AUTOMOTIVE EUROPE Table of contents

CIE Au

tomotive

HEADQUARTERSCIE Automotive S.A.C/ Iparraguirre 34, 2º dcha.48011 Bilbao (Vizcaya), España

C/ Arzubia 10 C48220 Abadiano (Vizcaya), España

AUTOMOTIVECIE Automotive S.A.Edificio AIC, Parque Empresarial Boroa, Parcela 2ª-448340 Amorebieta (Vizcaya), España

AMERICASBRAZILAutoforjas, Ltda. Av. Pref. Alberto Moura nº 900, Distrito Industrial 35.702-383, Sete Lagoas, (MG)

Autometal, S.A. filial Autoliner Av. Fagundes de Oliveira 1650, CEP 09950-905 Diadema, (Sao Paulo)

Autometal, S.A. filial BahíaAv. Henry Ford 2000, Predio Autometal/Bairro Copec, 4470-CEP–42810-900 CAMAÇARI, (Estado de Bahía)

Autometal, S.A. filial DiademaAv. Fagundes de Oliveira 1650, CEP 09950-905 Diadema, (Sao Paulo)

Autometal, S.A. filial SBC InjecaoPintura e Cromacao de Plásticos, Ltda. Estr.Eiji Kikuti 300, CEP 09852-040Sao Bernardo do Campo, (Sao Paulo)

Autometal, S.A. filial Taubaté Av. Eurico Ambrogi Santos Distrito, Industrial Piracangaguá nº 2100,CEP 12042-010 Taubaté, (Sao Paulo)

Durametal, S.A.Av. Parque Norte II, 170, Distrito Industrial Maracanaú / CE, CEP: 61939-180

Jardim Sistemas Automotivos e Industriais, S.A. Waldemar Rigout, 105 Bairro: Sertaozinho, Maua, 09270 909 Sao Paulo

Metalúrgia Nakayone, LtdaVia Francisco Botti, 105 - Bairro PinhalCEP 13315-000 Cabreúva - SP

NAFTACIE Celaya, S.A. de C.V. Avda. Norte 4-100, Col. Ciudad Ind. De Celaya,38010 Celaya, (Guanajuato) México

Nugar S.A. de C.V.NUG-780630-2N8Av. 4 No. 12 Parque Industrial TultitlánTultitlán Estado de México C.P. 54900 México

Pintura, Estampado & Montaje, S.A. de C.V. Carr. Celaya Salamanca Km.5, Celaya, Guanajuato CP 38020, México

Pintura y Ensambles de México, S.A. de C.V. Servidumbre de Paso #851 L-1 Col.Rural AG. Oriente SUR, Saltillo, CoahuilaMéxico, CP 25016

Recycomex, S.A. de C.V.Avda. La Noria 110, Parque Industrial Querétaro,Santa Rosa Jáuregui, QRO, Querétaro 76220México

USACIE Automotive USA, Inc. 37675 Pembroke St. Livonia, MI 48152 Michigan

ASIACHINACIE Automotive Parts (Shanghai) Co, LTD7#, 288 Jucheng Road JianAn Road,201800 Jiading Shanghai (China)

EUROPE

CENTRAL & EASTERN EUROPE

LITHUANIAUAB CIE LT ForgeStoties G.12, 4520 Marijampolé

CZECH REPUBLICCIE Kataforesis, s.r.o. Hranická 328, CZ 75701 Valasské Meziríci,

Praga Louny Husova 552, Cz 440 40 Louny

CIE Metal Cz, s.r.o. Hranická 328, CZ 75701 Valasské Meziríci,

CIE Plasty Cz S.R.O.Prumyslová zóna Lesná, 757 01 Valasské Mezirící,

Recyde Cz s.r.oNadrazni 418, 69632 Zdanice

Recyde Zdanice Cz s.r.oNadrazni 418, 69632 Zdanice

CIE Unitools Press Cz, a.s. Hranická 328, CZ 75701 Valasské Meziríci,

ROMANIAMatricon S.A. Gh. Doja str. 155, 540394 Tirgu Mures

WESTERN EUROPE

GERMANYCIE Deutschland, GmbH Dresdner Strasse 1, D 34125 Kassel,

SPAINAlcasting Legutiano, S.L.U.Pol. Goiain, Zabaldea 201170 Legutiano (Alava)

Alfa Deco S.A.Pol. Ind. Pagatza s/n20600 Elgeta, (Guipúzcoa)

Alurecy S.A. Bº Torrezar s/n48410 Orozko, (Vizcaya)

Grupo Componentes Vilanova, S.L. Ronda dÉuropa 24, 08800 Vilanova i la Geltrú, (Barcelona)

Egaña 2, S.L.Pol. Okango s/n48240 Berriz, (Vizcaya)

Fabricación de Componentes del Motor, S.L.Ronda dÉuropa 2408800 Vilanova i la Geltrú (Barcelona)

GSB Galfor S.A. P.I. San Cibrao das Viñas, Calle 2, 332901 Orense,

Gameko-Fabric. Componentes, S.A. Polígono Industrial Goiain San Antolín, 6,01171 Legutiano, (Alava)

Inyectametal, S.A. C/ Arzubia 13, 48220 Abadiano, (Vizcaya)

GSB Forja, S.A. C/ Urola, 10, 20230 Legazpi, (Guipúzcoa)

Talleres Matrimold, S.L. Ronda dÉuropa 2408800 Vilanova i la Geltrú, (Barcelona)

Mecanizados del Sur-Mecasur, S.A. Parque Industrial “Bahía de Cádiz” Calle A. Manzana M1 Parcelas 1 y 2,El Puerto de Santa María (Cádiz)

CIE Mecauto, S.A. C/ Mendigorritxu nº 140, P.I. Júndiz, 01015 Vitoria (Álava)

T.M. Norma, S.A. P.I. Itziar, Parcela H1,20829 Itziar-Deba, (Guipúzcoa)

Nova Recyd S.A.UPol. Goiain , C/San Bartolomé 1301171 Legutiano (Álava)

Orbelan Plásticos, S.A. Ama Kandida 13, 20140 Andoain, (Guipúzcoa)

Recyde S.A.Pol. Ind. Pagatza s/n 3B20600 Elgeta, (Guipúzcoa)

Comp. de Dirección Recylan S.L.Parque Empresarial La Muga 131160 Orkoyen, (Navarra)

Comp. de Automoción Recytec S.L.Pol. Ind. Goiain, C/ San Bartolomé 1501171 Legutiano (Álava)

Tarabusi S.A.Bº Urkizu 58, 48213 Igorre, (Vizcaya)

CIE Udalbide S.A. Bº Lejarza 5, 48213 Izurza, (Vizcaya)

GSB-TBK Automotive Components, S.L. Ronda dÉuropa 24, 08800 Vilanova i la Gelt, (Barcelona)

FRANCESAS CIE Compiegne38 bis, Rue Ernest Renan, 60600 Fitz-James

PORTUGALPlasfil-Plástico da Figueira S.A. Zona Industrial da Gala, apartado 51, P 3081-852 Figueira da Foz

BIOFUELS

Bionor Transformación S.A.Kanala Bidea Edif. 103, 1º Dcha.48170 Zamudio (Vizcaya), España

VIA Operador Petrolífero S.L.Uc/Mandrí, 08022 Barcelona, España

Bioauto SP Indústria e Comércio deBiodiésel LTDA.Avda. Alvares Cabral, 680, parte Jardim Inamar DIADEMA – São Paulo 09.981-030, Brasil

Biocombustibles de Guatemala S.A.17 Calle 10-31, zona 10, Guatemala C.A.

Bionor Berantevilla S.L.U.Pol. La Coreanilla. Parc 901218 Berantevilla (Alava)

Comlube S.R.L.Via Industriale 13, 25014 Castenoldo, Italia

GAVE, S.L.Gaztambide, 29, 28015 Madrid, España

RESIGRAS, S.L.Pol. Ind. Las Fronteras – Nave 2928990 Torrejón de Velasco, Madrid, España

2008 Annual ReportMulti-technology in a global market Table of contents

Key figures 2

Letter to shareholders 4

Identity and commitments 8

International presence 10

Management team 12

2008 in review: 14Poised to remain at the forefront

2008 month by month 18

Automotive: 20A model prepared to tackle

the current economic situation

Biofuels: 28An optimistic outlook over the medium term horizon

AVANZA Program: 32We continue to work to raise efficiency

R&D&i: 36Investing in sustainable development,

key to navigating the crisis

Our human capital: 42Our Professionals: A key componentof the Group’s success and strategy

Sustainability: 46Commitment to membership of the FTSE4Good index

Corporate governance: 52A strong record and firm commitment to best practice

CIE Automotive’s share price performance in 2008 60The share in 2008

Audit Report, Consolidated Financial 63Statements and Group Management Report

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Key figures 2




Management team 12















2008 Annual Report Multi-technology in a global market

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CIE Automotive 2008 Annual Report

( 3 )

Financial data1 (€, millions)

2003 2004 2005 2006 2007 2008 Chg 07/08

Revenue 570.6 670.0 782.0 958.5 1,277.6 1,455.3 14%

EBITDA 79.6 91.3 116.4 133.3 157.4 180.6 15%

EBIT 34.0 42.0 59.0 73.7 90.4 103.7 15%

Net profit 13.1 19.8 35.1 42.2 50.7 53.8 6%

Earnings per share2 (€) 0.12 0.17 0.31 0.37 0.45 0.47Equity 151.7 174.1 216.9 261.6 296.9 254.8Employees3 5,381 5,804 6,525 8,762 11,711 13,333

Share data (at 31-12-08)

Number of shares 114,000,000

Share price (€/share) 3.50

Market capitalization (€) 399,000,000

(1) 2003 figures under Spanish GAAP. Figures for 2004-2008 under IFRS. (2) Data presented pro forma for the 1x5 stock split undertaken in May 2006. (3) Since 2006, the headcount includes 100% of employees at the joint ventures (2006: 1,696 professionals; 2007: 3,371 and 2008: 2,973).

