed to making the necessary effort to train all professionals and provide them with the same opportunities for professional promotion and advancement. One of the basic aspects of Ferrovials professional development

training is the creation in 2007 of the Corporate University for all group companies, unifying the career development training activities. Among the commitments in the equal opportunity plan, it should be highlighted:

Management and management trainee development programs focused on the next generation of top managers will take into account gender representation ratios in order to achieve greater female representation. The 2009-2010 training plan includes both classroom and online courses to increase awareness of the key aspects of equal opportunity among managers and supervisors.

The aim of Ferrovial is to continue the current trend of increasing the percentage of women among new hires in order to allow for a greater overall presence of women on the workforce and to do so is monitoring of key hiring processes to allow for the establishment of internal improvement goals. As part of the equality plans, the company is reviewing the Concilia Plan applying to employees in Spain, with measures geared toward promoting flexible working hours and the granting of various leaves of absence or time off to reconcile the role of parents and the care of the elderly.

Photo: Food Security project in Lebanon

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Harassment
In 2008 Ferrovial published a new corporate procedure on for the Prevention of Workplace Bullying, Sexual Harassment and/or Gender-based Harassment which is enforced throughout Spain. The procedure is available n the Intranet. The plan was inspired by the third article of the Code of Ethics, which calls for respect for the law, ethical integrity and Human Rights. It also draws from the contents of Organic Law 3/2007, passed by the Spanish government on 22 March2007 to guarantee the effective equality of men and women, and establishes measures to protect employees from potential situations of gender-based harassment in the workplace. This procedure, drafted in accordance with the recommendations of the European Framework Agreement on harassment and violence in the workplace (enacted on 26 April 2007), guarantees the right to maintain the handling of all such matters and of the persons involved in the utmost privacy and confidentiality. The procedure outlines measures taken immediately by the company in the event of reports of harassment, which include completing a thorough analysis of the situation to check the facts reported with every assurance of confidentiality and privacy for the parties involved in the process. During 2009, 10% of complaints deposited in the Complaints Box were for alleged harassment.

Minorities and disadvantaged persons

Ferrovial is committed to the communities where it operates and as part of its sustainable development goals the company has established priority measures related to incorporating people from the most disadvantaged social groups into the workplace, such as the people at risk of exclusion, battered women, and people with disabilities. This integration of diversity is implemented by creating both direct and indirect employment through partnerships with various agencies and foundations. The company also plays an important role in raising awareness of the integration of these groups and undertook various relevant initiatives in 2009. One of them was, as part of Corporate Volunteer Day II, the Interviews for insertion initiative, a series of simulated job interviews for people with difficulties in job placement.

Photo: Swissport employee

ce their self-esteem. Ferrovial has been a trustee of the Foundation since 2002 and since then has given employment to a total of 91 socially disadvantaged individuals in Spain through the foundation, 18 of which were hired in 2009. Also in 2009, the Foundation gave a special award recognizing the people who stand out for their commitment and social awareness, which included two people from the Services Division HR Department. The Foundation was also a major partner in Corporate Volunteer Day. The Services Division launched a campaign targeting 16,000 workers to inform them of the career benefits available to people with disabilities and facilitate the management and processing of these benefits. Within the framework of Corporate Social Responsibility, one of the commitments acquired by Ferrovial is the creation of jobs for professionals with disabilities. To do this, Ferrovial works closely with companies that facilitate the integration and career development of these collectives. One example is the SER-MES alliance, whose mission is to provide employment

Sponsors of the Integra Foundation The aim of this foundation is to provide standard employment to people who are experiencing particular difficulties in finding work. The role of the Foundation is as a mediator between companies and NGOs to ensure that people who are subject to social exclusion can have access to decent work and thus achieve genuine integration into society and help reinfor-

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for people with disabilities through worthwhile and solid projects, and durable and stable relations through jobs that respect their dignity and integrity. During 2009, the corporate headquarters employed, on a temporary basis, a total of five people for 160 hours. Familia Plan During 2009, Ferrovial and Fundacin Adecco reinforced this initiative to promote the employment and social integration of persons with disabilities The Familia Plan is designed for family members of employees with a certificate of disability equal to or greater than 33%, and seeks to improve their quality of life and facilitate their social integration and employment. With this initiative, Ferrovial aims to help achieve the normalization of the different social collectives by promoting equal opportunities for all, in line with the values of respect, equality and integrity, and by establishing socially fair and responsible models of behavior within the company. Under the Plan, a personalized assessment is made of any employee family member with a disability to determine their needs in different areas: medicine, family, social, education and employment. This benefit aims to develop the skills and abilities that help the recipient to chart a personalized career path. Another feature is respite care through specificallyplanned leisure activities to ensure the enjoyment of a series of activities by the families of people with disabilities to help develop their emotional, cognitive, physical and occupational capacity while at the same time allowing some respite to family caregivers.

Child Labor
Ferrovials Code of Ethics expresses its commitment to refrain from the use of child labor and to exclude any goods or services produced by the same from its business activities. The company also undertakes to respect the stipulations of the International Labor Organization (ILO) with regard to underage workers Ferrovial demands strict observance of this principle from all of its employees and suppliers. Ferrovial deems that there is currently very little risk of violating this com-

mitment, since the majority of its investments are in OECD countries, which already have a legal framework for the protection of labor rights. At present, 89.5% of Ferrovials 108,117 employees work in OECD member states, where Human Rights are effectively recognized in national legislation. Through its Swissport affiliate, Ferrovial also provides airport ground handling services in certain non-OECD countries: Russia, Brazil, Tanzania, Kenya, Cameroon, Dominican Republic, Nigeria, Argentina, Venezuela, Cyprus, Korea, Ukraine, Bulgaria and Algeria.

