As filed with the Securities and Exchange Commission on April 19, 20185, 2019

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

 

 

FORM 20-F
ANNUAL REPORT PURSUANT TO
SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

For the fiscal year ended December 31, 20172018

 

Commission file number: 001-34175

 

ECOPETROL S.A.
(Exact name of Registrant as specified in its charter)

 

 

 

N/A
(Translation of Registrant’s name into English)

 

 

 

REPUBLIC OF COLOMBIA
(Jurisdiction of incorporation or organization)

 

 

 

Carrera 13 No. 36 – 24
BOGOTA – COLOMBIA
(Address of principal executive offices)
Tel. (571) 234 4000

 

 

 

Andrés Felipe Sánchez

 

Investor Relations Officer
investors@ecopetrol.com.co
Tel. (571) 234 5190
Carrera 13 N.36-24 Piso 57
Bogota, Colombia
(Name, Telephone, E-Mail and/or Facsimile number and Address of Company Contact Person)

 

Securities registered or to be registered pursuant to Section 12(b) of the Act.

 

 

Title of each class Name of each exchange on which registered:
American Depository Shares (as evidenced by American Depository Receipts), each representing 20 common shares par value COP$609 per share New York Stock Exchange
Ecopetrol common shares par value COP$609 per share New York Stock Exchange (for listing purposes only)

 

 

 

Title of each class Name of each exchange on which registered:
7.625% Notes due 2019New York Stock Exchangeregistered
5.875% Notes due 2023 New York Stock Exchange
4.125% Notes due 2025 New York Stock Exchange
5.375% Notes due 2026 New York Stock Exchange
7.375% Notes due 2043 New York Stock Exchange
5.875% Notes due 2045 New York Stock Exchange

 

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

 

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

 

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

 

41,116,694,690 Ecopetrol common shares, par value COP$609 per share

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

 

¨x Yesx¨ No

 

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

 

¨ Yesx No

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

x Yes¨ No

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

 

N/Ax Yes¨ No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filerxAccelerated filer¨Non-accelerated filer¨Emerging growth company¨

 

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.¨

 

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

 

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

 

¨ U.S. GAAPx  International Financial Reporting Standards as issued by
the International Accounting Standards Board
¨ Other

 

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow:

 

¨ Item 17¨ Item 18

 

If this is an annual report, indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).

 

¨ Yesx No

 

 

 

 

 

Annual Report on Form 20-F 20172018

 

1.Introduction1
      
 1.1About This Report1
     
 1.2Forward-looking Statements1
     
 1.3Selected Financial and Operating Data2
    
2.Strategy and Market Overview4
    
 2.1Our Corporate Strategy5
     
3.Business Overview7
     
 3.1Our History  7
      
 3.2Our Corporate Structure7
     
 3.3Our Business8
      
 3.4Exploration and Production9
     
  3.4.1Exploration Activities9
     
   3.4.1.1Exploration Activities in Colombia9
      
   3.4.1.2Exploration Activities Outside of Colombia11
      
  3.4.2Production Activities13
     
   3.4.2.1Production Activities in Colombia13
      
    3.4.2.1.1Ecopetrol S.A.’s Production Activities in Colombia13
       
    3.4.2.1.2Ecopetrol S.A.’s Affiliates and Subsidiaries’ Production Activities in Colombia19
       
   3.4.2.2Production Activities Outside Colombia21
      
   3.4.2.3Marketing of Crude Oil, Natural Gas and Refined Products22
      
  3.4.3Reserves24
      
  3.4.4Joint Venture and Other Contractual Arrangements30
     
 3.5Transportation and Logistics34
     
   3.5.1.1Transportation Activities34
      
   3.5.1.2Pipelines36
       
   3.5.1.3Export and Import Facilities37

1.Introduction1
      
 1.1About This Report1
      
 1.2Forward-looking Statements1
      
 1.3Selected Financial and Operating Data2
      
2.Strategy and Market Overview4
      
 2.1Our Corporate Strategy5
      
  2.1.1Business Plan5
      
  2.1.22019 Investment Plan6
      
3.Business Overview7
      
 3.1Our History7
      
 3.2Our Corporate Structure8
      
 3.3Our Business9
      
 3.4Exploration and Production9
      
  3.4.1Exploration Activities9
      
   3.4.1.1Exploration Activities in Colombia10
      
   3.4.1.2Exploration Activities Outside Colombia12
      
  3.4.2Production Activities14
      
   3.4.2.1Production Activities in Colombia14
      
   3.4.2.2Production Activities Outside Colombia21
      
   3.4.2.3Marketing of Crude Oil and Natural Gas23
      
  3.4.3Reserves25
      
  3.4.4Joint Venture and Other Contractual Arrangements30
      
 3.5Transportation and Logistics33
      
  3.5.1Transportation Activities33
      
   3.5.1.1Pipelines36
      
   3.5.1.2Export and Import Facilities38
      
  3.5.2Other Transportation Facilities38

 

i

 

 

 3.5.2Other Transportation Facilities38
    
 3.5.3Marketing of Transportation Services38
    
3.6Refining and Petrochemicals38
   
 3.6.1Refining38
    
  3.6.1.1Barrancabermeja Refinery39
     
  3.6.1.2Reficar40
     
  3.6.1.3Polipropileno del Caribe S.A.42
     
  3.6.1.4Biofuels42
     
 3.6.2Marketing and Supply of Refined Products42
    
3.7Research and Development; Intellectual Property42
   
3.8Applicable Laws and Regulations43
   
 3.8.1Regulation of Exploration and Production Activities43
    
  3.8.1.1Business Regulation43
     
   3.8.1.1.1Environmental Licensing and Prior Consultation44
      
   3.8.1.1.2Royalties45
     
 3.8.2Regulation of Transportation Activities46
    
 3.8.3Regulation of Refining and Petrochemical Activities47
    
  3.8.3.1Regulation of Liquefied Petroleum Gas (LPG) and Liquid Fuels48
     
  3.8.3.2Regulation Concerning Production and Prices48
     
  3.8.3.3Regulation of Biofuel and Related Activities50
     
 3.8.4Regulation of the Natural Gas Market50
    
3.9Sustainability Initiatives52
   
 3.9.1HSE 52
     
  3.9.1.1Ecopetrol S.A.52
     
  3.9.1.2Cenit55
     
  3.9.1.3Refinería de Cartagena55
     
 3.9.2Human Rights56
    
 3.9.3Environmental Sustainability56
  3.5.3Marketing of Transportation Services38
      
 3.6Refining and Petrochemicals39
      
  3.6.1Refining39
      
   3.6.1.1Barrancabermeja Refinery39
      
   3.6.1.2Cartagena Refinery40
      
   3.6.1.3Esenttia S.A.42
      
   3.6.1.4Biofuels42
      
  3.6.2Marketing and Supply of Refined Products43
      
 3.7Research and Development; Intellectual Property43
      
 3.8Applicable Laws and Regulations44
      
  3.8.1Regulation of Exploration and Production Activities44
      
   3.8.1.1Business Regulation44
      
  3.8.2Regulation of Transportation Activities47
      
  3.8.3Regulation of Refining and Petrochemical Activities48
      
   3.8.3.1Regulation of Liquefied Petroleum Gas (LPG) and Liquid Fuels48
      
   3.8.3.2Regulation Concerning Production and Prices49
      
   3.8.3.3Regulation of Biofuel and Related Activities51
      
  3.8.4Regulation of the Natural Gas Market51
      
 3.9Sustainability Initiatives52
      
  3.9.1HSE52
      
   3.9.1.1Ecopetrol S.A.52
      
   3.9.1.2Cenit58
      
   3.9.1.3Cartagena Refinery58
      
  3.9.2Corporate Responsibility59
      
  3.9.3Environmental Sustainability59
      
   3.9.3.1Environmental Practices59
      
  3.9.4Energy Initiatives60
      
 3.10Related Party and Intercompany Transactions61

 

ii

ii 

 

 

   3.9.3.1Environmental Practices56
      
  3.9.4Energy Initiatives57
     
 3.10Related Party and Intercompany Transactions57
    
 3.11Insurance62
    
 3.12Human Resources/Labor Relations64
    
  3.12.1Employees64
     
  3.12.2Collective Bargaining Arrangements65
     
4.Financial Review66
     
 4.1Factors Affecting Our Operating Results67
    
 4.2Effect of Taxes, Exchange Rate Variation, Inflation and the Price of Oil on our Results68
    
  4.2.1Taxes68
      
  4.2.2Exchange Rate Variation70
     
  4.2.3Effects of Inflation71
     
  4.2.4Effects of the Price of Oil71
     
 4.3Accounting Policies72
    
 4.4Critical Accounting Judgments and Estimates72
    
 4.5Operating Results73
     
  4.5.1Consolidated Results of Operations73
     
   4.5.1.1Total Revenues73
      
   4.5.1.2Cost of Sales74
      
   4.5.1.3Operating Expenses before impairment of non-current assets effects75
      
   4.5.1.4Impairment of non-current assets76
      
   4.5.1.5Finance Results, Net77
      
   4.5.1.6Income Tax78
      
   4.5.1.7Net Income (Loss) Attributable to Owners of Ecopetrol78
      
   4.5.1.8Segment Performance and Analysis79
      
   4.5.1.9Exploration and Production Segment Results80
      
   4.5.1.10Transportation and Logistics Segment Results83
 3.11Insurance66
      
 3.12Human Resources/Labor Relations68
      
  3.12.1Employees68
      
  3.12.2Collective Bargaining Arrangements69
      
4.Financial Review71
      
 4.1Factors Affecting Our Operating Results71
      
 4.2Effect of Taxes, Exchange Rate Variation, Inflation and the Price of Oil on our Results72
      
  4.2.1Taxes72
      
  4.2.2Exchange Rate Variation75
      
  4.2.3Effects of Inflation76
      
  4.2.4Effects of the Crude Oil Price76
      
 4.3Accounting Policies76
      
 4.4Critical Accounting Judgments and Estimates76
      
 4.5Operating Results77
      
  4.5.1Consolidated Results of Operations77
      
   4.5.1.1Total Revenues77
      
   4.5.1.2Cost of Sales79
      
   4.5.1.3Operating Expenses before impairment of non-current assets effects80
      
   4.5.1.4Impairment of non-current assets81
      
   4.5.1.5Finance Results, Net82
      
   4.5.1.6Income Tax83
      
   4.5.1.7Net Income (Loss) Attributable to Owners of Ecopetrol84
      
   4.5.1.8Segment Performance and Analysis84
      
   4.5.1.9Exploration and Production Segment Results85
      
   4.5.1.10Transportation and Logistics Segment Results88
      
   4.5.1.11Refining and Petrochemicals Segment Results89
      
 4.6Liquidity and Capital Resources91
      
  4.6.1Review of Cash Flows91

 

iii

iii 

 

 

 4.5.1.11Refining and Petrochemicals Segment Results84
   
4.6Liquidity and Capital Resources85
   
 4.6.1Review of Cash Flows86
   
 4.6.2Capital Expenditures87 4.6.2Capital Expenditures92
       
 4.6.3Dividends87 4.6.3Dividends92
       
4.7Summary of Differences between Internal Reporting (Colombian IFRS and IFRS)874.7Summary of Differences between Internal Reporting (Colombian IFRS and IFRS)92
       
4.8Financial Indebtedness and Other Contractual Obligations894.8Financial Indebtedness and Other Contractual Obligations94
       
4.9Off Balance Sheet Arrangements904.9Off Balance Sheet Arrangements96
       
4.10Trend Analysis and Sensitivity Analysis914.10Trend Analysis and Sensitivity Analysis96
      
5.Risk Review93Risk Review98
     
5.1Risk Factors935.1Risk Factors98
       
 5.1.1Risks Related to Our Business93 5.1.1Risks Related to Our Business98
       
 5.1.2Risks Related to Colombia’s Political and Regional Environment104 5.1.2Risks Related to Colombia’s Political and Regional Environment108
      
 5.1.3Legal and Regulatory Risks107 This section discusses potential risks related to our extensive operations in Colombia.108
      
 5.1.4Risks Related to Our ADSs109 5.1.3Legal and Regulatory Risks111
       
 5.1.5Risks Related to State Ownership111 5.1.4Risks Related to Our ADSs113
       
5.2Risk Management111 5.1.5Risks Related to the Controlling Shareholder115
       
 5.2.1Managing Risk through Our Internal Control System1115.2Risk Management116
       
 5.2.2Managing Information Security and Cybersecurity113 5.2.1Managing Risk through Our Internal Control System116
       
 5.2.3Managing Financial Risk113 5.2.2Managing Information Security and Cybersecurity117
       
5.3Legal Proceedings and Related Matters115 5.2.3Managing Financial Risk118
       
5.3Legal Proceedings and Related Matters120
   
6.Shareholder Information120Shareholder Information126
     
6.1Shareholders’ General Assembly1206.1Shareholders’ General Assembly126
       
6.2Dividend Policy1216.2Dividend Policy127
       
6.3Market and Market Prices1216.3Market and Market Prices127
       
6.4Ecopetrol ADR Program Fees1246.4Ecopetrol ADR Program Fees128
       
6.5Taxation1256.5Taxation130
       
 6.5.1Colombian Tax Considerations125 6.5.1Colombian Tax Considerations130
    
 6.5.2U.S. Federal Income Tax Consequences134
    
6.6Exchange Controls and Limitations137

 

iv

iv 

 

 

 6.5.2U.S. Federal Income Tax Consequences129
   
6.6Exchange Controls and Limitations132
   
6.7Exchange Rates1336.7Exchange Rates138
       
6.8Major Shareholders1346.8Major Shareholders138
       
6.9Enforcement of Civil Liabilities1346.9Enforcement of Civil Liabilities139
      
7.Corporate Governance136Corporate Governance140
     
7.1Bylaws1367.1Bylaws141
       
7.2Code of Ethics1407.2Code of Ethics and Conduct144
       
7.3Board of Directors1407.3Board of Directors144
       
 7.3.1Board Practices142 7.3.1Board Practices147
      
 7.3.2Board Committees143 7.3.2Board Committees148
       
7.4Compliance with NYSE Listing Rules1447.4Compliance with NYSE Listing Rules149
       
7.5Management1467.5Management151
       
7.6Compensation of Directors and Management1497.6Compensation of Directors and Management155
       
7.7Share Ownership of Directors and Executive Officers1497.7Share Ownership of Directors and Executive Officers155
       
7.8Controls and Procedures1497.8Controls and Procedures155
      
8.Financial Statements152Financial Statements157
    
9.Signature Page153Signature Page158
    
10.Exhibits154Exhibits159
    
11.Cross-reference to Form 20-F155Cross-reference to Form 20-F160

 

v

 

  

1.Introduction

 

1.1About This Report

 

We file our Annual Report on Form 20-F and other information with the U.S. Securities and Exchange Commission.

 

We file reports, including annual reports on Form 20-F, and other information with the SEC pursuant to the rules and regulations of the SEC that apply to foreign private issuers. YouThe materials included in this annual report on Form 20-F may read and copy any materials filed with the SEC inbe downloaded at the SEC’s public reference room at 100 F Street, NE, Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the operation of the public reference room.website: http://www.sec.gov. Any filings we make are also available to the public over the Internet at the SEC’s website at www.sec.gov and at our website at www.ecopetrol.com.co. (This URL is intended to be an inactive textual reference only. It is not intended to be an active hyperlink to our website. The information on our website, which might be accessible through a hyperlink resulting from this URL, is not and shall not be deemed to be incorporated into this annual report.)

 

Unless the context otherwise requires, the terms “Ecopetrol”, “we”, “us”, “our”“Ecopetrol,” “we,” “us,” “our,” or the “Company” are used in this annual report to refer to Ecopetrol S.A. and its subsidiaries on a consolidated basis.

 

References to the Nation in this annual report relate to the Republic of Colombia (“Colombia”), our controlling shareholder. References made to the Colombian government or the Government correspond to the executive branch including the President of Colombia, the ministries and other governmental agencies responsible for regulating our business.

 

1.2Forward-looking Statements

 

This annual report on Form 20-F contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements are not based on historical facts and reflect our expectations for future events and results. Most facts are uncertain because of their nature. Words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “should”, “plan”, “potential”, “predicts”, “prognosticate”, “project”, “target”,“anticipate,” “believe,” “could,” “estimate,” “expect,” “should,” “plan,” “potential,” “predicts,” “prognosticate,” “project,” “target,” “achieve” and “intend”,“intend,” among other similar expressions, are understood as forward-looking statements. We have made forward-looking statements that address, among other things:

 

·our exploration and production activities, including drilling;

 

·import and export activities;

 

·our liquidity, cash flow, and sources of funding;

 

·our projected and targeted capital expenditures and other cost commitments and revenues; and

 

·dates by which certain areas will be developed or will come on-stream.

 

Our forward-looking statements and sensitivity analysis are not guarantees of future performance and are subject to assumptions that may prove incorrect and to risks and uncertainties that are difficult to predict. Actual results could differ materially from those expressed or forecasted in any forward-looking statements as a result of a variety of factors. These factors may include, but are not limited to, the following:

 

·general economic and business conditions, including crude oil and other commodity prices, refining margins and prevailing exchange rates;

 

·competition;

 

·our ability to obtain financing;

 

1

·our ability to find, acquire or gain access to additional reserves and our ability to develop existing reserves;

 

·uncertainties inherent in making estimates of our reserves;

1

 

·significant political, economic and social developments in Colombia and other countries where we do business;

 

·natural disasters, military operations, terrorist acts, wars or embargoes;

 

·regulatory developments, including regulations related to climate change;

 

·receipt of government approvals and licenses;

 

·technical difficulties; and

 

·other factors discussed in Section 5.1 of this document as “Risk Factors.”

 

All forward-looking statements attributed to us are qualified in their entirety by this cautionary statement. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or for any other reason. Accordingly, readers should not place undue reliance on the forward-looking statements contained in this annual report.statements.

 

1.3Selected Financial and Operating Data

 

The following table sets forth, for the periods and at the dates indicated, our selected historical financial and certain key operating data. The selected financial data has been derived from and should be read in conjunction with, and is qualified in its entirety by reference to, our consolidated audited financial statements, presented in Colombian Pesos.

 

Table 1 – Selected Operating Data

 

Operating Information 2017  2016  2015  2014  2013  2018  2017  2016  2015  2014 
Oil and gas production (mboed)  715.1   717.9   760.7   755.4   788.2   720.4   715.1   717.9   760.7   755.4 
Proved oil and gas reserves (Mmboe)(1)  1,659   1,598   1,849   2,084   1,972   1,727   1,659   1,598   1,849   2,084 
Exploratory Wells(2)  20   6   5   28   22   17   20   6   5   28 
Refinery Through-put (bpd)(3)  347,483   332,751   234,861   240,484   283,362   375,666   347,483   332,751   234,861   240,484 
1P Reserves replacement ratio  126%  (7)%  6%  146%  139%  129%  126%  (7)%  6%  146%

 

(1)For 2017, 2016, 2015Proved oil and 2014, provedgas reserves include natural gas royalties. Data for 2013 excludes natural gas royalties. Data for all years excludesroyalties and exclude crude oil royalties.
(2)Gross exploratory wells.
(3)Refinery through-putthroughput includes the Barrancabermeja, Reficar, Apiay and Orito.Orito refineries. Reficar operations were shut down in March 2014 for the expansion and modernization plan. The new crude unit began start-up process in October 2015. During 2016, Reficar was under stabilization,undergoing the unit startup phase and commenced full operation in July 2016. The refinery’s global performance testing was successfully completed in the fourth quarter of 2017, resulting in the start of the refinery’s optimization and continuous operation stage. During 2018, Reficar continued its optimization phase.

 

2

Financial Information

 

International Financial Reporting Standards (“IFRS”)

 

(Expressed in millions of Colombian Pesos, except for the net income per share and net operating income per share, which are expressed in Colombian Pesos)

 

Table 2 – Selected Financial Data

 

Financial Information 2017  2016  2015  2014 
Revenue  55,954,228   48,485,561   52,347,271   65,971,888 
Operating income  16,171,855   8,904,548   2,131,165   14,449,027 
Net income (loss) attributable to Ecopetrol’s shareholders  7,178,539   2,447,881   (7,193,859)  5,046,517 
Net operating income per share  393   217   51.8   351.4 
Weighted average number of shares outstanding  41,116,694,690   41,116,694,690   41,116,694,690   41,116,698,456 
Earnings(loss) per share (basic and diluted)  175   59.5   (175.0)  122.7 
Total assets  117,847,412   118,958,977   123,588,190   110,923,851 
Total equity  48,215,699   43,560,501   43,100,963   48,534,228 
Subscribed and paid-in capital  25,040,067   25,040,067   25,040,068   10,279,175 
Number of common shares  41,116,694,690   41,116,694,690   41,116,694,690   41,116,698,456 
Dividends declared per share  89   23   -   133 
Total liabilities  69,631,713   75,398,476   80,487,227   62,389,623 
Financial Information 2018  2017  2016  2015  2014 
Revenue  68,603,872   55,954,228   48,485,561   52,347,271   65,971,888 
Operating income  22,458,414   16,171,855   8,904,548   2,131,165   14,449,027 
Net income (loss) attributable to Ecopetrol’s shareholders  11,381,386   7,178,539   2,447,881   (7,193,859)  5,046,517 

2

Financial Information 2018  2017  2016  2015  2014 
Net operating income per share  546   393   217   51.8   351.4 
Weighted average number of shares outstanding  41,116,694,690   41,116,694,690   41,116,694,690   41,116,694,690   41,116,698,456 
Earnings (loss) per share (basic and diluted)  277   175   59.5   (175.0)  122.7 
Total assets  124,643,498   117,847,412   118,958,977   123,588,190   110,923,851 
Total equity  57,107,780   48,215,699   43,560,501   43,100,963   48,534,228 
Subscribed and paid-in capital  25,040,067   25,040,067   25,040,067   25,040,068   10,279,175 
Number of common shares  41,116,694,690   41,116,694,690   41,116,694,690   41,116,694,690   41,116,698,456 
Dividends declared per share  225   89   23   -   133 
Total liabilities  67,535,718   69,631,713   75,398,476   80,487,227   62,389,623 

 

Our consolidated financial statements for the years ended December 31, 2014, 2015, 2016, 2017 and 20172018 were prepared in accordance with IFRS as issued by IASB. References in this annual report to IFRS mean IFRS as issued by the IASB. Our date of transition to IFRS was January 1, 2014. Our consolidated financial statements for the year ended December 31, 2015 were our first set of consolidated financial statements prepared in accordance with IFRS.

 

IFRS differs in certain significant aspects from the current reporting standards as in effect in Colombia (“Colombian IFRS”), which is the accounting standard we use for local reporting purposes. As a result, our financial information presented under IFRS is not directly comparable to our financial information presented under Colombian IFRS. For a description of the differences between Colombian IFRS and IFRS, see sectionFinancial ReviewSummary of Differences between Internal Reporting Policies and IFRS.

 

Our consolidated financial statements were consolidated line by line and all transactions and balances between subsidiaries have been eliminated. These financial statements include the financial results of all subsidiary companies controlled, directly or indirectly, by Ecopetrol S.A. See Exhibit 1 – Consolidated companies, associates and joint ventures, to our consolidated financial statements included in this annual report.

 

As indicated in paragraphs 9 and 18 of the International Accounting Standard 27IFRS 10 “Consolidated and Separated Financial Statements” we must present our financial information on a consolidated basis as if we were a single entity, combining the financial statements of Ecopetrol S.A. and its subsidiaries line by line, adding assets, liabilities, shareholder’s equity, revenues and expenses of similar nature, removing the reciprocal items among members of the Ecopetrol Group (“Ecopetrol Group” or “EG”) and recognizing non-controlling interest. We present our operating information on a consolidated basis.basis in accordance with IFRS.

 

The regulations of the SEC do not require foreign private issuers that prepare their financial statements on the basis of IFRS to reconcile such financial statements to U.S. GAAP. Accordingly, while we have in the past reconciled our consolidated financial statements prepared in accordance with Colombian Government Entity GAAP to U.S. GAAP, thosethese reconciliations are no longerhave not been presented in our filings beforeto the SEC.SEC since 2015. We do continue to provide the disclosure required under the U.S. Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 932 “Extractive Activities—Oil and Gas” (which we refer to as ASC Topic 932), as this is required, regardless of the basis of accounting on which we prepare our financial statements.

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In this annual report, references to “US$” or “U.S. dollars” are to United States dollars and references to “COP$” “Colombian Peso” or “Colombian Pesos” are to Colombian Pesos, the Ecopetrol Group’s functional and presentation currency under which we prepare our consolidated financial statements. This annual report translates certain Colombian Peso amounts into U.S. dollars at specified rates solely for the convenience of the reader. Unless otherwise indicated, such Colombian Peso amounts have been translated at the rate of COP$2,951.152,956.55 per US$1.00, which corresponds to theTasa Representativa Promedio del Mercado (TRM), or Average Representative Market Exchange Rate, for 2017.2018. Such conversion should not be construed as a representation that the Colombian Peso amounts correspond to, or have been or could be converted into, U.S. dollars at that rate or any other rate. On April 16, 2018,1, 2019, the Representative Market Exchange Rate was COP$2,705.343,174.79 per US$1.00.

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Certain figures shown in this annual report have been subject to rounding adjustments, and, accordingly, certain totals may therefore not precisely equal the sum of the numbers presented. In this annual report a billion is equal to one with nine zeros.

 

2.Strategy and Market Overview

 

After experiencing the lowest price level in recent years in 2016, the ICE Brent price underwent a gradual recovery during the secondfirst half of 2017.2018 and reaching a peak in October, the ICE Brent price suffered a downward trend in the latter part of 2018. The agreementexpectation of weaker economic growth for 2019 and a mismatch of supply and demand of crude played a fundamental role in this trend. The US government imposed sanctions on Iran in August of 2018, announcing the goal of reducing Iranian crude and condensate exports to almost zero. This created an expectation of a tight oil market during the latter part of 2018. However, several factors did not support a strong market outlook: refining margins weakened, inventories began to pile up and production from the US, Saudi Arabia and Russia ramped up, all at the same time. Additionally, the US government provided waivers to Iranian crude importers. As a reaction to low crude prices, the OPEC+ countries agreed to cut production between OPEC and some Non-OPEC producers in 2017 was the key factor that boostedorder to rebalance the crude market towards a path of rebalancing. In addition, price levels were also supported by lower supply in the Middle East and North Africa as a result of unrest and political tensions.market. On the other hand, the demand for crude oil was favored by improvedside, weaker economic performance in emerging countries, growing import requirements from independent refinersgrowth in China and the building of petroleum reserves in Asian countries.Europe did not favor crude oil consumption.

 

According to estimates of the Energy Information Administration (“EIA”), in 20172018 global oil demandconsumption of petroleum and other liquids fuels grew 0.89 mboepd in excess of total supply.by 1.4 mmboepd while Non-OPEC petroleum and other liquid fuels supply climbed 0.7 mboepd, primarily due to higher US production.grew by 2.5 mmboepd. On the other hand, OPEC in compliance with the cut agreement, reduced its crude flow ex NGLsproduction by 0.24 mboepd, mainly in Saudi Arabia (-0.33 mboepd) and Venezuela (-0.26 mboepd). Global demand surprised the market by increasing 1.63 mboepd,0.09 mmboepd, mainly due to greater demandunplanned crude oil disruptions which in Non-OECD countries.December amounted to 2.2 mmboepd in Libya and Nigeria, Iranian sanctions and decreasing production in Venezuela.

 

Graph 1 – Supply/Demand Balance vs ICE Brent Price Evolution

 

  

 

Source: S&P Global Platts, Pira World Oil Market Forecast (February 27, 2018)EIA: Short term Energy Outlook (January 15, 2019)

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Although international oil prices and global demand and supply dynamics are significant factors affecting our business and financial condition, Colombia’s local economic factors have also influenced, and could continue to influence, our performance given that we conduct most of our business in Colombia.

 

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The performance of Colombia’s gross domestic product (GDP) is one of the main drivers of fuel consumption in Colombia. According to the National Administrative Department of Statistics (DANE for its acronym in Spanish), during 20172018 Colombia’s GDP grew 1.8%2.7% in real terms, as compared to 2016.2017. The industriessectors with the best performancegreatest growth rates were financial institutions, insurance, real estateretail, manufacturing and business services, and agriculture.state defense spending which had the largest contribution to national GDP. On the other hand, mining, constructionagricultural and transportationcattle activities had the worst performance. Local sales of liquid fuels increased by 3%1.3%, boosted by higher sales of gasolineincreased demand for diesel and diesel.jet fuel.

 

Natural gas demand in Colombia fell 7%grew by 5.1% in 20172018 due to lowerhigher demand from natural gas demand fromfired power plants compared to 2016 when the “El Niño phenomenon” occurred. Although sales were affected by this factor, Ecopetrol’s short term strategy was focused on promotingand from non-thermal demand, to mitigate the impact on sales. According to the Energy and Mines Planning Unit (UPMEmainly for its acronym in Spanish), under the medium scenario of supply and demand for October 2017, the Colombian natural gas market might experience a deficit after 2024.household consumption.

 

2.1Our Corporate Strategy

 

The 2017-2020 business plan is focused on value generation, profitability and financial sustainability and allows for upsides in case of potential price increases. The plan, released2.1.1Business Plan

Ecopetrol’s 2019 – 2021 (the “Business Plan”) maintains the strategic priorities set forth in the third quarter of 2016, has been adjustedprevious 2020 plan: we continue to a lower price environment of US$50 per barrel on average.

The three pillars of the plan are: (i) cash flow focusprioritize profitable reserves and cost efficiency, (ii)production growth, underpinned by strict capital discipline and continued focus on cost efficiency and cash flow generation. The plan seeks to maximize value generation for our shareholders with continued focus on our incumbent position in Colombia, ensuring sustainability, competitiveness and profitability.

Among other matters, the Business Plan calls for achieving the following targets by the end of 2021: (i) organic production levels between 750-770 mboed, (ii) optimum throughput of the integrated refining system at a level between 370-400 mbpd, (iii) profitableincreasing transported volumes in line with the country’s production, (iv) investing approximately US$12-15 billion during the period and (v) maintaining a robust cash position and optimal leverage levels. The Business Plan is based on a reference price of US$65/bl.

Growth in reserves and production will be supported by four levers: (i) continuing the growth of our recovery factors and underlying hydrocarbons in place in existing fields, (ii) the diversification of our exploration portfolio in Colombia, (iii) the internationalization of our operations through both organic and inorganic means, and (iv) the appraisal and development of identified unconventional hydrocarbon potential in Colombia.

We estimate that by 2021 hydrocarbons originally in place (HCIIP) associated to our assets in Colombia will be approximately 60 billion barrels compared to 55 billion barrels as of the end of 2018. This increase is expected to be supported by seismic reprocessing, reassessments of reservoirs and drilling of advanced wells, among others. Additionally, the enhanced program is expected to continue to leverage our reserve and production growth.

 

Cash flow focusGrowth in the exploratory portfolio in Colombia will prioritize the incorporation of short cycle resources through the strengthening of the near field exploration activity in Colombia, mainly in the Llanos and cost efficiency: In 2015,Middle Magdalena basins. Furthermore, we launchedseek to expand our presence in high potential under-explored basins, such as Putumayo and Piedemonte, and developing the 2015-2020 Transformation Program (the “Transformation Program”) with a goalpotential of increasing our efficiency and decreasing costs. The Transformation Program has allowed us to decrease structural costs by US$2.4 billion compared to 2014. Such reduction has been accomplished due tooperations in the implementation of initiatives through our different business segments and corporate areas.offshore Caribbean.

 

The business plan entails a second phaseinternationalization lever seeks to develop and maximize the potential of the Transformation Program,position we have built in Brazil, the U.S. Gulf Mexico and Mexico. In addition, we expect to continue assessing business opportunities associated with activities aimed to achieve excellenceunconventional hydrocarbon basins in project planningthe United States and execution as well asother mergers and acquisition opportunities in our production, transportation, refining and marketing operations.those geographies.

 

Capital discipline: We have preserved a rigorous level of capital discipline through the adjustment of project planning processes and the adoption of controls to ensure that projects are delivered efficiently, within the expected time frame and budget, and generate adequate return on investments. For this purpose, Ecopetrol S.A. created the Vicepresidency of Projects and Engineering to provide best-in-class project delivery, through “Ecopetrol Project Development” (“EDP”). EDP is the framework for maturing opportunities and employs best practice guidelines for projects. It is consistently applied with maximum synergy and standardization between Upstream, Midstream and Downstream projects.

The plan calls for investmentsidentified unconventional hydrocarbons potential in two basins in Colombia of approximately US$1310 tera cubic feet of gas and between 4 and 7 billion between 2017 and 2020. By 2020, approximately 80-90%barrels of thiscrude. In our investment will be allocated toplan described below, we are allocating US$500 million for the development of upstream projects, while investments in transportationpilot programs between 2019 and refining will seek2021, subject to improve operational integrity and reliability.government approval. If successful, we would then move to the commercial development of these pilots after 2021.

 

ProfitableOur sustainability and growth are also leveraged in productionthe concept of integration of our different segments.

We expect our midstream segment (or “transportation and exploration: One oflogistics segment”) to continue being an important cash generator. In order to do so, the pillars ofBusiness Plan calls for, among others, the revised business plansegment to focus on improving efficiencies and synergies in our transportation system and pursuing investment opportunities in product pipelines given the increase in demand for fuels in Colombia. The Business Plan is the viewcurrently projecting that a strong production portfolio and a greater exploratory successour transport systems will bring about profitable growth. Under a price scenario of US$50 per barrel, production should average 740-760 thousandmove between 1.10-1.25 million barrels of oil equivalentand products per day by 2020, approximately 6% growth from 2017. Approximately 98% of this production will come fromduring the current producing assets.

In exploration, the plan estimates the incorporation of approximately 1,000 million barrels of contingent resources. In respect of adding reserves, we highlight the results of the exploratory campaigns in the Colombian Caribbean offshore and the U.S. Gulf of Mexico.period.

 

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DuringIn our downstream segment (or “refining, petrochemicals, and biofuels segment”), the Business Plan focuses on the use and optimization of current infrastructure in order to achieve an expected refining throughput between 370-400 mbpd and an expected refining margin between US$12-15/bl, subject to market conditions. We expect to achieve this (i) through the incorporation of synergies between the Barrancabermeja and Cartagena refineries and (ii) by capturing market opportunities associated with the implementation of the International Convention for the Prevention of Pollution from Ships (Marpol), which favors the use of fuels with lower sulfur content in maritime transport. Additionally, as we did in 2018, we expect to continue delivering low sulfur diesel of 20 parts per million (ppm) and gasoline of 100 ppm versus the Colombian regulation of 50 ppm and 300 ppm, respectively.

Following the implementation of our transformation program in 2015, we have accumulated approximately US$3.3 billion in efficiencies to date. Our Business Plan is focused on continuing this trend. We expect to capture savings of approximately US$1.45-2.0 billion between 2019 and 2021, particularly: (i) capital expenditure efficiencies, (ii) revenue and margin optimization and (iii) operating expenditure efficiencies.

In terms of sustainability, the Business Plan calls for integral water management, the protection of biodiversity and a continued focus on climate change, among others, all within the framework of the United Nations Sustainable Development Goals 2030. We expect to invest approximately COP$2 trillion in socio-environmental projects between 2019 and 2021. We are also seeking to reduce our energy costs by US $100 million by 2021 and increase our investments in renewable energy sources through the incorporation of 60 MW of renewable photovoltaic energy to our energy matrix, which already has 43 MW of biomass generation.

We currently expect the Business Plan to require investments of between US$12-15 billion during the 2019-2021 period, 2016 – 2020, Ecopetrol expectsof which approximately 82% would be allocated to add 600 million barrels of proven reserves from current fieldsthe upstream segment, 8% to the midstream segment, 7% to the downstream segment and exploration. Further, the business plan’s financial flexibility will allow Ecopetrol3% to evaluateother. These investments exclude inorganic growth opportunities, to accelerate reserves addition.which if materialized, could be financed through cash from operations.

 

As partThe Business Plan seeks to maintain leverage metrics to help us preserve our investment grade rating while allowing flexibility for specific optimizations of our long-term strategic planning process, we are incapital structure during the process of developing strategic guidelines for the following years (“Strategy 2020+”). This analysis takes into account financial and sustainability parameters, operational excellence, portfolio diversification and synergies through the entire value chain. Strategy 2020+ will harmonize the requirements of the Upstream, Downstream and Midstream businesses, plus corporate areas, thus consolidating the long-term strategy of Ecopetrol.period.

2.1.22019 Investment Plan

 

In line with the business plan, in November 2017,2018, the Board of Directors approved abetween US$3.5-$3.5 and US$4.0 billion for the 2019 investment plan for 2018.plan. The Ecopetrol Group plans to produce 715-725between 720 and 730 thousand barrels of oil equivalent per day during 2018.2019. The table below sets forth the details of the investment plan per business segment.

 

Table 3 – 20182019 Investment Plan

 

Business Segment Millions of US$(1)  %Percentage(2) 
Exploration  400 - 450430-49012%
Production2,385-2,72568%
Midstream240-2757%
Downstream365-420   11%
ProductionOthers  2,580 – 2,95080-90   74%
Transportation and Logistics270 - 3008%
Refining, Petrochemicals, and Biofuels220 - 2506%
Others30 - 5012%
TOTAL  3,500- 4,0003,500-4,000   100%

 

(1)Rounded figures.
(2)Percentage over the upper range

 

Exploration

 

In the exploration segment, US$400-US$450430-US$490 million will behas been allocated mainly to the evaluation and appraisal of discoveries and ongoing exploration effortsactivity of Ecopetrol S.A. (approximately 49%44%), Hocol S.A. (“Hocol”) (approximately 17%12%), Ecopetrol America Inc. (approximately 9%1%), ECP Hidrocarburos Mexico (approximately 4%7%), Ecopetrol Costa Afuera (approximately 17%3%) and Ecopetrol Brazil (approximately 4%33%).

 

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Production

 

In the production segment, US$2,580-US$2,9502,385-US$2,725 million will behas been allocated mainly to the execution of development and incremental production projects of Ecopetrol S.A. (approximately 94%91%) primarily at Akacias-CPO09, Castilla, Cupiagua-Cusiana,Rubiales, Chichimene, Apiay-Suria, Yariguí-Cantagallo, La Cira-Infantas, Casabe, Piedemonte Rubiales, Yarigui-Cantagallo, Provincia and Llanito-Lisama fields.Quifa. We have also allocated funds for our affiliates and subsidiaries as follows: approximately 2%3% for the development, operation and maintenance of fields of Ecopetrol America Inc. in the U.S. Gulf of Mexico, approximately 3%5% to Hocol, approximately 1% to Equion and Savia.

 

Transportation and logisticsMidstream

 

In the transportation and logisticsmidstream segment, US$270-US$300240-US$275 million will behas been allocated to investments focused on risk mitigationsystem and maintenance.operational integrity. The segment is seeking a higher efficiency in operations and maintenance practices.

 

Refining, petrochemicals and biofuelsDownstream

 

In the refining, petrochemicals and biofuelsdownstream segment, US$220-US$250365-US$420 million will behas been principally allocated to programs to improve operations at Reficar and the Barrancabermeja refinery and Reficar through initiatives aimed to increaseat increasing revenues, enhancing integrity management, improveimproving efficiency and reducereducing operational costs. The segment is seeking a higher efficiency in operations and maintenance practices. In accordance withpractices in order to maximize the capital discipline criteria we established to ensure growth and financial sustainability,value of the Barrancabermeja refinery modernization plan will continue to be suspended. Meanwhile, Ecopetrol continues to analyze and implement alternatives for improving the competitiveness of this refinery including, among others, the use of other sources of crude oil as well as removing operational and logistical restrictions.existing assets.

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3.Business Overview

 

3.1Our History

 

We were formed in 1951 by the Colombian government asEmpresa Colombiana de Petróleos and began operating the crude oil fields at La Cira-Infantas, the oldest Colombian oil field, whosewhere production started in 1918, and the pipeline that connected that field with the Barrancabermeja Refineryrefinery and the port of Cartagena. In 1961, we assumed the direct operation of the Barrancabermeja Refineryrefinery and continued its transformation into an industrial complex. In 1974, we acquired the Cartagena Refinery (as defined below), which had been in operation since 1957. Pursuant to Decree 0062 of 1970, we were transformed into a governmental, industrial and commercial company.

 

In 2003 pursuant to Decree Law 1760, theAgencia Nacional de Hidrocarburos - National Hydrocarbons Agency (the “ANH”) was created and Ecopetrol’s public role as administrator and regulator of the national hydrocarbons resources was transferred to the ANH. Ecopetrol modified its organic structure and became Ecopetrol S.A., a public stock-holding corporation, one hundred percent state-owned, and continued the development of exploration and production activities in a competitive basis with autonomy over our business decisions. Since 2006, according to Law 1118, we have been evolving from a wholly state-owned entity to a mixed-economy company with private capital. This process has resulted in a substantial change in the legal framework to which we are subject and in the nature of our relationship with the Nation, as our controlling shareholder. As of March 23, 2018, pursuant to our amended bylaws, the duration of the Company is 100 years.

 

We carried out our initial public offering in November 2007, when our common shares becamewere listed on the Colombian Stock Exchange. Our American Depository Shares (“ADSs”) were listed on the New York Stock Exchange in 2008. Starting in August 2010, our ADSs began trading on the Toronto Stock Exchange (“TSX”) under the symbol “ECP.” On February 17, 2016, we announced our application for voluntary delisting from the TSX. On March 2,25, 2016, our ADR’s were officially delisted from the TSX. On December 7, 2017, we applied to the Alberta Securities Commission and the Ontario Securities Commission to cease our reporting requirements, due to our delisting process and are currently awaiting responses from both. In the meantime,process. On September 4, 2018, we continueannounced that effective August 29, 2018, we had ceased to be subjecta reporting issuer in each of the provinces of Alberta and Ontario and hence were no longer a reporting requirements of such Commissions.issuer in any jurisdiction in Canada. Accordingly, Ecopetrol no longer has any continuous disclosure obligations in Canada.

 

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3.2Our Corporate Structure

 

We operate in the following business segments: i) Exploration and Production; ii) Transportation and Logistics; and iii) Refining, Petrochemicals, and Biofuels.

 

Our subsidiaries, Refinería de Cartagena (Reficar)S.A. (“Reficar” or “Cartagena Refinery”), Cenit Transporte y Logistica de Hidrocarburos S.A.S. (Cenit) and OcensaOleoducto Central S.A. (Ocensa) are significant subsidiaries, as such term is defined under SEC Regulation S-X.

 

We have a number of directly and indirectly held subsidiaries both in Colombia and abroad. Our subsidiaries are either directly owned by us or indirectly owned by us through one or more of our other subsidiaries. As of MarchDecember 31, 2018, we have 9seven directly owned and 29 indirectly owned subsidiaries.

 

During 2017,2018, the following changes were made to the Ecopetrol Group’s structure:

 

(i)In January 2017, the merger by absorption between Sento and Cenit was completed, with the latter being the absorbing company as of January 6, 2017. As a result, Cenit is now the direct holder of a 51.28% equity interest in the outstanding capital stock of ODC.However, this restructuring had no impact on our consolidated financial statements.

(ii)In August 2017, Ecopetrol S.A. incorporated a subsidiary ECP Hidrocarburos Mexico S.A.de C.V., which will be responsible for exploration and production activities in Mexico.

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(iii)In August 2017, Ecopetrol S.A. wound up certain foreign subsidiaries, namely Ecopetrol Global Capital S.L.U. and ECP Oil and Gas Germany GmbH. Ecopetrol Global Capital S.L.U. was liquidated in April 4, 2018.

(iv)i.In March 2018, Ecopetrol S.A. incorporated a new subsidiary, Ecopetrol Energía SAS E.S.P., domiciled in Colombia, which will be responsible for commercialization of electric powerelectricity for the Business Group. It began operations in December 2018.

 

Exhibit 8.1 to this annual report identifies our principal operating subsidiaries, their respective countries of incorporation, and our percentage ownership in each (both directly and indirectly through other subsidiaries), in each case as of March 31, 2018.

ii.On April 4, 2018, Ecopetrol Global Capital S.L.U. was liquidated.

 

Graph 2 – Ecopetrol Corporate Structure

 

 

 

The stock ownership percentage listed refers to Ecopetrol S.A.’s direct and indirect participation. The data in this structure shows neither the whole ownership nor its decimal figures, so they will be used only for information purposes.

 

The so-called shareholding (Ecopetrol S.A.’s direct participation), affiliated, subsidiary companies are listed, as well as the stock interest of Ecopetrol S.A.’s subordinate companies.

 

In 2017, Ecopetrol completed the divestment of its stake in Empresa de Energía de Bogotá S.A. E.S.P. EEB for a total of COP$1,124 billion. The operation was carried out in accordance with the procedures defined by the Law 226 of 1995, the Decree 2305 of November 13, 2014, and the Decree 2110 of December 22, of 2016.

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We currently own 100% of the total outstanding shares of Propilco.Esenttia. In connection with the review of its long-term strategy, the Board of Directors decided to suspend the 2016 plan to sell Ecopetrol’s shares in Propilco.Esenttia.

 

Exhibit 8.1 to this annual report identifies our principal operating subsidiaries, their respective countries of incorporation, and our percentage ownership in each (both directly and indirectly through other subsidiaries).

3.3Our Business

 

We are a vertically integrated oil company with a presence primarily in Colombia and with activities in Peru, Brazil, Mexico and the U.S. Gulf Coast. The Nation currently controls 88.49% of our voting capital stock. We are among the world’s biggest state-owned companies, ranking 559300 based on Forbes Global 2000 Ranking - 2017.2018. We play a key role in the local Colombian hydrocarbon market.

 

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3.4Exploration and Production

 

Our exploration and production business segment includes exploration, development and production activities in Colombia and abroad. We began local exploration in 1955 and international exploration in 2006. We conduct explorationExploration and production activities are conducted directly inby Ecopetrol S.A., and through some of our subsidiaries, andas well as through joint ventures with third parties. As of December 31, 2017,2018, we were the largest operator and the largest producer of crude oil and natural gas in Colombia, maintaining the largest acreage exploration position in Colombia.

 

For purposes of this exploration section, “we” refers to Ecopetrol S.A., its subsidiaries and partnerships in which Ecopetrol has an interest. Unless otherwise stated, all figures are given before deducting royalties.

 

3.4.1Exploration Activities

 

Under the framework of the Exploration Strategy 2017-2020,Business Plan, Ecopetrol is aiming to incorporate at least 1 billion barrels of contingent resources in high reward projects concentrated inin: (i) Offshore Colombia,near field exploratory activity, (ii) re-evaluating opportunities onshoreunderexplored basins, such as Putumayo and Piedemonte, (iii) offshore Colombia, and (iii)(iv) international areas such as Brazil, the U.S. Gulf of Mexico Brazil and other areas within the Americas.Mexico.

 

Graph 3- Sedimentary Basins where Ecopetrol executes exploration activities

 

 

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During 2017,2018, the exploration strategy was directed at leveraging our goal on three working fronts: onshore Colombia, offshore Caribbean, and strengthening and diversifying our exploration overseas.

 

3.4.1.1Exploration Activities in Colombia

 

During 2017,2018, Ecopetrol and its subsidiaries conducted drilling operations in 16twelve exploration wells (A3/A2) and in 2five appraisal wells (A1) in Colombia. Of these 16seventeen wells, 3six were successful, 6seven were plugged and abandoned, and 7four were under evaluation as of December 31, 2017.2018. This activity was concentrated mainly in the following basins: onshore Sinu, UpperEastern Plains (Llanos Orientales), Lower Magdalena Valley, Middle Magdalena Valley Guajira and offshore Sinu.foothills.

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In terms of onshore Colombia, we focused our exploration efforts inwere focused on searching for hydrocarbons in mature basins, near fieldnear-field exploration and areas close to existing production infrastructure. Additionally,

In offshore activities, we succeeded in increasingincreased our participation in blocks Fuerte Sur (Sinu offshore basin) and CPO-17 (Llanos basin), from 50% to 100% in both cases.theFuerte Sur and Purple Angel blocks (Sinu offshore basin), which were relinquished by Anadarko Petroleum Corporation. In the case of the block Col-5 (Sinu offshore basin), the ANH approved the conversion of a Technical Evaluation Agreement (as defined below) to an Exploration and Production Contract (as defined below), where we have a 100% participation.

 

The following table sets forth, for the periods indicated;indicated, the number of gross and net productive and dry exploratory wells drilled by us and our joint venture partners, and the exploratory wells drilled by third parties pursuant to sole risk contracts with us.

 

Table 4 – Exploratory Drilling in Colombia

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (number of wells)  (number of wells) 
COLOMBIA                   
Ecopetrol S.A.                        
Gross Exploratory Wells                        
Owned and operated by Ecopetrol                        
Productive                  
Dry(1)  1.0   1.0   1.0      1.0   1.0 
Total  1.0   1.0   1.0      1.0   1.0 
Operated by Partner in Joint Venture(2)                        
Productive  3.0      1.0   5.0   3.0    
Dry  2.0      1.0   1.0   2.0    
Total  5.0      2.0   6.0   5.0    
Operated by Ecopetrol in Joint Venture(3)                        
Productive                  
Dry  1.0            1.0    
Total  1.0            1.0    
Net Exploratory Wells(4)(2)                        
Productive  1.5      0.5   1.9   1.5    
Dry  2.3   1.0   1.5   0.3   2.3   1.0 
Total  3.8   1.0   2.0   2.2   3.8   1.0 
Sole Risk                        
Productive                  
Dry           2.0       
Total           2.0       
ECAS                        
Gross Exploratory Wells                        
Productive         
Dry  1.0       
Total  1.0       
Net Exploratory Wells            
Productive         
Dry  0.5       
Total  0.5       
Equion            
Gross Exploratory Wells            
Productive         
Dry         
Total         
Hocol(5)            
Gross Exploratory Wells            
Productive     1.0   1.0 
Dry  1.0       
Total  1.0   1.0   1.0 
Net Exploratory Wells            
Productive     0.5   0.5 
Dry  1.0       
Total  1.0   0.5   0.5 

 

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  For the year ended December 31, 
  2018  2017  2016 
  (number of wells) 
Productive         
Dry     1.0    
Total     1.0    
Net Exploratory Wells(2)            
Productive         
Dry     0.5    
Total     0.5    
Equion            
Gross Exploratory Wells            
Productive         
Dry         
Total         
Hocol            
Gross Exploratory Wells            
Productive  1.0      1.0 
Dry  4.0   1.0    
Total  5.0   1.0   1.0 
Net Exploratory Wells(2)            
Productive  1.0      0.5 
Dry  3.2   1.0    
Total  4.2   1.0   0.5 

(1)A dry well or hole is an exploratory well found to be incapable of producing either crude oil or natural gas in sufficient quantities to justify completion as a crude oil or natural gas well.
(2)The three following wells operated by Oxy are under evaluation, as of December 31, 2017: Infantas Oriente -1 (Oxy 48% working interest and Ecopetrol 52% working interest), Cosecha V (Oxy 70% working interest and Ecopetrol 30% working interest) and Rex NE-1 (Oxy 70% working interest and Ecopetrol 30% working interest).
(3)The following well is under evaluation, as of December 31, 2017: the Lorito-1 well operated by Ecopetrol in partnership with Repsol (Ecopetrol 55% working interest and Repsol 45% working interest).
(4)Net exploratory wells were calculated according to our percentage of ownership in these wells.
(5)Three wells drilled by our subsidiary Hocol are under evaluation as of December 31, 2017: the Bonifacio-1 and Godric Norte-1 wells, both operated solely by Hocol and the Pollera-1 well operated in partnership with Lewis (Lewis 50% working interest and Hocol 50% working).

10

 

Ecopetrol drilled threesix successful wells in Colombia in 2017:2018: (i) Purple Angel-1 well,Jaspe 6D, where Ecopetrol holds a 50%30% working interest, and AnadarkoFrontera as the operator holds the remaining 50%70% at Purple Angelthe Quifa block, (ii) Gorgon-1 well, where Ecopetrol holds a 50% working interest and Anadarko the remaining 50% at Purple Angel block, and (iii) Coyote-1,Andina-1, where Ecopetrol holds a 50% working interest, and Parex Resources Inc. as the operator holds the remaining 50% at Playon block.

Six wells were pluggedthe Capachos block, (iii) Rex NE-02 ST-1, where Ecopetrol holds a 30% working interest, and abandoned. Three ofOccidental Petroleum Corporation as the wells were located inoperator holds the Colombian Caribbean: (i) Molusco-1 well,remaining 70% at the Cosecha block, (iv) Andina-2, where Ecopetrol holds a 50% working interest, through its affiliate Ecopetrol Costa Afuera S.A.S (“ECAS”) and ONGC withParex Resources as the operator holds the remaining 50% at RC-9the Capachos block, which was a dry well, (ii) Siluro-1B well, operated by Repsol at RC-11 block, which was a dry well and (iii) Brama-1 well, operated by Petrobras at Tayrona block, which was a dry well. The other three wells were located onshore in Colombia and were determined to be dry: (i) Trogon-1 well,(v) Cosecha C-01, where Ecopetrol holds a 55%30% working interest, and Occidental Petroleum Corporation as the operator and Repsolholds the remaining 45%70% at CPO-9the Cosecha block (ii) Landero-1 well,and (vi) Arrecife-1, where our subsidiary Hocol owns a 100% working interest in the VIM-8 block.

Seven wells located in the Eastern plains (Llanos Orientales) and foothills were plugged and abandoned as follows: (i) Payero E-1 ST-1, where Ecopetrol holds ana 20% working interest through our subsidiary Hocol, Repsol a 30% working interest and Total a 50% working interest, with Equion as operator in the Niscota block, (ii) Ocelote 500, operated by our subsidiary Hocol who holds a 100% working interest at Middle Magdalena Valley andin the Guarrojo block, (iii) Lunera-1 well, whereOcelote 510, operated by our subsidiary Hocol who holds ana 100% working interest in the Guarrojo block, (iv) Ocelote 520, operated by our subsidiary Hocol who holds a 100% working interest in the Guarrojo block, (v) Jaspe-7D, where Ecopetrol holds a 30% working interest and Frontera Energy Group as the operator at VSM-9holds a 70% working interest in the Quifa block, (vi) the Chipiron Far North-01 sole risk contract from Occidental Petroleum Corporation in the Chipiron block, (vii) the Pulpo-1 sole risk contract from Occidental Petroleum Corporation in the Rondon block.

 

In addition, twofour appraisal wells were drilled. The first, Capachos 2 STdrilled as of December 31, 2018, and are currently under evaluation: (i) Cira-7000 located at CapachosLa Cira Infantas block, operated by Occidental Petroleum Corporation, which holds a 52% working interest in partnership with Ecopetrol, holding the remaining 48% working interest, (ii) Capachos Sur-2 located at the Capachos Block, operated by Parex Resources, Inc., which holds a 50% working interest in partnership with Ecopetrol, holding the remaining 50%. This well was under evaluation as of December 31, 2017, but has been declared successful since. The appraisal well Bullerengue Sur-3, (iii) Coyote-2 located at SSJN1the Mares Block, operated by Lewis Energy,Parex Resources, which holds a 50% working interest in partnership with Ecopetrol, holding the remaining 50% was plugged and abandoned.(iv) Bufalo-1 located at VMM-32 block, operated by us, where we hold a 51% working interest in partnership with CPVEN, which holds the remaining 49%.

 

11

Seismic

 

In Colombia our subsidiary Hocol S.A. acquired a total of 518337 km of 2D in blocksthe SN 815 block and SN 18.through our joint venture partner, Ismocol-Joshi-Parko, 60 km2 of 3D were acquired over the Palagua-Caipal field.

 

Furthermore, Ecopetrol purchased three additional 3D seismic surveys for a total of 292.5 km2 in the Putumayo basin to improve the subsurface coverage and imaging of the basin.

3.4.1.2Exploration Activities Outside of Colombia

 

Our international exploration strategy is focused onaims to expand and renew our exploration portfolio in basins with remaining long term potential, diversify our risks and improve the possibilities of increasing our crude oil and natural gas reserves. Key aspects of this strategy might include participating in bidding rounds to secure blocks available for exploration and entering into joint ventures with international and regional oil companies. We believe exploring outside Colombia allows us to diversify our riskscompanies that bring operational experience and improvetechnology into the possibilities of increasing our crude oil and natural gas reserves.consortium.

 

In partnership with PetronasBP and Pemex, respectively, we wereCNOOC, Ecopetrol was awarded the block 6 and 8Pau-Brazil in Mexicothe Santos Basin in Brazil during the Pre-Salt 5th bidding round, 2.1organized by the National Agency of Petroleum, Natural Gas and our Mexican subsidiary, ECP Hidrocarburos Mexico S.A. de C.V., has entered into petroleum contractsBiofuels (ANP).  Moreover, Ecopetrol is awaiting approval from the ANP to access a 10% working interest in connection therewith. Additionally,offshore block Saturno, also located in the Santos basin, which is operated by Shell (who holds a 50%45% working interest) in partnership with Repsol E&P USAChevron (who holds the remaining 45% working interest). With the participation in these two deep water blocks, Ecopetrol has managed to obtain a position in the pre-salt play in Brazil. In order to advance our previous commitments in Brazil, we will continue with regional studies in the Ceará, Potiguar and Sergipe Blocks.

As part of the committed exploration plan in our current assets of the Equatorial Margin (CE-M-715 in the Ceará Basin, POT-M-567 in Potiguar and FZA-M-320 in Foz do Amazonas), both geology and geophysics work and technical maturation activities were carried out to help obtain a deeper understanding of the prospective potential in these provinces.

Additionally our subsidiary, Ecopetrol America Inc., as operator, we werewas awarded blocks Garden Banks 77, 78, 121the Green Canyon 404, 405, 448 and 122492 blocks in the Gulf of Mexico (US)during Lease Sale 251.

We secured the approval of the National Hydrocarbons Commission (CNH) for the exploration plan through our American subsidiary, Ecopetrol America Inc.partnership with PEMEX in respect of block 8 (October) and Petronas-block 6 (November). The exploration plan for block 6 considers purchasing seismic, geological and geophysical analysis, seismic interpretation and drilling of the first exploration well in Mexico in 2020 and the exploration plan for block 8 considers seismic licensing, processing and the interpretation required to identify the potential prospects in the block.

 

During the course of 2018, Ecopetrol and its partners did not carry out any exploratory drilling outside Colombia.

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With respect to our exploratory drilling outside of Colombia, as set forth in the table below, in 2017 our subsidiary Ecopetrol America Inc. drilled two wells: (i) Warrior-2 and (ii) Warrior-2 ST-1, both located in the Green Canyon area in the Gulf of Mexico (US). These wells contained hydrocarbons, both wells were deemed non-commercial due to thin compartmentalized reservoirs, and were plugged and abandoned. The associated contingent resources of this discovery are currently under evaluation. Ecopetrol America Inc. has a 30% interest in this area, with our partner Anadarko holding the remaining 70% interest and acting as operator.

 

The following table sets forth information on our exploratory drilling for the periods indicated.

 

Table 5 – Exploratory Drilling Outside Colombia

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (number of wells)  (number of wells) 
INTERNATIONAL                   
Ecopetrol America Inc.                        
Gross Exploratory Wells                        
Productive  0.0   1.0            1.0 
Dry(1)  2.0      1.0      2.0    
Total  2.0   1.0   1.0      2.0   1.0 
Net Exploratory Wells(2)(3)                        
Productive  0.0   0.2            0.2 
Dry  0.6      0.5      0.6    
Total  0.6   0.2   0.5      0.6   0.2 
Ecopetrol Óleo e Gás do Brasil Ltda.  ��                     
Gross Exploratory Wells                    
Productive                  
Dry                  
Total                   
Net Exploratory Wells                       
Productive                  
Dry                  
Total                   
Ecopetrol Germany                        
Gross Exploratory Wells                    
Productive                  
Dry                  
Total                   
Net Exploratory Wells                       
Productive                  
Dry                  
Total                   
Savia Perú                        
Gross Exploratory Wells                    
Productive                  
Dry                  
Total                   
Net Exploratory Wells                       
Productive                  
Dry                  
Total                  

 

 

(1)A dry well or hole is an exploratory well found to be incapable of producing either crude oil or natural gas in sufficient quantities to justify completion as a crude oil or natural gas well.
(2)Net exploratory wells are calculated according to our percentage of ownership in these wells.
(3)None of our international wells were dugdrilled pursuant to a sole risk contract.

 

Seismic

Our subsidiary, Ecopetrol Brazil, purchased 874 km of 2D (spectrum survey) and 5,441 km2 3D (CGG and PGS) to evaluate the structures of Saturno, Titan and Ferradura (Round 15), as well as the blocks Uirapuru (Round 4) and Pau Brazil (Round 5), all of them located in the pre-salt play over the Santos and Campos basins.

Ecopetrol Hidrocarburos Mexico Inc. procured a large 60,076 km 2D seismic survey and 11,009 km2 of 3D seismic data (surveys: Campeche Sur, Campeche Somero and Tabasco), to evaluate the Salina basin in the Gulf of Mexico.

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Seismic

Our subsidiary, Ecopetrol Brazil, completed the acquisition of a marine 3D seismic program of 446 km2 in block FZA-M-330, in the Foz de Amazonas basin (Brazil). Ecopetrol Brazil holds a 70% equity interest in this block with JX Nippon holding the remaining 30% interest.

Ecopetrol America Inc purchased the 3D seismic program EDGE of 28.000 km2 in Green Canyon. The seimic program contributed, to mitigate subsalt uncertainty and to mature leads for lease sales.

3.4.2      Production Activities

 

Our consolidated average production was 715.1720.4 thousand boepd in 2017, a decrease2018, an increase of approximately 35 thousand boepd as compared to 2016.2017. This decreaseincrease is mainly the result of the natural production decline of our fields, partially offset by an increase in upstream investments during 2017.2018.

 

The following table summarizes the results of our oil and gas production activities for the periods indicated:

 

Table 6 – Ecopetrol Group’s Oil and Gas Production

 

 For the year ended December 31,  For the year ended December 31, 
 2017 2016 2015  2018 2017 2016 
 Oil Gas(1) Total Oil Gas(1) Total Oil Gas(1) Total  Oil 

Gas(1)

 Total Oil 

Gas(1)

 Total Oil 

Gas(1)

 Total 
 (thousand boepd)   (thousand boepd) 
Total production in Colombia(2)  577.3   121.6   698.9   582.5   123.3   705.8   619.2   130.4   749.6   578.4   125   703.4   577.3   121.6   698.9   582.5   123.3   705.8 
Total International production(3)  13.6   2.6   16.2   9.6   2.5   12.1   7.3   3.8   11.1   14.1   2.9   17.0   13.6   2.6   16.2   9.6   2.5   12.1 
Total production of Ecopetrol Group  590.9   124.2   715.1   592.1   125.8   717.9   626.5   134.2   760.7   592.5   127.9   720.4   590.9   124.2   715.1   592.1   125.8   717.9 

 

 

(1)Conversion between mcfpd and boepd is performed at 5,700 mcfpd to 1 boepd.
(2)Total production in Colombia corresponds to Ecopetrol S.A., Hocol and Equion.
(3)Total International production corresponds to Savia Perú and Ecopetrol America Inc.

 

3.4.2.1          Production Activities in Colombia

 

3.4.2.1.1Ecopetrol S.A.’s Production Activities in Colombia

3.4.2.1.1Ecopetrol S.A.’s Production Activities in Colombia

 

For the year ended December 31, 2017,2018, Ecopetrol S.A. was the largest participant in the Colombian hydrocarbons industry, accounting for approximately 64%63% of crude oil production (according to calculations made by Ecopetrol based on information from the Ministry of Mines and Energy) and approximately 68%66% of natural gas production (according to calculations made by Ecopetrol based on information from the Ministry of Mines and Energy). Also during 2017,2018, Ecopetrol S.A. carried out development drilling mainly in the OrinoquiaEastern and Middle MagdalenaOrinoquia regions, drilling 475528 development wells; 199wells (226 of those through direct operations and 276302 through joint ventures.ventures).

 

In terms of operational structure, Ecopetrol S.A. manages its production operations through a regional organization. Since July 1, 2014, three regional Vice-Presidencies were created: Central, Orinoquia and Southern. After the company took over the operations of the Rubiales field in July of 2016, a new Vice-Presidency, the Eastern Region, was incorporated to this scheme. Our operating assets are distributed in the following regions:

 

·Central Region: comprising 3023 fields with active production in 2017.2018.

 

·Orinoquía Region: comprising 2322 fields with active production in 2017.2018.

 

·Southern Region: comprising 3633 fields with active production in 2017.2018.

 

·Eastern Region: comprising 2 fields with active production in 2017.2018.

13

 

A fifth Vice-Presidency, the Vice-Presidency of Associated Operations, is responsible for all of the production activities in which a partner is involved, regardless of the location of such activities in Colombia. This Vice- Presidency is comprised of 121126 fields with active production in 2017.2018.

 

The map below indicatesshows the locations of Ecopetrol S.A’sS.A.’s operations with production information for each of our administrative regions followingdescribed in the subsequentfollowing paragraphs.

14

 

Graph 4 – Ecopetrol S.A. Operations in Colombia

 

 

 

Note: VAS is thea countrywide Vice-presidency.

 

Crude Oil Production

 

The average daily production of crude oil in Colombia by Ecopetrol S.A. (excluding its subsidiaries), was 545548.7 mbod in 2017, 7.12018, 3.7 mbod lowerhigher than in 2016,2017, which represents a year-to-year decreaseincrease of 1.3%0.7%.

However, it is important to highlight that since July of 2016 we took over the operations of the Rubiales and Cusiana fields. A plan was set up more than two years in advance, which allowed us to successfully transition between operators, without any technical, operational or communities’ issues in any of the two fields. In July 2017, Ecopetrol completed the first year of operating in the Rubiales field. During 2017, we invested in the asset with the drilling of 127 wells and the implementation of efficiency measures, thereby continuing to mitigate historical production declines.

 

The following chart summarizes Ecopetrol S.A.’s average daily crude oil production in Colombia by Region, prior to deducting royalties, for the periods indicated.

 

 1415 

 

 

Table 7 – Ecopetrol S.A.’s Average Daily Crude Oil Production in Colombia by Region Vice-Presidency

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (thousand bpd)  (thousand bpd) 
Central Region                        
1) La Cira – Infantas  22.6   19.1   22.9   28.1   22.6   19.1 
2) Casabe  15.9   17.8   21.9   13.9   15.9   17.8 
3) Yarigui  14.5   16.6   17.8   14.4   14.5   16.6 
4) Other  18.5   21.3   23.7   17.3   18.5   21.3 
Total Central Region  71.5   74.8   86.3   73.7   71.5   74.8 
Orinoquía Region                        
1) Castilla  114.1   121.3   122.5   113.9   114.1   121.3 
2) Chichimene  70.5   74.0   78.0   67.7   70.5   74.0 
3) Cupiagua  9.6   11.3   14.0   8.3   9.6   11.3 
4) Other  24.3   18.3   21.1   25.5   24.3   18.3 
Total Orinoquía Region  218.5   224.9   235.6   215.4   218.5   224.9 
Eastern Region                        
1) Rubiales(1)  118.7   61.5   0   119.5   118.7   61.5 
2) Caño Sur(2)  1.4   0.4   0   3.2   1.4   0.4 
Total Eastern Region  120.1   61.9   0   122.7   120.1   61.9 
Southern Region                        
1) San Francisco  6.2   6.5   8.1   6.0   6.2   6.5 
2) Huila Area(3)  3.1   7.4   7.8   3.5   3.1   7.4 
3) Tello  3.9   4.4   4.5   3.6   3.9   4.4 
4) Other  12.2   9.4   11.0   11.7   12.2   9.4 
Total Southern Region  25.4   27.7   31.4   24.8   25.4   27.7 
Associated Operations                        
1) Rubiales(1)  0.0   41.4   94.3         41.4 
2) Quifa  18.8   19.6   24.2   21.2   18.8   19.6 
3) Caño Limon  22.2   23.3   25.6   25.3   22.2   23.3 
4) Cusiana(4)  0.0   2.6   5.2         2.6 
5) Other  68.5   75.9   83.6   65.6   68.5   75.9 
Total Associated Operations  109.5   162.8   232.9   112.1   109.5   162.8 
Total average daily crude oil production Ecopetrol S.A. (Colombia)  545.0   552.1   586.2   548.7   545.0   552.1 

 

 

(1)In the first half of 2016, the Rubiales field was part of the Vice-Presidency of Associated Operations. Since July 1, 2016, it has been a part of the Eastern Region.
(2)In the first half of 2016, the Caño Sur field was part of the Orinoquia Region. Since July 1, 2016, it has been a part of the Eastern Region.
(3)Huila Area: some assets were reclassified and are reported under Other in the Southern Region.
(4)In the first half of 2016, the Cusiana field was part of the Vice-Presidency of Associated Operations. Since July 3, 2016, it has been a part of the Orinoquia Region.

 

Table 8 – Ecopetrol S.A. Production per Type of Crude

 

  2017 (mbod)  Year-on-Year
∆(%)
  2016 (mbod)  Year-on-Year
∆(%)
  2015 (mbod) 
Light  42.4   (4.9)%  44.6   (0.0)%  44.6 
Medium  151.6   (6.1)%  161.5   (13.7)%  187.1 
Heavy  351.0   1.4%  346.0   (2.4)%  354.5 
Total  545.0   (1.3)%  552.1   (5.8)%  586.2 

15

  2018 (mbod)  Year-on-
Year ∆(%)
  2017 (mbod)  Year-on-
Year ∆(%)
  2016 (mbod) 
Light  40.7   (4.0)%  42.4   (4.9)%  44.6 
Medium  154.4   1.8%  151.6   (6.1)%  161.5 
Heavy  353.6   0.7%  351.0   1.4%  346.0 
Total  548.7       545.0       552.1 

 

Ecopetrol S.A.’s crude oil production during 20172018 consisted of approximately 36% light and medium crudes and 64% heavy crudes. In 2017, approximately 36% of the crude oil production consisted of light and medium crudes and 64% consisted of heavy crudes. In 2016, approximately 37% of the crude oil production corresponded to light and medium crudes and 63% to heavy crudes. In 2015, approximately 40% of the crude oil production corresponded to light and medium crudes and 60% to heavy crudes.

 

Natural Gas Production

 

In 2017,2018, the average daily production of natural gas by Ecopetrol S.A. reached 111112.5 mboed, including natural gas liquids (“NGLs”), corresponding to a 4.3% decrease1.4% increase in comparison to 20162017 production.

 

We have three main natural gas production fields, Guajira, Cusiana and Cupiagua. In the Guajira field, we have partnered with Chevron who operates the field. The development of Cusiana field had a change in participation, because Tauramena joint venture expired on July 3, 2016. The Tauramena block is part of the Cusiana unified exploitation plan. As a consequence of the termination of the Tauramena joint venture, Ecopetrol’s participation increased from 63.4% to 97.8%, and Ecopetrol assumed the operation of the Cusiana unified exploitation plan. Ecopetrol S.A. is the operator of the Cupiagua field and other wells previously under the Recetor contract that were transferred from Equion to Ecopetrol as a result of the full return of the Recetor Field to Ecopetrol on May 30,29, 2017.

16

 

Of our total natural gas production during the year ended December 31, 2017,2018, approximately 24%20% was supplied from the Guajira field, 29%31% from the Cusiana field, 23%24% from the Cupiagua field and the remaining 24%25% from other fields.

 

The following table sets forth Ecopetrol S.A.’s average daily natural gas production in Colombia, including NGLs, prior to deducting royalties, for the years ended on December 31, 2018, 2017 2016, and 2015.2016.

 

Table 9 – Ecopetrol S.A.’s Average Daily Natural Gas Production in Colombia

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (thousand boepd)  (thousand boepd) 
COLOMBIA                        
Central Region                        
1) La Cira – Infantas  0.15   0.17   0.12   0.16   0.15   0.17 
2) Provincia  2.41   3.09   3.75   1.96   2.41   3.09 
3) Yarigui  0.48   0.56   0.56   0.42   0.48   0.56 
4) Gibraltar  7.16   6.32   5.52   6.87   7.16   6.32 
4) Other  2.02   1.60   1.51   1.86   2.02   1.60 
Total Central Region  12.22   11.74   11.46   11.27   12.22   11.74 
Orinoquía Region                        
1) Cupiagua  25.29   28.72   24.09   26.97   25.29   28.72 
2) Cusiana(1)  31.97   15.98   0.00   34.73   31.97   15.98 
2) Other  2.44   1.44   1.18 
3) Other  2.80   2.44   1.44 
Total Orinoquía Region  59.70   46.14   25.27   64.5   59.70   46.14 
Southern Region                        
1) Huila Area(2)  0.10   0.64   0.85   0.13   0.10   0.64 
2) Tello  0.22   0.35   0.35   0.11   0.22   0.35 
3) Other  0.40   0.03   0.03   0.25   0.40   0.03 
Total Southern Region  0.72   1.02   1.23   0.49   0.72   1.02 
Associated Operations                        
1) Guajira  27.09   33.34   42.71   23.02   27.09   33.34 
2) Cusiana(1)  0.00   12.65   27.03   0.00   0.00   12.65 
3) Other  11.29   11.10   13.47   13.21   11.29   11.10 
Total Associated Operations  38.38   57.09   83.21   36.23   38.38   57.09 
Total Natural Gas Production (Colombia)  111.02   115.99   121.17   112.49   111.02   115.99 

 

Note: Conversion between mcfpd and boepd is performed at 5,700 mcfpd to 1 boepd.

 

Note:Conversion between mcfpd and boepd is performed at 5,700 mcfpd to 1 boepd.
(1)In the first half of 2016, the Cusiana field was part of the Vice-Presidency of Associated Operations. Since July 3, 2016, it has been a part of the Orinoquía Region.
(2)The Huila area:In the Southern Region, some assets that were previously part of the Huila area were reclassified and are reported under Other in the Southern Region.as Other.

Projects to Increase Recovery Factor

Ecopetrol continues to invest in its recovery factor program in order to increase reserves and production. In 2018, the recovery factor program increased proven reserves by 129 million boe. US$94 million was invested for the execution of 60 studies and 19 pilots to reduce uncertainties and mature these opportunities into projects in the medium or long term. These pilots under assessment had a daily production of approximately 17 mboed.

Secondary and tertiary recovery technologies contributed 167 mboed or 23% of the Ecopetrol Group’s total daily production, primarily from the Castilla, Chichimene, Teca, La Cira Infantas, Casabe, Yarigui, Tibú, Asociacion Nare, Cusiana, Cupiagua and Piedemonte fields.

 

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Projects to Increase Recovery Factor:

During 2017 Ecopetrol prioritized opportunities within its recovery factor increase program, keepingIn 2018, the following activeprojects exhibited positive results in both efficiency of injection and response in production: (i) the water injection pilots in operation: waterflooding (WF) inat Castilla, Chichimene, Castilla, Apiay, Suria and Suria; Chemical Enhanced Oil Recovery (CEOR) inLa Cira sands A and B, (ii) the improved water injection pilots at Chichimene, Yarigui andLa Cira Infantas, Casabe and Vapor Injection Continue (ICV) in Teca;Yarigui fields, and developing additional ones: WF in Nutria and Tisquirama and CEOR in Cira and Geles.

The Chichimene and Castilla fields have continued reporting increases in their recovery factors between 8% and 12% in their pilot areas. Additionally, in 2017, we evaluated(iii) the steam injection pilots inat the Teca project, located in the Middle Magdalena Valley, where we also obtained positive production responses.and Nare fields.

 

AtIn 2018, a final investment decision was taken in respect of the Chichimene field, nitrogencommencement of eight recovery projects based on the results of their correspondent pilots: (i) six water injection pilots were successfully completed. Weprojects (Chichimene, Castilla, Suria, La Cira sands A and B, Llanito-Gala and Galan), (ii) one enhanced water injection project (Dina K) and (iii) one continuous steam injection project (Teca). Additionally, nine recovery technology expansion projects are currently analyzing the production curve, and air injection is expected to begin in the second half of 2018.

Among the main results of the pilots in 2017, it is important to highlight that 73 mmboe of proven reserves and 174 mmboe of contingent resources were incorporated. In addition, four new recovery projects were conceptualized (WF in Chichimene, Castilla and Llanito-Gala-Galan, being among the most important ones).

35 recovery pilots have started since the beginning of the recovery factor increase program in 2008. Out of these pilots, 28 have shown positive results, of which 11 are now in expansion stage, 11 are operating and six were closed.structured.

 

Development Wells

 

The following table sets forth the number of gross and net development wells drilled in Colombia, both solely by Ecopetrol S.A. and with its joint ventures that reached total depth for the years ended December 31, 2018, 2017 2016 and 2015.2016.

 

Table 10 – Ecopetrol S.A.’s Gross and Net Development Wells in Colombia

 

  For the year ended December 31, 
  2017  2016  2015 
  (number of wells) 
COLOMBIA            
Central Region            
Gross wells owned and operated by Ecopetrol  -   -   79 
Orinoquía Region            
Gross wells owned and operated by Ecopetrol  56   47   109 
Southern Region            
Gross wells owned and operated by Ecopetrol  -   -   21 
Eastern Region            
Gross wells owned and operated by Ecopetrol  143   36   - 
Total gross wells owned and operated by Ecopetrol S.A. in Colombia  199   83   209 
Associated Operations            
Gross wells in joint ventures  276   50   330 
Net wells(1)  97   19   146 
Total gross wells in joint ventures Ecopetrol S.A. in Colombia  276   50   330 
Total net wells in joint ventures Ecopetrol S.A. in Colombia(1)  97   19   146 
Total gross wells Ecopetrol S.A. in Colombia  475   133   539 
Total net wells Ecopetrol S.A. in Colombia(1)  296   102   355 

  For the year ended December 31, 
  2018  2017  2016 
  (number of wells) 
COLOMBIA         
Central Region            
Gross wells owned and operated by Ecopetrol  12       
Orinoquía Region            
Gross wells owned and operated by Ecopetrol  77   56   47 
Southern Region            
Gross wells owned and operated by Ecopetrol  19       
Eastern Region            
Gross wells owned and operated by Ecopetrol  118   143   36 
Total gross wells owned and operated by Ecopetrol S.A. in Colombia  226   199   83 
Associated Operations            
Gross wells in joint ventures  302   276   50 
Net wells(1)  144.2   97   19 
Total gross wells in joint ventures Ecopetrol S.A. in Colombia  302   276   50 
Total net wells in joint ventures Ecopetrol S.A. in Colombia(1)  144.2   97   19 
Total gross wells Ecopetrol S.A. in Colombia  528   475   133 
Total net wells Ecopetrol S.A. in Colombia(1)  370.2   296   102 
(1)Net wells correspond to the sum of wells owned and operated by Ecopetrol (1) plus the net wells in our associated operations. Net wells in the associated operations are the result of our investment percentage ofworking interest in wells owned in joint ventures with our partners, as defined in the contract obligations.

 

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Production Acreage

 

The following table sets forth Ecopetrol S.A.’s developed and undeveloped gross and net acreage of crude oil and natural gas production in Colombia for the year ended December 31, 2017.2018.

 

Table 11 – Ecopetrol S.A.’s Developed and Undeveloped Gross
and Net Acreage of Crude Oil and Natural Gas Production in Colombia

 

  Production Acreage as of December 31, 2017 ( acres) 
  Developed  Undeveloped 
  Gross  Net  Gross  Net 
Ecopetrol S.A.  459,757   354,350   4,960,480   3,627,708 
  Production Acreage as of December 31, 2018 ( acres) 
  Developed  Undeveloped 
  Gross  Net  Gross  Net 
Ecopetrol S.A.  452,121   349,954   4,653,531   3,426,785 

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Gross and Net Productive Wells

 

The following table sets forth Ecopetrol S.A.’s total gross and net productive wells by region as of December 31, 2017.2018.

 

TableTable 12 – Ecopetrol S.A.’s Gross and Net Productive Wells by Region

 

 As of December 31, 2017 (number of wells)  As of December 31, 2018 (number of wells) 
 Crude Oil(1)  Natural Gas(2)  

Crude Oil(1)

  

Natural Gas(2)

 
 Gross  Net  Gross  Net  Gross  

Net(3)

  Gross  

Net(3)

 
COLOMBIA                                
Ecopetrol S.A.                                
Central region  2,301   1,813   6   6   2,244   1,767   9   9 
Orinoquía region  978   972   17   17   1,086   1,077   22   18 
Southern region  578   513   11   11   589   534   13   13 
Eastern Region  804   804   0   0   693   693   -   - 
Region of Associated Operations  2,987   1,499   25   9   2,602   1,260   16   7 
Total (Ecopetrol S.A.)(4)  7,648   5,601   59   43   7,214   5,331   60   47 

 

Note:The above table reflects the productive wells that directly contribute to hydrocarbon production and therefore excludes wells used for injection, disposal, water abstraction, or other similar activities.
(1)We consider crude oil wells to be those in which the main operation is oil production, although many of these wells produce gas associated with oil production that, in some cases, have a commercial purpose.
(2)Natural gas wells are those in which operations are directed only toward the production of commercial gas.

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3.4.2.1.2(3)Ecopetrol S.A.’s Affiliates and Subsidiaries’ Production Activities in ColombiaCalculation of net productive wells is calculated by multiplying gross productive wells by our ownership percentage.
(4)Wells from oil fields transferred to Hocol are not included.

 

3.4.2.1.2Ecopetrol S.A.’s Affiliates and Subsidiaries’ Production Activities in Colombia

Crude Oil Production

 

The following table sets forth our average daily crude oil production from Hocol and Equion, prior to deducting royalties, for the periods indicated.

 

Table 13 – Ecopetrol S.A.’s Subsidiaries in Colombia Average Daily Crude Oil Production

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (thousand bpd)  (thousand bpd) 
Hocol                        
Joint venture operation  2.3   2.6   2.1   2.3   2.3   2.6 
Direct operation  19.4   15.4   19.3   18.4   19.4   15.4 
Total Hocol  21.7   18.0   21.4   20.7   21.7   18.0 
Equion                        
Joint venture operation  0.1   0.1         0.1   0.1 
Direct operation  10.5   12.3   11.6   9.0   10.5   12.3 
Total Equion  10.6   12.4   11.6   9.0   10.6   12.4 
Production Tests  -                
Total Average Daily Crude Oil Production (Subsidiaries in Colombia)  32.3   30.4   33   29.7   32.3   30.4 

 

The 20.6% increase4.6% decrease in Hocol’s production in 20172018, as compared to 20162017, was mainly due to result of the transfernatural production decline of Ecopetrol’s stake in the Espinal field to Hocol on January 1, 2017.our fields.

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The 14.5%15.1% decrease in Equion’s production in 20172018, as compared to 20162017, was mainly due to result of the natural production decline of our fields, and the transfer of Tauramenaa part of its participation in the Recetor contract share in Cusiana to Ecopetrol.

 

Natural Gas Production

 

The following table sets forth our subsidiaries’ average daily natural gas production, prior to deducting royalties, for the periods indicated.

 

Table 14 – Ecopetrol S.A.’s Subsidiaries in Colombia Average Daily Natural Gas Production

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (thousand boepd)(1)  (thousand boepd)(1) 
Hocol                        
Joint venture operation  0.6   0.2      1.6   0.6   0.2 
Direct operation  5.2   0.6   0.2   5.9   5.2   0.6 
Total Hocol  5.8   0.8   0.2   7.5   5.8   0.8 
Equion                        
Joint venture operation  0.2   0.1      0.2   0.2   0.1 
Direct operation  4.6   6.4   9   4.8   4.6   6.4 
Total Equion  4.8   6.5   9   5.0   4.8   6.5 
Production Tests  -                
Total Natural Gas Production (Subsidiaries in Colombia)  10.6   7.3   9.2   12.5   10.6   7.3 

 

(1)Conversion between mcfpd and boepd is performed at 5,700 mcfpd to 1 boepd.

 

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Development Wells

 

The following table sets forth the number of gross and net development wells drilled exclusively by our subsidiaries and in their joint ventures in Colombia for the periods indicated.