Keyfigures

EBITDA

180.6EBIT

103.7Net profit

53.8Employees

13,333Earnings per share

0.47

Revenue

1,455.3

€, millions


Antón Pradera

Ignacio Martín



( 5 )

Dear shareholder,

CIE Automotive’s earnings performance in 2008 was strong, all the more so in light of the unfolding intense globaleconomic crisis. That being said, the overall results mask the existence of two totally discrete periods within theyear.

The automotive business posted an excellent performance during the first three quarters, registering similar revenuegrowth as in prior years. Starting in the fourth quarter, the consequences of the financial crisis began to weighparticularly on the automotive sector, even in emerging economies where production and new registration levelsremained buoyant. This inevitably affected our order flow and income statement.

The same can be said of the performance of the biofuel business, which was hit hard by the abrupt slump in oilprices during the second half of the year.

In all, revenue climbed 13.9% on 2007 and EBITDA growth remained in the double digits (15%).

Tough times ahead

In light of the prevailing situation however, what really matters, beyond the results already delivered, is how CIEAutomotive is preparing to weather the challenges that lie in store, shaped by an unprecedented recession andsector losses which threaten the very survival of the world’s leading auto makers.

This crisis is unlike any we have witnessed in the past. It is unique in intensity and global scale. It is unique onaccount of its financial devastation and geographic reach. In our capacity as supplier of components andsubassemblies to the automotive sector, we will inevitably be hit by the crisis, which is engulfing all our customers,in every corner of the globe.

It is true that CIE Automotive is ready to the weather the downturn and even poised to come out the other end astronger company. Our management approach, combined with our business strategy predicated on sales,geographic and technological diversification, guarantees that we will emerge from this downturn far stronger thanmany of our peers.

The strategic decisions taken in prior years will provide us with the best tool for navigating the storm: investmentin flexible assets with outstanding utilisation rates, a well-balanced geographic footprint which enables rigorous costcontrol, combined with aggressive sales and marketing initiatives, and an R&D&i effort across our broad spectrumof technologies which makes us a crucial sector agent.

Letter to shareholders


Letter to shareholders

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The future of biofuels

The biofuels business has been shaken to its core by the far-reaching vicissitudes of the crisis, and most especiallyby the sharp plunge in oil prices, driving EBITDA into the red in 2008 to the tune of €10.7 million, compared toprofits of €1.3 million in 2007.

However, there is no reason to panic. At present, this business unit still accounts for a relatively small chunk of ourtopline (just 10%). We have always maintained that the Group’s commitment to the biofuel business is a play onthe future: the rationale for this statement remains as valid as ever. Firstly, the depletion of fossil fuel energy sourcesis not mere conjecture, just as the biofuels we make from recycled oils and non-edible raw materials undeniablyrepresent an environmentally and socially attractive alternative. Secondly, regulatory developments are unfoldingin line with our projections in terms of mandatory consumption and penalties. The very financial crisis afflicting thesector will prompt a shake-out and consolidation in the coming years.

We are therefore firmly convinced of the need to forge firmly ahead along the path set, although naturally exercisingcaution. For this reason we have scaled back our planned capex program, focusing the business on the productionof biodiesel from recycled oils and putting other investments on hold for the time being.

At the forefront in R&D&i

The Automotive Intelligence Centre (AIC) in Amorebieta (Vizcaya) was inaugurated last year. This research centrehas key strategic value for the auxiliary automotive industry. CIE Automotive has been committed to the initiativefrom the outset. The idea of creating the AIC came in response to a sector initiative to take the reigns in innovation.The idea underpinning the cluster is to act as a magnet to attract the most skilled researchers and, by extension,pioneering automotive sector players, to the region.

Despite the issues encountered in any move involving professionals and equipment, CIE Automotive managed tosustain its intense research effort throughout the year. The crisis reached every aspect of the business and alsoprompted a shift in the Group’s R&D&i priorities. Staying ahead of the auto makers’ demands, we have focusedour efforts on aspects that enable manufacturers to cut emissions, fuel consumption and overall vehicle weight.

Innovation is cornerstone of CIE Automotive’s strategy. Looking to the year ahead with a view to securing sustainedbusiness, we plan to lead in high performance products and processes, in line with the provisions of the automotivesector viability plan unveiled by the Spanish government.

We continue to expand our international presence

The crisis has not proved an impediment to the company’s ongoing international expansion, another of the strategiccornerstones of CIE Automotive’s business model. A number of companies were acquired throughout 2008, in allinstances with a view to rounding out processes and raising productivity to enable the provision of a higher quality,value added end product to customers in emerging markets. Here it is worth noting the acquisition in Mexico of50% of Pemsa Norte’s facilities devoted to bodywork and painting and plastic injection moulding, leaving the door



( 7 )

open to the acquisition of the remaining 50% of CIE Automotive’s joint venture in this country. Mexico is a coremarket for the Group, where it is positioned as a leading supplier to the NAFTA market. The Group also continuedto step up its presence in Eastern Europe, increasing its business in the Czech Republic with the integration of PragaLouny (in the machining segment) and in Lithuania in casting via CIE LT Forge, opening the door to the all-importantRussian market.

In the biofuel business, following the acquisition last year of GAVE (Gestión de Aceites Vegetales S.L.), CIE Automotivehas become the Spanish leader in recycling used vegetable oils, thereby securing greater self-supply while raisingcontrol over raw material traceability for its biodiesel production.

Our broad international presence has enabled us to serve our customers in the countries they have identified aspriority markets. This flexibility sets CIE Automotive apart and is one of the key reasons why we are better placedthan our peers to ride out the storm that lies ahead in the coming years.

Membership of the FTSE4Good index

CIE Automotive was admitted to the FTSE4Good index in 2008. One of the world’s most important equity indices,it only admits companies that are firmly committed to sustainable development. For us it is an honour and aresponsibility to become part of this respected index. Membership will oblige us to reinforce the demandingstandards we set for ourselves in terms of quality, our environmental record and corporate citizenship.

* * *

Our share price continued to correct throughout the year and in all likelihood will continue to languish as long ascurrent market instability lingers. All we can do is reiterate our vision that taking a short term stance is a poorguide in the current circumstances. We believe CIE Automotive’s fundamental value will be acknowledged once themarkets settle down.

Despite everything, include the comfort derived from the fact that CIE Automotive is better positioned than its peers,with an EBITDA margin five points above the sector average, there is no doubt that 2009 will be a year in whichthe commitment, sacrifice and dedication of each and every one of us making up the CIE Automotive team will bevital to moving ahead. To this end, the best thing we can do is to stick to the foundations which have always guidedthe Group: rigour, seriousness, customer retention, innovation and international expansion.

All that is left for us to do is to thank the team for their dedication and hard work, with which they prove the successof the CIE Automotive formula day in and day out, and to thank our shareholders for their unconditional support atsuch a precarious time for the sector.

Thanks to all.Antón Pradera and Ignacio Martín




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MissionWe are an industrial group specialised in managing high value-added processes:

– We have applied this concept so as to become a supplier of components and subassemblies to the glo-bal automobile market, using complementary technologies and a range of associated processes.

– We apply this concept to management in general, with an integrated vision of all phases of the value chainin industries with attractive long-term growth prospects, such as biofuels.

We are growing steadily and profitably with the aim of becoming a benchmark partner by meeting ourcustomers’ needs through innovative, competitive end-to-end, high value-added solutions.

We seek excellence through the following commitments:

– Continuous improvement of processes and efficient management.

– Encouraging participation, involvement and teamwork in a pleasant, safe work environment.

– Transparency and integrity in everything we do.

– Respect for the environment and a commitment to improving our environmental record.

VisionWe aim to be a benchmark industrial group specialised in managing high value-added processes.

We aim to:

– Be a benchmark for quality, technology, innovation, design and procurement.

– Be excellent in management.

– Become the paradigm of a sustainable business through our commitment to people, the environment andvalue creation.

ValuesOrientation towards internal and external customers with a service-based attitude.

Respect for people, their initiative, creativity, originality, engagement and teamwork.

Ability to deliver targets and add value.

Positive attitude towards change and continuous improvement.

Responsibility and integrity, and commitment to a job well done.