Number of employees and activities in countries outside the OECD in 2009 Country
Algeria Argentina Brazil Bulgaria Cameroon Korea Cyprus Kenya Nigeria Dominican Republic Russia South Africa Tanzania Ukraine Venezuela Total

Activity
Handling Handling Handling Handling Handling Handling Handling Handling Handling Handling Handling Handling Handling Handling Handling

Employees
169 330 4,398 183 88 293 666 350 313 906 23 2,640 475 504 52 11,390

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Most of Ferrovials suppliers and subcontractors also operate in OECD countries and are therefore considered at low risk of Human Rights violations. All purchases and subcontracts are confirmed in contracts, subcontracts or purchase orders and are consistently updated in accordance with the legislation in force in each country. The companys contracts all cite the specific obligation to abide by the le gal regulations governing labor relations. Suppliers and subcontractors who operate outside of the OECD are bound by international Human Rights legislation. To ensure compliance, suppliers are periodically asked to produce documents accrediting compliance. In 2008, the wording of the standard agreement signed by regular suppliers was amended to include more details on social responsibility. Specifically, it now states that these suppliers must commit to uphold the principles of the Global Compact. All such agreements signed in 2009 included this clause.

clude a module on human rights. In 2009, Ferrovial provided 10,673 hours of training on this subject to 9,913 employees. In addition, all suppliers working with Ferrovial receive a copy of the Global Compact Principles and are urged to adhere. In 2009 the Global Compact published its Guidelines for Responsible Supply Chain Management in collaboration with Ferrovial. This guide seeks to facilitate the implementation of the Global Compact principles and respect for human rights in business administration, particularly in the relationship with suppliers. All companies wishing to involve their suppliers in their commitment to human rights can apply the guide to establish the criteria for selecting and evaluating suppliers and subcontractors and analyze the risks deriving from Human Rights violations. Ferrovial takes advantage of its participation in international forums and training programs to raise awareness of the need for business involvement in the protection of Human Rights. Specifically, one of the modules of the Masters in Civil Engineering Leadership that the Rafael del Pino Foundation sponsors at Civil Engineering School of the University of Castilla-La Mancha includes the subject Corporate Social Responsibility. Students in this Masters program have the opportunity to visit Ferrovials headquarters in Madrid, where they receive information on the company from various people. Among them, the head of Social Action for Ferrovial strove to increase their awareness of respect of Human Rights in the development of their future careers. They were also given the keys to the fulfillment of these rights in the business world and were informed of the Ferrovial projects that are underway to help achieve the United Nations Millennium Development Goals.

Separately, Ferrovial hosted the second edition of the Diplomatic Corps Business Program (PECD for the Spanish initials). This program provides students in diplomacy with an opportunity to get to know an international company like Ferrovial, a leader in infrastructure management. In this edition, which took place between 30 September and 2 October, was attended by executives from Ferrovials Corporate Responsibility Department, who highlighted the values that underpin the responsible management of Ferrovial, both inside Spain and beyond its borders, as well as the companys priority commitment to the protection of human rights. Participants were provided with concrete examples of actions by Ferrovial to set an example in the protection of human rights by companies, stressing the need for these principles to be incorporated into the corporate culture of every company. Ferrovials chairmanship of the Corporate Reputation Forum in 2009 has resulted in new impetus to the awareness campaign for the Millennium Development Goals, 2015: A better world for Joana. The purpose of this campaign is to disseminate the eight goals set by the United Nations and to promote best practices for compliance among Spanish companies. In 2009, Ferrovial renewed the website campaign and have included the Forums corporate initiatives, encouraging public participation through Web 2.0 applications. In addition, the national television networks broadcast nine promotional campaign commercials created by the Forum.

Training and awareness

As an international company, employer and contractor of services, Ferrovial has the ability to influence many people and organizations. Taking advantage of this capacity, the company has committed to raising awareness and respect for human rights, promoting knowledge and good practice within its areas of influence. Thus, all Code of Ethics courses taught on the executive and management levels in-

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Photo: Volunteering works in Tanzania

Corporate Volunteering
Another way of increasing awareness among employees used by Ferrovial is to promote corporate volunteering. Employees are encouraged to get involved in social projects through the promotion of respect for Human Rights, reports on the problems caused by their violation and enhancing their awareness of the importance of citizen participation in solving these problems. In 2009, 1,059 employees were involved in social initiatives within their working day, 11.6% more than last year. Ferrovial repeated the Ferrovial Volunteer Day initiative, recommending new activi-

ties that employees can participate in beyond the one special day. On 4 December, 240 Ferrovial employees worked for two hours on the translation of letters from sponsored children and other working documents of different NGOs, helping these organizations to avoid translation fees. In addition, 30 employees of the HR recruitment area simulated job interviews for 120 people with disabilities and other disadvantaged collectives. The objective of this initiative was to give people with difficulties in accessing the labor market the opportunity to be interviewed by experts to guide their future selection processes. Days earlier, Ferrovial volunteers were trained by the organizations backing the Interviews for insertion project (Integra Foundation, Manpower, Adecco

Foundation and Fundacin ONCE) and were given guidelines on how to face these kinds of interviews. In addition, Ferrovial has reiterated its commitment to international volunteering through the Maji Ni Uhai/Water is Life project that the company manages with Amref Flying Doctors in Tanzania. On this occasion, a Ferrovial expert on construction and quality management visited the Serengeti region of Tanzania for two weeks to oversee the construction of water infrastructure. The success of both initiatives, reflected both in the participation of employees and in the acknowledgment received from the NGOs, has led Ferrovial to propose a corporate volunteer plan that will strengthen the institutionalization of these activities in all group companies in coming years.

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Investment in the Community

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Corporate Responsibility | Investment in the Community

Photo: Refurbishment of Regio of Almansa Theatre, Albacete. Spain

Ferrovial in 2009 increased voluntary investment in the community by 15.6%. The company has carried out 642 social action projects that have benefited more than 565,000 people.