 

Table 15 – Ecopetrol S.A.’s Subsidiaries in Colombia Gross and Net Development Wells

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (number of wells)  (number of wells) 
Hocol                        
Gross wells owned and operated by Hocol  17   9   13   12   17   9 
Gross wells in joint ventures        1   2       
Net wells(1)  17   9   13   13   17   9 
Equion                        
Gross wells owned and operated by Equion(2)                  
Gross wells in joint ventures  1   1   5      1   1 
Net wells(1)        1          
Total gross wells owned and operated in Colombia  17   9   13   12   17   9 
Total gross wells in joint ventures in Colombia  1   1   6   2   1   1 
Total net wells (Subsidiaries in Colombia)  17   9   14   13   17   9 

 

(1)Net wells correspond to the sum of wells owned and operated by our subsidiaries and their ownership percentage of wells owned in joint ventures with their partners.
(2)Even though for the last three years Equion has operated every well, Equion has not owned any well 100%; rather Equion has drilled wells in joint venture with Ecopetrol. Therefore, after a careful review of the categories, all Equion data was moved from gross wells owned and operated by Equion to gross wells in joint ventures. However, the number of wells remains the same.

 

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Production Acreage

The following table sets forth our subsidiaries’ developed and undeveloped gross and net acreage of crude oil and natural gas production in Colombia for the year ended December 31, 2017.2018.

 

Table 16 – Ecopetrol S.A.’s Subsidiaries in Colombia Developed and Undeveloped Gross and Net Acreage of
Crude Oil and Natural Gas Production

 

 Production acreage as of December 31, 2017  Production acreage as of December 31, 2018 
 Developed  Undeveloped  Developed  Undeveloped 
 Gross  Net  Gross  Net  Gross  Net  Gross  Net 
 (in acres)  (in acres) 
Hocol  20,892   12,726   627   528   17,845   15,930   675   666 
Equion  16,300   4,024   54,666   12,162   16,300   4,104   54,666   12,162 
Total (Subsidiaries in Colombia)  37,192   16,750   55,293   12,690   34,145   20,034   55,341   12,828 

 

Gross and Net Productive Wells

 

The following table sets forth our subsidiaries’ total gross and net productive wells in Colombia for the year ended December 31, 2017.2018.

 

Table 17 – Ecopetrol S.A.’s Subsidiaries in Colombia Gross and Net Productive Wells(1)(1)

 

 For the year ended December 31, 2017  For the year ended December 31, 2018 
 Crude Oil  Natural Gas  Crude Oil  Natural Gas 
 Gross  Net  Gross  Net  Gross  Net  Gross  Net 
 (number of wells)  (number of wells) 
Hocol  286   222   7   5.5   281   241.9   20   18.5 
Equion  15   8   15   8   15   8   15   8 
Total (Subsidiaries in Colombia)  301   230   22   13.5   296   249.9   35   26.5 

 

(1)Information in the table above reflects productive wells that directly contribute to hydrocarbons production and therefore excludes wells used for injection, disposal, water abstraction or other similar activities. We consider crude oil wells to be those in which the main operation is oil production, although many of these wells produce gas associated with oil production that, in some cases, have a commercial purpose. Natural gas wells are those in which operations are directed only towards production of commercial gas.

 

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3.4.2.2          Production Activities Outside Colombia

 

The Ecopetrol Group’s production outside of Colombia comes from 100% of the production of Ecopetrol America Inc. and 50% of our share of Savia in Peru. In 2018, the production obtained from these two companies was 17 boepd, which represents 2.4% of the total production of the Ecopetrol Group.

Crude Oil Production

 

The following table sets forth our average daily crude oil production outside Colombia, prior to deducting royalties, for the periods indicated.

 

Table 18 – Ecopetrol S.A.’s Subsidiaries Outside Colombia Average Daily Crude Oil Production

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (thousand bpd)  (thousand bpd) 
Savia Perú  4.4   4.1   4.8   3.9   3.9(1)  4.1 
Ecopetrol America Inc.  9.2   5.5   2.5   10.2   9.2   5.5 
Total average daily crude oil production (International)  13.6   9.6   7.3   14.1   13.1   9.6 

(1)In 2017, Savia’s crude oil production included NGLs. In preparing our 2018 operational information, those NGLs were reclassified into our 2017 natural gas production.

 

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Natural Gas Production

The following table sets forth our average daily natural gas production outside Colombia, prior to deducting royalties, for the periods indicated.

 

Table 19 – Ecopetrol S.A.’s Subsidiaries Outside Colombia Average Daily Natural Gas Production

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (thousand boepd)  (thousand boepd) 
Savia Perú  0.6   1.3   1.2   1.1   1.1(1)  1.3 
Ecopetrol America Inc.  2.0   1.2   2.6   1.8   2.0   1.2 
Total average daily natural gas production (International)  2.6   2.5   3.8   2.9   3.1   2.5 

(1)In 2017, Savia’s crude oil production included NGLs. In preparing our 2018 operational information, those NGLs were reclassified into our 2017 natural gas production.

 

Development Wells

 

The following table sets forth the number of gross and net development wells outside Colombia, drilled exclusively by us and in joint ventures for the periods indicated.

 

Table 20 – Ecopetrol S.A.’s Subsidiaries Outside Colombia Gross and Net Development Wells(1)(1)

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (number of wells)  (number of wells) 
Savia Perú                        
Gross wells  -   -   -   -   -   - 
Net wells(2)  -   -   -   -   -   - 
Ecopetrol America Inc.              -   -   - 
Gross wells  2   3   2   1   2   3 
Net wells(2)  0.4   0.7   0.4   0.3   0.4   0.7 
Total gross wells (International)  2   3   2   1   2   3 
Total net wells (International)  0.4   0.7   0.4   0.3   0.4   0.7 

 

(1)Information in the table above reflects productive wells that directly contribute to hydrocarbons production and therefore excludes wells used for injection, disposal, water abstraction or other similar activities.

(2)Net wells correspond to the sum of wells entirely owned by us or our subsidiaries and our ownership percentage of wells owned in joint ventures with our partners.

 

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Production Acreage

 

The following table sets forth our developed and undeveloped gross and net acreage of crude oil and natural gas production outside Colombia for the year ended December 31, 2017.2018.

22

 

Table 21 – Ecopetrol S.A.’s Subsidiaries Outside Colombia Developed and Undeveloped Gross and Net
Acreage of Crude Oil and Natural Gas Production

 

 Production acreage as of December 31, 2017  Production acreage as of December 31, 2018 
 Developed  Undeveloped  Developed  Undeveloped 
 Gross  Net  Gross  Net  Gross  Net  Gross  Net 
 (in acres)  (in acres) 
Savia Perú  79,575   39,788   57,671   28,836   79,575   39,788   57,671   28,836 
Ecopetrol America Inc.(1)  72,720   20,243   23,040   6,566   55,440   15,059   23,040   6,566 
Total (International)  152,295   60,031   80,711   35,402   135,015   54,847   80,711   35,402 

 

(1)Production and acreage from Ecopetrol America Inc. is related to the K2, Dalmatian and Gunflint field blocks in the Gulf of Mexico. For K2, there are four blocks in the production stage. For Dalmatian, there are 5two blocks in the production stage. For Gunflint, there are five blocks in the production stage, of which 3 are producing. For Gunflint, there are four blocks in the production stage, of which 2 areone is producing.

 

Gross and Net Productive Wells

 

The following table sets forth our total gross and net productive wells outside Colombia for the year ended December 31, 2017.2018.

 

Table 22 – Ecopetrol S.A.’s Subsidiaries Outside Colombia Gross and Net Productive Wells

 

 As of December 31, 2017  As of December 31, 2018 
 Crude Oil  Crude Oil 
 Gross  Net  Gross  Net 
 (number of wells)  (number of wells) 
INTERNATIONAL                
Savia Perú  626   313   606   303 
Ecopetrol America Inc.  14   3.3   15   3.6 
Total (International)  640   316.3   621   306.6 

 

3.4.2.3          Marketing of Crude Oil and Natural Gas and Refined Products

 

In 2017,2018, Ecopetrol sold 917.2 mboepd,899.5 mboed, out of which 434.5 mbopd400.4 mboed represented sales of crude oil (48%(44%), 75.7 mboepd78.5 mboed natural gas (8%(9%) and 407 mboepd420.6 mboed of fuels and petrochemicals (44%(47%).

 

Crude Oil Export Sales

 

Crude oil export sales in 20172018 decreased by 1924 mbopd as compared to 20162017 mainly due to higher consumptionthe substitution of the local refineries.imports at Reficar for domestic crudes. Ecopetrol’s crude oil export sales are traded both in the spot and contract markets, primarily to refiners in the United States, Asia and Europe.

 

The Castilla blend is the main type of crude oil for export sales, with 315.1334 mbopd sold during 20172018 (a 76%84% share of our crude oil basket) followed by the Vasconia Norte with 29.119 mbopd (a 7%5% share in our crude oil basket), Vasconia with 15.2 mbopd (a 4% share of our crude oil basket), and the South blend with 13.011 mbopd (a 3% share of our crude oil basket), and Vasconia Norte with 9.4 mbopd (a 2% share of our crude oil basket).

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Ecopetrol placed its exports in markets that represent the best value for its crudes. The United States remainedIn 2018, Asia was the main destination, representing almost a half41% of our crude oil exports, closely followed by the United States with 40% of crude oil exports. In particular, lower supply of other heavy and intermediate grades generated new opportunities for Colombian crudes in the US. In addition, the percentage of exports to Asia increased from 15% in 2016 to 25% in 2017 due to theThe expansion of refining capacity both in the private and higher importsstate owned companies in that market.countries like China has supported the increase in crude oil flows from Colombia to Asia, volatility in the production of regional producers has given US refiners an incentive to diversify their supply sources which has opened opportunities for Colombian producers. Ecopetrol’s crude basket reached a nine year high,was discounted only by US$ 6.9/8.5/bl below the ICE Brent price. Our crude basket increased by US$15.4/bl year over year due to the strength of the ICE Brent price and our persistent commercial strategy towards markets with higher value.

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Crude Oil Purchase Contracts

 

Ecopetrol has signed several crude oil purchase contracts with third parties and business partners. Ecopetrol also purchases crude oil from the ANH asfrom royalties. This oil is processed in Ecopetrol’s refineries or exported. The purchase price is referenced to export parity based on international market prices plus a commercial fee.

The contract terms are typically linked to the term of the exploration and production contracts signed with our partners. Other contract clauses such as price and point of delivery vary and may be subject to renegotiation during the term of the contract. Certain purchase contracts are not linked to joint venture agreements and may be extended and renegotiated by the parties.

 

The table below sets forth the volumes of crude oil purchased from our business partners and third parties and volumes of crude oil purchased from the ANH from royalties for the years ended on December 31, 2018, 2017 2016 and 2015.2016.

 

Table 23 – Ecopetrol Consolidated Crude Oil Purchases

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (million barrels)  (million barrels) 
Ecopetrol Corporate Group                        
Crude oil purchased from the ANH  40.3   42.9   45.6 
Crude oil purchased from ANH royalties  37.6   40.3   42.9 
Crude oil purchased from third parties  16.7   15.5   15.6   20.7   16.7   15.5 
Crude oil imported from third parties  24.8   22.0   1.8   14.0   24.8   22.0 

 

During 2018, part of Ecopetrol’s crude strategy was centered on increasing the purchase of crude oil from third parties, which enables further optimization of the supply chain.

Import of Diluents

 

In 2017,2018, Ecopetrol decreased the imports of diluent by 8% (51.7% (0.9 mbpd) compared to 2016.2017. Diluent is used to transport our heavy crudes through the pipeline system, and the reduction is due to optimizations in dilution processes within the transformation plan last year.

 

Natural Gas Sales

 

Ecopetrol sells natural gas to distribution companies through firm, interruptible and conditional contracts. These distributors supply natural gas to the residential market, as compressed natural gas for vehicles market and to large industrials in Colombia. We also market and sell natural gas directly to the industrial sector and to gas-fired power plants.

 

Ecopetrol’s natural gas sales and self-consumption decreasedincreased by 2.8% (2.21.0% (0.93 mboepd) compared to 20162017, due to lower demand from natural gas fired power plants.an increase in short term sales to industrial consumers.

 

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Natural Gas Delivery Commitments

 

The table below sets forth the commitments we have in Colombia under firm contracts with local natural gas distribution companies, local industries, gas firedgas-fired power generators and internal agreements with our refineries and fields.

 

Table 24 – Ecopetrol Consolidated Natural Gas Delivery Commitments

 

 For the year ended December 31,  For the year ended December 31, 
 2018  2019  2020  2021  2019  2020  2021  2022 
 (gbtud)  (gbtud) 
Volume for sales third parties  437.3   219.0   171.8   114.1   526.8   549.2   499.9   323.0 
Volume for self-consumption  137.2   137.7   137.7   136.3   140.4   175.2   185.3   194.8 
Total Commitments  574.5   356.7   309.5   250.4   667.2   724.4   685.2   517.8 

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Neither Equion nor Savia Peru are included in the table above since they do not consolidate within Ecopetrol Group. Data was updated based on current contracts and the official report made to the Ministry of Mines and Energy in 2017.During2018. During 2017 the Energy and Gas Regulatory Commission published a new resolution modifying the existing trading rules in the Colombian natural gas market. One of the major changes provided Ecopetrol the opportunity to negotiate and subscribe one-year term agreements starting on December 2018. See the sectionBusiness Overview—Applicable Laws and Regulations—Regulation of the Natural Gas Market.

 

Refined Products

Domestic sales of refined products increased by 8.6 mboepd, an increase of 2.9% compared to 2016. This increase is primarily the result of: (i) a 2.7%, or 3.8 mboepd, increase in middle distillates sales mainly due to the reactivation of oil service and the mining sector, (ii) a 2.2%, or 2.4 mboepd, increase in gasoline as a result of a decrease in the production of ethanol for gasoline blending, (iii) a 32.8%, or 2.1 mboepd, increase in fuel oil sales mainly as a result of new contracts, (iv) a 3.1%, or 0.5 mboepd, increase in LPG sales primarily as a result of the stabilization of production at Reficar and imports of LPG carried out by Ecopetrol to meet the national demand deficit, and (v) a 1.6%, or a 0.3 mboepd, decrease in petrochemicals sales, due to a decrease in asphalt and aromatic solvents sales by Ecopetrol S.A, as a consequence of non-execution of 4G road construction projects and contraction of the domestic demand and availability problems for aliphatic solvent.

Exports of products decreased by 25.7% compared to 2016 (18.7 mbd from Reficar and 17.7 mbd from Ecopetrol) primarily due to a decrease in our exports of fuel oil and high sulfur diesel. The 40% or 27 mbd, decrease in our fuel oil exports was primarily due to start up activities at our Coker Unit. The 39% or 11 mbd, decrease in our diesel exports was primarily due to our production of ultralow sulfur diesel for our local market.

3.4.3     Reserves

 

The reserves auditreporting process was conducted in accordance with SEC definitions and rules set forth in Rule 4-10(a) of Regulation S-X and the disclosure guidelines contained in the SEC’s Modernization of Oil and Gas Reporting final rule dated December 31, 2008 and effective as of January 1, 2010.

 

The estimated reserve amounts presented in this report, as of December 31, 2017,2018, are based on the average prices during the 12-month period prior to the ending date of the period covered in this report, determined as the unweighted arithmetic averages of the prices in effect on the first day of the month for each month within such period, unless prices were defined by contractual arrangements, as required by the SEC regulations.

 

Our crude oil and natural gas net proved reserves include reserves from our subsidiaries located in the United States (Gulf of Mexico) and Peru, and Equion and Hocol’s assets in Colombia.

 

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Estimated Net Proved Reserves

 

The following table sets forth our estimated net proved developed reserves of crude oil and gas by region for the years ended December 31, 2018, 2017 2016 and 2015.2016.

 

Table 25 – Net Proved Developed Reserves

 

Net Proved Developed Reserves Colombia  North
America
  South
America
excluding
Colombia
  Total  Colombia  North
America
  South
America
excluding
Colombia
  Total 
Net Proved Developed oil reserves in million barrels oil equivalent                                
At December 31, 2015  849   3   6   858 
At December 31, 2016  710   6   7   723   710   6   7   723 
At December 31, 2017  747   10   6   763   747   10   6   763 
At December 31, 2018  814   13   5   832 
Net Proved Developed NGL reserves in million barrels oil equivalent                                
At December 31, 2015  54   0   1   55 
At December 31, 2016  55   0   1   56   55   -   1   56 
At December 31, 2017  54.6   0   0.8   55.4   54.6   -   0.8   55.4 
At December 31, 2018  50.5   -   0.6   51.1 
Net Proved Developed gas reserves in billion standard cubic feet                                
At December 31, 2015  3,156   16   5   3,176 
At December 31, 2016  3,114   9   8   3,131   3,114   9   8   3,131 
At December 31, 2017  3,143   10   5   3,158   3,143   10   5   3,158 
At December 31, 2018  2,865.5   10   7   2,882 
Net Proved Developed oil, NGL and gas reserves in million barrels oil equivalent                                
At December 31, 2015  1,457   5   7   1,470 
At December 31, 2016  1,311   8   10   1,329   1,311   8   10   1,329 
At December 31, 2017  1,353   11   8   1,372   1,353   11   8   1,372 
At December 31, 2018  1,368   14   7   1,389 

 

The conversion rate used is 5,700 standard cubic feet = 1 barrel of oil equivalent.

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We are required, as are all oil companies undertaking exploratory and production activities in Colombia, to pay a percentage of our production to the Government as royalties. However, the ANH’s Resolution 877 of 2013, Resolution 351 of 2014 and Resolution 640 of 2014 require natural gas royalties to be paid in cash, which means that the determination of the property rights to the quantities of natural gas we produce is based on the total volume produced without deductions on account of royalties. The main producing gas fields are Guajira, Cusiana, Cupiagua, Pauto, Chuchupa, Gibraltar, Ballena and Mamey.

 

Ecopetrol S.A. owns 100% of Cenit, a subsidiary that operates in Colombia and is dedicated to the storage and transportation of hydrocarbons through pipelines. Cenit provides transportation services for the entire Ecopetrol Group and we fully consolidate Cenit into our consolidated results of operations. Therefore, the difference between the tariffs set by the Ministry of Mines and Energy and the real transportation costs (fixed and variable operating expenses) does not affect our consolidated income statement. Thus, in presenting our reserves information in the 2016, 2017 and 20172018 annual report,reports, we have used our real transportation costs, rather than the regular tariffs set by the Ministry of Mines and Energy.

 

The following table summarizes our proved oil, NGL and natural gas reserves, which includes 30416 million barrels of fuel oil, 327 billion standard cubic feet of fuel gas within our natural gas results and 562534 billion cubic feet of royalties, as of December 31, 2017.2018.

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Table 26 – Proved Oil, NGL and Natural Gas Reserves

 

Reserves Category Oil (million
barrels)
  NGL (million
barrels)
  Natural Gas
(bcf)
  Total Oil and
Gas
(Mmboe)
  Oil (million
barrels)
  NGL (million
barrels)
  Natural Gas
(bcf)
  Total Oil
and Gas
(Mmboe)
 
PROVED DEVELOPED RESERVES                                
Total (Colombia)  747   54.6   3,143   1,353   814   50.5   2,866   1,368 
International:                                
North America  10   0   10   11   13   -   10   14 
South America  6   0.8   5   8   5   0.5   7   7 
TOTAL PROVED DEVELOPED RESERVES  763   55.4   3,158   1,372   832   51   2,883   1,389 
PROVED UNDEVELOPED RESERVES                                
Total (Colombia)  247   19   93   282   285   22   113   327 
International:                                
North America  4   0   3   5   10   -   6   11 
South America  0   0   0   0   -   -   -   - 
TOTAL PROVED UNDEVELOPED RESERVES  251   19   96   287   295   22   119   338 
TOTAL PROVED RESERVES  1,014   74   3,253   1,659   1,127   73   3,002   1,727 

 

The conversion rate used is 5,700 standard cubic feet = 1 barrel of oil equivalent.

 

Reserves Replacement

 

The reserves replacement ratio is defined as the sum of additions and revisions of proved reserves divided by produced volumes in any given period. The following table presents the changes in reserves in each category relating to the reserve replacement ratio for the years 2018, 2017 2016 and 2015.2016.

 

Changes in Proved Reserves

 

Table 27 – Changes in Proved Reserves

 

  As of December 31, 
  2017  2016  2015 
Consolidated Company (million barrels oil equivalent)            
Revisions of previous estimates  174   (54)  (25)
Improved Recovery  73   11   16 
Extensions and discoveries  44   27   24 
Purchases  4   -   - 
Total reserves additions  295   (16)  16 
Production  (234)  (235)  (251)
Net change in proved reserves  61   (251)  (235)

The reserves replacement ratio for 2017 was 1.26 compared to (0.07) in 2016. The average replacement ratio for the last three years was 0.42.

  As of December 31, 
  2018  2017  2016 
Consolidated Company (million barrels oil equivalent)            
Revisions of previous estimates  120.5   174   (54)
Improved Recovery  129.1   73   11 
Extensions and discoveries  57.4   44   27 
Purchases  -   4    
Total reserves additions  307   295   (16)
Production  (239)  (234)  (235)
Net change in proved reserves  68   61   (251)

 

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The reserves replacement ratio for 2018 was 1.29 barrels compared to 1.26 barrels in 2017. The average replacement ratio for the last three years was 0.83 barrels.

Table 28 – Reserves Replacement Ratio (including purchase and sales)

 

 As of December 31,  As of December 31, 
 2017  2016  2015  2018  2017  2016 
Annual  1.26   (0.07)  0.06   1.29   1.26   (0.07)
Three year average  0.42   0.48   0.97   0.83   0.42   0.48 

 

Revisions of Previous Estimates

 

In 2017,2018, revisions increased reserves by 174120 million boe, mainly as a result of:

 

(i)An increase of 4987 million boe due to the continuous development of the Castilla,Rubiales, Chichimene Rubiales, Caño Sur and AkaciasQuifa fields, of which a 3268 million boe increase in reserves is due to the new development projects in the Caño Sur and Akacias fields, and a 17 million boe increase in reserves is due to development activities and improved reservoir performance in the Chichimene, Castilla and Rubiales fields.field.

 

(ii)An increase of 23 million boe due to improved natural gas sales in the Cupiagua and Pauto fields, which in turn was due to better performance and improved output of such fields. Additionally, new gas and NGL projects in the Cupiagua Sur field led to a 2714 million boe increase in reserves. Revisionsreserves due to development activities in the Nutria, Llanito, Tibu, CasabeBonanza and Cohembi fields as a result of drilling activities and better production performance accounted for a 23 million boe increase in reserves.Ocelote fields.

 

(iii)The remaining 30%16%, or 5219.8 million boe, increase in reserves was due to varying increases and decreases from other fields.

 

Improved Recovery

 

In 2017,2018, improved recovery increased reserves by 73129 million boe. The additions were associated with new proved areas under waterfloodingwater flooding in the Chichimene, Castilla, La Cira-Infantas, Apiay, Suria, Yarigui, Casabe and CastillaDina Cretaceo fields (4786 million boe increase).increase. In addition, the new steam injection project at the Teca-Cocorná field accounted for a 19 million boe increase in reserves.

 

The continued development of waterflooding projects at existing wells in the Tibu, La Cira, Infantas, Casabe and Guando SW fields, accounting for a 24 million boe increase. The remaining 3%19%, or 224 million boe, increase was due primarily to water injection pilots in the Apiay and Palograndereservoir responses at various fields.

 

Extensions and Discoveries

 

Extensions and discoveries during 20172018 amounted to 4457 million boe primarily due to extensions of proved acreage mainly from activities in new proved areas in the Rubiales, Castilla, Cupiagua, Pauto Cajua and ArrayanCaño Sur fields, which accounted for 3945 million boe of the total of 44and newly discovered fields and reservoirs accounted for 12 million boe from extensions of proved acreage.boe. The remaining 59 million boe corresponds to smaller changes in several other fields.

 

Purchases

 

Ecopetrol S.A.’sThere were no purchases of mineralsor acquisitions in 2017 included the acquisition of an additional participation of 11.6% in the K2 Field by Ecopetrol America Inc which represented 4 million boe.

Development of reserves

As of December 31, 2017, our total proved undeveloped oil and gas reserves amounted to 287 million boe, 24% of which is related to the drilling activities in the Castilla field, 11% is related to gas sale projects in the Pauto and Cupiagua fields and 42% of which is related to the development activities in the Rubiales, Caño Sur, Chichimene, Yarigui, Tibu, Nutria, Palagua and Quifa fields. The Moriche, Ocelote, Akacias, Dina, Casabe, Llanito, La Cira and Cajua fields collectively accounted for 11% of total proved undeveloped oil and gas reserves with the remaining 12% from several other fields.2018.

 

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Development of reserves

As of December 31, 2018, our total proved undeveloped oil and gas reserves amounted to 338 million boe, 21% of which is related to new drilling activities in the Rubiales field, 41% is related to development activities in the Castilla, Caño Sur, Chichimene, Quifa, Cupiagua and Yarigui fields and 22% of which is related to the new development activities in the Teca, Pauto, Bonanza and Ryberg fields. The remaining 16% comes from activities at several other fields.

Our proved undeveloped reserves represent 17%20% of our total proved reserves.

 

The Ecopetrol’s year-end development plans are consistent with SEC guidelines for the development of proved undeveloped reserves within five years.

 

The following table reflects the developed and undeveloped proved reserves estimates through the past three fiscal years.

 

Table 29 – Developed and Undeveloped Proved Reserves

 

Proved Reserves as of December 31, Oil  NGL  Gas  Total  Oil  NGL  Gas  Total 
 Mmbls  Mmbls  Bcf  Mmboe  Mmbls  Mmbls  Bcf  Mmboe 
2018 proved reserves                
Developed  832   51   2,882   1,389 
Undeveloped  295   23   119   338 
2017 proved reserves                                
Developed  763   55   3,158   1,372   763   55   3,158   1,372 
Undeveloped  251   19   96   287   251   19   96   287 
2016 proved reserves                                
Developed  723   56   3,131   1,329   723   56   3,131   1,329 
Undeveloped  241   13   87   269   241   13   87   269 
2015 proved reserves                
Developed  858   55   3,176   1,470 
Undeveloped  308   18   303   379 

  

Of the total amount of proved undeveloped reserves that Ecopetrol had at the end of 2016 (269.32017 (287 million boe), we converted approximately 5384 million boe, or 20%29%, to proven developed reserves during 2017 (286.6 million boe),2018.

Approximately 69% of the total conversion is primarily associated with the development of crude oil and gas projects in the Castilla, Rubiales Pauto, Quifa, La Cira Infantas and K2 fields. These projects accounted for approximately 89% of the total conversionChichimene fields (58 million boe), while the remaining 11%31% is associated with development execution in other fields such as the ChichimeneOcelote, La Cira Infantas, Caño Sur and OceloteK2 fields, among others. The amount of investments made during 20172018 to convert proved undeveloped reserves to proved developed reserves was US$494841 million.

 

Changes in Undeveloped Proved Reserves

 

The following table reflects the main changes in undeveloped proved reserves during 2017.2018.

 

Table 30 – Changes in Undeveloped Proved Reserves in 20172018

 

Consolidated Companies(millionCompanies (million barrels oil equivalent)   
Revisions of previous estimates  928.4 
Improved recovery  3667.1 
Extensions and discoveries  2539.9 
Proved Undeveloped converted to Proved Developed  (5383.7)
Net change in unproved reserves  1751.7 

 

The conversion rate used is 5,700 standard cubic feet = 1 barrel of oil equivalent.

 

Reserve Estimation Process

 

Ecopetrol’s reserves process is coordinated by the Corporate Reserves Manager, a highly experienced geologist and engineer, who reports to the Upstream Chief Financial Officer.  The Ecopetrol reserves audit group is comprised of reserves coordinators who are geologist and petroleum engineers, each with more than 10ten years of experience in reservoir characterization, field development, estimation and reporting of reserves and who support and interact with the professionalsspecialists involved in the estimation and reporting process.

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Reserves are first estimated internally, supervised and coordinated by the Manager of Reservoirs, a geologist who holds a Master’s degreeprocess, following an established procedure with its corresponding internal controls. As in geology and has more than 20previous years, of experience in projects associated with reservoir characterization and development, estimation, and reporting of reserves. The employees involved in the reserves process meetare estimated and certified by recognized external independent engineers (this year consisting of Ryder Scott Company, Gaffney, Cline & Associates, Sproule International Limited and DeGolyer and MacNaughton) in compliance with the definitions of the Society of Petroleum Engineers qualifications for reserves estimators. Internally estimated reserves are submitted to an external audit process, which was conducted byand the external engineers (Ryder Scott and DeGolyer and MacNaughton).applicable SEC rules.  According to our corporate policy, we report the reserves values obtained from the external engineers, even if they are lower than our internal estimatedexpected reserves.

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The reserves estimation process ends when the Corporate Reserves Manager consolidates the results and together, with the TechnicalDevelopment Vice-President and the Upstream Chief Financial Officer, presents the outcome to the Reserves Committee, which comprises the CEO, the Ecopetrol’s Group’s CFO and the Vice-President of Development and Production, Chief Financial Officer and the Upstream Chief Financial Officer.Production.  Results are later presented to the Audit and Risk Committee of the Board of Directors and finally approved by the Board of Directors.

 

Petroleum engineering consultants Ryder Scott Company, Gaffney, Cline & Associates, Sproule International Limited and DeGolyer and MacNaughton have estimated and Ryder Scott have auditedcertified Ecopetrol’s proved reserves as of December 31, 2017.2018.  These external engineers auditedestimated 99% of our estimated net proved reserves.  The reserves reports of the external engineers are included as exhibits to this annual report. The external engineers DeGolyer and MacNaughton and Ryder Scott audited 99% of our estimated net proved reserves for the year ended December 31, 2017, 2016 and 2015.

 

EcopetrolEcopetrol’s reserves process uses deterministic methods thatwhich are commonly used internationally to estimate reserves.  These methods have some uncertainty with respect to degradation, and thus, the estimates should not be interpreted as being exact amounts.  However, the technology used to estimate reserves is considered reliable.  The majority of the producing proved reserves were estimated by applying appropriate decline curves or other performance relationships.  In analyzing decline curves, reserves were estimated by calculating economic limits that are based on current economic conditions.  In certain cases, where the methods previously employed could not be used, reserves were estimated by analogy with similar reserves for which more complete data was available.

 

Estimates of reserves were prepared by geological and engineering standard methods commonly used in the oil and gas industry.  The method or combination of methods used in the analysis of each reserve was adopted from experience analogy reserves, including information on the stage of development, quality and completeness of basic data and production history.

 

The following table reflects the estimated proved reserves of oil and gas as of December 31, 20152016 through 2017,2018, and the changes therein.

 

Table 31 – Estimated Proved Reserves of Oil and Gas

 

Consolidated companies Colombia  North
America
  South
America
excluding
Colombia
  Total 
  Net proved oil, NGL and gas reserves in Mmboe 
At December 31, 2015  1,821   14   14   1,849 
Revisions  (51)  (0.7)  (2.5)  (54)
Improved Recovery  11   0   0   11 
Extensions and discoveries  27   0   0   27 
Production  (231)  (2.3)  (1.7)  (235)
At December 31, 2016  1,577   11   10   1,598 
Revisions  170   4.6   (0.3)  174 
Improved Recovery  73   0   0   73 
Extensions and discoveries  44   0   0   44 
Purchases  0   4   0   4 
Production  (229)  (4)  (1.5)  (234)
At December 31, 2017  1635   16   8   1659 

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Consolidated companies Colombia  North
America
  South
America
excluding
Colombia
  Total 
  Net proved oil, NGL and gas reserves in Mmboe 
At December 31, 2016  1,577   11   10   1,598 
Revisions  170   4.6   (0.3)  174.3 
Improved Recovery  73   -   -   73 
Extensions and discoveries  44   -   -   44 
Purchases  -   4   -   4 
Production  (229)  (3.6)  (1.5)  (234.1)
At December 31, 2017  1,635   16   8.2   1,659.2 
Revisions  114   5.8   1   120.8 
Improved Recovery  129   -   -   129 
Extensions and discoveries  50   7   -   57 
Production  (233)  (3.8)  (2)  (238.8)
At December 31, 2018  1,695   25   7.2   1,727.2 

 

For more information regarding the potential impacts of oil prices on our reserve estimates, see the sectionsFinancial Review—Trend Analysis and Sensitivity Analysis andRisk Review—Risk Factors.

 

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3.4.4     Joint Venture and Other Contractual Arrangements

 

We conduct our exploration and production business through a variety of types of contractual arrangements with the Colombian government or with third parties. Below is a general description of each type of contractual arrangement to which we were a party as of December 31, 2017:2018:

 

Association Contract

 

The purpose of this type of contract, created by the Decree 2310 of 1974, is the exploration of the areas covered by the contract, and the exploitation of hydrocarbons found in that area. This type of contract, together with E&P contracts and Special Contracts (Casabe, La Cira and La Cira)Teca-Cocorná fields) which are described below, are the most significant in terms of our production and proved reserves.

 

Under association contracts, the exploratory risk is assumed entirely by Ecopetrol S.A.’s contractual partner, the associate. If there is a discovery and Ecopetrol S.A. agrees that the relevant field is commercially viable, Ecopetrol S.A. will participate in the field’s development. A joint account will be created, and Ecopetrol S.A. and the partner will participate in the expenses and investments in the proportions established in the corresponding contract. Ecopetrol S.A. will reimburse the direct exploratory expenses incurred by the contractual partner in the proportions established by the contract.

 

If Ecopetrol S.A. does not believe that the relevant field is commercially viable, the partner has the right to execute on its own all activities considered necessary for the field’s exploitation as a “sole risk operation”,operation,” and to be reimbursed for a defined percentage of all investments for such sole risk operation in accordance with the corresponding contract.

 

Every association contract provides for an executive committee that makes all technical, financial and operational decisions if Ecopetrol S.A. has agreed that a field is economically viable. All major decisions of this committee must be made unanimously by the parties.

 

The maximum term of an association contract is 28 years. The first six years of the contract are for the exploratory phase, and are extendible for 1 or 2 more years at the partner’s request. The remaining time is for the exploitation phase.

 

Incremental Production Contract

 

We enter into incremental production contracts to obtain incrementaladditional hydrocarbon production beyond a base production curve that is established based on the proven reserves of a specific field or well. Under this type of arrangement, Ecopetrol S.A. owns 100% of the hydrocarbons defined by the base production curve. The incremental production (i.e.(i.e., the hydrocarbon volume obtained beyond the basic production as a result of investment activities), will be owned by the parties to such incremental production contract in the proportions established by such contract.

 

The initial phase of an incremental production contract has a term of up to 3 years, in which the contractual partner executes an initial work program approved by Ecopetrol S.A. in order to gain the right (but not the obligation) to continue with the second phase. If Ecopetrol’s partner decides to continue with the project for the second phase (the complementary phase), it must inform Ecopetrol S.A. in writing no later than 90 days prior to the termination date of the initial phase and deliver a proposed development plan for each covered field. The second phase is the production phase and has a maximum term of 22 years minus the length of the initial phase.

 

Incremental production contracts provide for an executive committee that is responsible for taking all decisions in order to approve, control and supervise all operations that take place during the duration of the contract. These contracts also provide for a steering committee, which is responsible for the supervision of the execution of the work programs, the annual budget and other items.

 

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Risk Production Contract for Discovered Undeveloped and Inactive Fields (First Round 2003)

 

We have entered into risk production contracts for discovered undeveloped fields to promote exploration by private companies of both undeveloped and inactive fields.  Under these contracts, the contracting party assumes all costs and expenses for the development and operation of a field in exchange for a percentage interest in the field’s production as specified in the contract.  This type of contract has a ten-year term calculated as from its date of execution;execution: one year for the evaluation period and a maximum of nine years for the development period.  Some of these contracts have subsequently been extended beyond their original term.

 

Operation for Risk Production Contracts for Discovered Undeveloped and Inactive Fields (Second Round 2005)

The contracts awarded in the second round of undeveloped and inactive discovered fields are service contracts wherein services rendered are payable with a percentage of the production. Ecopetrol S.A. keeps all rights to explore and exploit hydrocarbons found in the area.

These contracts have a 10 year term, including an evaluation period of 8 months, within which the operator has to comply with a minimum commitment to conduct a technical evaluation of the field at its own risk.

Other than facilities associated with drilled wells, the facilities built during the term of the contract will be owned by the operator, who will remain responsible for them, even after contract ends. Only drilled wells become property of Ecopetrol S.A. upon the contract’s termination.

Risk Participation Contract

The purpose of this contract is the exploration of the contracted area, and the exploitation of the oil found in the contracted area. Unlike in the association contract, Ecopetrol S.A. shares exploratory risks and costs with the contractual partner, the associate, together with the oil produced, in the proportions established by the contract.

Risk participation contracts provide for an executive committee which is created upon the execution of the contract.

These contracts have a 28 year term, including an exploratory period of six years (which period is extendible under certain contracts for one or two years), after which the exploitation period commences.

Special Contracts

 

We are party to a Joint Venture Contract for Exploration and Exploitation of “La Cira-Infantas” Area, “Teca Cocorná” Area; and a Services and Technical Collaboration Contract for the “Casabe” field.

 

Joint Venture Contracts for Exploration and Exploitation of “La Cira-Infantas” Area and of “Teca-Cocorná” Area

 

These contracts between Ecopetrol S.A. and Occidental Andina LLC, executed on September 6, 2005 and June 24, 2014, respectively, have as their purpose, a joint collaboration between the parties with the goal of increasing the economic value of the La Cira-Infantas field and the Teca-Corcorná field by means of hydrocarbon exploration and production activities, including, among others, an incremental production project to improve the recovery factor, process optimization and exploratory activities.

 

Ecopetrol S.A. partially assigned its exploratory and production rights in the Contracted Areas to Occidental Andina LLC. Ecopetrol S.A. provides financial resources and the preferential rights of use for the existing infrastructure in that zone and Occidental Andina LLC provides financial resources and the technical and operative experience in mature fields redevelopment projects and enhanced recovery technologies.

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Ecopetrol S.A. is the operator under both Joint Venture Contracts, and on behalf of the parties is responsible for the conduction, execution and control, directly or via contractors, of the operational activities.

 

The La Cira-Infantas contract’s term is divided in three phases. The first phase lasts 180 days, the second 730 days and the third up to the economical limit.

 

The incremental production, after deduction of the royalties, is owned 52% by Ecopetrol S.A. and 48% by Occidental Andina LLC. These same percentages apply to the participation in the operational and direct expenses. Adjustments to the participations for the benefit of Ecopetrol S.A. will occur if there are high production levels or high prices.

 

The Teca-Cocorná contract’s term is divided in two phases. The first phase lasts three years, extendable for up to an additional year, the second 20 years counted as from the initiation for the second phase and will be reduced by the term of any extensions of the first phase.

 

The basic production is 100% owned by Ecopetrol S.A. The incremental production, after deduction of the royalties, is owned 60% by Ecopetrol S.A. and 40% by Occidental Andina LLC. These same percentages apply to the participation in the operational and direct expenses. Adjustments to the participations for the benefit of Ecopetrol S.A. will occur if there are high production levels and high prices.

 

Services and Technical Collaboration Contract “Casabe”

 

The purpose of the contract executed between Ecopetrol S.A. and Schlumberger Surenco S.A. on April 26, 2004, is the evaluation, design and execution of work programs specifically with the purpose of increasing the value in the Casabe field by means of hydrocarbon exploration and production activities to obtain incremental production, application of new technologies, application of techniques for deposits management and operational costs reduction. Ecopetrol S.A. is the operator and Schlumberger Surenco S.A. keeps the right of first option regarding the activities to be executed in the area of interest.

 

Both parties can invest in all the activities seeking to evaluate, obtain and incorporate incremental value in the area of interest. Such activities are developed directly by the parties or via contractors (Ecopetrol) or subcontractors (Schlumberger). Amounts expended pursuant to the contract are reimbursed depending on the incremental value (monthly valuation in US$ of the results obtained from the execution of the work programs) created through the contract and the activities executed thereunder.

 

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Both Ecopetrol S.A. and Schlumberger Surenco S.A. commit to assume full responsibility for damages and/or losses suffered by their respective personnel and goods in development of the contract, regardless of the cause. The maximum authority is the Management Committee.

 

The contract had an initial term of 10 years, and was amended several times to include an additional term of six years for which a new business was structured.

 

The National Hydrocarbons Agency (ANH) and its Contracts

 

The National Hydrocarbon Agency (“ANH”) was created by Decree Law 1760 of 2003 and was given the authority to administer all national hydrocarbon reserves under contracts executed beginning on January 1, 2004. Decree Law 1760 of 2003 states, “The Empresa Colombiana de Petróleos, Ecopetrol, is split, its organic structure is modified, and the Agencia Nacional de Hidrocarburos and the Sociedad Promotora de Energía de Colombia S.A. are created”.created.” Prior to January 1, 2004, Ecopetrol S.A. had the authority to contract with third parties for the exploration and production of new areas.

 

The creation of the ANH did not modify the rights or obligations of Ecopetrol or other parties with respect to contracts in existence before January 1, 2004 when the ANH was created and therefore Ecopetrol retains the authority to execute agreements with respect to all areas that it held prior to that date.

 

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Below, we include a brief description of each type of contract that we have entered into with the ANH:

 

Technical Evaluation Agreement

 

This type of contract grants to the contractor the right to develop technical evaluation operations with operational autonomy at its own cost and risk, seeking to appraise the hydrocarbon potential, with the purpose of identifying the zones of prospective interest in the area by means of the execution of an exploratory program. The contractor has the option to request the conversion of a technical evaluation agreement (“Technical Evaluation Agreement” or “TEA”) into one or more E&P Contracts that cover the area of the TEA (or a portion thereof).

 

The contractor can conduct evaluation activities for terms that vary between 18, 24 and 36 months, depending on the terms of reference of the ANH’s bidding round.

 

E&P Contract

 

The ANH enters into concession contracts pursuant to which the Nation grants exploration and production rights, and receives royalties and taxes. In turn, the contractor provides 100% of the investment and expenses resources, and receives 100% of the production after royalties and taxes. The ANH has named this contract an “Exploration and Production Contract” (E&P Contract).

 

Pursuant to the first stage of this contractual model, the ANH only receives a percentage of oil revenues in two cases:

 

(i)Whenwhen the international oil prices rise beyond a specified price, above which the ANH has a right to participate in a share of the increased revenues generated, or

 

(ii)Inin the case of recognition of production rights in an extended contractual phase.

 

Under all E&P contracts executed since ANH’s 2008 bidding round, the ANH receives a percentage of the production from the beginning of the contract, upon the commencement of the production phase, and not only in the extension phase of the contract as mentioned in the previous paragraph. In addition, ANH has economic rights when the price of oil exceeds a reference price set in the contract (high price fee) and the superficiary canon.

 

E&P contracts have two phases: (i) an exploration period, which term is 6 years counted from the effective date, renewable for two additional years, and (ii) a production period, which is, with respect to each production field, 24 years plus any extensions, which are counted from the date of declaration of commerciality of the corresponding field. The above-mentionedabovementioned terms have been modified during ANH’s 2014 bidding round for unconventional and offshore reservoirs to an exploration period of nine years and a 30 years30-year production period.

 

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ANH and Ecopetrol Agreements (Convenios)

 

At the time of termination or extension of any association contract executed by Ecopetrol S.A. before December 31, 2003, the rights over the production area and over the movable and immovable assets therein will continue to belong to Ecopetrol S.A.

 

Pursuant to article 2 of Decree 2288 of 2004, which regulates Decree Law 1760 of 2003, Ecopetrol S.A. must execute an agreement with the ANH to regulate the exploration and exploitation terms and conditions of the relevant area, which was previously subject to an association contract.

 

Decree 2288 of 2004 also established that Ecopetrol S.A. would have to execute agreements with ANH covering fields directly operated by Ecopetrol S.A. Under these agreements ANH recognizes the exclusive right of Ecopetrol S.A. to explore and exploit the hydrocarbons property of the Nation that are obtained in the areas they cover, until resource depletion or until Ecopetrol S.A. returns the area to the Nation through the ANH.

 

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These agreements also provide the conditions under which Ecopetrol S.A. is able to assign, partially or completely, its rights and duties thereunder to third parties.

 

3.5          Transportation and Logistics

 

3.5.1.1        3.5.1       Transportation Activities

 

The transportation and logistics segment includes the transportation of crude oil, motor fuels, fuel oil and other refined products including diesel, jet and biofuels. We conduct most of these activities through our wholly-ownedwholly owned subsidiary Cenit and its subsidiaries.

 

The map below shows the locations of the main transportation networks owned by our business partners and us.

 

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Graph 5 – Map of Oil Pipelines

 

 

 34 

 

  

Graph 6 – Map of Multipurpose Pipeline

 

 

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The table below sets forth the volumes of crude oil and refined products transported through the crude oil pipelines and multipurpose pipelines owned by us.

 

Table 32 – Volumes of Crude Oil and Refined Products Transported

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (thousand bpd)  (thousand bpd) 
Crude oil transport(1)  823.3   867.0   978.0   836.2   823.3   864.7 
Refined products transport(2)  268.2   263.1   253.8   273.4   268.2   262.4 
Total  1,091.5   1,130.1   1,231.8   1,109.6   1,091.5   1,127.1 

 

(1)The crude oil transported volumes correspond to the following systems: Ocensa Segment 3, ODC, Vasconia-Galan, Ayacucho-Galan, Ayacucho-Coveñas and Trasandino Pipeline.

(2)The pipelines transporting refined products include the following: Galan-Sebastopol, Galan-Salgar, Galan-Bucaramanga, Buenaventura-Yumbo and Cartagena-Baranoa.

 

The volume of crude oil transported by Cenit´sCenit’s main systems and those of affiliates decreasedincreased in 20172018 by 5%1.6% compared to the previous year. This decreaseincrease was mainly the result of attacks ona higher volume of Castilla Norte crude oil coming from the Caño Limon – CoveñBarrancabermeja refinery through the Ayacucho-Coveñas pipeline causing that pipeline to be out of operation for 193 days.16”/24” systems. Additionally, we experienced a decreasean increase in the volume of Castilla crude oil transported outthrough the Llanos node, which increased the proportion of that crude oil in the Oleoducto Trasandino (“OTA”) pipeline.systems that reach Coveñas. Of the total volume of crude transported by oil pipeline, approximately 60%75.7% belonged to Ecopetrol’s corporate group.

 

The volume of refined products transported by Cenit increased by 1.9% in 20172018 mainly due to growth of local fuel demand. This increase was partially offset by operating conditions such as, among others, an increase in inventories of certain customers, and the presence of illicit valves in the Oriente pipelines. Of the total volume of refined products transported in multi-purpose pipelines during the year, 23%33% belonged to Ecopetrol’s corporate group.

 

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Transportation Capacity

 

During 2017,2018, due to the calculation of our service factor (which determines the transportation capacity that can be offered), we increaseddecreased the capacity of our primary and secondary oil and product pipelines and loading facilities duefacilities. Our service factor is calculated on a monthly basis and may vary from time to the expansiontime, as it considers operative and technical effects (whether scheduled or unscheduled) within a certain period of Ocensa's capacity, which in turn was due to the commencement of project P135 that contemplated the repowering of the entire system including the entry of three new pumping stations in segments two and three.time. Our main crude oil pipeline systems’ operating capacity increaseddecreased from 1,369,000 bpd in 2016 to 1,500,000 bpd in 2017.

2017 to 1,497,000 bpd in 2018. Our main refined products pipeline transportation capacity increaseddecreased from 515 thousand bpd in 2016 to 518.6 thousand bpd in 2017. This increase2017 to 510 thousand bpd in capacity was primarily the result of a new validation of the capacities of some of our pipelines with drag reducing agents.2018.

 

References to our crude oil transportation capacity in this annual report refer to the capacity of the pipelines that belong to Cenit and its subsidiaries to transport crude oil volumes either to the Barrancabermeja refineryrefineries or to our export facilities. In addition, we have other feeder systems that transport oil volumes from producing facilities or other pumping stations to these main pipelines. References to our refined products transportation capacity refer to the capacity of pipelines that begin in the Galan station (Barranca(Barrancabermeja refinery) and Cartagena station (Cartagena refinery)Refinery).

 

3.5.1.23.5.1.1           Pipelines

 

As of December 31, 2017,2018, we, directly or indirectly with private partners, own, operate and maintain an extensive network of crude oil and refined products pipelines. These pipelines connect our own and third-party production centers, import facilities and terminals to refineries, major distribution points and export facilities in Colombia. Cenit directly owns 45% of the total crude oil pipeline shipping capacity in Colombia. When aggregated with the crude oil pipelines in which Cenit owns an interest, Cenit owns 82% of the oil pipeline shipping capacity in Colombia. By December 31, 2017,2018, our network of crude oil and multipurpose pipelines was approximately 8,9399,071 kilometers in length. The transportation network consists of approximately 5,2285,362 kilometers of main crude terminals and oil pipeline networks connecting various fields to the Barrancabermeja refinery and Reficar, as well as to our export facilities. We also own 3,7123,709 kilometers of multipurpose pipelines for transportation of refined products from the Barrancabermeja refinery and from Reficar to major distribution points. Out of the 5,2285,362 kilometers of crude oil pipelines, owned by us, 3,0163,150 kilometers of crude oil pipeline are wholly owned, and 2,212 kilometers of crude oil pipeline are owned through non-wholly owned subsidiaries.

 

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The following table sets forth our main pipelines in which we own an indirect interest as of December 31, 2017.2018.

 

Table 33 – Our Main Pipelines

 

Pipeline Kilometers  Capacity
(mbd)
  Product
Transported
 Origin Destination Indirect
Ownership
Percentage
  Kilometers  Capacity
(mbd)
  Product
Transported
 Origin Destination Indirect
Ownership
Percentage
 
Caño Limón-Coveñas  771   250  Crude Oil Caño Limón Coveñas  100.00%  771   250  Crude Oil Caño Limón Coveñas  100.00%
Oleoducto de Alto Magdalena (OAM)  391   110  Crude Oil Tenay Vasconia  87.29%  391   110  Crude Oil Tenay Vasconia  95.8%
Oleoducto de Colombia (ODC)  483   236  Crude Oil Vasconia Coveñas  73.00%  483   236  Crude Oil Vasconia Coveñas  73.00%
Oleoducto Central –Ocensa (*Segment 2)  848   745  Crude Oil Cupiagua Coveñas  72.65%
Oleoducto Central –Ocensa(1)  848   745  Crude Oil Cupiagua Coveñas  72.65%
Oleoducto de los Llanos (ODL)  260   314(1) Crude Oil East fields Monterrey Cusiana  65.00%  260   314(2) Crude Oil East fields Monterrey Cusiana  65.00%
Oleoducto Bicentenario de Colombia  230   110(2) Crude Oil Araguaney Banadia  55.97%  230   110(3) Crude Oil Araguaney Banadia  55.97%

 

(1)Ocensa has four segments with different capacities. 745 mbd refers to the capacity of segment two (El Porvenir-Vasconia). The capacity of the other segments are as follows:

(1)a.Cupiagua-Cusiana (segment zero): 198 mbd

b.Cusiana-El Porvenir (segment one): 745 mbd

c.Vasconia-Coveñas (segment three): 550 mbd

(2)Transportation capacity for this pipeline is measured by using crude oil viscosity of 690 cStk (30° C).

(2)(3)Represents the contractual crude oil transportation capacity for the pipeline currently in operation.

 

As of December 31, 20172018 we owned 7273 stations, 3839 located in crude oil pipelines, 30 in refined products pipelines, 2 in crude oil ports and 2 in refined product ports.

 

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As of December 31, 2017,2018, we had a nominal storage capacity associated with the transportation network of 17.617.7 million barrels of crude oil and 4.44.9 million barrels of refined products. We do not own any tankers.

 

The Transportation and LogisticLogistics segment implementedhas a new maintenance operating model with the aim of clarifying roles as well as unifying criteria for planning and execution among the companies of the segment.

Pipeline Projects SAN FERNANDO

San FernandoMONTERREYMonterrey

 

The San Fernando – the Monterrey project’s initial objectives included ensuring the ability to transport 300,000 bpd at 300cSt300 cSt of diluted crude oil from the Chichimene and Castilla fields to the Monterrey pumping station and the transportation of 45,000 bpd of diluent (naphtha) between the Apiay station and the Castilla and Chichimene fields.

 

The scope of the project includes the construction of a new 30” 119 km119-km crude oil pipeline, a new pumping station to include reception, storage and dilution facilities, the conversion of the existing pipeline of 10” between the Castilla II plant and the Apiay station, and the construction of a new 10” pipeline between Chichimene and San Fernando fields in order to transport diluent (naphtha) from the Apiay station to the San Fernando plant.

 

During 2017,In 2018, the project completed the maximum pumping test, in accordance with the operational system parameter and owner’s requirements; as a result, the main functional services of the project were validated. The construction, startup phase and commissioning of all systems were completed in January 2018. The system is able to transport crude oil at 750 cSt between the San Fernando and subsystems were tested and started to operate according to the defined operational requirements. Currently, the pipeline is operating above 650 cSt.Apiay stations.

 

OLEODUCTO AL PACIFICOOleoducto al Pacifico SAS

 

Given the uncertainties around the future results of the exploration and production activities in Colombia and the current expected return of the investment, in December 2017 the parties engaged in the Oleoducto al Pacifico suspended the project. Based on our current view, this decision has had no impact on the oil industry in Colombia and can be reconsidered in the event the transportation system may be necessary.

 

TRANSPORTATION OF HIGHER VISCOSITY CRUDESReplacement of El Porvenir Station Pumping Units

 

During 2018, Ocensa executed an ambitious plan that addressedbegan to replace five pumping units with internal combustion engines with electrical energy engines. The goal of this project is to reduce the crude oil basket quality in Colombia, where oil production is mainly comprisedlevel of heavy crude oil. In response, Ocensa offeredgreenhouse gas emissions and noise pollution, thereby having a solution to its clients by developingpositive effect on the AD600 project that leveraged transportation from 300 cSt to 600 cSt. Since March 2017 the Ocensa pipeline regularly operates with this new viscosity specification with normal operational conditions that satisfy our clients’ needs.environment and potentially reduce operation and maintenance costs.

 

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Adaptations were also made to one

Adaptation of the single buoy moorings of the Coveñas terminal to permit the import of naphtha for dilution at this terminal. Integral capacity tests were executed in March 2017 for the transport of crude with this viscosity, and transport began in the same month.Cusiana Truck Unloading Facility

 

The main modifications are on:Cusiana truck unloading facilities enables exploration and production companies in blocks or areas not connected to the ODL pipeline (Oleoducto de los Llanos; Rubiales – Cusiana), onnetwork to access Ocensa Segment 1 (Cusiana – Porvenir), Segments 2 & 3 (El Porvenir – Vasconia – Coveñas) and on the Oleoducto de Colombia Pipeline (ODC – Oleoducto de Colombia). This project, combined with the expansion of capacity on Ocensa (P-135), will make it possible to transport higher viscosity crudes.pipeline.

 

During 2018 Ocensa adapted its facilities to Colombia’s new crude oil quality basket and increased capacity up to 81 thousand bpd by means of the implementation of in-line dilution facilities. As a result, shippers can now unload heavy crudes and blend them with light crudes or refined diluents in order to maximize the value of the crude oil.

3.5.1.33.5.1.2            Export and Import Facilities

 

We currently have concessions granted by the NationColombian Government for four export/import docks for crude oil and refined products: Coveñas, Tumaco, Pozos Colorados and Cartagena. Our export capacity reached 1.24 million bpd for crude oil. Our import capacity of refined products and crude oil reached 0.180.19 million bpd.bpd and 0.25 million bpd, respectively.

 

Our crude oil loading facilities can load tankers of up to 350 thousand deadweight tonnage (DWT). Adjacent to these loading facilities we also have crude oil storage facilities that are capable of storing 911.6 million barrels. Our docks used for import and export of refined products can load tankers of 70 thousand DWT. Additionally, these facilities have storage capacity of up to 1.25.6 million barrels.

 

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3.5.2       Other Transportation Facilities

 

We have entered into transportation agreements with tanker-trucktanker truck and barge companies in order to transport crude oil from locations that do not have pipeline connections to refineries and export facilities. The volume of refined products that cannot be transported inby pipelines or in tanker trucks because of capacity limitation is transported by barges. During 2017, 24.82018, 27.9 million barrels of crude oil and refined products were transported by tanker trucks, and 8.987.2 million barrels of crude oil and refined products were transported by barges, particularly using the Rio Magdalena River, connecting Barrancabermeja with Barranquilla and Cartagena.

 

3.5.3        Marketing of Transportation Services

 

Cenit and its subsidiaries’ main line of business is the crude oil pipeline transport (74%(75% of revenues), followed by the refined products pipeline transport (17%(16% of revenues) and ports and related services (7%(6% of revenues).

 

Transportation contracts of crude oil may take several forms: ship or pay (payment for the availability of a fixed capacity in the system), ship and pay (payment for volumes actually transported) or spot. The main users for the crude oil transportation business are Ecopetrol S.A., Frontera, Trafigura, Mansarovar, Metapetroleum Corp., Petrominerales, Occidental de Colombia, Mansarovar and Gran Tierra, who collectively represented 93% of this business segment’s revenues in 2017.2018. Transportation services for crude oil provided to Ecopetrol S.A. represented 54%57% of this business segment’s crude oil transport revenues.

 

Cenit also transports refined products. Its main client for this service is Ecopetrol S.A., which accounted for 42%40% of refined products pipeline transport revenues in 2017,2018, principally due to the transport of naphtha, diesel and gasoline. Cenit also has 1314 other fuel wholesalers’ customers for whom it transports other refined products. The most significant of these customersamong them are Organizacion Terpel, ExxonMobil, Chevron Petroleum Company, Biocombustibles S.A.S. and Petrobras Colombia.Distribuidora Andina.

 

Deregulated businesses, such as ports and crude loadingcrude-loading facilities, represent a smaller portion of Cenit’s revenue (7%(6% in 2017)2018). Clients for these businesses include some of the same parties for which Cenit provides crude oil and refined products transportation services.

 

Developments with certain clients of Bicentenario and Cenit

Oleoducto Bicentenario de Colombia S.A.S.

During July 2018, the carriers Frontera Energy Colombia Corp. (“Frontera”), Canacol Energy Colombia S.A.S. (“Canacol”) and Vetra Exploración y Producción Colombia S.A.S. (“Vetra” and, together with Frontera and Canacol, the “Carriers”) sent letters to Oleoducto Bicentenario de Colombia S.A.S. (“Bicentenario”) alleging they were early termination rights under the Ship-or-Pay Transport Agreements entered by each of them and Bicentenario in 2012 (the “Transport Agreements”). Bicentenario has rejected the terms of the letters, noting that there is no option for early termination and reiterating to the Carriers that the Transport Agreements are current and therefore the Carriers must fullfill their obligations under the Transport Agreements in a timely fashion.

Under Bicentenario’s understanding that the Transport Agreements remain current and that the Carriers are in violation of their obligations under such agreements, Bicentenario declared the Carriers delinquent because of their failure to pay for transport service under the aforementioned agreements.

Consequently, Bicentenario executed the standby letters of credit posted as guarantee for the Transport Agreements. On October 19, 2018, Bicentenario notified Frontera of the existence of a “Dispute” pursuant to Clause 20 of the respective Transport Agreement and moved to the party dispute settlement stage as provided for in such clause. Such discussions ended without an agreement on December 19, 2018. On January 28,2019, Bicentenario filed an Arbitration Claim against Frontera in accordance with the arbitration clause of the Transportation Agreement to claim any compensation, indemnification or other restitution deriving from the alleged early termination of said agreements.

Similarly, on November 1, 2018, Bicentenario notified Vetra and Canacol of the existence of a “Dispute” pursuant to Clause 20 of the respective Transport Agreement and moved to the party dispute settlement stage as provided for in each such respective clause. Such discussions ended without agreement on March, 2019.

As of the date of these financial statements, Bicentenario continues evaluating its options under the Transport Agreements and the Shareholders Agreement (Acuerdo Marco de Inversión) in order to guarantee compliance and claim any compensation, indemnification or other restitution deriving from the alleged early termination of said agreements and any other contractual breaches by the Carriers.

Cenit Transporte y Logística de Hidrocarburos S.A.S.

During July 2018, the carriers Frontera, Vetra and Canacol (“carriers”) sent notifications to Cenit Transporte y Logística de Hidrocarburos SAS (“Cenit”) alleging they were exercising their early termination right under the Ship-or-Pay Crude Oil Transport Agreements (SoP agreements) entered among each of them and Cenit for the transportation of crude oil through the Caño Limón – Coveñas pipeline (owned by Cenit).

In response to the alleged termination of SoP Agreements, CENIT issued letters stating that the alleged event which would have given the carriers early termination rights had not occurred as provided for in Clause 13.3 and other clauses of the aforementioned SoP agreements. In the same letters, CENIT stated that it would continue invoicing and charging for the transport services as stipulated in the SoP agreements, since they remain in force, and therefore, Carriers must fulfill their contractual obligations.

In November, 2018, CENIT filed an arbitration demand against Frontera Energy Group pleadging that SoP Agreements are in full force and effect, that Frontera is obliged to comply its terms and conditions and, therefore, is obliged to pay transportation tariffs as agreed in the SoP agreements. In similar terms an arbitration demand was also filed against Vetra and the same will occur against Canacol.

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3.6          Refining and Petrochemicals

 

3.6.1        Refining

 

Our main refineries are the Barrancabermeja refinery, which Ecopetrol S.A. directly owns and operates, and a refinery in the Free Trade Zone in Cartagena that is operatedowned by Reficar, S.A., a wholly owned subsidiary of Ecopetrol S.A., Ecopetrol S.A. also owns and operates two other minor refineries – Orito and Apiay, but these are considered part of the upstream segment since the majority of production is for self-consumption.

 

Our refineries produce a full range of refined products, including gasoline, diesel, jet fuel, LPG and heavy fuel oils, among others.

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The following table sets forth our average daily average installed and actual refinery capacity for each of the last three years:

 

Table 34 –Average Daily Average Installed and Actual Refinery Capacity

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 Capacity  Through
- put
  % Use  Capacity  Through
-put
  % Use  Capacity  Through
-put
  % Use  Capacity  Through-
put
  % Use  Capacity  Through-
put
  % Use  Capacity  Through-
put
  % Use 
 (bpd) (bpd)     (bpd) (bpd)     (bpd) (bpd)     (bpd) (bpd) (bpd) (bpd) (bpd) (bpd) (bpd) (bpd) (bpd) 
Barrancabermeja  250,000   209,838   84%  250,000   213,091   85%  250,000   221,900   89%  250,000   221,946   89%  250,000   209,838   84%  250,000   213,091   85%
Reficar(1)  150,000   135,700   90%  150,000   117,188   78%  165,000(3)  10,428   6%  150,000   151,331   101%  150,000   135,700   90%  150,000   117,188   78%
Apiay(2)  2,500   997   40%  2,500   1,382   55%  2,500   1,604   64%  2,500   939   38%  2,500   997   40%  2,500   1,382   55%
Orito(2)  2,500   948   38%  2,500   1,090   44%  2,500   929   37%  2,300(3)  1,228   53%  2,500   948   38%  2,500   1,090   44%
Total  405,000   347,483   86%  405,000   332,751   82%  420,000   234,861   56%  404,800   375,444   93%  405,000   347,483   86%  405,000   332,751   82%

 

(1)Reficar’s operations were fully stabilized during the second half of 2017.
(2)Apiay and Orito are considered to be part of the upstream segment, not the refining segment, andsince the majority of products aretheir production is for local on-site consumption.

(3)The capacity indicatedCapacity has been updated to take into account major maintenance performed in 2015 was 165 thousand barrels per day which includes a design safety factor of 10%.2018.

 

3.6.1.1            Barrancabermeja Refinery

 

TheWe estimate that the Barrancabermeja refinery supplies 55%48% of the fuels consumed in Colombia according to internal calculations made by the Barrancabermeja refineryus and Colombia´sColombia’s fuels consumption reported by the Ministry of Finance.

 

The following table sets forth the production of refined products of the Barrancabermeja refinery for the periods indicated.

 

Table 35 – Production of Refined Products from the Barrancabermeja Refinery

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (bpd)  (bpd) 
LPG, Propylene and Butane  10,712   11,956   13,623   11,813   10,712   11,956 
Gasoline Fuels and Naphtha  56,047   59,305   59,487   58,623   56,047   59,305 
Diesel  56,090   48,233   46,212   58,305   56,090   48,233 
Jet Fuel and Kerosene  20,421   20,435   22,388   23,604   20,421   20,435 
Fuel Oil  38,217   55,730   64,306   36,636   38,217   55,730 
Lube Base Oils and Waxes  609   668   521   729   609   668 
Aromatics and Solvents  2,847   2,879   3,197   3,106   2,847   2,879 
Asphalts and Aromatic Tar  26,468   14,092   9,519   31,104   26,468   14,092 
Polyethylene, Sulfur and Sulfuric Acid  1,509   1,541   1,318   1,479   1,509   1,541 
Total  212,920   214,839   220,571   225,399   212,920   214,839 
Difference between Inventory of Intermediate Products  (405)  (661)  142   (1,018)  (405)  (661)
Total Production  212,515   214,178   220,713   224,381   212,515   214,178 

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In 2017,2018, total production from the Barrancabermeja refinery decreasedincreased by 0.8%5.6% from 214,178 bpd in 2016 to 212,515 bpd in 2017 to 224,381 bpd in 2018 primarily as a result of stable operation and improved throughput due to lower throughput caused by less feedstockthe implementation of initiatives to segregate and purchase light and intermediate crudes, which in turn was consequence of insurgent actions on the Caño Limon-Coveñas pipeline.crudes.

 

We own and operate four petrochemical plants and one paraffin and lube plant located within the Barrancabermeja refinery. In 2017,2018, we produced 53,41748,468 tons of low-density polyethylene, a decrease of 4%9.3% compared to the production of 55,64253,417 tons in 2016.2017. This decrease was due primarily to a reduction in the operationalof ethylene availability due to a turnaround of one of the turboexpander unit.fluid catalytic cracking (FCC) units. We produced 857 kboepd894 mboe of aromatics (benzene, toluene, xylene, orthoxylene, heavy aromatics and cyclohexane), a 57% decrease4.3% increase as compared with the production of 1,994 kboepd857 mboe of aromatics in 2016.2017. The decreaseincrease was mainly the result of lower load and availability of light crude oils (particularly from the Caño Limon pipeline) as explained above.an increase in local demand for benzene, toluene, xylene, orthoxylene (BTXO).

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The gross refining margin decreased from US$14 per barrel in 2016 to US$13.5 per barrel in 2017 to US$11.8 per barrel in 2018, primarily due to the decrease in the price differentials of refined products, mainly gasoline and fuel oil, as compared to crude oil, in line with international market trends, and the increase in the local crude price by US$6 per barrel in 2017 as compared to 2016.

ICE Brent. The average conversion ratioindex for the Barrancabermeja refinery was 84.6% in 2018 and 82.7% in 2017 and 74.6% in 2016.2017. This increase in the conversion ratio was primarily due to an increase in the yieldoperation at higher capacity of medium distillates and a decrease in the production of fuel oil by redirecting efforts to higher-value currents.units that convert bottom streams into diesel.

 

3.6.1.2           ReficarCartagena Refinery

 

The following table sets forth the production of refined products from Reficarthe Cartagena Refinery for the periods indicated.

 

Table 36 – Production of Refined Products from Reficarthe Cartagena Refinery

 

 

For the year ended December 31,(1)

  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (bpd)  (bpd) 
LPG, Propylene and Butane  6,791   6,080   0   4,227   6,791   6,080 
Gasoline Fuels and Naphta  43,728   35,012   1,558   51,703   43,728   35,012 
Diesel  60,467   40,950   2,282   76,833   60,467   40,950 
Jet Fuel and Kerosene  6,700   5,768   1,202   8,057   6,700   5,768 
Fuel Oil  10,150   24,602   2,826   4,671   10,150   24,602 
Sulfur  446   241   0   581   446   241 
Total  128,282   112,653   7,868   146,072   128,282   112,653 
Difference between Inventory of Intermediate Products  3,916   911   2,476   39   3,916   911 
Total Production(2)(1)  132,198   113,564   10,344   146,111   132,198   113,564 
Petcoke (Metric tons)  704,073   601,163   0   984,558   704,073   601,163 

 

(1)The table shows the entire production of Reficar.
(2)Does not include petcoke.

During the second half of 2017, the refinery finalized its stabilization period.

 

The following tables set forth the imports and sales of refined products from Reficarthe Cartagena Refinery for the periods indicated.

 

Table 37 – Imports and Sales of Refined Products from Reficarthe Cartagena Refinery

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (bpd)  (bpd) 
Imports                        
Motor Fuels  212   3,641   15,112   -   212   3,641 
Diesel  -   6,155   21,979   -      6,155 
Jet Fuel and Kerosene  847   2,211   4,384   466   847   2,211 
Alkylate  -   83   -   -      83 
LPG and Butane  618   355   -   739   618   355 
Total Imports  1,677   12,445   41,475   1,205   1,677   12,445 

 

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During 2017, Reficar2018, the Cartagena Refinery imported products to cover the North Coast sales demand.demand primarily due to operational turnarounds during the last quarter of 2018.

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (bpd)  (bpd) 
Sales                   
Motor Fuels  44,051   38,534   16,101   52,126   44,051   38,534 
Diesel  60,289   46,060   22,692   78,007   60,289   46,060 
Jet Fuel and Kerosene  7,489   7,479   5,012   8,082   7,489   7,479 
Fuel Oil  7,528   16,593   2,066   4,704   7,528   16,593 
Other Products  27,099   22,990   2,281   19,942   27,099   22,990 
Total Sales  146,456   131,656   48,152   162,861   146,456   131,656 

 

During its stabilization period in the second half of 2017, Reficarthe Cartagena Refinery reached the goal of completing individual unit performance tests (for 100% of units), and the Global Performance Test on December 5, 2017. During

As part of the Global Performance Test, Reficar maintainedinitial phase of the refinery optimization process, during the first half of 2018 the maximum load capacity of certain of the Cartagena Refinery’s plants were tested and provided the following results: (i) the coke unit, with maximum load of 46,088 bpd versus a nominal capacity of 45,000 bpd, (ii) the crude unit, with 166,607 bpd versus a nominal capacity of 150,000 bpd and (iii) the hydrocracking unit with, 38,204 bpd versus a nominal capacity of 35,000 bpd.

In August 2018 a test was run using 100% domestic crude during nine days, achieving an average throughput of 144 thousand barrels164 mbd. In September 2018, the highest average throughput per day for 60 days.month under regular operation was achieved since the refinery’s commissioning, at 161 mbd.

Finally, the fluid catalytic cracking unit ran at 43,515 bpd versus a nominal capacity of 40,000 bpd after coupling and putting into operation the turbo expander.

 

In terms of gross refining margin, the refinery progressed from an average of approximately to US$5.3 per barrel in 2016 to US$9.5 per barrel in 2017.2017 to US$11.0 per barrel in 2018. Throughput also improved during 2017,2018, increasing from an average of 117 kbpd136 mbd in 20162017 to 136 kbpd151 mbd in 2017.2018. This result primarily reflects the good performance of the refinery after its stabilization period and commencing its optimization process in 2018.

 

Reficar’s 2017 financialsThe Cartagena Refinery’s 2018 figures already reflect the operation of the newall units, thus total sales have increased 44% as compared to 2016,2017, from US$2,142 million in 2016 to US$3,085 million in 2017.2017 to US$4,129 million in 2018. A total of 49.555.3 million barrels of crude were processed in 20172018 compared to 42.949.5 million barrels processed in 2016.2017. Exports to international markets represented 36%42% of total sales (US$ 1,1111,749 million). During 2017, the refinery’s production has substituted 1.6 million barrels of gasoline and 8.8 million barrels of diesel, which previously had to be imported in order to supply the domestic demand. As per information provided by the Colombian Government (specifically by the National Statistics Department –DANE-), Reficar and Barrancabermeja contributed 0.9 percentage points to the National Industrial GDP growth for 2017.

 

Financing

 

On December 30, 2011, with the approval from the Colombian Ministry of Finance and Public Credit, Reficar executed a US$3.5 billion project finance to partially fund the expansion and modernization of the refinery in Cartagena Refinery, loans with tenors of 14 and 16 years from Commercial Banks and Export Credit Agency Facilities, respectively. The aggregate amount drawn under these finance agreements totaled US$3,496.6 million. These credit agreements included a mechanism by which Reficar can exit the facility by transferring the debt to the Ecopetrol parent level by either (i) the occurrence of a mandatory debt assumption event or (ii) a voluntary debt assumption. As part of Ecopetrol Group’s strategy to optimize its capital structure, on December 13, 2017, with the approval of the senior lenders and the Colombian Ministry of Finance and Public Credit, Ecopetrol S.A. voluntarily assumed Reficar’s senior debt. The principal amount repaid by Reficar during 2016 was US$269 million and during 2017 was US$130 million. Interest payments during 2016 and 2017 were US$87 million and US$42 million, respectively. As of the date of the voluntary assumption, Reficar owed the senior lenders a principal amount of US$2,666 million (in nominal terms).

As a result, debt service paid by Reficar during 2017 was lower as compared to 2016 because Ecopetrol assumed the debt service payment due on December 20, 2017, as described above.

 

During 2017, Reficar received capital injections of US$269 million to cover project capital expenditures, start-up costs, one-off stabilization costs of the new refinery and the debt service payments due on June 20, 2017. The amount requested by Reficar under the Construction Support Agreement was US$97 million. The amount requested by Reficar under the Debt Service Guarantee Agreement was US$172 million. There was no need to request additional contributions under the Debt Service Guarantee to cover the debt service payment due on December 2017. Total debt service payments during 2017 totaled US$172 million.

 

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The principal amount repaid by Reficar during 2016 was US$269 million and during 2017 was US$130 million. Interest payments during 2016 and 2017 were US$87 million and US$42 million, respectively.

As part of Ecopetrol Group’s strategy to optimize its capital structure, on December 13, 2017, with the approval of the senior lenders and the Colombian Ministry of Finance and Public Credit, Ecopetrol S.A. voluntarily assumed Reficar’s senior debt. As of the date of the voluntary assumption, Reficar owed the senior lenders a principal amount of US$2,666 million (in nominal terms).

 

In order to finalize the implementation of Ecopetrol Group’s strategy to optimize its capital structure, the following capital injections were undertaken by Ecopetrol on December 13, 2017, increasing its shareholding participation in Reficar from 46.58%75.96% to 75.96%99.34%:

 

·i.As a result of the voluntary debt assumption, Reficar assumed an account payable in the amount of US$2,596 million (book value for Reficar’s senior debt under IFRS) in favor of Ecopetrol. As a shareholder, Ecopetrol requested that such account be repaid with Reficar shares.

 

·ii.Ecopetrol requested that the existing subordinated COP-denominated loan it granted in Reficar in the amount of $1,522,760 million (book value as of December 13, 2017) be repaid with new Reficar shares.

 

iii.Additionally, on December 7, 2018, the direct shareholding participation of Ecopetrol S.A. in Reficar increased from 75.96% to 99.34%, after additional contributions of paid-in capital.

3.6.1.3            Polipropileno del CaribeEsenttia S.A.

 

During 2017, Propilco2018, Esenttia production totaled 441447 thousand tons of petrochemical products, a 0.9% decrease2% increase compared to the 445441 thousand tons produced in 2016,2017 primarily due to feedstock price volatility.delays in the supply of raw materials as a result of Hurricane Harvey. The total contribution margin in 20172018 (including the contribution of polypropylene, polyethylene and masterbatches) was 32%11.2% lower than in 2016,2017, a decrease from US$318 per ton in 2016 to US$215 per ton in 2017.2017 to US$191 per ton in 2018. The decrease in contribution margin was primarily due to higher volatility in the propylene market, Propilco’sEsenttia’s main feedstock.

 

Table 38 – Operating Capacity of PropilcoEsenttia

 

 For the year ended December 31,  For the year ended December 31, 
 2017  2016  2015  2018  2017  2016 
 (Metric Tons)  (Metric Tons) 
Average capacity  470,000   470,000   470,000   470,000   470,000   470,000 
Throughput  440,632   444,812   434,484   447,290   440,632   444,812 
% Use  94%  95%  92%  95%  94%  95%

 

3.6.1.4            Biofuels

 

We have investments in two biofuelsbiofuel companies: (i) Bioenergy S.A.S., in which we own 99.08 %indirectly 99.35% of the shares, who finishedthat in 2017 began the constructionoperation of an ethanol plant with theoreticalnominal capacity of 480,000 liters / liters/day, and (ii) Ecodiesel Colombia S.A., in which we own 50% of the shares, currently in operationsoperation with a theoretical capacity of 100,000 tons per year of biodiesel.

 

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3.6.2       Marketing and Supply of Refined Products

 

We are the main producer and supplier of refined products in Colombia. We market a full range of refined and feedstock products, including regular and high-octane gasoline, diesel fuel, jet fuel, LPG, natural gas and petrochemical products, among others.

 

Domestic sales of products increased by 4.7 mboepd, an increase of 1.6% compared to 2017. This increase is primarily the result of: (i) a 2.5%, or 3.7 mboepd, increase in middle distillates sales mainly due to higher economic growth in general and higher airplane transportation demand by passengers, (ii) a 5.3%, or 0.9 mboepd, decrease in LPG sales, primarily as a result of lower production at Reficar and Barrancabermeja, (iii) a 12%, or a 2.2 mboepd, increase in petrochemical sales, due to an increase in asphalt sales by Ecopetrol, as a consequence of the reactivation of domestic demand and local sales to clients who then export the product.

During 2018, 8.8 million barrels of diesel and 3.4 million barrels of gasoline produced by Reficar were allocated to the local market in order to complement the supply from the Barrancabermeja refinery and fulfill Colombia’s demand, avoiding larger imports and allowing Ecopetrol to maintain the share of the national market. In addition, Ecopetrol imported petrochemicals in order to complement the national supply, generating additional sales of lubricating bases, polyethylene, hexanes and others.

Exports of products increased by 8.3% compared to 2017, 12 mbd from Reficar and 3.0 mbd from Ecopetrol, primarily due to (i) a 97%, or 16 mbd increase in exports of high sulfur diesel, partially offset by (ii) a 21%, or 8.4 mbd decrease in fuel oil exports.

3.7          Research and Development; Intellectual Property

 

Our innovation and technology center is the Colombian Petroleum Institute, established in 1985 and located in Bucaramanga, Santander. In 2017,2018, research and development expenses were US$25.740.67 million, compared to US$16.925.7 million in 2016.2017. Technology and innovation are essential to our efforts to add value to our business segments through the development of proprietary technologies and competitive advantages and the adaptation of third-party technologies to our processes.

 

The focus of technology development is on designing high added-value products and solutions for Ecopetrol and the Colombian oil industry. The scope of the Colombian Petroleum Institute activities covers all of our value chain segments: exploration, production, refining, transportation and commercialization, as well as environmental sustainability and asset integrity.

 

Each year Ecopetrol presents to the Colombian Institute for the Development of Science and Technology (Instituto Colombiano para el Desarrollo de la Ciencia y la Tecnología, or COLCIENCIAS) its research, technology development projects and innovation initiatives, in order to obtain certifications for its science and technology investments. COLCIENCIAS certifies science and technology investments, which are deductible from income tax upon execution; and Ecopetrol applies the tax benefit. In 2017,2018, we obtained US$12.31.66 million in science and technology-relatedscience-and-technology-related tax benefits certified by COLCIENCIAS.

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Our intangible assets are preserved through a technological value-generation process and an intellectual property protection process, which include the consolidation of trade secrets, patents, copyrights, trademarks, industrial designs, and publications in specialized journals. Ecopetrol has filed 207224 patent applications in the last ten11 years, 1217 of them in 2017.2018. Our most recent patent applications include innovative technologies, such as (i) a processmethod that uses nanofluids to improve the oil relative permeability in heavy and extra-heavy oil fields, (ii) a device for controlling production fluctuations at the well head, and the subsequent separation of heavy oil and water, (iii) a process to enhance the flow capacity of oil-water-diluent mixtures and enhance the dilution capacity of diluents used in heavy and extra-heavy oil production and transport processes, (ii) equipment fortransportation, (iv) a method and device to determine the evaluationvolumetric contraction of electrochemical impedance at high temperatures, (iii) a clay-based catalyst for hydrocracking processes, (iv) catalysts for hydrotreating napthamixtures of heavy oil and light hydrocarbons, and (v) a visbreaking process for refining heavy petroleum components in the presence of a catalyst and equipment for the pretreatment and saccharification of biomass.hydrogen at low pressure.

 

In 2017,2018, Ecopetrol declared fourtwo industrial secrets that strengthen its competitive advantages in the exploration refining and transporttransportation of heavy crudes in Colombian basins.hydrocarbons. The Colombian and international authorities granted us five15 new patents, including one in Brazil that protects our proprietary process to obtain bioparaffins through hydrotreatment of oils.Mexico and another in Ecuador. We currently hold 8487 patents in Colombia, the United States, Mexico, Russia, Peru, Venezuela, Ecuador, Brazil, Nigeria, Indonesia and Malaysia.

 

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In 2017,2018, Ecopetrol S.A. licensed 107 of its technologies to private companies for manufacturing, marketing commercialization and after-sales support. To date, we have licensed 4249 technologies to Colombian and multi-national companies. One of the licensed technologies is a system of chemical additives to reduce the consumption of diluent in heavy crude oil gathering and dehydration. Another licensed technology reduces haze in biodiesel. Some of our technologies have potential uses in other industries, and may in the future represent an important source of income.

 

3.8          Applicable Laws and Regulations

 

3.8.1       Regulation of Exploration and Production Activities

 

3.8.1.1           Business Regulation

 

Pursuant to the Colombian Constitution, the Nation is the exclusive owner of all hydrocarbon resources located in Colombia and has full authority to determine the rights to be held and royalties or compensation to be paid by investors for the exploration or production of any hydrocarbon reserves. The Ministry of Mines and Energy and the ANH are the authorities responsible for regulating all activities related to the exploration and production of hydrocarbons in Colombia.

 

Decree Law 1056 of 1953 (the Petroleum Code, orCódigo de Petróleos) declares that the hydrocarbon industry and its activities of exploration, exploitation, refinement, transportation and distribution are of public interest, which means that, in the interest of the hydrocarbon industry, the Colombian government may order necessary expropriations in order to develop such industry. The hydrocarbon industry is under governmental supervision and control, regulated mainly by the Ministry of Mines and Energy and the ANH.

 

Ministry of Mines and Energy Resolution 181495 of 2009, as amended by Resolution 40048 of 2015, establishes a series of regulations regarding hydrocarbon exploration and production.

 

Ministry of Mines and Energy Resolution 180742 of 2012, partially repealed by Resolution 90341 of 2014, includedincludes a series of technical regulations for unconventional hydrocarbon resources, including the procedures for advancing the exploration and exploitation of unconventional reserves. It also establishes the types of wells and their classification, as well as the fulfillment of those minimum (drilling and abandoning) conditions necessary to initiate or perform E&P activities. Furthermore, it contemplates the applicable procedure to resolve disputes between the mining sector and the oil and gas sector, regarding the coexistence of their rights in some specific projects.

 

On May 26, 2015, Decree 1073 compiled the majority of Colombian decrees in force regarding the administrative sector of mines and energy.

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Agreement (Acuerdo, a type of regulation) 004 of 2012, as issued by the ANH, amends Agreement 008 of 2004 and sets forth the rules governing the award of exploration and production areas and the execution of contracts. As set forth below, Agreement 002 of 2017 replaces thisAcuerdo.

 

Agreement 003 of 2014, as issued by the ANH, complements Agreement 004 of 2012 by setting forth the contractual framework for the carrying out of activities in unconventional reservoirs, the procurement regulations for the exploration and exploitation of unconventional fields and the procurement process for the awarding of hydrocarbon exploration and exploitation areas.

 

Agreement 002 of 2015, as issued by the ANH, partially amends Agreement 004 of 2012 and sets forth the initial rules and measures the Government can take to mitigate the adverse effects of the decline of international oil prices. The main measures established by this agreement are the following:

 

(i)The extension of terms and deadlines for the execution of activities related to investments in exploration and evaluation phases and for the declaration of commercial discoveries;

 

(ii)The establishment of procedures to transfer investments in exploration programs between allocated areas:areas; and

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(iii)The levellingleveling of the contractual terms of offshore contracts entered before 2014 to the ones included in the contracts executed as a result of the 2014 Colombian Round.