Respect for the environment, striving to minimise all environmental ramifications.

Transparency, publicly disclosing all information relevant to our business.

Identityand commitments


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Internationalpresence

HeadquartersSales-technical officeTechnology centreProduction facilityBiofuels

7,4018,272

2007 2008

12%

2007 2008

410.8470.5

14.5%

Revenue(€, million)

Employees

Americas

USA

CIE USA

MEXICO

CIE Automotive MéxicoPemsa-Ramos Arizpe Pemsa-Saltillo CIE Recycomex Celaya – JV CIE Desc Pemsa – JV CIE Desc Nugar – JV CIE Desc Nugar 2 – JV CIE Desc

GUATEMALA

BCGSA Guatemala

BRAZIL

CIE AutometalCIE Autometal Diadema CIE Autoliner CIE Autometal Bahía CIE Autometal San Bernardo 1 CIE Autometal San Bernardo 2 CIE Autometal Taubaté CIE Jardim Sistemas CIE Autoforjas CIE Durametal CIE Nakayone BIOJAN BIOAUTO SP Naturoil (under construction)


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International presence

CIE Gameko CIE Inyectametal CIE Legazpia CIE Matrimold CIE Mecasur CIE Mecauto CIE Norma CIE Nova Recyd

CIE Orbelan CIE Recyde CIE Recylan CIE Recytec CIE Tarabusi CIE Udalbide GSB TBK

BionorVIA Operador Biosur (under construction) RESIGRAS, GAVE

866.8

984.8

4,3105,061

13.6%

7

17%

2007 20082007 2008

Revenue(€, million)

Employees

Europe1

1 Includes figures for Asia.

PORTUGAL

CIE Plasfil

CZECH REPUBLIC

CIE Plasty Cz CIE Unitools Press CIE Metal Cz CIE Joamar CIE Recyde Cz CIE Zdanice CIE Praga Louny

ROMANIA

CIE Matricon

LITHUANIA

CIE LT Forge

GERMANY

CIE Deutschland KS CIE Deutschland WOB

ITALY

Comlube

FRANCE

CIE Compiegne

CHINA

CIE SCAP

SPAIN

CIE AutomotiveCIE Alcasting CIE Alfa Deco CIE Alurecy CIE C. Vilanova CIE Egaña CIE F.C.M. CIE Galfor


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Management teamOrganisational chart

Two discrete business units withfundamentally independent functions

Shared services to exploit economies of scaleand management synergies

Europe Americas Asia Procurement Operations Distribution/Sales

CEOCIE Automotive

Business UnitBiofuel

Shared services

• R&D• Quality and prevention• Human resources• Finance – controller• Purchasing• IT

Business UnitAutomotive


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Management team

IgnacioMartínCEO of CIE Automotive.Born in 1955, Mr.Martín is an industrialengineer. He joined CIEAutomotive in 2001.

IgnacioArtázcozCorporate Director andCFO. Born in 1966, heholds a degree inEconomics and BusinessAdministration. He joinedCIE Automotive in 2001.

JesúsEsmorísManaging DirectorEurope. Born in 1964, heis an industrial engineer.He joined CIE Automotivein 1997.

Jesús MaríaHerreraManaging DirectorAmericas. Born in 1967,he holds a degree inEconomics and BusinessAdministration, and aMasters inInternationalisation. Hejoined CIE Automotive in1991.

IñigoUnzagaDirector of CorporateStrategic Projects. Born in1965, he is an industrialengineer. He joined CIEAutomotive in 1996.

AitorZazpeManaging DirectorBiofuels. Born in 1970,he is an industrialengineer. He joined CIEAutomotive in 2003.

Management Committee




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Against the backdrop of a global economic slump, which has hit the automotive industry particularly hard, CIEAutomotive managed to post a strong set of earnings, virtually in line with its historic trend.

Revenue rose 13.9% on 2007 while EBITDA climbed 15%, slowing somewhat on the pace of profit growth in prioryears, albeit sustaining the healthy trend of the past.

These results primarily reflect the strong underlying market during the first three quarters of the year. Duringthe last quarter the panorama became more complicated, marked by significant declines in automobileproduction worldwide, with new registrations going into free fall, coupled with setbacks in the biofuels business.This situation spread to emerging markets which had previously proven more resistant. These issues draggeddown the full year results. More importantly, they spell a tough year head: 2009 will be shaped by the full-blown international crisis.

The gloomy outlook for the year ahead has prompted CIE Automotive to revise the investment program on whichits business strategy is predicated. Although the overall strategy remains intact, the delivery of its stated target todouble revenue and EBITDA will accordingly be pushed back beyond 2010.

2008 in review

Poised toremain at the forefront

The healthy earnings posted in2008 provide CIE Automotive witha buffer as it prepares to tackle thechallenges that lie in store


2008 in review

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AUTOMOTIVE: healthy earnings, tough year-end

The automotive sector has been one of the hardest hit by the global economic crisis. The dizzying speed with whichautomobile production and registrations fell off the map during the fourth quarter created a domino effect whichmade its presence felt across CIE Automotive’s customer base and at the company itself.

2008 can be subdivided into two totally discrete periods. From January to September, vehicle production heldsteady year-on-year, whereas during the fourth quarter this indicator plunged, even in emerging markets, whichhad been driving volumes up until that point.

CIE Automotive, spurred by its role as a global multi-technology group, has followed its customers into the countriesthey have identified as priority markets. This strategy enabled the Group’s automotive business to lift its marketshare and significantly expand margins, with the EBITDA margin rising to 22.6%.

The events of the last quarter prompted the need to reassess CIE Automotive’s business strategy to ensure itssustainability in 2009. Accordingly, measures were taken to curtail investments in this business line, to focusresources on upgrading processes and on high performance products which deliver on auto makers’ need to cutemissions and fuel consumption levels by searching for viable alternatives.

BIOFUELS: a long-term business for CIE Automotive

Biodiesel remains CIE Automotive’s secondary core business. The growth prospects remain encouraging despitethe sudden drop in oil prices and the contraction in demand for fuels in general.

In 2008 the focus in the biofuels business was on completing projects underway such as the construction andcommissioning of the Biosur facility in Spain and the capacity additions at the Berantevilla facility. Work was alsoongoing on 11 R&D&i projects related to jatropha plantations.

The acquisition of 51% of Gestión de Aceites Vegetales S.L., engaged in the collection and handling of usedvegetable oils for subsequent use as a raw material, marked a step forward in the process of integrating thecollection of used oils and animal fats for the production of biodiesel.

The flexibility of CIE Automotive’smulti-technology model and its global reach hasenabled it to tackle unfolding changes swiftly tobring the Group’s activity in line with the newparadigm in the automotive industry



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Take advantage of opportunities emerging from the crisis

CIE Automotive is heading into 2009 with a lead on the average sector EBITDA margin of 5 percentage points,positioning the Group to react to a potential market contraction faster than its competitors.

In line with the requirements set forth in the government viability plan for the Spanish automotive sector, CIEAutomotive has prepared an action plan based on four basic pillars:

R&D&i: to focus the research effort on attaining leadership in high performance products and processes.

To take advantage of the significant commercial opportunities arising from the crisis by leveraging its multi-technology strategy and taking a flexible approach to investment.

To implement a cost cutting program to reduce variable and fixed costs with a view to bringing production in linewith demand.

To shore up its financial position by freeing up working capital, scaling back capex and suspending the 2008dividend payment, all with a view to reinforcing its capital structure.

In sum, CIE Automotive’s business model should enable it to weather this adverse situation with relative efficiency.

Revenue Net profit2008

13.9%

1,455.3

6.1%

2008

53.8

2006

42.2

2007

50.7

2006

958.5

2007

1,277.6

The Group in figures (€, million)


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2008 month by month

1Q08CIE Durametal obtains ISO 14001 certification.

CIE Galfor receives OHSAS 18001 certification from Lloyds.

The acquisition of 100% of Czech firm Praga Louny CZ closes.

CIE Berriz acquires 100% of Pinturas y Ensamblajes de México S.A. de C.V., which waspreviously held by the CIE DESC joint venture.

The CIE Recyde, CIE Alfa Deco, CIE Alurecy, CIE Nova Recyd and CIE Recytec facilities,all from the machining segment, launched their new management information systemsover the SAP platform.

The assets of French firm Lajous Industries S.A.S. are integrated within CIE CompiegneS.A.S., fleshing out the company’s range of products targeted at next generation die-sel engines.

2Q08CIE Automotive holds its Annual General Meeting.

During the GME Techworld trade fair, CIE Automotive was distinguished for its innova-tion record in rheocasting technology. The PEMSA Ramos Arizpe plant was awardedbest supplier of 2007 by its client, DENSO México S.A de C.V.

Acquisition of 51% of Gestión de Aceites Vegetales S.L. (GAVE).

CIE Automotive notified by the Volkswagen Group that it had successfully delivered allthe quality milestones agreed between the two parties.

CIE Gameko renews its ISO 14001 certification.


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2008 month by month

3Q08Machining division facility, CIE Mecauto, obtains ISO 14001 certification attesting tothe quality of its environmental management.