Aware of the relevance of its role in the community, Ferrovial has prevented the widespread crisis in the sector to serve as an excuse for a decline in social investment. Although the mandatory contribution was reduced in 2009, Ferrovial increased its voluntary investment in the community by 15.6% over the previous year. In 2009, Ferrovial invested 17.98 million euro in social action, which equals 1.2% of EBITDA, almost double the previous years percentage. The company has also achieved the more efficient management of its resources, as seen by the increased number of projects undertaken (642 compared to 459 in 2008) and the reduction in management costs (233,667 euro compared to 272,442 euro in 2008). Ferrovial has personnel assigned from the Communication and Corporate Responsibility Department to monitor and control the quality of the social action projects, which makes the company a responsible donor. In addition, the company works with organizations such as Fundacin Lealtad, which ensures the transparency and good practices of the NGOs with which Ferrovial works.

The company uses the methodology known as LBG (London Benchmarking Group) to account for its investment in social action and measure its impact. Despite these good results, the company has not achieved the goal established in 2008 to increase the percentage of strategic social action projects. One explanation for this could be the redefinition of criteria for the classification of projects LBG carried out last year in Spain. The change in interpretation of the classification criteria had been agreed between the members of the group to unify their use, resulting in changes in the ranking of the Ferrovial projects. The LBG methodology classifies social action in eight areas: education and youth, health, economic development, environment, art and culture, social wellbeing, humanitarian aid, and others. The following chart illustrates the breakdown of the investment in social action in 2009 according to the LBG classification.

Commitment Support socio-economic development wherever the company operates. Lines of action Plan investment in the community as a tool for aiding the development of societies wherever Ferrovial operates. Work with governments, NGOs and other social agents on projects and activities related to social development, environmental conservation and occupational safety. As a global company, confront the problems of the planet and particularly engage in the fight against poverty (From Responsibility to Commitment Strategic Plan). Milestones in 2009 60% of social action projects incorporate a measure of the return for Ferrovial and a description of the benefits to the community. Increase of 15.6 % in voluntary investment. Increase in efficiency: 40% increase in the number of social action projects performed and a reduction of 14.2% in management costs. 2010 Objectives 90% of social action projects are strategic. 80% of social action projects incorporate a measure of the return for Ferrovial and a description of the benefits to the community. Increase of 10% in voluntary investment. Become a benchmark of best practices in managing social action projects for other companies.

Investment in the Community

Socially-responsible investment (DJSI) (perceived) * Contributes positively to society (perceived) * Net job creation (%) Purchases from local suppliers Community support projects Social investment in the Community (million ) Social investment in comparison with EBITDA (%) Support for social causes (perceived) * Beneficiaries in social projects Employee participants Multiplier effect (million )

2009
66.5

2008
72.00 68.7 4.07 69,489 18.17 0.66

2007
72.00 66.8 15.21 ND 463 16.70 0.55 59.2 330,000 2,400 2.43

Chg 09-08

60.9

63.2 491,001 949 2.80

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2% 12%

9% 1% 6%
Education and young people Health Economic Development Environment Art and culture

19% 44%

Social Welfare Emergency Relief Others

Ferrovial develops social action projects that are consistent with its social responsibility in the areas and environments where it does business. Hence, the countries that have benefited from most of the social investment are the UK and Spain, the geographical areas that concentrate most of the activities of the company. This also explains why the top priority (as illustrated in the chart) is the environment, specifically because it is the area of social responsibility in which Ferrovial activities present the most risk.

tion process that takes into account the following aspects:

Sustainability of projects, both financially and institutionally, in order to avoid generating dependency in the communities that receive assistance from Ferrovial. Multiplier effect. Mobilization of funds from other donors for social projects in progress. Ferrovial shares its experiences and good practices in social investment forums to serve as an example to other institutions, and promotes awareness campaigns for global problems (e.g., the Maji ni Uhai documentary about the water problem in Tanzania). Encourage employee participation in corporate social commitment, through corporate volunteerism and involvement in initiatives such as matching gift and Juntos Sumamos.

Investment in the Community Policy

Ferrovial sees investment in the community as a strategic tool for aiding the development of societies and the environment wherever Ferrovial operates. To determine the strategic nature of projects, Ferrovial has developed an evalua-

Relationship to the Corporate Responsibility strategy. In 2007, Ferrovial prepared a plan called From Responsibility to Commitment for 2008-2010, which, in addition to reinforcing the commitment to its stakeholders through the 10 principles of the Global Compact, increased its social commitment through the investment in projects with a significant local impact for the Community Currently, Ferrovial is reviewing the plan to upgrade and integrate even more ambitious commitment projects that are coordinated with all of the businesses. Continuity of projects through medium and long-term alliances with Non-profit sector institutions with proven reputations and transparency. Ferrovial takes advantage of the transparency and good practices studies of Fundacin Lealtad when selecting the entities with which to collaborate.

Local Development
Ferrovial carries out its activities around the world, generating employment at the local level and promoting purchasing from local suppliers. Ferrovial is present in over 45 countries. Despite the economic crisis, Ferrovial has maintained job creation in major markets where it operates. Ferrovial has a series of purchasing policies that are adapted to international expansion, maintaining the goal of strengthening long-term relations with suppliers and subcontractors. To achieve this, the centralized management needed to supply all of the companys projects is combined with a decentralized focus that allows local project managers to establish strong ties with local subcontractors, which in general have less global exposure.