 

Agreement 003 of 2015, as issued by the ANH, modifies and also partially amends Agreement 004 of 2012, and provides certain rules and measures the Government can take to mitigate the adverse effects of the decline of international oil prices. This agreement permits performance guarantees required under E&P contracts to be reduced in the same amount as the works actually performed during the term of the respective phase.

 

Agreement 004 of 2015, as issued by the ANH, also partially amends Agreement 004 of 2012, and provides certain rules and measures for the Government to mitigate the adverse effects of the decline of international oil prices. This agreement allows contractors to attribute additional activities carried out under a TEA to commitments under the first phase of an E&P contract.

 

Agreement 002 of 2017, as issued by the ANH on May 18, 2017, replaces Agreement 004 of 2012, Agreement 003 of 2014, and Agreements 002, 003, 004 and 005 of 2015. It establishes the general structure of the New Regulation for Administration and Assignment of Areas and the general guidelines regarding future hydrocarbon contracts in Colombia. Seeking the interests of the Nation, the market conditions, the national hydrocarbon sector strategy, the competitive context of producer countries and the Nation’s social and environmental evolution.

 

Agreement 002 of 2017 adaptedadapts the existing regulations for the selection of contractors, and the applicable rules for the award, execution, termination, liquidation, monitoring, control and surveillance of the contracts signed with the ANH.

 

3.8.1.1.1Environmental Licensing and Prior Consultation

On February 4, 2019, the ANH published the new model contract for offshore exploration and production. The purpose of this new model contract is to foster and stimulate investments in exploration and the exploitation of offshore hydrocarbons, enhancing Colombia’s competitiveness to attract and retain investments from large and experienced O&G operators.

Resolution 078 of 2019, as issued by the ANH, approved the terms of reference and the model of the contract for the “permanent bidding procedure.” Pursuant to this procedure, the ANH will select areas over which proposals may be received at any time, without the need of launching specific bidding procedures for their allocation.

3.8.1.1.1           Environmental Licensing and Prior Consultation

 

Law 99 of 1993 and other environmental regulations, such as particularly Decree 1076 of 2015 in particular (compilation decree regarding the administrative sector of environment and sustainable development), impose on companies, including oil and gas companies, the obligation to obtain an environmental license prior to undertaking any activity that may result in the serious deterioration of renewable natural resources, or that may have the capacity of materially modifying the physical environment.

 

The National Authority on Environmental Licensing (ANLA), created by means of Decree 3573 of 2011, is the entity responsible for evaluating the applications and issuing the environmental licenses for oil & gas-related activities, as well as surveilling and overseeing all hydrocarbonshydrocarbon projects and monitoring the environmental compliance of such activities.

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If the projects or activities could have a direct impact over the territories or the interests of indigenous, Afro-Colombian or Raizal communities, the Colombian Constitution provides that the companies developing such projects or activities must undertake a public consultation process with those communities before initiating such projects or activities. This consultation process is a pre-requisiteprerequisite for obtaining the required environmental licenses.

 

In addition, the Colombian Constitution and laws establish that, as part of the public participation mechanisms, Colombian individuals may request information regarding the activities of the project and their potential impacts. They may also request to undertake an environmental hearing so as to obtain information of the project subject to environmental licensing.

 

On May 26, 2015, the Ministry of Environment and Sustainable Development (“MESD”) issued Decree 1076, which compiles the majority of Colombian regulations in force regarding environment and sustainable development.

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The environmental license encompasses all of the necessary permits, authorizations, concessions and other control instruments necessary under Colombian environmental law to undertake a project or activity that may result in the serious deterioration of renewable natural resources, or that have the capacity of materially modifying the physical environment. The license shall define specific conditions under which the beneficiary of the license may undertake such project or activity. The procedure to obtain an environmental license begins when the company files an Environmental Impact Study (EIA) related to the project before the ANLA. The licensing process includes an application for the use of natural renewable resources (water, soil and air), the filing of an EIA and a plan to prevent, mitigate, correct and compensate for any activity that may harm the environment, known as the Environmental Management Plan (PMA).

 

The environmental licensing procedure in Colombia is set forth in Decree 1076 of 2015. According to the regulation currently in effect, the procedure to obtain an environmental license shall not take more than 90 business days. But, depending on the complexity of the information requested by the ANLA and administrative delays, including an oral hearing to determine the viability of the project, the procedure may take between 165 and 265 business days, depending on whether the applicant is required to file additional information. The newactual procedure incorporates an oral hearing between the ANLA and the applicant in order to evaluate the information provided in the license application and whether it is necessary or not to request additional information about the proposed project. The ANLA will have no other opportunities to request additional information after this hearing.

 

MESD is also responsible for establishing guidelines regarding climate change policies for the hydrocarbon sector in Colombia. We comply with those guidelines. At present, MESD has not proposed any specific steps for the implementation of the Kyoto Protocol or the Paris Agreement, as they relate to our operations. We are continuously monitoring climate change requirements that could be applicable to us. A company that does not comply with the applicable environmental laws and regulations, does not execute the Environmental Management Plan (PMA) approved by the environmental authority or ignores the requirements imposed by an environmental license may be subject to an administrative proceeding initiated by the ANLA or the regional environmental authorities established by Law 1333 of 2009. The proceeding may result in oral or written warnings, monetary penalties, fines, license revocation or the temporary or permanent suspension of the activity being undertaken. Apart from administrative sanctions, the Colombian judiciary or other law enforcement authorities may also impose civil and even criminal sanctions if environmental damages are verified as a consequence of having breached the environmental laws and regulations applicable to the project.

 

3.8.1.1.2Royalties

3.8.1.1.2           Royalties

 

In Colombia, the Nation is the owner of minerals and non-renewable resources located in the subsoil, including hydrocarbons. Thus, companies engaged in exploration and production of hydrocarbons, such as Ecopetrol, must pay to the National Hydrocarbons Agency (ANH), as representative of the National Government of Colombia, a royalty on the production volume of each production field, as determined by the ANH.

 

Royalties may be paid in kind or in cash. Each production contract has its applicable royalty arrangement in accordance with applicable law. In 1999, a modification to the royalty regime established a sliding scale for royalty payments for crude oil and natural gas production fields discovered after July 29, 1999 and depending on the quality of the crude oil produced. Since 2002, as a result of the enactment of Law 756 of 2002, the royalty rate was fixed as a sliding scale depending on the produced volume from 8% for fields producing up to 5 kbpdmbd to 25% for fields producing in excess of 600 kbpd.mbd. Notwithstanding the royalties for Incremental Production Contracts, Contracts for Undeveloped and Inactive Fields, and Incremental Production Projects defined in paragraph 3 article 16 Law 756 of 2002, and article 29 of the lawLaw 1753 of 2015, the changes in the royalty regime only apply to new discoveries and do not apply to fields already in the production stage as of July 29, 1999. Producing fields pay royalties in accordance with the royalty law in force at the time of the discovery.

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Regarding natural gas, in accordance with Resolution 877 of 2013, as amended by Resolution 640 of 2014, starting on January 1, 2014, the ANH has received royalties in cash rather than in kind. Thus, the producer may dispose of its gas production volumes corresponding to royalties paid in cash.

 

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3.8.2       Regulation of Transportation Activities

 

Hydrocarbon transportation activity is a public interest activity in Colombia and a public service. As such, it is under governmental supervision and control, regulated mainly by the Ministry of Mines and Energy and CREG.theComisión de Regulación de Energía y Gas (“CREG” as per its Spanish acronym).

 

Transportation and distribution of crude oil, liquefied petroleum gas and refined products must comply with the Petroleum Code, the Code of Commerce and all governmental decrees and resolutions. However, liquefied petroleum gas related-activitiesgas-related activities are regulated by CREG. According to Law 681 of 2001, multipurpose pipelines owned by Cenit (a company wholly owned by Ecopetrol) must be open to third-party use on the basis of equal access to all.

 

Notwithstanding the general rules for hydrocarbon transportation in Colombia, Law 142 of 1994 defines the regulatory framework for the provision of public utility services, including the provision of natural gas. Moreover, natural gas transportation is subject to regulations specific to the natural gas industry as issued by CREG, due to the categorization of natural gas distribution as a public interest activity under Colombian laws.

 

Transportation systems, classified as crude oil pipelines and refined product pipelines, may be owned by private parties. Pipeline construction, operation and maintenance must comply with environmental, social, technical and economic requirements under national guidelines and international standards for the oil and gas industry.

 

Construction of transportation systems requires licenses and local permits awarded by the Ministry of Mines and Energy, the Ministry of Environment and Sustainable Development and regional environmental authorities, respectively.

 

Crude oil transport

 

The regulatory framework relating to crude oil transportation accounts for both private use and public use pipelines. Private use pipelines are those built by the operating or refining entity for its own exclusive right and that of its affiliates. Public access pipelines are defined as pipelines built and operated by a public or private legal entity, for the purpose of publicly providing crude oil transportation services. The Colombian government, through the ANH, has a preferential right to use up to 20% of the total capacity of any public or private access pipeline to transport its share of production.crude oil royalties. However, for both private and public access pipelines, the ANH must pay the tariff for the pipeline use to transport its percentage of production.

 

The Ministry of Mines and Energy is responsible for reviewing and approving the design of and tracks for crude oil pipelines, by establishing transport rates based on information provided by the service providers. It also oversees the calculation and payment of hydrocarbon transport-related taxes and manages the information system for the oil product distribution chain.

 

In 2014, the Ministry updated the transport regulation and the rate calculation method for this line of business. It introduced a framework for the secondary market and incentives for new pipeline construction and current pipeline capacity expansions. According to the Petroleum Code, rates must be revised every four years.

 

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During the scheduled revision of 2015 and due to the dramatic changes in international crude oil prices, the Ministry of Mines and Energy allowed, by means of Resolution 31325 and Resolution 31489 of 2015, transportation companies and oil production companies to engage in direct negotiations in order to agree on a tariff suitable for both parties. The negotiation period was extended until June 2016. Notwithstanding the fact that tariff agreements were reached with certain companies, the results of the negotiations were not positive. Thus, tariffs were set by the Ministry of Mines and Energy in accordance with the criteria previously established by Resolution 72146 of 2014, as further amended by Resolution 31325 of 2015 and Resolution 31285 of 2016.

 

The Port Superintendence is the authority that oversees the port business for crude oil and refined products. Although this business is not highly regulated, market participants are required to report certain information to the Port Superintendence.

 

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As a result of the enactment of Decree 119 of 2015, operators of private use hydrocarbon ports are currently able to provide hydrocarbon transport services to third parties pursuant to a mechanism established under that decree.

 

Decree 119 of 2015 was incorporated into Decree 1079 of 2015 issued by the Ministry of Transport, which compiles the majority of Colombian decrees and regulations in force regarding the administrative sector of transportation.

 

Refined products and liquefied petroleum gas transport

 

In 2014 CREG assumed responsibility for regulating product pipeline transportation from the Ministry of Mines and Energy, in addition to its pre-existing regulatory responsibility for liquefied petroleum gas, natural gas and electric energy transportation.

 

In August 2017 CREG issued a draft resolution 113 of 2017, which introduced a new framework for the transportation regulation of liquefied petroleum gas and refined products. The draft resolution is currentlywas open for observations from the general public and the oil and gas industry.industry until January 12, 2018, but the final resolution has not been issued yet. CREG is also in the process of defining the transportation regulation and the rate calculation method for refined products. The primary goals and components of the proposed regulation are: a)(i) to ensure access to the transport systems for liquid fuels and the LPG pipeline systems without discrimination; b)(ii) to promote the timely expansion of the transport system in line with the needs of the market; c)(iii) to promote competition and prevent restrictive practices; d)(iv) to separate the operations of refining and transport; and e)(v) to ensure the efficient and continuous operation of transport systems. As of the date of this annual report, the above mentioned resolution has not been issued.

 

3.8.3       Regulation of Refining and Petrochemical Activities

 

Article 58 of the Petroleum Code establishes that oil refining activities can be developed throughout the Colombian territory and are not reserved to the State. However, Article 4 establishes that such activities are considered of public interest subject to governmental regulation, and the development of those activities must comply with technical requirements established by regulation.

 

In 2008, Law 1205, further developed by Resolution 180689 of 2010, issued by the Ministry of Mines and Energy, was issued with the main purpose of contributing to a cleaner environment. It established the minimum quality specifications for fuels in Colombia. Since August 2010, Ecopetrol has been producing and selling diesel and gasoline that complies with the requirements of the aforementioned law and, for some cities, we sell with better standards.

 

Since 1995, under Resolution number 898 of August 23, 1995 the Ministries of Environment and Sustainable Development and of Mines and Energy, have regulated the environmental criteria for liquid and solid fuels used in commercial and industrial furnaces and boilers, as well as automobile internal combustion engines. Resolution 898 has been subject to numerous modifications through the years, the most recent by Resolution 40619 of June 30, 2017. Ecopetrol has been complying with this regulation and working with governmental entities in order to improve air quality in the most critical areas in Colombia.

 

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3.8.3.1            Regulation of Liquefied Petroleum Gas (LPG) and Liquid Fuels

 

Wholesale marketing, transport, distribution and retail marketing of LPG are mainly regulated by CREG Resolution 74 of 1996, and subsequent resolutions. LPG in Colombia is primarily obtained through Ecopetrol’s refineries, field production and imports. The LPG must meet minimum quality standards to be marketed. Our marketing activities are regulated by CREG Resolution 53 of 2011 (as amended by CREG Resolutions 108 of 2011, 154 of 2014, 019 of 2015, and 034, 063 and 064 of 2016). The LPG price is regulated by CREG Resolutions 66 of 2007 (as amended by CREG Resolutions 59 of 2008, 002 of 2009, 123 of 2010, 095 of 2011, and 65 and 129 of 2016).

 

According to Article 4 and 212 of the Petroleum Code and Law 39 of 1987 (added by Law 26 of 1989), the distribution of crude oil and its derivatives has a public purpose (utilidad pública), and the distribution of fuel oil and crude oil by-products is considered a public utility activity. Consequently, individuals or entities engaged in these activities are subject to regulations issued by the Colombian government. The Government has the power to determine quality standards, measurement and control of liquid fuels, and establish penalties that may apply to dealers who do not operate in compliance therewith.

 

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The Ministry of Mines and Energy is the entity that controls and exercises technical supervision over the distribution of liquid fuels derived from petroleum, including the refining, import, storage, transportation and distribution in the country. Law 812 of 2003 identified the agents of the supply chain of petroleum-based liquid fuels. In this context, Thethe Ministry of Mines and Energy through Resolution 40344 of 2017, published the required actions to ensure the LPG supply for the priority sectors in the country.

 

The distribution of liquid fuels, except LPG, is governed by Decree 1073 of 2015, which establishes the requirements, obligations and penalties applicable to supply agents in the distribution, refining, import, storage, wholesale, transportation, retail sale and consumption of liquid fuels.

 

Decree 1073 of 2015 establishes the minimum technical requirements for the construction of storage plants and service stations. This Decree also regulates the distribution of liquid fuels, except LPG establishing the minimum requirements for distributors and the activities and types of agreements permitted for these agents. The Ministry of Mines and Energy also regulates the types of liquid fuels that can be sold and purchased and the penalties for noncompliance with governmental regulations.

 

Pursuant to Law 1430 of 2010, the distribution of fuels in areas near Colombian borders is the responsibility of the Ministry of Mines and Energy and is subject to specific regulations that impose strong control procedures and requirements. The Ministry of Mines and Energy establishes the safety standards for LPG, storage equipment, maintenance and distribution of LPG.

 

The Superintendence of Public Domestic Utilities also oversees the liquefied petroleum gas transportation business. Cenit reports key operational and financial indicators to the Superintendence of Public Domestic Utilities on a monthly basis.

 

3.8.3.2            Regulation Concerning Production and Prices

 

According to the Decree - Law 4130 of 2011 and Decree 1260 of 2013, CREG is in charge of setting the prices of petroleum by-products throughout the entire chain of production and distribution, except for current gasoline engine, diesel and biofuels. On the other hand, by Decree 381 of 2012, as amended by Decree 1617 of 2013, the Ministry of Mines and Energy is in charge of setting the methodology to determine the reference price of gasoline, diesel, (ACPM), biofuels and mixtures thereof.

 

Then, since May 2012, CREG fixes the prices for most crude oil by-products, but for gasoline, diesel ACPM and biofuels. CREG determines the methodology to calculate their price while the Ministry of Mines and Energy fixes the relevant prices in accordance with said methodology. The ANH does not intervene in the definition of prices of gasoline and diesel fuel. In addition, under Resolution 007 of 2017, CREG determined the basis for the methodology of compensation of terrestrial transportation of liquid fuel-oil, including current gasoline, diesel and biofuels between the storage plant and the fuel service station.

 

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The methodology for calculating jet fuel prices is set out in Law 1450 of 2011, and jet fuel prices themselves are set by the Ministry of Mines and Energy.

 

The ANH determines the formula that is used to calculate royalty payments corresponding to the production of crude oil and the crude oil price reference for local refining.oil.

 

Decree 381 of 2012 and 1617 of 2013, as amended by Decree 2881 of 2013, as compiled in Decree 1073 of 2015, restructured the Ministry of Mines and Energy and gave it the responsibility to study industry problems and implement short- and long-term refining planning policies. The Ministry is also responsible for establishing the governmental policies and goals to ensure the reliability, stability and continuity for the production of liquid fuels, biofuels and others.

 

Pursuant to Article 58 of the Petroleum Code, if there is a fuel shortage, any refining company operating in Colombia must provideoffer to sell a portion or, if needed, the total of its production to supply local demand prior to exporting any production. If local demand increases, and imported crudes are needed, the refining company may charge the State additional transportation costs in proportion to the imported crudes delivered to the refinery.

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Fuel Price Stabilization Fund (FEPC)

 

The Fuel Price Stabilization Fund was created by Law 1151 of 2007. It is a fund assigned and administered by the Ministry of Finance and Public Credit. Its function is to attenuate, in the domestic market, the impact of fluctuations inon fuel prices in international markets.

 

According to article 2.3.4.1.3 of Decree 1068 of 2015, amended by Decree 1451 of 2018, the resources for the functioning of the FEPC come from the following sources: (a) financial returns of resources of the Fund; (b) extraordinary credit resources received from the National Treasury, andTreasury; (c) funds allocated to the FEPC in the national general budget.budget; (d) fuel taxes and; (e) bonds or other public debt securities issued by the Nation in favor of the FEPC, in order to cover the obligations of the Fund.

 

The operation of the FEPC is governed by Decree 1068 of 2015, onamended by Decree 1451 of 2018, Chapter 1, and Title 64 (compilation decree regarding treasury public sector). First, refiners and/or importers of regular gasoline and diesel must report to the Ministry of Mines and Energy the volume of regular gasoline and diesel sold in the previous month and such report toreports must be made within the first 25next 35 calendar days of each month.

The report must also contain, among other matters: information corresponding to each fuel disaggregated daily; the discrimination of the volumes sold, and the origin national or imported of the gasoline and diesel sold. If the regular gasoline or the diesel is of national origin, the refiner/importer must inform the refinery from which refinery they come. Secondly, the Ministry of Mines and Energy calculates and liquidates, by resolution, the Net Position of each refiner/importer and each fuel to be stabilized by the FEPC.

 

Decree 1068 of 2015, amended by Decree 1451 of 2018, provides that the FEPC will pay in Colombian pesos the value corresponding to the calculation and settlement of the Net Position of each refiner and/or importer within the term defined by the Ministry of Mines and Energy and based on availability of FEPC resources.

 

Law 1819 of 2016 created a tax, related contribution to finance the FEPC. This contribution is caused when the sum of the Differentials of Participation (difference between the Producer Income and the International Parity Price, when the first is greater than the second on the date of issuance of the sales invoice, multiplied by the volume of fuel sold) is greater than the sum of the Differentials of Compensation (the difference presented between the Producer Income and the International Parity Price, when the second is greater than the first on the date of issuance of the sales invoice, multiplied by the volume of fuel sold).

 

The event that generates the contribution is the sale in Colombia of gasoline or ACPM (diesel)diesel by the refiners and/or importers to the wholesale distributor of fuels, according to the price set by the Ministry of Mines and Energy, however, if the importer is at the same time a wholesale distributor, the triggering event shall be the withdraw of the product to be sold. The taxpayer responsible for the contribution is the refiner and/or importer and the active subject is the Nation. The tax base corresponds to the positive difference between the sum of the Differentials of Participation and the sum of the Differentials of Compensation.

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The Ministry of Mines and Energy calculates the contribution through the liquidation of the Net Position of each refiner or importer with respect to the FEPC based on the report that the refiners and/or importers submit. If the sum of the Differentials of Participation is greater than the sum of the Differentials of Compensation and the contribution is caused, the Ministry of Mines and Energy will order the refiner or the importer to pay the contribution to the National Treasury within the 30 days following the execution of the liquidation resolution.

 

Subsequently, Law 1837 of 2017 (article 16) provided that the remaining resources that were in the Ecopetrol’s accounts as of December 2014, as a result of the collection of the Differential Contribution from the FEPC, would be transferred to the General Direction of Public Credit and Treasury of the Ministry of Finance and Public Credit (DGCPTN).

 

Based on the aforementioned law and Decree 1068 of 2015, the Ministry of Mines and Energy settled, through Resolution 31762 of 2017, the value of the remaining resources resulting from the collection of the Differential Contribution of Participation, corresponding to the third quarter of 2013 and the second half of 2014 (from July 1 to December 22, 2014), valued at COP $6,849,420,921 and COP $202,004,538,015 respectively. In this Resolution, it ordered Ecopetrol to transfer the sum of COP $208,853,958,936 to DGCPTN, which has already been transferred by Ecopetrol.

In 2017 theThe Ministry of Mines and Energy issued Resolution 31885 that containsResolutions 31536 and 31538 of 2018 which contain the liquidated net positionssettlement of our Net Positions corresponding toto: (i) the period between July 1December 29 and December 28,31, 2016 and as a result,the first and second quarters of 2017, and (ii) the third and fourth quarters of 2017. In those resolutions the FEPC must paywas ordered to transfer COP $729,729,493,450.88 and COP $1,183,672,269,819.52 to Ecopetrol, COP $558,564,915,500.00, which it already paid to Ecopetrol.respectively.

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As of the date of this report, the Ministry of Mines and Energy has not calculated the Net Positions corresponding to the year 2017.2018.

 

3.8.3.3            Regulation of Biofuel and Related Activities

 

The sale and distribution of biofuels is regulated by the Ministry of Mines and Energy. Regulations establish the quality and pricing standards for biofuels and impose minimum requirements for mixing ethanol with gasoline and biodiesel with diesel.

 

The sale and distribution of biofuels is provided under CREG Resolution 240 of 2016, which particularly regulates: a) the sorts of market that will be served with biogas and biomethane; b) the quality and safety conditions; and c) the tariff regime. Pursuant to article 4 of the foregoing Resolution, biogas supply through isolated networks to serve non-regulated users and natural gas vehicles (“GNV” as per its Spanish acronym), shall be incorporated as a public utility company. Furthermore, article 5 provides that biomethane supply through isolated networks or interconnected networks to the National Transportation System shall also be incorporated as a public utility company. Finally, article 12 states that biogas suppliers may develop the production, transportation, distribution and commercialization activities through integrated structures, provided that they keep separate accounts for each activity and grant free access to the networks to both regulated and non-regulated users. To the same extent, production, distribution and commercialization of biomethane through interconnected networks to the National Transportation System may be developed through integrated structures, as long as the supplier keeps separate accounts for each activity and grants free access to the networks to both regulated and non-regulated users.

 

3.8.4       Regulation of the Natural Gas Market

 

Decree 1073 of 2015, Part 2, Title 2, Chapter 2, established that all producers have to issue a production statement that includes the volumes of natural gas available for sale for a period of ten years. This decree established the regime for the selling and marketing of natural gas in Colombia, including specific procedures that regulate the Colombian market in order to manage the remaining natural gas reserves owned by the Nation, and to protect domestic consumers, especially residential consumers, by prioritizing delivery of gas to residential consumers, regulating the export of natural gas and setting forth the export restrictions applicable during an internal shortage of natural gas.

 

Currently in Colombia other than with respect to the Opón field, the price of natural gas is determined by the market.

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market, but some agreements still have to conform to the regulated formula. CREG issued Resolution 114 of 2017 which adjusted commercial aspects of the wholesale natural gas market in Colombia and compiled CREG Resolution 089 of 2013 and its modifications.amendments. However, pursuant to Decree 1073 of 2015, such procedures do not apply to the following activities: a) natural gas exports; b) natural gas as raw material in petrochemical production; c) natural gas commercialization from minor fields (production capacity under 30 million SCFD); d) natural gas commercialization from hydrocarbon fields under testing phase or which have not yet been declared commercially viable; e) natural gas commercialization from unconventional reservoirs; and f) internal consumption from natural gas producers.

 

CREG determines which agents can participate in the primary and secondary markets. Ecopetrol is authorized to participate as a seller in the primary market as a natural gas producer and as a buyer in the secondary market when Ecopetrol requires natural gas from other producers for its own needs.  CREG regulations provide that a natural gas producer cannot participate as a merchant of natural gas in the secondary market, except that it may purchase gas to meet its existing contractual obligations.  Ecopetrol is also able to re-sellresell available natural gas transportation capacity into the secondary market.

 

Priority for the Supply of Natural Gas

 

The export of natural gas, in contrast, is not considered a public utility activity under Colombian law and therefore is not subject to Law 142 of 1994.  Nevertheless, the internal supply of natural gas is a priority for the Colombian government and is considered to be a public utility complementary activity, and therefore public utility regulations apply to the internal supply of natural gas.

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Decree 1073 of 2015 (amended by Decree 2345 of 2015) provides that in the event the supply of natural gas is reduced or halted as a result of a shortage, the Colombian government has the right to suspend the supply of natural gas for export. If such export contracts are suspended by the Colombian government, the export agents are entitled to receive compensation in accordance to article 2.2.2.2.15 and 2.2.2.2.38 of Decree 1073, 2015.  Notwithstanding the foregoing, Decree 1073 of 2015 establishes freedom to export natural gas under normal gas-reserve conditions.  Producers of natural gas may enter into natural gas export contracts if the ratio of proved reserves to consumption exceeds seven years, as determined by the Colombian Energy Planning Authority (or UPME for its Colombian acronym).

 

Decree 1073 of 2015 (amended by Decree 2345 of 2015) establishes an order of supply when restrictions are placed on the supply of natural gas or serious emergency situations arise that preclude the continued provision of certain services, as follows: (i) essential demand, as established in Decree 1073 of 2015, (ii) non-essential demand under an existing agreement with a warranty of uninterrupted provision and (iii) fairfirm exports delivery.

 

The order of priority for the supply of natural gas is as follows: (i) the operation of the compressor stations of the National Transportation System, (ii) residential users and small business users engaged in the distribution network, (iii) vehicular compressed natural gas and (iv) gas refineries, excluding those destined for self-generation of electricity that can be replaced with energy from National Transportation System, which has first priority. The Ministry of Mines and Energy also establishes distribution priorities in the event of a natural gas shortfall derived from supply or infrastructure issues. This order of priority is based on the type of contract, with firm supply contracts having priority over interruptible supply contracts.

 

Decree 1073 of 2015 and CREG Resolution 114 of 2017: i)(i) provide specific procedures and forms of supply agreements determined by CREG pursuant to which an agent may sell and buy natural gas in the Colombian primary and secondary market produced from large fields (capacity of more than 30 million CFPD) and; ii); and (ii) permit the sale of natural gas from small fields (capacity under 30 million CFPD) pursuant to contracts that fulfill certain regulatory requirements but whose form is not prescribed by law.

 

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3.9          Sustainability Initiatives

 

3.9.1       HSE

 

This section describes the health, safety and environmental (HSE) practices of Ecopetrol S.A. Currently, subsidiaries of Ecopetrol S.A. establish their own HSE models, provided that these models must be consistent with guidelines established by Ecopetrol S.A.

 

3.9.1.1           Ecopetrol S.A.

 

One of the principles that guides Ecopetrol is our commitment to our employees and the development of those communities in which we operate. For that reason, Ecopetrol S.A. is devoted to improving our health, safety and environmental (HSE) practices.

The results of the HSE performance in 2018, compared with the prior year, were:

·A reduction in the Total Recordable Incidents Frequency Index (TRIF), which represents the number of employee or contractor injuries that require medical treatment or time off for every million hours worked, including fatalities, from 0.64 incidents per million hours worked in 2017 to 0.63 in 2018; an improvement compared with the 2.96 recorded in 2012;

·A 51% decrease in road accidents, due to improvements in real-time monitoring of drivers’ safety habits, an increase in control check points for tracking tankers and awareness campaigns for drivers;

·Improvement in reporting of minor oil spills and identification of their causes; and

·We maintained the same process safety performance compared to 2017, 0.05, an improvement compared with the 0.11 recorded in 2012

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We did observe an increase in some other indicators as set forth below:

·A 12% increase in the number of incidents involving employee or contractor injuries that require medical treatment, restricted work or lost days;

·An increase greater than 100% in the severity of occupational incidents due to a fatality that must add to the severity index 6,000 lost days, according to Colombian legal requirements; and

·An increase greater than 100% in the amount of oil spilled, primarily due to the Lisama 158/La Fortuna Incident. See “—Lisama 158/ La Fortuna Incident” below.

 

We have several programs in place aimed at increasing the safety of our industrial processes and minimizing the number of occupational accidents and other major incidents. Our HSE management model is based on key focus areas that are aligned with our integrated management system.

 

 

 

The resultsTotal Recordable Incident Rate – Employees and Contractors

Ecopetrol S.A. places an important emphasis on understanding, monitoring and controlling our impacts on workers and contractors.

TRIF has improved from 2.96 incidents per million hours worked in 2012 to 0.63 in 2018. In 2018, 68 recordable cases occurred, where 24% led to restricted work, 7% required medical treatment and 69% led to lost days. Additionally, we had a 12% increase in occupational incidents compared to 2017 due to a higher level of activity at the HSE strategies in 2017, compared with the prior year, were:Company which led to a higher exposure of workers to incidents.

Graph 7 – Total Recordable Incident Rate – Employees and
Contractors(*) (**)

 

 

(i)*A 20% decrease in road accidents, due to improvements in real-time monitoringNumber of drivers’ safety habits, an increase in control check points for tracking tankers and awareness campaigns for drivers.

(ii)A 40% decrease in the number of incidents involving employee or contractor injuries that requirerequiring medical treatment restricted work or disability.time off for every million hours worked.
**Includes data for Ecopetrol S.A. and the Vice-Presidency of Transport and Logistics, but does not include data for subsidiaries of Ecopetrol

 

(iii)53A reduction in the severity of occupational incidents.

 

(iv)A reduction in oil spills.

(v)Improvement in reporting of minor oil spills and identification of their causes.

Contingency Plans and Environmental Remediation

 

All of our operational areas have preparedness and emergency response plans, each in accordance with Colombian legal requirements and our new internal guidelines for emergency management.

 

Our preparedness and emergency response plans have been developed based on our analysis of risk scenarios, the estimated consequences of these events and the implementation of strategies to be followed in response to each scenario. These contingency plans have the approval of the ANLA.

 

The objectives of our contingency plans are to:

 

(i)·Protect the health and safety of our workers, contractors and the communities in which we operate.operate; and

 

(ii)·Prevent oil spills and leaks of harmful substances in offshore and onshore areas, fires and explosions and mitigatingmitigate environmental impacts.

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Our contingency plan includes, among others:

 

(i)·Procedures for the containment of oil and other harmful substances, as well as procedures to safeguard the safety of affected communities, the environment and the personnel involved in such containment actions.actions; and

 

(ii)·Strategies for responding to emergencies located outside of our facilities and mutual aid emergency plans, including actions developed with local environmental authorities, the local community and other organizations for containment and recovery of spilled product, and cleaning and recovery of affected areas, monitoring of the environmental effects and, if the spill or leak has an operational source, compensation for local communities and other affected persons.

 

Further, we are upgrading the skills of our fire brigade, ensuring the reliability of firefighting and emergency equipment and working on improving our performance during emergency drills.

 

In offshore operations, ourthe operator has the responsibility of designing and implementing plans and strategies aligned with international best practices that cover various emergency response scenarios.

 

Total Recordable Incident Rate – Employees and Contractors

Ecopetrol S.A. places an important emphasis on understanding, monitoring and controlling our impacts on workers and contractors.

Ecopetrol S.A. monitors a standard measure of occupational safety known as the Total Recordable Incidents Frequency Index (TRIF), which represents the number of employee or contractor injuries that require medical treatment or time off for every million hours worked.

TRIF has improved from 2.96 incidents per million hours worked in 2012 to 0.64 in 2017. In 2017, 60 recordable cases occurred, where 37% led to restricted work, 18% required medical treatment, and 45% led to disability. Additionally, we had a 40% reduction in occupational incidents compared to 2016 as a result of the sustained implementation of the HSE management system.

Graph 7 – Total Recordable Incident Rate – Employees and
Contractors (*) (**)

 

*Number of employee or contractor injuries requiring medical treatment or time off for every million hours worked.
**Includes data for Ecopetrol S.A. and the Vice-Presidency of Transport and Logistics, but does not include data for subsidiaries of Ecopetrol S.A.

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Frequency of process safety incidents

 

Our “Process Safety Management” (PSM) strategy is to: first, define high-risk processes; second, prioritize intervention in high-risk processes; and third, apply all PSM elements in the prioritized high-risk processes.

 

Loss of primary containment is the number of unplanned or uncontrolled releases of oil, gas or other hazardous materials.

 

We report Tier 1 process safety events per million hours worked, which are the losses of primary containment of greatest consequence causing harm to a member of the workforce, costly damage to equipment or exceeding defined quantities according to API-754. We reduced ourmaintained the same Tier 1 process safety indicator by 17%performance compared to 2016 (2017: 0.052017 (0.05 in both 2017 and 2016: 0.06)2018). The reporting thresholds for API-754 Tier 1 is an unplanned or uncontrolled release of any material, including non-toxic and non-flammable materials, from a process that results in one or more health, safety or environmental consequences set forth under those guidelines. In 2017,2018, there were 0.05 Tier 1 process safety incidents per million hours worked.

 

Frequency of Tier 1 process safety incidents per hours worked (per million hours worked):

 

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Graph 8 – Tier 1 Process Safety Incidents(*) (**)

 

 

 

*Tier 1 process safety incidents per million hours worked (API-754).
**Includes data for Ecopetrol S.A. and the Vice-Presidency of Transport and Logistics classified according to the criteria in API-754 Tier 1, but does not include figures for Ecopetrol S.A.’s subsidiaries.

 

Environmental Incidents

 

In 2017,2018, Ecopetrol S.A. recorded 1411 environmental incidents, compared with 14 in 2017 and 8 in 2016 and 11 in 2015.2016. The volume of oil spills was 730.26 barrels in 2018, an increase from 50.7 barrels in 2017 a decrease fromand 202 barrels in 2016 and 207 barrels in 2015.2016. The increasedecrease in the numbers of environmental incidents and decrease in oil spills was the result of improvement in the identification of critical equipment operating in highhigh- or very high riskhigh-risk conditions, and the implementation of asset integrity plans designed to mitigate those risk conditions. The increase in oil spilled was due mainly to the Lisama 158/La Fortuna incident as described below.

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Lisama 158/La Fortuna Incident

 

On March 2, 2018, a seepage of water and traces of crude oil occurred near the Lisama 158 well, located in the village of La Fortuna, in the Middle Magdalena Valley of Colombia. Ecopetrol activated its contingency plan to contain the spill. It is estimated that between March 12 and March 15, 550 barrels of crude, mixed with mud and rainwater, seeped into the streams of La Lizama and Caño Muerto. As of March 30, 2018, the Lisama 158 well was sealed and stopped flowing.  

Ecopetrol’s internal investigation concluded that there were four concurrent critical factors leading to the incident and that in the absence of any of them, the incident would not have occurred.

The four critical factors were the following:

i.A reservoir in natural overpressure conditions (4,850 PSI). During a well intervention in November 2017, a section of a working string fell to the bottom causing the rupture of the “blanking plug”, which served the purpose of preventing reservoir fluids from reaching the wellhead.
ii.The rupture or failure of the “blanking plug” produced a flow of unexpected fluids that required the injection of fluids at a pressure of 1,250 PSI, which in turn could have generated the loss of the mechanical integrity in the casing of 9 5/8” affected by wear.
iii.Presence of a natural system of geological faults in the area, which in addition to the other factors, allowed well fluids to migrate to the surface.
iv.Time of exposure of the upper formations to the over-pressure of the reservoir, which contributed to the emergence of fluids in a farm near the well, a mixture of water, mud, crude oil and gas.

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Corrective and mitigation actions implemented by Ecopetrol

With respect to the actions performed by Ecopetrol to address, mitigate other damages and manage the incident, in compliance of the obligations contained in Law 1523 of 2012, Presidential Decree 321 of 1999 and the contingency plan for the Lisama Well, Ecopetrol did the following:

i.Implementation of control and containment procedures to slow the spread of the spill and keep it contained.
ii.Activities to protect the life and health of the surrounding communities.
iii.Monitoring of the following resources: water, air and land.
iv.Activities to protect and preserve fauna and flora in the area of influence and.
v.Operational attention and verification of the causes which led to the incident.

In terms of attention to the incident, Ecopetrol coordinated actions and additional mitigation activities with several Colombian governmental authorities, including: the municipalities of Barrancabermeja, San Vicente de Chucurí and Puerto Wilches, the Department of Santander, the Environmental Regional Autonomous Authority of Santander, the Environmental Police of Barrancabermeja, the National Licensing Authority, the Colombian Red Cross, the Civil Defense, the Ministry Public, the Hydrocarbons National Authority, the Ministry of Environment and Sustainable Development, the Institute of Hydrology, Meteorology and Environmental Studies and, the Colombian Public Defender Office.

In addition, for the preparation and performance of the Environmental Recovery Plan (PRA) which Ecopetrol proposed and filed before the environmental authorities, Ecopetrol had the support of the Biological Resources Investigation Institute Alexander Von Humboldt (pursuant to which a contract was entered into between the aforementioned parties). Furthermore, to ensure the attention and management of wildlife actually and potentially affected by the incident, Ecopetrol had the support and advice of Cabildo Verde Sabana de Torres, a non-governmental agency.

On another hand, the government of Colombia, through the Ministry of Environment and Sustainable Development, requested an independent audit review from a group of environmental and humanitarian experts, composed by the Joint UNEP/OCHA Environment Unit (JEU) and the activation of the UNDAC mechanism of the United Nations Office for the Coordination of Humanitarian Affairs. The aforementioned experts delivered a report that included a set of conclusions and recommendations which were accepted and included by Ecopetrol within the guidelines of its Environmental Recovery Plan (PRA).

The following are the most important milestones which were carried out by Ecopetrol in the attention of the incident:

Since April 8, 2018, Ecopetrol intervened the Lisama Well with a snubbing unit (specialized unit which handles pressure), with the purpose to verify the integrity of the casing, the cement used for the casing and to seal off the area where the spill was occurring. These activities finalized successfully on May 8, of 2018, when the Lisama Well was finally plugged with a double seal of cement.

On May 27, 2018, after ensuring that the activities described above were successfully performed to control the spill, the 63 families (approximately 177 individuals) which were directly affected by the spill returned to their homes.

On June 2, 2018, the technical abandonment of the Lisama Well initiated, a process which ended on the July 11, 2018.

On October 19, 2018 and in compliance to Resolution 1767 of 2006, Ecopetrol filed before the ANLA the Environmental Recovery Plan (PRA), whereby a plan to perform several activities to ensure the recovery of affected natural resources (water, air and land) plus fauna and flora was prepared, including the following aspects:

Components of intervention:

1.Activities to recover the biotic environment.

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2.Activities to recover the abiotic environment.

3.Socio-economical activities.

4.Follow up activities.

Intervention strategies:

1.Water: Recovery of affected water bodies.

2.Land: Dismantling of the protection and defense mechanisms in place and reconfiguration and land suitability procedures on the site of the spill.

3.Flora: Following up and monitoring of regeneration regarding sapling and pole stage (brinzal y latizal) specimens; following up and monitoring of affected specimens; recovery of vegetation in place; recovery of the riparian vegetation of the gorge La Lizama and La Muerte canyon; incorporation of tree nurseries for the riparian vegetation recovery.

4.Fauna: Activities to manage wildlife specimens affected.

5.Social and Economical: Information and awareness campaigns.

6.Monitoring: Supervising and following up procedures of natural recovery.

Additionally, Ecopetrol has ordered an investigationbeen reporting the advances achieved of the Environmental Recovery Plan (PRA) to determineall competent authorities.

Investigations and legal claims

Investigations

As of the causedate of this report the following investigations are being conducted by environmental authorities and control agencies in respect of the incident:

·The National Environmental Licensing Authority opened an investigation for environmental damages alleging violation of, among others, the due implementation of the Contingency Plan. The investigation is currently in the evidentiary stage.

·The Attorney General’s Office (First Solicitor’s Office Delegate for Administrative Supervision) opened a disciplinary investigations against certain Ecopetrol’s employees for alleged disciplinary infringements related to the oil well abandonment process. The Company´s employees currently being investigated are:

(i) Felipe Bayón (CEO and former Chief Operating Officer)

(ii) Héctor Manosalva Rojas (former Vice-President of Development and Production)

(iii) Ricardo Ernesto Coral Lucero (former Vice-President of the Central Region)

(iv) Oscar Ferney Rincón (Development and Production Operations Manager of the De Mares region)

An initial suspension order against those Ecopetrol workers was at first issued and lifted in August 2018. Currently their investigations are in the probationary stage.

·The Prosecutor’s Office – National Human Rights Unit and International Human Rights has conducted a preliminary investigation against Ecopetrol and governmental employees for the alleged crime of environmental pollution due to the exploitation of mining or hydrocarbon deposits. Currently the investigation is in the pre-trial stage.

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Legal Claims

As of the date of this annual report:

·Seven writs of protection (injunctive actions) seeking the protection of fundamental rights have been ruled in favor of Ecopetrol.

·In addition, there are two additional actions that have been filed before the Administrative Court of Santander, related to the Lisama 158 incident:

-Approximately 600 people, members of the community and fishermen who live in the vicinity of where the incident took place, filed a class action in the amount of COP $614,503,232,689, seeking compensation for damages allegedly suffered as consequence of the incident.

-Senator Antonio Eresmid Sanguino filed a class action seeking protection of collective rights (no compensation or indemnification petitions), arguing that the incident led to the destruction of (i) people´s health and (ii) damages to the environment caused by the incident.

As of the date of this annual report, both complaints were properly answered and are currently awaiting the National Environmental Licenses Agency (ANLA) has opened an investigation into the incident and the Prosecutor’s Office and other control entities may also open investigations. Ascommencement of the date of this annual report, Ecopetrol has received third party claims in the form of seven constitutional actions for the protection of fundamental rights. Ecopetrol is not aware of any other third party claims in connection with this incident, and it cannot offer any assurance as to whether or not there will be third party actions in the future.evidentiary stage.

 

3.9.1.2           Cenit

While Cenit had previously followed Ecopetrol’s HSE guidelines, Cenit established its own HSE practice and set and defined its own HSE Key Performance Indicators (KPIs) and targets in respect of its non-operative facilities and offices. This resulted in significant cost reductions with no change in risk levels in 2015, 2016 and 2017. Local and field operations, however, are still conducted under Ecopetrol’s HSE model and guidelines.

 

Cenit established its own HSE Management System based on Decree 1072 of 2015 in 2017, and this will bewas implemented during 2018. Cenit is also leading the definition of standard HSE KPIs withkey process indicators (“KPIs”) for all of the midstream subsidiaries to be able to measure the transportation business as a whole and share the lessons learned and best practices within the industry. Cenit consolidated the 20172018 KPIs and agreed upon the goals for 20182019 for the transportation business to obtain the results for each subsidiary and for the entire group. Local and field operations are mainly conducted under Ecopetrol’s HSE model and guidelines.

 

3.9.1.3           Refinería de Cartagena Refinery

 

In 2017,2018, around 7,495,5316,779,729 man-hours were employed conducting Reficar’s business activities. Our HSE performance indicators for Total Recordable Cases (TRIF), Process Safety Incident (ISP) and Environmental Incident (EI) were well-withinwell within our established guidelines.expectations, but the indicator for Total Recordable Cases (TRIF) exceeded our established expectations (TRIF=1.2).

 

The following table covers Reficar´s Total Recordable Cases (TRIF)Reficar’s TRIF for 2015, 2016, 2017 and 2017,2018, which includesinclude Ecopetrol Operation and Maintenance (O&M), Reficar and subcontractors. The table presents statistics related to construction, pre-commissioning, start-up and operating activities. Reficar has not reported fatalities (accidents that caused deaths) during the period 2010-2017.2010 – 2018.

 

Table 39 – Performance Indicators

 

METRIC 2017  2016  2015(1)  2018  2017  2016 
Man-hours  7,495,531   10,351,896   32,944,698   6.779.729   7.495.531   10.351.896 
Recordable accidents  9   29   57   12   9   29 
Total recordable cases (TRIF)*  1.2   2.80   1.73   1,77   1,2   2,80 
Environmental Incidents (EI)  0   0   0   0   0   0 
Process Safety Incidents (ISP)*  0.13   0.19   0.03   0   0,13   0,19 

 

(1) In our annual report on Form 20-F for 2015, man hours and accidents corresponding to Reficar’s construction stage were reported. This report registers man hours and accidents of 2015 corresponding to the entire operation of the Refinery.
* In the second half of 2016, these risks were associated with the new stage of operation of the units while in 2015 they were associated with the construction, commissioning, precomissioning and start-up of the new refinery. For 2017, these risks were associated with normal operations.

*In the second half of 2016, these risks were associated with the new stage of operation of the units. For 2017 and 2018, these risks were associated with normal operations.

 

The results of other related performance indicators during 20172018 were:

 

(i)i.Lost Time Injury Incidents: 47 incidents, which include for 37 Ecopetrol O&M and 10 incident for Reficar and subcontractors.subcontractors;

 

(ii)Medical Treatment Injury: 3 incidents, which include 1 for Ecopetrol O&M, and 2 incidents for Reficar and subcontractors.

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(iii)ii.Medical Treatment Injury: zero incidents.

iii.Restricted Work Incidents: 25 incidents, which include 25 for Ecopetrol O&M, and 0 incidents for Reficar and subcontractors.subcontractors;

 

(iv)iv.Environmental Incidents: 0.zero; and

 

(v)v.Process Safety Incident: 1.Incidents: zero.

 

3.9.2       Human RightsCorporate Responsibility

 

Ecopetrol´s Secretary General, throughDuring 2018, Ecopetrol updated its corporate responsibility strategic guidelines. These updated guidelines were developed based on the following three pillars:

·Corporate Integrity: seeks for coherence between what we declare and what we and our workers practice, in such a way that trusting relationships are generated and maintained with our stakeholders.

·Business and Human Rights: Seeks for us to behave in accordance with current international standards, which call for respect for human rights in all our activities.

·Sustainable Development Goals and the 2030 Agenda: We frame our business activities and business actions in compliance with the sustainable development goals and targets, taking into account the Colombian Government’s international commitment to reach them by 2030. Of the 17 goals, Ecopetrol prioritized five, which we believe we can contribute to their achievement from a business know-how standpoint.

As in previous years, during 2018 the Corporate Responsibility unit, carries out an annual survey that evaluatesArea consulted the perceptions and expectations of our seven stakeholder perception taking into account generalgroups (shareholders and specific criteria relevant to corporate responsibility. For 2017, Ecopetrol decided to include a new section withininvestors; associates and partners; clients; contractors and its employees; employees and pensioners; community and local government; and national government) in respect of eleven attributes (i.e. compliance with made commitments, ethical and transparent behavior, responsibility with the survey to measure stakeholder perception in human rights. This section includes criteria such as: (i) freedom of association, (ii) equalitycommunity, the environment and non-discrimination, (iii) communicating how actual and potential human rights impacts are addressed, (iv) supply chain and human rights, (v) grievance mechanism or accountability mechanism, and (vi) human rights education and training. The information gathered through this process will be used by Ecopetrol to design an updated annual Human Rights, Plan.among others).

 

On average, 73% of respondents rated these attributes in the two highest options on the scale. This represents an improvement of 3% to the result obtained in 2017 (70%). Of particular note, are the improvements in results obtained in the community and local government and associates and partners stakeholder groups.

During 2018, following the United Nations Guiding Principles on Business and Human Rights, we conducted two Human Rights risk assessments for the activities we carry out in our Oriente and Orinoquía regions, which represent the largest part of our gross production. As a result of the evaluations, action plans were proposed, which will guide the incorporation of the results in the processes of each relevant company.

Additionally, in 2018 we applied the Corporate Social Responsibility self-diagnosis designed by UNICEF for children and adolescents. The recommendations we received from this self-diagnosis will also be incorporated into the processes of each relevant company.

3.9.3       Environmental Sustainability

 

3.9.3.1           Environmental Practices

 

Ecopetrol S.A.

 

During 2017,2018, the environmental management strategy of Ecopetrol included the following components:

 

(i)Environmental Viability: this strategy concentrates on obtaining environmental licenses and permits as well as adequate land management that ensures the sustainability of operations through timely prevention efforts and management of environmental impacts, constant and systematic relationships with stakeholders and participation in the sustainable development of the territories in which we operate.

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(ii)Climate Change: this strategy aims to decrease our carbon emissions and reduce the vulnerability of our operations and our facilities to the effects of climate change through the implementation of four strategic action lines:

 

a.Mitigation: reducing our carbon dioxide emissions and creating carbon offset alternatives;

 

b.Vulnerability and Adaptation: reducing the risks and impacts to our operations posed by climate variability and change;

 

c.Research and Technology: reducing our greenhouse gas emissions through action on research and development, process optimization, implementation of energy efficient strategies, carbon capture and sequestration and diversification into low carbonlow-carbon energy sources; and

 

d.Involvement in Policymaking: informing and influencing government policies on climate change.

 

(iii)Sustainable productive projects and biodiversity: this strategy has as its main objective the adequate management of biodiversity and ecosystem services, aiming to work for the welfare of communities. It has four major areas of work: (i) multifunctional landscape management, (ii) biodiversity conservation, (iii) non-oil income generation and (iv) transfer of technical capabilities for developing sustainable projects.

 

(iv)Eco-efficiency: this strategy aims to maximize our efficient use of resources and mitigate our environmental impacts. Through this strategy, which extends to our supply chain, we seek to utilize energy, materials and, in general, all natural resources as efficiently as we can, thereby reducing the environmental impacts from our operations and projects and minimizing emissions, effluents and waste disposal from our operations and projects while taking into account our production benchmarks.

 

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(v)Integrated Management of Water Resources: thisIn 2018 Ecopetrol updated its water management strategy aims to ensure compliance withfocus on the following areas: (i) operational efficiency in water resources lawsmanagement; (ii) sustainability and reduce conflicts over water usesecurity in the areas near our projectsenvironment; and operations. Our core focus areas under this(iii) water planning and governance. This strategy areis aligned with the objectives defined by the 2010 National Water Resources Policy, for the Management of Water Resources in Colombia which focuses on water supply, demand, quality, risk governance2018-2022 National Development Plan, the Green Growth Mission and institutional strengthening.the UN 2030 Sustainable Development Goals.

 

In 2017,2018, Ecopetrol reported its performance related to environmental management in its Sustainability Management Report to relevant institutions focused in promoting sustainable issues, such as the environmental benchmarking of ARPEL.Asociación Regional de Empresas del Sector Petróleo, Gas y Biocombustibles en Latinoamérica y el Caribe (ARPEL).

 

Ecopetrol is committed to improving the quality of the fuels it supplies in order to contribute to a better air quality for Colombians and comply with fuel quality regulations. Taking advantage of being an integrated company, after April 2018, we reduced the sulfur content in our diesel B2 (98% fossil and 2% biodiesel) to under 25 ppm. In particular, in December 2018, the diesel that we distributed in Colombia had an average of 16 ppm of sulfur and the gasoline we distributed had an average of 108 ppm of sulfur, values that are lower than the current local regulations of 50 ppm in diesel and 300 ppm in gasoline.

In compliance with Ecopetrol's Climate Change Strategy, since 2010, we have developed greenhouse gas reduction projects in various of our operating areas. As a result, in 2018, we achieved a reduction of about 1.2 million tons of CO2e, through the implementation of projects in energy efficiency and reducing gas flaring, among others. 

3.9.4       Energy Initiatives

 

Refining

Ecopetrol’s refining companies haveEcopetrol has been undertaking significant efforts to make efficient and rational use of energy resources in its production processes and to reduce energy consumption, and costs and carbon dioxide emissions. We focus on efficiency, reliability, and optimization and energy diversification.

Refining

During 2017,2018, the Barrancabermeja refinery’s average monthly energy consumption was 66 GWhm (gigawatts per hour per month), provided through self-generation. The Cartagena Refinery’s average monthly energy consumption was 61,782 MWhm (megawatts67 GWhm (gigawatts per hour per month) equivalents,, 100% was provided through self-generation. Reficar’s average monthly energy consumption was 67,451 MWhm (megawatts per hour per month) equivalents, 99.94% was provided through self-generation and the remaining 0.06% with non-regulated energy purchased from the National Transmission System.

 

Production

 

Further, during 2017,2018, Ecopetrol S.A.’s production sectorsegment had an average monthly energy consumption of 381399 GWhm (gigawatts per hour per month) for its direct operation, from which 70.8%68% was provided through self-generation and the remaining 29.2%32% with non-regulated energy purchased from the National Transmission System.

 

The cost of power transmission and the cost of operation and maintenance for the self-generation centers of the Rubiales field were reduced through the renegotiation of the contracts.

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We also began the construction of our first solar complex that will allow us to supply part of the energy required by the Castilla field, becoming the largest self-generation park with non-conventional renewable sources in Colombia.

Transport

The cost of power transmission for Oleoducto de los Llanos (ODL) was reduced due to the optimization of its take or pay contract.

3.10        Related Party and Intercompany Transactions

 

Set forth below is a description of material related partyrelated-party transactions. For additional information about transactions with related parties, see Note 3129 to our consolidated financial statements.

 

Ocensa

 

Ecopetrol S.A. has entered into a number of agreements with its 72.65%-owned subsidiary, Ocensa, of which the following are the most significant:

 

·In March 1995, Ecopetrol S.A. entered into an agreement for the transportation of crude oil through the Ocensa pipeline. Pursuant to the terms of this agreement, Ecopetrol S.A. was required to make monthly payments that varied, depending on both the volume of crude oil transported through the pipeline and a tariff imposed by Ocensa on the basis of Ocensa’s financial projections and their expected volumes of crude oil. On January 17, 2013, this agreement was amended as a result of Ocensa’s new business model. Among other changes, this amendment to the transportation agreement establishes the payment of the tariff, calculated according to Resolutions issued in 2010 by the Ministry of Mines and Energy. In 2013, another amendment was executed that modified the terms by which the payments of invoices should be made. In 2015 Ecopetrol received a temporary release of capacity from Vitol of 24,000 barrels per day for segment I and II and 14,000 barrels per day for segment III. In 2017, payments made by Ecopetrol S.A. under this agreement amounted to US$968.2 million.

On July 29, 2014, after Ocensa implemented and carried out an open process to receive offers to enter into transportation agreements for an extended capacity of approximately 135,000 barrels per day in Ocensa’s pipeline (the “P135 Project”), Ocensa accepted the proposal made by Ecopetrol S.A. to enter into a ship-or-pay transportation agreement for 70,000 barrels per day of crude.

On November 20, 2014, after a total and definitive assignment agreement that was notified to Ocensa on December 15, 2016, Ecopetrol became the successor of Hocol, of a ship-or-pay transportation agreement for 17,500 barrels per day, thus increasing Ecopetrol’s contracted capacity in the P135 Project to 87,500 barrels per day.

On July 1, 2017, with the consent of Ecopetrol and Ocensa, and as contemplated in the Act of Commencement of Operations issued by the Ministry of Mines and Energy (Resolution 31344 dated April 27, 2017), Ocensa started supplying increased capacity in the P135 Project.

On July 17, 2018, Ecopetrol and Ocensa entered into an amendment to the P135 ship-or-pay transportation agreements mentioned above (consisting of a capacity of 87,500 barrels of crude per day) in order to adjust the standard tariff and monetary conditions. This followed Ocensa having entered into a settlement agreement as approved by an arbitration panel with Frontera Energy Colombia and executed on May 15, 2018 pursuant to which the transportation tariff and monetary conditions in Ocensa's ship-or-pay transportation agreement with Frontera Energy Colombia in respect of the P135 Project were adjusted. Therefore, in application of regulatory principles, Ocensa offered similar terms to the remaining shippers of the P135 Project, including Ecopetrol, and executed (i) settlement agreements with those who accepted Ocensa's offer and (ii) the corresponding amendments to the transportation agreements.

In 2018, payments made by Ecopetrol S.A. under these two agreements amounted to US$1.049 million.

 

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·On July 10, 2012, Ecopetrol entered into a ship or payship-or-pay agreement for the unloading of up to 8 thousand barrels per day of crude oil barrels at Ocensa’s unloading facilities. This agreement was later amended on March 12, 2013 and on July 19, 2013. The fees correspond to a cost of US$1.50 per barrel of crude oil that is unloaded. The agreement has a term of five years. On April 11, 2014 Ecopetrol entered into an additional ship or payship-or-pay agreement for the operation of Ocensa’s unloading facilities by means of which Ecopetrol has the right to unload an additional volume of up to 2,000 barrels per day. The additional agreement has a five yearfive-year term. On 2015, as a result of certain modifications made by Ocensa to the unloading facilities that make it possible to receive crude with lower API gravity, the parties signed an addendum to the agreement whereby crude of 18 API can be unloaded by Ecopetrol at Ocensa’s facilities. On March 2016 Ocensa temporarily modified the fee for unloading operations based on the stretch market conditions to US$0.50.0.50 per barrel of crude oil that is unloaded. By virtue of these agreements, Ecopetrol S.A. paid fees of US$2.39 million to Ocensa in 2017. On December 2017 the parties agreed to extend the term of the agreements for one year until April 2019. In 2018 Ocensa added an additional discount of US$0.45 per barrel of crude oil that is unloaded. In 2018, payments made by Ecopetrol S.A. under these agreements amounted to US$3.54 million.

 

·On October 28, 2013, Ecopetrol entered into a natural gas supply contract in force until November 30, 2018, pursuant to which Ecopetrol S.A. supplies gas to Ocensa and receives a fixed price per MBTU (million British Thermal Units). This agreement replaced the contract for natural gas supply in Cusiana entered into onin December of 2004, under which Ocensa paid a variable rate to Ecopetrol. In 2017,2018, Ecopetrol S.A. received an aggregate sum of US$5.125.25 million under the contract.

 

Ocensa has entered into the following agreements, among others, with some of our other subsidiaries:

 

·In March 1995, Equion and Santiago Oil Company entered into agreements for the transportation of crude oil through the Oleoducto Central S.A. (Ocensa) pipeline. In November 2012, Equion and Santiago Oil Company transferred, by means of various transactions, its shares (24.8%) and transportation rights (19.8%) holdings in the Ocensa pipeline to wholly owned subsidiaries of Ecopetrol S.A. (51%) and Talisman (49%). Equion and Santiago Oil Company kept 5% of transportation rights in Ocensa. In 2014, the transportation fees billed by Ocensa were: Equion (US$44.4 million), Santiago Oil Company (US$3.8 million) and Hocol (US$30.8 million). On January 17, 2013, this agreement was amended as a result of Ocensa’s new business model. Among other changes, the amendment to the transportation agreement establishes that tariff payments are to be calculated according to resolutions issued by the Ministry of Mines and Energy. On May 23, 2013, another amendment was executed that modified the terms by which the payments of invoices should be made. In 2017,2018, Equion paid Ocensa US$5.22 million and Santiago Oil Company US$0.7740.025 million, in each case for transportation fees. Hocol paid Ocensa, as assignee of transportation rights from original shippers, US$0.012 10.8 million in 2017.2018.

 

·On July 9, 2012, Ocensa and ODL entered into a strategic alliance for the dilution of crude oil in the Cusiana station. The term of this contract is of five years. Once the initial term of the agreement ends, Ocensa has a purchase option over the assets that perform the dilution process. In 2015, the parties signed two addenda to the agreement in order to include additional construction work to be conducted by ODL and supervised by Ocensa for an agreed fee. In 2018 the parties agreed to extend the agreement for six months in order to negotiate the general terms and conditions for the following years. ODL paid Ocensa US$2.34.1 million under this contract in 2017.2018.

 

Oleoducto de Colombia S.A. (ODC)

 

Ecopetrol S.A. entered into the following agreements with its 73%-owned subsidiary, ODC:

 

·In July 1992, a take-and-payship-and-pay agreement was signed for the transportation of hydrocarbons. Pursuant to this agreement, Ecopetrol S.A. must pay a previously agreed tariff for the volume of hydrocarbons transported. The duration of this agreement is indefinite; however, the contract will remain in force as long as Ecopetrol S.A. holds shares in Oleoducto de Colombia S.A., whether directly, or through an affiliate. As of January 2013, the parties agreed that the applicable tariff would be the one set by the Ministry of Mines and Energy (the “MME Tariff”). The MME Tariff had been set in 2011 for a four-year term, with a yearly adjustment based on the consumer price index. In 2017,2018, payments made by Ecopetrol S.A. under this agreement amounted to US$83.780 million.

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·In August 1992, an operation and maintenance agreement was signed for the Vasconia and Coveñas terminals both property of ODC. The duration of this agreement is indefinite, but can be terminated by any party upon six months’ notice. The initial contract included services rendered by Ecopetrol directly or by third-party contractors hired by Ecopetrol through mandate;mandate, with a variable surcharge over expenses and third-party contracts between 5% and 12% plus any applicable taxes. In 2014, an amendment to the agreement was signed, adjusting the monthly fixed rate to include expenses of services rendered directly by Ecopetrol, plus an additional 10% fee, and to eliminate the administrative surcharge. The contract also includes a variable sum related to contracts and purchases made by Ecopetrol through mandate. In March 2015, the monthly rate was adjusted for both Vasconia and Coveñas Stations. In March 2016, an amendment to the agreement was signed, adjusting the agreement’s scope to include the pipeline’s maintenance and adjusting the monthly fixed rate. In December 2017, an amendment to the agreement was signed, adjusting the agreement’s scope according to the change of the maintenance model of the midstream segment. In March 2018, the parties amended the agreement in order to narrow the scope to the purchase and contracting management, and adjust the monthly rate. Pursuant to the terms of this agreement, ODC paid approximately US$25.95.8 million in 2017.2018

 

·In March 1998, a joint operation agreement was signed for the TLU-1 Coveñas buoy. The duration of this agreement is indefinite and can be terminated by mutual agreement. In December 2013, Ecopetrol S.A. assigned its rights under this agreement to Cenit, though Ecopetrol S.A. kept its role as operator under the agreement. Pursuant to the terms of this agreement, ODC paid Ecopetrol S.A. approximately US$12.67 million in 2017.2018.

 

·In September 1999, a joint operation agreement was signed for the TLU-3 Coveñas buoy between Ocensa, ODC and Ecopetrol. Pursuant to the terms of this agreement, ODC paid approximately US$3.72.7 million in 2017.2018. The duration of this agreement is indefinite. In December 2013, Ecopetrol S.A. assigned its rights under this agreement to Cenit, though Ecopetrol S.A. kept its role as operator under the agreement.

 

·In July 2006, an operation and maintenance agreement was signed for the Caucasia station and the Vasconia-Coveñas pipeline system. The duration of this agreement is indefinite. Since 2010, this agreement only covers the operation of the Caucasia station and the Vasconia-Coveñas pipeline system, both property of ODC. The initial contract included services rendered by Ecopetrol directly or by third partythird-party contractors hired by Ecopetrol through mandate; with a variable surcharge over expenses and third partythird-party contracts between 5% and 12% plus any applicable taxes. In 2014, an amendment to the agreement was signed, adjusting the monthly fixed rate to include expenses of services rendered directly by Ecopetrol, plus an additional 10% fee, and to eliminate the administrative surcharge. The contract also includes a variable sum related to contracts and purchases hired by Ecopetrol through mandate. In 2015, an addendum was signed which adjusted the fixed rate. In March 2016, an amendment to the agreement was signed, adjusting the agreement’s scope to include the station’s maintenance and adjusting the monthly fixed rate. In December 2017, an amendment to the agreement was signed, adjusting the agreement’s scope according to the change of the maintenance model of the midstream segment. In 2017, ODC paid Ecopetrol US$10.7 million under this agreement.2018, the agreement was terminated and the scope of services was incorporated into the parties’ Operation and Technical Supervision Agreement in respect of the Vasconia and Coveñas fields.

 

ODC has entered into the following agreements with some of our other subsidiaries:

 

·Between March 1992 and January 1993, Hocol, Equion and Santiago Oil Company each entered into agreements with ODC for the transportation of crude oil through the Vasconia-Coveñas pipeline. The term of each of these agreements is indefinite. As of January 2013, the applicable tariff is the one set by the Ministry of Mines and Energy. In 2017,2018, the transportation fees billed by ODC were: Equion (US$7.42.5 million), Santiago Oil Company (US$0.40.0001 million) and Hocol (US$0.580.17 million).

 

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Oleoducto de los Llanos Orientales (ODL)

 

Ecopetrol S.A. has entered into the following agreements, among others, with its 65%-owned subsidiary, ODL:

 

·In March 2009, Ecopetrol S.A. entered into a ship-or-pay agreement with ODL that establishes a financing tariff used to pay ODL’s indebtedness to Grupo Aval for five years. This agreement was superseded by a new contract executed in May 2010, with a seven-year term, to reflect new conditions agreed with Grupo Aval. In August 2013, this contract was amended, providing a new term of seven years, including a two-year grace periods,period, and an interest rate of DTF + 2.5%. This financing tariff is collected through a trust fund, which in turn is responsible for making the debt service payments to Grupo Aval. Under this agreement, ODL has committed to transport 75,000 bpd during the initial two-year grace period of the facility and 90,000 bpd during the remaining years, including the new term. Ecopetrol S.A. is responsible for 65% of this capacity. Payments by Ecopetrol S.A. under this contract were COP$10796.9 billion in 2017.2018.

 

·In September 2009, Ecopetrol S.A. entered into a second ship-or-pay agreement with ODL that establishes a financing tariff collected through a trust fund that in turn is responsible for making debt service payments to security holders. Under this agreement, ODL committed to transport 19,500 bpd during the first phase of the ODL project (which began in September 2009 and ended in the first quarter of 2010) and 39,000 bpd upon commencement of the second phase of the ODL project which occurred in the first quarter of 2010 and was completed in the third quarter of 2016, the termination date of the agreement.

 

·In December 2009, Ecopetrol S.A. entered into a service agreement with ODL to transport crude oil. This agreement was replaced in January 2014 by a new agreement that expires in December 2020. This is a “ship or pay”ship-or-pay agreement covering 167,000 bpd for 2014, 149,000 bpd for 2015 and 139,000 bpd until 2020. In January 2017, this agreement was amended in order to maintain the economic and commercial balance for the parties, based on changes to the standard condition of the system (to transport crude oil with a 690 cStk viscosity), reducing the “ship or pay”“ship-or-pay” capacity from 139,000 bpd to 129.139 bpd until 2020. Payments by Ecopetrol S.A. under this contract were COP$575.5627.4 billion in 2017.2018.

 

·In March 2010, Ecopetrol S.A. entered into a pipeline operating and maintenance agreement with ODL. This agreement had an original five-year term and was amended in 2015 to extend the term another 10ten years, adjusting certain conditions. In January 2017, this agreement was partially assigned by Ecopetrol to Cenit, due to matters related to the management of plants and pipeline assets. In August 2017, the maintenance obligations were partially assigned by Ecopetrol to a third party. In October 2017 an amendment,and February 2018, the name of the contract, some technical definitions in the name of and the annexes of the contract were updated and certain Ecopetrol´sEcopetrol’s obligations were removed, in line with the partial assignment.assignment, Pursuant to the terms of this agreement, ODL paid to Ecopetrol S.A. COP$6.96.17 billion, andplus applicable taxes, in 2018. In addition, pursuant to the partial assignment ODL paid to Cenit COP$1.11.18 billion, plus applicable taxes, in 2017.2018.

 

·In June 2013, Ecopetrol S.A. entered into a five-year service agreement with ODL to dilute, in the facilities of the Cusiana field, crude oil transported in the Rubiales – Monterrey/Cusiana pipeline, with a committed capacity of 182,000 bpd. In January 2014, this agreement was amended to include an oil transfer service that has a “take or pay”take-or-pay volume of 15,000 bpd, and the term was renewed for a new five-year period. In November 2017, this agreement was amended to reflect new commercial conditions related to fees. Pursuant to the terms of this agreement, Ecopetrol paid to ODL COP$33.227.8 billion in 2017.2018.

 

·In August 1, 2015, ODL entered into an indefinite management agreement with Oleoducto Bicentenario by means of which ODL receives legal representation and provides management services to Oleoducto Bicentenario. In August 1, 2017, the agreement was amended in order to change the way ODL is remunerated by this service, improving the structure of the agreement. Pursuant to the terms of this agreement, Bicentenario paid to ODL COP$98.2 billion plus applicable taxes in 2017.2018.

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Oleoducto Bicentenario de Colombia S.A.S.

 

Ecopetrol S.A. has entered into the following agreements, among others, with its 55.97% owned subsidiary, Oleoducto Bicentenario:

 

·In June 2012, Ecopetrol S.A. entered into ship-or-pay and ship-and-pay agreements with Oleoducto Bicentenario for the transportation of crude oil from Araguaney to Banadía that establishestablished a price which requires the payment of Oleoducto Bicentenario’s indebtedness to local banks for 12 years. This tariff is collected through a trust; the trust is also responsible for making the debt service payments to the banks. The duration of the ship-or-pay agreement is the earlier of 12 years or when the credit has been entirely paid, and the duration of the ship-and-pay agreement is 20 years after the ship-or-pay terminates. Under these agreements, Oleoducto Bicentenario has committed to transport at least 110,000 bpd, of which the 55% of the agreement volume is provided directly by Ecopetrol S.A. and 0.97% indirectly by Hocol. In March 2014, the parties signed an amendment to these agreements under which Oleoducto Bicentenario acknowledges having received an advance tariff payment which can be amortized through volumes of crude transported in excess of 110,000 bpd. In April 2015, these agreements were amended to modify certain definitions to reflect new terms from the negotiation of the debt, which included a modification of participant banks and a reduction of the interest rate. In March 2017, the parties signed an amendment to these agreementsin in order to include the terms and conditions of the “contingent service” that involves the transportation of crude oil from Banadía to Araguaney when this service is required, and includes a “ship or pay”ship-or-pay commitment of 270.000270,000 bpd when the contingent service is needed. In addition, this amendment includes an equivalent credit note of one and a half daydays of service into the original ship-or-pay agreement for the transportation of crude oil from Araguaney to Banadía. Hocol has signed an amendment to the transportation agreement from Araguaney to Banadía, in order to receive the related credit note in case that the availability of the service in that direction is suspended in order to enable the contingent service (Banadía-Araguaney). In September 2017 the agreement was amended to specify that the “contingent capacity” could be over 180.000 barrels per any “contingent service” operation and to extend the term until July 30, 2018. In July 2018, the agreement was amended to extend the term to provide the “contingent service” until March 23, 2019. In September 2018, this agreement was assigned by Hocol to Ecopetrol. In November 2018, the agreement was amended to remove the restriction on the number of 2018contingent services during 2018. Pursuant to the terms of these agreements, in 20172018 Ecopetrol and Hocol paid to Bicentenario S.A. COP$613.1 million.785.4 billion.

 

·In June 2012, Ecopetrol S.A. and Hocol entered into storage or pay and storage and pay agreements with Oleoducto Bicentenario. Under these agreements, Oleoducto Bicentenario is committed to receive, store, preserve and deliver our crude oil. The storage or pay agreement will terminate when Oleoducto Bicentenario’s indebtedness to local banks has been entirely paid, and the duration of the storage and pay agreement is 20 years after the storage or pay agreement terminates. In April 2015, this contract was amended to modify certain definitions to reflect new terms from the negotiation of the debt, which included a modification of participant banks and a reduction of the interest rate. In September 2018, this agreement was assigned by Hocol to Ecopetrol. Pursuant to the terms of this agreement, in 2017 Ecopetrol and Hocol paid to Bicentenario COP$24.8 billion, plus applicable taxes.taxes, in 2018.

 

·In August 2012, Ecopetrol S.A. entered into an Operation and Maintenance agreement for the Araguaney – Banadia pipeline system. The duration of this agreement is 15 years. This agreement was partially assigned in January 2017 by Ecopetrol to Cenit due to matters related to the management of plants and pipeline assets. In July 2018 Oleoducto Bicentenario and Cenit signed a settlement agreement to recognize costs related to this contract. Pursuant to the terms of those agreements, Bicentenario paid to Cenit COP$1.47 billion, plus applicable taxes, in 2018.

·In November 2017, the maintenance obligations of the transportation system were partially assigned to Cenit S.A.S. Finally, inDuring December 2017 the agreement was modified to exclude from its scope the Araguaney and Banadía StationsStations’ maintenance. In November 2018 the pipeline maintenance obligations were extended until April 2019. Pursuant to the terms of this agreement, Bicentenario paid to Ecopetrol S.A. received COP$11.78.33 billion, plus applicable taxes, in 2017.2018.

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Ecodiesel

 

·Ecopetrol S.A. entered into a supply agreement with Ecodiesel Colombia S.A. (“Ecodiesel”), a company in which Ecopetrol S.A. has a 50% equity interest. This agreement has been operative since August 1, 2010. Pursuant to the terms of this agreement, Ecodiesel must deliver to Ecopetrol S.A. and Ecopetrol S.A. must in turn purchase 48,100 barrels of Ecodiesel’s biodiesel production each month. Payments vary depending on the purchased volumes and the prices of biodiesel. This agreement was renewed on January 25, 2018 and expires on January 31, 2021. In 2021,2018, a total of COP$258266 billion was paid under this contract.

 

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Savia Peru S.A.

 

·On February 19, 2016, Ecopetrol S.A., as lender and shareholder of 50%, and Savia Perú, as borrower, entered into a five-year loan agreement for an aggregate principal amount not to exceed US$70 million. The proceeds of the facility will be used to (i) repay short term loans and (ii) pay shortfalls related to final judgments (in case they materialize). The loan agreement accrues interest at an annual rate of 4.99%, which can be adjusted on an annual basis, with semi-annual interest payments and principal payments beginning on the 21st month following the disbursement date. Total disbursement was US$56.557 million through the disbursement period ended on December 31, 2017. As of April 2018,2019, the outstanding balance of the obligation with Ecopetrol is US$49.435 million under the loan agreement. Korea National Oil Corporation (KNOC), as shareholder of the other 50% of Savia Perú, signed a facility under the same terms and conditions as described above.

 

Transactions with Other State-Controlled Entities

 

Other than the agreements that we have entered into with the ANH, in the ordinary course of business we enter into transactions with other state-owned entities that include but are not limited to the following:

 

·Selling and purchasing goods, including crude oil purchases of ANH royalties (see below);

 

·Properties and other assets;

 

·Rendering and receiving services;

 

·Leasing assets;

 

·Depositing and borrowing money; and

 

·Using public utilities.

 

For the years ended December 31, 2018, 2017 2016 and 2015,2016, we purchased the following volumes of crude oil from the ANH (National Hydrocarbon Agency) corresponding to royalties paid in kind by oil producers in Colombia: 37.6 million barrels, 40.3 million barrels 42.9 million barrels and 45.642.9 million barrels, respectively. See the sectionBusiness Overview—Applicable Laws and Regulations—Regulation of Exploration and Production Activities—Business Regulation—Royalties for a description of the current royalty scheme.

 

3.11         Insurance

 

We have a clear and defined corporate policy based on risk financing guidelines that summarizes the Company’s risk transfer and retention alternatives and provides support and guidance for all the insurance-related issues of all of our affiliated and subsidiary companies.

 

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There are three corporate insurance programs covering Ecopetrol S.A. and its subsidiaries. In the text and tables below, we set forth our insurance programs and the companies covered, along with limits and coverage details.

Group 1- Downstream Program:This insurance program provides coverage for downstream (assets and operations) of Ecopetrol S.A. and all of its subsidiaries in excess of their local insurance programs, when applicable. Coverage includes all physical damage and sabotage and terrorism, which were designed to cover downstream operations.

 

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Table 40 – Group 1 Downstream Program

 

 Limit (eel/agg*)  Deductible  Ecopetrol         

Limit (eel/agg)(1)

 Deductible Ecopetrol      
 Onshore Off shore  On shore  Off shore  Downstream  Reficar  Propilco  Bioenergy  Onshore  Off shore On shore  Off shore Downstream Reficar Bioenergy Esenttia
 (figures in USD in millions)           (figures in USD millions)
Policies                                         
Property all risk  2,744   0   5   N/A   X   X   X   X   3.50  N/A  5  N/A X X X X
Sabotage and terrorism  600   0   0.5   N/A   X   X   X   X   600  N/A  0.5  N/A X X X X

 

(*)(1)Eel: each and every loss. Agg: AggregateAggregate.

Group 2 – Upstream Program:This program provides coverage for upstream (assets and operations) of Ecopetrol’s interests and all of its upstream subsidiaries. Coverage includes all physical damage, sabotage and terrorism and control of wells.

 

Table 41 – Group 2 Upstream Program

 

 Limit (eel/agg*)  Deductible  Ecopetrol                
 Onshore  Offshore  Onshore  Offshore  Upstream  Equion  Hocol  América  Brazil  ODL  Cenit  ECA 
      (figures in USD in millions)                 

Limit (eel/agg)*(1)

 Deductible  Ecopetrol     Santiago ECP       ECP
Costa
Policies                                                 Onshore Offshore  Onshore  Offshore  Upstream Equion Hocol Oil America Brazil ODL Cenit Afuera
(figures in USD millions)
Property all risk  400**  400**  0.25   0.5   X   X   X   NA   NA   NA   NA   X  400(2)      

0.25 for assets over 5 million;

0.05 for assets under 5 million

   0.5  X X X X N/A N/A N/A N/A X
Sabotage and terrorism  55   0   0.5   N/A   X   X   X   NA   NA   NA   X   X  55  0   0.5   N/A  X X X X N/A N/A N/A N/A X
Control of Wells  250/50***  400   0.25 - 0.5****  6   X   X   X   X   X   NA   NA   X  250 / 100(3)  800/ 162.5 / 135   0.25   5/6 X X X N/A X X N/A N/A X

 

(*) Eel: each and every loss. Agg: Aggregate

(**) USD250M but USD400M Maximum Loss limit and in the aggregate in respect of earthquakes.

(***) Drilling USD250M / Production USD50M

(****) 0.25, except for Drilling/Workover wells for which the deductible is 0.5.

(1)Eel: each and every loss. Agg: Aggregate.

 

(2)US$250 million Property All Risk but US$400 million Maximum Loss limit and in the aggregate in respect of earthquakes.

(3)Drilling: US$250 million; Production: US$100 million for wells with a depth of 10.001 or more feet, US$75 million for wells with a depth between 5.001 and 10.000 feet, and US$50 million for wells with a depth between 0 and 5.000 feet.

Group 3 – Transversal Program:This program provides coverage for downstream, upstream and midstream operations of Ecopetrol and its subsidiaries and all of its subsidiaries in excess of their local insurance programs. Coverage includes general liability, directors and officers, cargo, crime and charterers’ liability.

 

Table 42 – Group 3 Transversal Program

 

 Limit
(eel/agg*)
        Deductible  Ecopetrol        Ecopetrol                   
 Onshore  Offshore  Onshore  Offshore  Downstream  Reficar  Propilco  Upstream  Equion  Hocol  América  Brazil  ODL  Cenit 
 (figures in USD in millions)  

Limit (eel/agg)(1)

                          
Policies                                                         

Limit
(eel/agg)(1)

 Deductible Ecopetrol Reficar Esenttia Bioenergy Equion Hocol Santiago
Oil
 ECP
America
 Brazil Cenit Ocensa ODL OBC ODC
 (figures in USD millions)
Third Party Liability  500   500   1   1   X   X   X   X   X   X   X   X   X   X  500 1 X X X X X X X X X X X X X X
Crime  75/150  Various   Various   X   X   X   X   X   X   NA   NA   NA   X   X  75/150 Various X X X X X X X X X N/A N/A N/A N/A N/A
Directors& Officers  250   Various   Various   X   X   X   X   X   X   X   X   NA   X   X 
Directors & Officers 170 Various X X X X X X X X X X X X X X
Cargo  120   3% dispatch   NA   X   X   NA   X   NA   X   NA   NA   NA   NA   NA  120 3% dispatch X X N/A N/A N/A X N/A N/A N/A N/A N/A N/A N/A N/A
Charterers  750   0.02       NA   NA   NA   X   NA   NA   NA   NA   NA   NA   NA  750 0.02 X X N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A

 

(*) Eel: each and every loss. Agg: Aggregate

(1)Eel: each and every loss. Agg: Aggregate.

 

Our third-party liability insurance policies cover Ecopetrol S.A., our subsidiaries and affiliates in excess of local underlying policy limits for claims made against them by third parties. Our commercial general liability coverage will pay on behalf of or indemnify amounts for which an insured becomes legally obligated to pay, including damages in respect of bodily injury, property, pollution and product liability. Coverage of bodily injury and property damage is subject to coverage territory during the policy period.

 

 6367 

 

 

Until last year, this Group included coverages for midstream (assets and operations). However, since second semester 2017 Ecopetrol’s midstream subsidiaries (Cenit, Ocensa, ODL, Bicentenario and ODC) startedhave an independent program looking for the optimization of coverages for the Oil Transportation.its oil transportation companies (including crime and directors & officers policies).

 

Table 43 –Midstream– Midstream Program

 

 Limit (eel/agg*)  Deductible             

Limit (eel/agg)(1)

  Deductible           
 Onshore  Offshore  Onshore  Offshore  Cenit  Ocensa  ODL  OBC  ODC  Onshore  Offshore  Onshore  Offshore  Cenit Ocensa ODL OBC ODC
 (figures in USD in millions)  (figures in millions of USD)
Policies                                                     
Property all risk *  200   200   0.2   0.5   X   X   X   X   X 
Property all risk  200(2)  200(2)  0.25   0.5  X X X X X
Sabotage and terrorism  50   50   0.1   0.1   X   X   X   X   X   70   20(3)  0.075   0.5  X X X X X
Third Party Liability  100   100   0.25   0.25   X   X   X   X   X   100   100   0.35(4)  0.35(4) X X X X X

(1)Eel: each and every loss. Agg: Aggregate.
(2)US$200 million each company and an aggregated excess shared limit of US$500 million.
(3)Included in property all risk policy.
(4)US$0.35 million for pollution and US$0.09 million other events.

 

*Each company has its own limitThe corporate insurance programs detailed above are subject to particular conditions, limits, sub-limits, deductibles, guarantees and exclusions applying for each line of 200Minsurance and an aggregated excess shared limiteach coverage. For purposes of 500mthis annual report, only the main limits and deductibles were mentioned in each group.

 

With respect to offshore operations in the U.S. Gulf Coast, Ecopetrol America Inc. is party to Operating Agreements, or OAS,OAs, that include customary conditions and which contain similar terms and provisions to those in the Model Form of Offshore Deepwater Operating Agreement of the American Association of Professional Landmen. In general, pursuant to these OAs, the obligations, duties, and liabilities of the contract parties are several, and not joint or collective, for all operations covered by the OAs.

 

Ecopetrol S.A. has a contract with two local insurance companies for domestic operations. The local policies relate to transit, accidents, mandatory policies, liability mandatory policies, and personal accidents policies, among others. Additional policies are requested from the insurers as they are needed.

 

3.12        Human Resources/Labor Relations

 

3.12.1     Employees

 

As of December 31, 2017,2018, the Ecopetrol Corporate Group had 11,68212,228 employees, an increase of 7.0%4.3% from 2016.2017. Most of our employees are located in Colombia. The table below presents the breakdown of Ecopetrol employees according to the business segments where they work, and the personnel of our subsidiaries for the years ended December 31, 2018, 2017 2016 and 2015.2016.