CIE Egaña and CIE Udalbide jointly certified under ISO TS 16949, while CIE Celaya re-newed its certification.

4Q08Successful conclusion by CIE Compiegne’s facilities in France and CIE LT Forge’s faci-lities in Lithuania of the ISO/TS 16949 certification audit performed by Lloyds. Mean-while, the French facility also obtained ISO 14001 certification.

11 - 14 November. CIE Automotive attended the Quality and the Environment Forum inthe business centre of Diadema, Brazil.

Quality and the Environment Forum at CIE Celaya (Mexico).

The Bionor Berantevilla facility’s quality system certified under ISO 9001:2000, ma-king it the first biodiesel production firm certified by Lloyds.

CIE Automotive’s R&D&i departments move to the new Automotive Intelligence Centre(AIC).




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The automotive business remains CIE Automotive’s core revenue driver. In 2008 revenue in the division amountedto €1.16 billion, up 10% on 2007, underpinned by market share gains and translating into higher margins.

EBITDA in this business came to €191.3 million, year-on-year growth of 22.6%, outpacing the growth posted in2007 by almost 4 percentage points. The division registered a similarly healthy performance at the operating profitlevel: EBIT rose 28.7% to €116.2 million.

The challenge: to leverage these healthy earnings as a buffer ahead ofa testing 2009

The last quarter of 2008 took a turn not foreseen in initial guidance. The credit crunch, with loans drying up andshooting up in cost, combined with the gloomy economic outlook, triggered a slump in production not only in theleading developed markets but also in emerging nations, which had been the sector growth driver throughout theprior year.

Last year CIE Automotive streamlined is capex plans in light of the new financial and economic paradigm. Whilemaintaining its overriding strategy predicated on its traditional strengths – modern management approach,

Automotive

A model preparedto tackle the currenteconomic situation

In a tough year, the flexibility ofthe CIE model enabled the companyto stay on a healthy earnings track


Automotive

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strategic focus on innovation, eking out process efficiencies, squeezing the most out of manufacturing resources,boosting synergies across facilities – the Group streamlined its management model by rationalising variable andfixed costs, to bring them in line with the new economic situation. This translated into scaled back investments,to focus spending on products that cut emissions or vehicle weight, and into reigning in working capitalrequirements.

Although growth targets have not been forsaken, the current economic reality will spell a delay in delivering thestated target of doubling revenue and EBITDA, initially slated for 2010.

Tough panorama, replete with opportunities

The challenging market situation, with vehicle production and sales falling considerably, especially towardsthe end of 2008 in the US and Europe, was offset by ongoing growth in emerging markets such as Brazil,Eastern Europe and Asia, which although losing some steam towards year-end, proved their standing ascompelling niche markets with growth potential, shaking off their status as bit players.

Against this backdrop, the CIE Automotive model has proven effective, producing ongoing profits, adaptingto the current situation and staying on the alert for opportunities which may emerge from the unfoldingcrisis. The fact that the Group is not dependent on a handful of exclusive customers or on a given marketfor sales endows it with sufficient flexibility to diversify its sales: the company has been gradually focusingon higher performance products and processes that meet the automakers’ growing needs to cut emissionsand minimise fuel consumption.

On this point it is worth highlighting a strategic acquisition in France. The assets of a French companywere integrated within CIE Compiegne, enabling CIE Automotive to flesh out its range of products for dieseland next generation engines via common rail components that use cutting edge machining, cleaning andwhite room assembly and electronics technologies. The deal adds a blockbuster product with significantgrowth potential to the Group’s portfolio.

Another move designed to shore up the company’s financial position was focused on scaling backinvestments, albeit with a view to using existing idle capacity for new projects. Despite the economicsituation, CIE Automotive forged ahead with its international expansion. For example, it reached anagreement with Joamar of Portugal to set up a joint venture in the Czech Republic devoted to aestheticpainting of automotive parts made in plastic. This gave rise to the creation of CIE Joamar, which operatesin the same business park as CIE Metal Cz in the town of Valasské Mezirici. The entry into the plastic part

The model has been adapted to thecurrent economic environment, scalingback investments, controlling costs andfocusing the business on high valueadded products and services



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painting segment has rounded out CIE Automotive’s product portfolio, paving the way for growth in theplastic market in Europe. Building on this agreement, CIE Automotive signed a purchase option with aPortuguese group, which has one facility in Portugal and another in Morocco, providing the Group with afoothold in this increasingly attractive North African market.

2008 also marked the closure of the acquisition of all the shares of Czech company Praga Louny CZ for €4.2million, paid in cash at the end of January 2008, and financed from internally generated funds.

The Mexican market remains a priority for the Group. The expansion process initiated in 2007 wascomplemented last year with the agreement reached between CIE Berriz and Kuo Automotriz, 50/50shareholders in the CIE DESC Automotive joint venture, by virtue of which it acquired 100% of Pinturas yEnsambles de México S.A. for $32 million (€20.8 million). The company has productive facilities in thetowns of Saltillo and Ramos Arizpe.

The terms of the agreement also grant the company a call option on the 50% of CIE DESC Automotive owned byKuo Automotriz, which can be exercised in 1Q09 or 1Q10.

Revenue EBITDA2008

10%

1,158

22%

2008

191

2006

132

2007

156

2006

892

2007

1,057

Automotive unit in figures (€, million)




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Technology

Aluminium

Country Plants

Spain 5Mexico 1Romania 1

Employees 1,176

Prod. capacity 38,000 tonnes/year

Plastic

Country Plants

Spain 1Portugal 1Czech Rep. 1Brazil 5Mexico 1

Employees 2,156


Machining

Country Plants

Spain 12France 1Czech Rep. 3Lithuania 1Brazil 2Mexico 2

Employees 2,314

No. of parts 194 mn/year

Forging

Country Plants

Spain 3Lituania 1Czech Rep. 1Brazil 1

Employees 1,312


Casting

Country Plants

Brazil 1

Employees 467


Stamping, tube forming andwelding

Country Plants

Spain 3Czech Rep. 2Brazil 3Mexico 5China 1

Employees 5,680





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Products

Engine and powertrain

Assemblies

Fluid management: oil and water pumps

Components for

Engine: crankshafts, crank-cases, engine-balancingshafts, cylinder head covers, supports and commonrail systems

Gearboxes and differential gearboxes: casings andshafts

Transmission

Soundproofing

Anti-vibration

Fluid dynamics

External/internal trim

Assemblies

Central console

Cupholders

Components for

External trim

Internal trim

Cockpit subassemblies

Airbag

Electrical connections

Seatbelts

Seats

Doors

Convertible top kinetics

Chassis and steering

Assemblies

Complete rear axles

Control arms

Cross beams

Front end

Components for

Brakes

Suspension

Chassis

Axles

Front end

Steering

Hubs, rings and king pins




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Biofuels

An optimistic outlookover the medium termhorizon

CIE Automotive reiterates its 3-year old strategic bet on the biofuels market. Convinced that these fuels remain animportant part of the complex answer to the population’s energy requirements, the Group continued to work tocreate a market via a number of different initiatives, readying certain investments underway for start up in 2009and 2010, in line with defined strategy not only in business and financial terms but also from a social andenvironmental perspective.

A line of activity with compatible business and sustainability goals

The biofuels business suffered a significant setback over the course of 2008. However, its undeniable advantagesmake it a viable alternative for the future to fossil fuels with clear environmental and social benefits, regardless ofwhether deriving from recycled oils, which enables the reuse of waste that is difficult to treat, or from growing plantsthat are not apt for human consumption such as jatropha, a plant that contributes to reforestation and which doesnot destabilise the food chain.

Despite a still moderate performance in numbers (revenue of €103 million in 2008 and losses of over €10 million,due mainly to the significant but non-recurring fallout from the plunge in oil prices), the business prospects andthe positioning built up by CIE Automotive leave us optimistic regarding the role biofuels are destined to play in theoverall Group longer term.

As part of its strategy to lead in second generation biofuels, with their high ecological value thanks to theirenvironmentally friendly nature and the fact that they do not disrupt the food chain, CIE Automotive has fine-tunedits biofuel business model to ready it for 2009, a year in which oil prices are expected to prove more stable, byfocusing firstly on the production of biodiesel from recycled oils and other waste and, secondly, on containinginvestment elsewhere in the business.

CIE Automotive continues to workto open the market, readying certaininvestments in progress for start up in2009 and 2010


Biofuels

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The binding targets set for the EU-25 members in terms of replacing fossil fuels will soon be a reality. The 2010target for a 5.75% market share for biofuels in the overall transport fuel supply provides the foundations for abright future for a nascent business that will throw up attractive business opportunities for CIE Automotive thanksto its privileged positioning.

A vertically integrated business model

CIE Automotive’s vision for the biofuels business has placed it at the forefront of the sector in Spain. Despite thepoor earnings performance in 2008, there is no doubt that this business line adds significant value to the overallGroup.