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In terms of supplier management, the centralized purchasing procedures do not make any distinction between local and foreign suppliers, provided that they have the capacity to supply the products and services with the quality required to carry out the works or services. Ferrovials policy in the majority of the countries in which it works has been to contract local suppliers, thus promoting the development of the local community. The main market, from the point of viewof purchasing, is in Spain. Local suppliers are almost fully relied upon for purchases in the other markets in which Ferrovial operates. The BAA airports stand out for their excellent relationship with local communities. In areas near airports, such as the community of Hilligndon in the case of Heathrow, BAA finances and develops job training programs for access to the local airport labor market and training for young people (Matthew Arnold Centre of Excellence, Stansted Airport Academy, Gateway Heathrow 2012). In addition, solidarity funds are created to finance projects for social regeneration of the area or to support local philanthropies (Hillingdon Community Trust, Stansted Airport Communities Trust, Heathrow City Partnership, ...).

Social Action
During 2009, investment projects in the Communities where Ferrovial carries out its activities have directly benefited 565,679 people, 15% more than last year. Ferrovial is involved in social action projects as an active participant and not just a donor, providing not only funds but also technical assistance, technology and the participation of specialists in the development of projects. The company has personnel specialized in the management of social action projects, in the relations with other participants and in ensuring that the funds are invested in an appropriate and efficient manner. Ferrovials collaboration with entities such as the Fundacin Lealtad also allows it to have the assurance that all counterparties that the company work with meet the standards of good governance and transparency set by the company. Responding to the invitation of the United Nations, Ferrovial has made the Millennium Development Goals (MDGs) one of its core areas of action. Specifically, Ferrovial wants to become a benchmark in Goal 8: Develop a global partnership for development. To this end, Ferrovial has held several meetings with representatives of the Spanish Government, the United Nations and NGOs in order to promote its model of public-private partnership. In addition, all development cooperation projects in which the company participates respond to several of these goals. In 2009, Ferrovial executed 642 social action projects. These are some of the highlights:

Corporate Responsibility | Investment in the Community

Annual Report 2009

Photo: Latrine of Maji ni Uhai project

323

Project name
Fundacin CREAA Hillingdon Community Trust Fundacin Orfe Catal-Palau de la Msica Catalana Climate change monitoring in the national park network Collab. Agr. City of Granada Albniz Foundation Music Scholarship

Division
Construction Airports Construction

Scope
Art and culture Social well-being Art and culture

Description
Promotion and dissemination of art, artistic production and creation. Support for community projects in Hillingdon Promote musical culture. Encourage and promote all kinds of cultural activities, especially in the musical aspect.

Contribution ()
1,564,133.6 1,126,633.6 706,346.0

Construction Services Corporation

Environment Education and Youth Art and culture

Promote research on the identification, conservation and sustainability of biodiversity. Support and promotion of sports Funding of the Ferrovial Chair in Cello at the Reina Sofa School of Music, which trains gifted young musicians.

500,488.8 380,000.0

Club de Empresas and Deporte Baloncesto Valladolid Maji ni Uhai

Construction

Education and Youth

Promotion, development and continuing practice of sports activities and organization of various tournaments

186,599.9

Corporation

Humanitarian aid

Improving health and living conditions of communities in the Mara region, northeastern Tanzania, through the provision of safe drinking water, and the creation and improvement of health and education infrastructure and increasing awareness of healthy behaviors.

183,811.0

Fundacin Biodiversidad

Services

Environment

Collaboration with the Foundation for Biodiversity in environmental studies and projects

155,000.0

Corporate Volunteering CDC Veldromo Duranguesado Convenio Ampans

Airports Services Toll Roads

Social well-being Education and Youth Social well-being

Volunteer projects for airport workers Support and promotion of sports Facilitate the employment of disabled people in the area of influence of the highway

136,998.6 120,000.0 117,927.0

Hillingdon Local Labour Contribution Matthew Arnold Centre of Excellence Stansted Airport Communities Trust Member of Honor of Fundacin Orfeo Cataln de la Msica

Airports Airports Airports Construction

Economic development Education and Youth Social well-being Art and culture

Job training projects Improved educational choices. Fund to support local NGOs Fundacin Orfeo Cataln de la Msica is an institution engaed in the promotion of musical culture. Its objectives are, in essence, encourage and promote all kinds of cultural activities, especially in the musical aspect.

112,933.8 112,798.6 112,663.4 108,272.4

Rafael del Pino y Moreno Chair in Railway Engineering Stansted Airport Academy Teatro Real de Madrid

Construction

Economic development

The main objective of this University Chair is to promote research and development in the area of Railways

100,586.5

Airports Construction

Economic development Art and culture

Job training and access to the job market in local airports. Contribution to the dissemination of musical, lyrical and choreographic activities.

97,160.9 95,927.3

324

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Corporate Responsibility | Investment in the Community

Project name

Division

Scope

Description

Contribution ()

"Panta Rei" Sculpture Project Fundacin del Deporte Burgals

Construction Construction

Art and culture Education and Youth

Improvement of cultural projects of the city of Malaga Promotion and development of regional and national sports in the city of Burgos. Support and promotion of sports Collaboration with cultural institutions Support for local businesses Eduction and training scholarships in various disciplines for university students Fostering of Olympic values and promotion of sports. Job training and access to the labor market at airports Regeneration projects in the areas close to Heathrow Airport Promotion of reading and cultural activities related to the literary world. Promoting of reading and literary creation.