 

Table 44 – Corporate Group’s Employees

 

 As of December 31,  As of December 31, 
 2017  2016  2015(1)  2018  2017  2016 
 (number of employees)  (number of employees) 
Ecopetrol S.A.                        
Exploration and Production                        
Exploration  197   225   218   215   197   225 
Production  2,141   2,095   1,880   2,258   2,141   2,095 
Others  639   452   457   758   639   452 
Total Exploration and Production  2,977   2,772   2,555   3,231   2,977   2,772 
Downstream                        
Refining  2,669   2,685   2,700   2,696   2,669   2,685 
Marketing  132   133   136   136   132   133 
Others  67   72   6   74   67   72 
Total Downstream  2,868   2,890   2,842   2,906   2,868   2,890 
Transport  817   949   1,158   798   817   949 
Others  330   244   61   351   330   244 
Total Operations  6,992   6,855   6,616   7,286   6,992   6,855 
Corporate  2,290   1,993   2,115   2,417   2,290   1,993 
TOTAL ECOPETROL S.A.  9,282   8,848   8,731   9,703   9,282   8,848 
Ecopetrol America Inc.  70   71   75 
Bioenergy S.A.S.  358   145   122 
Bioenergy Zona Franca S.A.S.  316   258   126 
Hocol S.A.  205   179   172 
Equion Energía Limited  298   321   458 
Oleoducto Central S.A.  290   290   271 
Oleoducto de Colombia S.A.  1   2   2 
Oleoducto de los Llanos S.A.  68   55   56 
Oleoducto Bicentenario de Colombia S.A.S.  0   0   0 
Ecopetrol del Perú S.A.  0   0   0 
Ecopetrol Costa Afuera de Colombia S.A.S.  6   0     
Refinería de Cartagena S.A.  185   170   270 
Ecopetrol Óleo e Gás do Brasil Ltda.  16   16   17 
Polipropileno del Caribe S.A. (Esenttia S.A.)  370   409   388 
Cenit Transporte y Logistica de Hidrocarburos S.A.S.  217   156   73 
TOTAL  11,682   10,920   10,761 

 

(1)31 persons employed by us during 2015 were not included in our 2015 employee statistics as they were independent contractors involved in non-regular activities and cannot be classified as temporary employees.

 6468 

 

 

  As of December 31, 
  2018  2017  2016 
  (number of employees) 
Ecopetrol America Inc.  68   70   71 
Bioenergy S.A.S.  441   358   145 
Bioenergy Zona Franca S.A.S.  279   316   258 
Hocol S.A.  221   205   179 
Equion Energía Limited  284   298   321 
Oleoducto Central S.A.  275   290   290 
Oleoducto de Colombia S.A.  3   1   2 
Oleoducto de los Llanos S.A.  75   68   55 
Oleoducto Bicentenario de Colombia S.A.S.  0   0   0 
Ecopetrol del Perú S.A.  0   0   0 
Ecopetrol Costa Afuera de Colombia S.A.S.  0   6   0 
Refinería de Cartagena S.A.S.  153   185   170 
Ecopetrol Óleo e Gás do Brasil Ltda.  16   16   16 
Polipropileno del Caribe S.A. (now Esenttia S.A.)  428   417   408 
Cenit Transporte y Logistica de Hidrocarburos S.A.S.  282   217   156 
TOTAL  12,228   11,729   10,919 

The number of Polipropileno del Caribe S.A. (now Esenttia S.A.) employees reported in 2017 was re-stated to include Esenttia Masterbach’s employees. Essentia Masterbach is a subsidiary of Esenttia S.A.

Loans and investment on training and development for our employees

 

To improve the qualityAs part of life of our employees,its total compensation programme, Ecopetrol S.A. extends various types of loans to its employees, including housing loans and general-purpose loans. The principal amount of the loan depends on the applicant’s tenure. Ecopetrol S.A. does not guarantee any loans made by third parties. In 2017,Since January, 2018 and up February 2019, Ecopetrol S.A. extended 1,201913 housing loans for a total of COP$219.44184 billion and 1,7942,329 general-purpose loans for a total of COP$14.8621 billion. In 2018, Ecopetrol S.A. also provided on-site and external training and development, which totaltotaled to COP$21.120.8 billion, and it extended a total of COP$182.6213 billion in subsidies for education.

 

We have not provided loans (including housing loans), extended or maintained credit lines, arranged for the extension of credit by third parties, materially modified or renewed an extension of credit lines, in the form of a personal loan to or for any of our executive officers (defined as first line management under the bylaws of Ecopetrol S.A.) since our ADSs were registered under the Exchange Act.

 

There are no executive officers with housing loans from Ecopetrol.

 

Labor Regulation

 

In accordance with article 123 of the Colombian Constitution and the article 7th of the Law 1118 of 2006, our employees are considered “public servants”;servants,” even though they are subject to the common labor law. As such, their behavior is subject to the rules to those who handle public interests and goods and could be held liable for their illegal actions and omissions pursuant to the following regimes: (i) disciplinary (Law 734 of 2002), (ii) criminal or (iii) civil.

 

3.12.2     Collective Bargaining Arrangements

 

Ecopetrol S.A.

 

A collective bargaining agreement between us and our main labor unions governs labor relations with our unionized employees, which amounted to 4,60950.3% employees as of January 1, 2018.2019. The agreement also governs our labor relations with the 2,5932,657 non-unionized employees who, according to current labor legislation, have been beneficiaries of the collective bargaining agreement.

 

 6569 

 

 

We currently have seveneight industry-wide labor unions and seven company labor unions:

 

·Unión Sindical Obrera de la Industria del Petróleo — USO (industry labor union);

 

·Asociación de Trabajadores Directivos Profesionales y, Técnicos de las Empresas de la Rama de Actividad Económica del Recurso Natural del Petróleo, los combustibles y sus Derivados— ADECO (industry labor union);

 

·Sindicato Nacional de Trabajadores de Empresas Operadoras, Contratistas, Subcontratistas de Servicios y Actividades de la Industria Petrolera, Petroquímica y Similares — SINDISPETROL (industry labor union);

 

·Unión de Trabajadores de la Industria Petrolera y Energética Nacional y de Servicios PúblicosColombia UTIPEC, former UTEN (industry labor union);

 

·Asociación Sindical de Trabajadores de la Industria del Petróleo – ASTIP (industry labor union);

 

·Sindicato Nacional de Trabajadores de la Industria de los Hidrocarburos – SINATRINHI (industry labor union);

 

·Asociación Sindical de Trabajadores de la Industria de Hidrocarburos de Colombia - ASINTRAHC, (industry labor union);

·Sindicato Nacional de Trabajadores de Mantenimiento de la Industria del Petróleo, Gas y Carbón - SINTRAMANPETROL (industry labor union);

·Asociación de Profesionales de Ecopetrol — ASPEC (company labor union);

 

·Asociación Sindical de Empleados de Ecopetrol – ASOPETROL (company labor union);

 

·Asociación Sindical de Trabajadores de Ecopetrol – TRASINE (company labor union);

 

·Asociación Sindical de Trabajadores de Ecopetrol – ASTECO (company labor union);

 

·Sindicato de Trabajadores Petroleros de Ecopetrol – SINPECO (company labor union);

 

·Sindicato de Profesionales de Ecopetrol S.A. – SINPROECOP (company labor union); and

 

·Asociación de Profesionales y Tecnólogos Empleados de ECOPETROL S.A. – APROTECO (company labor union).

 

Any employee working for any company in the oil and gas industry may join the USO, ADECO, SINDISPETROL, UTEN,UTIPEC, ASTIP, SINATRINHI, ASINTRAHC or SINTRAMANPETROL. Only our employees may join the company labor unions.

 

Ecopetrol S.A. relations with unions are based on a permanent dialogue and communication sessions where different matters are discussed in order to solve and prevent any labor conflict.

 

Our current collective bargaining agreement has been in effect since 2014July 1, 2018 and has a term of four and half years, expiring on June 30, 2018. In 2016,December 31, 2022. The collective bargaining agreement included an increase in salaries at an annual rate of the local consumer price index (CPI) +1.21% for the remainder of 2018 and CPI +1.70% every year for the remainder of its duration. The agreement was reviewed on application matters, exceptcovers health, food, loans and transportation, among other benefits for monetary expenses (including wagesworkers, within reasonable criteria. It also includes union guarantees and benefits). This review ended with a mutual arrangement document, signed on December 10, 2016.addresses regulatory issues. The following unions are parties to the new collective bargaining agreement: USO, ADECO, TRASINE, UTIPEC, APROTECO, SINDISPETROL and ASINTRAHC.

 

70

There will be no changes to these terms until June 2018 or till the end of the eventual negotiation process. This agreement currently covers all workers benefiting from the Collective Labor Convention, regardless of whether they are part of any labor union.

 

4.Financial Review

 

Our consolidated financial statements for the years ended December 31, 2015, 2016, 2017 and 20172018 were prepared in accordance with IFRS.

66

 

IFRS differs in certain significant aspects from the current Colombian IFRS (which is the accounting standard we use for local statutory reporting purposes). As a result, our financial information presented under IFRS is not directly comparable to certain of our financial information presented under Colombian IFRS. A description of the differences between Colombian IFRS and IFRS is presented underSummary of Differences between Internal Reporting (Colombian IFRS and IFRS) below.

 

Our consolidated financial statements were consolidated line by line and all transactions and significant balances between affiliates have been eliminated. These financial statements include the financial results of all subsidiaries companies controlled, directly or indirectly, by Ecopetrol S.A. See Exhibit 1—Consolidated companies, associates and joint ventures, to our consolidated financial statements included in this annual report.

 

4.1        Factors Affecting Our Operating Results

 

Our operating results were affected mainly by international prices of crude oil, and, to a somewhat lesser extent, international prices for refined products and local prices for natural gas, as well as sales volumes, product mix, exchange rate and our operational performance. Crude oil prices and volumes are particularly important to the results of our exploration and production segment. This is because as export volumes or export prices of crude oil and products decrease or increase, our revenues do also. Results from our refining activities are also affected by the price of crude oil used as raw material, changes in product prices in the international market, change in environmental regulations, conversion ratios and utilization rates and refining capacity, all of which affect our refining margins. Changes in the value of foreign currencies, particularly the U.S. dollar against the Colombian Peso, can also have a significant effect on our financial statements. Finally, terroristTerrorist attacks by guerillas against our pipelines and other facilities or social unrest can lead to loss of revenues by restricting the availability of transport systems for exports or sales of crude oil and products and/or production activities, in addition to the direct costs of repairing and cleaning. Finally, changes in the value of foreign currencies, particularly the U.S. dollar against the Colombian Peso, can also have a significant effect on our financial statements.

 

Sales volumes and prices

 

Our results from the exploration and production segment depend mainly on our sales volumes and average local and international prices for crude oil petrochemicals and natural gas. Additionally, sales volumes also reflect the purchase of crude oil and natural gas that we make from third parties and the ANH.

 

We sell crude oil and natural gas in the local and the international market. We also process crude oil at the Barrancabermeja and Cartagena refineriesReficar and sell refined and other petrochemical products in the local and international markets.

 

Local sales and prices

 

We have a number of crude oil short-term commercial agreements with local customers, and natural gas short and long-term supply contracts with gas-fired power plants and local natural gas distribution companies. Local sale prices are determined in accordance with existing regulations, contractual arrangements and the spot market linked to international benchmarks. Local sales represent 50.4%49.9% of our total revenues, on average, for the past three years.

 

International Sales and Prices

 

Our foreign sales represented 49.6%50.1% of our total revenues, on average, for the past three years.

 

International sale prices are determined in accordance with contractual arrangements and the spot market linked to international benchmarks primarily ICE Brent benchmark.

 

A market diversification strategy has allowed us to capture markets where we have been able to obtain higher prices for our crudes and refined products. We sell our crudes and refined products in various regions, such as the U.S., Central America and the Caribbean, Asia and Europe. In our negotiations with potential customers, we seek to use the most liquid benchmark reference prices in each region.

 

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Exploration costs

 

We account for exploratory drilling costs using the successful efforts method, whereby all costs associated with the exploration and drilling of productive wells are initially capitalized. Costs incurred in exploring and drilling dry or unsuccessful wells are expensed in the period in which the well is determined to be a dry or unsuccessful well and are accounted for under “Exploration and Project expenses.” Consequently, an increase in the number of exploratory wells we declare as dry or unsuccessful will negatively affect our results and may cause volatility in our operating expenses. See Note 4.7 to our consolidated financial statements for a summary of our accounting policy for exploration costs.

 

Royalties

 

Each of our production contracts has its own royalty arrangement in accordance with applicable law. Law 141 of 1994 established a royalty fixed rate equivalent to 20% of total production. In 1999, a modification to the royalty system established a sliding scale for royalty percentage linked to the production level of crude oil and natural gas to fields discovered after July 29, 1999, depending on whether the production is crude oil or natural gas, and on the quality of the crude oil produced. Since 2002, as a result of the enactment of Law 756 of 2002, the royalty percentage has ranged from 8% for fields producing up to five thousand bpd to 25% for fields producing an excess of 600 thousand bpd. Producing fields pay royalties in accordance with the applicable royalty rate at the time of the discovery. Also, Law 756 of 2002 establishes that in the fields of the association contracts that finalize or revert back, an additional royalty rate of 12% of the basic production applies.

 

Since January 2014, the ANH has collected natural gas production royalties from producers settled in cash based on a formula, regardless of whether a producer has sold the gas. As a result, we no longer commercialize this gas on behalf of the ANH. In addition, because the royalties are now payable to the ANH in cash, all the gas we produce is considered part of our reserves and production, without any deduction for royalties. The cost of natural gas royalties totaled COP$449,959423,939 million in 2017.2018.

 

Purchases of hydrocarbons

 

We purchase all crude oil delivered to the ANH as royalties by us and by third parties. The purchase price is calculated according to a formula set forth in a contract between Ecopetrol and the ANH that reflects our export sales prices (crudes and products), a quality adjustment for API gravity and sulfur content, transportation rates from the wellhead to the Coveñas or Tumaco ports and a marketing fee. We sell the physical product purchased from the ANH as part of our ordinary business. In June 2016, theThe contract between the ANH and us was extended until June 30, 2018.January 31, 2020.

 

Since 2016, we have imported crude oil for Reficar feedstock when such imports result in better operational or economic performance of the Ecopetrol Group.

 

4.2        Effect of Taxes, Exchange Rate Variation, Inflation and the Price of Oil on our Results

 

4.2.1      Taxes

 

In December 2016, the Colombian Congress adopted Law 1819, which introduced changes to the Colombian tax system, as follows:applicable beginning in 2017, including the following aspects:

 

·The CREE and CREE surtax were eliminated. Instead, aA unified income tax rate was set, which will be 34% for 2017 and 33% for 2018 and onwards.subsequently.

 

·An income tax surtax for profits above COP$800 million ofis set which will be 6% for 2017 and 4% infor 2018.

 

·Taxpayers must calculate their taxable income taking as initial base the year and result under Colombian IFRS. Accounting profit is reconciled to obtain the net income tax, which is the basis to calculate the income tax.

 

·For fiscal year 2017 and 2018 the newly enacted dividends tax applies as follows:

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·From fiscal year 2017 onwards, a withholding tax on dividends paid is as follows:

(i)For non-resident shareholders: (i) a 5% dividend tax on dividends distributed fromif the dividend is paid out of profits that were accrued as of January 1, 2017 and were taxed at the corporate level; (ii) no dividend tax if the dividend is paid out of profits that accrued prior to and (ii)including December 31, 2016 and were taxed at the corporate level; (iii) a 35% withholding tax rate on dividends distributed from profits not taxed at the corporate level if the dividend is paid out of profits that accrued as of January 1, 2017, plus an additional, 5% dividend tax after applying the initial 35% withholding tax rate.rate; and (iv) a 35% withholding tax rate on dividends distributed from profits not taxed at the corporate if the dividend is paid out of profits that accrued prior to and including December 31, 2016.

 

(ii)For Colombian individuals: dividends paid arewere taxed at 5% if they arewere between 600 and 1,000 Tax Value Unit (UVT – (“UVT” orUnidad de Valor Tributario for its acronym in Spanish) and 10% if they arewere greater than 1,000 UVT.UVT.

 

·Dividends paid to local corporations areduring 2017 and 2018 were not subject to any income tax, provided that such dividends were taxed at the corporate level.

 

·2017 and future loss carryforwards are subject to a time-limitTax lossesaccrued as of fiscal year 2017 may be offset against ordinary net income obtained in the following 12 taxable years.

 

·Depreciation and amortization methods and annual percentages are limited to those established in the fiscal frameworktax rule and depend on the type of asset. For example, machinery and equipment depreciate at an annual rate of 10%, infrastructure (including pipelines) at 2.22% and vehicles and computers at 20%, among others.

 

·The incomeIncome tax for tax free trade zone users isincreased from 15% to 20% foras of fiscal year 2018.2017. The tax rate of companies located in afor free trade zone users with a legal stability isagreement(in which the income tax rate was stabilized) remains at 15%, which typically applies during the contract’s duration.term of said agreement.

 

·The presumptive incomegeneral value added tax (“VAT”) rate increased to 3.5% in19% and a differential rate of  5% for certain goods and services is maintained. The modification of the general VAT rate is effective from January 1,  2017 from 3% in 2016.

·Tax rate for VAT increased to 19% in 2017 from 16% in 2016.

 

·The charge on financial transactions is 0.004%0.4%, with half of the tax liability being deductible.

 

·Carbon tax accrues on the carbon content of fossil fuels used for combustion. The rate will be COP$15,000 per ton of CO2.

For additional information SeeNote 10.4of our Finacial Statements.

 

The 2016 Tax Reform included two tax benefits that are expected to improve the operations of the oil and gas industry:

 

“CERT: Certificado de Reembolso Tributario” incentive:

 

·For exploration activities, the “CERT” (for its acronym in Spanish) incentive was approved, consisting of the reimbursement of part of the investment made in the exploration phase.

 

·The CERT will be granted when the income tax return is filed.

 

·The CERT can only be redeemed to pay taxes at the national level and its effective maturity date is two years after it is issued. Nevertheless, Decree 2253 of 2017 establishes that a CERT redemption can be made from year two to year five, as from the date of the granting of the incentive. The CERT can also be sold and traded in fixed income market.

 

·For production activities, the CERT reimbursement will be granted exclusively to investments that increase the recovery factor,i.e. investments that increase the reserves that are currently proved in certain wells.

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·On December 29, 2017, the Colombian Government issued Decree 2253, which establishes that companies who (i) qualify as operators of association agreements entered into with Ecopetrol, (ii) have exploration and production of hydrocarbons agreements and (iii) are currently involved in the exploration and production of hydrocarbons, among others, can also qualify for the CERT. Additionally, the CERT will not qualify as taxable income or capital gain for the taxpayer receiving or acquiring such incentive.

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·On March 23, 2018, the following Resolutions were issued in order to regulate the procedures and requirements that companies must comply to claim the CERT: 0860 of Ministry of Finance and Public Credit, 108 of ANH and 40284 and 40285 of Ministry of Mines and Energy.

 

Refundable VAT on O&G exploration:

 

·Taxpayers in the oil and gas industry are entitled to refund VAT paid in the exploration phase for offshore projects. Taxpayers can request for this VAT as of the next fiscal year in which the investment was made. VAT that is reimbursed cannot be used as a higher cost or expense for income tax purposes.

 

In December 2018, the Colombian Congress adopted Law 1943, which introduced the following key changes to the Colombian tax system, among others:

·The corporate income tax rates will be gradually reduced from 33% to 30% as follows: 33% in 2019, 32% in 2020, 31% in 2021 and 30% 2022 onwards.

·The presumptive income tax rate will be reduced to 1.5% for fiscal years 2019 and 2020 and 0% from 2021 onwards.

·The creation of a “normalization tax” in order to enable taxpayers to regularize certain omissions of information about their assets and/or incorrect information about their liabilities, subject to the payment of a 13% tax on the value of the amount of the omitted information.

·Introduces the Colombian Holding Companies (CHC) regime.

·As of 2019, taxes are fully deductible if they are effectively paid during the fiscal year, except for: (i) income tax, equity tax and normalization tax are non-deductible; (ii) only 50% of the financial transactions tax is deductible; and (iii) only 50% of the industry and commerce tax can be taken as a discount (tax credit) to income tax.

·VAT paid on the acquisition, import, creation or construction of tangible fixed assets used in income generating activities may be treated as discount (tax credit) for income tax purposes, in the same year or in future years.

·The dividend tax regime was modified and, as of 2019, will be as follows:

(i)For resident companies and non-resident shareholders (companies and individuals): (i) a 7.5% dividend tax on dividends distributed from profits taxed at the corporate level (except that dividends paid to non-resident shareholders out of profits taxed at the corporate level prior to and including December 31, 2016, are not subject to this tax); and (ii) 33% withholding tax rate on dividends distributed from profits not taxed at the corporate level (32% for 2020, 31% for 2021 and 30% as of 2022), plus an additional 7.5% dividend tax after applying the initial 33% withholding tax rate.

(ii)For Colombian resident individuals: dividend income in excess of 300 UVT is taxed at a rate of 15%.

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4.2.2Exchange Rate Variation

 

The functional currency of each of the companies of Ecopetrol Group is determined in relation to the main economic environment where each company operates; however our consolidated financial results are reported in Colombian Pesos, which is the Ecopetrol Group’s functional and presentation currency. A substantial part of our consolidated revenues comingcomes from Ecopetrol Group companies whose functional currency is the Colombian Peso, thePeso. The conversion effect from U.S. dollar-Colombiandollar to Colombian Peso is derived frommainly due to local sales and exports of crude oil, natural gas and refined products sold atwhose prices referenced toare based on benchmarks quoted in U.S. dollars. Therefore, they are exposed to foreign currency exchange risk on revenues, capital expenditures and financial instruments that are denominated in a currency other than its functional currency.

 

Fluctuations in the U.S. dollar-Colombian Peso exchange rate have effects on our consolidated financial statements. As crude oil is priced in U.S. dollars, fluctuations in the exchange rate of the Colombian Peso against the U.S. dollar may have a significant impact on revenues, cost, monetary assets and liabilities held in foreign currency.

 

An appreciation of the Colombian Peso has a negative impact on our results of operations because our revenues from exports of crude oil, natural gas and refined products are primarily expressed in U.S. Dollars.dollars. Costs of imported goodsproducts and contracted services expressed in U.S. dollars will also be lower when expressed in Colombian Pesos, but on balance, our operating income in Colombian Pesos tends to decline when the Colombian Peso appreciates, other factors being equal. The appreciation of the Colombian pesoPeso against the U.S. dollar also decreases the debt service requirements of our Companies with the Colombian pesoPeso as their functional currency, as the amount of the Colombian pesos necessary to pay principal and interest on foreign currency debt decreases with the appreciation of the Colombian peso.Peso.

 

Conversely, when the Colombian Peso depreciates against the U.S. dollar, our reported revenues, costs related to imported goodsproducts and services, interest costs, and operating income, all tend to increase.

 

During 2018, the Colombian Peso depreciated slightly on average 0.2% against the U.S. dollar. During 2017, the Colombian pesoPeso appreciated on average 3.35% against the U.S. dollar. In 2016, and 2015, the Colombian Peso depreciated on average 11.18%, and 37.28%, respectively, against the U.S. dollar. Additionally, as of December 31, 2018 the Colombian Peso/U.S. dollar exchange rate depreciated 8.91% from the rate a year earlier. In contrast, of December 31, 2017 and December 31, 2016, the Colombian Peso/U.S. dollar exchange rate appreciated 0.56% and 4.72%, respectively from the rate a year earlier. As of December 31, 2015, in contrast, the Colombian Peso depreciated 31.64%, from the rate a year earlier.

 

In 2018, our consolidated debt in foreign currency decreased by a total of US$2,123 million mainly as a result of prepayments of local and foreign currency of US$2,446 million and amortization of foreign currency capital expenditures. In 2017, our consolidated debt in foreign currency decreased by a total of US$2,582 million mainly as a result of prepayments of foreign currency denominated loans of US$2,400 million and amortization of foreign currency capital expenditures. In 2016, our consolidated debt in foreign currency increased by a total of US$975 million as Ecopetrol S.A. raised US$475 million through international loans and US$500 million through an international bond issuance. In 2015, our consolidated debt in foreign currency increased by a total of US$3,425 million as Ecopetrol S.A. raised US$1,925 million through an international loan and US$1,500 million through an international bond issuance.

 

As of December 31, 20172018 our U.S. dollar denominated total debt was US$12,59010,467 million, which we recognize in our financial statements at its amortized cost, which corresponds to the present value of cash flows, discounted at the effective interest rate. Out of this total, US$11,9859,689 million relates to Ecopetrol S.A., whose functional currency is the Colombian Peso. Therefore, when the Colombian Peso depreciates against the U.S. dollar, Ecopetrol S.A. is exposed to an exchange rate loss. In contrast, when the Colombian Peso appreciates against the U.S. dollar, Ecopetrol S.A. has an exchange rate gain. Some of the Ecopetrol Group companies have the U.S. dollar as their functional currency and are not exposed to a material exchange rate risk resulting from fluctuations in the Colombian Peso against the U.S. dollar. On the asset side, when the financial statements of the Group are consolidated, the exchange rate differential of the subsidiaries’ assets and liabilities whose functional currency is the U.S. dollar is recognized directly in equity, as part of Otherother comprehensive income.

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In 2015, Ecopetrol S.A. adopted hedge accounting, using two types of natural hedges with its U.S. dollar debt as a financial instrument: i)(i) a cash flow hedge for exports of crude oil and ii)(ii) a hedge of the net investment in foreign operations. As a result of the implementation of both hedges 71.2% ($8,53267.1% (US$6,500 million) of Ecopetrol S.A.’s debt in U.S. dollars, as of December 31, 2017,2018, was designated as a hedge. With the adoption of hedge accounting, the effect of the volatility of the foreign exchange rate on the hedged portion of the debt is recognized directly in equity, as part of Otherother comprehensive income.

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The remaining portion of Ecopetrol S.A.’s U.S. dollar-denominated debt, as well as the financial assets and liabilities denominated in foreign currency, continues to be exposed to the fluctuation in the exchange rate, which means that an appreciation of the Colombian pesoPeso against the U.S. dollar could generate a loss for companies whose functional currency is the Colombian pesoPeso that have a net position in U.S. dollars or a gain if they have a net liability position in U.S. dollars. Conversely, a depreciation of the Colombian pesoPeso against the U.S. dollar could generate a gain for companies whose functional currency is the Colombian peso that have a net position in U.S. dollars or a loss if they have a net liability position in U.S. dollars.

 

As of December 31, 2017,2018, Ecopetrol Group companies withhave the Colombian peso as their functional currency haveequivalent of a net U.S. dollar position close to zeroof US$0.7 million after the implementation of the natural hedging previously mentioned above, neutralizing the effect of exchange rate fluctuations in their results for the year. The companies with the U.S. dollar as their functional currency have a net U.S. dollar position of US$1,699 million and are not exposed to a material exchange rate risk resulting from fluctuations in the Colombian peso against the U.S. dollar, as discussed above.

 

4.2.3Effects of Inflation

 

The average annual rate of inflation in Colombia for the past ten years is 4.3%4.04%. It decreased in 20172018 as compared to 2016.2017. As measured by the general consumer price index, average annual inflation in Colombia for the years ended December 31, 2018, 2017 and 2016 was 3.18%, 4.09% and 2015 was 4.09%, 5.75%, and 6.77%, respectively. The decrease in inflation in 20172018 is mainly explained by the recovery of the agricultural sector given the end of the “El Niño” weather phenomenon and the nonoccurrence of agricultural and freight transport stoppages that occurred in 2016. The decrease in inflation is also relateddue to the weaknessfavorable price behavior of consumer demandboth tradable and the monetary policy applied by the central bank.non-tradable items. Cost inflation in the prices of goods, raw materials, interest cost of debt in local currency indexed to inflation and services for operation of oil and gas producing assets can vary over time and between each market segment.

 

4.2.4Effects of the Crude Oil Price of Oil

 

The average price of ICE Brent crude in 2018 was US$71.7 per barrel as compared to US$54.7 per barrel in 2017 as compared toand US$45.1045.1 per barrel in 2016 and US$53.60 per barrel in 2015. (2016. See sectionStrategy and Market Overview).

In addition, Ecopetrol’sEcopetrol’ average crude oil basket price relative to ICE Brent reported a discount of US$8.50 per barrel in 2018, a higher discount than the US$6.90 in 2017 and a lower discount than the US$9.40 and US$9.70$9.40 observed in 2016 due to: (i) our knowledge of the refining market for heavy and 2015, respectively, dueintermediate crudes, (ii) the ability to an active commercial strategy, including seeking more valuable markets for our crude oil,identify and strengthening the demand for our heavy crude oilcapture opportunities in the international market. Therefore, ourUnited States and Asia, and (iii) the incorporation of new refinery customers in those markets. Our average price crude oil basket was US$47.8063.2 per barrel in 2018 as compared to US$47.8 per barrel in 2017 as compared toand US$35.7035.7 per barrel in 2016, and US$43.90 per barrel in 2015, which represents an increase of US$12.1015.4 per barrel in 20172018 compared to 2016.2017.

 

In theOperating Results section below, we present the impact of the price increase inon our revenue and cost of sales.

 

Additionally, fluctuations in the price of oil had an impact on the value of our oil and gas reserves. Reserves valuation is made in accordance with SEC price regulations. Volatility in hydrocarbon prices, refining margins and reserves, as well as changes in environmental regulations may lead to the recognition of impairment or recovery of non-recurring assets.

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In 2015, the adverse economic context faced by the hydrocarbons sector resulted in a reduction in forecasted oil prices and an increase in market and country risk reflected in the discount rate, as well as a reduction in the recoverable reserves amount and refining margin, among other factors, Ecopetrol recognized an impairment of non-current assets of COP$7,864,875 million before taxes.

In 2016, in connection with our evaluation of the recoverable amount of the assets value, which includes the variation in estimations of future prices under the current scenarios of OPEC’s oil quota agreements and the impact resulting from changes on specifications issued by the International Marine Organization agreement regarding marine pollution -Marpol- on crude and fuels with high sulfur content, Ecopetrol recognized an impairment of non-current assets of COP$928,747 million before taxes.

In 2017, Ecopetrol had a COP$1,311,138 million net reversal of prior year impairments primarily as a result an improved hydrocarbon prices outlook, incorporation of new reserves. Ecopetrol’s crude an improved oil basket price discount as compared to the ICE Brent crude oil price, favorable refining margins outlook and technical operational capacity, among other factors.

 

For additional information about impairment charges and reversals, see sectionsectionsOperating Results—Consolidated Results of Operations—Impairment of non-current assets,Segment Performance and Analysis and Note 1816 to our consolidated financial statements.

 

4.3Accounting Policies

 

Our consolidated financial statements for the years ended December 31, 2015,2018, 2017 and 2016 and 2017 were prepared in accordance with IFRS. The detail of the accounting policies is described in Note 4 to our consolidated financial statements.

 

4.4Critical Accounting Judgments and Estimates

 

Critical accounting policies are those policies that require us to exercise judgment or involve a higher degree of complexity in the application of the accounting policies that currently affect our financial condition and results of operations. The accounting judgments and estimates we make in these contexts require us to calculate variables and make assumptions about matters that are highly uncertain. In each case, if we had made other estimates, or if changes in the estimates occur from period to period, our financial condition and results of operations could be materially affected.

 

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See Note 3 to our consolidated financial statements for a summary of the critical accounting judgments and estimates applicable to us. There are many other areas in which we use estimates about uncertain matters, but we believe the reasonably likely effect of changed or different estimates would not be material to our financial presentation.

 

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4.5Operating Results

 

The following discussion is based on information contained in our audited consolidated financial statements and should be read in conjunction therewith.

 

4.5.1Consolidated Results of Operations

 

The following table sets forth components of our income statement for the years ended December 31, 2018, 2017 2016 and 2015.2016.

 

Table 45 – Consolidated Income Statement

 

Income Statement For the Years ended December 31,  % Change 
(Colombian Pesos
in millions)
 2017  2016  2015  2017/2016  2016/2015 
Revenue  55,954,228   48,485,561   52,347,271   15.4   (7.4)
Cost of sales  36,908,325   34,251,423   36,994,516   7.8   (7.4)
Gross Profit  19,045,903   14,234,138   15,352,755   33.8   (7.3)
Operating expenses  4,185,186   4,400,843   5,356,715   (4.9)  (17.8)
Impairment of non-current assets  (1,311,138)  928,747   7,864,875   (241.2)  (88.2)
Operating Income  16,171,855   8,904,548   2,131,165   81.6   317.8 
Finance results, net  (2,495,731)  (1,175,367)  (7,663,104)  112.3   (84.7)
Share of profit of companies  93,538   61,345   (46,687)  52.5   (231.4)
Income before income tax  13,769,662   7,790,526   (5,578,626)  76.7   (239.6)
Income tax  (5,800,268)  (4,543,046)  (710,353)  27.7   539.5 
Net Income (loss)  7,969,394   3,247,480   (6,288,979)  145.4   (151.6)
Net income (loss) attributable to:                    
Company’s shareholders  7,178,539   2,447,881   (7,193,859)  193.3   (134.0)
Non-controlling interest  790,855   799,599   904,880   (1.1)  (11.6)
Net Income (loss)  7,969,394   3,247,480   (6,288,979)  145.4   (151.6)

Income Statement For the Years ended December 31,  % Change 
(Colombian Pesos in millions) 2018  2017  2016  2018/2017  2017/2016 
Revenue  68,603,872   55,954,228   48,485,561   22.6   15.4 
Cost of sales  41,184,379   36,908,325   34,251,423   11.6   7.8 
Gross Profit  27,419,493   19,045,903   14,234,138   44.0   33.8 
Operating expenses  4,592,445   4,185,186   4,400,843   9.7   (4.9)
Impairment of non-current assets  368,634   (1,311,138)  928,747   (128.1)  (241.2)
Operating Income  22,458,414   16,171,855   8,904,548   38.9   81.6 
Finance results, net  (2,010,375)  (2,495,731)  (1,175,367)  (19.4)  112.3 
Share of profit of companies  165,836   93,538   61,345   77.3   52.5 
Income before income tax  20,613,875   13,769,662   7,790,526   49.7   76.7 
Income tax  (8,258,485)  (5,800,268)  (4,543,046)  42.4   27.7 
Net Income (loss)  12,355,390   7,969,394   3,247,480   55.0   145.4 
Net income (loss) attributable to:                    
Company’s shareholders  11,381,386   7,178,539   2,447,881   58.5   193.3 
Non-controlling interest  974,004   790,855   799,599   23.2   (1.1)
Net Income (loss)  12,355,390   7,969,394   3,247,480   55.0   145.4 

 

4.5.1.1Total Revenues

Table 46 – Third-Party Revenues by Business Segment

 

The following table sets forth our principal sources of third-party revenues by business segment for the years ended December 31, 2018, 2017 2016 and 2015.2016. An explanation of how we classify our operations into business segments is included in Section 4.5.24.5.1.8 below.

 

  2017  2016  2015  Change Sales Revenues 
Revenue by segment Volume
(barrels
equivalent)
  Average
price U.S.
dollars/
barrels
  Sales
revenues
(Colombian
Pesos in
millions)
  Volume
(barrels
equivalent)
  Average
price
U.S.
dollars/
barrels
  Sales
revenues
(Colombian
Pesos in
millions)
  Volume
(barrels
equivalent)
  Average price
U.S.
dollars/barrels
  Sales
revenues
(Colombian
Pesos in
millions)
  2017/2016  2016/2015 
Local crude oil  6,629,362   46.5   909,871   5,288,631   35.0   553,666   4,904,765   38.5   491,279   64.3   12.7 
Foreign crude oil  151,619,346   47.8   21,426,666   159,311,257   35.7   17,278,579   178,581,520   44.0   21,181,265   24.0   (18.4)
Trading of crude oil  -   -   -   -   -   -   17,526,239   -   1,309,196   -   (100.0)
Natural gas local  26,998,537   22.8   1,815,754   27,543,046   23.6   1,988,336   30,831,442   21.8   1,845,345   (8.7)  7.7 
Foreign natural gas  618,022   17.7   32,303   931,754   20.9   58,809   2,906,034   23.6   182,950   (45.1)  (67.9)
Other income(1)  3,412,568       819,726   1,288,736       647,942   3,558,621   -   659,178   26.5   (1.7)
Exploration and production sales  189,277,835       25,004,320   194,363,424       20,527,332   238,308,621       25,669,213   21.8   (20.0)
Local refined products  106,891,163   67.2   21,187,091   106,047,637   54.9   17,771,166   102,475,029   67.1   18,806,063   19.2   (5.5)
Foreign refined products  38,268,394   53.2   6,005,556   51,843,743   40.4   6,330,648   26,357,160   48.8   3,535,666   (5.1)  79.1 
Foreign crude oil  341,366   53.0   52,397   -   -   -   -       -   -   - 
Other income(1)  -       98,315   -   -   92,210   -   -   115,137   6.6   (19.9)
Refining and petrochemicals  145,500,923       27,343,359   157,891,380       24,194,024   128,832,189       22,456,866   13.0   7.7 
Transportation services  -   -   3,606,549   -   -   3,764,205   -       4,221,192   (4.2)  (10.8)
Transportation and logistics  -   -   3,606,549   -   -   3,764,205   -       4,221,192   (4.2)  (10.8)
Total sales  334,778,758       55,954,228   352,254,804       48,485,561   367,140,810       52,347,271   15.4   (7.4)
Crude oil  158,590,074   47.8   22,388,934   164,599,888   35.7   17,832,245   201,012,524   43.9   22,981,740   25.6   (22.4)
Natural gas  27,616,559   22.7   1,848,057   28,474,800   23.5   2,047,145   33,737,476   22.0   2,028,295   (9.7)  0.9 
Refined products  148,572,125   62,7   28,012,373   159,180,116   50.1   24,101,814   132,390,810   63.4   22,341,729   13.2   7.9 
Transportations services and others  -       3,704,864   -       4,504,357   -   -   4,995,507   (3.9)  (9.8)
Total sales  334,778,758       55,954,228   352,254,804       48,485,561   367,140,810       52,347,271   15.4   (7.4)

Table 46 – Third-Party Revenues by Business Segment

 

  2018  2017  2016  Change Sales Revenues (%) 
Revenue by segment Volumen (barrels equivalent)  Average price US dollars / barrels  Sales revenues (Colombian
Pesos in millions)
  Volume (barrels equivalent)  Average price US dollars / barrels  Sales revenues (Colombian
Pesos in millions)
  Volume (barrels equivalent)  Average price US dollars / barrels  Sales revenues (Colombian
Pesos in millions)
  2018/2017  2017/2016 
Local Crude oil  2,919,416   60.8   550,479   6,629,362   46.5   909,871   5,288,631   35.0   553,666   (39.5)  64.3 
Foreign Crude oil  143,208,235   63.2   26,898,737   151,619,346   47.8   21,426,666   159,311,257   35.7   17,278,579   25.5   24.0 
Natural gas local  28,065,889   22.5   1,885,846   26,998,537   22.8   1,815,754   27,543,046   23.6   1,988,336   3.9   (8.7)
Foreign natural gas  530,945   17.7   27,899   618,022   17.7   32,303   931,754   20.9   58,809   (13.6)  (45.1)
Other income(1)  3,216,650   -   749,939   3,412,568       819,726   1,288,736       647,942   (8.5)  26.5 

Exploration and

production sales

  177,941,135       30,112,900   189,277,835       25,004,320   194,363,424       20,527,332   20.4   21.8 
Local refined products  108,781,359   81.9   26,354,549   106,891,163   67.2   21,187,091   106,047,637   54.9   17,771,166   24.4   19.2 
Foreign refined products  41,577,284   68.6   8,485,932   38,268,394   53.2   6,005,556   51,843,743   40.4   6,330,648   41.3   (5.1)
Foreign Crude oil  -   -   -   341,366   53.0   52,397   -   -   -   (100.0)  - 
Other income(1)  -   -   107,467   -       98,315   -   -   92,210   9.3��  6.6 

Refining and

petrochemicals

  150,358,643       34,947,948   145,500,923       27,343,359   157,891,380       24,194,024   27.8   13.0 
Transportation services  -       3,543,024   -       3,606,549   -   -   3,764,205   (1.8)  (4.2)

Transportation and

logistics

  -   -   3,543,024   -   -   3,606,549   -   -   3,764,205   (1.8)  (4.2)
Total sales  328,299,778       68,603,872   334,778,758       55,954,228   352,254,804   -   48,485,561   22.6   15.4 
Crude Oil  146,127,651   63.2   27,449,216   158,590,074   47.8   22,388,934   164,599,888   35.7   17,832,245   22.6   25.6 
Natural gas  28,596,834   22.4   1,913,745   27,616,559   22.7   1,848,057   28,474,800   23.5   2,047,145   3.6   (9.7)
Refined products  153,575,293   77.3   35,590,420   148,572,125   62.7   28,012,373   159,180,116   50.1   24,101,814   27.1   16.2 

Transportation

services and others

  -       3,650,491   -       3,704,864   -       4,504,357   (1.5)  (17.8)
Total sales  328,299,778       68,603,872   334,778,758       55,954,228   352,254,804       48,485,561   22.6   15.4 
                                             

(1)In the case of the exploration and production segment, other income corresponds to services and sales of refined products (mainly LPG and asphalt) allocated to our exploration and production segment. In the case of the refining and petrochemicals segment, other income corresponds to industrial services.

 

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In 2018, total revenues increased by 22.6% as compared to 2017, primarily as a result of: (i) a COP$12,898,392 million increase in revenues mainly due to the 32.2%, or US$15.4 per barrel increase of our average crude oil basket price, which in turn was primarily the result of the better performance of the Brent crude benchmark price and the 23.3%, or US$14.6 per barrel increase, of our average refined products basket price, which in turn was primarily due to strengthening of diesel prices, and (ii) the 0.2% depreciation of the Colombian Peso against the U.S. dollar, from an average exchange rate of COP$2,951.15 /US$1.00 in 2017 to an average exchange rate of COP$2,956.55/US$1.00 in 2018, resulting in an increase in sales revenue from exports, which represented an increase of COP$297,937 million. This increase was partially offset by: (i) a COP$407,261 million revenue decrease attributable to the decrease in our sales volume explained below and (ii) a COP$139,424 decrease in services revenue from our transportations and logistics segment, primarily due to the resolution of the disagreement regarding the P135 Project tariffs leading to lower tariffs, which was partially offset by higher volumes transported through the San Fernando – Apiay system and the expansion of the P135 Project.

The decrease of our sales volume in 2018 as compared to 2017 was the result of (i) the 7.9%, or 12.5 mbe, decrease in our crude sales volume was primarily the result of lower crude exports due to a greater allocation of domestic crudes to supply Reficar in order to replace imports. This decrease was partially offset by (i) the 3.4%, or 5.0 mbe, increase in refined products volumes due to greater refining throughput and (ii) the 3.5%, or 1.0 mbe, increase in natural gas sales volume, primarily due to greater demand and active incremental sales.

 

In 2017, total revenues increased by 15.4% as compared to 2016, primarily as a result of a COP$$10,971,709 million increase in revenues mainly due to the 33.9%, or US$12.1 per barrel increase of our average crude oil basket price and a smaller discount of Ecopetrol’s average crude oil basket price from international prices. This increase was partially offset by: (i) a COP$$1,894,819 million decrease in revenues attributable to the decrease in our sales volume and a COP$261,200 decrease in services provided by our transportations and logistics segment and (ii) the 3.35% appreciation of the Colombian Peso against the U.S. dollar, from an average exchange rate of COP$3,053.42/US$1.00 in 2016 to an average exchange rate of COP$$2,951.15 /US$2,951.15/US$1.00 in 2017, resulting in a decrease in sales revenue from exports, which represented a decrease of COP$1,347,023 million.

 

The decrease of our sales volume in 2017 as compared to 2016 was the result of (i) the 3.7%, or 6 mbe, decrease in our crude sales volume caused mainly by lower crude exports due to a greater allocation of domestic crudes to supply Reficar in order to replace imports, (ii) the 6.7%, or 10.7 mbe, decrease in refined products volumes due to lower exports of diesel, primarily due to: (a) our commercial strategy of focusing on allocating higher volumes to the domestic market to supply local demand and replace imports which resulted in lower cost of sales and better gross margin, (b) lower exports of fuel oil, and (c) a decrease in production at the Barrancabermeja refinery as a result of reliance on more efficient alternative sources, and (iii) the 3%, or 0.86 mbe, decrease in natural gas sales volume due to continued lower thermal demand as a result of no effect of the “El Niño” weather phenomenon that ended in the middle of 2016.

 

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In 2016, total revenues decreased by 7.4% as compared to 2015, primarily as a result of: (i) a COP$6,456,917 million decrease in revenues mainly due to the 18.6%, or US$8.2 per barrel reduction of our average crude oil basket price, (ii) a COP$1,572,854 million decrease in revenues attributable to the decrease in our sales volume and lower services provided by our transportations and logistics segment. This decrease was partially offset by the 11.2% devaluation of the Colombian Peso against the U.S. dollar, from an average exchange rate of COP$2,746.47/US$1.00 in 2015 to an average exchange rate of COP$3,053.42/US$1.00 in 2016, resulting in an increase in sales revenue from exports, which represented an increase of COP$4,168,061 million.

 

The decrease of our sales volume in 2016 as compared to 2015 was the result of (i) the 18.1%, or 36.4 mbe, decrease in our crude sales volume caused mainly by lower crude exports due to production decline, reduced purchases by third parties and lower availability of crude due to its use for feedstock at Reficar, and (ii) the 15.6%, or 5.3 mbe, decrease in natural gas sales volume due to lower thermal demand as a result of the end of the “El Niño” weather phenomenon and the termination of our sales contract to Venezuela on June 30, 2015. This decrease in sales volume was partially offset by the 20.2%, or 26.8 mbe, increase in sales of refined products given the increase of operations at Reficar and higher demand due to the growth in the number of motor vehicles in Colombia.

4.5.1.2Cost of Sales

 

Our cost of sales was principally affected by the factors described below. See Note 2624 to our consolidated financial statements for more detail.

Cost of sales in 2018 was COP$41,184,379 million, representing a COP$4,276,054 million or 11.6% increase as compared to 2017, primarily as a result of the following factors:

·A COP$3,225,596 million increase in the purchase costs of crude oil, natural gas and refined products, which were purchased for sales and, in the case of crude oil, for refining, which was primarily the result of (i) higher average purchase prices due to the COP$5,359,427 million increase in international benchmark prices for crude oil, natural gas and refined products, (ii) a COP$59,117 million increase in natural gas purchase volume, primarily to ensure the supply to our refineries during periods of ongoing maintenance in our natural gas production fields and (iii) a COP$52,233 million increase in costs in Colombian Peso terms due to the depreciation of the average exchange rate of the Colombian Peso against the U.S. dollar. This increase was partially offset by (i) a COP$1,478,718 million decrease in crude oil volumes purchased due to lower imports of light crude used by Reficar that were replaced by our own crude volumes and (ii) a COP$766,463 million decrease in products purchase volume, primarily medium distillates and gasolines, primarily due to higher production at Barrancabermeja and Reficar in order to supply the local market.

·A COP$700,715 million increase in maintenance cost and contracted services, primarily due to: (i) additional costs for community management and well integrity and (ii) services contracted for water treatment, workover campaigns, surface maintenance, as well as costs associated with higher production and the increase in the throughput of our refineries.

·A COP$477,829 million increase in inventory consumption associated with higher level of sales volumes in 2018 compared to 2017.

·A COP$290,590 million increase in labor costs, which is primarily the result of: (i) the recognition of employee benefits under the new collective bargaining agreement, (ii) a 4.4% salary increase in 2018 and (iii) an increase in the number of employees.

·A COP$177,158 million increase in the cost of processing materials and operating supplies due to an increase in our operational activities.

The factors mentioned above were partially offset by:

·A COP$512,341 million decrease in depreciation, amortization and depletion charges due to (i) an increase in hydrocarbon proved developed reserves in 2018 as compared to 2017, which in turn led to a decrease in depreciation expenses. This decrease was partially offset by (i) higher production levels associated with the results of our drilling campaign, and (ii) increase in our level of capital expenditures.

·A COP$83,493 million decrease in other minor items.

 

Cost of sales in 2017 was COP$36,908,325 million, representing a COP$2,656,902 million or 7.8% increase as compared to 2016, primarily as a result of the following factors:

 

·A COP$1,439,366 million increase in the purchase costs of crude oil, natural gas and refined products, which were purchased for sales and, in the case of crude oil, for refining, which was primarily the result of (i) higher average purchase prices due to the COP$4,322,867 million increase in international benchmark prices for crude oil, natural gas and refined products, and (ii) increased crude oil imports required at Reficar for its operations. This increase was partially offset by (i) a COP$2,399,596 million decrease in volumes purchased due to lower imports of fuels, especially diesel and gasoline, due to our strategy described above of replacing imports with products produced by Reficar, and lower diluent consumption, due to the strategy of marketing high-viscosity crudes and co-dilution with LPG, and (ii) COP$543,905 million decrease in costs in Colombian Peso terms due to the appreciation of the average exchange rate of the Colombian Peso against the U.S. dollar.

 

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·A COP$ 748,051 million increase in depreciation, amortization and depletion charges due to (i) higher depreciation as a result of the beginning of operations of the Gunflint field by Ecopetrol America Inc. in August 2016, (ii) a decrease in hydrocarbon proved developed reserves in 2016 as compared to 2015, which in turn led to an increase in depreciation expenses, and (iii) the capitalization of project costs and maintenance in our transportation system.

 

·A COP$415,534 million increase in the cost of processing materials and operating supplies due to an increase in our operational activities.

 

·A COP$243,702 million increase in labor costs, which is primarily the result of: (i) no performance variable bonus payment in 2016, (ii) a 5.2% salary increase in 2017 and (iii) the payment of salaries and health services for employees of the Rubiales field for the entire year of 2017, after Ecopetrol assumed operations in July 2016.

 

·A COP$41,471 million decrease in other minor items.

 

The factors mentioned above were partially offset by a COP$231,222 million increase in inventories and an increase in unit costs associated with the increase of the Brent price of crude oils and products.

 

Cost of sales in 2016 was COP$34,251,423 million, representing a COP$2,743,093 million or 7.4% decrease as compared to 2015, primarily as a result of the following factors:

·A COP$2,043,600 million decrease in the purchase costs of crude oil, natural gas and refined products, which were purchased for sales and in the case of raw materials for refining, which was primarily the result of (i) a lower average purchase prices due to the COP$3,571,691 million decrease in international benchmark prices for crude oil, natural gas and refined products, and (ii) a COP$142,758 decrease in volumes purchased due to the positive effect of a decrease in imports by Reficar and lower products imports by the Refinery of Cartagena given its beginning of operation partially offset by greater purchases of crude oil in the international market for its supply. This decrease was partially offset by a COP$1,670,849 million increase in the average exchange rate of the Colombian Peso against the U.S. dollar (which led to increased costs in Colombian Peso terms).

·A COP$966,578 million decrease in maintenance and contracted services cost, which was primarily the result of (i) a COP$630,576 million decrease in contracted services, mainly due to cost savings achieved through the implementation of our business transformation plan and the transfer of the direct operation of the Rubiales field to Ecopetrol in July 2016; and (ii) a COP$336,002 million decrease in maintenance costs, mainly due to savings achieved from our 2016 maintenance plan which included the renegotiation of fees and the optimization of time without affecting operations.

·A COP$587,696 million decrease in transportation costs, which was the result of an optimization of the use of tanker trucks. This optimization included improvements in the pipeline transportation system for the transportation of heavy crude oil and consequently less use of tanker trucks, use of shorter transportation routes and renegotiation of fees for contracts.

The factors mentioned above were partially offset by a (i) COP$784,266 million increase in the amortization, depletion and depreciation of property, plant and equipment in connection with the start-up of the Reficar units and capitalization of major maintenance costs at the Barrancabermeja refinery and (ii) a COP$70,515 million decrease in other minor items.

4.5.1.3Operating Expenses before impairment of non-current assets effects

Operating expenses and selling, general and administrative expenses before taking into account the impairment of non-current assets amounted to COP$4,592,445 million in 2018, a COP$407,259 million or 9.7% increase as compared to 2017, mainly as a result of the following factors (see Notes 25 and 26 to our consolidated financial statements for more detail).

·A COP$463,160 million decrease in other income due to the acquisition of an additional 11.6% interest at the K2 field in the Gulf of Mexico, which generated a gain due to the increase in the book value of the asset above the price paid for the additional interest. This non-cash gain is the result of the fair value valuation of the interest acquired, reflecting a price increase between the date of the deal and the price outlook by the end of 2017, among other factors.

·A COP$188,304 million increase in general expenses due to the negative impact in our midstream segment of attacks by third parties and higher expenses incurred in respect of environmental incidents in our upstream segment.

·A COP$133,828 million decrease in other income due to the sale of the following fields in 2017: Sogamoso, Río Zulia, Río de Oro and Puerto Barco, Santana, Nancy Maxine Burdine and Valdivia Almagro.

·A COP$45,439 million increase in exploratory expenses as a result of a (i) higher seismic activity and (ii) the recognition of spending on exploratory activity mainly at the León 1, León 2, Bonifacio, Huron and Payero wells in 2018.

This increase was partially offset by:

·A COP$214,563 million decrease in taxes mainly due to the elimination of the wealth tax since 2018.

·A COP$72,318 million decrease in expenses related to our gas pipeline availability BOMT contracts with Transgas that terminated in August 2017.

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·A COP$136,591 million decrease in other minor items, particularly a reversal of a provision we had set aside in respect of the tariff dispute we were having in connection with the P135 Project

 

Operating expenses and selling, general and administrative expenses before taking into account the impairment of non-current assets, amounted to COP$4,185,186 million in 2017, a COP$215,657 million or 4.9% decrease as compared to 2016, mainly as a result of the following factors (see Notes 2725 and 2826 to our consolidated financial statements for more detail).

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·A COP$451,095 million increase in other income due to the acquisition of an additional 11.6% interest at the K2 field in the Gulf of Mexico, which generated a gain due to the increase in the book value of the asset above the price paid for the additional interest. This non-cash gain is the result of the fair value valuation of the interest acquired, reflecting a price increase between the date of the deal and the price outlook by the end of 2017, among other factors.

 

·A COP$263,034 million decrease in taxes mainly due to the reduction of the wealth tax rate from 1% in 2016 to 0.4% in 2017, which was partially offset by an increase in Hocol’s tax expenses as a result of a regulatory trial on deductible expenses.

 

·A COP$122,427 million increase in other income due to the sale of the following fields in 2017: Sogamoso, Río Zulia, Río de Oro and Puerto Barco, Santana, Nancy Maxine Burdine and Valdivia Almagro.

 

This decrease was partially offset by:

 

·A COP$613,350 million increase in exploratory expenses as a result of a higher seismic activity and the recognition of spending on exploratory activity mainly at the Kronos-1, Parmer-1, Warrior 2, Lunera-1, Brama-1, Molusco-1, Godric, Dumbo and Pollera wells,

 

·A COP$7,549 million increase in other minor items.

 

Operating expenses and selling, general and administrative expenses before taking into account the impairment of non-current assets, amounted to COP$4,400,843 million in 2016, a COP$ 955,872 million (17.8%) decrease as compared to 2015, mainly as a result of the following factors (see Notes 27 and 28 to our consolidated financial statements for more detail).

·A COP$855,659 million decrease in exploratory expenses as a result of decreased seismic activity and fewer dry wells reported in the period;

·A COP$309,746 million decrease in commissions, fees, freights and services due to optimization achieved through the implementation of the transformation program.

This decrease was partially offset by:

·A COP$134,665 million increase in labor expenses mainly due to the implementation of a voluntary retirement plan. This plan includes benefits such as monthly income, education and health until the date on which the employees are granted their legal retirement pension.

·A COP$74,868 million increase in other minor items.

Each of our operating segments bears the costs and expenses incurred for product use and marketing and each segment assumes administrative expenses and all non-operational transactions related to its activity. Discussion of operating expenses by business segment is included in the sectionFinancial Review—Operating Results—Consolidated Results of Operations—Segment Performance and Analysis.

 

4.5.1.4Impairment of non-current assets

 

The impairment of our non-current assets includes expenses (or recovery) of impairment of property, plant and equipment and natural resources, investments in companies, goodwill and other non-current assets. The Company is exposed to future risks derived mainly from variations in: (i) oil prices outlook, (ii) refining margins and profitability, (iii) cost profile, (iv) investment and maintenance expenses, (v) amount of recoverable reserves, (vi) market and country risk assessments reflected in the discount rate, and (vii) changes in domestic and international regulations, among others.

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Any change in the foregoing variables used to calculate the recoverable amount of a non-current asset can have a material effect on the recognition of either losses or recovery of impairment charges in the profit or loss statement. In our business segments highly sensitive variables can include among others: (i) in the exploration and production segment, variations of the hydrocarbon prices outlook; (ii) in the refining segment, changes in product and crude oil prices, discount rate, refining margins, changes in environmental regulations, cost structure and the level of capital expenditures; (iii) in the transportation and logistics segment, changes in tariffs regulation and volumes transported. (See Notes 3.2, 4.12 and 1816 to our consolidated financial statements for more detail).

 

In 2017,2018, we hadrecognized impairment losses of non-current assets of COP$368,634 million as compared to a COP$1,311,138 million net reversal of impairment of non-current assets as compared toin 2017 and impairment losses of COP$928,747 million in 2016 and COP$7,864,875 million in 2015.2016. These impairments are a non-cash accounting effect and consequently they do not involve any disbursement or income.cash inflow. Further, any cumulative impairment amount of non-current assets is susceptible to reversion when the fair value of the asset exceeds its book value. On the contrary, in the event that the book value exceeds the fair value of the asset, an additional impairment expense could be recognized.

 

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As mentioned above, in 2018, Ecopetrol recognized impairment losses, net of non-current assets of COP$368,634 million, which corresponds to the net result of:

·An impairment of non-current assets in the refining and petrochemicals segment, primarily due to adjustments in market expectations with respect to the impact of implementation of IMO regulations on projected margins for Reficar’s refined products, (ii) a decrease in the short-term outlook for the ethanol prices given a global over-supply of ethanol, (iii) downward updates to Bioenergy’s near-term agricultural outputs and (iv) an increase in the discount rate used for Reficar and Bioenergy, reflecting updated macroeconomic conditions. These negative impacts were partially offset by the commencement of the stabilization period at both Reficar and Bioenergy as well as tax benefits associated with Law 1942, 2018.

·An impairment of non-current assets in the transportation and logistics segment, primarily the result of a decrease in the forecast of the volume to be transported by the southern transportation unit and an increase in investment needs to mitigate the operative risk of our transportation systems.

·A reversal of impairment of non-current assets in the exploration and production segment primarily due to an improved short- term hydrocarbon price outlook, incorporation of new reserves and technical and operational information variables.

The partial reversal of the impairment recorded in previous years2017 is primarily the result of an improved hydrocarbon prices outlook, incorporation of new reserves, Ecopetrol’s crude oil basket price discounts as compared to the ICE Brent crude price, favorable refining margins outlook, market conditions affecting the discount rate and technical operational capacity, among other factors.

 

The impairment losses recognized in 2016 and 2015 were mainly due to lower estimates of the outlook for oil prices given the oil price environment during those years, operational variables in the exploration and production and refining segments, market and country risk assessments reflected in the discount rate, and a reduction in the amount of recoverable reserves, among others.

 

For more information regarding impairment by segment, see the sectionFinancial Review—Operating Results—Consolidated Results of Operations—Segment Performance and Analysis.

 

4.5.1.5Finance Results, Net

 

Finance results, net, mainly includes exchange rate gains or losses, interest expense, yields and interest from our investments and non-current liabilities financial costs (asset retirement obligation and post-benefits plan).

Finance results, net, amounted to a loss of COP$2,010,375 million in 2018 as compared to a loss of COP$2,495,731 million in 2017. This decrease in loss was mainly due to:

·The positive impact resulting from the 8.9% depreciation of the Colombian Peso against the U.S. dollar on our U.S. dollar net asset position. In 2018 our exchange rate gain was COP$372,223 million, as compared to a gain of COP$5,514 million in 2017.

·A COP$84,265 million decrease in financial costs related to long term obligations mainly due to a lower interest rate on our asset retirement obligation.

·A COP$13,420 million increase in interest expenses, primarily the result of premiums paid in respect of prepayments of debt in 2018 which will generate interest savings in the first half of 2019, which was partially offset by lower interest expenses given (i) use of cash surpluses to pre-pay foreign currency-denominated loans totaling US$2,006 million and local loans totaling the equivalent of US$440 million in 2018 and (iii) a decrease in interest on local currency-denominated loans with a lower interest rate indexed to the Consumer Price Index (CPI).

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·A COP$47,802 million increase in losses related to other minor financial items.

 

Finance results, net, amounted to a loss of COP$2,495,731 million in 2017 as compared to a loss of COP$1,175,367 million in 2016. This increase in loss was mainly due to:

 

·The negative impact (COP$970,916 million) resulting from the 0.56% appreciation of the Colombian Peso against the U.S. dollar on our U.S. dollar net asset position. In 2017 our exchange rate gain was COP$5,514 million, as compared to a gain of COP$976,430 million in 2016.

 

·A COP$688,664 million decrease in financial income corresponding to the reversal of a provision we had set aside in 2016 relating to a litigation concerning Santiago de las Atalayas (the “Comuneros”). See below and Note 23.327 to our consolidated financial statement for more detail.

 

·A COP$39,814 million increase in losses related to other minor financial items.

 

This increase in our financial loss was partially offset by: (i) the use of cash flow and net investment hedge accounting, which has allowed us to neutralize, overall, the effect of the exchange rate fluctuation on 71.2% of the U.S. dollar debt of Ecopetrol S.A., since exchange rate changes are recognized under other comprehensive income within equity, (ii) the efficient allocation of debt within the companies that make up the Ecopetrol Group, thereby achieving an approximately zero net position in U.S. dollars as of December 31, 2017, and (iii) a COP$379,030 million decrease in interest expenses as a result of: (i) the use of cash surpluses to pre-pay foreign currency-denominated loans totaling US$1,925 million in June 2017 and US$475 million in December 2017 and (ii) a decrease in interest on local currency-denominated loans with a lower interest rate indexed to the Consumer Price Index (CPI) and a decrease in interest on capital payments.

 

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Finance results, net, amounted to a loss of COP$1,175,367 million in 2016 as compared to a loss of COP$7,663,104 million in 2015. This decrease in loss was mainly due to:

·The positive impact (COP$6,543,044 million) resulting from the depreciation of the Colombian Peso against the U.S. dollar on our U.S. dollar net asset position. Our 2016 exchange rate gain was COP$976,430 million, as compared to a loss of COP$5,566,614 million in 2015.

·The adoption of cash flow hedge accounting in October 2015 and the hedging of our net investment in June 2016 has allowed us to neutralize, overall, the effect of the exchange rate fluctuation over 88% of the U.S. dollar debt of Ecopetrol S.A., since exchange rate changes are recognized under other comprehensive income within equity.

·A COP$688,664 million increase in financial income corresponding to the reversal of a provision we had set aside relating to a litigation concerning the “Comuneros” (litigation concerning Santiago de las Atalayas). In November 2016, the Ministry of Mines and Energy concluded that the amounts being held were not royalties and therefore not due to the Comuneros. The amounts belonged to Ecopetrol and therefore Ecopetrol recovered the provision it had been recognizing in its financial statements relating to this dispute. See Note 23.3 to our consolidated financial statement for more detail.

·A COP$107,244 million increase in the valuation of our forward hedging operations used to mitigate the volatility of the exchange rate in the cash flow required for the operations of our subsidiary Ocensa, whose functional currency is the U.S. dollar.

·A COP$145,191 million increase in other minor financial items.

This decrease in our financial loss was partially offset by a COP$996,406 million increase in interest expenses as a result of (i) the recognition of Reficar’s interest expenses which, up to 2015, had been capitalized (ii) the aggregate US$475 million international loans we entered into in February and May 2016 and the US$500 million international bond we issued in June 2016, and (iii) the negative effect the Colombian Peso had on our exchange rate on interest due on our foreign debt.

For more details on our financial income and expenses see Note 2927 to our consolidated financial statements for more details.

 

4.5.1.6          Income Tax

 

Income taxes amounted to COP$8,258,485 million in 2018, COP$5,800,268 million in 2017 and COP$4,543,046 million in 2016 and COP$710,353 million in 2015.2016. The above is equivalent to an effective tax rate of 42.1%40.1%, 42.1% and 58.3% in 2018, 2017 and -12.7%2016, respectively.

The decrease in the effective tax rate from 2017 to 2018 was mainly due to: (i) the positive impact of Law 1943, 2018 that led to higher deferred asset taxes, primarily at Reficar and Bioenergy, given the lower presumptive income rate of 0% starting in 2021, which will allow them to offset higher tax losses from previous years; (ii) the 300 basis points nominal tax decrease as a consequence of the 2016 tax reform; and 2015, respectively.(iii) an increase in the contribution of our income from Reficar, which is taxed at a lower nominal rate of 15%. This decrease was partially offset by (i) a non-deductible expense effect, primarily due to exploratory activity at Ecopetrol América Inc.’s León 1 and 2 wells and (ii) exchange rate effects on tax bases for companies with the U.S. dollar as their functional currency but with profit or tax losses in Colombian pesos, which required them to recognize a deferred taxes according to IAS 12.41 between the carrying amount of non-monetary assets in their financial statements and their respective tax bases converted from Colombian pesos to U.S dollars using the exchange rate on December 31, 2018.

 

The decrease in the effective tax rate from 2016 to 2017 was mainly due to: (i) the better financial performance of the exploration and production segment, (ii) the reduction of losses at Reficar and Ecopetrol America Inc, which also resulted in lower tax rates and (iii) the reduction of the wealth tax rate from 1% in 2016 to 0.4% in 2017.

 

The increase in the effective tax rate from 2015 to 2016 was mainly due to: (i) lower recovery of deferred tax asset, (ii) the effect of the adjustment in deferred tax resulting from the application of the Colombian tax reform described above, and (iii) the recognition of the presumptive tax on subsidiaries reporting tax losses.

See Note 10 to our consolidated financial statements for more details.

 

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4.5.1.7Net Income (Loss) Attributable to Owners of Ecopetrol

 

As a result of the foregoing, in 2018, net income attributable to owners of Ecopetrol was COP$11,381,386, in 2017, net income attributable to owners of Ecopetrol was COP$7,178,539 million whereas and, in 2016, net income attributable to owners of Ecopetrol was COP$2,447,881 million and, in 2015, net loss attributable to owners of Ecopetrol was COP$7,193,859 million.

 

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4.5.1.8Segment Performance and Analysis

 

In this section, including the tables below, we present our financial information by segment: Exploration and Production, Refining and Petrochemicals and Transportation and Logistics. See the sectionBusiness Overview for a description of each segment.

 

The following tables present our revenues and net income by business segment for the years ended December 31, 2018, 2017 2016 and 2015:2016:

 

Table 47 – Revenues by Business Segment

 

 Year ended December 31,  % Change  Year ended December 31,  % Change 
 2017  2016  2015  2017/2016  2016/2015  2018  2017  2016  2018/2017  2017/2016 
 (Colombian Pesos in millions)       (Colombian Pesos in millions) 
Exploration and Production  36,494,934   28,221,210   31,732,611   29.3   (11.1)  50,372,764   36,494,934   28,221,210   38.0   29.3 
Third parties  25,004,320   20,527,332   25,669,213   21.8   (20.0)  30,112,900   25,004,320   20,527,332   20.4   21.8 
Local crude oil  909,871   553,666   491,279   64.3   12.7   550,479   909,871   553,666   (39.5)  64.3 
Foreign crude oil  21,426,666   17,278,579   21,181,265   24.0   (18.4)  26,898,737   21,426,666   17,278,579   25.5   24.0 
Trading of crude oil  -   -   1,309,196   -   (100.0)
Natural gas local  1,815,754   1,988,336   1,845,345   (8.7)  7.7   1,885,846   1,815,754   1,988,336   3.9   (8.7)
Foreign natural gas  32,303   58,809   182,950   (45.1)  (67.9)  27,899   32,303   58,809   (13.6)  (45.1)
Other income  819,726   647,942   659,178   26.5   (1.7)  749,939   819,726   647,942   (8.5)  26.5 
Inter-segment net operating revenues  11,490,614   7,693,878   6,063,398   49.3   26.9   20,259,864   11,490,614   7,693,878   76.3   49.3 
Refining and Petrochemicals  28,644,016   24,823,714   23,245,676   15.4   6.8   37,011,373   28,644,016   24,823,714   29.2   15.4 
Third parties  27,343,359   24,194,024   22,456,866   13.0   7.7   34,947,948   27,343,359   24,194,024   27.8   13.0 
Local refined products  21,187,091   17,771,166   18,806,063   19.2   (5.5)  26,354,549   21,187,091   17,771,166   24.4   19.2 
Foreign refined products  6,005,556   6,330,648   3,535,666   (5.1)  79.1   8,485,932   6,005,556   6,330,648   41.3   (5.1)
Foreign crude oil  52,397   -   -   -   -   -   52,397   -   (100.0)  - 
Other income  98,315   92,210   115,137   6.6   (19.9)  107,467   98,315   92,210   9.3   6.6 
Inter-segment net operating revenues  1,300,657   629,690   788,810   106.6   (20.2)  2,063,425   1,300,657   629,690   58.6   106.6 
Transportation and Logistics  10,598,064   10,648,776   10,844,550   (0.5)  (1.8)  11,354,167   10,598,064   10,648,776   7.1   (0.5)
Third parties  3,606,549   3,764,205   4,221,192   (4.2)  (10.8)  3,543,024   3,606,549   3,764,205   (1.8)  (4.2)
Inter-segment net operating revenues  6,991,515   6,884,571   6,623,358   1.6   3.9   7,811,143   6,991,515   6,884,571   11.7   1.6 
Eliminations of consolidations  (19,782,786)  (15,208,139)  (13,475,566)  30.1   12.9   (30,134,432)  (19,782,786)  (15,208,139)  52.3   30.1 
Total revenues  55,954,228   48,485,561   52,347,271   15.4   (7.4)  68,603,872   55,954,228   48,485,561   22.6   15.4 

 

Total revenues by segment include exports and local sales to third-parties and inter-segment sales. See the sectionFinancial Review—Operating Results—Consolidated Results of Operations—Total Revenues for prices and volumes to third parties.

 

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Table 48 – Operating and Net Income by Business Segment

 

 Year ended December 31,  % change  Year ended December 31,  % change 
 2017 2016 2015 2017/2016 2016/2015  2018  2017  2016  2018/2017  2017/2016 
 (Colombian Pesos in millions)       (Colombian Pesos in millions) 
Exploration and Production                                        
Operating Income  8,061,484   2,912,307   (1,782,153)  177   (263)  15,899,337   8,061,484   2,912,307   97   177 
Net income attributable to owners  3,820,501   1,322,370   (5,851,620)  189   (123)  9,930,519   3,820,501   1,322,370   160   189 
Refining and Petrochemicals                                        
Operating Income  1,362,934   (595,712)  (2,521,271)  (329)  (76)  (757,793)  1,362,934   (595,712)  (156)  (329)
Net income attributable to owners  358,859   (1,823,020)  (4,016,050)  (120)  (55)  (1,973,075)  358,859   (1,823,020)  (650)  (120)
Transportation and Logistics                                        
Operating Income  6,748,047   6,589,251   6,444,217   2   2   7,317,513   6,748,047   6,589,251   8   2 
Net income attributable to owners  2,999,978   2,960,449   2,819,759   1   5   3,424,234   2,999,978   2,960,449   14   1 
Eliminations in consolidation                                        
Operating Income  (610)  (1,298)  (9,628)  (53)  (87)  (643)  (610)  (1,298)  5   (53)
Net income attributable to owners  (799)  (11,918)  (145,948)  (93)  (92)  (292)  (799)  (11,918)  (63)  (93)
Ecopetrol consolidado                    
Ecopetrol consolidated                    
Operating Income  16,171,855   8,904,548   2,131,165   82   318   22,458,414   16,171,855   8,904,548   39   82 
Net income attributable to owners  7,178,539   2,447,881   (7,193,859)  193   (134)  11,381,386   7,178,539   2,447,881   59   193 

 

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4.5.1.9Exploration and Production Segment Results

In 2018, exploration and production segment sales were COP$50,372,764 million, compared to COP$36,494,934 million in 2017. In 2018, our segment sales increased by 38.0% as compared with 2017 mainly as a result of:

·Increased sales of crude oil to third parties, which increased by 20.4% in 2018 as compared to 2017 primarily due to: (i) an increase in the price of our crude oil basket of US$15.4 per barrel, (ii) the depreciation of the Colombian Peso against the U.S dollar, resulting in an increase in sales revenue recorded in U.S. dollars, (iii) an increase of 1.0 mmboe in sales of natural gas mainly due to greater demand and management of incremental sales. This increase was partially offset by the decrease in local and exports sales of crude oil (12.1 mmbls) mainly due to an increase in the use of local crude by Reficar and Barrancabermeja for their operations.

·Increased inter-segment revenues, which increased by 76.3% in 2018 as compared to 2017 mainly due to: i) higher production volumes as a result of drilling campaigns, emphasized deliveries of crude oil in order to supply Reficar and Barrancabermeja in order to replace imported crudes and ii) an increase in the price of our crude oil basket due to the better performance of the Brent crude benchmark prices.

 

In 2017, exploration and production segment sales were COP$36,494,934 million, compared to COP$28,221,210 million in 2016. In 2017, our segment sales increased by 29.3% as compared with 2016 mainly as a result of:

 

·Increased sales of crude oil to third parties, which increased by 21.8% in 2017 as compared to 2016 primarily due to: (i) an increase in the price of our crude oil basket of US$12.1 per barrel, (ii) an increase in local sales of crude oil (1.3 mmbls) mainly due mainly to sales of crude oil as a result of the Bicentenario alternative transport system which mitigated the effect of the attacks on the Caño Limon-Coveñas Oil pipeline. This increase was partially offset by: (i) a decrease of 7.7 mmbls in crude oil exports due to an increase in the use of local crude oil by Reficar for its operations, (ii) the appreciation of the Colombian Peso against the U.S. dollar resulting in a decrease in sales revenue recorded in U.S. dollars and (iii) a decrease of 0.9 mmboe in sales of natural gas mainly due to the end of the El Niño phenomenon in 2017, which reduced thermal generation by gas.

 

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·Increased inter-segment revenues, which increased by 49.3% in 2017 as compared to 2016 mainly due to sales of crude oil in order to supply Reficar.

 

In 2016, exploration and production segment sales were COP$28,221,210 million, compared to COP$31,732,611 million in 2015. In 2016, our segment sales decreased by 11.1% as compared with 2015 mainly as a result of:

·Lower sales of crude oil to third parties, which decreased by 20% in 2016 as compared to 2015 primarily due to: (i) a decline of 36.8 mmbls in crude oil exports and volumes available for commercialization mainly due to the decrease in the production output and delivery of crude oil destined for exports to Reficar as feedstock (ii) a decrease in the price of our crude oil basket of US$8.2 per barrel, (iii) a decrease of 2.0 mmboe in sales of foreign natural gas mainly due to the termination of our Venezuela sales contract on June 30, 2015. Notwithstanding, the decrease in sales to third parties was partially offset by an increase in the devaluation of the Colombian Peso against the U.S. dollar and higher sales of crude oil and local natural gas, the latter resulting from an increase in the prices of the natural gas basket of US $2/barrel, which was indexed to 2015 prices and impacted by the “El Niño” weather phenomenon; and

·Higher inter-segment revenues, which increased by 26.9% in 2016 as compared to 2015 mainly due to sales of crude oil in order to supply Reficar.

Cost of sales affecting our exploration and production segment isare mainly related to: (i) the amortization and depletion of our production assets, (ii) contracted services and (iii) costs related to maintenance, operational services, electric power, projects and labor in the exploration and production segment. In addition, this segment’s costs are impacted by the purchases of crude oil from ANH and third parties, naphtha for dilution and transportation services.

In 2018, the cost of sales for this segment increased by 22.5% as compared with 2017, due to the net effect of:

·Fixed costs increasing by 10.1%, or COP$815,784 million, in 2018 as compared to 2017, mainly due to (i) an increase in contracted services mainly due to the reactivation of the activity at the CPO 09 block, an environmental audit contract primarily at the Rubiales and Cira-Teca fields, as well as water treatment expenses at the Magdalena Medio and Meta fields, (ii) an increase in maintenance and operating materials due to greater well preventive interventions, mainly in assets of the Central and Orinoquía Regional Vice-Presidencies, as well as an increase in maintenance in the K2 field for corrosion management, and (iii) higher labor costs due the recognition of salary increases and benefits for employees under our new collective bargaining agreement along with an increase in the number of employees.

·Variable costs increasing by 28.0%, or COP$5,113,316 million, in 2018 as compared to 2017, as a result of (i) an increase of purchases of crude oil due to the increase in international benchmark prices, (ii) higher transportation costs due to the use of alternative oil pipelines to transport crude oil given attacks against the Caño Limón-Coveñas pipeline, (iii) an increase in operating activity costs such us electricity, process materials and services contracted associated with higher production. This increase was partially offset by lower depreciation and amortization mainly due of an increase in hydrocarbon proved developed reserves in 2018 as compared to 2017, which led to a decrease in depreciation expenses.

 

In 2017, the cost of sales for this segment increased by 14.5% as compared with 2016, due to the net effect of:

 

·Fixed costs increasing by 16.1%, or COP$1,115,851 million, in 2017 as compared to 2016, mainly due to (i) an increase in contracted services, maintenance and operating materials, which included preventative surface maintenance activities at our production facilities and well services as a strategy to mitigate natural decline rates and (ii) an increase in the costs of hydrocarbon transportation services as a result of paying for alternative routes to bypass the attacks on the Caño Limon-Coveñas oil pipeline. This increase was partially offset by a decrease in contracted services as a result of the full return of the Recetor field to Ecopetrol on May 30, 2017 and our full operation of the Rubiales field for the entire year.

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·Variable costs increasing by 13.9%, or COP$2,221,585 million, in 2017 as compared to 2016, as a result of (i) an increase of purchases of crude oil due to the increase in international benchmark prices, (ii) higher depreciation, mainly as a result of the beginning of operations of the Gunflint field by Ecopetrol America Inc. in August 2016, (iii) a decrease in hydrocarbon proved developed reserves in 2016 as compared to 2015 which led to an increase in depreciation expenses, and (iv) higher transportation costs due to the use of alternate pipelines in order to transport the crude oil despite the attacks on the Caño Limon-Coveñas oil pipeline. This increase was partially offset by: (i) lower imports of fuels, especially diesel and gasoline, due to the replacement of imports with products produced by Reficar, lower diluent consumption, due to the strategy of marketing high-viscosity crudes and co-dilution with LPG use of products by Reficar rather than the use of imported products, and (ii) the positive effect of the appreciation of the Colombian peso against the U.S. dollar on our purchases in U.S. dollar.

 

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In 2016, the cost2018, operating expenses before impairment of sales for this segment decreasednon-current assets increased by 10.6%30.9% as compared with 2015, dueto 2017, primarily as a result of (i) the bargain purchase in our acquisition of an additional stake in the K2 field in 2017, (ii) the sale of the following fields in 2017: Sogamoso, Río Zulia, Río de Oro and Puerto Barco, Santana, Nancy Maxine Burdine and Valdivia Almagro, (iii) the recognition of exploratory activity at Ecopetrol America Inc.’s León 1 and 2 wells and Hocol’s Bonifacio, Hurón and Payero wells in 2018, (iv) an increase in operation expenses related to the net effect of:Lizama’s well environmental incident that occurred in the first half of 2018. This increase was partially offset by (i) the elimination of the wealth tax since 2018 and (ii) a decrease in exploratory activity at the Kronos-1, Parmer-1, Warrior 2, Lunera-1, Brama-1, Molusco-1, Godric, Dumbo and Pollera wells recognized in 2017.

·Fixed costs decreasing by 3.7%, or COP$268,558 million, in 2016 as compared to 2015, mainly due to (i) a decrease in contracted services, maintenance and operating materials as a result of the cost efficiencies achieved by the transformation plan, which involved reduction of contract fees and optimization of maintenance timing without affecting operations, and (ii) a decrease in services contracted in association with partners as a result of the return of the Rubiales and Cusiana contracts to Ecopetrol in July 2016, showing the operational capacity and efficiency of the segment. This decrease was partially offset by an increase in the costs of hydrocarbon transportation services as a result of a ship or pay contract, indexed to the U.S. dollar, between the exploration, production, transportation and logistics segments.

·Variable costs decreasing by 13.3%, or COP$2,467,666 million, in 2016 as compared to 2015, as a result of (i) reduction in purchases of diluent as part of our cost efficiencies, strategy and lower production of heavy crude oil, (ii) lower volumes of crude oil purchases from the ANH, third parties and other products due to lower availability of crude oil due to lower production, (iii) lower transportation costs due to the optimization of the use of tanker trucks and savings due to the increase in viscosity for the transportation of heavy crude oil through pipelines, (iv) a decrease in services contracted in association with partners as a result of the return of the Rubiales and Cusiana contracts to Ecopetrol in July 2016, and (v) capitalization of inventories as a result of higher prices on purchases of crude oil, diluent in December 2016 compared to December 2015. This decrease was partially offset by an increase of electric power costs and process materials as chemicals and catalysts used in our direct operation of the Rubiales field and the increase in the average exchange rate of the Colombian Peso against the U.S. dollar (which led to increased costs in Colombian Peso terms).

 

In 2017, operating expenses before impairment of non-current assets increased by 7.8% in 2017 as compared to 2016, primarily as a result of (i) higher expenses related to our exploratory activity as we engaged in more seismic activity and recorded expenses related to exploratory activity at the Kronos-1, Parmer-1, Warrior 2, Lunera-1, Brama-1, Molusco-1, Godric, Dumbo and Pollera wells, (ii) the termination in 2016 of the deferred income amortization we had been recognizing since 2007 for the advance payment by the Ministry of Finance and Public Credit of the obligations under Ecogas, in relation to the Built, Operate and Transfer contracts (BOMT's)(BOMT’s) for the construction, operation, maintenance and transfer of gas pipelines. This increase was partially offset by (i) increased income due to the acquisition of an additional 11.6% interest at the K2 field in the Gulf of Mexico which generated a gain due to the increase in the book value of the asset above the value paid for the additional interest and (ii) the reduction of the wealth tax rate from 1% in 2016 to 0.4% in 2017.

 

In 2016, operating expenses beforeThe net reversal of impairment of non-current assets decreased by 70.1%recognized in 2016the exploration and production segment in 2018, which totaled COP$785,940 million in 2018 as compared to 2015, primarilyCOP$183,718 million in 2017, increased by 327.8 % as a result of (i) lower expenses relatedcompared to our exploratory activity as we engaged in less seismic activity and exploratory drilling, (ii) minor commissions, fees, freight and services as a result of the savings obtained in the implementation of our transformation plan, and (iii) a lower wealth tax. This decrease was partially offset by an increase in labor expenses2017 mainly due to due to the implementationincorporation of the voluntary retirement plan.new reserves, improved short-term hydrocarbon price outlook and improvements in technical operational capacity.

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The net reversal of impairment of non-current assets recognized in the exploration and production segment in 2017 totaled COP$183,718 million as compared to an impairment loss of COP$196,448 million in 2016. The net reversal of the impairment was primarily due to the increased value of offshore oil fields, partially offset by an impairment of onshore fields, both as a result of calculating their valuation taking into account market variables, reserves, price spreads as compared to the ICE Brent price, and available technical and operational information.

 

The impairment lossessegment recorded net income attributable to owners of non-current assetsrecognized in the exploration and production segment in 2016, which totaledEcopetrol of COP$196,448 million compared to COP$4,504,4959,930,519 million in 2015, decreased by 95.6%2018 as compared to 2015 mainly due to variation in estimations of future prices which include the current scenarios of oil quota agreements of OPEC and the impact of changes on specifications issued by the IMO (International Maritime Organization) agreement on crude and fuels with high sulfur content (See Note 18.1 to our consolidated financial statements for more details).

The segment recorded net income attributable to owners of Ecopetrol of COP$3,820,501 million in 2017 as compared toand net income attributable to owners of Ecopetrol of COP$1,322,370 million in 2016 and net loss attributable to owners of Ecopetrol of COP$5,851,619 million in 2015.2016.