The vertically integrated approach to the entire value chain enables CIE Automotive to broaden its businessmanagement skills, actively participating in raw material supply, recycling and handling of used oils, biofuelproduction, using the by-products for industrial purposes and the entire logistics, distribution and salesprocesses. This enables the Group to optimise its resources, maximise productivity and ensure control over theentire process.

Upstream – Focus on second generation raw materials

The biofuels sector is facing a series of challenges including supply issues and excessive dependence on volatilecommodity prices.

Used vegetable oil is a fundamental raw material in the biofuel sector which presents two environmental advantages:(i) the withdrawal from circulation of products whose misuse harms nature and (ii) their transformation into anecological fuel.

MANUFACTURING

Multi-technology• Recycled and virgin oil

Engineering capacity

Manufacturing management • Automotive methods: TPM, 5S

DOWNSTREAM(logistics, distribution, sales)

Proprietary distribution• Petrol stations• Fleets• Operators

UPSTREAM

Environmental – Recycling • Used oils• Animal fats• Oleins

Agro-bioenergy• Energy crops (jatropha)• R&D&i



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In 2008 CIE Automotive acquired 51% of Gestión de Aceites Vegetales S.L. (GAVE) for €0.7 million. This transaction,undertaken by Group subsidiary Bionor, gave the company national leadership in the recycling of used vegetableoil for the production of biodiesel. This acquisition enabled the company to enhance waste traceability, make itsservice more flexible, also strengthening ties with local councils. This purchase came on the heels of the acquisitionof RESIGRAS in 2007. RESIGRAS handles 5,000 tonnes of this raw material annually.

In the virgin oil segment, CIE Automotive has focused strategically and decisively on pursuing the use of jatropha(Jatropha Curcas) as a raw material. Jatropha is an efficient non-edible plant. Although scope for its cultivation isextensive, its seeds are in very scant supply for industrial uses worldwide. In addition to this clear benefit, thisplant can be grown in desert and semi-desert land, with capacity for development, with its 6-metre tall shrubs, intoauthentic green forests, lungs with which to absorb some of the world’s damaging carbon emissions.

This focus materialised in the last year in the form of 11 jatropha related R&D&i projects. As part of this effort, CIEAutomotive sought a tie-up with Brazilian company NNE to set up a joint venture to secure the supply of jatrophaseeds for biodiesel production from sustainable and environmentally-friendly farming.

Manufacturing – multi-technology: used vegetable oil and virgin oil

CIE Automotive manufactures biodiesel at two facilities, one in Alava, Spain (where biodiesel is made from recycledoil) and another in Italy (where it is produced from virgin oil). The Group is focusing on boosting production fromrecycled oils with a capacity addition underway at the Alava facility. The recycled oil segment is less dependent oncommodity prices, making profits less volatile.

The company is also in the process of building a virgin oil processing facility at Huelva which will have annualcapacity of 200,000 tonnes.

Downstream – solid position in the distribution and sale process

CIE Automotive’s biodiesel production plants are optimally located from the logistics standpoint for tapping into thedistribution network and from a supply standpoint. The Group has a proprietary distribution network combiningservice stations dispensers and extensive fleets to service operators in Spain and elsewhere in Europe.

The performance of the biodieselbusiness in 2008 was marked by asignificant non-recurring factor:plunging oil prices




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AVANZA Quality Program

We continueto work to raiseefficiency

CIE Automotive’s quality program is predicated on four cornerstones: safety, training, systematic reviews andongoing learning. The AVANZA program, which means progress in Spanish, has been in place for over six years,and today remains the bedrock of the entire Group’s incessant search for operational excellence.

In 2008, as will be the case in 2009, the cost cutting goals, in line with the strategy defined for tacklingthe sector crisis, requires making all the processes used by CIE Automotive more efficient. This has enabledthe Group to adapt nimbly to market demands and to sudden shifts in production. This means that ongoinglearning and improvement is today more compelling than ever, warranting the continual implementation ofnew projects and systems. A vast number of projects are underway at the Group’s various facilitiesworldwide. For example, in 2008 CIE Egaña introduced a new storage system and changed the layout ofthe OASYS cell which increased productivity, making the workers’ task more effective and their workingenvironment more pleasant.

Continual improvement systems

In line with the spirit of constantly moving forward, CIE Automotive relies on two continual improvementssystems that are now entrenched in the company’s culture in light of the positive results they have producedin recent years. The 5S and CONCOR philosophies improve processes by engaging all the workers inproblem solving, contributing to the creation of a shared corporate culture. Once again this year, theapplication of both systems contributed to generating significant improvement in the facilities’ keyperformance indicators.

Key customer service indicators for defective part rates (PPMs), claims and deliveries performed well. PPMs andclaims fell while customer satisfaction in terms of deliveries improved.

The effort to cut costs in 2008was underpinned by enhancedprocess efficiency throughoutCIE Automotive


AVANZA Quality program

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Quality certifications

Throughout 2008 CIE Automotive continued to notch up a significant number of important quality certifications inseveral plants and markets.

In the machining division, CIE Compiegne and CIE Alcasting were awarded ISO TS 16949 certification. In the samedivision, CIE Compiegne and CIE Mecauto obtained ISO 14000 environmental certification.

In the forging division, the Lithuanian facility also obtained ISO TS 16949 certification.

In Mexico meanwhile, PEMSA Ramos Arizpe was also awarded this certification.

In China the metal and plastics facilities obtained joint ISO TS 16949 certification.

In biofuels, Bionor secured ISO 9000 certification.

CIE Egaña and CIE Udalbide obtained joint and shared certification under ISO TS 16949 in connection with thedevelopment of a quality management system that provides for continual improvement, emphasizing defect pre-vention and the reduction of variation and waste in the supply chain. Meanwhile, CIE Matricon and CIE Celayarenewed their certification under this standard.

CIE Autometal Diadema was certified a class A supplier by Volkswagen, following a product and process auditunder the VDA 6.3 B standard (the European quality standard for suppliers in the European automotive industry),performed by the car maker’s EMF.

CIE Galfor was awarded OSHAS 1800 certification, the benchmark international occupational health and safetycertificate, by LLOYDS.

With this, all the Group’s plants have been awarded one of the main quality certificates, guaranteeing theirperformance to the highest standards of management, production and workplace health and safety. In addition, in2008 the SAP platform was rolled out at the CIE Recyde, CIE Alfa Deco, CIE Alurecy, CIE Nova Recyd and CIERecytec facilities, all from the machining segment, establishing SAP as the main management information tool. Theplan is to implement it in the rest of the machining division plants and in the forging division facilities. To this end,the Group promoted the global use of the purchase planning and production planning tools, the managementaccounting module and the development of a daily KPI-based scorecard.

The processes of rolling out new tools and of reviewing existing management information systems in place at theplant level were performed under ISO/TS 16949, ISO 14000 and OSHAS 18000 standards.

The Avanza forum analysed andboosted the performance of theOOL/5S, scorecard, G.P.I., S.A.P.and best practice tools



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Acknowledgements

In 2008 the Volkswagen Group acknowledged that CIE Automotive had successfully delivered all the qualitymilestones agreed between the two parties. This quality initiative lasted one year and contributed to an improvementin quality readings of around 58% on average. The award ceremony took place at the German carmaker’s CustomerQuality Forum (VW Forum Liefenrantenqualität).

The Avanza Forum met towards the end of the year to review the five work groups launched in 2007. The analysisperformed took in the various tools being used such as OOL/5 S, scorecard, GPI, SAP and best practices.

The overriding conclusion of this work was that despite the significant progress already made, there is still muchto be done. As part of the process, the jury acknowledged the plants posting the best performance in implementingthe 5S management tool in Europe, Mexico and Brazil. The facilities selected in Europe were CIE Matricon, CIEEgaña, CIE Gameko, CIE Gal for and CIE Plasfil. Of these, an external firm, following an audit, awarded CIE Plasfilas the winner. In Brazil the prize-winners were CIE Autometal Diadema (metallurgy) and CIE Autoforjas, while NugarTultitlan and PEMSA Celaya were the Mexican counterparts.

During the GME Techworld trade fair, CIE Automotive was distinguished for its innovation record in rheocastingtechnology. The goal of this trade fair, organised by General Motors, was to study each supplier’s most compellingoffer, categorised under biodiesel, safety, cost, quality and market opportunities.

Lastly, the PEMSA Ramos Arizpe plant was awarded best supplier of 2007 by its client, DENSO Mexico.

Plant certification

CIE plants 58

ISO TS 16949 45ISO 9000 9ISO 14000 30OHSAS 18000 7




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R&D&i

Investment insustainable development,key to navigating thecrisis

The automotive viability plan in Spain in 2009 brings product and process research and development intofocus. CIE Automotive has developed a detailed strategy to enable it to adapt to these requirements, predicatedon product and process eco-design. The Group’s goal is to become leader in high performance products andprocesses such as forged crankshafts, EPS and common rail systems, using new materials and technologiesunder development, as well as researching new applications to lift the efficiency of EGR elements, engineturbo chargers, common rail systems, fuel pumps, anti-vibration components and rack & pinion units. Thiseffort, involving the agreements in place with various technology centres and an in-house dedicated R&D&iworkforce totalling 250 (100 work at the Group’s technology centres and the remaining 150 at the plant level)enabled significant order intake, to the tune of €100 million, for 2010.