80,156.4 80,097.8

Sponsorship of the Bat Basque Team MECENAZGO LICEU 2009 Heathrow Meet the Buyers Dialogue Scholarships

Services Services Airports Construction

Education and Youth Art and culture Economic development Education and Youth

80,000.0 68,830.4 68,307.8

Madrid 2016 Candidature

Construction, Corporation and Services Airports Airports Construction

Education and Youth

194,700.0

Gateway Heathrow 2012 Heathrow City Partnership Instituto Municipal del Libro. Municipal Government of Malaga

Economic development Social well-being Art and culture

63,084.7 62,640.8 60,156.4

Corporate Responsibility | Investment in the Community

Annual Report 2009

325

Maji ni Uhai Cooperation Project Maji ni Uhai (Water is Life) is the result of the collaboration between a company, Ferrovial, and an NGO, Amref, in the fight against poverty: a cooperation project that will provide clean water and sanitation infrastructure to 51,000 people in Tanzania. The project will benefit five communities in the Serengeti District, has a duration of three years and a budget of 1.8 million euro. The company is committed to providing 100% financing, the core technologies, volunteers for the preparation of technical studies and supervision of works, and to transfer its know-how to local communities. For its part, Amref is undertaking the provision of the logistics services for the direct implementation of the project in the field. With this project, Ferrovial wants to be come an active member in the struggle to achieve the Millennium Development Goals and in particular to establish itself as a benchmark organization in the attainment of MDG 8 Develop a global partnership for development. The peculiarity of this form of cooperation, truly innovative in the context of international cooperation, is based on a public-private partnership between a company, an NGO and the Regional Governments in the intervention area. One of the key aspects of the project is the construction, protection and rehabilitation of 557 health facilities and water catchment and supply though deep wells, filter rings, gravity systems and latrines in schools and clinics. In addition, training is provided for local technicians in the maintenance of these

new facilities and the participants have launched an awareness campaign on good hygiene involving local leaders and communities. To achieve this, the project promotes an effective community organization through the creation of Water Users Associations and health clubs, in which women (the most vulnerable in this area) always play a leading role. Other activities were also carried out focusing on Institutional Capacity Buildings for those institutions involved in project implementation, including the District Water Department and the District Health Department. Good hygiene will help control and reduce water-borne diseases. Moreover, the burden of the female population will be reduced, no longer being required to carry the water home and girls will have more opportunities to go to school. The project is still running. Tthe first phase (2008-2009) was recently completed and the second (2010-2011) in under preparation. 65% of the total budget has been executed and two thirds of the facilities have been built.

that entities engaging in social action projects find an important source of funding in the Juntos Sumamos program. Ferrovial is a responsible donor that is actively involved in the projects in which it participates. After the 2008 edition, the company has introduced a new procedure for selecting the projects to be funded that allows the employees to vote on which initiatives they want to receive their donations in order to encourage employee involvement and transparency throughout the process. Specifically, a committee comprised of social action experts from Ferrovial annually review the proposals submitted by NGOs and select the best projects to be submitted to the employees for their selection. At the end of the subsidized project, the beneficiary is required to submit a final report on the financial and operational aspects, which is evaluated by the Ferrovial Social Action Team. Moreover, to verify project quality and sustainability, an expert in cooperation spends a week at the project site. During this visit, material is collected and subsequently presented to the employees so they can verify what their donations have achieved. Thanks to this program, in 2009, two schools were built in an efficient and sustainable manner in India and Madagascar, and Ferrovial participated in a food sustainability program in Mauritania. The finalist of Juntos Sumamos 2009 is a food safety project in war-torn areas of southern Lebanon run by Action Against Hunger, which will benefit 2,025 people. Ferrovial and its employees have donated 90,000 euro to finance project activities in 2010. These activities focus on three main areas: ensuring the supply of safe drinking water, acquiring new equipment and training for farmers and ranchers to

Juntos Sumamos donation program Since 2005, Ferrovial has been developing the Juntos Sumamos program, which encourages the company and its employees to work together to meet the universal needs of society and stop Human Rights violations. This is a matching funds initiative under which the company contributes the same amount each month that the employees decide to devote to the development of a social project out of their paychecks. Since its inception the program has not stopped growing and so far the company and its employees have donated more than 404,000 euro. The company intends

326

Annual Report 2009

Corporate Responsibility | Investment in the Community

increase their productive capacity and improve access to markets. The projects main objective is to ensure that families affected by war are able cover their basic needs, providing them with infrastructure, tools and training to increase the productivity of their work and earn sufficient income. In turn, the project promotes the protection of the environment, the rational use of natural resources, and equality between sexes.

Creation Center of the City of Alcorcn. The mission of the Foundation is to become a leading platform in the design, dissemination, creation and production of new artistic trends in any of its forms (music, theater, dance, circus, visual arts, ...), a space for training, dialogue and debate, the exchange of ideas and projects, and to bring the new artistic proposals and productions to the people of the area. Ferrovial has collaborated with the Albniz Foundation since 2008, sponsoring the Music Scholarships of the Ferrovial Chair in Cello at the Reina Sofa School of Music, the mission of which is to train promising young musicians that are particularly proficient in this instrument. Ferrovial also shows its support for cultural activity carried out by renowned institutions such as the Palau de la Msica of Barcelona, the Teatro Real of Madrid and the Instituto Municipal del Libro of the City of Malaga, through the sponsorship of cultural series and concerts.

Environmental and social welfare programs in the community Ferrovial has social action projects in all the communities in which it operates, which aim to improve the quality of life of people and care for the environment. Thus, in 2009, Ferrovial launched numerous environmental protection projects (such as the Network for the Protection of National Parks or collaboration with Fundacin Biodiversidad), assistance to persons with disabilities (such as the agreement with the Ampans Foundation and job placement projects through the Trust of the Fundacin Integra) and the promotion of sports (such as support for the candidature of Madrid 2016 or sponsorship of Club de Empresas y Deporte Baloncesto Valladolid).

