Inversiones aptas de los fondos de pensiones

On 22 October 2014 FC Porto SAD acquired a stake equivalent to 47% of the share capital of Euroantas to FC Porto (Club). The Board of Directors of FC Porto, SAD understood that, by acquiring this participation and by having passed to control the financial and operating policies of Euroantas, FC Porto SAD holds control over Euroantas; as so this entity became part of the consolidation perimeter as from that date.

As at that date (22 October 2014) the fair value of the assets and liabilities of that subsidiary as well as the computation of goodwill, are as follows:

% participation held % participation held 30.06.2015 30.06.2014

Futebol Clube do Porto – Futebol,

S.A.D. Porto

Participation in professional footbal competitions and the sporting events promotion and organization

Parent company Parent company PortoComercial – Sociedade de Comercialização, Licenciamento e Sponsorização, S.A. (“PortoComercial”)

Porto Image rights commercialization, sponsoring, merchandising and

products licensing. 93.50% 93.50%

F.C.PortoMultimédia - Edições

Multimédia, S.A. (“PortoMultimédia”) Porto

Editing, production and commercialization of multimedia material

and to the Inetrnet, periodical and non-periodical publications. 70% 70%

PortoEstádio – Gestão e Exploração de Equipamentos Desportivos, S.A. (“PortoEstádio”)

Porto Sport equipmentmanagement and exploration. 100% 100%

PortoSeguro - Sociedade Mediadora de

Seguros do Porto, Lda. (“PortoSeguro”) Porto Insurance brokerage. 90% 90%

Dragon Tour, Agência de Viagens, S.A.

(“DragonTour”) Porto

Organization and sale of travek and tour packages; ticket and seat reservation; representation of other travel agencies and tourism.

93.50% 93.50%

FC Porto – Media, S.A. (“FCPMedia”) Porto

Concept, design, development, production, direction, promotion, marketing, acquisition, exploration rights, recording, distribution and dissemination of works and audiovisual progrms,

multimedia, television, video, cinema, theme, internet, channels, tourist events, cultural and sporting in any formats and systems; managing, operating ad providing services in the areas of recording, production and communication of audiovisual works, television shows, souns, images, and any other audiovisual media; issue periodic publicities, books and multimedia.

98.78% 98.78%

Euroantas, Promoção e Gestão de Empreendimentos Imobiliários, S.A. (“Euroantas”) (a)

Porto Exploration of property assets, namely "Estádio do Dragão" 47% 0%

Consolidated Accounting Report 2014/2015

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The Goodwill of Euroantas, arising from the acquisition, was computed based on the financial statements of the acquired subsidiary reported as of October 22, 2014. It fair allocation exercise of the acquired assets and liabilities, differences were detected in relation to the book value, having this Goodwill been fully allocated to the value of the fixed tangible asset "Estádio do Dragão" (the main activity of this company is the exploitation of real estate assets, namely the " Estádio do Dragão ", which is the major component of its assets) in accordance with an independent evaluation. However, the determination of the goodwill was been provisionally determined, as the Group can proceed to its recalculation and recognition of eventual adjustments to those provisional values within twelve months after the date after the acquisition date.

If this acquisition had been reported as of 1 July 2014, the income for the year the Group ended June 30, 2015 would increase in the amount of approximately 282,000 Euros and net income would have decreased by approximately 7,000 euros.

2013/14

On July 30, 2013, was approved at the General Shareholders’ Meeting of FC Porto Media, S.A., the increase of its share capital from 50,000 Euro to 4,050,000 Euro by the reinforcement of four million Euro, carried solely by the shareholder Football Club Porto - Futebol, SAD as follows: (i) in the form of new contributions in kind - conversion of loans into equity in the amount of 1,355,850 Euro, through the issue of 271,170 shares with a nominal value of 5 Euro

Assets

Tangible fixed assets (Note 7) 106,779,263

Costumers 4,154,557

Cash and cash deposits 10,889

Other current assets 6,298,324

Deferred assets 3,901,535

Other accounts payable 340,232

Liabilities Loans obtained (15,269,690) Derivatives (786,967) Suppliers (8,845,392) Deferred liabilities (18,571,199) Others (120,332)

Net assets 77,891,220 (iii)

Total effective percentage 47.00% (ii)

Equity value acquired 51,756,250 (i)

32,228,461 (iv)=(i)/(ii)-(iii) Diference between the accounting value and tax value of the Stadium 10,727,247

Tax rate 21%

Deferred tax liabilities 2,252,722 (v)

Total Goodwill (Nota 7) 34,481,183 (vi)=(v)+(iv)

Consolidated Accounting Report 2014/2015

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each and (ii) in the form of new cash inflows in the amount of 2,644,150 Euro, through the issuance of 528,830 shares with a nominal value of 5 Euro each.

In the sequence of this capital increase operation in FC Porto - Media, S.A., FC Porto, SAD now holds directly 98.78% of the subsidiary’s share capital (which corresponds to a total holding percentage, directly and indirectly, of 98.81%) and the control of that company, therefore it was included in the consolidation perimeter by the full consolidation method with reference to that date.

The fair value of assets and liabilities at the date of the first consolidation of that subsidiary (July 31, 2013), as well as the computation of goodwill generated, was as follows:

The goodwill of the FCP - Media, S.A., arising from the acquisition, was computed based on the financial statements of the subsidiary acquired as of July 31, 2013. In fair value allocating exercise of the assets and liabilities acquired, no differences were detected when comparing with its book value, so the difference between these and the value of the investment was recorded as Goodwill. However, the determination of the Goodwill has been provisionally determined, as the Group can proceed to its recalculation and recognition of eventual adjustments to those provisional values within twelve months after the acquisition date. If this acquisition had been reported as of July 1, 2013, the revenue of the Group for the year ended as of June 30, 2014 would have increased in the amount of approximately 282,000 Euro and net income would have decreased by approximately 53,000 Euro.

Assets

Tangible fixed assets 262,933

Costumers 902,946

Other current assets 340,207

Cash and cash deposits 2,149,061

Liabilities

Auppliers (1,851,128)

Other current liabilities (690,469)

Net assets 1,113,550

Total effective percentage 98.81%

Equity value acquired 1,100,330 (i)

Non-controlling interests 13,220

1,113,550

Capital increase amount 4,000,000

Investment of the Group on FCP Media

before the capital increase operation 2,000

Acquisition value 4,002,000 (ii)

Consolidated Accounting Report 2014/2015

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