All this work is funded by the 2.2% of revenue that CIE Automotive earmarks for R&D&i, placing it at clear advantagerelative to its competitors: this budget is just under that allocated by Tier I suppliers and well above that allocatedby Tier 2 suppliers.

Inauguration of the Automotive Intelligence Centre (AIC)

In 2008, CIE Automotive participated in drawing up the plans for this international skills cluster based on abenchmark European cooperation model. These plans materialised over the course of 2008 when the centreopened its doors with the goal of helping the automotive companies comprising the centre to become global leaders

The action plan for tackling the crisishas obliged the firm to refocus itsproduct and process research &development and innovation policieson those that add highest value


R&D&i

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in their respective segments. The facility comprises 16.000m2 of office space and 600m2 of laboratories spreadbetween the towns of Amorebieta and Ermua (Vizcaya). It has three separate testing areas and an experiment unitarea shared by the various companies’ teams. The idea of creating the AIC came in response to a sector initiativeto take the reigns in innovation. The idea underpinning the cluster is to act as a magnet to attract the most skilledresearchers and, by extension, pioneering automotive sector players, to the region.

Phase I of the project concluded with the installation of nine companies in the centre. CIE Automotive, asfounding shareholder, together with the Vizcaya regional government, the local governments of Amorebieta -Etxano and Ermua, ACICAE Automotive Cluster de Automoción de Euskadi, ZF Lemförder TVA, Pierburg,Amaya Tellería and Microdeco, transferred the R&D&i units of the automotive and biofuels units to the AIC,participated in the training centre with several initiatives and lent its support to the five lines of developmentunderway.

Promoting sustainable research

In 2008, the Group dedicated a significant portion of its research effort to ensuring its product andprocesses contribute to the system’s sustainability. Evident fossil fuel price volatility, growing fuelconsumption and the inevitable depletion of fossil fuel resources cast doubt over a future based solely onthese sources. At the same time, the resulting greenhouse gas emissions have produced serious climatechanges which jeopardise the environment. At the product level in the automotive sector, this crude realityspells the need for major change in the mobility concept and the promotion of alternative energies such assecond generation biofuels, together with an unprecedented boost to hybrid, electric and hydrogen vehicles.The overriding goal is to come up with the optimal trade-off between vehicle conceptualisation and the classof fuel used to power it.

At the process level, research work focused mainly on reducing consumption and emissions (greenmanufacturing). The main thrust came in the field of materials, treating the moulds and matrix moulds tolengthen their useful lives, the development of end-to-end transformation processes to enable enhancedraw material usage and therefore a reduction in scrap, reuse of heat produced in secondary processes,cogeneration, etc. Over 20 projects were presented for regional and national projects, enabling filing forvarious patents.

In terms of products, the goal set for 2008 was to take a step further in the development process, with eco-design as the key driving force. This translated into products designed to reduce weight, optimise fuelconsumption, cut vehicle emissions (CO2 and NOx) and to increase the recyclability of materials used,



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disassembly of components and the use of recycled materials throughout the production processes. Aswith process patenting, the company presented specific programs on a European, national and regionalscale, filing for two new patents. Also in 2008, CIE Automotive received acceptance for several patentsfiled in 2007 such as its door reinforcement against side impacts and the coating of the B-pillar to cushionside impacts.

On the R&D&i front, CIE focused strategically on vehicle electrification, mainly in the field of range extenders andpower storage and management. The field of the electric vehicle, whatever shape it finally takes, will undoubtedlyoccupy a priority spot in terms of European and Spanish research and development agendas. The Group’s timelyfocus on this development front and the contacts already made with OEMs and Tier 1 suppliers throughout this yearmeans that CIE Automotive will earmark a sizeable chunk of its R&D&i spend for the year ahead to this field,providing a significant boost to product, process and customer diversification.

Biofuels

In 2008, the company continued to work on the Bioengine project in which CIE Automotive has evaluated theimpact of biodiesel on next generation internal combustion engines, in collaboration with the centre for thermalengines attached to the Universidad Politécnica de Valencia. On a parallel basis, the Group continued to work onother lines of initiative such as the evaluation of injection rates, fuel flow performance, start-up performance whencold, engine performance over the MVEG-A cycle, analysis of oil, control over contaminating emissions and theimpact of biodiesel on power and fuel consumption attributes.

Pressing ahead with research work started in 2007, CIE Automotive continues to analyse the behaviour of biodieselpowered fleets. Fuel mixes are varied to generate analysis and conclusions regarding, for example, the performanceof long life engines running on pure biodiesel, engine and service incidents, maintenance impact and the levels ofcontaminating emissions.

The work on agro-bioenergy, specifically the use, optimisation and development of jatropha for the production ofbiodiesel, continues to feature prominently in this area of CIE Automotive’s research effort. This oily plant adaptseasily to almost any environment. Its non-edible seeds yield up to 40% oil for processing and transformation intobiodiesel. Latex can be extracted from the stem while the leaves and bark yield various substances with medicinalapplications. Lastly, the seed case can be used to produce biogas.

In 2008, thanks in part to the agreements with NNE of Brazil, the company locked in supply of jatropha seedsand work continued on research projects designed to produce higher yielding crops via enhanced genetic

CIE Automotive transferred itsautomotive and biofuel R&D&i centresto the newly inaugurated AutomotiveIntelligence Centre


R&D&i

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engineering of jatropha, to improve crop resistance to climate conditions, new sewing and transplantation,planting and pruning techniques, the use of chemicals to accelerate crop maturity and machine collection,among others. In addition to its applications as a raw material for the production of biodiesel, the companycontinued to work on applications for jatropha by-products, such as latex, in other CIE Automotive businessareas.

The biofuels sector, all the more so following the economic setback suffered in 2008, still needs to benefit froman intense research effort to increase biofuel yields and production processes if they are to compete efficiently withhydrocarbon fuels.

Patents obtained in 2008

Door reinforcement system against side impacts

Pillar-B coating system to cushion impact





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Our human capital

Our Professionals:A key component of theGroup’s success andstrategy

Workforce

2006 8,7622007 11,7112008 13,333

Male: 82.20%Female: 17.80%

Graduates: 3,156

Geographic breakdown:

Europe: 4,929Americas: 8,272Asia: 132

CIE Automotive is committed to continuous learning to ensure it can count on the most highly qualified professionals,ready to adapt to new processes and technological requirements. The company provides its workforce with all thetools necessary to continually upgrade their skills and knowledge, underpinned by the company’s values, alignedwith the organisation’s strategic goals.

The Group believes that its team is a key component of its strategy and an essential part of its business success.Aware of their significance, it is highly respectful and supportive of their individual and collective rights, in compliancewith prevailing labour legislation in each of its operating markets. CIE takes a proactive stance to creating a


Our human capital

( 44 )

workplace environment that prioritises stable and cordial labour-management relations. Thanks to its internationalexpansion, CIE Automotive has been integrating a diverse range of nationalities into its corporate culture. This hastriggered ongoing geographic professional rotation. These ambassadors have spread the CIE management modeland best practices to the rest of its work centres. The most in-demand expat profile is for professionals withsignificant technical know-how combined with career development ambition.

Training and development programs

The Professional Development Program is the company’s instrument for bringing together all the tools andopportunities for professional development and lies at the heart of the HR management model which is thebasis for defining worker skill profiles, evaluating executive, middle management and technical jobperformance, identifying areas for improvement and designing career development and training programs.Throughout the year work continued on development of the training courses programmed by theManagement Learning Centre. Training course content ranged from finance to workplace accidentprevention, quality and executive development. In all cases participation and student engagement reachedvery high levels.

The occupational health and safety department was particularly active on the training front, notably in the fields ofsafety and ergonomics, where the number of training hours was increased substantially. Subsequent surveys revealedthat attendees rated these courses very favourably. The program run by CIE Gameko for the prevention of skeletalmuscle injury is a good case in point. The goal of this initiative was to promote good workplace practices adapted tothe risk factors specific to each job, rectifying ergonomically inappropriate work habits. It is also worth highlightingthe consolidation of the cost system program, provided by teachers trained in-house, where the level of satisfactionremains very high.

CIE Automotive does not rely exclusively on in-house training; it also provides its professionals with training fromrenowned institutions. 2008 marked the second edition of CIE Automotive’s Advanced Management Programtargeted at Group professionals from a range of companies and backgrounds. The course content was maintained,and the faculty included a combination of teachers from Deusto Business School and CIE Automotive managers.The topics covered throughout the program ranged from technical skill upgrades, management skills and dedicatedmaterial related to Group specific culture and issues.

CIE Automotive’s training model is continually evolving thanks to the evaluation and feedback process inplace to assess the effectiveness of its training initiatives. Some time after taking the course, participantsapply the knowledge acquired in their respective areas of competence at which point several exercises areperformed to check the correct application of the concepts taught. This ensures that training is continually

CIE Automotive’s training modelis continually evolving thanks tocourse evaluation and feedbackprocesses



( 45 )

aligned with the real needs of the organisation and its people. CIE Automotive’s training and developmenteffort is complemented with recruiting and career development programs targeted at young graduates witha desire to work abroad.