Promoting art and culture Through its collaboration with various cultural institutions and artistic projects, Ferrovial supports the promotion and dissemination of culture, education and artistic creation. In 2009, under the sponsorship of Ferrovial, Fundacin CREAA is born, an independent foundation to manage the Arts

Stronger Together Program (Juntos Sumamos) Year

2005 2006-2007 2008 2008 2008 2008 2009 TOTAL

Project
Construction of a Hospital in Ambato, Peru Water supply for the rural population of Chad Expansion of the Las Salinas school, Madagascar Construction of a school in Chandur, India Improving food safety in Mauritania Study of the governance of cooperation in Tanzania Improving food safety in war-torn areas of southern Lebanon

Entity
Intermn Oxfam Intermn Oxfam Fundacin Agua de Coco Fundacin Madreselva Intermn Oxfam Intermn Oxfam Accin Contra el Hambre

Donation ()
54,790 167,041.14 44,129 17,689 29,211 42,987.61 90,000 412,260

Corporate Responsibility | Investment in the Community

Annual Report 2009

327

Independent Autopistas verification

328

Annual Report 2009

Corporate Responsibility | Independent verification

Photo: Randell 407-ETR, Toronto. Canada

Corporate Responsibility | Independent verification

Annual Report 2009

329

330

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Annual Report 2009

331

This Corporate Responsibility Report aims to provide reliable and balanced information on the performance of Grupo Ferrovial on relevant issues raised by stakeholders.
The verification report of the Corporate Responsibility Report issued by PricewaterhouseCoopers is based on the principles of inclusivity, materiality and responsiveness under AA 1000 AccountAbility Principles Standard 2008 (AA 1000 APS). The work of the verifiers has been done in accordance with the rules and procedures included in International Standards on Assurance Engagements (ISAE 3000) Assurance Engagements other than Audits or Reviews of Historical Financial Information issued by the International Auditing and Assurance Standards Board (IAASB) of the International Federation of Accountants (IFAC) and Guidelines of the Institute of Chartered Accountants of Spain for the review of Corporate Responsibility Reports. AA1000AS has been applied to provide type 2 moderate security. tions. Accordingly, the report now includes an expanded section on stakeholder relations. The AA1000 Standard is based on three fundamental principles:

Principles for defining the content: o o o o Materiality . Stakeholder participation. Context of sustainability. Completeness.

Relevance. This means that the information included in the report is needed by stakeholders, i.e., it ensures reporting on all those material aspects that could influence stakeholder decisions or actions if omitted or distorted. Exhaustiveness. This principle analyses the extent to which the reporting organization can identify and cover material aspects of its sustainable performance and present sufficient information in terms of quality and amount. Response capacity. This means reporting on the capacity to respond to stakeholder expectations.

Principles for defining the quality of the Report: o o o o o o Balance. Comparability. Accuracy. Frequency. Clarity. Reliability.

As regards the principles underpinning reporting content, Ferrovials activities are described in the specific sections on materiality, stakeholder dialogue and principles for sustainable development. A series of measures were applied during 2009 to ensure the quality of this report:

Reporting principles
This document has been prepared in compliance with the AA1000 Accountability Principles Standard 2008 (AA1000APS) and applies the third version of the Global Reporting Initiative Guidelines (GRI).

GRI3 Guidelines This report is based on the third version of the Global Reporting Initiative (GRI) Guidelines, which includes a series of principles and indicators that aim to define the reports content, scope and co verage, as well as to ensure the quality of the information disclosed. A GRI index is presented in the final part of the Corporate Responsibility section of this report. This Report has been rated as level A+, according to GRI guideline requirements, following verification by an independent expert (PWC). The principles on which the GR13 is based include the following:

The AA1000 Standard For the second consecutive year, the Corporate Responsibility Report has applied the principles of the AA1000 Standard, a key tool for aligning information presented in reports with stakeholder expecta-

The implementation of a Corporate Responsibility Information System at Ferrovial (see the section on the Information Consolidation Process) that allows clear, reliable, regular, comparable and accurate information to be obtained. As in previous years, Ferrovial hosted a dialogue forum with its stakeholders last in which the corporate responsibility reports of the competition were analyzed to extract the most relevant matters of the sector, different stakeholder groups took personalized surveys, stakeholder opinion reports were analyzed (RepTrak and IPSOS surveys) and the most relevant matters were extracted from the different sustainability indexes.

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Scope of the information

The information encompasses the companies and any other form of association in which Ferrovial is a majority shareholder or in charge of its management. It also includes all companies that generate significant impacts on sustainability. Ferrovial comprises the parent company Ferrovial, S.A. and its subsidiaries and associated companies. During 2009 there were two material events that affected the scope of consolidation of the group. a) In the month of July, Cintra completed the sale of its entire equity stake in the subsidiary Cintra Aparcamientos, S.A. (99.92% of capital), to the consortium comprising Assip, Es Concessoes, Espirito Santo Infrastructure Fund I Fundo de Capital de Risco, Transport Infrastructure Investment Company (SCA) SICAR, Ahorro Corporacin Infraestructuras, FCR, Ahorro Corporacin Infraestructuras 2, SCR, S.A., and Banco Espirito Santo de Investimento, S.A.

Also during the year, and as per standard procedure, the parking activity was removed from the scope of consolidation given the difficulty in obtaining data. Those cases in which the data were available are appropriately identified. b) In the month of October 2009, the Ferrovial-Cintra merger process was approved. This generated a change in the equity interest held by Ferrovial in Cintra, which went from 67% to 100%). It should also be noted that this change in the shareholding did imply any change in the control of the management. For all effects, the scope of consolidation continues to be the same as in 2008. Cintra will continue to operate internationally with the same well-known brand. c) In the month of December 2009, BAA, closed the sale of the Gatwick Airport in London to GIP (Global Infrastructure Partners), an investment fund controlled by General Electric and Credit Suisse. Also as per standard procedure, the Gatwick Airport activity was removed from the scope of consolidation given the difficulty in obtaining data. Those cases in which the data were available are appropriately identified. Ferrovial, S.A. conducts its business through the following divisions:

Airports One of the leading companies in this area is BAA Plc, a British firm that holds title to six UK airports and other business assets outside the country. Ferrovial does not include Aeropuerto Cerro Moreno Sociedad Concesionaria, S.A. within the scope of BAA.