 

Lifting and Production Costs

 

The aggregate average production cost, on a Colombian Peso basis, has increased to COP$27,782 per boe during 2018 from COP$23,684 per boe during 2017 from COP$20,993 per boe during 2016.2017. On a dollar basis, our aggregate average production cost increased to US$9.40 per boe in 2018 from US$8.02 per boe in 2017, from US$6.88 per boe in 2016, due partially to a 3.27% appreciation0.18% depreciation of the average exchange rate of the Colombian Peso against the U.S. dollar in 2017.2018.

 

The aggregate average lifting cost, on a Colombian Peso basis, increased to COP$22,58525,614 per boe during 20172018 from COP$19,799 per boe22,585 during 2016.2017. On a dollar basis, it increased to US$8.66 per boe in 2018 from US$7.65 per boe in 2017 from US$6.49 per boe in 2016 also due partially to the 3.27% appreciation0.18% depreciation of the average exchange rate of the Colombian Peso against the U.S. dollar in 2017.2018.

 

The abovementioned increases were primarily due to:

 

·HigherAn increase in energy costs, at both the Rubiales and Cusiana fieldsprimarily due to their full return to Ecopetrol at the beginning of the third quarter of 2016;

·Higher costs at the Recetor field due to its full return to Ecopetrol on May 30, 2017;higher prices in liquid fuels purchased for electric generation in our fields (diesel, fuel oil no. 4 and reduced crude) and an increase in unregulated tariffs.

 

·An increase in costs relateddue to subsoil maintenance, which in turn wasprimarily due to an increase in the number and complexity of well interventions and services, which have managedmainly to maintainsupport and improve theour basic production curve;curve.

 

·An increase in costs related to surface maintenance, which in turn wasof services due to ana 2% increase in the numbercrude volumes and an 8% increase in water production in fields of intervened surface equipment,direct and associated operation.

·Higher water volumes which has managed to maintain the operational reliabilityaugmented energy consumption and integrity of the surface equipment in production operations;fluid treatment utilized for injection techniques, disposal and recovery projects.

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·An increase in energyothers operational costs which in turn was due to an increase in water production in fields, mainly in the Meta regionas per field support and incorporation of assets in the Rubiales field with a higher water cut (+ 98% BSW);logistics services.

·An increase in costs related to chemical treatment of fluids, which in turn was due to an increase in the volume of water production in fields under our direct and indirect operation; and

·An increase in water treatment, that increases energy consumption and fluid treatment given the utilization of injection technique for water disposal and recovery projects.

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The difference between the aggregate average lifting cost and aggregate average production cost is that lifting cost does not include the costs related to hydrocarbon self-consumption required in the production process or the deliveries we make to our refineries and natural gas liquid plants.

 

The following table sets forth crude oil and natural gas average sales prices, the aggregate average lifting costs and aggregate average unit production cost for the years ended December 31, 2018, 2017 2016 and 2015.2016.

 

Table 49 – Crude Oil and Natural Gas Average Prices and Costs

 

 2017  2016  2015  2018  2017  2016 
Crude Oil Average Sales Price (U.S. dollars per barrel)(1)  47.8   35.7   43.9   63.2   47.8   35.7 
Crude Oil Average Sales Price (COP$ per barrel)(1)  141,175   108,337   118,115   187,845   141,175   108,337 
Natural Gas Average Sales Price (U.S. dollars per barrel equivalent)  22.7   23.5   22.0   22.4   22.7   23.5 
Natural Gas Average Sales Price (COP$ per barrel equivalent)  66,919   71,893   60,120   66,922   66,919   71,893 
Aggregate Average Unit Production Costs (U.S. dollars per boe)(2)  8.02   6.88   7.92   9.40   8.02   6.88 
Aggregate Average Unit Production Cost (COP$ per boe)(2)  23,684   20,993   21,732   27,782   23,684   20,993 
Aggregate Average Lifting Costs (U.S. dollars per boe)(3)(4)(5)  7.65   6.49   7.40   8.66   7.65   6.49 
Aggregate Average Lifting Costs (COP$ per boe)(3)(4) (5)  22,585   19,799   20,308   25,614   22,585   19,799 

 

(1)Corresponds to our average sales price on a consolidated basis.
(2)Unit production costs correspond to consolidated average costs on total production volumes net of royalties. Production costs do not include costs related to transport, commercialization and administrative expenses.
(3)Lifting costs per barrel are calculated based on total production (excluding production tests and discovered undeveloped fields), which are net of royalties, and correspond to our lifting costs on a consolidated basis.
(4)The cost indicator is calculated by using the cost of production (does not include costs related to hydrocarbons consumption by Ecopetrol in the production process, such as by our refineries and natural gas liquid plants) and dividing by the net produced volume (excluding royalties) as the denominator.
(5)As a result of the evaluation of control over companies under IFRS, Ecopetrol does not consolidate Savia Perú and Equion.

 

4.5.1.10Transportation and Logistics Segment Results

In 2018, our transportation and logistics segment sales were COP$11,354,167 million compared to COP$10,598,064 million in 2017. The 7.1% increase in 2018 as compared with 2017 was mainly due to (i) higher volumes of crude oil transported by our pipelines which was primarily due to reversal cycles through the Bicentenario pipeline, the startup of the San Fernando-Apiay System and the expansion of the P135 Project, (ii) an increase in the volume of refined products transported mainly due to the increase in production at Barrancabermeja and Reficar, (iii) the positive effect on our U.S. dollar-indexed transportation fees resulting from the depreciation of the Colombian peso against the U.S. dollar. This increase was partially offset by a decrease in revenue due to the resolution of the disagreement regarding the P135 Project tariffs, leading to lower tariffs.

 

In 2017, our transportation and logistics segment sales were COP$10,598,064 million compared to COP$10,648,776 million in 2016. The 0.5% decrease in 2017 as compared with 2016 was mainly due to (i) a 5% decrease in the volume of crude oil transported by our pipelines, which was primarily due to the production decrease at the national level and (ii) the negative effect on our U.S. dollar-indexed transportation fees resulting from the appreciation of the Colombian Peso against the U.S. dollar. This decrease was almost offset by a 1.9% increase in the volume of refined products transported primarily due to the increase in demand for refined products in Colombia and the elimination of restrictions in the Pozos Colorados - Galán system. Sales to third parties decreased in 2017 as compared to 2016 primarily due to the fact that the segment received income from the transportation services to Frontera Energy for its participation in the Rubiales field, and once the field returned to us in July 2016, these services were recognized as inter-segment sales.

 

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In 2016, our transportation and logistics segment sales were COP$10,648,776 million compared to COP$10,844,550 million in 2015. The 1.8% decrease in 2016 as compared with 2015 was mainly due to an 11.3% decrease in the volume of crude oil transported by our pipelines, which was primarily due to the production decrease at the national level, in spite of (i) the positive effect on our U.S. dollar-indexed transportation fees resulting from the devaluation of the Colombian Peso against the U.S. dollar and (ii) a 3.7% increase in the volume of refined products transported in the Galán-Sebastopol system to meet the demand for fuel in Colombia and the start-up of Reficar. Sales to third parties decreased in 2016 as compared to 2015 primarily due to the fact that the segment received income from the transportation services to Pacific Rubiales for its participation in the Rubiales field, and once the field returned to us in July 2016, these services were recognized as inter-segment sales.

 

The cost of sales for our transportation and logistics segment is mainly related to: (i) project costs associated with the maintenance of transportation networks and (ii) operating costs related to these systems, including the costs of labor, energy, fuels and lubricants and others.

 

The cost of sales amounted to COP$3,402,087 million in 2018 as compared to COP$3,271,835 million in 2017. The cost of sales for this segment increased by 4.0% in 2018 as compared with 2017 mainly due to (i) an increase in costs associated with higher volumes transported, primarily due to the reasons described above and (ii) increased consumption of materials, supplies and depreciation resulting from to the start of the San Fernando – Apiay system at Cenit since January 2018 and the expansion of the P135 Project since July 2017.

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The cost of sales amounted to COP$3,271,835 million in 2017 as compared to COP$3,349,791 million in 2016. The cost of sales for this segment decreased by 2.3% in 2017 as compared with 2016 mainly due to a decrease in costs associated with maintenance, operating supplies and materials due to the continuity of our efficiency program to optimize our operating costs. This decrease was partially offset by (i) an increase in material processing costs needed for power generation in three new pumping stations to operate Ocensa’s P135 project and (ii) an increase in depreciation resulting from the start of P135.

 

The costIn 2018, operating expenses before the impairment of sales amounted to COP$3,349,791 million in 2016non-current assets decreased by 27.1% as compared to COP$3,744,422 million2017 due to: (i) a reversal of a provision we had set aside in 2015. The costrespect of sales for this segment decreased by 10.5%tariff dispute we were having in 2016 as comparedconnection with 2015 mainly due to a decrease in costs associated with maintenance, operating suppliesthe P135 Project and materials due to(ii) the continuityelimination of our efficiency program to optimize our operating costs.wealth tax since 2018. This decrease was partially offset by an increase in material processing costs needed for power generation in pumping stations and an increase in depreciation due to a higher level of investments in the segment.expenses associated with attacks on our infrastructure by third parties.

 

In 2017, operating expenses before the impairment of non-current assets decreased by 15.1% as compared to 2016 due to lower administrative expenses mainly as a result of the consolidation of administration areas within the segment and a decrease in taxes because of the reduction of the wealth tax rate discussed previously.

 

In 2016, operating expenses before theThe impairment losses of non-current assets increased by 30.7%recognized in the segment in 2018, totaled COP$169,870 million in 2018 as compared to 2015 duean impairment recovery of COP$59,455 million in 2017. The difference in impairment from a reversal in 2017 to a recoveryloss in 2018 was primarily the result of environmental provisionsa decrease in 2015, no similar recoveries in 2016the forecast of the volume to be transported by the southern cash generating unit and an increase in labor costs as a resultinvestment needs to mitigate the operative risk of the implementation of the voluntary retirement plan. This increase was partially offset by lower wealth and industry taxes.our transportation systems.

 

The net reversal of impairment recovery of non-current assets recognized in the segment in 2017, totaled COP$59,455 million in 2017 as compared to an impairment recovery of COP$41,062 million in 2016. The net reversal ofincrease in the impairment recovery was due to the inclusion, in the assessment of the recovery amount of this segment’s assets, of flows associated with the Port of Tumaco that positively affects the recoverable amount of the southern transportationcash generating unit (See Note 18.316.3 to our consolidated financial statements for more detail).

The impairment recovery of non-current assets recognized in the segment in 2016 totaled COP$41,062 million in 2016 as compared to COP$81,388 million loss in 2015, a decrease of 150.5% as compared to 2015 mainly due to the incorporation, in the assessment of the recovery amount of this segment’s assets, of flows associated to the San Fernando - Apiay system project that affects the recoverable amount of the Llanos transportation line, partially offset by an increase in impairment of assets related to the southern transportation line.

 

The segment recorded net income attributable to owners of Ecopetrol of COP$2,999,9783,424,234 million in 20172018 as compared to net income of COP$2,999,978 million in 2017 and COP$2,960,449 million in 2016 and COP$2,819,759 million in 2015.2016.

 

4.5.1.11Refining and Petrochemicals Segment Results

In 2018, the refining and petrochemical segment sales were COP$37,011,373 million compared to COP$28,644,016 million in 2017. In 2018, sales of refined products and petrochemicals increased by 29.2% as compared with 2017, mainly due to: (i) an increase of our average products basket price due to the increase in international prices and (ii) increased sales volumes, primarily of medium distillates, and gasoline in Colombia and international markets, due to higher refining throughput and positive operating performance at our refineries.

 

In 2017, the refining and petrochemical segment sales were COP$28,644,016 million compared to COP$24,823,714 million in 2016. In 2017, sales of refined products and petrochemicals increased by 15.4% as compared with 2016, mainly due to an increase of our average products basket price due to the increase in the international prices. This increase was partially offset by (i) a decrease in exports of fuel oil primarily due to reduced production at the Barrancabermeja refinery as a result of reliance on more efficient alternative sources and stabilization of the coker unit at Reficarthe Cartagena Refinery and (ii) a decrease in exports of diesel due to our commercial strategy of focusing on selling to the domestic market due to better commercial conditions, replacing lace imports of such products.

 

In 2016, the refining and petrochemical segment sales were COP$24,823,714 million compared to COP$23,245,676 million in 2015. In 2016, sales of refined products and petrochemicals increased by 6.8% as compared with 2015, mainly due to an increase in the volume of domestic and export sales mainly in mid-distillates due to the startup of operations at Reficar. This increase was partially offset by a decrease of our average products basket price due to the decrease in the international price of crude oil.

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The cost of sales for our refined products and petrochemicals segment is mainly related to the purchase of crude oil and natural gas for our refineries, imported crude oil and products to supply local demand, feedstock transportation services, services contracted for maintenance of the refineries and the amortization and depreciation of refining assets. Cost of sales amounted COP$35,658,753 million in 2018, compared to COP$26,855,395 million in 2017 compared toand COP$22,843,987 million in 20162016.

In 2018, the cost of sales for this segment increased 32.8% as compared with 2017, principally due to (i) an increase in purchases of crude oil at higher international benchmark prices, (ii) higher volumes purchase of crude oil for use by our refineries due to higher throughput, (iii) an increase in cost of transportation associated with higher production in our refineries. This increase was partially offset by: (i) lower imports of products primarily medium distillates and COP$20,758,808 milliongasolines as a result of higher production at Barrancabermeja Reficar and (ii) lower imports of light crude used at the Cartagena Refinery as a result of the substitution of such crude, which resulted in 2015.a more cost-effective crude slate for the Cartagena Refinery.

 

In 2017, the cost of sales for this segment increased 18% as compared with 2016, principally due to (i) an increase in purchases of crude oil at increased international benchmark prices and (ii) higher volumes of imports of crude oil and inter-segment purchases of crude oil for Reficar.the Cartagena Refinery. This increase was partially offset by lower imports of other fuels, especially diesel and gasoline, due to the use of products produced by Reficarthe Cartagena Refinery rather than imported products.

 

In 2016,2018, operating expenses before the costimpairment of sales for this segment increased 10%non-current assets decreased by 24.6% as compared with 2015, principallyto 2017, due to the operation of Reficar’s units in 2016 which led to (i) an increase in crude oil purchases through import and inter-segment transactions as Reficar required a special feedstock during the stabilization and performance testing period which increased production cost, (ii) an increase in the depreciation of Reficar’s units (iii) inventory consumption that had been in stock in December 2015, and (iv) higher costs for services contracted, materials of process, maintenance and electrical power. This increase was partially offset by lower imports of products and the excellent operational performanceexpenses of the Barrancabermeja refinery.Cartagena Refinery which was reflected in lower maintenance expenses, contracted services and general expenses.

 

In 2017, operating expenses before the impairment of non-current assets decreased by 17.2% as compared to 2016, due to a decrease of stabilization expenses of Reficarthe Cartagena Refinery and a decrease in taxes because of the reduction of the wealth tax rate.

 

In 2016, operating expenses before theThe impairment losses of non-current assets increased by 27.3%recognized in the segment in 2018, which totaled COP$984,704 million in 2018, as compared to 2015, duea net reversal of impairment of COP$1,067,965 million in 2017, is primarily the result of: (i) adjustments in market expectations with respect to the impact of implementation of IMO regulation on projected margins for the Cartagena Refinery’s refined products, (ii) a decrease in the short-term outlook for the ethanol prices given a global over-supply of ethanol, (iii) downward updates to Bioenergy’s near-term agricultural outputs and (iv) an increase in labor expenses related to our voluntary retirement plan in 2016the discount rate used for Reficar and other expenses related toBioenergy, reflecting updated macroeconomic conditions. These negative impacts were partially offset by the start-upcommencement of operationsthe stabilization period at Reficar.both Reficar and Bioenergy as well as tax benefits associated with Law 1942, 2018.

 

The net reversal of impairment of non-current assets recognized in the segment in 2017, which totaled COP$1,067,965 million in 2017 as compared to an impairment loss of COP$773,361 million in 2016, decreased as compared to 2016 as a result of (i) a net reversal of the impairment of Reficar as a result of an improved outlook in refining margins due to the anticipated effects of the ratification of the International Convention for the Prevention of Pollution from Ships (Marpol),Marpol which goes into effect in 2020, (ii) a lower discount rate resulting from the application of WACC methodology and (iii) operational and financial optimization due to the stabilization of the refinery. This reversal was partially offset by Bioenergy’s impairment related to the change of the project start date, the process of stabilization of the industrial plant, the updating of operational variables and the financial expenses of the BarracabermejaBarrancabermeja refinery’s modernization project, which is currently postponed.

The impairment losses of non-current assets recognized in the segment in 2016, which totaled COP$773,361 million as compared to COP$3,278,993 million in 2015, decreased by 76.4% as compared to 2015. The 2016 scenario incorporated refining margins including the effect of Marpol in 2016 compared to 2015, partially offset by the effect of adjustment of operational variables based on that observed during Reficar’s stabilization period and new ethanol prices on Bioenergy’s impairment (See Note 18.2 to our consolidated financial statements for more details).

 

As mentioned earlier, the refining segment is highly sensitive to changes in product prices and feedstock in the international market, the discount rate, the refining margins, changes in environmental regulations and cost structure and the level of capital expenditures.

 

The refining and petrochemicals segment recorded net loss attributable to owners of Ecopetrol of COP$1,973,075 million in 2018, as compared to a net income attributable to owners of Ecopetrol of COP$358,859 million in 2017, as compared toand a net loss attributable to owners of Ecopetrol of COP$1,823,020 million in 2016 and COP$4,016,050 million in 2015.2016.

 

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4.6Liquidity and Capital Resources

 

Our principal source of liquidity in 20172018 was cash flows from our operations amounting to COP$16,973,62622,469,194 million.

 

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Our principalmain uses of cash in 20172018 were (i) COP$11,259,492 million11,363,077 in debt payments through the pre-payment of local and foreign currency-denominated loans totaling the equivalent of US$1,9252,446 million in June 20172018 and US$475 million in December 2017,amortizations to capital and interest payments, (ii) COP$$5,965,5568,460,426 million in capital expenditures, which included investments in property, plant and equipment, and natural and environmental resources and intangibles, (iii) dividend payments for the fiscal year 2016 amounting to COP$1,504,6474,427,701 million, which includes dividends relating to fiscal year 20162017 for COP$945,6613,659,373 million and the payment of dividends to non-controlling interest in 2017 for COP$558,986768,328 million.

 

For more information regarding our debt, see the sectionFinancial ReviewFinancial Indebtedness and Other Contractual Obligations.

 

4.6.1Review of Cash Flows

 

Cash from operating activities

Net cash provided by operating activities increased by 32.4% in 2018 as compared to 2017, mainly as a result of a 31.9% increase in our operational income before depreciation, depletion and amortization (DD&A) and impairment of non-current assets primarily due to (i) higher hydrocarbon production levels, (ii) an increase in our refining throughput, (iii) our continued strategy of replacing imports of crude oil and refined products with domestic production, (iv) the commencement of operations of the San Fernando – Apiay project and expansion of the P135 Project in our the midstream segment, (v) cost efficiencies from our transformation plan and (vi) a favorable price environment. This increase was partially offset by higher working capital needs mainly due to an increase in accounts receivable from the FEPC and the payment in advance of the capital gains tax due in 2019 pursuant to Decree 2146, 2018.

 

Net cash provided by operating activities increased by 19.3% in 2017 as compared to 2016, mainly as a result of (i) a 32.7% increase in our operational income before depreciation, depletion and amortization (DD&A) and impairment of non-current assets and efficiency gains and cost-savings generated by our corporate strategy. This increase was partially offset by (i) higher working capital needs mainly due to increase in accounts receivable from the FEPC and commercial receivablesreceivable accounts and (ii) an increase in our costs due to the effect of recovery in international crude oil prices on our purchases and an increase in maintenance activities, contracted services and operating supply needs associated with an increase in our operational activities.

 

NetCash used in investing activities

In 2018, net cash provided by operatingused in investing activities increased by 21.9% in 201698.9% as compared to 2015,2017, mainly as a result of: (i) a 38.5% increase in investments in capital expenditures, which was driven mainly by drilling in the Castilla and La Cira Infantas fields and the B3 module of (i) lower working capital needs mainly due to the higher oil prices observed at the end of 2016 versus the end of 2015,Rubiales field and (ii) a 4%249.4% increase in our operational income before depreciation, depletion and amortization (DD&A) and impairmentinvestment portfolio as a result of non-current assets resulting from a decrease in our costs and operational expenses (before DD&A and impairment) due to our savings generated by the transformation plan. This increase was partially offset by (i) the decrease in international prices of crude oil during 2016, and (ii) an increase in income tax paid by the transportation and logistics segment due to the better results in 2015.

Cash used in investing activitiesexcess liquidity.

 

In 2017, net cash used in investing activities decreased by 53.3% as compared to 2016, mainly as a result of a 110.4% decrease in our investment portfolios as a result of pre-payments of foreign currency-denominated loans totaling US$2,400 million in 2017. This decrease was partially offset by (i) cash proceeds from the sale of our shares in Empresa de Energía de Bogotá, which totaled COP$56,930 million in the aggregate and (ii) a 4.6% increase in investments in capital expenditures, which was driven mainly by the reactivation of activity in our Castilla and Rubiales fields, the development of improved recovery projects in fields such as La Cira and Chichimene, and an increase in exploration activities.

 

In 2016, net cash used in investing activities decreased by 26.8% as compared to 2015, mainly as a result of: (i) a 62.4% decreased investment in capital expenditures due to the effect of decreasing oil prices and the conclusion of the Reficar modernization project, and (ii) additional cash proceeds from the sale of our investments in Empresa de Energía de Bogotá and Interconexión Electrica S.A., which totaled COP$966,715 million in the aggregate. This decrease was partially offset by increased investments of our excess liquidity in our investment portfolios, which in turn resulted from the savings we achieved and the recovery of the price of oil during the second half of 2016.

Cash used in financing activities

Net cash used in financing activities increased by 23.7% in 2018, as compared to 2017, due to (i) prepayments of local and foreign currency-denominated loans totaling the equivalent of US$2,446 million as compared to US$2,400 million in prepayments of foreign currency-denominated loans made in 2017 and (ii) an increase in dividend payments to the shareholders of Ecopetrol of COP$2,713,712 million and in dividend payments made by certain of our subsidiaries to their non-controlling shareholders of COP$209,342 million.

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Net cash used in financing activities increased by 362% in 2017, as compared to 2016, due to (i) prepayments of foreign currency-denominated loans totaling US$2,400 million and (ii) an increase in dividendsdividend payments to the shareholders of Ecopetrol of COP$255,484 million in 2017 as compared to 2016, which was partially offset by a COP$463,135 million decrease in dividend payments made by certain of our subsidiaries to their non-controlling shareholders.

 

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Net cash used in financing activities increased by 98.5% in 2016, as compared to 2015, due to a decrease in cash from borrowings of COP$5,151,937 million which was partially offset by a decrease in dividends payments of COP$3,781,099 million in 2016 as compared to 2015.

4.6.2Capital Expenditures

 

Our consolidated capital expenditures in 2018, 2017 and 2016 and 2015 were COP$8,460,426 million, COP$6,107,506 million COP$5,837,477 million and COP$15,517,9495,837,477 million, respectively. These investments were distributed by business segment on average, for the past three years as follows: 64.9%73.0% for the exploration and production segment, 17.4%12.5% for refining and petrochemicals and 17.7%14.5% for the transportation and logistics segment. See Note 33.331.3 to our consolidated financial statements for more detail about capital expenditures by segment.

 

Our investment plan approved for 20182019 is a range of between US$3,500 million and US$4,000 million. The investments will be distributed approximately as follows: 85%81.0% for exploration and production, 14%11.0% for refining, petrochemicals, and transportation and logistics, and 1%8.0% for other investments.

 

The resources required for the investment plan willcan be funded through internal cash generation with no need to raise additional net financing.

 

4.6.3Dividends

In 2018, we paid dividends for the fiscal year ended December 31, 2017 amounting to COP$3,659,373 million to Ecopetrol’s shareholders, including the Nation, and dividends paid to non-controlling shareholders of our subsidiaries totaling COP$768,328 million.

 

In 2017, we paid dividends offor the fiscal year ended December 31, 2016 amounting to COP$945,661 million to Ecopetrol’s shareholders, including the Nation, and dividends paid to non-controlling shareholders of our subsidiaries totaling COP$558,986 million.

 

In 2016, we paid the last installment of dividends relating to 2014 net income to the Nation for COP$690,177 million and our transportation and logistics subsidiaries paid dividends to their non-controlling shareholders for COP$1,022,121 million. Given the net loss we reported in 2015, our shareholders at the ordinary general shareholder’s meeting did not approve distribution of dividends for 2015.

 

On March 23, 2018,29, 2019, our shareholders at the ordinary General Shareholders Assembly approved a distribution of dividends for the fiscal year ended December 31, 20172018 amounting to COP$3,659,3869,251,256 million, or COP$89225 per share, based on the number of outstanding shares as of December 31, 2017.2018. Of the total dividends that will be paid, COP$169 per share corresponds to an ordinary dividend pursuant to our current dividend policy and COP$56 per share corresponds to an extraordinary dividend given the strong operational results and robust cash position of the Company in 2018. The dividend payment was approved to be made in one installment for the minority shareholders of Ecopetrol on April 19, 201825, 2019 and twothree installments for the Nation, the first to be paid on April 19 201825, 2019, the second to be paid on June 25, 2019 and the secondfinal installment to be paid on September 17 2018.25, 2019.

 

4.7Summary of Differences between Internal Reporting (Colombian IFRS and IFRS)

 

We prepare our interim and annual statutory financial information in accordance with our internal reporting policies, which follow Colombian IFRS and differ in certain significant aspects from IFRS. The following table sets forth our consolidated net income and equity for years ended December 31, 2018, 2017 2016 and 2015,2016, in accordance with Colombian IFRS and IFRS:

 

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Table 50 – Consolidated Net Income and Equity

 

  For the year ended December 31,       
  (Colombian Pesos in millions)  % Change 
  2017  2016  2015  2017/2016  2016/2015 
Net income attributable to owners of Ecopetrol (IFRS)  7,178,539   2,447,881   (7,193,859)  193.3   (134.0)
Cash flow hedge for future company exports  (366,048)  (494,604)  2,140,553   (26.0)  (123.1)
Exchange rate effects on tax bases – Deferred tax  (192,079)  (388,568)  1,065,580   (50.6)  (136.5)
Net income Attributable to owners of Ecopetrol (Colombian IFRS)  6,620,412   1,564,709   (3,987,726)  323.1   (139.2)
Net Equity (IFRS)  48,215,698   43,560,501   43,100,963   10.7   1.1 
Cash flow hedge for future company exports  (29,258)  (39,803)  (74,259)  (26.5)  (46.4)
Exchange rate effects on tax bases – Deferred tax  1,594,865   1,799,020   2,205,064   (11.3)  (18.4)
Net Equity (Colombian IFRS)  49,781,305   45,319,718   45,231,768   9.8  0.2 

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  For the year ended December 31,  % Change 
  2018  2017  2016  2018/2017  2017/2016 
  (Colombian Pesos in millions)       
Net income attributable to owners of Ecopetrol (IFRS)  11,381,386   7,178,539   2,447,881   58.5   193.3 
Cash flow hedge for future company exports  (471,314)  (366,048)  (494,604)  28.8   (26.0)
Exchange rate effects on tax bases – Deferred tax  646,333   (192,079)  (388,568)  (436.5)  (50.6)
Net income Attributable to owners of Ecopetrol (Colombian IFRS)  11,556,405   6,620,412   1,564,709   74.6   323.1 
Net Equity (IFRS)  57,107,780   48,215,699   43,560,501   18.4   10.7 
Cash flow hedge for future company exports  (20,792)  (29,258)  (39,803)  (28.9)  (26.5)
Exchange rate effects on tax bases – Deferred tax  2,217,450   1,594,864   1,799,020   39.0   (11.3)
Net Equity (Colombian IFRS)  59,304,438   49,781,305   45,319,718   19.1   9.8 

 

As noted above, certain differences exist between our net income and equity as determined in accordance with our internal reporting policies, which follow Colombian IFRS, which are used for management reporting purposes, as presented in the business segment information, and our net income and equity as determined under IFRS, as presented in our consolidated financial statements.

 

The primary differences between Colombian IFRS and IFRS as they apply to our results of operations are summarized below:

Cash flow hedge for future company exports. In September 2015, in order to hedge the effect of exchange rate volatility on Ecopetrol’s foreign currency debt, Ecopetrol’s Board of Directors approved a cash flow hedge for future crude oil exports. According to IAS 39 – Financial Instruments, Ecopetrol implemented this hedge beginning on October 1, 2015, the date on which it formally completed the related hedging documentation.

 

Under Colombian IFRS, the General Accounting Office of the Nation (CGN for its acronym in Spanish) issued Resolution 509, which allows companies to apply hedge accounting for non-derivative financial instruments from any date within the transition period or the first period of application of International Accounting Standards in Colombia, even if such company has not yet formally documented the hedging relationship, the objective or the risk management strategy. Under these rules, Ecopetrol applied cash flow hedge accounting from January 1, 2015 in its financial statements under Colombian IFRS.

 

As a result of this accounting policy difference, for the year ended December 31, 2017,2018, our net income as reported under IFRS was COP$366,048471,314 million higher than our net income as reported under Colombian IFRS.

Exchange rate effects on tax bases – Deferred tax. According to IAS 12.41, companies with a U.S. dollar functional currency and profit or tax loss in Colombian Pesos are required to recognize deferred taxes attributable to the difference between the carrying amounts of non-monetary assets in their financial statements and their respective tax bases converted from Colombian Pesos to U.S. dollars using the exchange rate on the closing date. The effect of the temporary difference is charged to profit and losses without a cash outflow expected in the future. Under local accounting principles (The General Accounting Office opinion No. 20162000000781 dated January 18, 2016), the result attributable to the aforementioned difference in accounting policies does not generate any deferred taxes at December 31, 2017.taxes.

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Ecopetrol’s functional currency is the Colombian Peso and it consolidates some subsidiaries whose functional currency is the U.S. dollar but who settled their taxes in Colombian Pesos. As a result of the application of paragraph 41 – IAS 12, such subsidiaries are required to calculate deferred taxes under IFRS.

 

As a result of this accounting policy difference, for the year ended December 31, 2017,2018, our net income attributable to owners of Ecopetrol as reported under IFRS was COP$192,079 646,333million higherlower than our net income attributable to owners of Ecopetrol as reported under Colombian IFRS.

 

The application of IAS12.41 also generated adjustments to our goodwill and investments in companies impairments of COP$22,030 million in 2018, COP$61,893 million in 2017 and COP$86,781 million in 2016 and COP$418,872 million in 2015 in connection with our purchase of subsidiaries whose functional currency is the U.S. dollar as well as adjustments to our revenue from the equity method of COP$11,316 million in 2018, COP$60,748 million in 2017 and COP$71,056 million in 2016 and COP$81,808 million in 2015 in connection with our associates and joint ventures whose functional currency is the U.S. dollar.

 

As a result of these accounting policy differences described above, for the year ended December 31, 2017,2018, we reported net income attributable to the owners of Ecopetrol under IFRS of COP$11,381,386 million as opposed to a net income attributable to the owners of Ecopetrol of COP$11,556,405 million reported under Colombian IFRS for the same period. For the year ended December 31, 2017, these same accounting differences led us to report net income attributable to the owners of Ecopetrol under IFRS of COP$7,148,539 million as opposed to a net income attributable to the owners of Ecopetrol of COP$6,620,412 million reported under Colombian IFRS for the same period. For the year ended December 31, 2016, these same accounting differences led us to report net income attributable to the owners of Ecopetrol under IFRS of COP$2,447,881 million as opposed to a net income attributable to the owners of Ecopetrol of COP$1,564,709 million reported under Colombian IFRS for the same period. For the year ended December 31, 2015, these same accounting differences led us to report a net loss under IFRS of COP$7,193,859 million as opposed to a net loss of a COP$3,987,726 million reported under Colombian IFRS for the same period.

 

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4.8       Financial Indebtedness and Other Contractual Obligations

 

As of December 31, 2017,2018, we had outstanding consolidated indebtedness of COP$43.533.2 trillion, which corresponded primarily to the following long-term transactions:

 

Table 51 – Consolidated Financial Indebtedness

 

Company Type Initial Date Original
Amount
 Maturity Interest Rate  Amortization
Ecopetrol S.A. BondsJuly 23, 2009US$1,500 millionJuly 23, 20197.625%Bullet
September 18, 2013US$350 millionSeptember 18, 20184.250%Bullet
 September 18, 2013 US$1,300 million September 18, 2023  5.875% Bullet
    September 18, 2013 US$850 million September 18, 2043  7.375% Bullet
    May 28, 2014 US$2,000 million May 28, 2045  5.875% Bullet
    September 16, 2014 US$1,200 million January 16, 2025  4.125% Bullet
    June 26, 2015 US$1,500 million June 26, 2026  5.375% Bullet
    June 15, 20162016* US$500 million*million September 18, 2023  5.875% Bullet
    December 1, 2010 COP$479,900 million December 1, 2020  Floating  Bullet
    December 1, 2010 COP$284,300 million December 1, 2040FloatingBullet
August 27, 2013COP$120,950 millionAugust 27, 2018  Floating  Bullet
    August 27, 2013 COP$168,600 million August 27, 2023  Floating  Bullet
    August 27, 2013 COP$347,500 million August 27, 2028  Floating  Bullet
    August 27, 2013 COP$262,950 million August 27, 2043  Floating  Bullet
  Bank Loans*May 27, 2013COP$1,839 billion**May 24, 2025FloatingSemi-annual
Loans December 30,2011*** US$440321 million December 20, 2025  Floating  Semi-annual
  
ECAsMarch 22, 2013US$245 millionJuly 25, 2023FloatingSemi-annual
March 22, 2013US$151 millionJuly 6, 2019FloatingSemi-annual
 December 30, 2011*** US$2,650 million December 20, 2027  Fixed  Semi-annual
    December 30, 2011*** US$100 million December 20, 2027  Floating  Semi-annual
    December 30, 2011*** US$97 million December 20, 2027  Fixed  Semi-annual
    December 30, 2011*** US$210 million December 20, 2027  Floating  Semi-annual
Ocensa Bond May 7, 2014 US$500 million May 7, 2021  4.000% Bullet
Oleoducto Bicentenario Bank Loan July 5, 2012 COP$2,100 billion**2.1 trillion July 5, 2024  Floating  Quarterly
ODL Bank Loan*Loan August 1, 2013 COP$800,000 million**800 billion August 1, 2020  Floating  Quarterly

 

* Reopening of bond due to 2023.

** Bank loans refinanced from their original conditions.

*** Debt originally obtained by Reficar for the Refinery modernization and voluntarily assumed by Ecopetrol.

 

 8994 

 

 

The long term debt balance for the end of 20172018 is explained as follows:

 

·On June 30, 2017, Ecopetrol repaid in advance its entire syndicated bank loan contracted with international banks in 2015. The loan had a nominal value of US$ 1,925 million which was originally due on February 2020.

·On August 14, 2017, Ecopetrol signed a committed line with a local bank for COP$ 990 billion as a contingent financing mechanism. This facility has 2 year availability period, a maturity of 10 years from the date of the first disbursement, 2 years grace period on capital, an interest rate of IBR + 300 basis points and a commitment fee of 7.2 basis points annually on the undisbursed amount during the availability period.

·On December 13, 2017, Ecopetrol voluntarily assumed Reficar´s debt obtained for the refinery modernization (approximately US$2,666 million in nominal terms plus accrued interest). The debt assumption was under the same financial conditions that Reficar originally had. This transaction had no effect on Ecopetrol´s consolidated debt level.

·On December 15, 2017, Ecopetrol repaid in advance its loans with The Bank of Tokyo-Mitsubishi UFJ, Ltd. and Export Development Canada, with nominal values of US$175 million and US$300 million, respectively. The original due date for those facilities was 2021.

·Ecopetrol did not disburse any long-term debt in 2017.

On April 13, 2018, Ecopetrol redeemed all of its outstanding 4.250% notes due September 18, 2018 in an aggregate principal amount of US$350 million. The notes were issued in September 2013.

·On July 6 and 25, 2018, Ecopetrol prepaid all loans entered into in 2013 with international banks and guaranteed by the US Export-Import Bank, which was originally due in 2023. The aggregate payment was in the amount of US$155,979,564, plus accrued interest.

·On August 6, 2018, Ecopetrol prepaid the entire syndicated loan it entered into in 2013 with Colombian banks, which had been scheduled to be amortized up to 2025. The prepayment was in the total amount of COP$1.43 trillion, plus accrued interest.

·On September 20, 2018, Ecopetrol signed a committed line with international banks for USD$665 million as a contingent financing mechanism. This facility has a 2 year availability period for disbursements, an interest rate of 6-month LIBOR + 125 basis points and an annual fee of 30 basis points on principal not disbursed during the availability period.

·On December 27, 2018, Ecopetrol redeemed all of its outstanding 7.625% notes due July 23, 2019 in an aggregate principal amount of US$1,500 million. The notes were issued in July 2009.

Ecopetrol did not incur any short-term or long-term bank loans or bonds in 2018.

 

Contractual Obligations

 

We enter into various commitments and contractual obligations that may require future cash payments. The following table summarizes our contractual obligations as of December 31, 2017.2018.

 

Table 52 – Our Contractual Obligations

 

COP$ in millions Payments due by period  Payments due by period 
Contractual obligations Total  Less than 1
year
  1 to 3 years  3 to 5 years  More than 5
years
  Total  Less than 1
year
  1 to 3 years  3 to 5 years  More than 5
years
 
Employee Benefit Plan  28,005,753   1,254,613   2,489,826   2,598,517   21,662,797   30,269,275   1,281,826   2,657,497   2,755,849   23,574,103 
Contract Service Obligations  5,306,166   2,374,015   1,586,881   427,820   917,450   3,951,217   1,453,298   1,609,737   412,396   475,786 
Operating Lease Obligations  252,178   198,456   53,722   0   0   407,664   96,976   116,620   86,154   107,914 
Natural Gas Supply Agreements  2,413,949   255,394   558,876   359,997   1,239,681   363,735   109,927   99,440   0   154,368 
Purchase Obligations  2,949,525   607,012   2,302,193   -   40,320   1,653,507   80,698   1,525,351   8,092   39,366 
Energy Supply Agreements  694,965   146,648   185,221   57,502   305,594   848,790   153,205   172,200   70,347   453,038 
Capital Expenditures  885,000   679,966   198,099   6,935   -   556,157   397,522   130,214   28,421   0 
Build, Operate, Maintain and Transfer Contracts (BOMT)  687,721   80,105   119,422   124,594   363,601   665,759   64,748   123,481   129,283   348,247 
Capital (Finance) Lease Obligations  581,810   25,762   84,375   92,768   378,905   454,631   55,087   80,812   63,353   255,379 
Financial Sector Debt  10,553,695   1,357,133   2,808,557   2,479,877   3,908,127   10,071,534   1,576,597   2,906,067   2,886,955   2,701,915 
Bonds  27,433,741   1,105,598   4,747,385   1,367,000   20,213,757   25,986,306   64,995   3,542,961   5,388,600   16,989,750 
Total  79,764,503   8,084,702   15,134,557   7,515,010   49,030,232   72,228,575   5,334,879   12,964,380   11,829,450   45,099,866 

 

The table does not include the contractual obligations of Equion, Savia and Ecodiesel, which do not consolidate within the Ecopetrol’s Group.

 

95

4.9       Off Balance Sheet Arrangements

 

As of December 31, 2017,2018, we did not have off-balance sheet arrangements of the type that is required to be disclosed under Item 5.E of Form 20-F.

 

90

4.10     Trend Analysis and Sensitivity Analysis

 

Trend Analysis

Ongoing Trends

 

Ecopetrol updated its 2020 Business Plan on September 29, 2016. ThisFebruary 26, 2019. See sectionOur Corporate Strategy—Business Plan is based on three fundamental pillars: i) protection for a discussion of cash and cost efficiency; ii) strict capital discipline; and iii) growththe trends recognized in reserves and production; these pillars will strengthen the Company’s financial sustainability and afford it opportunities for both organic and inorganic growth, generating value and profitability for its shareholders.development of that plan.


Sensitivity Analysis

 

According to this business plan, during 2018 the Company will continue to pursue its transformation to ensure operational and financial sustainability. It will focus on multi-year fields development plans; improved return on assets; committing ourselves to integrity, safe operations, environment consciousness and joint prosperity with communities in which we operate and execute projects.

We believe that our strategy of diversifying our export destinations and sales under term contracts with fixed discounts to reference prices will help to mitigate the impact of crude oversupply over the spread of our export basket.

Furthermore, with the full operation of all of the units of Reficar since 2016 and shifting from stabilization to optimization, Ecopetrol’s trade balance is expected to continue improving due to the reduction of gasoline imports and incremental exports of fuels. Reficar’s fuels production is expected to continue being allocated primarily in the domestic market, with a surplus to be exported.

Adding profitable reserves and maintaining the pace of production are the Company’s priorities. The exploration campaign will be focused in regions with strong prospects. Investment in exploration will be approximately US$400-US$450 million, allocated mainly to the evaluation and appraisal of discoveries and ongoing exploration efforts of Ecopetrol S.A., Hocol, Ecopetrol America Inc., Ecopetrol Mexico, Ecopetrol Costa Afuera and Ecopetrol Brazil.

We stress that a strong cash position allows us to assess opportunities for inorganic growth of Ecopetrol’s reserves.

Sensitivity Analysis

Sensitivity Analysis of Reserves

 

The following table provides information about the sensitivity analysis conducted on our oil and gas reserves as of December 31, 2017,2018, taking into account ICE Brent crude oil prices that reasonably reflect management’s view of crude oil prices given prevailing market conditions.

 

Table 53 – Sensitivity Analysis of Reserves

 

 Oil and NGL
(million barrels)
 Natural Gas
(bcf)
 Total Oil and
Gas (Mmboe)
  Oil and NGL
(million barrels)
  Natural Gas
(bcf)
  Total Oil and
Gas (Mmboe)
 
Reserves as of December 31, 2017  1,088   3,253   1,659 
Reserves as of December 31, 2018  1,200   3,002   1,727 
Sensitivity Scenario  1,143   3,267   1,716   1,155   2,958   1,674 
Difference (million barrels)  55   14   57   (45)  (44)  (53)
Difference (%)  5.1%  0.4%  3.4%  (4)%  (1)%  (3)%

 

The conversion rate used is 5,700 cf = 1 boe.

91

 

Assumptions for the Sensitivity Analysis of Reserves

 

·The sensitivity of the ICE Brent price index is forecasted to average US$55 per barrel in 2018, US$6067 per barrel in 2019, US$6571 per barrel in 2020, US$7069 per barrel in 2021 and between US$75 per barrel67 and US$71 onwards.

 

·The base scenario on which our sensitivity analysis is made corresponds to our oil, NGL and natural gas reserves, as of December 31, 2017,2018, as presented elsewhere in this annual report.

 

·Other variables such as the operating costs, capital costs and portfolio price were not variedremain unchanged for purposes of the analysis.

 

Sensitivity Analysis of our Results

 

The following table provides information about the sensitivity of our results as of December 31, 2017,2018, due to variations of US$1 in the price of ICE Brent crude and of 1% in the COP$/US$ exchange rate.

 

96

Table 54 – Results of Sensitivity Analysis Results

 

 Income
Statement 2017
  Income
Statement Case
ICE Brent(1)+
US$1
  Difference
Between Real
2017 and Case
ICE Brent
  Income
Statement Case
TRM(2)- 1%
  Difference
Between Real
2017 and Case
TRM
  Income Statement
2018
  

Income
Statement
Case ICE
Brent(1)+
US$1

  Difference
Between Real
2018 and
Case ICE
Brent
  

Income
Statement
Case TRM(2)-
1%

  Difference
Between Real
2018 and
Case TRM
 
 (COP$ in billions)  (COP$ in billions) 
Revenue  55,954.23   56,929.63   975.40   56,519.30   565.07   68,603.87   69,602.13   998.26   69,324.68   720.81 
Cost of sales  (36,908.33)  (37,279.43)  (371.11)  (37,175.09)  (266.76)  41,184.38   41,560.55   376.17   41,514.49   330.11 
Gross Income  19,045.90   19,650.20   604.29   19,344.21   298.31   24,419.49   28,041.58   622.09   27,810.19   390.70 
Operating expenses  (4,185.19)  (4,185.19)  -   (4,185.19)  -   4,592.45   4,592.45   -   4,592.45   - 
Impairment of non-current assets  1,311.14  1,311.14  -   1,311.14  -   368.63   368.63   -   368.63   - 
Operating income  16,171.86   16,776.15   604.29   16,470.16   298.31   22,458.41   23,080.50   622.09   22,849.11   390.70 
Finance results, net  (2,495.73)  (2,495.73)  -   (2,495.73)  -   (2,010.38)  (2,010.38)  -   (2,010.38)  - 
Share of profit of associates and joint ventures  93.54   93.54   -   93.54   -   165.84   165.84   -   165.84   - 
Income before income tax  13,769.66   14,373.96   604.29   14,067.97   298.31   20,613.87   21,235.96   622.09   21,004.57   390.70 
Income Tax  (5,800.27)  (6,054.82)  (254.55)  (5,925.92)  (125.65)  (8,258.49)  (8,507.71)  (249.23)  (8,415.01)  (156.52)
Net Income  7,969.39   8,319.14   349.74   8,142.05   172.66   12,355.38   12,728.25   372.86   12,589.56   234.18 

 

(1)ICE Brent = US$5572 per barrel
(2)Exchange rate (TRM) = COP$2,951/2,956/US$1.00

 

Assumptions for the Sensitivity Analysis of our Results

 

·Our sensitivity analysis is based on the Consolidated Statement of Profit or Loss for 2017,2018, as presented elsewhere in this annual report.

 

·The sensitivity of the ICE Brent price index is in reference to an increase of US$1 per barrel of crude oil in the average ICE Brent reference price based on a 365-day year for 2017.2018. Prices assumed correspond to realized prices for crude oil, natural gas and refined products for 2017,2018, adjusted to account for the differences between such realized prices and the ICE Brent reference price.

 

·The sensitivity of our results to changes in the exchange rate is in reference to a 1% average depreciation of the Colombian Peso against the U.S. dollar during 2017.2018. Prices are the realized prices of crude oil, natural gas and refined products in 20172018 and are expressed for the sensitivity using the adjusted exchange rate (i.e.(i.e. a 1% average depreciation of the Colombian Peso against the U.S. dollar during 2017)2018).

 

·The income tax for each of our sensitivity analyses (price of ICE Brent and COP$/US$ exchange rate) is estimated using the effective corporate tax rate of 42%40% for 2017.2018.

92

 

The table below sets forth the line items that are being affected by the variation on the reference prices or the average exchange rate.

 

Table 55

 

VARIATION ON ICE BRENT REFERENCE
PRICE

VARIATION ON AVERAGE EXCHANGE RATE
REVENUE

 REVENUE
  
Sales of crude oilSales of crude oil
Sales of refined productsSales of refined products
Sales of natural gasSales of natural gas
 COST OF SALES
Local purchases from business partnersLocal purchases from business partners
Local purchases of hydrocarbons from the ANHLocal purchases of hydrocarbons from the ANH
Local purchases of natural gasLocal purchases of natural gas
Imports of productsImports of products

 

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5.Risk Review

 

5.1       Risk Factors

 

The risks discussed below could have a material adverse effect, separately or in combination, on our business’s operating results, cash flows, liquidity and financial condition. Investors should carefully consider these risks.

 

5.1.1      Risks Related to Our Business

 

This section describes the most significant potential risks to our business.

 

Our crude oil and natural gas reserve estimates involve some degree of uncertainty and may prove to be incorrect over time, which could adversely affect our ability to generate revenue.

 

Reserves estimates are prepared using generally accepted geological and engineering evaluation methods and procedures. Estimates are based on geological, topographical and engineering facts. Actual reserves and production may vary materially from estimates shown in this annual report, and downward revisions in our reserve estimates could lead to lower future production which could affect our results of operations and financial condition.

 

Hydrocarbon reserves presented in this annual report were calculated in accordance with SEC regulations. As required by those regulations, reserves were valued based on the unweighted average of closing prices for the first day of each month in the 12-month periods ended December 31, 2018, 2017 2016 and 2015,2016, as well as other conditions in existence at those dates. The average of closing prices of ICE Brent crude oil for the first day of each month in the 12-month period was US$55.57 per barrel in 2015, US$44.49 per barrel in 2016, and US$54.93 per barrel in 2017. In 2016, the Company recognized a reduction2017 and US$72.20 per barrel in oil and gas proven reserves of 14% in 2016 as compared to 2015, to 1,598 mmboe in 2016 from 1,849 mmboe in 2015.2018. In 2017, the Company recognized an increase in oil and gas proven reserves of 4% as compared to 2016, to 1,659 mmboe in 2017 from 1,598 mmboe in 2016. In 2018, the Company recognized an increase in oil and gas proven reserves of 4% as compared to 2017, to 1,727 mmboe in 2018 from 1,659 mmboe in 2017. For more information, see the sectionBusiness Overview—Exploration and Production—Reserves.

 

Furthermore, at least once a year, or more frequently if the circumstances require, the Company ascertains whether there are signsindicators of impairment to its assets or cash-generating units (CGUs) due to the difference between the carrying amount of such assets or CGUs as opposedagainst to their recoverable amounts, using reasonable assumptions, based on internal and external factors, which reflect market conditions. The recoverable amount is considered to be the higher of the fair value minusless costs of disposal and value in use, based on the free cash flow method, discounted at the weighted average capital cost (WACC). Whenever the recoverable amount of an asset or CGU is lower than its net carrying amount, such amount is reduced to its recovery amount, recognizing a loss for impairment as an expense in the consolidated statement of profit or loss. External and internal sources of information may indicate that an impairment loss recognized for an asset, other than goodwill, may no longer exist or may have decreased, in this case, the reversal is recognized a gain foras an impairment recovery in the consolidated statement of profit or loss.

 

In 2018, Ecopetrol recognized an impairment loss, net of non-current assets of COP$368,634 million, which corresponds to the net result of:

·An impairment of non-current assets in the refining and petrochemicals segment, primarily due to (i) adjustments in market expectations with respect to the impact of implementation of IMO regulations on projected margins for Reficar’s refined products (ii) a decrease in the short-term outlook for the ethanol prices given a global over-supply of ethanol, (iii) downward updates to Bioenergy’s near-term agricultural outputs and (iv) an increase in the discount rate used for Reficar and Bioenergy, reflecting updated macroeconomic conditions. These negative impacts were partially offset by the commencement of the stabilization period at both Reficar and Bioenergy as well as tax benefits associated with Law 1942, 2018.

·An impairment of non-current assets in the transportation and logistics segment, primarily the result of a decrease in the forecast of the volume to be transported by the southern transportation unit and an increase in investment needs to mitigate the operative risk of our transportation systems.

 9398 

 

  

In 2017, Ecopetrol had a COP$1,311,138 million net reversal of impairments recorded in previous years primarily as a result of improved hydrocarbon prices outlook, incorporation of new reserves, Ecopetrol’s crude oil basket price discount as compared to the ICE Brent crude oil price, improved refining margins outlook and technical operational capacity, among other factors. For additional information about this impairment charges, see Note 18 to our consolidated financial statements.

·A reversal of impairment of non-current assets in the exploration and production segment, primarily due to an improved short-term hydrocarbon price outlook, incorporation of new reserves and technical and operational information variables.

 

Any significant change in estimates and judgments could have a material effect on the quantity and present value of our proved reserves and subsequently on the recognition or recovery of impairment charges. Changes to estimations of reserves are applied prospectively to the amounts of depreciation, depletion and amortization charged and, consequently, the carrying amounts of exploration and production assets.

 

In order to assess the possible impact of current expected oil price scenarios and market conditions, as well as of further developments driven by the economic environment for the oil and gas industry, the Company has performed a sensitivity analysis over its proved reserve balance as of December 31, 2017.2018. Based on these calculations, assuming an average price per barrel of ICE Brent crude oilprice of US$55 per barrel in 2018, US$6067 per barrel in 2019, US$6571 per barrel in 2020, US$7069 per barrel in 2021, and between US$75 per barrel for later years,66 and US$71 onwards, Ecopetrol could recognize an increasea decrease in oil and gas proved reserves of approximately 3.3%3%. This analysis takes into account Ecopetrol’s estimates and expectations regarding the main assumptions used in its proven reserve calculation, which final actual result may fluctuate and differ substantially from those provided herein due to several factors outside of the control of the Company. For additional information see the sectionFinancial Review—Trend Analysis and Sensitivity Analysis.

 

On the contrary, any downwardupward revision in our estimated quantities of proved reserves would indicate lowerhigher future production volumes, which could result in higherlower expenses for depreciation, depletion and amortization for properties to which we apply the units of production method for calculating these expenses. These higherlower expenses, and any lowerhigher revenues as a result of actual production volumes and realized prices, could adversely impactbenefit our results of operations and financial condition.

 

Achieving our long-term growth depends on our ability to execute our strategic plan — specifically, the discovery andand/or successful development of additional reserves.

 

Our long-term growth objectives depend largely on our ability to develop the reserves recovery potential associated with existing fields and to discover and/or acquire new reserves, and in turn developingdevelop them successfully and improving the recovery factor in our mature oil fields.successfully. Our exploration activities expose us to the inherent geological and drilling risks including the risk of not discovering commercially viable crude oil or natural gas reserves;reserves, and the risk that some exploratory wells initially budgeted for may be drilled at a later stage or not be drilled at all. Despite the effort we make to control costs associated with drilling, these are often uncertain, and numerous factors beyond our control may cause drilling operations to be curtailed, delayed or cancelled.

 

Our ability to add and develop reserves also depends on our capacity to structurally reduce costs to maintain the profitability of oil fields already being exploited without compromising infrastructure integrity and HSE performance.

Additionally, our strategy includes the exploration and development of unconventional reservoirs in Colombia, by using fracking technology. However, the implementation of this strategy depends, among others, on the final outcome of the regulatory framework affecting this technology currently being discussed in Colombia, obtaining the requisite environmental license required for the exploratory phase (including pilot wells) to begin and the results of these pilot projects. In February 2019, a commission of experts appointed by the Colombian government submitted its non-binding recommendation to advance in the pilot testing phase with the previous necessary steps to assure effective monitoring, control and communication of the pilot program development to stakeholders. See the sectionBusiness Plan. However, we cannot assure you that unconventional reservoirs in Colombia will be able to be exploited.

 

If we are unable to achieve expected recovery factors in our existing fields, or successfully discover and develop additional reserves, or if we do not acquire properties having proved reserves, our reserves portfolio will decline. Failure to secure additional reserves may impede us from achieving or maintaining production targets, and may have a negative impact on our results of operations and financial condition.

 

See the sectionStrategy and Market Overview—Our Corporate Strategy for a discussion of our strategic plan.

 

 9499 

 

Our business depends substantially on international prices for crude oil and refined products. The prices for these products are volatile; a sharp decrease could adversely affect our business prospects and results of operations.

 

In 2017,2018, in Ecopetrol, approximately 92.4%95% of the revenues came from sales of crude oil, natural gas and refined products and 87%91% of the total volume sold of these products iswas indexed to international reference prices or benchmarks such as ICE Brent. Consequently, fluctuations in those international indexes have a direct effect on our financial condition and results of operations.

 

Prices of crude oil, natural gas and refined products have traditionally fluctuated as a result of a variety of factors including, among others, competition within the international oil and natural gas industry;industry, long-term changes in the demand for crude oil (as further explained below), natural gas and refined products;products, the economic policies in the United States, China and the European Union;Union, regulatory changes;changes, changes in global supply, such as the current market conditions shifting from oversupply to a balanced crude oil market; inventory levels;levels, changes in the cost of capital;capital, adverse or favorable economic conditions;conditions, global financial crises; development ofcrises, substitute sources of energy, development of new technologies;technologies, global and regional economic and political developments in the Organization of the Petroleum Exporting Countries, (OPEC);, the willingness and ability of the OPEC and its members to set production levels;levels, local and global demand and supply for crude oil, refined products and natural gas;gas, trading activity in oil and natural gas, which thereby affects their respective margins;margins, derivative financial instruments related to oil and gas; development or availability of alternative fuels; weather conditions;conditions, natural events or disasters;disasters, and terrorism and global conflict. In 2017, demand grew faster than supply, reducing crude oil inventories to almostAfter experiencing gradual recovery during the first half of 2018 and reaching a five year average, leveragedpeak in stronger than expectedOctober, Brent suffered a downward rally in the latter part of 2018. The outlook of weaker economic growth in OECD countriesfor 2019 and a mismatch of supply and demand of crude played a fundamental role for this trend. See the extensionsectionStrategy and Market Overview for a discussion of OPEC and Russia’s production cut agreement.the market overview.

 

When crude oil, refined products and natural gas prices are low, we earn less revenue and we generate lower cash flow and less income. Conversely, when crude oil, refined product and natural gas prices are high, we earn more and generate a larger amount of cash and net income. During 2017,2018, our crude oil basket price was US$47.863.2 per barrel versus US$35.747.8 in 2016;2017, the refined product basket price was US$62.777.3 per barrel versus US$50.162.7 per barrel in 2016;2017; and the natural gas price was US$22.4 per barrel equivalent in 2018 versus US$22.7 per barrel equivalent in 2017 versus US$23.5 per barrel equivalent in 2016.2017. However, it is important to consider that the margin on refined products can result either in higher or lower margins due to a change in price of crude the same way gas prices can be impacted by local conditions, such as local demand and weather conditions.

 

In 2017,2018, we had aan impairment of non-current assets of COP$368,634 million compared to the COP$1,311,138 million net reversal of the impairment of non-current assets as compared toin 2017 and the impairment of non-current assets of COP$928,747 million in 2016 and COP$7,864,875 in 2015.2016. These impairments are an accounting effect that does not involve any disbursementinflow of resources and they are susceptible to reversion when the fair value of the asset exceedsis below its book value. For additional information about this impairment charges, see the sectionFinancial Review—Operating Results—Consolidated Results of Operations—Impairment of non-current assets and Note 1816 to our consolidated financial statements.

 

A reduction of international crude oil prices could also result in a delay or a change in our capital expenditure plan, in particular delaying exploration and development activities, thereby delaying the development of reserves and affecting future cash flows. In order to maintain a profitable operation and preserve the cash flow of the Company at certain oil price levels, some of our producing fields may have to be closed or their operations temporarily suspended which would affect our production levels and expected revenues.

 

Changes in the Colombian Peso/U.S. dollar exchange rate could have an adverse effect on our financial condition and results of operations given the amount of U.S. dollar denominated debt held by the company and the fact that most of our revenues are derived from sales of products quoted in or with reference to U.S. dollars.

 

Most of our revenues are derived from sales of products quoted in or with reference to U.S. dollars. Therefore when the Colombian Peso depreciates against the U.S. dollar, our revenues converted into Colombian Pesos, increase. Conversely, when the Colombian Peso appreciates against the U.S. dollar, our revenues decrease.

 

On the other hand, imported goods, oil services and the debt, which is mainly denominated in U.S. dollars, become less expensive when the Colombian Peso appreciates against the U.S. dollar and more expensive when the Colombian Peso depreciates against the U.S. dollar.

 

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As of December 31, 20172018 our U.S. dollar-denominated total debt was US$12.610.5 billion, which we recognize in our consolidated financial statements at its amortized cost, which corresponds to the present value of cash flows, discounted at the effective interest rate. Out of this total, US$12.09.7 billion relate to Ecopetrol S.A., whose functional currency is the Colombian Peso. Therefore, when the Colombian Peso depreciates against the U.S. dollar, Ecopetrol S.A. is exposed to an exchange rate loss. In contrast, when the Colombian Peso appreciates against the U.S. dollar, Ecopetrol S.A.isS.A. is exposed to an exchange rate gain. Some of the Group’s affiliates have the U.S. dollar as functional currency and are not exposed to a material exchange rate risk resulting from fluctuations in the Colombian Peso against the U.S. dollar. On the asset side, when the financial statements of the Group are consolidated, the exchange rate differential of the affiliates’ assets and liabilities whose functional currency is the U.S. dollar is recognized directly in the equity, as part of the other comprehensive income.

 

The Company adopted hedge accounting as part of its risk management strategy, using two types of natural hedges with its U.S. dollar debt as a financial instrument: i) cash flow hedge for exports of crude oil and ii) hedge of a net investment in a foreign operation. As a result of the implementation of both hedges, $8,532US$6,500 million of Ecopetrol S.A.’s debt in U.S. dollars as of December 31, 2017,2018, was designated as a hedge. With the adoption of hedge accounting, the effect of the volatility of the foreign exchange rate on the hedged portion of the debt is recognized directly in equity, as part of other comprehensive income. The remaining portion of Ecopetrol S.A.’s U.S. dollar-denominated debt as well as the financial assets and liabilities denominated in foreign currency continues to be exposed to the fluctuation in the exchange rate.

 

The U.S. dollar/Colombian Peso exchange rate has fluctuated during the last several years.  On average, the Colombian Peso depreciated 37.28% against the U.S. dollar in 2015, 11.18% in 2016, and appreciated 3.35% in 2017.2017 and depreciated 0.18% in 2018. Additionally, as of December 31, 2018, the Colombian Peso depreciated 8.91%, as of December 31, 2017, the Colombian Peso appreciated 0.56%, and as of December 31, 2016, the Colombian Peso appreciated 4.72%, and as of December 31, 2015 it depreciated 31.64%, in each case from year-end exchange in the previous year. In addition, given the performance of interest rates in the U.S., crude oil prices in the next few years and political uncertainty in Colombia, there is no clear view of how the U.S. dollar and the Colombian peso will behave in the medium to long-term. Given that markets are dealing with a great deal of uncertainty, it is expected that U.S. dollar movements will remain difficult to forecast.

 

A future depreciation in the exchange rate of the Colombian Peso against the U.S. dollar may affect our financial results when converted into Colombian Pesos, given our current net position in U.S. dollars, the fact that most of our revenues are collected in U.S. dollars and the portion of our U.S. dollar debt that is not designated as hedge instrument and the future debt we may acquire. Please see our sensitivity analysis on our results of operation to exchange rate fluctuations in the sectionFinancial Review—Effect of Taxes, Exchange Rate Variation, Inflation and the Price of Oil on our Results—Exchange Rate Variation and in Note 30.228.1 to our consolidated financial statements.

 

Increased competition from local and foreign oil companies may have a negative impact on our ability to gain access to additional crude oil and natural gas reserves in Colombia and abroad.

 

We must bid for exploration blocks offered by the ANH in Colombia and similar authorities in other countries, which means we compete under the same conditions as other domestic and foreign oil and gas companies, and receive no special treatment. Our ability to obtain access to potential fields also depends on our ability for evaluating and selecting potential opportunities and to adequately bid for such opportunities.

 

We are also exposed to international competition as a result of our international exploratory activities. Currently, we are exploring in Brazil, Mexico and the US Gulf of Mexico, where we both partner and compete with other oil and gas companies operating in those locations.

 

If we are unable to adequately compete with local and foreign oil companies, or if we cannot enter into joint ventures with market players having high potential exploration projects, our exploration activities may be limited. This could reduce our market share and, in turn, adversely affect our financial condition.

 

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If operational risks to which we are exposed in Colombia or overseas materialize, the health and safety of our workforce, the local community and the environment may be affected. In addition, we may suffer a disruption or shutdown of our operational activities.

 

Our exploration, production, refining and transportation activities in Colombia and in the foreign countries in which we operate are subject to industry-specific operating risks, some of which, despite our internal procedures and adherence to industry best practices, are beyond our control. Our operations may be curtailed, delayed or cancelled due to adverse or abnormal weather conditions, natural disasters, blockages in the communities in which we operate, equipment failures or accidents, oil or natural gas spills or leaks, shortages or delays in the availability or in the delivery of equipment, delays or cancellation of environmental licenses or other government authorizations or judicial decisions, fires, explosions, blow-outs, surface cratering, pipeline failures, theft and damage to our transportation infrastructure, sabotage, terrorist attacks and criminal activities.

 

Some of our operations in Colombia and abroad could be conducted in remote and uninhabited locations whichthat involve health and safety risks that could affect our workforce. By our own Company policy and practices, as well as under Colombian law and international industrial safety regulations, we are required to have health and safety practices that minimize risks and health issues faced by our workforce. Failure to comply with health and safety regulations in the jurisdictions where we operate may lead to investigations by health officials that could result in lawsuits or fines.

 

We may be required to incur in additional costs and expenses to allocate funds to industrial safety and health compliance under Colombian law and international industrial safety regulations. Additionally, if any operational incident occurs that affects local communities and ethnic communities in nearby areas, we will need to incur in additional costs and expenses in order to return affected areas to normality and to compensate for any damages we may cause. These additional costs may have a negative impact on the profitability of the projects we may decide to undertake.

 

The occurrence of any of these operating risks could result in substantial losses or slowdowns to our operations, including injury to our employees, malfunction or destruction of property, equipment and infrastructure, clean-up responsibilities, third-party liability claims, government investigations and imposition of fines, withdrawal of environmental licenses and other government permits, suspension or shutdown of our activities and loss of revenue. The occurrence of any of these events may have a material adverse effect on our financial condition and results of operations.

 

Our involvement in deep-water drilling either as direct operator or in conjunction with our business partners involves risks and costs, which may be out of our control.

 

Our deep-water drilling activities present severe risks, such as the risk of spills, explosions on platforms and drilling operations, and natural disasters. The occurrence of any of these events or other incidents could result in personal injuries, loss of life, severe environmental damage with the resulting containment, clean-up and repair expenses, equipment damage and liability in civil and administrative proceedings. Heightened risks and costs associated with deep-water drilling may have a negative effect on our results of operations and financial condition and in our reputation.

 

See the sectionBusiness Overview—Exploration and Production—Exploration Activities—Exploration Activities Outside of ColombiaProductionfor a summary of our current deep-water drilling activities.

 

As a result of the oil spill in the Macondo field operated by British PetroleumBP in the U.S. Gulf Coast in April 2010, significant concerns regarding the safety of deep-water drilling have been raised and, as a result, applicable regulations in various countries have changed. More stringent government regulation may result in increased costs and longer exploration and development timeframes for our deep-water drilling operations and consequently could adversely affect our results of operations and financial condition.

 

We are exposed to the credit, political and regulatory risks of our customers and any material nonpayment or nonperformance by our key customers could adversely affect our cash flow and results of operations.

 

Some of our customers may experience financial problems that could have a significant negative effect on their creditworthiness. Severe financial problems encountered by our customers could limit our ability to collect amounts owed to us, or to enforce the performance of obligations owed to us under contractual arrangements. In addition, many of our customers finance their activities through their cash flows from operations, short and long term debt or equity.

 

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The combination of decreasing cash flows as a result of declines in commodity prices, a reduction in borrowing bases under reserve-based credit facilities and the lack of availability of debt or equity may result in a significant reduction of our customers’ liquidity and limit their ability to make payments or perform their obligations to us according to their contractual terms.

 

Furthermore, some of our customers may be highly leveraged and subject to their own operating expenses. Therefore, the risk we face in doing business with these customers may increase. Other customers may also be subject to regulatory changes, which could increase the risk of defaulting on their obligations to us. FinancialWe also could have disagreements with customers regarding tariffs, excusable events, or other aspects of our commercial relations that could lead to contract breaches by our clients. See Note 28.2 to our consolidated financial statements for more details.

Such financial problems experienced by our customers or deterioration in our relations with our customers could result in the impairment of our assets, a decrease in our operating cash flows and may also reduce or restrict our customers’ future use of our products and services, which may have an adverse effect on our revenues.revenues and our ability to make payments under our existing debt obligations.

 

Our ability to access the credit and capital markets on favorable terms to obtain funding to refinance our debt maturities may be limited due to the deterioration of these markets, any change to our credit ratings and the authorizations we need before incurring any financial indebtedness.

 

A new financial crisis, volatility in prices in the oil and gas sector, the spread in protectionist policies in the United States, China and Europe, the lack of consensus among OPEC members, the political uncertainty in the region, the discovery of corruption by governments and private companies in emerging markets and further geopolitical disruptions in the Middle East, which could involve developed countries, which in turn could worsen risk perception with respect to the emerging markets, or the occurrence of any of the risks described in the sectionRisk Review—Risk Factors—Risks Related to Colombia’s Political and Regional Environment could make it more difficult for us and our subsidiaries to access international and local capital markets and finance our operations and potentially refinance our debt maturities on terms acceptable to us. These conditions, along with significant write-offs in the financial services sector and the re-pricing of credit risk, can make it difficult for us to obtain funding for our capital needs on favorable terms. Access to credit and capital markets is also dependent on our credit ratings, which are mainly determined by our financial and operational strength, oil and gas market conditions and the support that could be provided by the Colombian government. We cannot assure that our credit ratings will continue for any given period of time or that the ratings will not be further lowered or withdrawn. An assigned rating may be raised or lowered depending, among other things, on the respective rating agency’s assessment of our financial strength. In addition, a downgrade in the rating of the Republic of Colombia could also trigger a downgrade on our ratings as our rating is capped by the rating of the Republic of Colombia and the implicit support that can potentially be provided to the Company. On March 14, 2017, Fitch Ratings maintained our long term international credit rating at BBB but upgraded our outlook from negative to stable following the upgrade from the Republic of Colombia from negative to stable also in March 2017. On June 27, 2017, S&P increased our stand-alone credit rating from BB to BB+ and maintained our long-term international credit rating at BBB and our outlook as negative, in line with those of the Republic of Colombia. On December 11, 2017, in line with a downgrade of the Republic of Colombia, S&P lowered our long-term international credit rating from BBB to BBB- and changed our outlook from negative to stable. S&P maintained, however, our stand-alone credit rating at BB+. On September 21, 2017, Moody’s maintained our long term international credit rating at Baa3 and revised our outlook from negative to stable. On February 22,23, 2018, despite the downgrade of the Republic of Colombia, Moody’s maintained our long term international credit rating and outlook. On June 27, 2018, S&P maintained our long-term corporate credit rating at BBB- and our outlook at stable. On July 16, 2018, Moody’s upgraded our BCA (Baseline Credit Assessment) to ba1 from ba3 and maintained our long term international credit rating at Baa3 and outlook at stable. On December 6, 2018, Fitch Ratings maintained our long term international credit rating at BBB stable. We cannot offer any assurance that our credit rating will continue.

 

As a result of these factors, we may be forced to revise the timing and scope of our capital projects as necessary to adapt to existing market and economic conditions, downgrades to our credit ratings or to access the financial markets on terms less favorable, therefore negatively affecting our results of operations and financial condition.

 

In addition, under applicable regulation, the Government, through the Ministry of Finance and Public Credit and the favorable opinion of the National Planning Department, must authorize all indebtedness of state-owned entities and government-controlled companies through a majority equity stake. Consequently, excluding our foreign subsidiaries or those subsidiaries in which we hold minority interest, most of our indebtedness must be previously authorized by the Colombian Ministry of Finance and Public Credit and the National Planning Department. As such, our indebtedness is subject to the Government’s time frames and policies, and we cannot guarantee that such authorizations would be granted in a timely fashion or granted at all.

 

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We may be exposed to increases in interest rates, thereby increasing our financial costs.

 

We may incur debt locally and in the international capital markets and, consequently, may be affected by changes in prevailing interest rates. If market interest rates increase, our financing expenses may increase, which could have an adverse effect on our results of operations and financial condition.

 

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As of December 31, 2017,2018, approximately 19%13.9%, or a principal of US$2.81,569 billion (COP$8.35.1 trillion), of our total indebtedness consisted of floating rate debt. If market interest rates rise, our financing expenses will increase, which could have an adverse effect on our results of operations and financial condition. In addition, as we refinance our existing debt in the coming years, the mix of our indebtedness may change, specifically as it relates to the ratio of fixed to floating interest rates, the ratio of short-term to long-term debt, and the currencies in which our debt is denominated in or indexed to. We cannot assure you that such changes will not result in increased financing expenses borne by us. Finally, as we incur new debt in the future to fund our capital projects or inorganic acquisitions, the prevailing interest rates and spreads at any specific time could be less favorable in terms of cost when compared to our previous financing transactions, which could adversely affect our financial condition and results of operations.

 

Our current and planned investments and exploration activities outside Colombia are exposed to political and economic risks.

 

As part ofWe began exploration activities outside Colombia in 2006 through our strategic plan, weBrazilian subsidiary, Ecopetrol Óleo e Gás do Brasil Ltda. We operate through business partners, subsidiaries or affiliates outside of Colombia. We currently have investments, joint ventures and subsidiaries incorporated in Peru, Brazil, Mexico, Bermuda, Panama, the Cayman Islands, Switzerland, Germany, Spain, the United Kingdom and the United States, and we are analyzing investments in other countries. In connection with making investments, we are and will be subject to risks related to economic and political conditions and governmental economic actions. We cannot predict the positions of foreign governments relating to the oil and gas industry, land tenure, protection of private property, environmental standards, regulation or taxation; nor can we assure you that future governments will maintain policies favorable to foreign investment or repatriation of capital.

We began exploration activities outside Colombia in 2006 through our Brazilian subsidiary, Ecopetrol Óleo e Gás do Brasil Ltda. Our foreign subsidiaries have subsequently entered into a number of joint venture exploration agreements with regional and international oil companies to explore acreage in Brazil and the U.S. Gulf Coast. We have limited experience exploring outside Colombia. We Additionally, we may face new and unexpected risks involving environmental and other legal requirements beyond those we currently experience.

 

The results of operations and financial condition of our subsidiaries in these countries also may be adversely affected not only by risks associated with hydrocarbon exploration and production, but also by fluctuations in their local economies, political instability and government actions, including: the imposition of price controls, the imposition of restrictions on hydrocarbon exports, fluctuation of local currencies against the Colombian Peso, the nationalization of oil and gas reserves, increases in export and income tax rates for crude oil and oil products, and unilateral (governmental) institutional and contractual changes, including controls on investments and limitations on new projects.

 

Any of these conditions occurring could disrupt or terminate our operations, causing our development activities to be curtailed or terminated in these areas, or our production to decline;decline, limit our ability to pursue new opportunities;opportunities, affect the recoverability of our assets;assets, or cause us to incur additional costs or delay the timeline of our projects.

 

Our future performance depends on the successful development and deployment of new technologies and the knowledge to apply and improve them.

 

Technology, knowledge and innovation are essential to our business, especially for reductions to our operating costs and improvements in processes related to the production, refining and transportation of heavy crude oil and the exploitation of mature fields. If we do not develop the right technology, do not secure access to required third-party technology, fail to deploy the right technology, do not obtain the expertise to operate our deployed technology or to improve our processes, or do not deploy the knowledge necessary to improve such technology effectively, the executionachievement of our corporate goals, our profitability and our earnings may be adversely affected. In the case of our recovery program, we not only depend on the successful selection, adaptation, demonstration and deployment of appropriate technologies but also in the reservoir response of the reservoir to the application of these recovery technologies.

 

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Our performance could be negatively affected by a deficiency in leadership capacity and lack of key skilled employees.

 

As the oil and gas industry faces an increasing number of challenges, the ability to react quickly to these challenges has become a key factor in achieving efficiency, profitability, growth and sustainability. Our ability to achieve these goals can be negatively affected by a deficiency in leadership capacity and a lack of key skilled employees that can execute our business strategy with competency, creativity and determination.

 

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Our operations may not be able to keep pace with the increasing domestic demand for natural gas.

 

According to the Colombian Energy and Gas Regulatory Commission (CREG)CREG Resolution 114 of 2017, former Resolution 089 of 2013, the natural gas market is a physical market, which means that suppliers must comply with the quantities agreed in their contracts. Hence, Ecopetrol will not be able to keep or increase its market participation unless the Company increases its natural gas reserves as local demand grows.

 

Additionally, we are currently party to a number of national gas supply contracts that have firm gas commitments. If we are unable to deliver natural gas to these clients as a result of cuts in operations, delays in the completion of projects relating to our production facilities or the acceleration of the decline in our gas production, among other reasons, we may be required to compensate our customers for our failure to supply natural gas.

 

Delays in the start of new projects could result in penalties imposed on us by our clients. Although we did not pay penalties due to delays in the start of new projects in 2017,2018, we cannot assure you that in the future we will not be subject to additional monetary fines which can in turn affect our financial condition and results of operations.

 

We depend on others for the construction and availability of natural gas transportation infrastructure for the transport of our gas, which may limit our ability to develop new or existing fields or lead to the deterioration of related assets and may not allow us to recover the cost of capital invested in natural gas discoveries.

 

Ecopetrol S.A. can only hold up to 25% of the equity of any natural gas transportation company.company according to Article 5 of CREG Resolution 057 of 1996. Therefore, there can be no assurance that the transportation infrastructure necessary to transport natural gas from the fields to distribution points and our customers will be built by third parties or that if built there will be sufficient capacity available to us for the exploitation of new natural gas discoveries or the development of existing fields. The failure to commercially exploit new or existing discoveries may result in impairment of the related assets and our inability to recover the capital expenditures invested to make these natural gas discoveries. As a result, we may be required to enter into agreements with natural gas transportation companies on terms that are not favorable to us.

 

For example, we have developed natural gas reserves in the Cusiana and Cupiagua fields, but transportation capacity to deliver gas from these fields is currently limited. Although there are projects under development that will eliminate this limitation, in 2018, we can offer no assurance that they will prove successful.

 

Our operations could be affected by reactions of labor unions, social organizations, communities and contractors to Colombia’s political and social environment, environmental and climate change concerns and organizational changes and the collective bargaining agreement negotiation process.changes.

 

Due to Colombia’s political and social environment, emerging environmental and climate change concerns and organizational changes, social organizations in the communities where we have operations, communities in general, contractors and unions, may have reactions and present their demands through social movements, which could have an adverse effect on our operations and financial condition.

 

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In addition, our currentOn July 1, 2018, a new collective bargaining agreement has been in effect since 2014 and hasbecame effective for a term of four and half years, expiring June 30, 2018. There will be no changes to these terms until June 2018 or until the end of the negotiation process. If the unions do not present any request of negotiation, the terms will be maintained for another six months. During this period of time, the collective bargaining agreement negotiation will take place and unions may try to impact our normal operations. Further, weon December 31, 2022. We cannot assure you that we will not experience strikes or labor unrest in the future.

 

Our activities may be interrupted or affected by external factors, such as abnormal weather conditions and natural disasters.

 

We are exposed to several risks that may partially interrupt our activities. They include fires or explosions, natural disasters, criminal acts and acts of terror, malfunction of pipelines and emission of toxic substances.

 

Also, the effects of climate change could create impacts and losses in any part of our business operations, for instance, as the result of increase in the intensity of the “La Niña” and “El Niño” climate phenomena, causing floods and drought periods, increased temperature and rising sea levels.

 

The “El Niño” climate phenomenon is characterized by (i) a lack of rainfall, which limits the amount of water necessary for the development of various activities of the company, and (ii) increased temperatures, which could have a direct impact on our worker’s health given an increased occurrence of heat waves and the increased occurrence of epidemics and diseases.diseases and (iii) potential negative impact on energy supply. The “La Niña” climate phenomenon is characterized by increased rainfall, which can generate (i) landslides that threaten pipeline infrastructure and limit road transportation and (ii) flooding, which could limit operations in our production fields and facilities.

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As a result, our activities could be significantly affected or even paralyzed. These risks could result in property damage, loss of revenue, loss of life, pollution and harm to the environment, among others. If any of these occur, we may be exposed to economic sanctions, damages, fines or penalties in addition to the costs required to repair or remediate the related damage. These costs, fines and penalties may adversely affect our financial condition and results of operations.

 

Our operations, including our activities in areas classified as indigenous reserves and Afro-Colombian lands, are subject to opposition from members of various communities.

 

We currently carry out and plan to continue carrying out activities in areas classified by the Government as indigenous reserves and Afro-Colombian lands. In order to undertake these activities, we must first comply with the previous consultation process, set forth by Colombian law. These consultation processes are part of the administrative procedures for obtaining environmental licenses to start our projects, works or activities in areas belonging to ethnic communities. In addition, consultations can be seen as a potential instrument to involve communities in the decision of developing extracting industry and infrastructure projects in their territories. Generally, these consultation processes last between six months to one year depending on the community expectations, but may be significantly delayed if we cannot reach an agreement with the communities. We strive to be respectful of the Constitution and laws and the autonomy of indigenous and Afro-descendant communities, and we therefore do not enter their territories until we have reached an agreement with them.

 

Our activities are subject to opposition, including protests by various communities, and even in areas in which the previous consultation process does not apply. Recently, through popular consultation, some communities have voted against the development of extractive industry projects. Any such similar situation may affect our future projects.

 

In recent years, indigenous communities have been claiming their ancestral territories and requesting recognition on previously closed consultation processes. We may be exposed to operational restrictions as a result of the opposition of these communities.

 

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No certainty can be given that we will be able to reach an agreement with the different communities opposed to our operations or that such communities will participate in consultation processes if available. We may be exposed to similar delays due to opposition from local communities in other countries where we carry out our activities.

 

We have made significant investments in acquisitions and we may not realize the expected value.

 

We have acquired interests in several companies in Colombia and abroad. See the sectionBusiness Overview—Our Corporate Structure. Obtaining the expected benefits of the acquisitions will depend, in part, on our ability to (i) obtain the expected results of operations and financial condition from these acquisitions, (ii) manage disparatedifferent sets of assets and operations and integrate distinct corporate cultures, (iii) manage our objectives as a corporate group, and (iv) institute our corporate governance rules as well as other factors beyond our control such as the economic and regulatory environment in countries in which we have made acquisitions as well as all other risks affecting the oil and crude oil prices.gas industry. These efforts may not succeed. Our failure to successfully obtain the expected results from our acquisitions could adversely affect our financial condition and results of operations.

We might be required to provide additional financial support to Bioenergy despite its recent completion.our subsidiaries in Colombia or abroad.

 

Bioenergy’s ethanol plant, which began operations in April 2017 was financed with COP$132 billion through bilateral loans for its agricultural component and COP$382 billion through an infrastructure leasing for its industrial component. Although currently Ecopetrol is not the sponsor and has not provided financing guarantees to Bioenergy,any of its subsidiaries, some additional financial support at any point in time might be needed to assure the stabilization phaselong term viability of the plant. Additionally, Bioenergy may also face situations such as social unrest, strikessubsidiaries when exposed to unexpected conditions or other operational difficulties that could negatively impact its operation and financial results.

 

Any situation that could affect the operations of this subsidiaryour subsidiaries, particularly for those that recently entered into operations, such as Bioenergy, may have a negative impact on itstheir profitability as well as on itstheir ability to pay its debt,their liabilities, which in turn could adversely affect our financial condition and results of operations.

 

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Ongoing Colombian State control entities investigations regarding our subsidiaries Reficar and Bioenergy could adversely affect us.

 

Ecopetrol, Bioenergy and Reficar’s employees are generally subject to the control and supervision of the Colombian State control entities. See sectionRisk Review—Legal Proceedings and Related Matters for additional information.

 

The investigations concerning Reficar and Bioenergy that are described in sectionRisk Review—Legal Proceedings and Related Matters remain ongoing. While we are cooperating fully with both cases, adverse developments in connection with these investigations, including any expansion of the scope of the investigations, could negatively impact us and could divert the efforts and attention of our management team from our ordinary business operations.

 

In connection with this investigation or any other investigation carried out by any other authority, there can be no assurance that we will not incur in additional costs and expenses or expose us or our employees to sanctions and lawsuits, any of which could adversely impact our reputation and, in turn, could have adverse effects on our financial condition and results of operations. See sectionRisk Review—Legal and Regulatory Risk—We may incur losses and spend time and money defending pending lawsuits and arbitrations and responding to administrative investigations.

 

Our results may be affected by the performance of our suppliers, our business partners or their third-party service providers, as manyproviders.

Some of our suppliers may face financial or operational problems that could led them to a breach of their obligations settled under contractual arrangements. Other suppliers may also be subject to regulatory changes or sanctions that could increase the risk of defaulting on their obligations to us, which could have an adverse effect on our operations and financial condition.

In addition, some of our operations are executed under joint venture agreements.

Many of our operationsand projects are performed through joint ventures or other contractual arrangements with our business partners.partners or third party service providers. Consequently, we depend on the performance of our business partners.partners or third party service providers. The poor performance of any of them, especially in those projects in which we do not act as operator, could negatively impact oilthe execution of projects and natural gas production,operating performance, which in turn could have a negative impact on our results of operations and financial condition. We are exposed to the risk of not finding business partners with the appropriate skills and performance we require for our projects. We are also indirectly exposed to supply agreements and other third-party services contracted by our business partners acting as operators under joint venture agreements.

