Rumo S.A.

Financial statements

December 31, 2022

Contents

Independent auditors' report in the individual and

consolidated financial statements

3

Balance sheets

9

Statements of income

11

Statements of comprehensive income

12

Statements of changes in equity

13

Statements of cash flows

15

Statements of value added

17

Notes to financial statements

18

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Independent auditor's report on individual and consolidated financial statements

To the Shareholders, Board of Directors and Officers of

Rumo S.A.

Curitiba - PR

Opinion

We have audited the individual and consolidated financial statements of Rumo S.A. (the "Company"), identified as Individual and Consolidated, respectively, which comprise the statement of financial position as at December 31, 2022, and the statements of profit or loss, of comprehensive income, of changes in equity and of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the individual and consolidated financial position of the Company as at December 31, 2022, its individual and consolidated financial performance and its individual and consolidated cash flows for the year then ended, in accordance with the accounting practices adopted in Brazil and with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB).

Basis for opinion

We conducted our audit in accordance with the Brazilian and International Standards on Auditing. Our responsibilities under those standards are further described in the "Auditor's Responsibilities for the audit of the individual and consolidated financial statements" section of our report. We are independent of the Company and its subsidiaries in accordance with the relevant ethical principles set forth in the Code of Professional Ethics for Accountants and the professional standards issued by Brazil's National Association of State Boards of Accountancy ("CFC"), and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

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Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the current period. These matters were addressed in the context of our audit of the individual and consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide an individual opinion on these matters. For each matter below, our description of how our audit addressed the matter, including any commentary on the findings or outcome of our procedures, is provided in that context.

We have fulfilled the responsibilities described in the "Auditor's responsibilities for the audit of the individual and consolidated financial statements" section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.

Capitalization of assets related to the concession infrastructure

As disclosed in Notes 5.12.2 to the financial statements, as at December 31, 2022, the Company has recorded in its property and equipment certain assets directly related to the Company's concession infrastructure, including wagons, locomotives, structure track, construction in progress and rail and port infrastructure, totaling R$17,049,188 thousand. The amounts invested in assets related to the concession infrastructure are significant and essential for the maintenance of the infrastructure used in the transportation service. In the year ended December 31, 2022, the Company recognized R$2,900,369 thousand of additions to costs in these concession infrastructure assets.

We considered this a key audit matter due to the amount involved, the materiality of the additions in the period, and the risk that such assets may be improperly capitalized.

How our audit addressed this matter

Our audit procedures included, among others: i) a general understanding of the internal control environment, including the criteria adopted to determine the applicability of capitalization; ii) assessment of the nature of capitalized expenditures; iii) extensive testing, on a sampling basis, of materials and services applied to the construction works; iv) monitoring of the progress of construction works through on-site physical inspections; v) evaluation of the policies established by the Company for such accounting and their applicability to current accounting standards; vi) interest capitalization, when applicable; and vii) use of substantive analytical procedures to assess the additions of fixed assets.

As a result of these procedures, we identified an audit adjustment indicating the need to write off a determined item added in the fixed assets; this adjustment was not recorded by Management due their immateriality to the financial statements taken as a whole.

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Based on the result of audit procedures performed, which is consistent with management's assessment, we consider that the criteria and capitalization policies of these concession infrastructure assets, prepared by the management, as well as the related disclosures in Note 5.12.2 are acceptable in the context of the financial statements taken as a whole.

Realization of deferred income and social contribution taxes

As disclosed in Note 5.14 to the financial statements, deferred tax assets refer to income and social contribution tax losses and/or temporary differences. The estimated probable future taxable income is based on subjective judgments on prospective assumptions, such as transported volume, operating costs and administrative expenses; being the deferred income taxes recorded to the extent that the Company considers probable that future taxable income will be generated against which the deferred tax assets will realized.

The recoverable amount of the recognized deferred tax asset may vary significantly if different assumptions are applied in relation to the future taxable income projection and in the ability to use tax losses, which may impact the amount of the deferred tax asset recognized in the financial statements.

Due to the materiality of the amounts involved, the complexity of the measurement process of future income recoverability projections, which are based on estimates and assumptions whose realization may be affected by uncertain market conditions and economic scenarios, as well as the complexity of the Brazilian tax legislation, this was considered to be a key audit matter in our audit.

How our audit addressed this matter

Our audit procedures included, among others: i) a general understanding of the internal control environment related to the preparation and review of future taxable income projection;

  1. the involvement of tax experts to assist us in the assessment of the tax impacts involved; iii) review of the significant assumptions used to support the future taxable income projection, including; (iii.i) expected growth in the volume of transportation related to the production of sugar, grains and others; (iii.ii) expectation regarding future road freight prices; (iii.iii) availability of transportation and port capacity; (iii.iv) realization of stress testing with alternative scenarios for reducing future taxable income; and (iii.v) independent future taxable income projections, considering market assumptions and other macroeconomic conditions available on the valuation base date. We also reviewed the information disclosed by the Company in Note 5.14, the source of the amounts booked as deferred taxes, and the assumptions used in relation to estimates of future profitability and of realization of the referred to deferred credits.

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Rumo SA published this content on 15 February 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 February 2023 23:28:04 UTC.