Toll roads This includes developing, financing, executing and operating toll road projects. This activity is developed through the company Cintra, S.A., which encompasses the following companies: Autopista del Sol, C.E.S.A, Autopista Terrasa Manresa, S.A, Autopista Madrid Sur C.E.S.A, Autopista Madrid Levante, C.E.S.A., Autopista M-203 Alcal-ODonnell, S.A., Cintra Portugal, Cintra Chile Limitada, 407 International Inc., Eurolink Motorway Operation, Ltd. N4/N6 (M4), Eurolink Motorway Operations (m3) Ltd, Cintra Texas Corp Skyway Concession Co.LLC, ITR Concession Company, Nea Odos Sociedad Annima Concesionaria and Ionian Road.

Services Ferrovial Servicios S.A. is the parent company in this division, which is divided into the following business areas: Maintenance and upkeep of infrastructures, buildings and facilities. Conducted by Amey, Plc. in the UK and Grupisa, S.A. in Spain. Airport handling, which is conducted by the Swissport Group. Facility Management, which is handled primarily by Ferrovial Servicios S.A., Eurolimp in Spain. Urban services and waste treatment fundamentally handled by Cespa, S.A., Ecocat S.L. (IP) and Cespa Portugal, S.A.

Photo: Handling services. Swissport

Corporate Responsibility | Independent verification

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333

Construction The execution of all kinds of public and private works both in Spain as well as abroad, fundamentally conducted by Ferrovial Agromn, S.A., this business divisions flagship company. The following are responsible for some of this divisions most salient activities: Construccin Espaa (Ferrovial Agromn, S.A., Compaa de Obras Castillejos, S.A., Edytesa, S.A., Tcnicas del Pretensado y Servicios Auxiliares, S.L., Ferrovial Conservacin, S.A., and Ditecpesa, S.A.). Some of the more noteworthy international construction activities included those in Poland conducted by Budimex, S.A. and its subsidiaries, Ferrovial Agromn Canada, Inc, Ferrovial Agromn Chile, S.A., Ferrovial Agromn US Corp, Ferrovial Agromn Ireland Ltd, Ferrovial Agromn Portugal, S.A., and Webber. Other activities within this division are: construction in the United Kingdom (Ferrovial Agroman UK, Ltd) and industrial construction (Cadagua, S.A., Boremer, S.A., Cadagua Portugal,S.A., Cadagua Chile, S.A., and Cadagua Polonia, S.A.). In those cases that some information provided in this report does not represent the totality of the group a footnote will be included to this effect.

This system helps improve the quality of the information and facilitates compiling information for internal and external reporting. This reporting system is used for is different purposes, such as the Annual Report, sustainability indices (Dow Jones, FTSE4Good, etc.), the United Nations Progress Report and other observatories or barometers that are kept informed of the activity developed. It also helps the accredited third parties that need the traceability of these indicators to verify them. To compile information on Corporate Responsibility the company uses a reporting process that encompasses all group companies. This level of reporting means allows us to work on two levels: geographically, encompassing all of Ferrovials subsidiaries worldwide, and by business areas, which encompass the four company divisions: Construction, Services, Toll Roads, and Airports. This means that the data collected can be cross-referenced to obtain the information needed. The reporting process has several stages: data introduced by users from their own companies, then the information passes though several validation phases until it is verified and consolidated in the end. At present information is collected from 150 users from 100 companies (only active undertakings and excluding special purpose vehicles). Consolidated information is collected on approximately 100 indicators in all. The consolidation criteria used by the system has not been modified with regard to previous years. All the companies have reported their indicators on Social Corporate Responsibility by December 2009. The scope off the information encompasses the companies and any other form of association in which Ferrovial is a majority

shareholder or in charge of its management, and, therefore, the said companies are consolidated using global integration (100% impact). It also encompasses all companies that generate significant impacts on sustainability.

Reformulation of the information presented

The consolidated information reflected in this Report may display significant variations in terms of comparability, because of the wider scope of coverage. Especially significant was the incorporation of BAAs data, which was not reported in the 2006 report, and the greater amount of information from Swissport that has been incorporated. The comparability of the 2009 CSR data with respect to 2008 has been slightly affected by the exclusion of the parking activity, sold in the month of July, and the sale of the Gatwick Airport in December. It is also noteworthy that the FerrovialCintra merger process did not impact on the comparability of the data with respect to previous years. As mentioned previously, even prior to the merger Ferrovial held a controlling interest in the subsidiary, which was consolidated using global integration. This policy has not change with the merger process. The principles in GRI3 and the AA1000AS Standard were used as the basis for information presentation. This has led to an

Information consolidation process

Since 2007 Ferrovial has employed a system for reporting and consolidating Corporate Responsibility information.

334

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Corporate Responsibility | Independent verification

increase in the number of indicators reported. This also results in the absence of some indicators on historic data.

Materiality and stakeholder participation

Stakeholder expectations were considered in order to review the materiality matrix by the means of opinion polls to:

ponsibility Annual Report. The questions centered mainly on identifying the matters considered most relevant by Ferrovial: labor aspects, supply chain, quality, corporate communications and dialogue with stakeholders, environment, reporting process and relations with the community. The questionnaire was prepared based on a closed list of attributes comprising the corporate responsibility of the company, with the aim of determining the relative weight (importance) that each one has for its stakeholder groups. The study recognizes four dimensions of corporate responsibility that match up with four of the seven dimensions of RepTrak: Governance, Products, People and Citizenship. Other external sources consulted were:

100 50

press, radio, TV and Internet journalists.

politicians on different levels of government: Parliament, Senate, Mayors offices, Central Government and Autonomous Regions. executives and business people.

50 25

25 financial analysts.
opinion leaders.