 

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Our insurance policies do not cover all liabilities and may not be available for all risks.

 

Our insurance policies do not cover all liabilities, and insurance may not be available for all risks. There can be no assurance that incidents will not occur in the future, that insurance will adequately cover the entire scope or extent of our losses or that we will not be found liable in connection with claims arising from these and other events, which could adversely affect our financial condition and results of operations.

 

A failure in our information technology systems or cyber security attacks may adversely affect our financial results.

 

We depend on the reliability and security of our information technology systems to conduct certain exploration, development and production activities, process financial records and operating data communicationand communicate with our employees and business partners, and for many other activities related to our business. Our information technology systems may fail or have other significant shortcomings due to operational system flaws or employee misuse, tampering or manipulation. In addition, we may become the target of cyber-attacks or information security breaches that could result in the unauthorized release, gathering, monitoring, misuse, loss or destruction of proprietary and other information. Any of these occurrences could disrupt our business, result in potential liability or reputational damage or otherwise have an adverse effect on our financial results.

 

During 2017,2018, our internal cyber security systems identified severaland contained cyber security attacks such as brute force login attacks designed to identify valid credentials in IT infrastructuremalware, phishing and one ransomware attack with data loss (low level confidentiality) at Ecopetrol S.A. Our platforms also identifieddenial of service. In total, we had 20 critical incidents during the year and controlled certain malware events and SQL injection attacks.

Althoughalthough we have not experienced any material losses relating to failure of our information technology systems or cyber incidents, there can be no assurance that we will not suffer such losses in the future.

 

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We are exposed to behaviors incompatible with our ethics and compliance standards.

 

Given the large number of contracts that we are a party to in Colombia and abroad with local and foreign suppliers, the geographic distribution of our operations and the great variety of actors that we interact within the course of business, we are subject to the risk that our employees, contractors, or any person having relations with us may misappropriate our assets, manipulate our assets or information or engage in money laundering or the financing of terrorism, for such person’s personal or business advantage. Our systems for identifying and monitoring these risks may not be effective to fully mitigate them in all situations. Such acts may result in material financial losses or reputational harm to the Company.

 

The reliability and capacity of national power supply systems may affect or limit the continuity of our operations or limit growth.

 

Our average energy consumption in 20172018 was 6,3927,138 GWh/year, of which 72%66% was supplied through self-generation, and the remaining 28%34% through power grid. Our demand is 9%10.5% of the total energy demand in Colombia.

 

SeveralOur self-generation is subject to fuel availability. In addition, several producing fields are connected to the national transmission system and depend on its expansion and reliability to keep steady production levels and to accommodate future growth.levels. The national electricity market is volatile due to changes in hydrology and availability of fuels (natural gas, diesel etc.), bringing uncertainty to prices. Ecopetrol centralizes the managementIf energy were to become unavailable or difficult to obtain, our results of power sourcesoperation and uses, quality and cost in the short, medium and long term with the objective of optimizing energy consumption, but we cannot offer any assurance that the program will prove successful.financial condition could be adversely affected.

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Rising water production levels may affect or constrain our crude oil production.

 

During 2017,2018, Ecopetrol S.A. produced approximately 9.313.8 million barrels of water per day. Taking into account the nature of our reservoirs, the water production levels to be managed by the Company may increase in the future. In order to achieve our oil and gas production goals and to avoid any production restrictions going forward, we will need to secure the required capacity to manage water levels. Factors that may trigger a possible constraint in our crude oil production due to the rising water production levels are: (i) ineffective project management of the required facilities, (ii) the Company’s and its partners’ ability to timely obtain the environmental permits related to water management, (iii) social and community interactions that could affect the development and operation of these projects, and (iv) the availability of capital to execute the required projects.

 

5.1.2      Risks Related to Colombia’s Political and Regional Environment

 

This section discusses potential risks related to our extensive operations in Colombia.

 

The Colombian government could seize or expropriate Ecopetrol’s assets under certain circumstances for fair compensation.

 

Pursuant to Articles 58 and 59 of the Colombian constitution, the Government can exercise its eminent domain powers in respect of private property assets in the event such action is deemed by the Government to be required in order to protect public interests. According to Law 388 of 1997, eminent domain powers may be exercised through: (i) an ordinary expropriation proceeding, or (ii) an administrative expropriation. In all cases we would be entitled to a fair compensation for the expropriated assets. Also, as a general rule, compensation must be paid before the asset is effectively expropriated. However, the compensation may be lower than the price for which the expropriated asset could be sold in a free-market sale or the value of the asset as part of an ongoing business. The aforementioned Article 59 of the Colombian constitution establishes an expropriation for war reasons, which require that compensation be paid before expropriation but can only be executed on a temporary basis.

 

Colombia has experienced internal security issues that have had or could have a negative effect on the Colombian economy and on us.

 

Colombia has experienced internal security issues, primarily due to the activities of guerrillas, paramilitary groups, drug cartels and criminal bands known asBacrim. From time to time, guerrillas target crude oil and multi-purpose pipelines, including the Oleoducto Transandino, Caño Limón-Coveñas and Oleoducto Bicentenario pipelines, and other related infrastructure disrupting our activities and those of our business partners.

 

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During 2017,2018, the attacks against our pipeline infrastructure increased by 28%66% in relation to 2016 (492017 (63 attacks in 20162017 compared with 63105 attacks in 2017)2018). In 2019, there have been 20 attacks to date. This situation especially affected the infrastructure located in the following departments: Norte de Santander, Arauca and Nariño and the following pipelines: Caño Limón Coveñas and Transandino. One of the consequences of the 2017 attacks is a deferred production of 1.6 million barrels. On several occasions, guerillaGuerilla attacks have resulted in unscheduled shutdowns of our transportation systems in order to repair or replace sections of pipelines or production facilities that have been damaged with deferral of production in certain fields, as well as caused us to undertake environmental remediation. For the pipeline infrastructure managed by Ecopetrol S.A, the direct cost of repairs due to terrorist attacks in 2017 was approximately COP$20,313 million (US$6.8 million, with a COP$2,984/1.00 US exchange rate as of December 31, 2017). During the first four months of 2018, there have been 33 attacks against the infrastructure of the Caño Limón Coveñas and Transandino pipelines. So far, however,example, these attacks have not resultedled to a deferred productionof 11,102 barrels in 2018. This represented a decrease from 2017 (when similar attacks led to a deferred production of 1.6 million barrels) due to the transportation of the crude from the Caño Limón field through the Bicentenario pipeline from Banadia in Arauca to AraguanyAraguaney in Casanare. WeHowever, we cannot offer any assurance that we will continue to ensure such transportation through alternate routes.

The direct cost of repairs due to terrorist attacks and illicit taps in 2018 was approximately COP$153 billion (US$47 million, with a COP$3,249.75/1.00 US exchange rate as of December 31, 2018). Additionally, these attacks have resulted in certain of our customers requesting the early termination of their transport agreements. We are currently disputing such terminations. See Note 21.4 to our consolidated financial statements for further information.

 

Likewise, the theft of refined products and crude oil, resulting from security issues, may impact our operating and financial results in the future. Theft of refined products, increaseddecreased from approximately 28.5 boed in 2016 to approximately 34.9 boed in 2017.2017 to approximately 21 boed in 2018. Theft of crude oil increaseddecreased from approximately 1,796 bod in 2016 to approximately 1,883 bod in 2017.2017 to approximately 1,324 bod in 2018.

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These activities and their possible escalation and the effects associated with them have had, and may have in the future, a negative impact on the Colombian economy or on us, which may affect our customers, employees, assets or the environment, with resulting containment, clean-up and repair expenses.

 

Despite the peace agreement between the Colombian government and the FARC and the ongoing peace negotiation process attempts with the National Liberation Army (the ELN), some illegal and terrorist activities of guerrilla groups or their members may continuecontinue.

 

On November 30, 2016, the Colombian Congress approved a peace agreement between the Colombian government and the Revolutionary Armed Forces of Colombia, or FARC. Currently, the Colombian government is in the process of gradually integrating FARC members into civilian life.

 

On the other hand, the National Liberation Army, or ELN, an insurgency guerrilla group, has increased its actions against the Colombian security forces and the critical infrastructure of the Nation, in recent months, which we believe is an attempt to show its presence and influence in some regions and put pressure on the ongoingto resume peace negotiations which formally began in February 2016. In February 2017, the public dialogue phase began in Quito, Ecuador. These dialogues were interrupted as a result of the terrorist attacks carried out by the ELN since January 9,2018. In April 2018, when the bilateral ceasefire ended. The Colombian Government decided to resume the dialogue, in April 2018, due to the suspension of ELN terrorist actions during the electoral period in March 2018.

The new Colombian President Ivan Duque took office in August 2018 and set the following conditions for the continuation of dialogue with the ELN: the suspension of terrorist activities and the release of hostages.

However, following the terrorist attack by ELN against the National Police Academy (Escuela de Policía General Santander) on January 17, 2019, the Colombian Government decided to suspend dialogue with the ELN indefinitely.

It is expected that attacks against critical infrastructure will continue until a new bilateral ceasefire can be agreed upon.

Despitesome guerilla groups, such as the progress made with the FARC and the now stalled negotiations with the ELN, some guerrilla groups may continue their illegal and terrorist activities, including attacks on our infrastructure, resulting in a deterioration of Colombia’s national security and our assets, which consequently may negatively impact our operating results.

 

There have been certain events in Colombia and abroad, which have resulted in political tensions between Colombia and some of its neighboring countries.

 

There have been certain events in Colombia and abroad, which have resulted in political tensions between Colombia and some of its neighboring countries.

 

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Economic differences between Colombia

In particular, the economic, political and social crisis in Venezuela mainly due to Venezuela’s current public orderis having a severe impact on Colombia’s economy and social situation. This situation and internal political tension, could affect ourthe countries’ diplomatic relations, impact border towns and cities, accelerate Venezuelan migration flow into Colombia, affect our borderline operations and therefore may have a negative impact on Colombia’s economy and general security situation.situation as well as in our operating results.

 

Companies operating in Colombia, including us, are subject to the prevailing economic conditions and the investment climate in Colombia, which may be less stable than the prevailing economic conditions and investment climate in developed countries.

 

Market prices of securities issued by Colombian companies, including us, are subject to the prevailing economic conditions in Colombia. A large portion of our assets and operations are located in Colombia and most of our sales are currently derived from our crude oil and natural gas production and the production of our refineries located in Colombia. Accordingly, our financial condition and results of operations depend to a significant extent on macroeconomic and political conditions prevailing from time to time in Colombia and on the exchange rates between the Colombian Peso and the U.S. dollar.

 

If the perception of improved overall security in Colombia deteriorates or if the investment climate worsens, the Colombian economy may face lower growth rates than the ones posted recently, which could negatively affect our financial condition and results of operations. Furthermore, the market price of our shares and American Depositary Shares, or ADSs, may be adversely affected by changes in governmental policies, particularly those affecting economic growth, exchange rates, interest rates, inflation and taxes. The Government has changed monetary, fiscal, taxation, labor and other policies over time and has thus influenced the performance of the Colombian economy. We have no control over the extent and timing of government intervention and policies.

 

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Colombian political and economic conditions have a direct impact on our business and may have a material adverse effect on us.

 

Colombia’s economic policies may have direct impact on our Company as well as market conditions, the prices of securities and our ability to access national and international capital markets. Our financial condition and results of operations may be adversely affected by the following factors, among others, and the Government’s response to such factors: exchange rate movements; inflation; exchange control policies; price instability; interest rates; liquidity of domestic capital and lending markets; tax policy; regulatory policy for the oil and gas industry, including pricing policy; and other political, diplomatic, social and economic developments in or affecting Colombia.

 

Uncertainty over whether the Government will implement changes in policy or regulations that may affect any of the factors mentioned above or other factors in the future may lead to economic uncertainty in Colombia and increase the volatility of the Colombian securities market and securities issued abroad by Colombian companies.

The upcoming 2018 Colombian presidential election could also resultadministration of President Iván Duque took office in August 2018. Any changes toin the ruling government, oil and gas or investment regulations and policies that may have an adverse effect on the local market and consumer confidence that may impactor a shift in political attitudes in Colombia are beyond our business and have a material adverse effect on us.control.

 

Developments and the perception of risk in other countries, especially emerging market countries, may adversely affect the market price of Colombian securities, including our ADSs.

 

Securities issued by Colombian companies may be affected by economic and market conditions in other countries, including other Latin American and emerging market countries. Although economic conditions in Latin American countries and in other emerging market countries may differ significantly from economic conditions in Colombia, investors’ reactions to developments in these other countries may have an adverse effect on the market value of securities of Colombian issuers and our ability to access capital markets.

 

Due to past financial crises in several emerging market countries (such as the Asian financial crisis of 1997, the Russian financial crisis of 1998 and the ArgentineArgentinean financial crisis of 2001), the world financial crisis of 2008 and the recent sovereign debt crises in certain European countries, investors may view investments in emerging markets with heightened caution. In the past, as a result of crises in other countries, flows of investments into Colombia have been reduced. Crises in other countries, especially in emerging market countries, may hamper investor enthusiasm for securities of Colombian issuers. If Latin America experiences a new slow-down or if the price for securities of Latin American issuers falls, the price for our ADSs could follow this trend and could be adversely affected, as could our ability to access domestic or international capital markets.

 

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New or higher taxes resulting from changes in tax regulations or the interpretation thereof in Colombia could adversely affect our results of operations and financial condition.

 

New tax laws and regulations, and uncertainties in the interpretation with respect to existing and future tax policies pose risks to us. In recent years, the Colombian Congress and tax authorities have imposed and subsequently eliminated additional taxes such as the Income Tax for Equality (“CREE”) and the wealth tax, and enacted modifications to taxes related to financial transactions, income, value added tax (“VAT”), and taxes on net worth. In addition, in December 2016, pursuant to Law 1819, the Colombian Congress enacted a tax reform, which became effective in 2017. Furthermore, in December 2018, pursuant to Law 1943, the Colombian Congress enacted a tax reform (the Financing Law), which became effective as of January 1, 2019 modifies the Colombian income tax regime. For a description of taxes affecting our results of operations and financial condition in 2017,2018, see sectionFinancial ReviewEffect of Taxes, Exchange Rate Variation, Inflation and the Price of Oil on Our ResultsTaxes. Changes in tax-related laws and regulations, and interpretations thereof, can affect tax burdens by increasing tax rates and fees, creating new taxes, limiting tax deductions, and eliminating tax-based incentives and non-taxed income. In addition, tax authorities and tax courts may interpret tax regulations differently than we do, which could result in tax litigation and associated costs and penalties.

 

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Until recently,2016, for Colombian income tax purposes, dividends that were distributed from profits taxed at the corporate level were not taxed or subject to withholding tax at the shareholder level. However, beginning in 2017, dividends paid to non-resident shareholders are subject to a withholding tax. TheUntil 2018, the withholding tax rates applicable to dividends paid to non-resident shareholders are:were: (i) a 5% dividend tax on dividends distributed from profits taxed at the corporate level;level, with certain exceptions; and (ii) a 35% withholding tax rate on dividends distributed from profits not taxed at the corporate level plus an additional 5% dividend tax after applying the initial 35% withholding tax rate. As of January 1, 2019, the withholding tax rates applicable to dividends paid to non-resident shareholders are:  (i) a 7.5% dividend tax on dividends distributed from profits taxed at the corporate level (except that dividends paid to non-resident shareholders out of profits taxed at the corporate level prior to and including December 31, 2016, are not subject to this tax); and (ii) 33% withholding tax rate on dividends distributed from profits not taxed at the corporate level (32% for 2020, 31% for 2021 and 30% as of 2022), plus an additional 7.5% dividend tax after applying the initial 33% withholding tax rate. Tax treaty rules might also apply on dividend distributions when a shareholder is a resident in a country that has executed a tax treaty with Colombia.Colombia and reduce or eliminate the applicable taxes if the applicable requirements are met.

 

5.1.3      Legal and Regulatory Risks

 

This section discusses potential legal and regulatory risks to Ecopetrol, including the risk of having to comply with new laws and regulations.

 

Our operations are subject to extensive regulation.

 

The Colombian hydrocarbons industry is subject to extensive regulation and supervision by the Government and regulatory agencies in matters including the award of exploration and production blocks by the ANH, the imposition of specific drilling and exploration obligations, restrictions on production, price controls, capital expenditures, liquidation of the Net Position of each refiner or importer with respect to the FEPC and required divestments. Existing regulation applies to virtually all aspects of our operations in Colombia and abroad. The commercialization activities of some of our products also face extensive regulation. Such regulation is subject to change by the applicable regulator affecting our ability to commercialize our products. See sectionBusiness Overview—Applicable Laws and Regulations.

 

The terms and conditions of the agreements with the ANH under which we explore and produce crude oil and natural gas generally reflect negotiations with the ANH and other governmental authorities and may vary by fields, basins and hydrocarbons discovered.

 

We are required, as are all oil companies undertaking exploratory and production activities in Colombia, to pay a percentage of our production to the Government as royalties. The Colombian Congress has modified the royalty program for crude oil and natural gas production several times in the last 20 years, as it has modified the regime regulating new contracts entered into with the Government. In the future, the Colombian Congress may once again amend royalty payment levels for new contracts and such changes could have an adverse effect on our future exploration and production in Colombia. See sectionBusiness Overview—Applicable Laws and Regulations—Regulation of Exploration and Production Activities—Business Regulation—Royalties for a description of the current royalty scheme.

 

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Our operations in Colombia are subject to extensive national, state and local environmental regulations. Environmental rules and regulations are applicable to our exploration, production, refining, transportation, supply and marketing activities, as well as the biofuels we produce. These regulations establish, among other things, quality standards for hydrocarbon products, air emissions and greenhouse gases, water discharges and waste disposal, soil remediation, water pollution and the general storage, handling, transportation and treatment of hydrocarbons in Colombia. Currently, all exploratory drilling projects drilling in areas that do not yet have a license must undergo an environmental impact assessment and must receive an environmental license from the governmental agency responsible for awarding environmental licenses, the Environmental License National Agency or ANLA. Environmental authorities with jurisdiction over our activities routinely inspect our crude oil fields, refineries and other production sites, and they may decide to open investigations or sanction proceedings, which may result in the imposition of fines, restrictions on operations or other sanctions in connection with potential non-compliance with environmental laws.

 

We are also subject to control and monitoring by the regional autonomous corporations (CAR), which are regional environmental authorities that grant permits for the use and exploitation of natural resources, establish compensation measures for the use of these resources, and perform monitoring, control and impose sanctions function.as result of investigations.

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If we fail to comply with any of these national or regional environmental regulations, or authorities, we could be subject to administrative and criminal penalties, including warnings, fines or closure orders of our facilities. Any such criminal penalty would be imposed on the legal representatives of the Company, including any legal representative, director or worker who participated or failed to take action related to the activities that lead to environmental damage. See sectionBusiness Overview—Applicable Laws and Regulations—Regulation of Exploration and Production Activities—Business Regulation—Environmental Licensing and Prior Consultation.

 

Environmental regulation has become more stringent in Colombia in recent years. As a result, our operating costs have increased in order to comply with these new technical environmental requirements as well as the need to strengthen our specialized team in charge of environmental compliance in project and operations. If environmental laws continue to impose additional costs on us, we may need to reduce our investments on strategic projects in order to allocate funds to environmental compliance. We are also exposed to delays in obtaining environmental licenses from ANLA, which can lead to cost overruns or to changes in our investment plans. These additional costs may have a negative impact on the profitability of the projects we intend to undertake or may make them economically unattractive, in turn having a negative impact on our results of operations and financial condition.

 

Some of the companies in the business group perform exploratory activities outside of Colombian territory. As such, such companies are subject to foreign environmental regulations for the exploratory activities conducted by the business group outside of Colombia. Failure to comply with foreign environmental regulations may result in investigations by foreign regulators, which could lead to fines, warnings or temporary suspensions of our operations, which could have a negative impact in the consolidated financial statements and results of operations of the group.

 

In addition, the companies of the business group conducting upstream activities outside Colombia may be subject to foreign health, safety and environmental regulations. Foreign health and safety regulations may be more severe than those established under Colombian law and, therefore, we may be required to make additional investments to comply with those regulations.

 

Under certain of our credit agreements, we are under an obligation to comply with international environmental standards established by our lenders or by multilateral institutions. Failure to comply with such environmental standards could result in an event of default under the relevant credit agreements that we, or our subsidiaries, have entered into, which would affect our financial condition.

 

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We may incur losses and spend time and money defending pending lawsuits and arbitrations and responding to administrative investigations.

 

We are currently a party to several legal proceedings filed against us. We are also subject to labor-related lawsuits filed by current and former employees in connection with pension plans and retirement benefits. For example, asAs of December 31, 2017,2018, Ecopetrol S.A. was a party to 3,1694,681 legal proceedings relating to civil, administrative, environmental, tax, and labor claims, of which 3,279 were filed against us in the Colombian courts and arbitration tribunals and of which 396 met the accounting threshold for an accrual provision. Additionally, Ecopetrol S.A.’s subsidiaries were a party to 1,190 legal proceedings relating to civil, administrative, environmental, tax, and labor claims filed against them of which 18 met the accounting threshold for386 had an accrual provision. We allocate substantial amounts of money and time to defend against these claims, in which the claimants often seek substantial sums of money as well as other remedies. See Note 2321 to our consolidated financial statements and see sectionRisk Review—Legal Proceedings and Related Matters. In addition, in accordance with Colombian law, we and our employees are subject to surveillance and investigations by certain administrative control entities in Colombia, which are intended to determine whether public funds have been misused, mismanaged or misappropriated or whether they have been used in compliance with applicable law. Such investigations may divert the attention of management and subject the Company to reputational risk and increase difficulties in retaining talent. See sectionRisk Review—Legal Proceedings and Related Matters.

 

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5.1.4      Risks Related to Our ADSs

 

This section discusses potential risks associated with an investment in our American Depository Shares (as opposed to our common shares) by investors outside Colombia.

 

Holders of our ADSs may encounter difficulties in protecting their interests.

 

Holders of our ADSs do not have the same voting rights as holders of our common shares. As set forth in the amended and restated deposit agreement, dated December 29, 2017, among Ecopetrol S.A., JP Morgan Chase Bank, N.A., as depositary (the “Depositary”), and all holders from time to time of our American Depositary Receipts (as amended and restated, the “Deposit Agreement”), holders of our ADSs may instruct the Depositary, to vote on shareholder matters prior to a shareholders’ meeting.

 

Colombian law is not clear about the need to request proxies from existing shareholders. Thus, holders of our ADSs may not become aware of some matters in time to instruct the Depositary to vote their shares.

 

The Deposit Agreement provides holders of our ADSs with the right to instruct the Depositary to vote common shares separately. However, holders of our ADRs should be aware that in Colombia, it is uncertain whether a depositary must vote all common shares of a Colombian corporation in an American Depositary Receipt, or ADR, program in the same manner as a single block or may vote them separately. Accordingly, if either the custodian or the Depositary are not able to vote the common shares (including the right to receive common shares in the form of ADRs) deposited under the Deposit Agreement and any other securities, cash or property from time to time held by the Depositary in respect or in lieu of deposited common shares (the “Deposited Securities”) separately, all such Deposited Securities shall be voted based on the majority vote of the voting instructions timely received from holders of ADRs. In the case of such single block voting, all holders of ADRs, including holders of ADRs for which no voting instructions are timely received and holders of ADRs with voting instructions contrary to the voting instructions of a majority of the Deposited Securities timely received, should be aware that the Deposited Securities shall all be voted as a single block and that the voting instructions of such holders of ADRs will be deemed given in the manner stated above.

 

The Depositary will not itself exercise any voting discretion in respect of any Deposited Securities. The holders of our ADRs will be solely responsible for any exercise of the voting rights of the Deposited Securities represented by the ADRs if such vote is made pursuant to the procedures described in the Deposit Agreement. Holders of ADRs are strongly encouraged to forward their voting instructions as soon as possible as voting instructions will not be deemed received until such time as the ADR department responsible for proxies and voting has received such instructions, notwithstanding that such instructions may have been physically received by the Depositary, prior to such time.

 

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In the future, the Colombian regulatory authorities may clarify their interpretation as to how the voting rights should be exercised by holders of our ADSs, and such possible interpretation could adversely affect the value of the common shares and ADSs.

 

Our ADSs holders may be subject to restrictions on foreign investment in Colombia.

 

Colombia’s International Investment Statute (the set of rules and regulations which govern the foreign exchange market and the transactions thereto, which include Decree 1068 of 2015, Resolution 81 of 20002018 and External Circular No. DCIN 83 issued by the Colombian Central Bank among others) regulates the manner in which non-Colombian residents can invest in Colombia and participate in the Colombian securities market. Among other requirements, Colombian law requires foreign investors to register certain foreign exchange transactions with the Colombian Central Bank and outlines the necessary procedures to authorize certain types of foreign investments. Colombian law requires that certain foreign exchange transactions, including international investment in foreign currency between Colombian residents and non-Colombian residents, must be made through the foreign exchange market, either through authorized foreign exchange market intermediaries.intermediaries or compensation accounts, which are regular bank accounts held abroad by Colombian residents and registered with the Colombian Central Bank. Any income or expenses under our ADR program must be made through the foreign exchange market.

 

Investors acquiring our ADRs are not required to register with the Colombian Central Bank directly, as they will benefit from the registration to be obtained by the custodian for our common shares underlying the ADRs in Colombia. If investors in ADRs choose to surrender their ADRs and withdraw common shares, they must register their investment with the Colombian Central Bank in the common shares as a portfolio investment through their local representative, which may be a brokerage firm, trust company or investment management companies supervised by the Superintendence of Finance. Investors will only be allowed to transfer dividends abroad after their foreign investment registration procedure with the Colombian Central Bank has been completed. Investors withdrawing common shares could incur expenses and/or suffer delays in the application process. The failure of a non-resident investor to report or register foreign exchange transactions with the Colombian Central Bank relating to investments in Colombia on a timely basis may prevent the investor from remitting dividends abroad, or result in the initiation of an investigation and in the imposition of fines. In the future, the Government, the Colombian Congress or the Colombian Central Bank may amend Colombia’s International Investment Statute or the foreign investment rules, which could result in more restrictive rules and could negatively affect trading of our ADSs.

 

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Colombia currently has a free convertibility system. If a more restrictive convertibility system is implemented, the Depositary may experience difficulties when converting Colombian Peso amounts into U.S. dollars to remit dividend payments. Also, currently Colombia has a floating exchange rate system that might be subject to change in the future. See sectionShareholder Information—Exchange Controls and Limitations.

 

Holders of our ADSs may not be able to effect service of process on us, our directors or executive officers within the United States, which may limit your recovery in any foreign judgment you obtain against us.

 

We are a mixed economy company organized under the laws of Colombia. In addition, most of the members of our Board of Directors (“Directors”) and executive officers reside outside the United States. All or a substantial portion of our assets and the assets of these persons are located outside of the United States. As a result, it may not be possible for you to effect service of process within the United States upon us or these persons or to enforce judgments against us or them in U.S. courts obtained in such courts predicated upon the civil liability provisions of the U.S. federal securities laws. Colombian courts determine whether to enforce a U.S. judgment predicated on the U.S. securities laws through a procedural system known asexequatur. For a description of these limitations, see sectionShareholder Information—Enforcement of Civil Liabilities.

 

The protections afforded to minority shareholders in Colombia are different from those in the United States, and may be difficult to enforce.

 

Under Colombian law, the protections afforded to minority shareholders are different from those in the United States. In particular, the legal framework with respect to shareholder disputes is substantially different under Colombian law than U.S. law and there are different procedural requirements for commencing shareholder lawsuits, such as shareholder derivative suits. As a result, it may be more difficult for our minority shareholders to enforce their rights against us or our Directors or controlling shareholder than it would be for shareholders of a U.S. company.

 

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ADRs do not have the same tax treatment as other equity investments in Colombia.

 

Although ADRs represent Ecopetrol’s common shares, for Colombian tax purposes, ADRs are securities different from their underlying assets. Therefore, ADR holders are not entitled to the tax treatment granted to holders of the common shares. Such tax treatment includes, among others, those benefits relating to dividends and to profits derived from sale of Colombian common shares. For further information, see sectionShareholder Information—Taxation—Colombian Tax Considerations.

 

Judgments of Colombian courts with respect to our ADSs will be payable only in Colombian Pesos.

 

If proceedings are brought in the courts of Colombia seeking to enforce the rights of ADS holders of common shares, we will be required to discharge our obligation amounts in Colombian Pesos. Colombian law provides that an obligation in Colombia to pay amounts denominated in foreign currency may only be satisfied in Colombian currency at the Representative Market Exchange Rate of the date the judgment is obtained, and such amounts are then adjusted to reflect exchange rate variations through the effective payment date.

 

The relative volatility and illiquidity of the Colombian securities markets may substantially limit our investors’ ability to sell our ADSs at the price and time they desire.

 

Investing in securities that are traded in emerging markets, such as Colombia, often involves greater risk when compared with other world markets, and these investments are generally considered to be more speculative in nature.

 

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The Colombian securities market is substantially smaller, less liquid, more concentrated and can be more volatile than other securities markets in the United States. As of December 31, 2017,2018, the Colombian Stock Exchange (“BVC”) had a market capitalization of approximately COP$363,843339,653 billion (US$121.93104.52 billion using the closing rate for 2017)2018), a 17% increase7% decrease when compared with the amount at the end of 2016,2017, a daily average trading volume of approximately COP$138,631147,031 million (US$46.9945.24 million, using the average exchange rate for 2017)2018), a 29% decrease6% increase when compared with the volume in 2016.2017. By comparison, the New York Stock Exchange (the “NYSE”) had a market capitalization of US$22.125.7 trillion as of December 31, 2017,2018, and a daily trading volume of approximately US$32.871.8 billion in 2017.2018.

 

As of December 31, 2017,2018, our shares represented the highest market capitalization of the BVC accounting for as of 8.9%14.54% of the total COLCAP index, which reflects the price volatility of the 20 most-liquid stocks.

 

Given the current ownership structure of our shares, it may be difficult for you to purchase large quantities of shares from a single shareholder. We cannot assure you that a liquid trading market for our ADSs will develop or, if developed, that it will be maintained. Without a liquid trading market, the ability of investors in our ADSs to sell them at the desired price and time could be substantially limited.

 

We are not required to disclose as much information to investors as a U.S. issuer is required to disclose.

 

We are subject to the reporting requirements of the Superintendence of Finance and the BVC - (Colombian Stock Exchange). The corporate disclosure requirements that apply to us may not be equivalent to the disclosure requirements that apply to a U.S. issuer and, as a result, you may receive less interim information about us than you would receive from a U.S. issuer.

 

5.1.5      Risks Related to the Controlling Shareholder

 

Our controlling shareholder’s interests may be different from those of certain minority shareholders.

 

Law 1118 of 2006 requires the Nation to maintain at least 80% of our outstanding capital stock. The Nation currently holds 88.49 %88.49% of our outstanding capital stock, making it our controlling shareholder. The Nation as our controlling shareholder has majority voting rights at the General Shareholders Assembly to elect the members of our Board of Directors. The Nation, as controlling shareholder,Directors and may propose and approve decisions that aremay be in its own interest and in furtherance of its own economic and political interests that may not necessarily benefit minority shareholders.

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Our controlling shareholder may approve dividends at the ordinary General Shareholders Assembly, notwithstanding the interest of certain minority shareholders, in an amount that results in us having to reduce our capital expenditures or increase our debt levels, thereby negatively affecting our prospects, results of operations and financial condition. See the sectionShareholder Information—Dividend Policy.

 

Additionally, our controlling shareholder may undertake projects, approve decisions or make announcements about its intentions related to its holding of the Company’s stock, which may not be in our best interest or in the best interest of our minority shareholders, including holders of our ADSs, and could affect the price of our shares or ADSs.

 

5.2        Risk Management

 

5.2.1      Managing Risk through Our Internal Control System

 

Under the leadership of the Vice-Presidency of Compliance, Ecopetrol S.A. consolidated its internal control systems into ana unified system that integrates the best practices called for by the Committee of Sponsoring Organizations of the Treadway Commission (COSO 2013), Sarbanes–Oxley Act (SOX), governance and management of enterprise IT (COBIT), Enterprise Risk Management (ERM) and our ethics and compliance rules, with the aim of establishing an integrated management system for all control components;components, thereby allowing us to strengthen all of our control system.

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The main purpose of the Ecopetrol S.A.’s Internal Control System is to provide reasonable assurance regarding the achievement of all of the Company’s objectiveobjectives relating to operations, strategy, reporting and compliance, through the appropriate risks management and ensuring the effectiveness of its controls. The system performance is systematically monitored by the Board of Directors semiannually and by the Audit and Risk Committee monthly.Directors.

 

Ecopetrol S.A.’s Internal Control System is aligned to the Company’s strategy and business processes and gives responsibility to all employees to manage risk, to maintain the effectiveness of controls, to report incidents in order to preventively correct possible deficiencies and to provide reasonable assurance of achieving corporate objectives and goals.

 

The risk management component of our Internal Control System is in charge of identifying events or situations that may affect our defined objectives, assessing and prioritizing them to implement the most appropriate response. This component has been designed and implemented across the organization, with a two-level focus: Enterprise Risk and Processes Risks.

 

(i)Enterprise Risks: Are those risks that are directly associated with the business strategy plan of the Company and are systematically monitored by the Management Committee on a monthly basis.Committee. The management of those risks is led by a member of the Management Committee;person accountable for the process and each risk has a defined treatment plan and monitoring indicators.

 

(ii)Processes Risks: Are those risks that tend to identify potential failures in the activities related to our core and support business processes that drive us to achieve our objectives. At this level, our processes have identified risks with their respective mitigation methods, including financial and non-financial controls, treatment plans and/or monitoring indicators.

 

Our risk management approach is based on the risk management cycle, consisting in five main stages: planning, identifying, evaluating, treatment and monitoring risks, as well as communication across all stages. This cycle is supported in three pillars of risk management: culture, organizational structure and normative and management tools.

 

Three of our most important tools within the risk management component are:

 

(i)Risk Assessment Methodology: In order to properly prioritize mitigation, treatment and monitoring efforts of risk management at the process level, a standardized methodology was established to assess inherent and residual risk levels. The risk level (Very High, High, Medium, Low or None) is obtained from the combination of the consequences (impacts) and the probability of occurrence of those consequences. According with the level of risk, action plans for management and mitigation are defined.

 

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(ii)Mitigation Plans: Each year, by performing the stages of the risk management cycle, we define and implement mitigation plans in order to reduce the levels of exposure to risk through mitigation or elimination of some of its causes. Metrics and goals must be defined during the development of each plan to ensure its effectiveness and to prioritize our efforts on those with the greatest impacts.

 

(iii)Monitoring Indicators: As part of the monitoring stage of the risk management cycle, Ecopetrol has implemented Key Risk Indicators (KRIs) which are metrics used to provide early signals of increasing risk exposures. These signals constitute information for preventative decision making in order to avoid risk materialization.

 

Ecopetrol has also defined guidelines to implementand implemented an Internal Control System, framework forthe scope of which includes its subsidiaries. Under those guidelines, each subsidiary must implement and report the performance of its Internal Control System to Ecopetrol S.A. to ensure compliance with the above measures, and the subsidiaries have methodological support from Ecopetrol S.A. when requested. Ecopetrol S.A. also performs preventive monitoring in selected subsidiaries to assure all the components and principles of their Internal Control Systems are present and operating.

 

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5.2.2      Managing Information Security and Cybersecurity

 

Ecopetrol S.A. has a dedicated management team focused on information security issues such as risk analysis, treatment of information, safe information management practices and classification of critical business information, control systems compliance and effectiveness of available information security technologies, all of which are articulated with the ERM system at the enterprise level.

 

Ecopetrol S.A. has included cybersecurity risk as one of the key enterprise risks. Based on that, a working group formed in 2014, coordinated by the information securitycybersecurity area with the participation of industrial control systems specialists, has been understanding the new challenges of cybersecurity risk;risk, developing activities to identify and protect critical digital assets.

 

During 2017,2018, Ecopetrol S.A., as a NOC (National Oil Company), provided updates to the Cyber Defense Command Unit (an entity under the control of the Colombian Ministry of Defense) anthe inventory of its critical cybernetic infrastructure that was included in the classified catalogue of national critical cybernetic infrastructure.

 

Ecopetrol’s cybersecurity team established a plan to continue the incorporation of cybersecurity practices to enhance the awareness about these risks at an operational level and adjust current information security practices considering the new cyberthreatcyber-threat context. Likewise, as a result of this process, we are currently continuing the incorporation of elements relative to management of the cyber security threat, including policies, specialized monitoring and control mechanisms, vulnerability management and cybersecurity insurance coverage, among others.

 

Ecopetrol S.A. incorporatedhas a Security Operations Center service, in order to enhance the ability to foresee and identify trends in attacks in Ecopetrol S.A.’s information technology infrastructure and to monitor Ecopetrol’s reputation on the internet.

 

While there were some cyberattackscyber-attacks during 2017,2018, there were no material effects on processes, equipment, products, services, relationships with customers or suppliers, competitive conditions or critical information. Ecopetrol S.A. does not have any current proceedings that relate to cybersecurity issues.

 

Furthermore, during 2017, our2018, the internal audit department conducted an audit on cybersecurity processes with an emphasis on the production area.exploration area and follow up on our prior enhancement plans. As a result of such audit, an action plan was established to be implemented in 2018.2019. The primary goal of the plan is to reinforce our cybersecurity strategy and refine certain technical components of our cybersecurity program.

 

In connection therewith, Ecopetrol updated its cybersecurity risk profile and its cybersecurity strategy, by naming the management team of the Cybersecurity unit to oversee information technology, operational technology and activities at the Ecopetrol Group level. In addition, the Cybersecurity unit was placed within the Digital Vice Presidency, reporting directly to senior management.

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Ecopetrol adopted the ONG-C2M2 (Oil & Gas - Cybersecurity Capability Maturity Model) as a framework to manage its cybersecurity profile. Finally, Ecopetrol updated its cybersecurity policies and cyber-incidents response procedure. 

5.2.3      Managing Financial Risk

 

We are exposed to certain risks associated with the nature of our operations and the financial instruments we use. Among the risks that affect our financial assets, liabilities and expected future cash flows are changes in commodity prices, currency exchange rates, interest rates and the credit quality of our counterparties.

 

Commodity price risk is associated with our day-to-day operations as we export and import crude oil, natural gas and refined products. We occasionally use hedges to partially protect our financial results from price fluctuations taking into account that part of our financial exposure under purchase contracts for crude oil and refined products depends on international oil prices. We believe that the risk of such exposure is partially naturally hedged since we are an integrated group (with operations in the upstream, midstream and downstream segments) and either export crude oil at international market prices or sell refined products at prices that are correlated to international market prices. We do not use derivative financial instruments for speculative or profit-generating purposes.

 

Currency risk arises in our operations given the fact that most of our revenues are derived from sales of products quoted in or with reference to U.S. dollars. Therefore when the Colombian Peso depreciates against the U.S. dollar, our revenues converted into Colombian Pesos increase. Conversely, when the Colombian Peso appreciates against the U.S. dollar, our revenues decrease. On the other hand, imported goods, oil services and the debt, which is mainly denominated in U.S. dollars, become less expensive when the Colombian Peso appreciates against the U.S. dollar and more expensive when the Colombian Peso depreciates against the U.S. dollar.

 

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As of December 31, 20172018 our U.S. dollar-denominated total debt was US$12.610.5 billion, which we recognize in our consolidated financial statements at its amortized cost, which corresponds to the present value of cash flows, discounted at the effective interest rate. Out of this total, US$12.09.7 billion relate to Ecopetrol S.A., whose functional currency is the Colombian Peso. Therefore, when the Colombian Peso depreciates against the U.S. dollar, Ecopetrol S.A. is exposed to an exchange rate loss. In contrast, when the Colombian Peso appreciates against the U.S. dollar, Ecopetrol S.A. is exposed to an exchange rate gain. Some of the Ecopetrol Group’s subsidiaries have the U.S. dollar as functional currency and are not exposed to a material exchange rate risk resulting from fluctuations in the Colombian Peso against the U.S. dollar. On the asset side, when the financial statements of the Group are consolidated, the exchange rate differential of the subsidiaries’ assets and liabilities whose functional currency is the U.S. dollar is recognized directly in equity, as part of other comprehensive income.

 

Taking previous considerations into account, Ecopetrol seeks to identify and manage currency risk in a comprehensive manner, using an integrated analysis of natural hedges in order to benefit from the correlation between income or investments in a foreign operationsoperation and debt denominated in foreign currency. In addition, the risk management strategy of the Company may involve the use of financial derivative instruments, and non-derivative financial instruments. As a part of its risk management strategy, using the natural hedge between exports and dollar-denominated debt, on October 1, 2015, US$5.4 billion of Ecopetrol S.A.’s debt in U.S. dollars was designated as hedge instrument of its future export sales for the period 2015 – 2023. On June 8, 2016, Ecopetrol continued its hedge accounting strategy, using the natural hedge between some of its foreign investments and its dollar-denominated debt in an amount of US$5.2 billion. As of December 31, 2017,2018, the outstanding value of the natural accounting hedges was US$8.56.5 billion. The remaining portion of our dollar-denominated debt, as well as the financial assets and liabilities denominated in foreign currency continue to be exposed to the fluctuation of the exchange rate, which means that an appreciation of the Colombian peso against the U.S. dollar could generate a loss if companies whose functional currency is the Colombian peso have an active net position in U.S. dollars or a gain if they have a net liability position in U.S. dollars. Conversely, a depreciation of the Colombian peso against the U.S. dollar could generate a gain if companies whose functional currency is the Colombian peso have a net active position in U.S. dollars or a loss if they have a net liability position in U.S. dollars. Finally, the Company maintains enough cash in Colombian pesos and U.S. dollars to meet its expenses in each currency (see Note 4.1.5 to our financial statements for further explanation of our accounting policy and Note 30.228.1 for details of the hedge accounting adopted). With the adoption of hedge accounting, the effect of volatility of foreign exchange rate on the effective hedged portion of the debt is recognized directly in equity, as part of other comprehensive income. Our hedge management strategy is completely focused on our accounting, reason why the ultimate effect will only be determined when the hedge operations come to an end. Nevertheless, it is important to bear in mind that for Ecopetrol S.A’sS.A.’s cash flow, the effect of the Colombian peso appreciation against the U.S. dollar is positive given the fact that we habitually convert our income in foreign currency to Colombian pesos.

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Interest rate risk arises from our exposure to changes in interest rates mainly as a result of the issuances of floating rate debt linked to LIBOR, DTF and CPI (with a participation of 5.2%4.6%, 8.7%5.0% and 3.9%4.2%, respectively, of the nominal debt balance as of December 31, 2017)2018). Thus, volatility in interest rates may affect the fair value of and cash flows related to our investments and floating rate debt. In 2017,2018, our analysis of credit risk events and global financial markets drove us to decide not to hedge interest rate risk. Nevertheless, our capital markets office continuously monitors the performance of interest rates and the effect of interest rates on our financial statements.

 

The trust funds linked to Ecopetrol S.A.’s pension obligations (PAP) are also exposed to changes in interest rates, as they include fixed- and floating-rate instruments that are mark to market. This exposure is continuously monitored by our treasury office given the potential impact volatility may have on our financial results. The treasury office’s information is gathered from reports provided by the asset managers. These reports refer to regulatory limits as well as market, credit and liquidity risks. The investment guidelines with respect to the PAPs are issued by the Colombian regulation for pension funds, as stipulated in the Decree 9411833 of 20022016 and Decree 18611913 of 2012,2018, where it is indicated that they have to follow the same regime as the regular obligatory pension funds in their moderate (i.e.(i.e., neither conservative nor aggressive) portfolio. For further information regarding the trust funds linked to the pension obligations of the company, see Note 22.220.2 Plan assets to our consolidated financial statements.

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Finally, counterparty risk is the potential probability that a borrower or counterparty defaults on any obligation. In our case, we are exposed to this risk as we invest in different financial instruments and receive letters of credit in order to mitigate our exposure with our commercial counterparties. We manage this risk through an analysis of an issuer’sby monitoring and analyzing the counterparty’s creditworthiness, stock price behavior, spreads on credit default swaps, and the probability of default.default, among others.

 

Investment Guidelines

 

Ecopetrol S.A.

 

Following the promulgation of Decree 1525 of 2008, which provides general rules on investments for public entities, Ecopetrol S.A.’s management established guidelines for our investment portfolios. These guidelines determine that investments in Ecopetrol S.A.’s U.S. dollar portfolio are generally limited to investments of our excess cash in fixed-income securities issued by entities rated A or higher in the long term and A1/P1/F1 or higher in the short term (international scale) by Standard & Poor’s Ratings Services, Moody’s Investors Service or Fitch Ratings. In addition, Ecopetrol S.A. may also invest in securities issued or guaranteed by the U.S. government or Colombian government, without regard to the ratings assigned to such securities. In Ecopetrol S.A.’s Colombian Peso portfolio, it must invest our excess cash in fixed-income securities of issuers rated AAA in the long term, and F1+/BRC1+ in the short term (local scale) by Fitch Ratings Colombia or BRC Standard & Poor’s. In addition, Ecopetrol S.A. may also invest in securities issued or guaranteed by the Colombian government without rating restrictions.

 

In orderOn December 2018, Ecopetrol S.A.’s management approved an update to diversify riskthe investment guidelines applicable for both U.S. Dollars and Colombian Pesos, that has been effective since January 1, 2019. The guidelines were updated in our Colombian Peso portfolio, Ecopetrol S.A. does not invest more than 10%light of the excess of cash in one specific issuer. Infollowing: the case of our U.S. dollar portfolio, it does not invest more than 5%current reality of the excessfinancial markets, alignment with the practices of cash in one specific issuercomparable companies in the short term (upoil sector, the Ecopetrol Group’s current corporate structure and the need to one year), or 1% inhave a larger investment universe with the long term.objective of generating higher returns on resources with an acceptable level of risk. The primary changes are:

 

·Both the Ecopetrol S.A. U.S. Dollar portfolio and the Colombian Peso portfolio may be invested in fixed income securities issued by entities with a rating equal to or greater than Ecopetrol S.A’s credit risk rating, but which at all times must be a minimum of investment grade as rated by any of the internationally recognized rating agencies (Standard & Poor's Moody's, and Fitch Ratings).

Ecopetrol S.A.’s investment portfolio in U.S. dollars is segmented into four tranches, each one matching our liquidity needs. The working capital tranche is calculated taking into account our cash flow needs for the next 60 days. The liquidity tranche is calculated as the contingent cash flow needs over the working capital, taking into account the development of capital expenditures related to projects. The asset liability tranche is built to match our long-term debt. The investment tranche includes the remaining amount of the total portfolio after deducting the amounts pertaining to the above mentioned tranches and after subtracting the Colombian Peso portfolio.

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·In order to diversify risk in both our U.S. Dollar and Colombian Peso portfolios, Ecopetrol S.A.’s management will determine short and long term limits by issuer and issuance based on internal analyzes and external risk ratings.

·Additionally, the portfolios in U.S. Dollar and Colombian Peso of Ecopetrol S.A. will be segmented in the tranches determined by Ecopetrol S.A.’s management, meeting the Company’s working capital and liquidity needs, benchmarks and cash flow projections.

 

Ecopetrol S.A.’s investment portfolio in Colombian Pesos is segmented in two tranches, each one matching our liquidity needs. The first tranche is calculated taking into account our cash flow needs for the next 30 days, and the second tranche is built for investment purposes.

5.3        Legal Proceedings and Related Matters

 

We are a party to various legal proceedings in the ordinary course of business. Other than the proceedings disclosed in this annual report, we are not involved in any pending (or, to our knowledge, threatened) litigation or arbitration proceeding that we believe will have a material adverse effect on our Company. Other legal proceedings that are pending against or involve us and our subsidiaries are incidental to the conduct of our and their business. We believe that the ultimate disposition of such other proceedings individually or in an aggregate basis will not have a material adverse effect on our consolidated financial condition or results of operations.

 

As of December 31, 2017,2018, Ecopetrol S.A. was a party to 3,1694,681 legal proceedings relating to civil, administrative, environmental, tax and labor claims, of which 3,279 were filed against us in the Colombian courts and arbitration tribunals, of which 396386 had an accrual provision. We allocate sufficient amounts of money and time to defend these claims. Historically, we have been successful in defending lawsuits filed against us. Other than the environmental administrative proceedings described in the last paragraph of this section, based on the advice of our legal advisors, it is reasonable to assume that the litigation procedures brought against us will not materially affect our financial position or solvency regardless of the outcome. See Note 2321 to our consolidated financial statements included in this annual report for a discussion of our legal proceedings.

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Caño Limón – Coveñas Crude Oil Pipeline Spill

 

On December 11, 2011, the Caño Limón-Coveñas oil pipeline ruptured and caused the spill of approximately 3,267 barrels of crude oil into the Iscala creek, which connects with the Pamplonita River that provides water to the city of Cúcuta. The incident did not cause any fatalities or injuries.

 

A class action lawsuit has been filed against Ecopetrol S.A. and against employees of the company, and the First Administrative Court has jurisdiction to conduct the case, which is in the probatory stage.

 

The Regional Environmental authority of Norte de Santander, or Corporación Autónoma Regional de la Frontera Nororiental (CORPONOR) has filed a lawsuit against Ecopetrol at the Administrative Court of Norte de Santander claiming for (i) the environmental loss caused by the incident and (ii) for compensation costs relating to the environment damage for approximately COP$33 billion. Ecopetrol’s legal counsel filed to dismiss the lawsuit on June 2, 2014, based on three grounds: (i) there is no proof of environmental loss, (ii) CORPONOR does not have the authority to file this lawsuit and (iii) CORPONOR’s petition for direct compensation is not the proper legal action according to the applicable procedural rules. Currently this lawsuit is in probatorythe evidentiary stage.

 

Ecopetrol and national and local authorities convened to develop a project consisting of an alternative to the water supply in the intake of the aqueduct in Cúcuta, The Company’s Board of Directors in December 2011 approved the participation of Ecopetrol in the project as part of the strengthening of its contingency plans and its relationship with its stakeholders. On November 10, 2017, the relevant parties entered into an agreement with the purpose of building the alternative water supply at a cost of approximately COP$385 billion. According to the agreement Ecopetrol will be in charge of the construction of the above mentioned infrastructure. As of the date of this annual report, Ecopetrol has awarded one construction contract. For the initial segment of the project and a second construction contract for a subsequent segment is soon to be awarded. The corresponding auditing contract has also been awarded.

 

BT Energy Challenger

 

On October 22, 2014, we were served with a class action suit against us seeking monetary damages of approximately COP$7.4 trillion related to an incident that occurred on August 21, 2014, during the loading operations of the BT Energy Challenger vessel. The claimants alleged possible damage to the port area of Ecopetrol’s terminal in Coveñas, as well as of marine and submarine areas and beaches that form the geographical area of the Morrosquillo Gulf. This allegation is currently under investigation by the Harbor Master of Coveñas. Ecopetrol filed a motion requesting the judge to require the claimants to amend their claim to more precisely set forth the facts and evidence it believes establishes Ecopetrol’s liability.

 

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On March 3, 2015, Ecopetrol filed its statement of defense arguing the exclusive fault of a third party. On October 20, 2015, the Court denied a class action of more than 100 informal traders in the region because there is no common identity with the initial class (hotel employees). However, during 2016 the Sucre Administrative Tribunal accepted another 12081,208 informal traders and fishermen as claimants.

 

On March 10, 2017, a mandatory conciliatory hearing was held in order to seek an agreement but it failed.

 

In January 2018, a judicial order was issued to commence the evidence gathering process, a decision which was objected by the parties.

 

In September 2018, all the ordered statements were made, the evidentiary stage was finalized and the parties filed their final closing briefs. As of the date of this annual report the case remained pending.

PetroTiger

 

As highlighted in previous 20-F and 6-K filings, on January 6, 2014, the United States Department of Justice (DOJ) announced the unsealing of charges against two former co-chief executive officers (CEOs) and the former general counsel of PetroTiger Ltd. (PetroTiger), alleging, among other things, violations of the U.S. Foreign Corrupt Practices Act (FCPA) and conspiracy to commit violations of the FCPA and money laundering in connection with payments made to an Ecopetrol employee. By the time of the DOJ announcement, that employee no longer worked at the Company. The DOJ alleged the payments were made to secure Ecopetrol’s approval for PetroTiger’s entry into an oil services contract with Mansarovar Energy Colombia Ltd. Ecopetrol participated in the Mansarovar project as non-operating partner in a joint operating agreement. Also on January 6, 2014, the DOJ announced that the general counsel of PetroTiger had pled guilty on November 8, 2013, to one count of conspiracy to violate the FCPA and to commit wire fraud. One of the charged former co-CEOs pleaded guilty on February 18, 2014, to the same charge. On May 9, 2014, the DOJ charged the other former co-CEO with conspiracy to violate the anti-bribery provisions of the FCPA, conspiracy to commit wire fraud, conspiracy to launder money, and substantive FCPA anti-bribery and money laundering violations. On June 15, 2015, that co-CEO pleaded guilty to conspiracy to violate the FCPA.

 

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After the DOJ unsealed its charges on January 6, 2014, Ecopetrol filed a complaint the same month, jointly with the Transparency Secretariat of the Presidency of the Republic, to Colombia’s Attorney General’s office requesting the investigation of individuals who may have been involved in the wrongdoing related to the Mansarovar contract. Colombian authorities initiated a proceeding related to PetroTiger, and on March 11, 2015, arrested four current Ecopetrol employees and two former Ecopetrol employees related to their investigation of the Mansarovar project and five other contracts involving PetroTiger and Ecopetrol. To date, four investigations of the control entities continue in course. During 2017 and 2018 to date, Colombian authorities have resolved an appeal confirming the conviction of a former Ecopetrol employee and another person involved in the case but not linked with Ecopetrol. Likewise, another appeal submitted by Ecopetrol and the Prosecutor’s Office is in progress in a case in which a former Ecopetrol employee was acquitted.

 

Ecopetrol has responded to information requests from the DOJ and Colombian authorities in connection with their investigations of PetroTiger. Ecopetrol has been designated with the formal status of victim in the local Colombian proceedings. It has terminated the employment of the four charged individuals who were Ecopetrol employees at the time of the arrests. Ecopetrol has concluded an internal investigation and has not identified any new issues relating to PetroTiger.

 

Salgar-Cartago Multipurpose Pipeline Spill

 

On December 23, 2011 our Salgar-Cartago pipeline ruptured. Internal and external experts believe this incident occurred as a result of creep movement of soil caused by severe weather conditions, causing the soil surrounding the pipeline to exert strong pressure on the pipeline and rupture it. As of the date of this annual report, 10there are eight lawsuits related to this incident are active for anwith possible damages of approximately worthCOP$7.7 billion.

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Class action of COP$7.8 billion.the AWA Indigenous Community

 

On April 2, 2018, a class action lawsuit was filed against Ecopetrol and CENIT by the Inda Guacaray and Inda Sabaleta reservations of the AWA Indigenous community who claim damages to their communities by environmental contamination and damage to natural resources that the defendants supposedly caused by act or omission during various environmental incidents. In August 2018 Ecopetrol answered the complaint. The parties are currently waiting for the evidentiary stage to start.

Although the plaintiffs did not clearly determine the amount of their claims, Ecopetrol and the National Agency for Legal Defense (Agencia Nacional de Defensa Jurídica del Estado or ANDJE) have initially calculated the amount to be up to COP$358,201,371,800.

Environmental Administrative Proceedings

 

As of December 2017,2018, Ecopetrol S.A. was party to 215218 environmental administrative proceedings, of which 197206 were initiated before 2017,2018, and 1812 during 2017.2018. During 2017, 52018, six proceedings were concluded, in 3two of them we were subject to monetary fines through Resolutions issued in 2017; DTP 1330 October 5, DGL 796, September200.36.18.0999 of July 16, 2018 and DGL 411 May 10.200.36.18-1028 of July 17, 2018. However, these last two proceedings wereanother proceeding was suspended due to the replenishment of resources. It is not possible for us to determine whether the pending proceedings could have a material effect on Ecopetrol.

 

Reficar Investigations

 

Reficar is a wholly owned subsidiary of Ecopetrol. According to Colombian regulations, Ecopetrol’s and Reficar’s employees are considered public servants, and as such can be held liable for negligent use or management of public resources. In this context, given that Ecopetrol is majority owned by the Colombian Government and Reficar is a wholly owned subsidiary of Ecopetrol, Ecopetrol and Reficar administer public resources.

 

As a result, Ecopetrol and Reficar employees are generally subject to the control and supervision of the following control entities, among others:

 

·The Office of the Comptroller General (Contraloría General de la República) oversees the adequate use of public resources and has the authority to investigate public employees or private sector employees that use or manage public resources.

 

·The Attorney General’s Office (Procuraduría General de la Nación) supervises compliance with applicable law by public employees and private sector employees that carry out public functions. The Attorney General’s Office investigates and disciplines individuals for compliance failures.

 

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·The Prosecutor’s Office (Fiscalía General de la Nación) investigates potential crimes and prosecutes alleged crimes before the court in judicial proceedings.

 

The following are the most significant investigations and proceedings carried out by the aforementioned state entities:

 

1.The Office of the Comptroller General’s investigations and proceedings:proceedings

 

Because of the modifications of the schedule and budget related to Reficar’s expansion and modernization project (the “Project”), the Office of the Comptroller General initiated a special audit investigation of the Project in 2016 and delivered a final report to Reficar on December 5, 2016. The report made 36 findings most of which were related to increased costs compared to budget for services, labor and materials. As required, on January 18, 2017, Reficar submitted an action plan exposing and addressing the 36 findings in the following areas: (i) contract management, (ii) supervision of engineering standards contracted with third parties, and (iii) documentation of the control, reporting and monitoring mechanisms of subcontracts.

1.1Because of the modifications of the schedule and budget related to Reficar’s expansion and modernization project (the “Project”), the Office of the Comptroller General initiated a special audit investigation of the Project in 2016 and delivered a final report to Reficar on December 5, 2016. The report made 36 findings most of which were related to increased costs compared to budget for services, labor and materials. As required, on January 18, 2017, Reficar submitted an action plan exposing and addressing the 36 findings in the following areas: (i) contract management, (ii) supervision of engineering standards contracted with third parties, and (iii) documentation of the control, reporting and monitoring mechanisms of subcontracts.

 

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1.2As a result of the findings described above, on March 10, 2017, the Office of the Comptroller General opened actions for financial responsibility (proceso de responsabilidad fiscal) against 36 individuals and the six companies involved in the Project, including former members of Ecopetrol’s Board of Directors, former members of Reficar’s Board of Directors, former employees of Ecopetrol, and former employees of Reficar, as well as Chicago Bridge & Iron Company N.V., CBI - Chicago Bridge & Iron company (CB&I) Americas Ltd., Chicago Bridge & Iron Company CB&I UK Limited, CBI Colombiana S.A., Foster Wheeler USA Corporation and Process Consultants Inc.

These actions were initiated based on the Office of the Comptroller General’s theory that lower than expected profitability at Reficar could have been caused by (i) modifications to the schedule and, (ii) the increase of the budget for the Project.

On June 5, 2018, the Office of the Comptroller General split the initial proceeding in two. The first one is related to the increase of the Project’s budget and the second one is related to the modifications in the Project’s schedule.

Regarding the first proceeding, on June 5, 2018, the Office of the Comptroller General issued charges for financial responsibility (proceso de responsabilidad fiscal) against 36(i) 15 individuals, and the six companies involved in the Project, including current and former members of Ecopetrol’s Board of Directors;which include former members of Reficar’s Board of Directors;Directors, a current and former employeesemployee of Ecopetrol;Ecopetrol, and former employees of Reficar, as well as against (ii) Chicago Bridge & Iron Company N.V., CBI - Chicago Bridge & Iron company (CB&I) Americas Ltd., Chicago Bridge & Iron Company CB&I UK Limited, CBI Colombiana S.A., Foster Wheeler USA Corporation and Process Consultants Inc.Inc, and the following insurance companies, Compañía Aseguradora de Fianzas S.A, CHUBB de Colombia, Compañía de Seguros S.A., Mapfre Seguros, as third parties with joint liability.

 

OneAs for the other 21 individuals initially investigated in 2017, the Office of the Comptroller General closed the investigations. Therefore, as of the date of this annual report, no current or former member of Ecopetrol’s Board of Directors Joaquín Moreno Uribe, is being investigatedwas charged in these proceedings.the first proceeding relating to the increase in the Project’s budget.

 

These actions were initiated based on the Office of the Comptroller General’s theory that lower than expected profitability at Reficar could have been caused by modifications to the schedule, and for the increase of the budget of the Project. As of the date of this annual report, Reficar has no liability under this proceeding.charges have been issued in the second proceeding relating to the modifications in the Project’s schedule.

 

While the content and status of the investigationsproceedings remains confidential, we can report that Reficar and several of its employees have cooperated with and provided the information required by the department of the Office of the Comptroller General in charge of leading the investigation.proceedings.

 

In January 2017, the OfficeAs of the Comptroller General initiated another special audit indate of this annual report, Reficar and delivered a final report to Reficar on July 12, 2017. In this report the Office of the Comptroller General concluded that, in their opinion, Reficar’s 2016 Financial Statements do not reasonably represent, in all material aspects, the entity’s financial position as of December 31, 2016.has no liability under these proceedings.

1.3In January 2017, the Office of the Comptroller General initiated a special audit in Reficar and delivered a final report to Reficar on July 12, 2017. In this report the Office of the Comptroller General concluded that, in their opinion, Reficar’s 2016 Financial Statements do not reasonably represent, in all important aspects, the entity’s financial position as of December 31, 2016.

 

On February 2, 2018, the Legal Accounts Commission of the National House of Representatives of the Republic of Colombia informed Reficar that the House of Representatives decided, through Resolution No. 2713, that it would not close the General Budget and Treasury Account orand the National Balance Sheet for the 2016 fiscal year, since the 2016 Financial Statements of several state entities, among them Reficar, had received a negative opinion from the Office of the Comptroller General. Pursuant to Resolution No. 2713, Colombian control entities have beenwere ordered to initiate the corresponding disciplinary, fiscal and/or penalcriminal investigations.

1.4In December 2017, the Office of the Comptroller General initiated a special audit in Reficar and submitted a final report to Reficar on May 18, 2018. In this report the Office of the Comptroller General concluded that, in their opinion, Reficar’s 2017 Financial Statements do not reasonably represent, in all important aspects, the entity’s financial position as of December 31, 2017.

On February 6, 2019, the Legal Accounts Commission of the National House of Representatives of the Republic of Colombia informed Reficar that the House of Representatives decided, through Resolution No. 3135, that it would not close the General Budget and Treasury Account and the National Balance Sheet for the 2017 fiscal year, since the 2017 Financial Statements of several state entities, among them Reficar, had received a negative opinion from the Office of the Comptroller General. Pursuant to Resolution No. 3135, Colombian control entities were ordered to initiate the corresponding disciplinary, fiscal and/or criminal investigations.

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In respect of the special audits mentioned in sections 1.3 and 1.4 above, as of the date of this annual report, Reficar has no knowledge of any procedural action carried out by any of the Colombian control entities regarding the disciplinary, fiscal and/or criminal investigations ordered neither by the Resolution No. 2713 nor by the Resolution No. 3135.

1.5In January 2019, the Office of the Comptroller General initiated a financial audit in Reficar. The final report is expected to be submitted on May 2019.

 

Reficar’s external auditors issued an unqualified opinion on Reficar’s financial position as of December 31, 2016, 2017 and 2017.2018. As of the date of this annual report, such auditors have not informed Reficar that there has been any change to their opinion.

 

As of the date of this annual report, to the best of Ecopetrol’s knowledge, the financial statements continue to fairly represent the financial and operational condition of the Company in all material aspects and its internal controls remain effective.

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2.The Attorney General’s Office investigations:

 

Reficar has been officially informed that the Attorney General’s Office currently has onefive ongoing investigation relatingrelated to the Project. The investigation initiated in 2012 against members of Reficar’s Board of Directors at the time, as well as certain current and former officers of Reficar.

 

OnRegarding one of these five investigations, on September 12, 2017, the Attorney General’s Office issued a list of charges against certain former members of Reficar’s Board of Directors, as well as certain former officers of Reficar. The charges were related to the failure to fulfill some of their duties as administrators and/or for acting “ultra vires” in the exercise of their functions against: (i) Javier Genaro Gutiérrez (Ecopetrol CEO, 2007-2015); (ii) Felipe Laverde (Reficar General Counsel, 2009-March 2017); (iii) Pedro Rosales (Ecopetrol Downstream Executive Vice President, 2008-2015); (iv) Diana Constanza Calixto (Ecopetrol Head of the Corporate Finance Unit, 2009-2014) and (vi)(v) Reyes Reinoso Yañez (Reficar CEO, 2012-2016). The Attorney General’s Office closed the case against the rest of the members of Reficar’s Board of Directors and the rest of the current and former officers of Reficar.

The specific content and status of the remaining four ongoing investigations remains confidential.

 

3.The Prosecutor’s Office investigations:

 

The Prosecutor’s Office ishas been conducting an investigation. In connection therewith, between July 25 and August 2, 2017 the Prosecutor’s Office indicted the following individuals with charges, the majority of which are related to offenses against the public administration and illegal interest in the execution of agreements:legal proceedings:

 

(i) Orlando José Cabrales Martínez (Reficar CEO, 2009-2012); (ii) Reyes Reinoso Yañez (Reficar CEO, 2012-2016); (iii) Felipe Laverde Concha (Reficar General Counsel, 2009-March 2017); (iv) Pedro Alfonso Rosales Navarro (Ecopetrol Downstream Executive Vice President, 2008-2015); (v) Masoud Deidehban (CBI Executive Project Director); (vi) Phillip Asherman (CBI CEO) and (vii) Carlos Lloreda (Reficar’s statutory auditor from 2013-2015.)

3.1Between July 25 and August 2, 2017, the Prosecutor’s Office indicted the following individuals with charges, the majority of which are related to offenses against the public administration and illegal interest in the execution of agreements: (i) Orlando José Cabrales Martínez (Reficar CEO, 2009-2012); (ii) Reyes Reinoso Yañez (Reficar CEO, 2012-2016); (iii) Felipe Laverde Concha (Reficar General Counsel, 2009-March 2017); (iv) Pedro Alfonso Rosales Navarro (Ecopetrol Downstream Executive Vice President, 2008-2015); (v) Masoud Deidehban (CBI Executive Project Director); (vi) Phillip Asherman (CBI CEO) and (vii) Carlos Lloreda (Reficar’s statutory auditor from 2013-2015.) The arraignment hearing began on May 30, 2018, and as of the date of this annual report has not yet concluded.

 

The arraignment hearing is scheduled to take place on May 30, 2018.

Prosecutor’s Office has not yetalready made public the factual basis for such charges, which is based on the theory that: (i) executing a cost reimbursable engineering, procurement and accordingly we areconstruction contract (EPC) and not a lump sum agreement favored CBI interests, and (ii) executing special invoicing procedures (MOA –Memorandum of Agreement and PIP –Project Invoicing Procedure) with CBI allowed the payments of unreasonable amounts not duly verified by Foster Wheeler USA Corporation. The defense attorneys have not yet had an opportunity to present their case against such facts in a position to predict the outcomecourt of investigation or the disposition of any of the charges.law.

 

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As of the date of this annual report, to the best of Ecopetrol’s knowledge, the financial statements continue to fairly represent the financial and operational condition of the Company in all material aspects and its internal controls remain effective.

 

Ecopetrol and Reficar have cooperated closely and extensively with the control entities in furthering their investigations and will continue to monitor the status and development of these investigations.

Additionally, onOn May 9, 2017, Ecopetrol’s Audit and Risk Committee retained a U.S.-based outside law firm to commence a third-party investigation into the matters set forth in the Prosecutor’s Office announcement. The results were presented in December 2017 to Ecopetrol’s Audit and Risk Committee. This investigation concluded that to date there has been no evidence of possible unlawful acts that affect Ecopetrol’s internal control over the financial reporting of the Company, on the allegations made by the Prosecutor’s Office.

3.2On October 22 and 23, 2018, the Prosecutor’s Office indicted the following individuals with charges related to improper management and obtaining false public documents: Javier Genaro Gutiérrez Pemberthy (Ecopetrol CEO, 2007-2015), Reyes Reinoso Yánez (Reficar CEO, 2012-2016), Pedro Alfonso Rosales Navarro (Ecopetrol Downstream Executive Vice President, 2008-2015), and Diana Constanza Calixto Hernández (Ecopetrol Head of the Corporate Finance Unit, 2009-2014). As of the date of this annual report, the arrangement hearing has not yet taken place.

3.3On March 18, 2019, the Prosecutor’s Office issued a public statement in which it announced that on April 25, 2019 it was going to indict the following individuals, in an indictment hearing that has not yet taken place, with charges related to entering into agreements without compliance with legal requirements: Orlando José Cabrales Martínez (Reficar CEO, 2009-2012) and Felipe Castilla (Reficar CEO, 2009).

Considering the current stage of these legal proceedings, we are not in a position to predict the outcome of the Prosecutor’s Office’s investigation or the disposition of any of the charges brought by the Prosecutor’s Office.

Ecopetrol and Reficar have cooperated closely and extensively with the control entities in furthering their investigations and will continue to monitor the status and development of these investigations.

4.Arbitration Tribunal

 

In March 2016, Reficar filed a Request for Arbitration before the International Chamber of Commerce (the “ICC”), against Chicago Bridge & Iron Company N.V., CB&I (UK) Limited, and CBI Colombiana S.A. (jointly, “CB&I”) concerning a dispute related to the Engineering, Procurement, and Construction Agreements entered into by and between Reficar and CB&I for the expansion of the Cartagena Refinery in Cartagena, Colombia. Reficar is the Claimant in the ICC arbitration and seeks no less than US$2 billion in damages plus lost profits.

On May 25, 2016, CB&I filed its Answer to the Request for Arbitration and Counterclaim for approximately US$106 million and COP$324,052 million. On June 27, 2016, Reficar filed its reply to CB&I’s counterclaim denying and disputing the declarations and relief requested by CB&I. On April 28, 2017, CB&I submitted its Statement of Counterclaim increasing its claims to approximately US$116 million and COP$387,558 million. On March 16, 2018, CB&I submitted its Exhaustive Statement of Counterclaim further increasing its claims to approximately US$129 million and COP$432,303 million (including interests)in each case interest).

 

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The date for the filing of the Third Written Submission is to be set by the Arbitral Tribunal and the oral hearing beforeis scheduled to begin in April 2020. After the tribunal is currently scheduled for 2019. Athearing, the conclusion of whichTribunal will analyze the tribunal wouldparties’ arguments to render its final decision on Reficar’s and CB&I’s claims. Until then, the outcome of this arbitration is unknown.

 

Bioenergy Special Audit

 

The Office of the Comptroller General, in exercise of its fiscal monitoring duties and authority as set forth in Article 267 of the Political Constitution, has undertaken audits of the performance of the Bioenergy S.A.S. and Bioenergy Zona Franca S.A.S. investments.

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On February 6, 2017 the Office of the Comptroller General initiated a Special Intervention (Special Audit) in order to evaluate the use of public funds in the project carried out by Bioenergy Zona Franca S.A.S. and Bioenergy S.A. On July 10, 2017 the Office of the Comptroller General issued its final report with 15 findings related to: (i) acquisition, lease payments and the use of agricultural lands, (ii) loss of profits due to the project´sproject’s delay; and (iii) execution of contracts related with the building, commissioning and start-up of the industrial plant and the agricultural component of the project. As required,On December 28, 2018, Bioenergy has commenced acompleted all of the activities set forth in the remediation plan to address the 15 findings.

As of the date of this annual report, the Office of the Comptroller General had initiated a financial audit of Bioenergy’s financial statements for the year ended December 31, 2018.

 

6.Shareholder Information

 

6.1        Shareholders’ General Assembly

 

Our Shareholders’ General Assembly was held on March 23, 201829, 2019 and the following matters were approved:

 

·The plan for distribution of the Company’s profits, which establishes the distribution of an ordinary dividend per share of eighty nine169 Colombian pesos (COP$89) to be paid169) and an extraordinary dividend per share of 56 Colombian pesos (COP$56) is as follows: the total amount of the dividend to minority shareholders will be paid in one installment on April 19, 2018 and in two installments to25, 2019; while the dividend for the majority shareholder, 50%the Colombian State, will be paid in three installments on April 19, 201825 (50% of the ordinary dividend), June 25 (50% of the ordinary dividend), and 50% on September 17, 2018.25, 2019 (100% of the extraordinary dividend).

 

·Amendment of our bylaws. For further information please see the sectionCorporate Governance—Bylaws.

 

·AppointedAppointment of Ernst & Young as external auditor of Ecopetrol for fiscal year 2018.

·The bylaws were amended in the General Shareholders Assembly held on March 23, 2018.2019 and use of option for 2020.

 

·The new composition of the Board of Directors for the year 2018a two-year term as follows:

 

Non Independent DirectorsNon-Independent Directors::

 

Ø·Director General of State Owned EnterprisesSecretary of the Ministry of Finance and Public Credit.Credit

Independent Directors:

·Orlando Ayala Lozano

 

Ø·Claudia Isabel GonzáLuis Guillermo Echeverri Vélez Sánchez

Independent Directors:

ØMauricio Cabrera Galvis

 

Ø·Jorge Londoño SaldarriagaJuan Emilio Posada Echeverri

 

Ø·Jaime Ardila GómezSergio Restrepo Isaza

 

Ø·Carlos Cure CureSantiago Perdomo Maldonado

 

Ø·Joaquín MorenoEsteban Piedrahita Uribe

 

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Ø·Hernando Ramírez Plazas (nominated by the hydrocarbon producing provinces)

 

Ø·Carlos Gustavo Cano Sanz (nominated by the minority shareholders with the greatest share participation)

 

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6.2        Dividend Policy

 

In 2018, as a result of the solid financial position of the Company, the Board of Directors approved as a dividend policy consisting of the ordinary distribution of between 40% and 60% of the adjusted net income of the Company of each fiscal year. For this purpose, the Board of Directors shall assesassess overall delivery against the Company’s financial targets, as well as the macroeconomic environment, theprojected cash projectionrequirements for achievingdelivering on our Business Plan and strategy, goals and growth plans, while maintaining an appropriate financial flexibility. This policy cannot exceed the maximum amount to be distributed and should keepflexibility in keeping the Company’s debt metrics in line with an investment grade rating. The policy does not preclude the distribution of extraordinary dividends above the 40% to 60% range, under exceptional circumstances and with due consideration of the above criteria. The maximum amount to be distributed is the profits available to shareholders (net income after release and appropriation for legal, fiscal and occasional reserves).

 

Pursuant to Colombian law, dividend distribution to our shareholders must be approved by a 78% majority of the shares represented in the corresponding General Shareholders Assembly. In the absence of this special majority, at least 50% of the net profits must be distributed.

 

On March 29, 2019, our shareholders at the ordinary General Shareholders Assembly approved an ordinary dividend of 60% of our net income or COP$169 per share (within the dividend policy of 40% and 60% of net income), for the fiscal year ended December 31, 2018 and an extraordinary dividend of 20% of our net income or COP$56 per share, given our strong operational and robust cash position in 2018,for a total dividend per share of COP$225. On March 23, 2018, our shareholders at the ordinary General Shareholders Assembly approved an ordinary dividend of 55% of our net income for the fiscal year ended December 31, 2017.  On March 31, 2017, our shareholders at the ordinary General Shareholders Assembly approved an ordinary dividend of 40% of our net income before the impairment of non-current assets (net of taxes) for the fiscal year ended December 31, 2016. Given that the fiscal year ended December 31, 2015 resulted in a net loss for Ecopetrol S.A., our shareholders at the General Shareholders Assembly held on March 31, 2016, approved that there was no distribution of profits for the fiscal year ended December 31, 2015. Pursuant to Article 456 of the Code of Commerce the Company absorbed the net loss for the fiscal year ended December 31, 2015 through its legal reserve.  In 2015 there was no dividend distribution and in 2016 the shareholders approved the distribution of 40% of our net income before the impairment of non-current assets (net of taxes).  See sectionFinancial Review—Liquidity and Capital Resources—Dividends.

 

Ecopetrol S.A. is required to have legal reserves equal to 50% of its subscribed capital.  If the legal reserves are less than 50% of subscribed capital, we will contribute 10% of net income to our legal reserves every year until our legal reserves meet the required level.

 

6.3        Market and Market Prices

 

Starting onOn August 2010, our ADSs began trading on the Toronto Stock Exchange (“TSX”) under the symbol “ECP.” On February 17, 2016, we announced the application for voluntary delisting from the Toronto Stock Exchange after in an ordinary meeting held on January 27, 2016, during whichfollowing the Board of Directors made theDirectors’ decision to delist from the TSX. ThisThe decision was based on the Board of Director’s assessment of, among other factors, the limited trading activity of our ADRs in Canada, a liquid market for our ADRs on the NYSE and for our ordinary shares on the local Colombian Stock Exchange (Bolsa de Valores de Colombia), both of which enable interested investors to acquire a participation in Ecopetrol S.A.among other factors. The time and administrative efforts associated with maintaining the listing of the ADRs on the TSX were also taken into account. On March 2, 2016, Ecopetrol’s ADRsour ADR’s were officially delisted from the TSX. AfterOn December 7, 2017, we applied to the Alberta Securities Commission and the Ontario Securities Commission to cease our reporting requirements, due to our delisting fromprocess. On September 4, 2018, we announced that effective August 29, 2018, we had ceased to be a reporting issuer in each of the TSX, theprovinces of Alberta and Ontario and hence were no longer a reporting issuer in any jurisdiction in Canada. Accordingly, Ecopetrol no longer has any continuous disclosure obligations in Canada. The ADRs have continued to trade on the NYSE and the ordinary shares have continued to trade in the Colombian stock market. Therefore, the Company continues to be subject to United States, Canadian as well as Colombian, reporting and corporate governance obligations. Ecopetrol has applied to the Alberta Securities Commission and Ontario Securities Commission to cease being a reporting issuer in Canada. As of the date of this annual report, these applications are under review by such entities and we are awaiting for final resolution on the matter, until a decision is reached, Ecopetrol continues to comply with its reporting responsibilities under its reporting issuer status in Canada.

The following table sets forth reported high and low closing prices in Colombian Pesos for our shares and the reported average daily trading volume of our shares on the BVC for the periods indicated. The table also sets forth information on the trading price of our shares in Colombian Pesos and U.S. dollars, as well as the average trading volume.

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Table 56 – Shares Traded on the Bolsa de Valores de Colombia

  Shares Traded on the BVC 
  Colombian Pesos per share  

U.S. dollars per share(1)

  Average
number of
shares traded
 
  High  Low  High  Low  Per day 
2013  5,710   3,695   3.2091   1.8992   7,018,859 
2014  4,030   1,815   2.0556   0.7546   8,222,596 
2015  2,305   1,090   0.8402   0.3973   10,109,301 
2016  1,465   881   0.4802   0.2888   13,077,105 
2017  1,480   1,290   0.7492   0.4373   11,420,810 
Most recent quarters                    
First quarter 2016  1,425   881   0.4386   0.2712   17,971,092 
Second quarter 2016  1,465   1,220   0.4892   0.4074   14,267,136 
Third quarter 2016  1,410   1,170   0.4786   0.3971   10,403,945 
Fourth quarter 2016  1,385   1,240   0.4593   0.4112   9,760,236 
First quarter 2017  1,415   1,290   0.4842   0.4414   10,004,466 
Second quarter 2017  1,480   1,325   0.5067   0.4537   14,076,659 
Third quarter 2017  1,405   1,350   0.4727   0.4542   8,247,688 
Fourth quarter 2017  2,210   1,395   0.7406   0.4675   13,447,615 
First quarter 2018  2,800   2,210        0.9800   0.7735   19,795,943 
Most recent six months                    
November 2017  1,820   1,700   0.6045   0.5646   14,409,722 
December 2017  2,210   1,775   0.7391   0.5936   9,771,858 
January 2018  2,800   2,210   0.9777   0.7717   21,066,624 
February 2018  2,770   2,335   0.9680   0.8160   21,606,463 
March 2018  2,775   2,450       0.9749   0.8607   17,676,641 
April 2018 (through April 16, 2018)  2,980   2,615        1.0801   0.9478   14,416,613 

(1)U.S. dollars per common share translated at the Representative Market Exchange Rate as of each period.

The following table sets forth reported high and low closing prices in U.S. dollars for our ADSs and the average daily trading volume of our ADSs on the NYSE for the periods indicated. The table also sets forth information on the trading price of our ADSs in U.S. dollars, as well as the average trading volume.

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Table 57 – Shares Traded on the New York Stock Exchange

  ADSs Traded on NYSE 
  

U.S. dollars per ADS(1)

  

Average number

of ADSs Traded

 
  High  Low  per day 
2013  63.80   37.93   464,193 
2014  41.16   14.77   603,083 
2015  19.80   6.50   960,193 
2016  10.04   5.40   1,160,901 
2017  14.63   8.60   1,008,056 
Most recent quarters            
First quarter 2016  9.22   5.40   1,559,605 
Second quarter 2016  10.04   7.89   1,257,883 
Third quarter 2016  9.80   7.83   914,424 
Fourth quarter 2016  9.37   7.85   926,722 
First quarter 2017  9.67   8.60   986,373 
Second quarter 2017  10.24   8.70   1,182,807 
Third quarter 2017  9.59   8.78   756,630 
Fourth quarter 2017  14.63   9.44   1,139,727 
First quarter 2018  20.05   14.63   1,695,397 
Most recent six months            
November 2017  12.04   11.22   1,458,409 
December 2017  14.63   11.74   893,424 
January 2018  20.05   14.63   1,943,724 
February 2018  19.78   16.26   1,800,215 
March 2018  19.82   17.11   1,352,395 
April 2018 (through April 16, 2018)  21.98   19.30   1,599,547 

(1)Represents the right to receive 20 of our common shares.

Registration and Transfer of Shares

 

Under Colombian law, transfers of shares must be registered on the issuer’s stock ledger. Only those holders registered on the stock ledger are considered by law as shareholders. Ecopetrol’s shares are in electronic form, other than those shares held by the Nation, which are in physical form.

 

Transfers of electronic shares evidenced in electronic formis required to be negotiated through the ColombiaColombian Stock Exchange. In Colombia, only the relevant stockbrokers calledsociedades comisionistas de bolsa are authorized to make the transferstransfer of shares through the ColombiaColombian Stock Exchange. The transferstransfer of shares areis registered in the Centralized Security Deposit (Depósito Centralizado de Valores) or DECEVAL, through the relevant stockbrokers. DECEVAL records the share transfer on its systems, in order to make the corresponding registration in the issuer stock ledger.

 

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Under Colombian legislation, if a transfer of shares forhas a value equivalent to or higher than 66,000 UVR (the UVR was COP$252.3767260.6658 as of December 31, 2017)2018) it must be made through the BVC if the shares are registered with the BVC. Otherwise, shareholders can freely negotiate a transfer of shares.

 

Nevertheless, pursuant to Decree 2555 of 2010 article 6.15.1.1.2 the following transfers are not required to be executedperformed through the BVC:

 

·Transfers between shareholders who are considered to be the same beneficial owner;

 

·TransfersTransfer of shares owned by financial institutions, under supervision of the Superintendence of Finance, that are in a liquidation process;

 

·Repurchases of shares by the issuer;

 

·Property delivered in lieu of payment, or payment of money or other valuable property, different than the amount owed or demanded, in exchange for the extinguishmentpayment of the debt;

 

·TransfersTransfer of shares made by the Nation or the Financial Institutions Warranty Fund (Fondo de Garantías de Instituciones Financieras) or FOGAFIN;

 

·TransfersTransfer of shares issued abroad by Colombian companies, provided they take place outside Colombia;

 

·TransfersTransfer of shares issued by foreign companies, offered through a public offeroffering in Colombia, provided that they take place outside Colombia; and

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·Any other transaction specifically authorized by the Superintendence of Finance to take place outside the BVC.

 

For the purposes described above, multiple transfer transactions made within one hundred twenty (120) calendar days, between the same parties on shares of the same issuer and under similar conditions, are treated asconsidered a single transfer.