Internal communications

The Group’s more than 13,300 employees are located across the four corners of the world. The Group has a numberof internal communications tools designed to transmit not only news and significant events, but also to convey ashared corporate culture predicated on the same values and targets.

Firstly, it uses employee satisfaction surveys which ensure that management has its finger on the pulse in termsof the on the ground perception of the policies implemented in areas as diverse as training, professionaldevelopment and corporate image, among others. CIE Automotive’s intranet, meanwhile, remains a key support toolfor the internal communications function. As in prior years, the company continued to add new features andfunctions to the portal. Lastly, CIE Automotive’s quarterly in-house magazine, Noticias, reflects the main newsworthyitems affecting the Group, with a special focus on training, new processes and technology and the Group’s ongoinginternational expansion.

Workplace heath and safety

The nature of CIE Automotive’s business activity means that workplace health and safety must lie at the heart ofeverything it does. Accordingly, the in-house audit department continued to audit the workplace risk managementsystems in each and every one of the Group’s facilities, underpinned by the Group’s conviction that, beyond merelegal requirements, these systems enable a comprehensive evaluation of the company’s overall effectiveness andperformance.

This proactive and responsible attitude towards workplace safety at all levels translated into OHSAS 18001certification at the CIE Galfor plant in 2008, in addition to the certificates awarded at another four of theorganisation’s centres in the prior two years.

During the past year the work started in prior years on designing a framework health and safety system for allplants made steady progress. This process entails participation by CIE workforce health and safety officers intraining initiatives for OHSAS 18001 auditors and the development of an accident prevention managementsystem based on this standard with a view to rolling out an individual health and safety system at each andevery facility.




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Sustainability

Commitment tomembership of theFTSE4Good index

CIE Automotive’s approach to its corporate social responsibility (CSR) is shaped by a two-pronged focus on respectfor the environment and the development of society. In 2008 the company committed to complying with theresponsibilities that come with membership of the FTSE4Good index, designed to measure companies’ records oncorporate citizenship and to facilitate socially responsible investing, joining the 900-strong ranks of companiescomprising these indexes. The companies included in the indices must comply with certain requirements in relationto the environment, stakeholder relationships, human rights, suppliers, corruption and climate change. Evaluationon these parameters is performed by an independent agency, EIRIS (Ethical Investment Research Service). Therequirements for joining and remaining in the FTSE4Good index change and increase each year, so that membershipwill entail a constant challenge. The company will be forced to continually innovate and outdo itself, which dovetailswith the overall strategy CIE Automotive applies to all its activities.

Also in 2008, the Group moved to comply ahead of schedule with the European REACH requirements (registration,evaluation and authorisation of chemicals) approved in 2006 and binding within the coming years. This standardcreates a single system for registering chemical substances. The European Chemicals Agency (ECHA) is responsiblefor oversight of compliance with this regulation. Among other functions, its mandate includes guaranteeingprotection of human health and the environment, the promotion of alternative methods for evaluating substancehazards and to enable the free movement of these substances within the internal EU market. The REACH standardaffects all substances except those explicitly carved out and applies to the manufacture, marketing and use ofchemical substances, including substances in the form of preparations or contained in articles, and to the marketingof preparations. Accordingly, REACH applies not only to the biodiesel business but also to each and every one ofthe CIE Automotive’s plants.

CIE Automotive has committed tocomplying with the responsibilities thatcome with membership of the FTSE4Goodindex, designed to measure companies’records on corporate citizenship


Sustainability

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Business sustainability at CIE Automotive

CIE Automotive’s goal is to become a sustainability paradigm in both the automotive and biodieselmarkets.

The automotive sector needs to tackle serious challenges in the coming years due to the gradualintroduction of ecological engines in response to spiralling oil prices and more demanding urbanenvironmental regulations. The role of biofuels in these engines will be paramount. CIE Automotive has alot to contribute in both fields.

CIE Automotive is specialised in the management of high value added industrial processes, underpinned by abusiness model that stands out by leveraging a multi-technology approach. With a presence in the mainemerging economies across the globe, this leadership position translates into efficient procedures not only interms of production but also on matters paramount to sustainability and corporate social responsibility. TheGroup strives in everything it does to deliver rational growth combined with commitment to the surroundingcommunity and environment.

The organisation works continually at each of its plants to improve its environmental record, increase workplacehealth and safety and to support community work in the most underprivileged areas.

Strict control over raw material and energy consumption

CIE Automotive’s manufacturing activity entails the consumption of large quantities of energy and raw materials.In both its biodiesel and automotive production processes, the consumption control and management systems areunderpinned by the highest standards of quality and efficiency, designed to minimise environmental fallout, reduceconsumption and reuse materials.

Waste management is an essential part of this process. To this end, CIE Automotive has in place a next generationrecycling system which, by means of example, enables the reuse in-house of thousands of tonnes of aluminiumshavings generated in machining processes for casting new pieces or as scrap, the prime raw material in weldingchambers.

Lastly, water is used extensively in making parts that require material transformation at high temperatures. CIEAutomotive has proprietary facilities for handling and recovering the various grades of wastewater produced tominimise discharges.



( 49 )

Sustainable next generation products

CIE Automotive’s sustainability calling is not only about process sustainability but is also implicit in the products itis working on with a view to replacing metal parts with plastic substitutes, thereby reducing engine weight and, byextension, fuel consumption. The Group continues to research engine fluid management in order to comply withcarbon emission standards. On this point, there are projects underway for the development of eco-efficient engineparts such as an engine head cover equipped with a combustion blowby gas filtering system.

Biofuels, a sustainable business by definition

Sustainability is at the very core of the biofuels business. As already discussed, there are two kinds of raw materialsused to produce this product: used oils and fats and non-edible virgin oils.

The recycling of used oil, animal fats and other products, an activity in which Bionor became leader in 2008following the integration of two new companies, is by definition a very environmentally friendly process dueto its significant contribution to eliminating contaminating waste. CIE Automotive is a paradigm ofsustainability in this regard as its integrated business model means it engages in the collection and handlingof oil waste, the manufacture of the resulting product as well as its distribution through a proprietary fleetand sales network.

Jatropha is a non-edible plant that provides many benefits in addition to its uses in the production of biofuels.It is highly resistant and can survive in barren environments such as deserts and non-productive land. As it isnot part of the food chain it does not destabilise it. In addition, it contributes to development in socially depressedregions. Against this backdrop, CIE Automotive collaborates on an ongoing basis with public entities and othersocial stakeholders.

CIE Automotive is REACH-ready ahead ofschedule, implementing chemical substancecontrols in its biofuels business and at all itsmanufacturing processes


Sustainability

( 50 )

Gas (KW/h)

Emissionsper 1,000 euros invoiced

(Kg CO2/€�)

Electricity (KW/h)

Water (m3)

Consumptionper 1,000 euros invoiced

345.86

315.55

418.14429.65

73.1341.80

359.76336.12

Europe Americas Bionor CIE

20082007 20082007 20082007 20082007


20082007 20082007 20082007 20082007

301.23

253.16

124.20119.23

3.29 1.25

221.63

182.84


20082007 20082007 20082007 20082007

0.57 0.61

0.81 0.78

0.05 0.03

0.64 0.63


20082007 20082007 20082007 20082007

56.12

47.16

23.14 22.21

0.61 0.23

41.29

34.06





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Corporate governance

A strong record andfirm commitment tobest practice

The Board of Directors of CIE Automotive, in a meeting held on 25 February 2009, approved its 2008 corporategovernance report, as stipulated in article 116 of the Spanish Securities Act, as amended by Law 26 dated 17 July2003, a piece of legislation that is better known as the Transparency Act, which was enacted by Ministerial OrderECO/3722 of 26 December 2003 and CNMV Circular 1 dated 17 March 2004. The full report is available on ourcorporate website (www.cieautomotive.com) which also contains all the corporate and financial information filedby the company with the pertinent regulatory authorities.

Share capital and shareholders

CIE Automotive’s share capital amounts to €28,500,000 represented by 114,000,000 shares with a nominalvalue of €0.25 each.

At 31 December 2008 the free-float (which excludes significant shareholders and treasury shares) stood atapproximately 11% and the company’s market capitalisation amounted to €399 million.

The shareholders with direct or indirect significant interests in the company are the following:

Shareholder Stake (%)

Instituto Sectorial de Promoción y Gestión de Empresas, S.A. 64.752%

QMC Development Capital Fund plc 5.032%

Addvalia Capital, S.A. 5.021%

Compañía Andaluza de Rentas e Inversiones, S.A. 5.000%

Bestinver Gestión, S.A., S.G.I.I.C. 5.081%

Iberian Capital GP Limited 3.478%

In 2008 Bestinver Gestión joined the ranks of significant shareholders when its indirect ownership interest surpassedthe 5% threshold.