1,000

During 2009, Ferrovial undertook a series of surveys of different stakeholder groups on the contents of the Corporate Res-

Competitor benchmarking. A comparative study was performed in November 2009 of the annual reports of the main competitors of Ferrovial and of the matters considered most relevant by them. The businesses analyzed were: Abertis, Acciona, ACS, FCC and Sacyr Vallehermoso.

Corporate Responsibility | Independent verification

Annual Report 2009

335

Photo: Soto del Barco road, Asturias. Spain

people with knowledge of Ferrovial, following the RepTrak model, which interprets corporate reputation according to seven dimensions: products, workplace, governance, leadership, innovation, citizenship, finances. These dimensions are composed of 26 attributes weighted according to the sector, company and stakeholder analyzed.

Media tracking. A tool was created for the continuous tracking and compiling of all the news appearing in the print media, both national and international, on Ferrovial and other companies in the industry. The analysis was performed using the RepTrak methodology, following its dimensions and attributes. The objective of this analysis is to understand the maturity of corporate responsibility material issues in the public opinion. The total news items analyzed reached 2,046.

Autopistas
GRI Indicators
Main
l l l l l l l l l l l l l l l l l l l l l l l l l l l l l l l l C Q C C C/Q Q Q C C C C C Q Q C C C C C C C Q C C C C C C C Q C C

Code
EC-01 EC-02 EC-03 EC-04 EC-06 EC-07 EC-08 EN-01 EN-02 EN-03 EN-04 EN-08 EN-11 EN-12 EN-16 EN-17 EN-19 EN-20 EN-21 EN-22 EN-23 EN-26 EN-27 EN-28 LA-01 LA-02 LA-04 LA-05 LA-07 LA-08 LA-10 LA-13

GRI INDICATORS
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 government. 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. Development and impact of infrastructure investments and services provided primarily for public benefit through commercial, Inkind, or pro bono engagement. Materials used by weight or volume. Percentage of materials used that are recycled input materials. Direct energy consumption by primary energy source. Indirect energy consumption by primary energy source. Total water withdrawal by source. 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. Total direct and indirect greenhouse gas emissions by weight. Other relevant indirect greenhouse gas emissions by weight. 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. 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. Monetary value of significant fines and total number of non-monetary sanctions for non regulations. Total workforce by employment type, employment contract, and region. Total number and rate of employee turnover by age group, gender, and region. Percentage of employees covered by collective bargaining agreements. Minimum notice period(s) regarding operational changes, including whether it is specified in collective agreements. Rates of injury, occupational diseases, lost days, and absenteeism, and number of work related fatalities by region. Education, training, counseling, prevention, and risk-control programs in place to assist workforce members, their families, or community members regarding serious diseases. Average hours of training per year per employee divided by employee's category. Composition of governance bodies and breakdown of employees per category according to gender, age group, minority group membership, and other indicators of diversity.

Annual Report
94 251, 258-260 208 227 308-309 285 321-327 265 254 257 257 261 270-273 270-273 255-256 256-257 258 256-257 261-262 266-270 261 253 275 261 279-281 281 314-315 281 291 293-295 286-288 314-315

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Annual Report 2009

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Main
l l l l l l l l l l l l l l C C C C Q Q Q Q C C Q Q C Q

Code
LA-14 HR-01 HR-02 HR-04 HR-05 HR-06 HR-07 SO-01 SO-02 SO-03 SO-04 SO-05 SO-08 PR-01

GRI INDICATORS
Ratio of basic salary of men to women by employee category. Percentage and total number of significant investment agreements that include human rights clauses or that have undergone human rights clauses or that have undergone human. Percentage of significant suppliers and contractors that have undergone screening on human rights and actions taken. Total number of incidents of discrimination and 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. Operations identified as having significant risk for incidents of child labor, and measures taken to contribute to the elimination of child 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. Nature, scope, and effectiveness of any programs and practices that assess and manage the impacts of operations on communities, including entering, operating, and exiting. 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 positions and participation in public policy development and lobbying. Monetary value of significant fines and total number of non-monetary sanctions for non compliance with laws and regulations. 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. Type of product and service information required by procedures, and percentage of significant products and services subject to such information requirements. Programs for adherence to laws, standards, and voluntary codes related to marketing communications, including advertising, promotion, and sponsorship. Monetary value of significant fines for noncompliance with laws and regulations concerning the provision and use of products and services.

Annual Report
282 310 and 312 313 314-315 314 313 and 317 313 319 235-238 236-238 237-238 245 235 297-299

l l l

C/Q Q C

PR-03 PR-06 PR-09

303-305 248 236

* Indicators: C: Quantitative Indicator; Q: Qualitative Indicator

Corporate Responsibility | Independent verification

Annual Report 2009

337

Directory
Ferrovial S.A. Prncipe de Vergara, 135 28002 Madrid Tel. +34 91 586 25 00 Fax +34 91 586 26 77 Airports (Ferrovial Aeropuertos) Caleruega, 102-104 Planta 9 Edificio Ofipinar 28033 Madrid Tel. +34 91 768 66 00 Toll roads (Cintra) Plaza Manuel Gmez Moreno, 2 Edificio Alfredo Mahou 28020 Madrid Tel. +34 91 418 56 00 Fax +34 91 555 12 41 Services (Ferrovial Servicios) Serrano Galvache, 56 Edificio Madroo - Parque Norte 28033 Madrid Tel. +34 91 338 83 00 Fax +34 91 388 52 38 Construction (Ferrovial Agroman) Ribera del Loira, 42 Parque Empresarial Puerta de las Naciones 28042 Madrid Tel. +34 91 300 85 00 Fax +34 91 300 88 96 Investor relations Prncipe de Vergara, 135 28002 Madrid Tel. 902 25 30 50 [email protected]

Contact details: Communications and Corporate Responsibility Department Prncipe de Vergara, 135 28002 Madrid [email protected] www.ferrovial.com
9

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