 

6.4        Ecopetrol ADR Program Fees

 

Fees and Charges That a Holder of Our ADSs May Have to Pay, Either Directly or Indirectly

 

JPMorgan Chase Bank, N.A., our Depositary, may charge each person to whom ADSs are issued, including, without limitation, issuances against deposits of shares, issuances in respect of share distributions, rights and other distributions, issuances pursuant to a stock dividend or stock split declared by us or issuances pursuant to a merger, exchange of securities or any other transaction or event affecting the ADSs or Deposited Securities, and each person surrendering ADSs for withdrawal of Deposited Securities in any manner permitted by the Deposit Agreement or whose ADSs are cancelled or reduced for any other reason, US$5.00 for each 100 ADS (or any portion thereof) issued, delivered, reduced, cancelled or surrendered, as the case may be. The Depositary may sell (by public or private sale) sufficient securities and property received in respect of a share distribution, rights and/or other distribution prior to such deposit to pay such charge.

 

The Depositary collects its fees for issuance and cancellation of ADSs directly from investors depositing common shares or surrendering ADSs for the purpose of withdrawal or from intermediaries acting for them. The Depositary collects fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of distributable property to pay the fees. The Depositary may collect its annual fee for Depositary services by deduction from cash distributions, or by directly billing investors, or by charging the book-entry system accounts of participants acting for them. The Depositary may generally refuse to provide services to any holder until the fees and expenses owing by such holder for those services or otherwise are paid.

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The following additional charges may be incurred by holders of ADRs, by any party depositing or withdrawing common shares or by any party surrendering ADSs and/or to whom ADSs are issued (including, without limitation, issuance pursuant to a stock dividend or stock split declared by us or an exchange of stock regarding the ADRs or the Deposited Securities or a distribution of ADSs), whichever is applicable:

 

·A fee of U.S.$0.05 or less per ADS for any cash distribution made pursuant to the Deposit Agreement;

 

·A fee for the distribution of securities (or the sale of securities in connection with a distribution), such fee being in an amount equal to the fee for the execution and delivery of ADSs which would have been charged as a result of the deposit of such securities (treating all such securities as if they were common shares) but which securities or the net cash proceeds from the sale thereof are instead distributed by the Depositary to those holders of ADRs entitled thereto;

 

·An aggregate fee of up to US$0.05 per ADS per calendar year (or portion thereof) for services performed by the Depositary in administering the ADRs (which fee may be charged on a periodic basis during each calendar year and shall be assessed against holders of ADRs as of the record date or record dates set by the Depositary during each calendar year and shall be payable in the manner described in the next succeeding provision);

 

·A fee for the reimbursement of such fees, charges and expenses as are incurred by the Depositary and/or any of the Depositary’s agents (including, without limitation, the custodian and expenses incurred on behalf of holders of ADRs in connection with compliance with foreign exchange control regulations or any law or regulation relating to foreign investment) in connection with the servicing of our common shares or other Deposited Securities, the sale of securities (including, without limitation, Deposited Securities) and the delivery of Deposited Securities or otherwise in connection with the Depositary’s or its custodian’s compliance with applicable law, rule or regulation (which fees and charges shall be assessed on a proportionate basis against registered holders of ADRs as of the record date or dates set by the Depositary and shall be payable at the sole discretion of the Depositary by billing such holders of ADRs or by deducting such charge from one or more cash dividends or other cash distributions);

 

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·Stock transfer or other taxes and other governmental charges;

 

·SWIFT, cable, telex and facsimile transmission and delivery charges incurred at the request of a holder of ADRs;

 

·Transfer or registration fees for the registration of transfer of Deposited Securities on any applicable register in connection with the deposit or withdrawal of Deposited Securities; and

 

·In connection with the conversion of foreign currency into U.S. dollars, the Depositary shall deduct out of such foreign currency the fees, expenses and other charges charged by it or the Depositary’s agent (which may be a division, branch or affiliate) so appointed in connection with such conversion. The Depositary and/or the Depositary’s agent may act as principal for such conversion of foreign currency. Such charges may at any time and from time to time be changed by agreement between us and the Depositary.

 

We will pay all other charges and expenses of the Depositary and any agent of the Depositary (except the custodian) pursuant to agreements from time to time between us and the Depositary. The fees described above may be amended from time to time.

 

Fees and Other Direct and Indirect Payments Made by the Depositary to Us

 

Our Depositary has agreed to reimburse us for certain expenses we incur that are related to establishment and maintenance of the ADR program, including investor relations expenses and exchange application and listing fees. In 2015, reimbursements were made in the amount of approximately US$2,069,202 for expenses related to investor relations activities. In 2016, reimbursements were made in the amount of approximately US$2,366,395 for expenses related to investor relations activities. In 2017, reimbursements were made in the amount of approximately US$2,220,290 for expenses related to investor relations activities. In 2018, reimbursements were made in the amount of approximately US$2,062,050 for expenses related to investor relations activities.

 

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6.5        Taxation

 

6.5.1      Colombian Tax Considerations

 

The following is a general description of the Colombian tax considerations for investments in common shares in Colombia or for the purchase of ADSs, in a foreign securities market. This description is based on applicable law in effect as of the date of this annual report is issued, which may be subject to changes.

 

Prospective purchasers of common shares or ADSs should consult their own tax advisors for a detailed analysis of the tax consequences in Colombia, resulting from the acquisition, ownership and disposition of common shares or ADSs.

 

General Rules

 

Colombian entities and individuals who are deemed to be residents within the Colombian national territory for Colombian tax purposes are subject to Colombian income tax on their worldwide income. Foreign entities and individuals who are not deemed to be residents in Colombia, as well as their permanent establishment in Colombia for tax purposes are subject to income tax in Colombia only with respect to their national-sourceColombian-source income, which is generally defined as income obtained from (i) the rendering of services inside Colombian territory, (ii) the exploitation of tangible and intangible assets in Colombia, and (iii) the sale of tangible or intangible assets that are located inside Colombian territory at the time of the salesale. Double taxation treaties signed by Colombia, if applicable, may provide for special regulations regarding income tax.taxation. Until 2018, foreign residents deriving income through a permanent establishment were subject to Colombian income tax on the Colombian source income attributable to their permanent establishment only. As of 2019, foreign tax residents deriving income through a permanent establishment will be subject to Colombian income tax on their global source income attributable to their permanent establishment in Colombia.

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Dividends paid by Colombian companies, as well as profits distributed by branches/permanent establishments of foreign entities, are deemed as a dividend and as Colombian income. However, whether they are taxed or notthe applicable tax depends on an imputation system set forth in articles 48 and 49 of the Colombian Tax Code (hereinafter “CTC”). AccordingFor more information related to this system,the Colombian dividends are taxable when paid out of non-taxed profits, in which case a 35% withholding applies when paidtax regime, seeRisk Factors—Risks Related to non-resident shareholders. Conversely, they are non-taxable when paid out of taxed profits, provided that the shareholder qualifies as a Colombian company.Colombia’s Political and Regional Information.

 

Notwithstanding theAs mentioned above, one of the novelties introduced by Law 1819 of December 29 of 2016 (the “Tax Reform”) was the creation ofcreated a new dividends tax that applies on all dividend distributions to Colombian individuals or to any type of non-resident shareholder, absent any specific treaty or exception, regardless that dividends are paid from taxed or non-taxed profits. According to the Tax Reform,aforementioned law, dividend payments made to foreign shareholders will beout of profits accrued at the corporate level as of 2017 were subject to a 5% withholding. This newThat rate was subsequently modified by Law 1943 of 2018, which increased it to 7.5% and extended dividend taxation to intercompany dividends between Colombian resident companies (with certain exceptions).

From fiscal year 2019 onwards, a withholding tax will only apply toon dividends paid from profits accruedapplies as from fiscal year 2017.follows:

(i)For resident companies and non-resident shareholders (companies and individuals): (i) a 7.5% dividend tax on dividends distributed from profits taxed at the corporate level (except that dividends paid to non-resident shareholders out of profits taxed at the corporate level prior to and including December 31, 2016, are not subject to this tax); and (ii) 33% withholding tax rate on dividends distributed from profits not taxed at the corporate level (32% for 2020, 31% for 2021 and 30% as of 2022), plus an additional 7.5% dividend tax after applying the initial 33% withholding tax rate.

(ii)For Colombian individuals: dividend income in excess of 300 UVT are taxed at a 15% rate.

 

Note that the dividend tax will applyapplies simultaneously with the aforementioned imputation system. Accordingly, dividends paid from non-taxed profits will bewere subject to a 35% withholding for income tax, andplus an additional 5% dividend tax on the balance. This means that the overall burden in this scenario iswas 38.25% (e.g.(e.g. $100 *35% = $35, plus $65 * 5% = $3.25). As for taxable year 2019, dividends paid from non-taxed profits are subject to a 33% withholding for income tax (32% for 2020, 31% for 2021 and 30% as of 2022), and an additional 7.5% dividend tax on the balance. In this case, the combined tax rate is approximately 38.025% (e.g. $100 *33% = $33, plus $67 * 7.5% = $5.025).

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Relief or reduced tax rates may apply under an applicable treaty to avoid double taxation, but the application of any such rules must be analyzed on a case-by-case basis.

 

For Colombian tax purposes, an individual is considered to be a Colombian resident when he/she meets any of the following criteria:

 

(i)He/she remains in Colombia continuously or discontinuously for more than 183 calendar days within any given 365-consecutive-day term;

 

(ii)He/she is related to the Colombian government’s foreign service or to individuals who are in the Colombian government’s foreign service and who, by virtue of the Vienna Conventions on diplomatic and consular relations, are exempted from taxes during the time of their service; or

 

(iii)He/she is a Colombian national and:

 

-Has a spouse or permanent companion, or dependent children, who are tax residents in Colombia, or

 

-50% or more of his or her total income is Colombian source income, or

 

-50% or more of his or her assets are managed in Colombia, or

 

-50% or more of his or her assets are deemed to be located or possessed in Colombia, or

 

-Has failed to provide proof of residency in another country (different from Colombia) upon previous official request by the Colombian tax office, or

 

-He/she has a tax residency in a country considered by the Colombian government to be a low tax jurisdiction or a tax haven.

 

Law 1739 of 2014 clarifies that Colombian nationals who meet any of the following requirements will not be deemed as tax residents:

 

(i)If more than 50% of his or her annual income has its source in the jurisdiction where he or she is domiciled and whose country of domicile is not Colombia.

 

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(ii)If more than 50% of his/her assets are located in the jurisdiction where he or she is domiciled and whose country of domicile is not Colombia.

 

For purposes of Colombian taxation, an entity is deemed to be a “national” or a “Colombian entity” and, therefore, subject to taxation in Colombia on its worldwide income, if it meets any of the following criteria:

 

(i)It has its place of effective management, in Colombia during the corresponding year or taxable period;

 

(ii)It has its main domicile in the Colombian territory; or

 

(iii)It has been incorporated in Colombia, in accordance with Colombian laws.

 

Pursuant to the Colombian Tax Code, a foreign company or non-resident individual has a permanent establishment in Colombia when said company or individual performs activities in Colombia through: (1) a fixed place of business (i.e.(i.e., branches, factories or offices), or (2) an individual who is not an independent agent empowered to execute agreements on behalf of the foreign company. As noted above, until 2018 permanent establishments arewere considered Colombian taxpayers in connection with their Colombian source income. As of fiscal year 2019, foreign residents deriving income through a Colombian permanent establishment are subject to Colombian income tax on the Colombian-sourceworldwide income and Colombian-source taxable gains attributedattributable to saidthe Colombian permanent establishment. A foreign company or entity will not be deemed to have a permanent establishment by the sole fact that it acts through a broker or any other independent agent. In addition, passive-income generating activities, such as dividends, royalties and interests, typically do not qualify as entrepreneurial and are not deemed to create permanent establishments.establishments.

 

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Tax Treatment of a Non-Colombian Entity and a Non-Resident Individual of Colombia Who Purchases an ADS in a Foreign Securities Market

 

Dividends

 

As a general rule, dividends paid to foreign companies, foreign entities or non-resident individuals who are investing in ADSs which underlying assets are Colombian shares are treated as Colombian-source income and are thus subject to Colombian income tax.

 

To avoid double taxation, dividends paid by Colombian entities are not subject to income tax at the shareholder level when they are paid out of corporate profits that have been previously taxed at the corporate level. As of taxable yearFor fiscal years 2017 and 2018, a withholding tax on dividends iswas triggered for dividends paid to non-resident shareholders. Withholding tax rates on dividends varieswere as follows: (i) a new 5% dividend tax for dividends distributed out of profits already taxed at the company’s level; (ii) 35% withholding tax rate for dividends distributed out of profits that were not taxed at the company’s level, plus the newa 5% dividend tax rate after having applied and deducted the initial 35% withholding. As of fiscal year 2017, for Colombian individuals, the new dividends tax will apply 5% or 10% depending on the dividend amount. Dividends tax will be applicable to profits generated from fiscal year 2017 onwards. Finally,Note that dividends paid to local corporationsnon-resident shareholders out of profits taxed at the corporate level until December 31, 2016, are not subject to the aforementioned 5% dividend tax or any other income tax. As of 2019, the withholding tax rates applicable to dividends paid to resident companies and non-resident shareholders (companies and individuals) are: (i) a 7.5% dividend tax on dividends distributed from profits taxed at the corporate level (except that dividends paid to non-resident shareholders out of profits taxed at the corporate level prior to and including December 31, 2016, are not subject to this newtax); and (ii) 33% withholding tax rate on dividends distributed from profits not taxed at the corporate level (32% for 2020, 31% for 2021 and 30% as of 2022), plus an additional 7.5% dividend tax.tax after applying the initial 33% withholding tax rate.

 

FurtherFurthermore to the above, the applicable withholding tax rate for an entitynon-resident entities or a non-resident individualindividuals whose investment qualifies as portfolio investments (i.e., investing through a Foreign Funds Administration Account (FFAA)- FFAA) will be taxed upon distribution by means of a withholding tax mechanism. In this case, pursuant to Article 18-1 of the Colombian Tax Code, the applicable withholding tax rate on taxable dividends is 25%, since its investment qualifies as portfolio investments and the dividends that are distributed by the Colombian entity are not taxed at the corporate level (assumingassuming that the dividends cannot be attributed to a permanent establishment in Colombia belonging to the shareholder).shareholder and were not subject to taxation at the corporate level. The abovementioned 5% dividend tax (7.5% from 2019 onwards) applies on the balance of dividends to be distributed to the shareholder investing through an FFAA, or on the gross amount in such cases the dividend is paid out of profits that were subject to taxation at the corporate level. These foreign shareholders subject to this withholding tax are not required to file an income tax return in Colombia.

 

In addition to the above, the new dividend tax will apply at a 5% rate.

Taxation of Capital Gains from the Sale of ADSs

 

Capital gains obtained from the sale of ADSs by non-Colombian entities, Colombian individuals who are non-residents in Colombia and foreign non-resident individuals, are not subject to income tax in Colombia, as such sale does not generate Colombian-source income to the extent that the ADSs are not deemed to be sourced in Colombia.

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If the holder of the ADSs who is a non-resident entity, a Colombian individual who is not a resident in Colombia or a foreign non-resident individual, decides to surrender the ADSs and withdraw the underlying common shares, it is arguable that such transaction does not generate a capital gain subject to income tax in Colombia. However, different interpretations may be adopted by the Colombian Tax Authorities on this matter.

 

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Tax Treatment in Colombia of a Non-Colombian Entity and a Non-Resident Individual of Colombia Who Purchases Ecopetrol’s Shares in Colombia’s Securities Market

 

Dividends

 

As a general rule, dividends paid to foreign companies, foreign entities, or to non-resident individuals in Colombia, who are investing in Colombian shares directly or through a FFAA, are treated as national-source income; thus, they are subject to Colombian income tax.

 

To avoid double taxation, dividends are not subject to income tax at the shareholder level when they are paid out of corporate profits that have been previously taxed at the corporate level. However, as of taxable yearfor 2017 and 2018, a withholding tax on dividends iswas triggered for dividends paid to non-resident shareholders. Withholding tax rates on dividends variesvaried as follows: (i) 5% dividend tax for dividends distributed out of profits already taxed at the company´s level;company’s level (except that dividends paid to non-resident shareholders out of profits taxed at the corporate level prior to and including December 31, 2016, are not subject to this tax); and (ii) 35% withholding tax for dividends distributed out of profits not taxed at the company´s level, plus an additional 5%company’s level. As of 2019, the withholding tax rates applicable to dividends paid resident companies and non-resident shareholders (companies and individuals) are: (i) a 7.5% dividend tax after having applied and deductedon dividends distributed from profits taxed at the initial 35% withholding. As of fiscal year 2017, for Colombian individuals, dividends will be taxed between 5% and 10% depending on the dividend amount. Dividends tax will be applicable to profits generated from fiscal year 2017 onwards. Finally,corporate level (except that dividends paid to local corporationsnon-resident shareholders out of profits taxed at the corporate level prior to and including December 31, 2016, are not subject to the new dividend tax.

For fiscal year 2017 if the shareholder is a non-resident entity or a non-resident individual investing directly, it will be taxed upon distribution, by means of thethis tax); and (ii) 33% withholding tax mechanism, provided that its investment does not qualify as portfolio investments andrate on dividends that are distributed arefrom profits not taxed at the corporate level. In this case, dividends will be subject to a 35%level (32% for 2020, 31% for 2021 and 30% as of 2022), plus an additional 7.5% dividend tax after applying the initial 33% withholding tax.tax rate.

 

Non-resident entities or non-resident individuals will be taxed upon distribution by means of the withholding tax mechanism, provided that their investments qualify as portfolio investments (i.e.(i.e., investing through a FFAA) and dividends that are distributed by the Colombian entity are not taxed at the corporate level. In this case, pursuant to Article 18-1 of the Colombian Tax Code, the applicable withholding tax rate is 25%, assuming that the dividends cannot be attributed to a permanent establishment in Colombia belonging to the shareholder. These foreign shareholders subject to this withholding tax are not required to file an income tax return in Colombia. This treatment was modified by Law 1943/2018. See sectionFinancial Review—Taxes.

 

In addition to the above, the new dividend tax will apply at a 5% rate. This treatment was modified by Law 1943 of 2018 (7.5% from 2019 onwards). See sectionFinancial Review—Taxes.

 

Taxation of Capital Gains for the Sale of Shares

 

Pursuant to Article 36-1 of the Colombian Tax Code, capital gains derived from the sale of shares listed on the BVC and owned by the same beneficial owner, are deemed as non-taxable income in Colombia, provided that the shares sold during the same taxable year do not represent more than 10% of the outstanding shares of the listed company. Pursuant to Article 18Section 1.6.1.13.2.19 of Regulatory Decree 26341625 of 2012,2016, sellers of shares are not required to file an income tax return for the transfer of securities that are listed in the National Registry of Securities and Issuers (Registro Nacional de Valores y Emisores) as long as the foreign investment is treated as a portfolio investment according to article 3 of Decree 2080 of 2000.2000 (currently compiled in Article 2.17.2.2.1.2 of Decree 1068 of 2015) and the abovementioned 10% threshold is not surpassed.

 

If the above-mentionedabovementioned requirements are not met, the capital gain obtained in the sale of shares is subject to income tax or capital gains tax, under the following rules:

 

·The gain or loss arising therefrom will be the difference between the sale price and the tax basis of the shares. As a general rule, the tax basis of shares is equal to the price paid for such shares (i.e., cost of acquisition).

 

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·The applicable tax rate and the withholding tax rate have to be determined on a case-by-case basis. Generally, if the shares have been owned for at least two years, the profits from the sale will qualify as capital gains taxable at 10%,; otherwise, profits will qualify as ordinary income, taxable, approximately 37%subject to a 33% income tax for fiscal yearyears 2018 and 33% as from fiscal year 2019.2019 (2020 – 32%; 2021 – 31%; 2022 onwards – 30%).

 

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Tax Treatment of Non-Residents Who Purchase Ecopetrol’s Shares in the BVC Market and Exchange Them for ADSs

 

Dividends

 

Payment of dividends by Colombian entities to foreign companies, foreign entities or to non-resident individuals who are investing in ADSs which underlying assets are Colombian shares or in Colombian shares directly are subject to the tax treatment described above.

 

Taxation on Capital Gains for the Sale of Shares

 

If the holder of the Colombian shares is a non-resident entity, a Colombian individual who is not a resident in Colombia or a foreign non-resident individual, and such holder decides to exchange such common shares for ADSs, it is arguable that such transaction should not generate a capital gain subject to income tax in Colombia. However, different interpretations may be adopted by the Colombian tax authorities on this matter. For instance, assuming that the exchange of securities is treated as a sale of Ecopetrol’s shares, the seller would be subject to the tax treatment described above in connection with the taxation of capital gains for the sale of shares. Absent any specific rules or regulations addressing this specific situation, a case-by-case analysis would be necessary.

 

6.5.2       U.S. Federal Income Tax Consequences

6.5.2U.S. Federal Income Tax Consequences

 

This summary describes the principal U.S. federal income tax consequences of the ownership and disposition of common shares or ADSs, but it does not purport to be a comprehensive description of all of the U.S. tax consequences that may be relevant to a decision to hold or dispose of common shares or ADSs. This summary applies only to purchasers of common shares or ADSs who will hold the common shares or ADSs as capital assets for U.S. federal income tax purposes and does not apply to special classes of holders such as dealers in securities or currencies, holders whose functional currency is not the U.S. dollar, holders of ten percent10% or more of our shares (taking into account shares held directly or through depositary arrangements by vote or by value), tax-exempt organizations, financial institutions, holders liable for the alternative minimum tax, securities traders who elect to account for their investment in common shares or ADSs on a mark-to-market basis, partnerships or other pass-through entities or arrangements and investors therein, insurance companies, U.S. expatriates, persons that purchase or sell common shares or ADSs as part of a wash sale for tax purposes, and persons holding common shares or ADSs in a hedging transaction or as part of a straddle, conversion or other integrated transaction for U.S. federal income tax purposes. The statements regarding U.S. tax law set forth in this summary are based on the Internal Revenue Code of 1986, as amended, which we call the “Code,” its legislative history, existing and proposed U.S. Treasury regulations, published rulings and court decisions, all as in force on the date of this annual report, and changes to such law subsequent to the date of this annual report may affect the tax consequences described herein (possibly with retroactive effect). This summary is also based in part on the representations of the Depositary and the assumption that each obligation in the Deposit Agreement and any related agreement will be performed in accordance with its terms.

 

Each holder is encouraged to consult such holder’s tax advisor concerning the overall tax consequences to it, including the consequences under laws other than U.S. federal income tax laws, of an investment in common shares or ADSs.

 

In this discussion, references to a “U.S. Holder” are to a beneficial owner of a common share or an ADS that is for U.S. federal income tax purposes (1) an individual citizen or resident of the United States, (2) a corporation, or any other entity taxable as a corporation, organized under the laws of the United States, any state thereof or the District of Columbia, (3) an estate whose income is subject to U.S. federal income tax regardless of its source, or (4) a trust if (i) a United States court can exercise primary supervision over the trust’s administration and one or more United States persons are authorized to control all substantial decisions of the trust or (ii) it has in effect a valid election under applicable U.S. Treasury regulations to be treated as a U.S. person.

 

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For U.S. federal income tax purposes, holders of ADSs generally will be treated as owners of the common shares represented by such ADSs.

 

This discussion does not address any aspect of U.S. federal taxation other than U.S. federal income taxation (such as the estate and gift tax or the Medicare tax on net investment income). Holders of common shares or ADSs should consult their own tax advisor regarding the U.S. federal, state and local and other tax consequences of owning and disposing of common shares and ADSs in their particular circumstances.

 

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Distributions on Common Shares or ADSs

 

A distribution to U.S. Holders made by us of cash or property with respect to common shares or ADSs generally will be treated as a dividend for U.S. federal income tax purposes to the extent paid out of our current or accumulated earnings and profits (as determined under U.S. federal income tax principles). Distributions in excess of our current or accumulated earnings and profits, as determined for U.S. federal income tax purposes, will be treated first as a tax-free return of capital reducing such U.S. Holder’s adjusted tax basis in the common shares or ADSs. Any distribution in excess of such adjusted tax basis will be treated as capital gain and will be either long-term or short-term capital gain depending upon whether the U.S. Holder held the common shares or ADSs for more than one year. Distributions of additional common shares or ADSs to U.S. Holders that are part of a pro rata distribution to all of our shareholders generally will not be subject to U.S. federal income tax. We do not maintain calculations of our earnings and profits under U.S. federal income tax principles, and, therefore, except as described in the previous sentence, U.S. Holders should expect that any distributions generally will be reported as dividends for U.S. federal income tax purposes. As used below, the term “dividend” means a distribution that constitutes a dividend for U.S. federal income tax purposes.

 

The amount of any distribution will include the amount of any Colombian tax withheld on the amount distributed, and the amount of a distribution paid in Colombian Pesos will be measured by reference to the exchange rate for converting Colombian Pesos into U.S. dollars in effect on the date the distribution is received by the Depositary (or by a U.S. Holder in the case of a holder of common shares) regardless of whether the payment is in fact converted into U.S. dollars. If the Depositary (or U.S. Holder in the case of a holder of common shares) does not convert such Colombian Pesos into U.S. dollars on the date it receives them, generally, any gain or loss resulting from currency exchange fluctuations during the period from the date the dividend payment is included in income to the date the payment is converted into U.S. dollars will be treated as ordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income (as discussed below). The gain or loss generally will be income or loss from sources within the United States for foreign tax credit limitation purposes. Dividends paid by us will not be eligible for the dividends received deduction allowed to corporations under the Code.

 

If you are a non-corporate U.S. Holder, dividends that constitute qualified dividend income will be taxable to you at the preferential rates applicable to long-term capital gains, provided that you meet certain holding requirements. Dividends paid on the ADSs will be treated as qualified dividend income if (1) the ADSs are readily tradable on an established securities market in the United States and (2) we were not, in the year prior to the year in which the dividend was paid, and are not, in the year in which the dividend is paid, a passive foreign investment company (PFIC). The ADSs are listed on the New York Stock Exchange, and will qualify as readily tradable on an established securities market in the United States, soas long as they are so listed. Based on our audited financial statements and relevant market and shareholder data, we believe that we were not treated as a PFIC for U.S. federal income tax purposes with respect to our 20172018 taxable year. In addition, based on our audited financial statements and our current expectations regarding the value and nature of our assets, the sources and nature of our income, and relevant market and shareholder data, we do not anticipate becoming a PFIC for the 20182019 taxable year. However, this conclusion is a factual determination that is made annually and thus may be subject to change. Based on existing guidance, it is not clear whether dividends received with respect to the common shares will be treated as qualified dividends. In addition, the U.S. Treasury has announced its intention to promulgate rules pursuant to which holders of ADSs or common shares and intermediaries through whom such securities are held will be permitted to rely on certifications from issuers to treat dividends as qualified for tax reporting purposes. Because such procedures have not yet been issued, it is not clear whether we will be able to comply with them. Holders of ADSs and common shares should consult their own tax advisers regarding the availability of the reduced dividend tax rate in the light of the considerations discussed above and their own particular circumstances.

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A U.S. Holder will be entitled, subject to a number of complex limitations and conditions, to claim a U.S. foreign tax credit in respect of any Colombian income taxes withheld on dividends received on common shares or ADSs. U.S. Holders who do not elect to claim a credit for any foreign income taxes paid during the taxable year may instead claim a deduction in respect of such Colombian income taxes, provided the U.S. Holder elects to deduct (rather than credit) all foreign income taxes for that year. Dividends received with respect to the common shares or ADSs will be treated as foreign source income, subject to various classifications and other limitations. For the purposes of the U.S. foreign tax credit limitations, the dividends paid with respect to our common shares or ADSs generally will constitute “passive category income” for most U.S. Holders. The rules relating to computing foreign tax credits or deducting foreign income taxes are extremely complex, and U.S. Holders are urged to consult their own independent tax advisers regarding the availability of foreign tax credits with respect to any Colombian income taxes withheld.

 

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Sale, Exchange or Other Taxable Dispositions of Common Shares or ADSs

 

A U.S. Holder generally will recognize capital gain or loss upon the sale, exchange or other taxable disposition of common shares or ADSs in an amount equal to the difference between the U.S. dollar value of the amount realized on the sale, exchange or other taxable disposition of the common shares or ADSs and the U.S. Holder’s adjusted tax basis, determined in U.S. dollars, in the common shares or ADSs. Any gain or loss will be long-term capital gain or loss if the common shares or ADSs have been held for more than one year. Certain non-corporate U.S. Holders (including individuals) may be eligible for preferential rates of U.S. federal income tax in respect of long-term capital gains. The deductibility of capital losses is subject to limitations under the Code.

 

If you are a U.S. Holder of common shares or ADSs, the initial tax basis of your common shares or ADSs will be the U.S. dollar value of the Colombian Peso-denominated purchase price determined on the date of purchase. If the common shares or ADSs are treated as traded on an “established securities market,” a cash basis U.S. Holder, or, if it elects, an accrual basis U.S. Holder, will determine the dollar value of the cost of such common shares or ADSs by translating the amount paid at the spot rate of exchange on the settlement date of the purchase. Such an election by an accrual basis U.S. Holder must be applied consistently from year to year and cannot be revoked without the consent of the Internal Revenue Service (“IRS”). If you convert U.S. dollars to Colombian Pesos and immediately use that currency to purchase common shares or ADSs, such conversion generally will not result in taxable gain or loss to you.

 

With respect to the sale or exchange of common shares or ADSs, the amount realized generally will be the U.S. dollar value of the payment received determined on (1) the date of receipt of payment in the case of a cash basis U.S. Holder and (2) the date of disposition in the case of an accrual basis U.S. Holder. If the common shares or ADSs are treated as traded on an “established securities market,” a cash basis taxpayer, or, if it elects, an accrual basis taxpayer, will determine the U.S. dollar value of the amount realized by translating the amount received at the spot rate of exchange on the settlement date of the sale.

 

Deposits and withdrawals of common shares in exchange for ADSs, and of ADSs for common shares, generally will not result in the realization of gain or loss for U.S. federal income tax purposes.

 

Backup Withholding and Information Reporting

 

In general, dividends on common shares or ADSs, and payments of the proceeds of a sale, exchange or other taxable disposition of common shares or ADSs, paid within the United States, by a U.S. payor through certain U.S.-related financial intermediaries to a U.S. Holder are subject to information reporting and may be subject to backup withholding at a current rate of 24%, unless the holder (1) establishes that it is a corporation or other exempt recipient or (2) with respect to backup withholding, provides an accurate taxpayer identification number and certifies that it is a U.S. person and that no loss of exemption from backup withholding has occurred.

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Backup withholding is not an additional tax. The amount of any backup withholding tax from a payment to a U.S. Holder will be allowed as a credit against the U.S. Holder’s U.S. federal income tax liability, provided that the required information is timely furnished to the IRS. A U.S. Holder generally may obtain a refund of any amounts withheld under the backup withholding rules that exceed its U.S. federal income tax liability by timely filing a refund claim with the IRS.

 

U.S. Tax Considerations for Non-U.S. Holders

 

A holder or beneficial owner of common shares or ADSs that is not a U.S. Holder for U.S. federal income tax purposes (a “non-U.S. Holder”) generally will not be subject to U.S. federal income or withholding tax on dividends received on common shares or ADSs, unless the dividends are “effectively connected” with the non-U.S. Holder’s conduct of a trade or business within the United States. In such a case, a non-U.S. Holder generally will be taxed in the same manner as a U.S. Holder. In the case of “effectively connected” dividends received by a corporate non-U.S. Holder, the corporate non-U.S. Holder may, under certain circumstances, be subject to an additional “branch profits tax” at a 30% rate.

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A non-U.S. Holder of common shares or ADSs will not be subject to U.S. federal income or withholding tax on gain realized on the sale of common shares or ADSs, unless (i) the gain is “effectively connected” with the non-U.S. Holder’s conduct of a trade or business in the United States or (ii) in the case of gain realized by an individual non-U.S. Holder, the non-U.S. Holder is present in the United States for 183 days or more in the taxable year of the sale and certain other conditions are met. In the case of “effectively connected” gains realized by a corporate non-U.S. Holder, the corporate non-U.S. Holder may, under certain circumstances, be subject to an additional “branch profits tax” at a 30% rate.

 

Although non-U.S. Holders generally are exempt from backup withholding and information reporting requirements, a non-U.S. Holder may be required to comply with certification and identification procedures in order to establish its exemption from information reporting and backup withholding.

 

6.6       Exchange Controls and Limitations

6.6Exchange Controls and Limitations

 

Payments in foreign currency with respect to certain foreign exchange transactions including international investments between Colombian residents and non-Colombian residents must be conducted through the foreign exchange market. Therefore, any foreign currency income or expense under the ADRs must be completed through the appropriate channels of the foreign exchange market. Transactions conducted through the foreign exchange market are made at market rates freely negotiated with authorized foreign exchange intermediaries (local banks, financial corporations, administrators and others). As ofSince September 25, 1999, the Colombian foreign exchange regime is structured under the system of free flotation of the exchange rate, whereby market forces determine the level of exchange rate from time to time.

 

Foreign portfolio investments must be made through authorized foreign exchange investment management companies. Only brokerage firms, trust companies and investment management companies, subject to the inspection and supervision of the Superintendence of Finance, are allowed to make investments in the local Colombian market on behalf of foreign investors. Such brokerage firms, trust companies and investment management companies also act as the foreign investors’ local representatives for tax and foreign exchange purposes.

 

Colombian law provides that the Colombian Central Bank may intervene in the foreign exchange market at its own discretion at any time (i.e.(i.e., it may limit the remittance of dividends whenever the international reserves fall below an amount equal to three months of imports). Additionally, from time to time, the Colombian government introduces amendments to the International Investment Statute. Hence, we cannot assure you that the Colombian Central Bank will not intervene in the future imposing restrictions to the free convertibility system currently applicable in Colombia. See sectionRisk Review—Risk Factors—Risks Related to Colombia’s Political and Regional Environment.

 

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Registration of Foreign Investment Represented in Underlying Shares

 

Colombia’s International Investment Statute and the regulations issued by the Colombian Central Bank, which have been amended from time to time through related decrees and regulations, govern the manner in which non-Colombian resident entities and individuals can invest in Colombia and participate in the Colombian securities markets. Among other requirements, the International Investment Statute and Colombian Central Bank regulations mandate registration of foreign investment transactions with the Colombian Central Bank and specify procedures to authorize and administer such foreign investment transactions. Additionally, pertinent information related to foreign investment transactions must be updated on a regular basis (yearly or monthly, depending on the type of information).

 

Under the International Investment Statute and Colombian Central Bank regulations, the failure of a foreign investor to report or register with the Colombian Central Bank foreign exchange transactions relating to investments in Colombia on a timely basis may (i) prevent the investor from obtaining remittance rights, (ii) constitute an exchange control infraction and (iii) result in financial sanctions.

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Notwithstanding the regulations described above, foreign investors who acquire ADRs are not required to directly register this investment with Colombian authorities. Holders of ADRs will benefit from the registration to be obtained by the local custodian for our common shares underlying the ADRs in Colombia. Such registration allows the custodian to convert dividends and other distributions with respect to the common shares into foreign currency and remit the proceeds abroad. If investors in ADRs choose to surrender their ADRs and withdraw common shares, they must retain an administrator, who will act as a local representative for the investments, and register their investments in common shares as a portfolio investment through said local representative. The local representative is the brokerage firm, trust company or investment management company that acts on behalf of the holders of the ADRs in Colombia, and the request for registration is made by them.

 

Colombian residents who acquire ADRs and either receive profits from this investment, surrender their ADRs or liquidate their investment in ADRs must register these operations with the Colombian authorities and comply with applicable regulations through its Colombian brokerage firm.

 

In obtaining its own foreign investment registration, an investor who surrenders its ADRs and sells common shares may incur expenses and/or suffer delays in the application process. Investors would only be allowed to transfer dividends abroad or transfer funds received as distributions relating to our common shares after their foreign investment registration procedure with the Colombian Central Bank has been completed. In addition, the Depositary’s foreign investment registration may also be adversely affected by future legislative changes, but its rights to transfer dividends abroad or profits arising from distributions relating to our common shares must be maintained according to Colombian law and foreign investment treaties entered into by Colombia in force at the time of the registration of the investment, except when Colombia’s international reserves fall below an amount equivalent to three months’ worth of imports. Prospective purchasers of common shares or ADSs should consult their own foreign exchange advisors.

 

6.7       Exchange Rates

6.7Exchange Rates

 

On April 16, 2018,1, 2019, the Representative Market Exchange Rate was COP$2,705.343,174,79 per US$1.00. The Federal Reserve Bank of New York does not report a noon-buying rate for Colombian Pesos. TheSuperintendencia Financiera, or Superintendence of Finance, calculates the Representative Market Exchange Rate based on the weighted averages of the buy and sell foreign exchange rates quoted daily by foreign exchange rate market intermediaries including financial institutions for the purchase and sale of U.S. dollars. The Superintendence of Finance also calculates the Representative Market Exchange Rate for each month for purposes of preparing financial statements and converting amounts in foreign currency to Colombian Pesos.

 

The following table sets forth the high, low, average and period-end exchange rate for Colombian Peso/U.S. dollar Representative Market Exchange Rate for each of the last five years and for the last six months.

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Table 58 – Colombian Peso/U.S. dollar Representative Market Exchange Rate

  Exchange Rates 
  High  Low  Average  Period-End 
2013  1,952.11   1,758.45   1,868.90   1,926.83 
2014  2,446.35   1,846.12   2,000.68   2,392.46 
2015  3,356.00   2,360.58   2,746.47   3,149.47 
2016  3,434.89   2,833.78   3,053.42   3,000.71 
2017  3,092.81   2,839.02   2,951.15   2,984.00 
Most recent six months                
November 2017  3,056.70   2,977.18   3,010.87   3,043.11 
December 2017  3,028.82   2,957.75   2,990.14   2,938.87 
January 2018  2,986.84   2,790.50   2,863.74   2,986.84 
February 2018  2,941.77   2,790.77   2,861.60   2,863.78 
March 2018  2,879.77   2,781.93   2,846.38   2,795.02 
April 2018 (through April 16, 2018)  2,795.02   2,704.78   2,759.10   2,725.20 

Source:6.8Superintendence of Finance for historical data.Banco de la República, or the Colombian Central Bank, for averages.Major Shareholders

6.8       Major Shareholders

Major Shareholders

 

The following table sets forth the names of our major shareholders, and the number of shares and the percentage of outstanding shares owned by them at March 31, 2018:2019:

 

Table 5956 – Major Shareholders

 

 At March 31, 2018  At March 31, 2019 
Shareholders Number of shares  % Ownership  Number of shares  % Ownership 
Nation(1) – Ministry of Finance and Public Credit  36,384,788,417   88.49   36,384,788,417   88.49 
Public float  4,731,906,273   11.51   4,731,906,273   11.51 
Total  41,116,694,690   100.00   41,116,694,690   100.00 

 

(1)Includes 1,600,0001,600 shares owned by other state entities.

 

All our common shares have identical voting rights.

 

As of February 20, 2018, 2.1%25, 2019, the registration date of our annual general shareholders’ meeting, 2.7% of our common shares were held of record in the form of American Depository Shares. As of February 20, 2018,Shares, we had 3937 registered holders, and as of March 31, 2018 we had 15,90720,749 beneficiaries of common shares, or ADSs representing common shares, in the United States.

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Changes in the Capital of the Company

 

There are no conditions in our bylaws governing changes in our capital stock that are more stringent than those required under Colombian law, with the exception that the Nation must hold a minimum of 80% in any stock issuance undertaken under Law 1118 of our capital stock at all times.2006.

 

6.9       Enforcement of Civil Liabilities

6.9Enforcement of Civil Liabilities

 

We are a Colombian company. Most of our Directors and executive officers and some of the experts named in this annual report reside outside the United States. All or a substantial portion of our assets and the assets of these persons are located outside of the United States. As a result, it may not be possible for you to affect service of process within the United States upon us or these persons who are residents in Colombia or to enforce against us or these persons who are residents in Colombia judgments in U.S. courts obtained in such courts predicated upon the civil liability provisions of the U.S. federal securities laws. Colombian courts will enforce a U.S. judgment predicated on the U.S. securities laws through a procedural system known under Colombian Law as “exequatur.” The Colombian Supreme Court will enforce a foreign judgment, without reconsideration of the merits only if the judgment satisfies the requirements set forth in Articles 605 through 607 of Law 1564 of 2012 (Código General del Proceso) which entered into force on January 1, 2016, pursuant toAcuerdo No. PSAA15-10392, of October 1, 2015, issued by the Colombian Superior Council of the Judiciary (Consejo Superior de la Judicatura), as follows:

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·A treaty exists between Colombia and the country where the judgment was granted relating to the recognition and enforcement of foreign judgments or, in the absence of such treaty, there is reciprocity in the recognition of foreign judgments between the courts of the relevant jurisdiction and the courts of Colombia;

 

·The foreign judgment does not relate to “in rem rights” vested in assets that were located in Colombia at the time the suit was filed;

 

·The foreign judgment does not contravene or conflict with Colombian laws relating to public order other than those governing judicial procedures;

 

·The foreign judgment, in accordance with the laws of the country where it was rendered, is final and is not subject to appeal;

 

·A duly legalized copy of the judgment (together with an official translation into Spanish if the judgment is issued in a foreign language) has been presented to the Supreme Court of Colombia;

 

·The foreign judgment does not refer to any matter upon which Colombian courts have exclusive jurisdiction;

 

·No proceeding is pending in Colombia with respect to the same cause of action, and no final judgment has been awarded in any proceeding in Colombia on the same subject matter and between the same parties;

 

·In the proceeding commenced in the foreign court that issued the judgment, the defendant is served in accordance with the laws of such jurisdiction and in a manner reasonably designated to give the defendant an opportunity to defend against the action; and

 

·The legal requirements pertaining to the exequatur proceedings have been observed;observed.

 

The United States and Colombia do not have a bilateral treaty providing for automatic reciprocal recognition and enforcement of judgments in civil and commercial matters. The Colombian Supreme Court has in the past accepted that reciprocity exists when it has been proven that either a U.S. court has enforced a Colombian judgment or that a U.S. court would enforce a foreign judgment, including a judgment issued by a Colombian court. However, such enforceability decisions are considered by Colombian courts on a case-by-case basis.

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Proceedings for enforcement of a money judgment by attachment or execution against any assets or property located in Colombia are within the exclusive jurisdiction of Colombian courts, and such proceedings are conducted in Spanish. All parties affected by a foreign judgment in exequatur proceedings must be summoned to the exequatur proceedings in accordance with the rules that apply to the Colombian courts. In the course of such proceedings, both the plaintiff and the defendant are afforded the opportunity to request that evidence be collected in connection with the requirements listed above. In addition, before the judgment is rendered, each party may file final allegations in support of such party’s position regarding the above-mentionedabovementioned requirements.

 

Assuming that a foreign judgment complies with the standards set forth in the preceding paragraphs and the absence of any condition referred to above that would render a foreign judgment not subject to recognition under Colombian law, such foreign judgment would be enforceable in Colombia in an enforcement proceeding under the laws of Colombia, provided that the Colombian Supreme Court has previously granted exequatur upon the foreign judgment.

 

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7.Corporate Governance

 

Since 2004, Ecopetrol S.A. has voluntarily adopted transparency, governance and control practices to facilitate corporate governance in order to generate confidence among stakeholders and ensure the sustainability of its business.

 

The corporate governance practices at Ecopetrol S.A.:

 

·Promotepromote and guarantee all stakeholders transparency, objectivity and competitiveness.competitiveness;

 

·Addadd value to the company and attract investors.investors;

 

·Protectprotect shareholders, investors and stakeholders rights.rights;

 

·Encourageencourage financial markets confidence.confidence; and

 

·Accomplishaccomplish the highest corporate governance standards.

Updating the Corporate Governance Model

At the beginning of 2018, at the request of the Board of Directors of Ecopetrol, we initiated an update of the corporate governance model of the Ecopetrol Group. The project, which is still underway, aims for a clearer and agile governing framework and decision-making process that underpins the Ecopetrol Group’s strategy.

The project has been led by the Secretary General’s Office of Ecopetrol, in accordance with a best practices benchmark approach and the strategic aspirations of the Ecopetrol Group. The Board of Directors of Ecopetrol, the Executive Team, and the CEO’s of each Ecopetrol Group company have participated in its guidance and design. The updated governance model will come into effect during 2019.

Statement of the Nation as Majority Shareholder

 

Ecopetrol’s majority shareholder (the Nation, represented by the Ministry of Finance and Public Credit), is unilaterally committed to protect the interests of the minority shareholders in the following topics:

 

·Composition of Board of Directors: including in its list of candidates a Representative for hydrocarbon producing departments operated by Ecopetrol and a Representative for the minority shareholders, who will be chosen by the 10 shareholders with the largest stock participations.

 

According to corporate governance practices recommended by the OECD, an organization to which Colombia is in the process of access,has been a member since 2018, the National Government begun to implementimplemented the practice of reducing the participation of Directors with a ministerial level in Ecopetrol’s Board of Directors. Thus,Therefore, in 2018 in the General Shareholders’ Assembly, the National Government nominated two (2) non-independent Directors noneand in 2019 will nominate one (1) non-independent Director, neither of which has a ministerial rank.

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·Dividend policy: guaranteeing the right of each shareholder to receive his pro rata dividends in accordance with Colombian law.

 

·Issues not included in the agenda of extraordinary meetings of the General Shareholders Assembly: permitting a vote on those initiatives submitted by one or more shareholders representing at least 2% of the subscribed shares of the company.

 

·Asset disposal: ensuring that any asset disposal of an amount equal or higher than 15% of the stock exchange capitalization of Ecopetrol is discussed and decided by the General Shareholders’ Assembly and that the Nation will only vote affirmatively if the vote of minority shareholders is equal to or exceeds 2% of the shares subscribed by shareholders other than the Nation.

 

7.1       Bylaws

7.1Bylaws

 

The Bylaws of Ecopetrol S.A. are contained in Public Deed No. 5314 of December 14, 2007, issued by the Second Notary of Bogotá; amended by Public Deed No. 560 of May 23, 2011, issued by the Notary Forty- SixForty-Six of Bogotá, Deed No. 666 of May 7, 2013, issued by the Notary Sixty-Five of Bogotá, and Deed No. 1049 of May 19, 2015, issued by the Notary Second of Bogotá, and Deed No. 0685 of May 2, 2018, issued by the Notary Twenty of Bogotá. In addition, the bylaws were recently amended in the ordinary meeting of the General Shareholders Assembly held on March 23, 2018.29, 2019. The text of the amended bylaws is yet to be recorded in public deed and registered before the mercantile registry, which in Colombia is the Chamber of Commerce. An English translation of the amended bylaws is included as Exhibit 1.1 to this annual report.

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This summary does not purport to be complete and is qualified by reference to our bylaws, which are filed as an exhibit to this annual report. For a description of the provisions of our bylaws relating to our Board of Directors and its committees, see the sectionsCorporate Governance—Board of Directors—Board Practices andCorporate Governance—Board of Directors—Board Committees.

 

General Shareholder’s Meeting

 

Shareholders’ meetings may be ordinary or extraordinary. Ordinary meetings will take place in our legal domicile located in Bogota,Bogotá, Colombia, within the first three months following the end of each fiscal year, on the day and at the time set forth in the notice for the General Shareholders Assembly. The call for the General Shareholders Assembly is published on the Ecopetrol S.A. website and in a newspaper of wide circulation 30 calendar days prior to the date on which the meeting will take place and on the Sunday previous to the meeting, must be published at Ecopetrol S.A.’s website www.ecopetrol.com.co.

 

In the General Shareholders Assembly, our Board of Directors and the external auditor are appointed and our annual financial statements, profit distribution, audit and management reports, including our corporate governance report and sustainability report, and any other matter provided under applicable law or our corporate bylaws are approved.

 

Extraordinary meetings of shareholders may be called by our Board of Directors, by our president or chief executive officer, by our external auditor, or by shareholders holding at least 5% of the shares outstanding, or when unforeseen or urgent needs of the Company require it. Calls to extraordinary meetings should be made at least 15 calendar days prior to the date of the meeting, with the exception of the case where the Law requires a greater time between the summons and the meeting. Such a call is published on the Ecopetrol S.A. website and in a newspaper of wide circulation. The meeting notice must specify the agenda for the meeting.

 

The required quorum for both ordinary and extraordinary meetings is a plural number of shareholders representing 50% plus one of the subscribed sharesshareholders entitled to vote and decisions are approved with a majority of the members present. This quorum is exempted in the case of “second-call meetings,” which may take place when a meeting fails to obtain the required quorum and is called within a period between 10 business days and 30 business days from the first date, in which case decisions may be adopted by a majority of the shares present regardless of the number represented.

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Decisions made at ordinary and extraordinary shareholders’ meeting must be approved by a plural number of shareholders representing the majority of the shares present. Colombian law requires supermajorities in the following cases:

 

·The vote of at least 70% of the shares present and entitled to vote at the ordinary shareholders’ meeting is required to approve the issuance of stock not subject to preemptive rights;

 

·The vote of at least 78% of the shares represented entitled to vote is required to approve the distribution of the annual net profits. In the absence of this special majority, at least 50% of the net profits must be distributed. If the sum of all legal reserves (statutory, legal and optional) exceeds the amount of the outstanding capital, the Company must distribute at least 70% of the annual net profits;

 

·The vote of at least 80% of the shares represented is required to approve the payment of dividends in shares; and

 

·The vote of 100% of the outstanding and issued shares is required to replace a vacancy on the Board of Directors without applying the electoral quotient system.

 

Shareholders may be represented by proxies, provided that the proxy: (1) is in writing (faxes and electronic documents are valid), (2) specifies the name of the representative, (3) specifies the date or time of the meeting for which the proxy is given and (4) includes other information specified by the applicable law. Proxies granted abroad do not require legalization or an apostille.

 

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During our ordinary annual shareholders’ meeting, our employees and Directors are only allowed to represent their own shares, unless they act as legal representatives.

 

Preference Rights and Restrictions Attaching to Our Shares

 

We have only one class of stock without special rights or restrictions (ordinary shares). Our shareholders do not have any type of preemptive rights.

 

Under Commercial Colombian law, our shareholders have the following economic privileges and voting rights:

 

·Toto participate and vote on the decisions of the General Shareholders Assembly;

 

·Toto receive dividends based on the financial performance of the Company in proportion to their share ownership;

 

·Toto transfer and sell shares according to our bylaws and Colombian law;

 

·Toto inspect corporate books and records with 15 business days prior to the ordinary shareholders’ meeting where the year-end financial statements are to be approved;

 

·Uponupon liquidation, to receive a proportional amount of the corporate assets after the payment of external liabilities; and

 

·Toto sell the shares, known as right of withdrawal (derecho de retiro), if a corporate restructuring affects the economic or voting rights of the shareholders in the terms and conditions established under Colombian law.

 

Our bylaws and corporate governance code provide additional rights to our minority shareholders. These rights include:

 

·Sale of Assets. For a ten-year period counted from the date of subscription of the declaration of the Nation dated February 16, 2018 or until the Nation loses its status as majority shareholder, the Nation guarantees that any sale of 15% or more of our assets requires the approval of the General Shareholders Assembly and that the Nation would only be allowed to vote its shares in favor of the proposal if 2% or more of our minority shareholders accept the proposal.

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·Candidate List. Pursuant to our bylaws and Law 1118 of 2006, the Nation will include in its candidate list for election of members of the Board of Directors one member selected by the departments that produce hydrocarbons. In addition, pursuant to the declaration of the Nation dated February 16, 2018, the Nation will include in its candidate list for election of members of the Board of Directors one member selected by the ten largest minority shareholders. The minority shareholders’ right to select a candidate loses its effect when minority shareholders, according to their share participation, name a member to our Board of Directors.

 

·Extraordinary Meetings. Our bylaws and corporate governance code provide that the entity exercising permanent control over Ecopetrol must instruct the Company’s CEO or External Auditor to call an extraordinary meeting of the Company’s shareholders when so requested by a plurality of shareholders holding at least 5% of the total number of outstanding shares. Such requests shall be made in writing and must clearly indicate the purpose of the meeting.

 

·Investor Attention Office. Ecopetrol has an investor attention office, a specialized unit responsible for receiving complaints from our shareholders. Pursuant to our bylaws, shareholders holding at least 5% of the total number of shares outstanding may request that the investor attention office conduct a special audit, provided that such audit does not hinder the day-to-day operations of the Company, of the following documents: the income statement; the proposal for the distribution of profits; the report of the Board of Directors as to the economic and financial status of our Company; the report from our general counsel as to the legal status of our Company; and the report from the independent auditors. Special audits cannot be made of documents that contain scientific, technological or statistical information of our Company, or agreement that gives us competitive and economic advantages over our competitors, or in respect of any document related to intellectual property. Shareholders also have the right to propose good corporate governance recommendations to the office for the protection of investors.

 

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·Others. Pursuant to our bylaws, shareholders holding at least 5% of the total number of shares outstanding may propose recommendations to our Board of Directors pertaining to the management of our Company. Any shareholder may file a written petition to our Board of Directors to investigate corporate governance violations that the shareholder believes to have been committed.

 

Amendments to Rights and Restrictions to Shares

 

We have only one class of stock and it has no special rights or restrictions (ordinary shares). Our shareholders do not have any type of preemptive rights. The rights given to our shareholders by law are described in our bylaws and may only be modified through an amendment to the law.

 

The additional rights given to our minority shareholders in our bylaws and corporate governance code may only be modified through an amendment of those internal documents.

 

Limitations on the Rights to Hold Securities

 

There are no limitations in our bylaws or Colombian law on the rights of Colombian residents or foreign investors to own the shares of our Company, or on the right to hold or exercise voting rights with respect to those shares, except in cases of legal representation and except that the Nation must hold a minimum of 80% of our capital stock at all times.

 

Restrictions on Change of Control Mergers, Spin-offs or Transformations of the Company

 

Under Colombian law and our bylaws, the General Shareholders Assembly has full authority to approve any mergers, spin-offs or transformations.transformations, subject to compliance of applicable law. Corporate restructurings are subject to the requirement that the Nation must hold a minimum of 80% of our common stock at all times. So long asin any issuance of stock pursuant to Law 1118 of 2006 is in effect, there cannot be any restructuring that result in a change of control of our Company.2006.

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Ownership Threshold Requiring Public Disclosure

 

The Corporate Governance Code, Title III, Chapter 1, Section 5, states: Identification of Major Shareholders. The shareholding composition of the Company, indicating at least the twenty (20) people with the greatest number of shares, is disclosed on Ecopetrol’s website atwww.ecopetrol.com.co. Colombian securities regulations set forth the obligation to disclose any material event orhecho relevante. Any transfer of shares equal or greater than 5% of our capital stock, or any legal entity or individual acquiring a percentage of shares that would make him the beneficial owner of 5% or more of our capital stock, is a material event, and therefore, must be disclosed to the Superintendence of Finance. The regulation includes other criteria in order to identify when to report a material event other than the situations described in the previous sentence.

 

External Auditor

 

Pursuant to our bylaws, the external auditor will be appointed for periods of two (2) years and may be reelected consecutively for two (2) periods, and it may once again be hired after one (1) period away from the position. At the General Shareholders Assembly on March 23, 2018,29, 2019, the shareholders appointed Ernst & Young as external auditor of Ecopetrol for the fiscal year 2018.2019.

 

1397.2Code of Ethics and Conduct

7.2       Code of Ethics

 

We have recently updated our code of ethics and conduct, which considers, as ethical principles of the organization, the integrity, responsibility, respect and commitment to life. Our code of ethics and conduct also states that we must comply with the provisions contained in the applicable national and international laws in the countries where we have operations, including the U.S. and Colombia.

 

In our code, we define the guidelines for the following aspects: conflict of interest; ethical conflict; prohibition of bribery and violations of the FCPA; Integrity in accounting; prevention of money laundering and financing of terrorism; gifts, amenities and hospitalities; protection and use of resources; information management and security; social responsibility and respect for human rights; whistleblowing channel; and examples of ethical behaviors.

 

Our code of ethics and conduct applies to our Board of Directors, our Chief Executive Officer, our Chief Financial Officer, principal accounting officer, persons performing similar functions and in general to all of the other employees of the company and its affiliates.

 

All of our agreements with suppliers or third parties include a provision relating to compliance with applicable anti-bribery and anti-corruption regulations. These agreements also require our suppliers and third parties to accept our Code of Ethics and Conduct and our compliance manuals.

 

Our code of ethics is available on our website at:https://www.ecopetrol.com.co/wps/portal/es/web_es/ecopetrol-web/responsabilidad-corporativa/etica-y-cumplimiento/codigo-etica-conductacorporate-responsibility/ethics-and-compliance/code-of-ethics

 

7.3Board of Directors

The current Board of Directors, elected at the General Shareholders Ordinary Meeting held on March 23, 2018, will serve until the new members of the Board, elected on March 29, 2019 have been duly registered before the mercantile registry, which in Colombia is the Chamber of Commerce, on April 10, 2019.

The current Board of Directors is composed as follows:

Non-independent members:

·Director of State Shareholdings from the Ministry of Finance and Public Credit, Currently Camilo Barco

·Claudia González

Independent members:

·Mauricio Cabrera Galvis

·Jaime Ardila Gómez (as financial-accounting expert)

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·Carlos Cure Cure

·Joaquín Moreno Uribe

·Jorge Londoño Saldarriaga

·Hernando Ramírez Plazas (postulated by the oil producing departments in which Ecopetrol operates)

·Carlos Gustavo Cano Sanz (postulated by ten (10) minority shareholders with major shareholding)

The business experience of each of the Directors named above can be found in our annual report on form 20-F for the year ended December 31, 2017, available at:https://www.sec.gov/Archives/edgar/data/1444406/000114420418021353/0001144204-18-021353-index.htm.

 

The information below sets forth the names and business experience of each of our currentthe Directors elected at the General Shareholders Ordinary Meeting held on March 23, 201829, 2019 for one yeara two-year term beginning on that date, as of the date hereof:April 10, 2019:

 

Alfonso Camilo Barco Muñoz (51)Germán Eduardo Quintero Rojas (43) has served as Managing Director of Fogafin, President of the National Hydrocarbons Agency, General Secretary and Advisor to the Ministry of State Owned EnterprisesTrade, Industry and Tourism, and General Secretary of the Ministry of Mines and Energy. He has been an advisor to the General Secretary of the Office of the President of the Republic of Colombia, General Secretary of the Ministry of Internal Affairs, General Director and General Secretary of Acción Fiduciaria S.A., and Head of the Legal Office of the Ministry of Finance and Public Credit, has experience in corporate finance, project management and corporate governance. He has served as advisor of Special Projects in the Ministry of Finance and Public Credit, General Director of Investment Banking of BBVA Colombia and CFO of Interconexión Eléctrica S.A. Dr. BarcoCredit. Mr. Quintero is a lawyer from Universidad del Rosario,Sergio Arboleda University, with studies in Administrative Law and a specialization in financial lawdegree from Universidad de los Andes.Javeriana Pontifical University. He also hascarried out studies in a certificationDoctorate in financeAdministrative Law from the London SchoolSan Pablo CEU University of Economics and in BusinessMadrid, from the University Of Chicago School of Business.where he was a doctorate candidate. To date, he is a member of the board of directors at Generadora y ComercializadoraFiduciaria La Previsora S.A., Central de Energía del CaribeInversiones S.A. and Gecelca S.A. E.S.P. (GECELCA) and Bancoldex, representing the MinistryMr. Quintero has served as a non-independent member of Finance and Public Credit.Ecopetrol’s Board of Directors since March 29, 2019. Currently, Dr. BarcoMr. Quintero is a non-independent member of Ecopetrol’s Board of Directors.

Mauricio Cabrera Galvis (66) currently servesDirectors as Directorthe General Secretary of the firm Cabrera & Bedoya Investment Bankers. He has been President of the FES Foundation and Banco de Occidente. He has served as Director and Financial Consultant of INCORBANK S.A. and as Public Credit Director in the Ministry of Finance and Public CreditCredit.

Orlando Ayala Lozano (62) has 40 years of Colombia. He has been Technicalexperience in the global technology industry, 25 years of which he spent working for Microsoft in Seattle, Washington, where he served in a number of managerial positions, including Vice President for the Intercontinental Region, covering all countries of the Banking Associationsouthern hemisphere region, Executive World Vice President for Sales, Marketing and Support, and World President for Emerging Markets. Before joining Microsoft, he worked for NCR Corp., where he held the position of ColombiaSales Director for NCR Mexico and Head of the Global Programming Unit of the National Planning Department. He was Dean of the Faculty of Economics at the Universidad Externado de Colombia and an appointed economistSenior Product Manager in the Western Hemisphere Department of the International Monetary Fund.Dayton, Ohio. His studies include an undergraduate degreethe Information Systems Administration program at Jorge Tadeo Lozano University in Philosophy from Universidad Javeriana,Bogotá in 1981, with a Master’s DegreeDoctorate Honoris Causa granted by the same university in Economics from Universidad de los Andes, and1998, where he took Ph.D. classes fromis member of the London School of Economics.Management Board. Mr. CabreraAyala was honored by the Antioquia newspaper El Colombiano with its 18th annual “Exemplary Colombian Citizen Living Abroad” award in 2013. Mr. Ayala is currently partan independent director of the BoardExecutive Council of Directors of Industria de Licores del Valle, Clínica DIME, ASTORGA and Fabricato.Centene Corp. (CNC). Currently, Mr. Cabrera has servedAyala serves as an independent Directormember of Ecopetrol’s Board of Directors since March 31, 2016. Currently Mr. Cabrera isand also serves as an independent Directorinternational consultant and speaker on matters of Ecopetrol’s Board of Directors.leadership and technology trends.

 

Jorge Londoño Saldarriaga (70)Luis Guillermo Echeverri Vélez (61) has over 20 years of experience in the development, marketing, promotion and conducting of international business, imports and exports, the formulation and implementation of public and corporate policies, the development and implementation of conventional projects and information technology ventures, strategic planning, the financing of public and private projects and raising cooperation funds.  He served as Executive Director of the Inter-American Development Bank, the Inter-American Investment Corporation and the Multilateral Investment Fund on behalf of the governments of Colombia, Peru and Ecuador. He was CEO of Trade Winds Network Inc., a company he also founded, and was Director and Founder of Amarilas.com. He served as Commercial Attaché in Colombia’s diplomatic mission to the US and as Director of Proexport’s Miami Regional Office. Mr. Echeverri is an attorney who graduated from the Bolivarian Pontifical University of Medellín, and earned a Master’s degree in Agricultural Economics from Cornell University, New York. Mr. Echeverri is an advisor in international businesses and has successfully led business initiatives and processes involving change, and methodological and technological innovation and implementation in companies of various sizes and large organizations. He is currently an Operating Partnera member of Advent International and serves as a consultant in strategic and financial areas with a broad group of companies in the industrial, finance, and infrastructure and technology sectors. In 1993 he joined the BoardBoards of Directors of the BIC (now BANCOLOMBIA, NYSE CIB),Chamber of Commerce of Bogota, Telefonica, Pragma, Colmedica and in 1996 he assumed the Presidency of the BIC, which he held for 15 years. Mr. Londoño has a business degree from Universidad EAFIT and later, he received a master’s degree in Economic Development (M.Phil.) from the University of Glasgow, Scotland. He is a member of the Board Directors of Organización Corona and Corona Industrial, Banco Falabella Colombia, LifeMiles and member of the Superior Council of the Universidad EAFIT.Aliansalud. Currently, Mr. LondoñoEcheverri is an independent member of Ecopetrol’s Board of Directors.

 

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Claudia Isabel Gonzalez (48)Juan Emilio Posada Echeverri (60) has more than twenty yearsbeen a director of experience in the public sectorcompanies Puerto Brisa S.A., Grupo Fast S.A. and Fast Colombia S.A.S. – VivaAir (formerly VivaColombia); Founder and CEO of Stratis Ltda. and Corporate Director-in-Chief of Synergy Aerospace. He has served as Chairman of Avianca, Alianza Summa (Avianca-Aces-Sam) and Aces S.A and is currently the Legal Secretaryserving as Executive Chairman of the PresidencyBoard of Directors of Táximo Ltd., President of the Republic. She served as General SecretaryBoard of Directors of Direktio S.A.S., member of the MinistryBoard of FinanceDirectors of Grupo Odinsa S.A. (infrastructure multi-latina affiliate of Grupo Argos), of Sociedad Hotelera Tequendama S.A. (7 hotels in Colombia) and Public CreditComputec Outsourcing de Documentos S.A. He holds a degree in Business Administration from 2012 until the beginning of 2017EAFIT University in Medellín, with an MBA from Pace University in New York and a degree in International Financial Law from the MinistryLondon School of Mines and Energy from the end of 2011 until mid-2012. SheEconomics. He is also worked in the Ministry of National Defense, in the Financial Fund for Projects and Development (FONADE), she was the National Administrative and Financial Directora member of the OfficeAdvisory Councils of Grupo Empresarial del Sector Defensa (GESED), Disán S.A., C.I. Flores de la Campiña (producer and exporter of fresh flowers), of YPO Gold Colombia (global network of CEO’s) and NT3 (developers of real estate projects). He is President of the General ProsecutorBoard of the Nation and Technical Deputy DirectorDirectors of the National Planning Department. Additionally, she worked as a Ferrovías employee and as head of the Human Resources Division of the Territorial Development Financier (FINDETER). Ms. González is a lawyer from Universidad del Rosario and specialized in Financial Legislation at the Universidad de los Andes. She is currentlyFundación Plan, a member of the Board of Directors of Central de Inversiones S.A (CISA)Plan International Brazil, a member of the Nominations and Fiduprevisora S.A. Currently, Ms. GonzálezGovernment Committee of the global assembly for Plan International Inc. and is a non-independentpart of the International Advisory Board of Polimath Ventures. Currently, Mr. Posada serves as an independent member of Ecopetrol’s Board of Directors.

 

Jaime Ardila Gomez (62)Sergio Restrepo Isaza (57)served in the Bancolombia Group as CEO of General MotorsVice President for South America from the year 2010 until February 2016. Within General MotorsCapital Markets and Executive Vice President for Corporate Development. He initiated his professional career at Corporación Financiera Corfinsura, where he held differentthe positions such asof Company President, Vice President for BrazilInvestment Banking and Mercosur; CFOVice President for Latin America, AfricaInvestments and the Middle East; CEO and Managing Director in Argentina; CEO and Managing Director in COLMOTORES, CEO and Managing Director in Ecuador; Omnibus BB, CFO in Chile; and Treasurer in Mexico, among others.International. He also served as Managing Director in Colombian Operations for N.M. Rothschildseveral boards including Cementos Argos, Compañía Nacional de Chocolates, Conavi, Asobancaria, Bolsa de Valores de Colombia, Conglomerado Financiero Internacional Banagrícola S.A., Suramericana Asset Management SUAM and Sonsseveral others in the community sector. Mr. Restrepo graduated with a degree in Business Administration from EAFIT University of Medellín, with a master’s degree in Business Administration from Stanford University in California. He is currently a partner at Exponencial Banca de Inversión S.A.S., a member and Secretary Generalchairman of the Ministryboards of Industry and Trade in Colombia. Mr. Ardila holds a B.A. in economics from the University of Bogota Jorge Tadeo Lozano and a master degree in economics from the London School of Economics. He is Chairmandirectors of the Board of Goldman Sachs BDC,BIOS SAS Group and Duratex S.A. Colombia, and a member of the Boardboards of Directorsdirectors of AccentureOdinsa S.A., Consorcio Financiero and founder of the consulting firm The Hawksbill Group. Mr. Ardila has served as a Director of Ecopetrol’s Board of Directors since March 31, 2016.Coquecol. Currently, Mr. Ardila isRestrepo serves as an independent Directormember of Ecopetrol’s Board of Directors.

 

Carlos Alfredo Cure Cure (74)Santiago Perdomo Maldonado (61)served has over 30 years of senior management experience in the Colombian banking industry, including as AmbassadorPresident of Banco Colpatria, Scotiabank Group. He has been a member of various boards of directors at Colombian and Latin American companies in a range of economic sectors, such as finance and mining and agriculture, including Bladex, Deceval, CESA, the Asociación Nacional de Empresarios de Colombia in Venezuela from August 5, 2011 until June 22, 2013. Before serving as ambassador, Mr. Cure was appointed CEO of Bavaria S.A.(ANDI), and the largest brewery in Colombia. Additionally,Asociación Nacional de Instituciones Financieras (ANIF), and he was an advisor to the Board of Directors of Grupo Olimpica S.A. anda founding member of the BoardColombian Institute of Avianca S.A. (Colombia’s national airline). He acted as deputy financial manager of Cementos del Caribe, CEO of Cementos Toluviejo and CEO of Astilleros Unión Industrial.Corporate Governance. Mr. CurePerdomo holds a degree in Civil EngineeringBusiness Administration from the National UniversityCESA School of Medellin.Advanced Studies in Administration. He is currently Executive Director of the Colpatria Group and a member of the Boards of Directors of Scotiabank Perú, Colfondos and Mineros S.A. Currently, Mr. Cure has servedPerdomo serves as an independent Director of Ecopetrol’s Board of Directors since September 5, 2015, in which he currently is the chairman of Ecopetrol’s Board of Directors. Currently Mr. Cure is an independent Directormember of Ecopetrol’s Board of Directors.

 

Joaquín MorenoEsteban Piedrahita Uribe (69)(47)started his career previously served as General Director for Constructions and Engineering of Urbanas, in Bucaramanga, Colombia. He joined then the Royal Dutch/Shell Group (RDS) of companies for more than 33 years. His career in Shell was comprised by different roles at technical, management and leadership levels, in different sectors of the Oil & Gas Industries (UpstreamNational Planning Department, advisor for the President, Senior Specialist for the Inter-American Development Bank and Downstream), Chemicals, Metals and Coal.as an economics editor of the magazine Semana, among other positions. He has worked across America and Europe, including several appointments at regional, global and corporate levels at the Headquarters of the RDS Group in London and The Hague. Mr. Moreno has also served as Country Chairman and President for Shell in Mexico, Colombia and Venezuela, as well as Regional CEO for the Northern Latin American Region (Peru, Ecuador, Venezuela, Colombia and Mexico). On his return to Colombia, he was appointed by the President of the Republic, as High Presidential Commissioner – Ad Honorem- in charge of coordinating the reconstruction of the areas affected by the heavy rain season and floods of early 2005, in the Region of Santander and Northern Santander. Joaquin Moreno earned a degree in civil engineering from Universidad Industrial de Santander and completed an Advanced Management Program (AMP) at Harvard University Business School. .Mr. Moreno has been a member ofon the boards of directors of various localBanco Agrario, Metrocali, Amalfi S.A. Carvajal Educación and international companies,Alianza Valores. Mr. Piedrahita graduated with a degree in Economics from Harvard University and earned a master’s degree in Philosophy and the History of Science from the London School of Economics and Political Science. Mr. Piedrahita currently serves as President of the Chamber of Commerce of Cali. He is currently a member of the Boards of Directors of Cementos Argos and Centro de Eventos Valle del Pacífico, as well as academic Institutions and Think Tanksa member of Management and Leadership initiatives.the Executive Council of Fedesarrollo. Currently, Mr. Moreno has servedPiedrahita serves as an independent Director atmember of Ecopetrol’s Board of Directors since March 27, 2008. During this period, he has acted as president of the Audit and Risk Committee, of the Compensation and Nomination Committee, as well as of the Business Committee.Directors.

 

Hernando RamirezRamírez Plazas (64)(65) has held positions at Universidad Surcolombiana as Dean of the Faculty of Engineering, Academic Vice-Principal, Principal, and Professor. He has worked at the National Institute of Health and at the Ministry of Health. He had a role as an external evaluator for Colciencias in technology development and innovation projects in the area of natural gas. Additionally, he has acted as a trainer in gas issues for production personnel at Canacol Energy Inc., and he currently provides professional services to Comfamiliar Huila. Mr. Ramirez is a Chemical Engineerchemical engineer who graduated from Universidad Nacional de Colombia, with a Master's Degreemaster’s degree in Public Health from the same University,university, and a Specializationspecialization in Gas Engineering from Universidad de Zulia (Venezuela). Currently, Dr.Mr. Ramírez ishas served as an independent Director in Ecopetrol’s Board of Directors, since March 23, 2018. Currently, Mr. Ramírez serves as an independent member of Ecopetrol’s Board of Directors.

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Carlos Gustavo Cano Sanz (71)(72)has been President of the Colombian Agriculture Association (SAC); founder, Founder and directorDirector of Corporación Colombia Internacional (CCI);, President of the Agrarian Fund;Fund, and President of the newspaper El Espectador; and he currently teaches in the Master of Corporate Finance at CESA University and in Universidad de los Andes in the Business School.Espectador. He was Minister of Agriculture between August 7, 2002 and February 3, 2005 and Co-Director of Banco de la República between February 4, 2005 and January 31, 2017. He is an Economist from Universidad de los Andes in Bogotá; with a master’s degree in Economics from the University of Lancaster in England;England and a postgraduate degree in Government, Business and International Economics atfrom Harvard University in Boston and undertook further postgraduate studies at the Instituto de Alta Dirección Empresarial (INALDE) of Bogotá. He currently teaches in the Master of Corporate Finance program at CESA University and in the Business School at Universidad de los Andes. He is a member of the Superior Council of the EAFIT University of Medellín, of the Consultative Committee for Agriculture of Bancolombia, and of the Group on Earth Observations Global Water Sustainability (GEOGLOWS) in the United States. Mr. Cano has served as an independent Director in Ecopetrol’s Board of Directors, since March 31, 2017. Currently, Mr. Cano isserves as an independent member of Ecopetrol’s Board of Directors.

 

1417.3.1Board Practices

7.3.1       Board Practices

 

Our Board of Directors is composed of nine members and is responsible for, among other things, establishing our general business policies. The majority of the Board of Directors must be independent, and must be elected pursuant to the criteria set out in paragraph two, Article 44, Law 964, 2005, and in accordance with the procedure determined in Decree 3923, 2006, or any other provisions that regulate, amend, replace or add such regulations. In addition, pursuant to our bylaws and in accordance with the procedures described therein, our majority shareholder must include, in its list of candidates for the last two seats in the Board of Directors, the name of one individual jointly proposed by departments that produce hydrocarbons and one individual jointly proposed by the ten minority shareholders with the highest equity participation. According to Colombian law, the members of the Board of Directors must be elected by the General Shareholders Assembly in accordance with a proportional representation system similar to cumulative voting (through an electoral quota voting system). The number of votes required to fill each position is calculated by dividing the number of possible votes by the number of open board positions. The members of the Board of Directors may be elected without an electoral quota voting system when there is unanimity. Pursuant to our bylaws, (i) positions on our Board of Directors are filled either by person or by position, (ii) at least three members appointed for a specific period must be nominated for the following period, and (iii) beginning in 2019, Directors will be elected for a two-year term. Currently, we have one Director appointed by his position: The General Director of State ParticipationsSecretary of the Ministry of Finance and Public Credit. Our current Directors were elected at the General Shareholders Assembly held on March 23, 2018.29, 2019. Members of the Board may be reelected indefinitely.

 

Our CEO is appointed by the Board of Directors and haswill have at least two alternates. The CEO is elected for a two-year term, may be reelected indefinitely and freely removed prior to the expiration of his term. In accordance with our bylaws, the Board of Directors must evaluate the annual performance of the CEO, and such results must be published in Ecopetrol’s web page or in an alternative media vehicle.

 

The compensation of our Directors is set exclusively by the shareholders at the General Shareholders Assembly. Directors are compensated for attending board meetings and committee meetings. A Board meeting requires a quorum of at least five members and decisions are approved with a majority of the Directors present. In the practice a consensus decision making operates in the Board.

 

Under Colombian law, a director or executive officer must abstain from participating in any transaction that may result in a conflict of interest or that involves competing with the company, unless authorized at a General Shareholders Assembly. The general shareholders may approve or reject the transaction giving rise to the conflict of interest with the vote of the majority of the shares present at the General Shareholders Assembly. If the director or executive officer who has the conflict is a shareholder, his or her vote must be excluded. We disclose the number of conflicts of interest of our employees, executive officers and Directors in our annual reports.

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Neither our bylaws nor our corporate governance code provide a retirement age for our Directors. Under our bylaws, there is no requirement for a person to have a minimum number of shares to be elected as a Director. Colombian law provides that Directors willing to sell or purchase shares in our Company need prior authorization from the entire Board of Directors. Colombian law does not impose any limitation as to the number of shares that may be acquired by a Director.

 

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7.3.2       Board Committees

7.3.2Board Committees

 

Pursuant to our bylaws, our Board of Directors has the ability to constitute the committees it considers necessary. The Board of Directors currently has fourfive committees (audit and risk committee, corporate governance and sustainability committee, compensation and nomination committee, business committee and business committee.HSE (health, security and environment) committee). These committees establish guidelines, set specific actions and evaluate and submit proposals designed to improve performance in the areas under their supervision and control. The committees are comprised of members of the Board of Directors who are also appointed by the same members. The chairman of each of the committees must be an independent Director. In addition to applicable regulations, the committees also have their own specific regulations that establish their purposes, duties and responsibilities.

 

Table 6057 – Composition of committees of the Board of Directors as of March 22, 201829, 2019

 

Audit and Risk Committee Compensation and Nomination
Committee
Horacio Ferreira Rueda*Minister of Finance and Public Credit***
Jaime Ardila Gomez *Mauricio Cabrera Galvis
Jorge Londoño*Claudia González
Joaquin Moreno Uribe* Carlos Cure Cure
Joaquin Moreno UribeHernando Ramírez Joaquín Moreno Uribe
Yesid Reyes Alvarado*Mauricio Cabrera Galvis
Carlos Gustavo Cano Sanz  

Corporate Governance and Sustainability
Committee
 Business Committee
MinisterClaudia González **Joaquín Moreno Uribe****
Director General of State Owned Enterprises of the Ministry of Finance and Public Credit ** MinisterDirector General of State Owned Enterprises of the Ministry of Finance and Public Credit
Horacio Ferreira Rueda**Horacio Ferreira Rueda* ****
Carlos Cure CureJoaquín Moreno Uribe
Yesid Reyes Alvarado*Cure**Carlos Cure Cure
Jaime Ardila Gómez Jaime Ardila Gómez ****
Jaime Ardila Gómez **Carlos Cure Cure****
Mauricio Cabrera Galvis**Mauricio Cabrera Galvis****
Jorge Londoño**Claudia González ****
Carlos Gustavo Cano Sanz Jorge Londoño****
Hernando Ramírez
HSE CommitteeCarlos Gustavo Cano Sanz
Mauricio Cabrera GalvisCarlos Gustavo Cano Sanz 
Hernando Ramírez
Joaquín Moreno Uribe*****
Mauricio Cabrera GalvisGalvis*****
Jaime Ardila Gómez*****

 

* Not elected to the Board of Directors at the General Shareholders Ordinary Meeting on March 23, 2018. Replacement will be elected to the Audit and Risk Committee after this annual report. 

** Not elected to the Board of Directors at the General Shareholders Ordinary Meeting on March 23, 2018. Replacement will be elected to the Corporate Governance and Sustainability Committee after this annual report. 

*** Not elected to the Board of Directors at the General Shareholders Ordinary Meeting on March 23, 2018. Replacement will be elected to the Business Committee after this annual report.

*Not elected to the Board of Directors at the General Shareholders Ordinary Meeting on March 29, 2019. Replacement will be elected to the Audit and Risk Committee after this annual report.
**Not elected to the Board of Directors at the General Shareholders Ordinary Meeting on March 29, 2019. Replacement will be elected to the Corporate Governance and Sustainability Committee after this annual report.
***None of the members of this Committee were elected to the Board of Directors at the General Shareholders Ordinary Meeting on March 29, 2019. Replacement will be elected to the Compensation and Nomination Committee after this annual report.
****Not elected to the Board of Directors at the General Shareholders Ordinary Meeting on March 29, 2019. Replacement will be elected to the Business Committee after this annual report.
*****Not elected to the Board of Directors at the General Shareholders Ordinary Meeting on March 29, 2019. Replacement will be elected to the HSE Committee after this annual report.

 

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Audit and Risk Committee

 

Our audit and risk committee, which must be comprised of at least three members, all of them independent Directors, is our highest internal control body and provides support to our Board of Directors on risk, accounting and financial matters. It is in charge of guaranteeing the design, implementation and supervision of our internal control over financial reporting. It also ratifies the annual hydrocarbons reserves report and provides support for our Board on analyzing topics related to financial matters, risks, control environment and the assessment of the Company’s internal and external auditors.

 

All committee members are required to be knowledgeable in accounting matters and at least one of them is required to be an expert in financial and accounting matters.

 

Our Board of Directors has determined that Jaime Ardila Gómez qualifies as an “audit committee financial expert” and he is independent under the definition of “independent” applicable to us under the rules of the NYSE.

 

The audit and risk committee approves on a case-by-case basis any engagement of our external independent auditors to provide services different than those related to auditing our financial statements. Occasionally, theThe audit and risk committee will have no doubtreviews that thesethe additional services do not compromiseaffect the external auditor’s independence. When in doubt, the committee will request the opinion of the internal auditor.

 

Compensation and Nomination Committee

 

Our compensation and nomination committee, which must be comprised of at least three members, including at least one independent director, provides general guidelines for the selection and compensation of our executive officers and employees.

 

Corporate Governance and Sustainability Committee

 

Our corporate governance and sustainability committee, which must be comprised of at least three members, including at least one independent director, makes proposals to our Board of Directors to ensure and supervise the fulfillment of our good corporate governance and sustainability practices in accordance with our corporate governance code.

 

Business Committee

 

Our business committee, which must be comprised of at least five members, including at least one independent Director, assists our Board in analyzing potential business ventures. Based on its delegation of power, the committee studies and analyzes capital expenditure policies, major investment projects, strategy, new business and other matters that would help us move forward in our efforts toward the consolidation of our strategy. The primary criteria used in the committee’s decision-making process are the optimization of our portfolio and the proper allocation of our resources.

 

7.4       ComplianceHSE Committee (Health, Safety and Environment)

Our HSE Committee, which must be comprised of at least three members, the majority of which must be independent, supports the management of the Board of Directors in respect of the monitoring and management of risks associated with NYSE Listing Rulesthe health and safety of our employees, contractors and partners, as well as the performance of the Ecopetrol Group’s environmental management.

7.4Compliance with NYSE Listing Rules

 

The following is a summary of the significant differences between our corporate governance practices and those required for U.S. companies under the NYSE listing standards.

 

NYSE Standards Our Corporate Governance Practices
Director Independence  
The majority of the board of directors must be independent.   §303A.01.  ”Controlled“Controlled companies,” which would include Ecopetrol if we were a U.S. issuer, are exempt from this requirement.  A controlled company is one in which more than 50% of the voting power is held by an individual, group or another company, rather than the public.   §303A.00. Pursuant to our bylaws, the majority of the Board of Directors must be independent.  As of the date of this annual report, we have seveneight independent Directors and twoone non-independent Directors.Director.

 

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NYSE Standards Our Corporate Governance Practices
Executive Sessions  
The non-management directors of each listed company must meet at regularly scheduled executive sessions without management.  §303A.03. A comparable rule does not exist under Colombian law.   Except for our audit and risk committee, our Board of Directors does not meet without management.
   
Nominating/Corporate Governance and Sustainability Committee 
A nominating/corporate governance and sustainability committee composed entirely of independent directors is required.  The committee must have a charter specifying the purpose, duties and evaluation procedures of the committee.   §303A.04.  “Controlled companies” are exempt from these requirements.  §303A.00. Colombian law does not require the establishment of a nominating and a corporate governance and sustainability committee composed entirely of independent directors.  Pursuant to our board charter, these committees shall be composed of a majority of independent Directors.
   
Compensation Committee  
A compensation committee composed entirely of independent directors is required, which must evaluate and approve executive officer compensation.  The committee must have a charter specifying the purpose, duties and evaluation procedures of the committee.  §303A.05.  “Controlled companies” are exempt from this requirement.  §303A.00. Colombian law does not require the establishment of a compensation committee composed entirely of independent directors.  Pursuant to our board charter, this committee shall be composed of a majority of independent Directors.
   