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The members of the Board of Directors who own voting shares in the company are:

Director Stake (%)

Instituto Sectorial de Promoción y Gestión de Empresas S.A. 64.752%

Saltec S.L.U. 12.985%

Addvalia Capital S.A. 5.021%

Compañía Andaluza de Rentas e Inversiones S.A. 5.000%

Juan Luís Ramírez Belaustegui 0.004%

INSSEC Participadas, S.L. 0.000%

It is important to note that Saltec S.L.U. and INSSEC Participadas, S.L.U. are 100%-owned by Instituto Sectorialde Promoción y Gestión de Empresas S.A., the sole entity which has the power to exercise control over the companyas defined in article 4 of the Securities Market Act.

At 31 December 2008, the company held 0.747% of outstanding shares are treasury stock, equivalent to 851,897shares, having acquired 1,210,216 treasury shares and sold 900,000 over the course of 2008.

There are no legal restrictions on exercising voting rights or on the acquisition and/or transfer of shareholdings.No measure was approved at the General Shareholders’ Meeting with the aim of neutralising a hypotheticaltakeover bid.

Board of Directors

The members of the company’s Board of Directors do not hold shares in other companies having identical, similaror complementary activities to those of the company and/or its Group.

CIE Automotive’s Board is made up twelve directors, one of which is executive (the CEO), nine of which are externalproprietary directors, one of which is an outside director and the last of which is an external independent director.The secretary and vice-secretary to the Board are not directors.

Directors are appointed for a five-year term, renewable thereafter. The Board is guided by three committees: theDelegate Committee, Audit and Compliance Committee and the Appointments and Compensation Committee.

On 22 October 2008, POOLBACK S.A. resigned from the Board of Directors, and, following issue of a favourablereport by the Appointments and Compensation Committee, INSSEC Participadas S.L., represented by Miguel Ángel



( 55 )

Planas Segurado, was appointed as proprietary director by cooption, by virtue of the powers provided for in article138 of the Spanish Companies Act, until the immediately following Annual General Meeting.

Accordingly, the composition of CIE’s Board of Directors at year-end was as follows:

Antonio María Pradera Jáuregui – Chairman

Elidoza Promoción de Empresas S.L., represented by Goizalde Egaña Garitagoitia – Vice Chairman

Ignacio Martín San Vicente – CEO

Juan Luís Ramírez Belaustegui – Director

Fermín del Río Sanz de Acedo – Director

Addvalia Capital S.A., represented by María Teresa Salegui Arbizu – Member

Compañía Andaluza de Rentas e Inversiones S.A., represented by Javier Salido Freyre – Member

Instituto Sectorial de Promoción y Gestión de Empresas S.A., represented by Francisco José RiberasMera – Member

INSSEC Participadas S.L., represented by Miguel Ángel Planas Segurado – Member

QMC Directorships S.L., represented by Jacobo Llanza Figueroa – Director

Saltec S.L.U. representada por Cristian Pablo Abelló Gamazo – Member

Saltec Participadas S.L. represented by Bernardino Díaz-Andreu García – Member

Mario Fernández Pelaz – Secretary to the Board, non-member

Roberto Alonso Ruíz – Vice-Secretary to the Board, non-member

Delegate Committee


Elidoza Promoción de Empresas S.L. – Member

Ignacio Martín San Vicente – Member

Audit and Compliance Committee

Juan Luís Ramírez Belaustegui – Chairman

Addvalia Capital S.A. – Member

Saltec Participadas S.L. – Member



( 56 )

Appointments and Compensation Committee


Fermín del Río Sanz de Acedo – Member

Instituto Sectorial de Promoción y Gestión de Empresas S.A. – Member

Last year the Board of Directors met on seven occasions, the Delegate Committee on eight, while the Auditand Compliance Committee met four times and the Appointments and Compensation Committee met twice.

The Board’s operations are governed by a series of basic rules and regulations set out in the company’sbylaws and Board Regulations. Its priority is to maximise the value of the company long term while ensuringthat business is conducted in accordance with the business values and ethics warranted of a responsiblecorporate. Its main task is to supervise and control the company, delegating the day-to-day management ofthe company to its governing bodies and the management team.

Neither the Board Regulations, dated 28 April 2004, nor the Internal Securities Market Code of Conduct nor theCode of Professional Conduct, approved by the Board of Directors on 24 June 2003, were modified in 2008.These documents contain the mechanisms established to detect and resolve any possible conflicts of interestbetween the company and its Group, and/or its directors, management or significant shareholders, among otherstakeholders.

CIE Automotive believes that the number of independent directors adequately reflects the company’sshareholder structure, particularly in relation to the current free-float. The Board plans to put the appointmentof new independent directors before its shareholders in the event of significant variations in its shareholderstructure.

CIE Automotive has gone to considerable lengths to appoint female directors. Today two of the twelve directors arefemale.

Total director compensation, including salaries, attendance fees and all other forms of compensation accrued in2008 amounted to €611 thousand (2007: €862 thousand).

The notes to the 2008 financial statements include disclosure on the material transactions between consolidatedentities and related party balances with associates and investees. All these transactions form part of CIEAutomotive’s ordinary activity under its defined corporate purpose and were conducted on an arm’s lengthbasis.



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On the basis of the internal risk control plan and map drawn up by the company, priority initiatives have beendefined for the mitigation and, where possible, elimination of the risks detected. This falls under the supervision ofthe Audit and Compliance Committee.

General Shareholders’ Meeting

The Annual General Shareholders’ Meeting, its calling, composition, celebration and resolution ratification areregulated in CIE Automotive’s bylaws and in the Annual General Meeting Regulations, approved on 20 April 2004,and amended by resolutions ratified at the ordinary annual general meetings of 15 May 2006, 26 April 2007 and23 April 2008.

In order to encourage shareholder participation at the general meetings, in addition to complying with legallystipulated requirements, the company uses its website to notify shareholders of meeting related information inaddition to the traditional communications channels. In addition, shareholder queries and suggestions are handledthroughout the year by the dedicated shareholder office.

CIE Automotive held its most recent Annual General Meeting on 23 April 2008 at first call.

The general meeting was attended in person by 28 shareholders holding 99,062,676 shares, representing€24,765,669 of share capital, equivalent to 86.90% of the total. A further 150 shareholders holding 6,033,041shares, representing €1,508,260.25 of share capital, equivalent to 5.29% of the total, were represented by proxy.In all, including those present and duly represented, 178 shareholders holding 105,095,717 shares, representing€26,273,929.25 of share capital, or 92.19%, were in attendance. In all instances these figures refer to votingshares as all the company’s shares carry identical voting rights.

At the general meeting held on 23 April 2008, the resolutions carried unanimously were the following:

1. Examination and approval of the individual financial statements of CIE Automotive, S.A. and the consolidatedfinancial statements of its group and granting of discharge to the Board of Directors for 2007.

2. Approval of the proposed distribution of profit for 2007.

3. Amendment of the bylaws to add a new article 5 bis (“Issuance of debentures and other securities”) and thecorresponding amendment to the Annual General Meeting Regulations, also to add a new article 5 bis (“Issuanceof debentures and other securities”).



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4. Authorisation to the Board of Directors for the derivative acquisition, directly or through Group companies, oftreasury shares, in accordance with article 75 of the Spanish Companies Act, superseding the authorisationgranted at the general meeting on 26 April 2007, and reduction of share capital to cancel treasury shares,delegating powers for the execution thereof to the Board of Directors.

5. Delegation of powers in the Board of Directors, for a five-year period, to issue bonds convertible and/orexchangeable into common shares and warrants up to a limit of €500 million, including the power to waiveshareholder and convertible security holders’ pre-emptive subscription rights.

6. Approval of the non-application of limits on the powers of the governing bodies and management of the companyand its Group as defined in section 2 of article 60 bis of the Securities Market Act (Law 24 of 28 July 1988)and section 5 of article 28 of Royal Decree 1066 of 27 July 2007.

7. Reappointment of Pricewaterhouse Coopers Auditores S.L. as statutory auditor of the individual and consolidatedfinancial statements.

8. Delegation of powers in the Board of Directors to execute the aforementioned resolutions.

9. Approval of the minutes of the meeting.




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CIE Automotive’s share price performance in 2008

The share in 2008

CIE Automotive’s shares are listed on the continuous stock market in Spain. The company’s share price performancein 2008 was shaped by the slowdown of the two preceding years and the global economic crisis, correcting 51.7%over the course of the year to close at €3.50 (year-end 2007: €7.25).

Dividend payment

In an act of responsibility and to shore up the company’s liquidity and solvency in the face of the global crisis, theBoard of Directors has agreed to propose to its shareholders the suspension of its final dividend from 2008 profitsat its upcoming general meeting.

Share price performance of CIE Automotive Earnings per share (euros)

relative to the general Madrid index, 2008(Source: Invertia and CIE Automotive).

Jan-08 Mar-08 May-08 Jul-08 Sep-08 Nov-08

CIE Automotive

Continuous market

0.18

0.31

0.37

0.450.47

2008200620052004 2007 2008200620052004 2007

0.04

0.09

0.11

0.13

0.07



Audit Report, Consolidated FinancialStatements and Group Management ReportFascimile edition


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Key figures 2




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