Audit and Risk Committee  
An audit committee with a minimum of three independent directors satisfying the independence and other requirements of Rule 10A-3 under the Exchange Act and the more stringent requirements under the NYSE standards is required.   §§303A.06 and 303A.07. According to Law 964 of 2005, Colombian companies that are authorized to issue securities by the Superintendence of Finance must have an audit committee that satisfies the requirements of Law 964 of 2005, including its minimum number of members, independence criteria and audit related duties. Our audit and risk committee is composed entirely of independent Directors, and the committee meets the requirements of Law 964 of 2005 and Rule 10A-3 under the Exchange Act.
   
Equity Compensation Plans  
Equity compensation plans and all material revisions thereto require shareholder approval, subject to limited exemptions.   §§303A.08 and 312.03. Under Colombian law, no similar right to vote on equity compensation plans and material revisions thereto is given to shareholders.   We do not give our shareholders the right to vote on equity compensation plans and material revisions thereto.

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NYSE StandardsOur Corporate Governance Practices
Corporate Governance Guidelines  
Listed companies must adopt and disclose corporate governance guidelines.   §303A.09. The Superintendence of Finance recommends the adoption of corporate governance guidelines to all Colombian issuers.   According to Superintendence of Finance Circular No. 028, 2014, the adoption of corporate governance guidelines is voluntary.   Listed companies must annually publish a corporate governance survey comparing their corporate governance standards with those recommended by the Superintendence of Finance.   Our corporate governance code and our survey of the adoption of Colombian practices are available on our website athttp://www.ecopetrol.com.co.

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NYSE StandardsOur Corporate Governance Practices
Code of Ethics for Directors, Officers and Employees  
Corporate governance guidelines and a code of business conduct and ethics is required, with disclosure of any waiver for directors or executive officers.  The code must contain compliance standards and procedures that will facilitate the effective operation of the code.  §303A.10. We have adopted a code of ethics which complies with applicable U.S. and Colombian law.   Our code of ethics applies to our chief executive officer, chief financial officer, principal accounting officer, persons performing similar functions and to all of the employees, members of the Board of Directors, suppliers, and contractors of Ecopetrol S.A. and its corporate group.  Our code of ethics is available on our website athttp://www.ecopetrol.com.cowww.ecopetrol.com.co]

 

7.5       Management

7.5Management

 

The following presents information concerning our executive officers and senior management. Unless otherwise noted, the majority of these individuals are Colombian citizens.

Executive Officers

Felipe Bayon Pardo (52)(53) has served as the Chief Executive Officer of Ecopetrol since September 2017. Prior to being appointed Chief Executive Officer, Mr. Bayón served as Chief Operating Officer of Ecopetrol from February 2016 to September 2017. Mr. Bayon holds a degree in Mechanical Engineering from the Universidad de Los Andes (Bogotá). He has over 2627 years of experience in the oil and gas industry. For more than 20 years, he worked at BP plc, most recently as Senior Vice-President of BP America and Head of Global Deepwater Response. From 2005 to 2010, he was the Regional President of BP Southern Cone (South America), and prior to 2005 he worked in BP’s headquarters as Chief of Staff to the Upstream CEO and Head of the Executive Office for Exploration and Production. He began his career in 1995 in BP Colombia, as a Project Engineer, where he held various positions until becoming Vice-President of Operations in Colombia. Prior to this, he worked for Shell.

María Fernanda Suarez (43) has served as the Chief Financial Officer of Ecopetrol since August 2015. Ms. Suárez holds a degree in Business Administration from CESA and a master’s degree in Policy Management from Georgetown University. Ms. Suárez has 22 years of experience in the public and private sectors. She has held various positions in these sectors, including Director of Public Credit and National Treasury at Ministry of Finance and Public Credit, Chief Investment Officer at Porvenir (largest asset manager in Colombia with AUM~US$40 billion) and other high-level positions at Citibank, ABN AMRO and Bank of America. She has served on the board of directors for ISA, Isagen, XM, FEN, Cenit and Ocensa.

Hector Manosalva (56) joined Ecopetrol in 1986 and has served as Vice-President for Development and Production since July, 2014.  Mr. Manosalva holds a degree in Petroleum Engineering from the Universidad de America (Bogotá), completed post-graduate studies in finance at the Universidad EAFIT and Executive Management at the Universidad de los Andes.  Over the course of his career at Ecopetrol, Mr. Manosalva has held various positions, including Executive Vice-President for Production and Exploration, Vice-President of Production, Production Manager of the Central Region, President of Colombia’s Advisor for Safety and Security of National Energy Infrastructure, Director of HSE and Corporate Social Responsibility, Production Manager of the Southern Region and Head of the Production Planning Division.

Max Torres (60) has served as Exploration Vice-President since September 2014. Mr. Torres holds a B.S. degree in Geology from Universidad Nacional of Tucumán in Argentina and an M.S. in Stratigraphy from Georgia State University. He has more than 28 years of experience in oil and gas exploration and production and is a proven world class oil and gas finder and a champion of Latin American oil and gas exploration. Among his many professional accomplishments, Mr. Torres was directly responsible for the 16 Tcfg Perla gas field discovery in Venezuela, the 275 Tcfg super giant Galkynysh gas field discovery in Turkmenistan, as well as other oil and gas discoveries. Prior to joining Ecopetrol, Mr. Torres worked at Repsol from 1997 to 2013 as Exploration Director for Europe and the Middle East, Exploration Director for Europe and Africa and Exploration Director for Latin America. *Voluntary resignation effective May 7, 2018.

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Rafael Espinosa (50) has served as Vice-President of Transportation since September 2016.  Mr. Espinosa holds a bachelor’s degree in Civil Engineering from Universidad Santo Tomas in Colombia and a MBA from Universidad de los Andes (Bogotá).  He has worked for Ecopetrol for the last 23 years and has held various positions within the company, including Operations and Maintenance General Manager, Pipelines Manager, Central Operation Superintendent, Chief of Operations Department, Plant Coordinator, Pipeline Maintenance Engineer and Community Relationships Engineer.

Rafael Guzman (51) joined Ecopetrol in 2010 and has served as Technical Vice-President since May 2013. Mr. Guzman holds a B.S. degree in Petroleum Engineering from Universidad America in Colombia (1995), a M.S. in Petroleum Engineering and a PhD in Petroleum Engineering with minor in Mathematics both from Stanford University. Mr. Guzman has been with Ecopetrol since October 2010, where he has held several positions as regional production manager. Prior to that, Mr. Guzman worked with ENI in managerial positions in Europe and Latin America.

Alberto Consuegra Granger (58) has served as Chief Operating Officer of Ecopetrol since March 1, 2019. Prior to being appointed as Chief Operating Officer, he was deputy CEO of Cenit S.A.S., Ecopetrol’s midstream subsidiary, since February 2018 and Vice-President of Supply and Services of Ecopetrol S.A. since August 2016.  He is currently deputizing as President for Cenit Transportes, Ecopetrol’s brand in the Midstream segment. Mr. Consuegra holds a degree in Civil Engineering from Universidad de Cartagena and has a master’s degree in Pavements and Construction Management from Texas A&M University.  Before joining Ecopetrol, he was Vice-President of Exploration and Production at Equion Energia Limited, where he also served as the Vice-President for Projects and Production during the period 2011-2016.  Alberto2011 – 2016 period.  Mr. Consuegra began his professional career in 1984 by working for Morrison Knudsen International as a contract coordinator during the construction of the Cerrejon project.  In 1993 he joined Ecopetrol S.A., working in the projectsProjects Group, afterwards, heand then went on to BP Exploration, where he worked for 16 years, startingfirst as a contract coordinator, then as procurement and contract manager, then human resource manager for the Andean area, and finally as leader of the Colombian Performance Unit until end of 2010.

 

151

Jaime Caballero Uribe (44) has served as the Chief Financial Officer of Ecopetrol since August 2018. Mr. Caballero has over 20 years of international experience in the oil and gas sector. He joined the Ecopetrol Group in 2016 and was the Chief Financial Officer for the Downstream Segment prior to his appointment as the Ecopetrol Group CFO. Previously, his experience includes 17 years at BP, where he held leadership positions in North and South America, Africa and Europe, and most recently as Regional CFO for Brazil, Uruguay, Colombia and Venezuela. Mr. Caballero holds a law degree from Universidad de los Andes (Bogotá), an MBA in Energy Business from Fundação Getulio Vargas (Rio de Janeiro) and has completed executive programs in advanced financial management from Duke University and the Wharton School of Business.

Management Team

Jorge Elman Osorio Franco (57) has served as the Development and Production Vice-President of Ecopetrol since March 1, 2019. Prior to his appointment as Development and Production Vice-President, he served as Regional Development and Production Vice-President since June 2017. He holds a degree in Chemical Engineering from the National University of Colombia and has over 30 years of experience in engineering, projects and operations in the oil and gas industry. He spent 24 years of his career at BP, where he served as Operations Manager, Senior Operations Manager in Major Projects, Technical Director and Operations Excellence Director, among other leadership positions including managerial positions in Colombia, Trinidad & Tobago and Indonesia.

Jorge Arturo Calvache Archila (59)has served as Vice-President of Exploration since February 1, 2019. He has more than 30 years of experience. He has served in companies such as Shell and Hocol, where he led exploration projects in the Netherlands, the United States and Colombia. Mr. Calvache holds a degree in Geology from Universidad Nacional, a master’s degree in Geophysics from the same university, and studied Management at Universidad de Los Andes.

Rubén Darío Moreno Rojas (54)has served as Vice-President of Transport Operations and Maintenance since March 1, 2019. Prior to his appointment as Vice-President of Transport Operations and Maintenance, he served as deputy Vice-President of Transport Operations and Maintenance since April 2018. He has a 30-year career at Ecopetrol S.A., where he has held several managerial positions in the Vice-Presidency of Transportation as Operations Manager, Technical Superintendent, Head of Maintenance and Head of Operations. Mr. Moreno holds a degree in Electronic Engineering from Universidad Antonio Nariño and an Executive MBA from Universidad la Sabana.

Rodrigo Andres Dalle Fiore (40)has served as Development Vice-President since March 2019.  Prior to his appointment as Development Vice-President, he served as Development General Manager (A), Reservoir Development Strategy Manager (A) and Enhanced Oil Recovery Manager at Ecopetrol. He has over 14 years of international experience in the oil and gas sector.  Prior to joining Ecopetrol, he was Operations Manager at Bridas Corp (Colombia) and Productions and Operations Manager at Pan American Energy (Argentina). Mr. Dalle Fiore holds a degree in Chemical Engineering from the National University of Córdoba – Argentina, a specialization in Oil & Gas Reservoirs from the U.N.P.S.J.B. Comodoro Ridavia, Chubut Argentina and a specialization in Gas and Oil Technologies at the Technologic Institute of Buenos Aires (ITBA) - Buenos Aires, Argentina.

Tomas Hernandez (63)(64) has served as Vice-President of Refining and Industrial Processes in Ecopetrol since February 2016. He has over 39 years of multinational experience in the field of oil and gas sector. He has worked as Business Manager at Chevron’s Pascagoula refinery in the United States, General Manager for Marketing Operations for Chevron Texaco in Latin America and Africa-Europe-Pakistan Regions and has spent over 20 years in managerial positions in various refineries at Chevron. Prior to joining Ecopetrol, he was Deputy Upgrader Manager at Petropiar, a non-operated joint venture in which Chevron holds a 30% interest. Mr. Hernandez graduated from the University of Missouri – Rolla (University of Science and Technology Missouri) in 1978 with a Bachelor of Science Degreedegree in chemical engineering.

JürgenJurgen Gerardo Loeber (60)Rojas (61)has served as the Projects & Engineering Vice-President of Ecopetrol since May 2016. Mr. Loeber holds a degree in Business Administration from Universidad“Universidad del NorteNorte” and a specialization in Project Management. He joined the Army Corps of Engineers as reserve officer and reached a captain rank.the rank of captain. He has over 30 years of experience in the Oil & Gasoil and gas industry. He began his career in 1985 in Exxon as financial analyst. From 1992 to 2001, he worked for BP in various countries as project manager, construction manager and project control engineer. For the last 10 years, he worked at Equion Limited (formerly BP Exploration Colombia) as Project Director. From 2001 to 2006, he was Project Director for Wood Group Colombia. From 1992 to 2001 he worked for BP in various countries as project manager, construction manager and project control engineer. He began his career in 1985 in Exxon as financial analyst.

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Pedro Fernando Manrique (53)Gutierrez (54) was namedhas served as Commercial and Marketing Vice President as ofVice-President since April 2017. Mr. Manrique holds a bachelor’s degree in Electrical Engineering from the Universidad Industrial de Santander, Colombia. He has a Master’smaster’s degree in Industrial and Systems Engineering from the University of Florida and an MBA from the IE Business School in Madrid, Spain. Mr. Manrique has 27 years of experience in the oil and gas industry. His previous positionHe previously was as the Commercial and Business Planning Manager for Chevron Latin America in Caracas, Venezuela. At Chevron, he also served as Commercial and Business Development Manager in Chevron Colombia based in Bogotá, Colombia. During his career he also worked for Enron Energy Services as Risk Manager out ofat their headquarter officesheadquarters in Houston, Texas. He has also served as a member of the Leadership Team of Chevron Latin America and as a member of the national operations council of natural gas in Colombia, among many other responsibilities.

Carlos Alberto Vargas Medina (48)Hector Manosalva Rojas (57) has served as CEO of Cenit S.A.S., Ecopetrol’s midstream subsidiary, since March 1, 2019. He joined Ecopetrol in 1986 and prior to his appointment as CEO of Cenit, he served as Vice-President for Development and Production since July 2014.  Over the course of his career at Ecopetrol, Mr. Manosalva has held various positions, including Executive Vice-President for Production and Exploration, Vice-President of Production, Production Manager of the Central Region, President of Colombia’s Advisor for Safety and Security of National Energy Infrastructure, Director of HSE and Corporate Social Responsibility, Production Manager of the Southern Region and Head of the Production Planning Division. Mr. Manosalva holds a degree in Petroleum Engineering from the Universidad de America (Bogotá) and postgraduate degrees in Finance at the Universidad EAFIT and Executive Management at the Universidad de los Andes.

Juan Manuel Rojas Payán (47)has served as Vice-President for Strategy and New Business since August 2018. Prior to his appointment as Vice-President for Strategy and New Business, he served as Corporate Manager for New Business since 2016. He graduated with a degree in Economics from Universidad de los Andes and holds two master’s degrees in Public Policy from Harvard University and in Economics from Universidad de los Andes. He was previously Vice-Minister of Mines and Energy, Chief Executive Officer of Bridas Corporation, Manager of New Business at Pan American Energy, and Director of Energy at Sideco Americana/Socma, among other positions.

Marly Aracelly Castillo Areiza (41)has served as Vice-President of Transformation since December 2015. Mr. VargasJanuary 2019. Ms Castillo helped launch and develop the transformation program in Ecopetrol since joining in 2009. Ms. Castillo has 17 years of experience in the public and private sectors in strategy and performance mesurement. Ms. Castillo holds a degree in Petroleum EngineeringEconomics from America University. He has 25 years of experience across the integrated oil and gas value chain with a focusUniversidad Santo Tomás, Bogotá, completed post-graduate studies in drilling and well interventionsFinance at the Universidad Externado and an expertiseMBA at the Universidad de los Andes. Prior to joining Ecopetrol, she worked on academy and research at the School of Management at the Universidad de los Andes as a consultant and teacher. Ms Castillo has published two books:  “Valuation of projects through real options” and “Measurement Customer Value,” in exploration, appraisal, development and production onshore and offshore wells. He has heldaddition to other case studies that focus on a diversity of management positionsdilemmas in the United Kingdom, Argentina, Boliviaareas of leadership, organizational change and Colombia, where he has developed key skills in strategy, performance management systems, risks management, HSE and integration of multicultural and multidisciplinary teams. Prior to taking his current position, he wasstrategy. Ms. Castillo will be the Vice-President of Drilling and Completions at Equion.Transformation until June 17, 2019, upon which Orlando Díaz Montoya will assume the position.

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Fernán Ignacio Bejarano Arias (61)(63)has served as Vice-President of Legal Affairs and General Counsel at Ecopetrol since March 2016. Mr. Bejarano Arias holds a bachelor’s degree in Law from Universidad Javeriana in Bogotá and an LLM from the American University (Washingtonin Washington D.C.). In his more than thirty years of professional experience, he has been a partner at the law firms of Estudios Palacios Lleras S.A, Bejarano Cárdenas y Ospina y Asociados Ltda and OPEBSA Compañía de  Abogados S.A.S. and has worked for several years atin important positions in the public sector, such as the Vice-Minister of Foreign Affairs, Secretary of the Monetary Board, Secretary of the Board of Directors of the Banco de la República (Colombian Central Bank),  Office of Legal Affairs Counselor at the Presidency of the Republic of Colombia, and Vice-President of Legal Affairs and General Counsel at Corporación Finaciera Colombiana. Mr. Bejarano Arias has been a professor at the Faculty of Law of the Universidad Javeriana, and has been an arbitrator before the Center for Arbitration and Conciliation of the Bogotá Chamber of Commerce.

153

Mónica Jiménez González (43) has served as Secretary General of Ecopetrol S.A. since July 2016. Ms. Jiménez holds a law degree from University of the Andes (Bogotá) and has practiced as a foreign lawyer in Canada. She holds a post-graduate degree in Civil and State Responsibility from the Universidad Externado de Colombia and a Master of Science in Development Studies from the London School of Economics and Political Science. Ms. Jimenez has practiced in Colombia and Canada on matters related to corporate social responsibility, cross-border transactions, and corporate law, and has acted as counsel and tribunal secretary in complex international commercial and investment arbitrations. She lived in Canada for 13 years, during which time she worked as a lawyer in a boutique law firm that specialized in international law and then in a major Canadian law firm in Vancouver, BC. Ms. Jimenez is also a Member of the International Court of Arbitration of the International Chamber of Commerce (ICC).

María Juliana Alban (41)Durán (43)has served as Compliance Vice-President and Compliance Officer since July 2015. Ms. Alban holds a law degree from Universidad Sergio Arboleda with a specialization in Commercial and Financial Law from the same institution. SinceBeginning in 2007, Ms. Alban haspreviously worked in the Attorney General’s Office (Procuraduría General de la Nación) as Attorney General for State Contracts, General Secretary and Chief of Legal Office, among other positions within the institution.

Alejandro Arango (58)Lopez (59) has served as Vice-President of Human Resources at Ecopetrol S.A. since October 2014.  He has more than 20 years of professional experience around the world and has worked as a Vice-President of Human Resources at Banco Santander in Colombia and as Human Resources Director of the Consumer Finance Division, Strategy Division and Cards Division at Banco Santander in Spain.  Mr. Arango has also served as Human Resources Director for the Asia Pacific region at Banco Santander in Hong Kong and as a Global Human Resources Division T&O, among others.  Mr. Arango holds a degree in Strategic Marketing from CESA School of Business, and a bachelor’s degree in Theology from the Universidad Hochschule Sankt Georgen (Frankfurt) and a bachelor’s degree in Philosophy from Javeriana University.

Andres Eduardo Mantilla (47)Zarate (48) has served as the Director of the Colombian Petroleum Institute of Ecopetrol, the technology development center of the company, since September 2013. He holds a degree in Petroleum Engineering from Universidad Industrial de Santander, Colombia, a Master of Science degree in Petroleum Engineering from Stanford University, and a Ph.D. in Geophysics from Stanford University. His professional work includes the leadership and management of oil and gas technology development, demonstration and implementation teams. He had previously worked for Ecopetrol holding various positions between 1994 and 2006. Before rejoining Ecopetrol in 2013, he worked for BP Colombia, Marathon Oil Company and Maersk Oil. During his professional career, he has had exposure to exploration and production projects and the evaluation of new ventures in Colombia, the Gulf of Mexico, the North Sea, West Africa, South America and the Middle East.

Eduardo Uribe Botero (58)Aníbal Fernández de Soto Camacho (40)has served as Vice-President of Sustainable Development and Environmentalat Ecopetrol since August 2015. Mr. UribeSeptember 2018.  He is a lawyer who specializes in Economics from Los Andes University, and holds a master’s degree in Agricultural EngineeringPolitical Action, Institution-Building and Citizen Participation from CaldasFrancisco Vitoria University and Rey Juan Carlos I University, Madrid-Spain.  Educated in government affairs and public policies, Mr. Fernández de Soto served as an advisor of the Government and Congress of the Republic, as well as for management of political projects and as a master’srepresentative of science in Soil Chemistry and a Ph.D. in Fertility and Management of Tropical Soils. He has over 25 years of experiencethe private sector in the private and public sectors. In 1994, he was appointed the first Vice-Minister of the Environment in Colombia. In recent years hetrade field. He has served as a strategic, environmentalDeputy Minister for Policy and social advisor to companies and organizationsInternational Affairs in the fieldsMinistry of hydrocarbons, mining, energy, forestry, environmentalDefense, Deputy Minister for Rural Development in the Ministry of Agriculture, Deputy Minister for Participation and agribusiness throughRights Equality in the consulting firm Optim Consulting.Ministry of Internal Affairs, and Director of Security in the Ministry for Post-Conflict.  In the private sector, he was executive director of the Chamber of Beverage Industry of ANDI,Corporación Pensamiento Siglo XXI andFundación Democracia y Libertad.

Carlos Andrés Santos Nieto (40)(42)has been temporarily appointedserved as Vice-President of Supply and Services since FebruaryAugust 7, 2018. Prior to his appointment as Vice-President of Supply and Services, he was Procurement and Supply Chain Manager at Ecopetrol. Mr. Santos is an Economist from Universidad Externado de Colombia and holds a post-graduatepostgraduate degree in International Economics from the same institution and a college diploma course in Advanced Negotiations from Universidad CESA, several and has completed other negotiations training provided by BP in Colombia, Alaska and London. His latest position was Procurement and Supply Chain Manager at the Company. Prior to joining the Company, he served as Offshore Business Unit General Manager in Coremar Group and Procurement & Supply Chain Manager Drilling, Wells, Subsurface and Offshore in Equion Energia Limited (Former BP Exploration Colombia). He also served as Latin America Procurement Sourcing Manager for Merck Sharp & Dhome and Procurement & Supply Chain Manager Specialist for Quala Colombia S.A. He has held various positions within BP as PSCM Drilling & Wells Category Lead, Iraq SPU in London, PSCM Market Intelligence Lead & Deflation Project Lead in Alaska, PSCM Specialist D&W in Alaska, PSCM Specialist O&M in Colombia, PSCM Commercial Analyst in Colombia and PSCM Specialist Business Support in Colombia.

 

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Mónica Jiménez González (42)Ernesto Gutiérrez de Piñeres (45) has served as Secretary General of Ecopetrol SADigital Vice-President since July 2016. Ms. Jiménez holdsOctober 2018. Mr. Gutierrez de Piñeres is a law degreeSystems Engineer and Information Systems Management Specialist from University of Norte de Barranquilla, and holds an Executive MBA from Los Andes University. He has more than 19 years of experience as Director and Manager (CIO) of information technology areas in different multinational companies on multiple industry sectors, leading and developing high performance teams in Colombia, USA, Central and South America. Mr. Gutierrez de Piñeres is an executive with experience in transforming technology areas into business partners and generators of value for the Andes (Bogotá)organizations through technology-based innovation, team development and has been allowed to practice as a foreign lawyer in Canada. She holds a post-graduate degree in Civiltechnology strategies that leverage corporate strategy and State Responsibility from the Universidad Externado de Colombia and a Master of Science in Development Studies from the London School of Economics and Political Science (LSE). Before studying abroad, Ms. Jimenez worked as a lawyer at a Colombian law firm and then as lawyer advising the Minister and the Deputy Minister of Defense of Colombia in matters related to international law. Prior to returning to Colombia, she lived in Canada for 13 years, time during which she worked as a lawyer in a boutique law firm specialized in international law and then, in a major Canadian law firm in Vancouver, BC.competitive business.

 

None of our Directors, Executive Officers or executive officersmembers of senior management has any familial relationship with any Director, Executive Officer or executive officer.member of senior management.

 

7.6       Compensation of Directors and Management

7.6Compensation of Directors and Management

 

Based on a resolution adopted at our annual shareholders’ meeting in 2012, compensation for Directors’ attendance in person at meetings of the Board of Directors and/or committee meetings increased from the equivalent of four to six minimum monthly wage salaries, which totals approximately COP$4.44.9 million for 20172019 and COP$4.14.6 million for 2016.2018. See Note 3.129.1 to our consolidated financial statements for more details.

 

The total compensation paid to our Directors, executive officers and senior management active as of December 31, 20172018 during 20172018 amounted to COP$20.1223.73 billion. This includes amounts paid to certain of our Directors, executive officers and senior management pursuant to a bonus plan under which such persons are entitled to receive contingent compensation based on our company results for each full year. The contingent compensation ranges from 0% to 150% of each person’s base compensation based on our company performance.

 

Only one member of our executive officersmanagement team is eligible to receive pension and retirement benefits from us. The total amount set asiderecorded as of December 31, 2018 to provide pension and retirement benefits amounted to our eligible executive officers totals COP$5,4015,491 million.

 

7.7       Share Ownership of Directors and Executive Officers

7.7Share Ownership of Directors and Executive Officers

 

No individual Director or executive officer beneficially owns more than 1% of our outstanding shares.

 

The following executive officers own shares of Ecopetrol:

 

Table 6158 Executive Officers owning Ecopetrol’s shares

 

Executive Officer Shares  %  Shares(1)  % 
Felipe Bayón Pardo  8,418   0.00002047%  8,418   0.00002%
Héctor Manosalva  49,380   0.00012010%
Rafael Espinosa Rozo  7,200   0.00001751%
Jaime Eduardo Caballero Uribe  30,000   0.00007%

(1) As of March 28, 2019.

 

Under Colombian law, all of our shareholders have the same economic privileges and voting rights.

 

7.8       Controls and Procedures

7.8Controls and Procedures

 

Disclosure Controls and Procedures

 

As required by Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of December 31, 2017,2018, we evaluated the design and effectiveness of our financial disclosure controls and procedures under the supervision and participation of our management, including our Chief Executive Officer and Chief Financial Officer. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even if effective, disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

149

 

Based upon this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of the end of the period covered by this annual report, our disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed in the reports that we file and submit under the Securities Exchange Act of 1934 is recorded, summarized and reported as and when required and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 

155

Management’s Annual Report on Internal Control over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15(d)-15(f) under the Securities Exchange Act of 1934. Our internal control over financial reporting is a process designed under the supervision of our Chief Executive Officer and Chief Financial Officer, and affectedmonitored by our board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external reporting purposes in accordance with generally accepted accounting principles, and it includes those policies and procedures that:

 

·pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of our assets;

 

·provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorization of our management and directors; and

 

·provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, effective control over financial reporting cannot, and does not, provide absolute assurance of achieving our control objectives. Also, projection of any evaluation of the effectiveness of the internal controls to future periods is subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

 

As of the year ended December 31, 2017,2018, our management conducted an assessment of the effectiveness of our internal control over financial reporting in accordance with the criteria established in the publication “Internal Control – Integrated Framework (2013),, issued by the Committee of the Sponsoring Organizations of the Treadway Commission, as well as the rules set by the SEC in its Final Rule “Management’s Report on Internal Control Over Financial Reporting and Certification of Disclosure in Exchange Act Periodic Reports.”

 

Based on the assessment performed, management concluded that our internal control over financial reporting was effective as of the end of the period covered by this annual report.

 

The effectiveness of our internal control over financial reporting has been audited by Ernst & Young Audit S.A.S., an independent registered public accounting firm, as stated in their audit report accompanying our consolidated financial statements.

 

150

Audit and Non-Audit Fees

 

Our consolidated financial statements for the fiscal years ended December 31, 2018, 2017 and December 31, 2016 were audited by Ernst & Young Audit S.A.S. Our consolidated financial statements for the fiscal year ended December 31, 2015 were audited by PricewaterhouseCoopers Ltda.

The following table sets forth the fees billed to us by Ernst & Young Audit S.A.S. during the fiscal years ended December 31, 20172018 and December 31, 2016.2017.

 

Table 6259 – Fees Billed to us by Ernst & Young Audit S.A.S.

 

 As of December 31,  As of December 31, 
 2017  2016  2018  2017 
 (in millions of Colombian Pesos,
excluding 16% value added tax)
  

(in millions of Colombian Pesos, excluding

19% value added tax)

 
Audit fees  10,946   7,800   11,742   10,946 
Audit-related fees  167   538   19   167 
Tax fees  135   916   71   135 
All other fees  -   -       
Total  11,248   9,254   11,832   11,248 

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Audit Fees. The audit fees listed in the table above are the aggregated fees billed by Ernst & Young Audit S.A.S. in connection with their audits of our annual consolidated financial statements (IFRS), interim consolidated financial statements (under IFRS), statutory audits of Ecopetrol S.A. and its consolidated subsidiaries and some of its associate entities (under local GAAP) and review of periodic documents filed with the SEC. In addition, these audit fees include fees related to our independent auditors’ audits of our internal controls over financial reporting.

Audit-related Fees. The audit-related fees listed in the table above are the fees billed by Ernst & Young Audit S.A.S. in connection with their agreed-upon procedures of our variable compensation bonus system and its review procedures in connection with the offering document related to the SEC-registered bonds we reopened in 2016.

Tax Fees. TheFor 2018 the tax fees listed in the table above correspond to (i) advising some subsidiariesa conceptual analysis for a subsidiary about the tax consequences associated with new or proposed legislation and (ii) rendering advice to some subsidiariesbased on the likely tax consequences of proposed transactions andeconomic models prepared by the appropriate methods of structuring and reporting.subsidiary.

 

Changes in Internal Control over Financial Reporting

 

There were no changes made in our internal control over financial reporting during the year ended December 31, 20172018 that have materially affected or are reasonably likely to materially affect the Company’s internal controls over financial reporting.

 

Attestation Report of the Registered Public Accounting Firm

 

Ernst & Young Audit S.A.S.’s attestation report on our internal control over financial reporting is included in their audit report accompanying our consolidated financial statements. SeeReport of Independent Registered Public Accounting Firm to the consolidated financial statements.

 

Significant Changes

 

For a description of significant events since December 31, 2017,2018, please see Note 3532 to our consolidated financial statements.

 

151

8.Financial Statements

 

Ecopetrol S. A.S.A.

Consolidated Financial Statements

At December 31, 20172018 and 20162017 and for three years ended December 31, 2018, 2017 2016 and 20152016

 

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Index

 

Index
Report of Independent Registered Public Accounting Firm – Ernst & Young Audit S.A.S.F-2
  
Report of Independent Registered Public Accounting Firm – PriceWaterhouseCoopers Ltda.F-4F-3
  
Consolidated statement of financial positionF-5F-4
  
Consolidated statement of profit or lossF-6F-5
  
Consolidated statement of other comprehensive incomeF-7F-6
  
Consolidated statement of changes in equityF-8F-7
  
Consolidated statement of cash flowsF-9
1.Reporting entityF-10
   
1.Reporting entityF-11
 
2.Basis for presentationF-11F-10
   
3.Significant estimates and accounting judgmentsF-13F-12
   
4.Accounting policiesF-17
   
5.New accounting standards and regulatory changesF-34F-33
   
6.Cash and cash equivalentsF-38F-36
   
7.Trade and other receivables, netF-39F-37
   
8.Inventories, netF-37
9.Other financial assetsF-38
10.TaxesF-39
   
9.11.Other financial assetsF-40F-48
   
10.TaxesF-42
 
11.Equity instruments measured at fair valueF-49
12.Other assetsF-49
13.Assets held for sale and their related liabilitiesF-50
14.Investments in associates and joint venturesF-51F-48
   
15.13.Property, plant and equipmentF-54F-51
   
16.14.Natural and environmental resourcesF-53
15.Intangible assetsF-55
16.Impairment of long–term assetsF-56
   
17.IntangiblesGoodwillF-59F-61
   
18.Impairment of long-term assetsLoans and borrowingsF-60F-62
   
19.GoodwillF-65
20.LoansTrade and borrowingsother payablesF-66
   
20.Provisions for employees benefitsF-66
21.TradeAccrued liabilities and other payablesprovisionsF-70
   
22.Provisions for employees benefitsEquityF-71F-77
   
23.Accrued liabilities and provisionsSales revenueF-76F-79
   
24.EquityCost of salesF-80
25.Administrative, operations and project expensesF-80
26.Other operating income netF-81
   
25.27.Sales revenueFinancial result, netF-84F-81
   
26.28.Cost of salesRisk managementF-85F-82
   
27.29.Administration, operation and project expensesRelated partiesF-86F-90
   
28.30.Other operating income and (expenses), netJoint operationsF-86F-93
   
29.31.Financial result, netInformation by segmentsF-87F-96
   
30.Risk managementF-87
 
31.Related partiesF-95
32.Joint operationsF-98
33.Information by segmentsSubsequent eventsF-101
   
34.Contractual obligationsF-105
 
35.33.Subsequent eventsF-105
Supplemental information on oil and gas producing activities (unaudited)F-106F-101
  
Exhibit 1.1 – Consolidated subsidiaries, associates and joint venturesF-110F-105
  
Exhibit 2 - Conditions of the most significant loansF-113F-108

F-1

RReporteport of Independent Registered Public Accounting Firm

 

To the Shareholders and the Board of Directors of Ecopetrol S.A. and subsidiaries

 

Opinion on the Financial Statements

 

We have audited the accompanying consolidated statements of financial position of Ecopetrol S.A. and subsidiaries (the Company) as of December 31, 20172018 and 2016,2017, the related consolidated statements of profit or loss, comprehensive income, changes in equity, and cash flows, for each of the three years in the period ended December 31, 2017 and 2016,2018, and the related notes and financial statement schedules listed in exhibits 1 and 2 (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company at December 31, 20172018 and 2016,2017, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017 and 2016,2018, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.

 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2017,2018, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated April 19, 20185, 2019 expressed an unqualified opinion thereon.

 

Basis for Opinion

 

These financial statements are the responsibility of the Company‘s management. Our responsibility is to express an opinion on the Company‘s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

/s/ Ernst & Young Audit S.A.S. 
We have served as the Company‘s auditor since 2016. 
Bogota, Colombia 
April 19, 20185, 2019 

F-2


ReportReport of Independent Registered Public Accounting Firm

 

To the Shareholders and the Board of Directors of Ecopetrol S.A. and subsidiaries

 

Opinion on Internal Control over Financial Reporting

 

We have audited Ecopetrol S.A. and subsidiaries’ internal control over financial reporting as of December 31, 2017,2018, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Ecopetrol, S.A. and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2018, based on the COSO criteria.

 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial position of the Company as of December 31, 20172018 and 2016,2017, the related consolidated statements of profit or loss, comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2017 and 2016,2018, and the related notes and financial statement schedules onlisted in exhibits 1 and 2, and our report dated April 19, 20185, 2019 expressed an unqualified opinion thereon.

 

Basis for Opinion

 

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

 

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

 

Definition and Limitations of Internal Control Over Financial Reporting

 

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

/s/ Ernst & Young Audit S.A.S. 
Bogota, Colombia 
April 19, 20185, 2019 

F-3


Report of Independent Registered Public Accounting Firm

To the Board of Directors

And Shareholders of Ecopetrol S. A.

In our opinion, the accompanying consolidated statements of profit and loss, other comprehensive income, changes in equity and cash flows for the year ended December 31, 2015 present fairly, in all material respects, the results of operations and cash flows of Ecopetrol S.A. and its subsidiaries (the “Company”) for the year ended December 31, 2015, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers Ltda.

Bogotá, Colombia

April 28, 2016, except for the change in the manner in which the company presents dry wells in the consolidated statements of cash flows as to which the date is May 30, 2017.

F-4

Ecopetrol S.A.

Consolidated statement of financial position

(Figures expressed inIn millions of Colombian pesos)

 

    As of December 31, 
  Note 2017  2016 
Assets          
Current assets          
Cash and cash equivalents 6  7,945,885   8,410,467 
Trade and other receivables, net 7  6,098,918   4,212,701 
Inventories, net 8  4,601,396   3,841,901 
Other financial assets 9  2,967,878   5,315,537 
Current tax assets 10  625,374   1,129,098 
Equity instruments measured at fair value 11  -   51,610 
Other assets 12  880,425   1,035,632 
     23,119,876   23,996,946 
Assets held for sale 13  104,140   132,216 
Total current assets    23,224,016   24,129,162 
Non-current assets          
Investment in associates and joint ventures 14  1,330,460   1,552,694 
Trade and other receivables, net 7  777,132   729,410 
Property, plant and equipment 15  61,404,374   62,328,502 
Natural and environmental resources 16  21,308,265   22,341,047 
Intangible assets 17  380,226   272,132 
Deferred tax assets 10  4,016,161   4,248,014 
Other financial assets 9  3,565,847   1,371,358 
Goodwill 19  1,159,922   1,159,922 
Other assets 12  681,009   826,736 
Total non-current assets    94,623,396   94,829,815 
Total assets    117,847,412   118,958,977 
Liabilities          
Current Liabilities          
Loans and borrowings 20  5,144,504   4,126,203 
Trade and other payables 21  6,968,207   6,854,363 
Provisions for employee benefits 22  1,829,819   1,974,496 
Current tax liabilities 10  2,005,688   2,130,940 
Accrued liabilities and provisions 23  558,828   821,954 
Other liabilities    339,565   439,274 
     16,846,611   16,347,230 
Liabilities related to assets held for sale 13  -   40,128 
Total current liabilities    16,846,611   16,387,358 
           
Non-current liabilities          
Loans and borrowings 20  38,403,331   48,095,824 
Trade and other payables 21  29,469   23,893 
Provisions for employee benefits 22  6,502,475   3,901,082 
Deferred tax liabilities 10  1,333,280   1,639,703 
Accrued liabilities and provisions 23  5,978,621   5,095,916 
Other liabilities    537,926   254,700 
Total non-current liabilities    52,785,102   59,011,118 
Total liabilities    69,631,713   75,398,476 
           
Equity 24        
Subscribed and paid in capital    25,040,067   25,040,067 
Reserves    2,177,869   1,558,844 
Retained earnings    5,210,302   (402,462)
Other equity items    14,006,715   15,830,409 
Equity attributable to owners of parent    46,434,953   42,026,858 
Non-controlling interest    1,780,746   1,533,643 
Total equity    48,215,699   43,560,501 
Total liabilities and equity    117,847,412   118,958,977 

  As of December 31, 
  Note  2018  2017 
Assets         
Current assets            
Cash and cash equivalents  6   6,311,744   7,945,885 
Trade and other receivables, net  7   8,194,243   6,098,918 
Inventories, net  8   5,100,407   4,601,396 
Other financial assets  9   5,321,098   2,967,878 
Current tax assets  10   1,031,307   625,374 
Other assets  11   1,020,428   880,425 
       26,979,227   23,119,876 
Assets held for sale      51,385   104,140 
Total current assets      27,030,612   23,224,016 
Non–current assets            
Investment in associates and joint ventures  12   1,844,336   1,330,460 
Trade and other receivables, net  7   755,574   777,132 
Property, plant and equipment  13   62,799,983   61,404,374 
Natural and environmental resources  14   23,075,450   21,308,265 
Intangible assets  15   410,747   380,226 
Deferred tax assets  10   

3,879,427

   4,016,161 
Other financial assets  9   2,826,717   3,565,847 
Goodwill  17   1,159,922   1,159,922 
Other assets  11   860,730   681,009 
Total non–current assets      

97,612,886

   94,623,396 
Total assets      

124,643,498

   117,847,412 
Liabilities            
Current liabilities            
Loans and borrowings  18   4,019,927   5,144,504 
Trade and other payables  19   8,945,790   6,968,207 
Provisions for employee benefits  20   1,816,882   1,829,819 
Current tax liabilities  10   1,751,300   2,005,688 
Accrued liabilities and provisions  21   814,409   558,828 
Other liabilities      476,314   339,565 
Total current liabilities      17,824,622   16,846,611 
Non–current liabilities            
Loans and borrowings  18   34,042,718   38,403,331 
Trade and other payables  19   30,522   29,469 
Provisions for employee benefits  20   6,789,669   6,502,475 
Deferred tax liabilities  10   

1,337,943

   1,333,280 
Accrued liabilities and provisions  21   6,939,603   5,978,621 
Other liabilities      570,641   537,926 
Total non–current liabilities      

49,711,096

   52,785,102 
Total liabilities      

67,535,718

   69,631,713 
Equity  22         
Subscribed and paid in capital      25,040,067   25,040,067 
Additional paid in capital      6,607,699   6,607,700 
Reserves      5,138,895   2,177,869 
Other comprehensive income      8,380,761   7,399,015 
Retained earnings      9,970,492   5,210,302 
Equity attributable to owners of parent      55,137,914   46,434,953 
Non–controlling interest      1,969,866   1,780,746 
Total equity      57,107,780   48,215,699 
Total liabilities and equity      

124,643,498

   117,847,412 
F-5


Ecopetrol S.A.

Consolidated statement of profit or loss

(Expressed inIn millions of Colombian pesos, except for the earnings (loss) per share, which are expressed in fullColombian pesos)

 

    For the years ended December 31, 
  Note 2017  2016  2015 
            
Sales revenue 25  55,954,228   48,485,561   52,347,271 
Cost of sales 26  (36,908,325)  (34,251,423)  (36,994,516)
Gross profit    19,045,903   14,234,138   15,352,755 
               
Administrative expenses 27  (1,764,524)  (1,923,268)  (1,700,985)
Operations and project expenses 27  (2,926,065)  (2,751,687)  (4,034,268)
Recovery of (expense for) impairment of long-term assets, net 18  1,311,138   (928,747)  (7,864,875)
Other operating income, net 28  505,403   274,112   378,538 
Operating income    16,171,855   8,904,548   2,131,165 
               
Financial results, net 29            
Finance income    1,159,356   1,311,743   621,924 
Finance expenses    (3,660,601)  (3,463,540)  (2,718,414)
Foreign exchange gain (loss)    5,514   976,430   (5,566,614)
     (2,495,731)  (1,175,367)  (7,663,104)
               
Share of profits (losses) of associates and joint ventures 14  93,538   61,345   (46,687)
Profit (loss) before income tax expense    13,769,662   7,790,526   (5,578,626)
               
Income tax expense 10  (5,800,268)  (4,543,046)  (710,353)
Net profit (loss) for the period    7,969,394   3,247,480   (6,288,979)
               
Net profit (loss) attributable to:              
Owners of parent    7,178,539   2,447,881   (7,193,859)
Non-controlling interest    790,855   799,599   904,880 
     7,969,394   3,247,480   (6,288,979)
Basic and diluted earnings (loss) per share    174.6   59.5   (175.0)

  For the years ended December 31, 
  Note  2018  2017  2016 
Sales revenue  23   68,603,872   55,954,228   48,485,561 
Cost of sales  24   (41,184,379)  (36,908,325)  (34,251,423)
Gross profit      27,419,493   19,045,903   14,234,138 
Administrative expenses  25   (1,653,858)  (1,764,524)  (1,923,268)
Operations and project expenses  25   (2,903,132)  (2,926,065)  (2,751,687)

(Impairment loss) impairment reversal of long–lived assets, net

  16   (368,634)  1,311,138   (928,747)
Other operating (expenses) income, net  26   (35,455)  505,403   274,112 
Operating income      22,458,414   16,171,855   8,904,548 
Financial results, net  27             
Finance income      1,129,563   1,159,356   1,311,743 
Finance expenses      (3,512,161)  (3,660,601)  (3,463,540)
Foreign exchange gain      372,223   5,514   976,430 
       (2,010,375)  (2,495,731)  (1,175,367)
Share of profits of associates and joint ventures  12   165,836   93,538   61,345 
Profit before income tax expense      20,613,875   13,769,662   7,790,526 
Income tax expense  10   (8,258,485)  (5,800,268)  (4,543,046)
Net profit for the year      12,355,390   7,969,394   3,247,480 
Net profit attributable to:                
Owners of parent      11,381,386   7,178,539   2,447,881 
Non–controlling interest      974,004   790,855   799,599 
       12,355,390   7,969,394   3,247,480 
Basic and diluted earnings per share     

COP$

276.8  

COP$

174.6  

COP$

59.5 
F-6


Ecopetrol S.A.

Consolidated statement of other comprehensive income

(Figures expressed inIn millions of Colombian pesos)

 

  For the years ended  December 31, 
  2017  2016  2015 
       
Net profit (loss) for the period  7,969,394   3,247,480   (6,288,979)
             
Other comprehensive income            
             
Other comprehensive income to be reclassified to profit or loss in subsequent periods (net of taxes):            
             
Unrealized gain (loss) on hedges:            
Cash flow hedge for future exports  (84,837)  461,424   (217,291)
Hedge of a net investment in a foreign operation  57,997   (155,359)  - 
Cash flow hedge with derivative instruments  35,768   33,869   (60,083)
Equity instruments measured at fair value:            
Unrealized (loss) gain  (7,828)  126,205   (106,911)
Realized (loss) gain  -   (68,497)  (19,405)
Foreign currency translation  (257,147)  (925,981)  5,979,644 
   (256,047)  (528,339)  5,575,954 
Other comprehensive income not to be reclassified to profit or loss in subsequent periods (net of taxes):            
             
Remeasurement (loss) gain on defined benefit plans  (1,548,043)  (1,153,442)  1,404,602 
Others (losses) gains  (11,817)  (46,826)  58,643 
   (1,559,860)  (1,200,268)  1,463,245 
             
Other comprehensive income for the year, net of tax  (1,815,907)  (1,728,607)  7,039,199 
             
Total comprehensive income for the year, net of tax  6,153,487   1,518,873   750,220 
             
Comprehensive results attributable to:            
Owners of parent  5,353,778   784,658   (328,604)
Non-controlling interest  799,709   734,215   1,078,824 
   6,153,487   1,518,873   750,220 

  For the years ended December 31, 
  2018  2017  2016 
Net profit for the year  12,355,390   7,969,394   3,247,480 
Other comprehensive income            
Other comprehensive income that may be reclassified to profit or loss in subsequent periods (net of taxes):            
Unrealized gain (loss) on hedges:            
Cash flow hedge for future exports (Note 28.1.2)  (533,374)  (84,837)  461,424 
Hedge of a net investment in a foreign operation (Note 28.1.3)  (971,954)  57,997   (155,359)
Cash flow hedge with derivative instruments (Note 28.1.4)  (52,174)  35,768   33,869 
Equity instruments measured at fair value:            
Unrealized (loss) gain  -   (7,828)  126,205 
Realized loss  -      (68,497)
Foreign currency translation  2,599,242   (257,147)  (925,981)
   1,041,740   (256,047)  (528,339)
Other comprehensive income that will not to be reclassified to profit or loss in subsequent periods (net of taxes):            
Remeasurement loss on defined benefit plans (Note 20.1)  (4,290)  (1,548,043)  (1,153,442)
Other losses  -   (11,817)  (46,826)
   (4,290)  (1,559,860)  (1,200,268)
Other comprehensive income (loss) for the year, net of tax  1,037,450   (1,815,907)  (1,728,607)
Total comprehensive income for the year, net of tax  13,392,840   6,153,487   1,518,873 
Comprehensive income attributable to:            
Owners of parent  12,363,132   5,353,778   784,658 
Non–controlling interest  1,029,708   799,709   734,215 
   13,392,840   6,153,487   1,518,873 
F-7


Ecopetrol S.A.

Consolidated statement of changes in equity

(Figures expressed inIn millions of Colombian pesos)

 

   Attributable to owners of parent          Attributable to owners of parent      
 Note Subscribed and
paid-in capital
  Additional
paid-in capital
  Reserves  Other
comprehensive
income
  Retained
earnings
  Total  Non-controlling
interest
  Total equity  Note  

Subscribed

and paid–

in capital

  

Additional

paid–in

capital

  Reserves  

Other

comprehensive

income

  

Retained

earnings

  Total  

Non–

controlling

interest

  

Total

equity

 
Balance as of December 31, 2016    25,040,067   6,607,699   1,558,844   9,222,710   (402,462)  42,026,858   1,533,643   43,560,501 
Net income  -   -   -   -   7,178,539   7,178,539   790,855   7,969,394 
Balance as of December 31, 2017      25,040,067   6,607,700   2,177,869   7,399,015   5,210,302   46,434,953   1,780,746   48,215,699 
Net profit                  11,381,386   11,381,386   974,004   12,355,390 
Dividends declared 24.4  -   -   -   -   (945,684)  (945,684)  (551,494)  (1,497,178)  22.4               (3,659,386)  (3,659,386)  (840,626)  (4,500,012)
Release of reserves, net  -   -   619,025   -   (619,025)  -   -   - 
Appropriation of reserves, net            2,961,026      (2,961,026)         
Other movements  -   1   -   2   (1,066)  (1,063)  (48)  (1,111)         (1)        (784)  (785)  38   (747)
Other comprehensive income:                                                                      
Gain (loss) on hedging instruments:                                                                    
Cash flow hedge for future exports    -   -   -   (84,837)  -   (84,837)  -   (84,837)               (533,374)     (533,374)     (533,374)
Hedge of a net investment in a foreign operation    -   -   -   57,997   -   57,997   -   57,997                (971,954)     (971,954)     (971,954)
Cash flow hedge with derivative instruments    -   -   -   25,984   -   25,984   9,784   35,768                (37,904)     (37,904)  (14,270)  (52,174)
Loss on equity instruments measured at fair value 11  -   -   -   (7,828)  -   (7,828)  -   (7,828)
Foreign currency translation    -   -   -   (255,153)  -   (255,153)  (1,994)  (257,147)               2,529,268      2,529,268   69,974   2,599,242 
Actuarial valuation losses    -   -   -   (1,548,043)  -   (1,548,043)  -   (1,548,043)
Other movements  -   -   -   (11,817)  -   (11,817)  -   (11,817)
Balance as of December 31, 2017   25,040,067   6,607,700   2,177,869   7,399,015   5,210,302   46,434,953   1,780,746   48,215,699 
Remeasurement loss on defined benefit plans               (4,290)     (4,290)     (4,290)
Balance as of December 31, 2018      25,040,067   6,607,699   5,138,895   8,380,761   9,970,492   55,137,914   1,969,866   57,107,780 

 

    Attributable to owners of parent       
  Note Subscribed and
paid-in capital
  Additional
paid-in
capital
  Reserves  Other
comprehensive
income
  Retained
earnings
  Total  Non-controlling
interest
  Total equity 
Balance as of December 31, 2015    25,040,067   6,607,699   5,546,570   10,846,004   (6,814,432)  41,225,908   1,875,055   43,100,963 
Net income    -   -   -   -   2,447,881   2,447,881   799,599   3,247,480 
Dividends declared                            (1,029,612)  (1,029,612)
Legal reserve used to offset previous year loss 24  -   -   (3,869,907)  -   3,869,907   -   -   - 
Appropriation of reserves, net    -   -   (117,819)  -   117,819   -   -   - 
Other movements    -   -   -   -   (23,637)  (23,637)  (6,086)  (29,723)
Other comprehensive income                                  
Gain (loss) on hedging instruments:                                  
Cash flow hedge for future exports 31  -   -   -   461,424   -   461,424   -   461,424 
Hedge of a net investment in a foreign operation 31  -   -   -   (155,359)  -   (155,359)  -   (155,359)
Cash flow hedge with derivative instruments    -   -   -   24,546   -   24,546   9,323   33,869 
Net fair value gain on equity instruments measured at fair value 11  -   -   -   57,708   -   57,708   -   57,708 
Foreign currency translation    -   -   -   (811,345)  -   (811,345)  (114,636)  (925,981)
Actuarial valuation losses 22  -   -   -   (1,153,442)  -   (1,153,442)  -   (1,153,442)
Other movements    -   -   -   (46,826)  -   (46,826)  -   (46,826)
Balance as of December 31, 2016    25,040,067   6,607,699   1,558,844   9,222,710   (402,462)  42,026,858   1,533,643   43,560,501 

     Attributable to owners of parent       
  Note  

Subscribed

and paid–

in capital

  

Additional

paid–in

capital

  Reserves  

Other

comprehensive

income

  

Retained

earnings

  Total  

Non–

controlling

interest

  

Total

equity

 
Balance as of December 31, 2016      25,040,067   6,607,699   1,558,844   9,222,710   (402,462)  42,026,858   1,533,643   43,560,501 
Net profit                  7,178,539   7,178,539   790,855   7,969,394 
Dividends declared  22.4               (945,684)  (945,684)  (551,494)  (1,497,178)
Appropriation of reserves, net            619,025      (619,025)         
Other movements         1      2   (1,066)  (1,063)  (48)  (1,111)
Other comprehensive income:                                    
Gain (loss) on hedging instruments                                    
Cash flow hedge for future exports               (84,837)     (84,837)     (84,837)
Hedge of a net investment in a foreign operation               57,997      57,997      57,997 
Cash flow hedge with derivative instruments               25,984      25,984   9,784   35,768 
Loss on equity instruments measured at fair value              (7,828)     (7,828)     (7,828)
Foreign currency translation               (255,153)     (255,153)  (1,994)  (257,147)
Remeasurement loss on defined benefit plans               (1,548,043)     (1,548,043)     (1,548,043)
Other movements               (11,817)     (11,817)     (11,817)
Balance as of December 31, 2017      25,040,067   6,607,700   2,177,869   7,399,015   5,210,302   46,434,953   1,780,746   48,215,699 
F-8

Ecopetrol S.A.

Consolidated statement of changes in equity

(Figures expressed inIn millions of Colombian pesos)

 

    Attributable to owners of parent       
  Notes Subscribed and
paid-in capital
  Additional
paid-in
capital
  Reserves  Other
comprehensive
income
  Retained
earnings
  Total  Non-
controlling
interest
  Total
equity
 
Balance as of December 31, 2014    10,279,175   6,607,612   17,963,370   3,980,749   8,192,040   47,022,946   1,511,282   48,534,228 
Net income    -   -   -   -   (7,193,859)  (7,193,859)  904,880   (6,288,979)
Dividends declared 24  -   -   -   -   (5,468,521)  (5,468,521)  (715,051)  (6,183,572)
Appropriation of reserves, net    -   -   2,344,095       (2,344,095)  -         
Capitalization of reserves    14,760,895   -   (14,760,895)  -   -   -   -   - 
Other movements    (3)  87   -   -   3   87   -   87 
Other comprehensive income                                  
Loss on hedging instruments:                                  
Cash flow hedge for future exports 31  -   -   -   (217,291)  -   (217,291)  -   (217,291)
Cash flow hedge with derivative instruments    -   -   -   (43,590)  -   (43,590)  (16,493)  (60,083)
Net fair value (loss) on equity instruments measured at fair value 11  -   -   -   (126,316)  -   (126,316)  -   (126,316)
Foreign currency translation    -   -   -   5,789,207   -   5,789,207   190,437   5,979,644 
Actuarial valuation gains 22  -   -   -   1,404,602   -   1,404,602   -   1,404,602 
Other movements    -   -   -   58,643   -   58,643   -   58,643 
Balance as of December 31, 2015    25,040,067   6,607,699   5,546,570   10,846,004   (6,814,432)  41,225,908   1,875,055   43,100,963 

     Attributable to owners of parent       
  Note  

Subscribed

and

paid–in

capital

  

Additional

paid–in

capital

  Reserves  

Other

comprehensive

income

  

Retained

earnings

  Total  

Non–

controlling

interest

  

Total

equity

 
Balance as of December 31, 2015      25,040,067   6,607,699   5,546,570   10,846,004   (6,814,432)  41,225,908   1,875,055   43,100,963 
Net profit                  2,447,881   2,447,881   799,599   3,247,480 
Dividends declared                              (1,029,612)  (1,029,612)
Legal reserve used to offset previous year loss            (3,869,907)     3,869,907          
Appropriation of reserves, net            (117,819)     117,819          
Other movements                  (23,637)  (23,637)  (6,086)  (29,723)
Other comprehensive income                                    
Gain (loss) on hedging instruments:                                    
Cash flow hedge for future exports               461,424      461,424      461,424 
Hedge of a net investment in a foreign operation               (155,359)     (155,359)     (155,359)
Cash flow hedge with derivative instruments               24,546      24,546   9,323   33,869 
Net fair value gain on equity instruments measured at fair value               57,708      57,708      57,708 
Foreign currency translation               (811,345)     (811,345)  (114,636)  (925,981)
Remeasurement loss on defined benefit plans               (1,153,442)     (1,153,442)     (1,153,442)
Other movements               (46,826)     (46,826)     (46,826)
Balance as of December 31, 2016      25,040,067   6,607,699   1,558,844   9,222,710   (402,462)  42,026,858   1,533,643   43,560,501 
F-9


Ecopetrol S.A.

Consolidated statement of cash flows

(Figures expressed inIn millions of Colombian pesos)

 

    For the years ended December 31, 
  Note 2017  2016  2015 
Cash flow provided by operating activities:              
Net profit (loss) for the period    7,969,394   3,247,480   (6,288,979)
Adjustments to reconcile the net profit (loss) to net cash provided by operating activities:              
Income tax expense 10  5,800,268   4,543,046   710,353 
Depreciation, depletion and amortization 15,16,17  8,281,347   7,607,000   6,770,358 
Foreign exchange loss 29  (5,514)  (976,430)  5,566,614 
Finance cost of loans and borrowings 29  2,385,994   2,765,024   1,768,618 
Finance cost of post-employment benefits and abandonment costs 29  753,047   580,491   627,827 
Dry wells 16  898,264   342,691   1,266,440 
Loss on disposal of non-current assets    26,686   78,990   59,932 
Gain in acquisition of interests in joint operations 32.3  (451,095)  -   - 
Loss on (recovery of) impairment of short term assets    30,600   74,393   (8,698)
(Recovery of) loss on impairment of long term assets 18  (1,311,138)  928,747   7,864,875 
Gain on fair value adjustment of financial assets    (104,706)  (59,593)  (109,673)
Share of profit (loss) of associates and joint ventures 14  (93,538)  (61,345)  46,687 
Net gain on the sale of assets held for sale    (166,389)  -   - 
Gain on sale of equity instruments measured at fair value    (13,236)  (47,129)  (72,339)
Hedge ineffectiveness    8,918   -   - 
Realized foreign exchange cash flow hedges 25  (160,772)  (33,074)  (7,646)
Income tax paid    (4,217,303)  (4,347,364)  (3,148,028)
Net change in operational assets and liabilities:              
Trade and other receivables    (2,189,473)  (1,400,583)  751,031 
Inventories    (323,626)  (217,198)  (183,231)
Trade and other payables    21,417   (619,131)  (2,202,808)
Tax assets and liabilities    (493,533)  2,547,232   (1,964,995)
Provisions for employee benefits    (227,384)  (11,677)  (206,444)
Provisions and contingencies    104,135   (827,153)  (216,939)
Other assets and liabilities    451,263   118,523   654,960 
Net cash generated by operating activities    16,973,626   14,232,940   11,677,915 
Cash flow from investing activities:              
Investment in property, plant and equipment 15  (2,363,283)  (3,646,929)  (8,548,933)
Investment in natural and environmental resources 16  (3,426,405)  (2,121,295)  (6,856,761)
Acquisition of interests in joint operations 32.3  (141,950)  -   - 
Acquisitions of intangibles 17  (175,868)  (69,253)  (112,255)
Sales (purchases) of other financial asset    564,754   (5,446,507)  1,208,898 
Interests received    405,562   386,001   293,507 
Dividends received    270,136   437,803   423,856 
Proceeds from sales of assets held for sale    159,041   -   - 
Proceeds from sales of equity instruments measured at fair value 11  56,930   966,715   613,998 
Proceeds from sales of property, plant and equipment    267,324   109,896   166,211 
Net cash used in investment activities    (4,383,759)  (9,383,569)  (12,811,479)
Cash flow used in financing activities:              
Proceeds from borrowings    444,827   4,594,640   10,985,933 
Repayment of borrowings    (9,007,340)  (3,149,917)  (4,903,592)
Interest payments    (2,696,979)  (2,495,446)  (1,981,127)
Capitalizations    -   -   3 
Dividends paid    (1,504,647)  (1,712,298)  (5,493,400)
Net cash used in financing activities    (12,764,139)  (2,763,021)  (1,392,183)
Exchange difference in cash and cash equivalents    (290,310)  (226,333)  1,458,019 
Net (decrease) increase in cash and cash equivalents    (464,582)  1,860,017   (1,067,728)
Cash and cash equivalents at the beginning of the year    8,410,467   6,550,450   7,618,178 
Cash and cash equivalent at the end of the year 6  7,945,885   8,410,467   6,550,450 
               
Non-cash transactions              
Capitalization of reserves    -   -   14,760,895 
Payment of income tax through the offset of balances in favor    -   656,121   894,451 

     For the years ended December 31, 
  Note  2018  2017  2016 
Cash flow provided by operating activities:                
Net profit for the period      12,355,390   7,969,394   3,247,480 
Adjustments to reconcile the net profit to net cash provided by operating activities:                
Income tax expense  10   8,258,485   5,800,268   4,543,046 
Depreciation, depletion and amortization  13,14,15   7,704,850   8,281,347   7,607,000 
Foreign exchange loss  27   (372,223)  (5,514)  (976,430)
Finance cost of loans and borrowings  27   2,399,414   2,385,994   2,765,024 
Finance cost of post–employment benefits and abandonment costs  27   668,782   753,047   580,491 
Dry wells  14   898,924   898,264   342,691 
(Gain) loss on disposal of non–current assets      

75,835

  26,686   78,990 
Loss (gain) on acquisition of interests in joint operations  30.3   12,065   (451,095)   
Loss on impairment of short–term assets      136,044   30,600   74,393 
Impairment loss (impairment reversal) of long–lived assets  16   368,634   (1,311,138)  928,747 
Gain on fair value adjustment of financial assets      (92,906)  (104,706)  (59,593)
Share of profit of associates and joint ventures  12   (165,836)  (93,538)  (61,345)
Net gain on the sale of assets held for sale        (166,389)   
Gain on sale of equity instruments measured at fair value         (13,236)  (47,129)
Hedge ineffectiveness      35,239   8,918    
Realized foreign exchange cash flow hedges  23   (128,404)  (160,772)  (33,074)
Income tax paid      (6,650,116)  (4,217,303)  (4,347,364)
Net change in operational assets and liabilities:                
Trade and other receivables      

(2,039,161

)  (2,189,473)  (1,400,583)
Inventories      (448,135)  (323,626)  (217,198)
Trade and other payables      1,355,175   21,417   (619,131)
Tax assets and liabilities      (1,413,915)  (493,533)  2,547,232 
Provisions for employee benefits      (181,060)  (227,384)  (11,677)
Provisions and contingencies      

(89,345

)  104,135   (827,153)
Other assets and liabilities      (218,542)  451,263   118,523 
Net cash generated by operating activities      

22,469,194

   16,973,626   14,232,940 
Cash flow from investing activities:                
Investment in property, plant and equipment  13   (3,302,929)  (2,363,283)  (3,646,929)
Investment in natural and environmental resources  14   (5,051,828)  (3,426,405)  (2,121,295)
Acquisition of interests in joint operations      -   (141,950)   
Acquisitions of intangibles  15   (105,669)  (175,868)  (69,253)
(Purchases) sales of other financial asset      (843,612)  564,754   (5,446,507)
Interests received      383,624   405,562   386,001 
Dividends received      108,991   270,136   437,803 
Proceeds from sales of assets held for sale         159,041    
Proceeds from sales of equity instruments measured at fair value         56,930   966,715 
Proceeds from sales of property, plant and equipment      

92,620

   267,324   109,896 
Net cash used in investment activities      

(8,718,803

)  (4,383,759)  (9,383,569)
Cash flow used in financing activities:                
Proceeds from borrowings      517,747   444,827   4,594,640 
Repayment of borrowings      (9,270,262)  (9,007,340)  (3,149,917)
Interest payments      (2,610,562)  (2,696,979)  (2,495,446)
Dividends paid      (4,427,701)  (1,504,647)  (1,712,298)
Net cash used in financing activities      (15,790,778)  (12,764,139)  (2,763,021)
Exchange difference in cash and cash equivalents      406,246   (290,310)  (226,333)
Net (decrease) increase in cash and cash equivalents      (1,634,141)  (464,582)  1,860,017 
Cash and cash equivalents at the beginning of the year      7,945,885   8,410,467   6,550,450 
Cash and cash equivalent at the end of the year  6   6,311,744   7,945,885   8,410,467 
                 

Non-cash transactions

                
Offsetting of income tax through the use of balances in favor            

656,121

 
F-10

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

1.Reporting entity

 

Ecopetrol S.A. (“Ecopetrol”) is a mixed economy company, of a commercial nature, incorporated in 1948 in Bogotá - Colombia, parent company of the Ecopetrol Business Group. Its corporate purpose is to conduct commercial or industrial activities related to the exploration, exploitation, production, refining, transportation, storage, distribution and commercialization of hydrocarbons and their derivatives and products, directly or through its subsidiaries (collectively referred to as "Ecopetrol“Ecopetrol Business Group"Group”).

 

11.51% of Ecopetrol shares are publicly traded on the Stock Exchanges of Colombia and New York. The remaining shares (88.49% of the total outstanding shares) are owned by the Colombian Ministry of Finance and Public Credit.

 

The address of the main office of Ecopetrol is Bogotá - Colombia, Carrera 13 No. 36 - 24.

 

2.Basis for presentation

 

2.1Statement of compliance and authorization of financial statements

 

TheseThe consolidated financial statements of Ecopetrol and its subsidiaries as of December 31, 20172018 and 20162017 and for the years ended December 31, 2018, 2017 2016 and 20152016 have been prepared in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB).

 

Accounting policies described in Note 4 have been applied consistently in all periods.years presented.

 

These consolidated financial statements were approved and authorized for issuance by the Board of Directors of Ecopetrol on April 19, 2018.5, 2019.

 

2.2Basis for consolidation

 

The consolidated financial statements were prepared by consolidating all companies set out in Exhibit 1, which are those over which Ecopetrol exercises direct or indirect control. Control is achieved when the Ecopetrol Business Group:

 

§·Hashas power over the investee (including rights to manage relevant activities);

§·Isis exposed, or has the rights, to variable returns from its involvement with the investee; and

§·Hashas the ability to use its power to affect its operational returns. This instance occurs when the Ecopetrol Business Group has less than a majority of the voting rights of an investee, and it still has the power over the investee to provide it with the practical ability to direct the relevant activities of the investee unilaterally. The Ecopetrol Business Group considers all relevant facts and circumstances in assessing whether or not the Company’s voting rights in an investee are sufficient or not to give it power, including:

 

a)Thethe percentage of the Group'sEcopetrol Business Group’s voting rights relative to the size and apportionment of the shares of other vote holders;

b)Potentialpotential voting rights held by the Ecopetrol Business Group, other vote holders or other parties;

c)Rightsrights arising from other contractual arrangements; and

d)Anyany additional facts and circumstances that indicate that the Ecopetrol Business Group has, or does not have, the current ability to direct the relevant activities, at the time that decisions need to be made, including voting patterns at previous shareholders´shareholders’ meetings.

 

Subsidiaries are consolidated from the date on which control is obtained until the date that such control ceases.

 

F-11

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

All inter-companyinter–company assets and liabilities, equity, income, expenses and cash flows relating to transactions between entities of the Ecopetrol Business Group were eliminated on consolidation. Unrealized losses are also eliminated. Non-controllingNon–controlling interest represents the proportion of profit, other comprehensive income and net assets in subsidiaries that are not attributable to Ecopetrol shareholders.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The following subsidiaries were incorporated in 2017:the years indicated:

 

2018

a)§Ecopetrol Energía S.A.S. E.S.P: whose corporate purpose is the commercialization of electric power for the Ecopetrol Business Group. Ecopetrol holds a 99% direct interest in the subsidiary, and indirect interest of the remaining 1% through Andean Chemicals Ltd.

2017

§Esenttia Resinas del Perú SAC:SAC wholly-owned: wholly–owned subsidiary in Refining whose corporate purpose is the commercialization of polypropylene resins and master batches in Peru.

b)§ECP Hidrocarburos México S.A. de CV: wholly-ownedwholly–owned subsidiary, in Exploration and Production, engaged in operating oil contracts in Mexico, starting with blocks 6 and 8 of Round 2.1 in shallow waters.

 

2.3Measurement basis

 

The consolidated financial statements have been prepared on a historical cost basis, except for financial assets and liabilities that are measured at fair value through profit or loss and/or changes in other comprehensive income at the end of each reporting period, as explained in the accounting policies included below.

 

Historical cost is generally based on fair value of the consideration given in exchange for goods and services.

 

The fair value is the price that would be received from selling an asset or that would be paid for transferring a liability among market participants, in an orderly transaction, on the date of measurement. When estimating the fair value, the Ecopetrol Business Group uses assumptions that market participants would use for pricing an asset or liability at current market conditions, including risk assumptions.

 

2.4Functional and presentation currency

 

The consolidated financial statements are presented in Colombian Pesos, which is the Ecopetrol’s functional currency. For each Ecopetrol Business Group entity its functional currency is determined based of the main economic environment where it operates.

 

The statements of profit or loss and cash flows of subsidiaries with functional currencies different from Ecopetrol S.A.’s functional currency are translated at the exchange rates on the dates of the transaction or based on the monthly average exchange rate. Assets and liabilities are translated at the closing rate, and other equity items are translated at exchange rates at the time of the transaction. All resulting exchange differences are recognized in other comprehensive income. On disposal of all or significant part of a foreign operation, the cumulative translation adjustment related to the particular foreign operation is reclassified to profit or loss.

 

The financial statements are presented in Colombian pesos rounded up to the closest million unit (COP 000,000) except when otherwise indicated.

 

2.5Foreign currency

 

Transactions in foreign currencies are initially recorded by the Ecopetrol Business Group’s entities at their respective functional currency spot rates at the transactions date. Monetary items denominated in foreign currencies are translated at the functional currency spot rates prevailing at the reporting date. Differences arising on settlement or translation or monetary items are recognized in profit or loss, in financial results, net, except those resulting from the conversion of loans and borrowings designated as cash flow hedges or net investment in a foreign operation hedge, which are recognized in other comprehensive income within equity. When the hedged item affects the financial results, exchange differences accumulated in equity are reclassified to profit or loss as part of operating results.

F-12

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Non-monetaryNon–monetary items measured at fair value that are denominated in a foreign currency are translated using the exchange rates prevailing on the date when the fair value is determined. The gain or loss arising on translation of non-monetarynon–monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item.

 

2.6Classification of assets and liabilities as current and non-currentnon–current

 

The Ecopetrol Business Group presents assets and liabilities in the consolidated statement of financial position based on whether assets are classified as current or non-current.non–current.

 

An asset or liability is classified as current when:

 

§·It is expected to be realized or intended to be sold or consumed (or expected to be settled, in the case of liabilities) in the ordinary course of business;

§·Held mainly for the purpose of trading;

§·Expected to maturebe realised (or to be settled, in the case of liabilities) within twelve months after the reporting perior; or less; and,

§·CashIn the case of the assets, it is cash or a cash equivalent, unless the exchange of such assetrestricted from being exchanged or liability is restricted or to be used to settle a liability more thanfor at least twelve months after the reporting period;period ; or

§·In the case of a liability,liabilities, there is no unconditional right to defer settlement of the liability untilfor at least twelve months after the reporting period.

 

Other assets and liabilities are classified as non-current.non–current.

 

Deferred tax assets and liabilities are classified as non-currentnon–current assets and liabilities.

 

2.7Earnings (loss) per share (basic and diluted)

 

Basic earnings (loss) per share is calculated by dividing the profit for the year attributable to equity holders of Ecopetrol S.A., the parent company, by the weighted average number of ordinary shares outstanding during the year. There is no potential dilution of shares.

 

2.8Reclassifications

As of December 31, 2017, the Group changed the presentation of deferred tax assets and liabilities balances by offsetting deferred tax balances levied by the same taxation authority. As a result, the Group reclassified the corresponding amounts as of December 31, 2016 to conform them to the current year's presentation, which had an immaterial impact in the deferred tax assets and deferred tax liabilities line items as of December 31, 2016. In addition, such reclassifications did not have an impact in the statements of cash flows, profit or loss and changes in equity for the year ended December 31, 2016. See additional details in Note 10 - Taxes.

3.Significant estimates and accounting judgments

 

The preparation of the consolidated financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of assets, liabilities, sales revenues, costs and commitments recognized in the financial statements and the accompanying disclosures. The Ecopetrol Business Group based its assumptions and estimates on parameters available when thethese consolidated financial statements were prepared. Uncertainty about these assumptions and estimates could result in outcomes that required a material adjustment to the carrying amount of assets or liabilities affected in future periods. Changes in estimates are adjusted prospectively in the period in which the estimate is revised.

 

F-13

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

In the process of applying the Ecopetrol Business Group’s accounting policies, management has made the following judgments and estimates which have the most significant impact on the amounts recognized in the consolidated financial statements:

 

3.1Oil and gas reserves

 

Hydrocarbon reserves are estimates of the amount of hydrocarbons that can be economically and legally extracted from the Ecopetrol Business Group’s oil and gas properties.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The reserves estimation is conductedperformed annually as of December 31 in accordance with the United States Securities and Exchange Commission (SEC) definitions and rules set forth in Rule 4-10(a)4–10(a) of SEC Regulation S-XS–X and the disclosure guidelines contained in the SEC final rule - Modernization of Oil and Gas Reporting.

 

As required by current regulations, the future estimated date on which a field will no longer produce for economic reasons, is based on actual costs and average of crude prices (calculated as the arithmetical average of prices on the first day of the past 12 months). The estimated date for end of production will affect the amount of reserves, unless the prices have been defined by contractual agreements; therefore, if the prices and costs change from one year to the other,next, the proved reserves estimate also changes. Generally, our proved reserves decrease as prices go down and increase when prices go up.

 

Reserves estimation is an inherently complex process and it involves professional judgments. Reserves estimations are prepared using geological, technical and economic factors, including projections of future production rates, oil prices, engineering data and duration and amount of future investments, and they imply a certain degree of uncertainty. These estimations reflect the regulatory and market conditions existing on the date of reporting, which could significantly differ from other conditions during the year or in future periods. Any changes in regulatory and/or market conditions and assumptions could materially affect the reserves estimation.

 

Impact of oil reserves and natural gas in depreciation and depletion

 

Changes to estimations for proven developed reserves may affect the carrying amounts of exploration and production assets, natural resources and environment, goodwill, liabilities for dismantling and depreciation, depletion and amortization. With all other variables remaining unchanged, a decrease in estimated proven reserves would increase, prospectively, depreciation, depletion and amortization costs, while an increase in reserves would reduce depreciation and amortization expenses, as depreciation, depletion and amortization charges are calculated using the units of production method.

 

Information about the carrying amounts of exploration and production assets and the amounts charged to income, including depreciation, depletion and amortization, is presented in Notes 1513 and 16.14.

 

3.2AssetAssets impairment (recovery)

 

Management uses its professional judgment in assessing the existence of evidence of an expense for (recovery of) impairment loss or reversal, based on internal and external factors.

 

When an indicator of impairment or reversal of a prior periods impairment exists, the Ecopetrol Business Group estimates the recoverable amount of the cash generating units (CGU), which is considered the greater of fair value less costs of disposal and the value in use.

F-14

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The assessments require the use of estimates and assumptions, such as, among other factors: (1) estimation of the volumes and market value of oil and natural gas reserves; (2) production profiles for oilfields and the future production of refined and chemicalpetrochemical products; (3) investments, taxes and future costs; (4) useful life of assets; (5) long-termlong–term prices; (6) the discount rate, which is revised annually and determined as the weighted average cost of capital (WACC); and (7) changes in environmental regulation. The recoverable amount is compared to the carrying amount of the asset, thus determining whether the asset is impaired or if the impairment recognized in prior periods should be reversed.

 

A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the assets or in the CGU’s recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of an asset or CGU, other than goodwill, does not exceed either its recoverable amount, or the carrying amount that would have been determined (net of amortization or depreciation) had no impairment loss been recognized for the asset or CGU in prior periods.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Future oil price assumptions are estimated at current market conditions. Expected production volumes, which comprise proven unproved, probable and unprovedpossible reserves are used for impairment testing because management believes this to be the most appropriate indicator of expected future cash flows, which would also be considered by market participants. Reserves estimates are inherently imprecise and subject to risk and uncertainty. Furthermore, projections about unproved volumes are based on information that is necessarily less robust than what is available for mature reservoirs.

 

These estimates and assumptions are subject to risk and uncertainty. Therefore, there is a possibility that changes in circumstances will impact these projections, which may also impact the recoverable amount of assets and/or CGUs, hence, may also affect the recognition of an impairment loss or the reversal of prior period impairment amounts.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

3.3Exploration and evaluation costs

 

The application of the Ecopetrol Business Group’s accounting policy for exploration and evaluation costs requires judgment in order to determine whether future economic benefits are likely, either from future exploitation or sale, or whether activities have not reached a stage which permits a reasonable assessment of the existence of reserves. Certain exploration and evaluation costs are initially capitalized when it is expected that commercially viable reserves will result. The Ecopetrol Business Group uses its professional judgment of future events and circumstances and makes estimates in order to annually assess the generation of future economic benefits for extracting oil resources, as well as technical and commercial analyses to confirm its intention of continuing their development. Changes regarding available information, such as drilling success level or changes in the project'sproject’s economics, production costs, and investment levels, as well as other factors, may result in capitalized exploration drilling costs being recognized in profit or loss for the period. The expenses for dry wells is included in operating activities in the consolidated statement of cash flows.

 

3.4Determination of cash generating units (CGU)

 

The allocation of assets in cash generating units requires significant judgment, as well as assessments regarding integration among assets, the existence of active markets, and similar exposure to market risk, shared infrastructure, and the way in which management monitors the operations. See Note 4.12 - Impairmentimpairment of non-financialnon–financial assets for more information.

 

3.5Abandonment and dismantling costs of fields and other facilities

 

According to environmental and oil regulations, the Ecopetrol Business Group is required to bear the costs for the abandonment of oil extraction and transportation facilities, which include the cost of plugging and abandoning wells, dismantling facilities, and environmental remediation in the affected areas.

F-15

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Estimated abandonment and dismantling costs are recorded at the time of the installation of the assets and are reviewed annually.

 

The calculations for these estimations are complex and involve significant judgments by Management. The ultimate decommissioning costs are uncertain and cost estimates can vary in response to many factors, including changes to relevant legal requirements, the emergence of new restoration techniques or experience at other production sites. The expected timing, extent and amount of expenditure may also change, for example, in response to changes in internal cost projections, changes in reserve estimates, future inflation rates and discount rates. The Ecopetrol Business Group considers that the abandonment and dismantling costs are reasonable, based on the experience of the Ecopetrol Business Group and market conditions; nevertheless, significant variations in external factors used for the calculation of the estimation could significantly impact the amounts recorded in the financial statements.

 

3.6Pension plan and other benefits

 

The determination of expenses, liabilities and adjustments relating to pension plans and other defined retirement benefits makes it necessary for management to use its judgment in the application of actuarial assumptions made in the actuarial calculation. The actuarial assumptions include estimates regarding future mortality, retirement, changes in compensation and discount rate in order to reflect the time value of money, in addition to the rate of return on the plan'splan’s assets. Due to the complexity in the valuation of these variables, as well as their long termlong-term nature, the estimated amounts are quite sensitive to any change in these assumptions.

 

These assumptions are reviewed on an annual basis and may differ materially from actual results due to changes in economic and market conditions, regulatory changes, judicial rulings, higher or lower retirement rates, or longer or shorter life expectancies among employees.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

3.7Goodwill impairment

 

In December of each year, the Ecopetrol Business Group performs an annual impairment test on goodwill to assess if its carrying amount may be impaired.

 

The determination of the recoverable amount is described in noteNote 4.12, and its calculation requires assumptions and estimates. The Ecopetrol Business Group considers that the assumptions and estimations used are reasonable and supportable based on the current market conditions and are aligned to the risk profile of the related assets. However, if different assumptions and estimations are used, they could lead to different results. Valuation models used to determine fair value are sensitive to changes in the underlying assumptions. For example, sales volumes and prices that will be paid for the purchase of raw materials are assumptions that may vary in the future. Adverse changes in any of these assumptions could lead to the recognition of goodwill impairment.

 

3.8Litigation

 

The Ecopetrol Business Group is subject to claims relating to regulatory and arbitration proceedings, tax assessments and other claims arising in the normal course of business. Management evaluates these claims based on their nature, the likelihood that they materialize and the amounts involved, to decide on the amounts recognized and/or disclosed in the financial statements.

 

This analysis, which may require considerable judgment, includes the assessment of current legal proceedings brought against the Ecopetrol Business Group and claims not yet initiated. A provision is recognized when the Ecopetrol Business Group has a present obligation derived from a past event, it is likely that an outflow of resources of economic benefits will be required to settle the obligation, and a reliable estimate of the amount of such obligation can be made.

F-16

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

3.9Taxes

 

Calculation of the income tax provision requires interpretation of tax law in the jurisdictions where the Ecopetrol Business Group operates. Significant judgment is required to determine estimates for income tax on taxable profits and to evaluate the recoverability of deferred tax assets, which are based on the ability to generate sufficient taxable income during the periods in which such deferred taxes could be used or deduct.

 

To the extent that future cash flows and taxable income differ significantly from the estimates, the Group'sEcopetrol Business Group’s ability to realize the deferred tax assets recorded could be affected.

 

Furthermore, changes in tax rules could limit the capacity of the Ecopetrol Business Group to obtain tax deductions in future years, as well as the recognition of new tax liabilities resulting from auditing conducted by the tax authorities.

 

Tax positions taken involve a thorough assessment by Management, and are reviewed and adjusted in response to situations such as expiration in the applicability of laws, closing of tax audits, additional disclosures caused by any legal issue or a court decision relevant to a particular tax issue. The Ecopetrol Business Group records provisions based on estimated potential liabilities that could be derived from a tax audit. The amount of these provisions depends on factors such as previous experience in tax audits and different interpretations of tax legislation. The actual results may differ from the estimates recorded.

 

3.10Hedge accounting

 

The process of identifying hedging relationships between hedged items and the underlying instruments (derivative and non-derivativenon–derivative, such as long-termlong–term, foreign currency-denominatedcurrency–denominated debt), and their corresponding effectiveness, requires the use of judgment by management. The Ecopetrol Business Group periodically monitors the alignment between its hedge instruments and its risk management policy.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.Accounting policies

 

The accounting policies indicated below have been applied consistently for all the periods presented.

 

4.1Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

 

The classification of financial instruments depends on the nature and purpose for which the financial assets or liabilities were acquired and is determined at the time of initial recognition. Financial assets and financial liabilities are initially measured at their fair value.

 

Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

 

All financial assets are initially recorded at fair value. Loans and trade receivables, other receivables and financial assets held-to-maturityheld–to–maturity are measured subsequently measured at amortized cost using the effective interest method.

F-17

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Equity investments available for sale that do not have a market quotation price and for which fair value cannot be reliably measured are measured at cost less any impairment identified at the end of each reporting period.

 

Measurements at fair value

 

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place in the principal market of the asset or liability or in the absence of a principal market in the most advantageous market for the asset or liability.

 

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are classified within the following scale, based on the lowest level input that is significant to the fair value measurement as a whole, as follows:

 

§·Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities. The fair value of the Ecopetrol Business Group’s marketable securities thatwith a quoted market price is based on Level 1 inputs.

 

§·Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observed. Level 2 inputs include prices of similar assets, prices obtained through quotations made by stockbrokers, and prices that can be substantially corroborated with other observable data with the same contractual terms.

 

For derivative contracts for which a quoted market price is not available, fair value estimations are generally determined using models and other valuation methods, the key inputs for which include future prices, volatility estimates, price correlation, counterparty credit risk and market liquidity, as appropriate. For other assets and liabilities, fair value estimations are generally based on the net present value of expected future cash.

For derivative contracts for which a quoted market price is not available, fair value estimations are generally determined using models and other valuation methods, the key inputs for which include future prices, volatility estimates, price correlation, counterparty credit risk and market liquidity, as appropriate. For other assets and liabilities, fair value estimations are generally based on the net present value of expected future cash.

 

§·Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable. The Ecopetrol Business Group does not use Level-3Level–3 inputs for the measurement of financial assets and liabilities. The Ecopetrol Business Group may use Level-3Level–3 inputs for the calculation the recoverable amount of certain non-financialnon–financial assets for the purpose of impairment testing.

 

Effective interest rate method

 

The effective interest rate method is a method of calculating the amortized cost of a financial instrument and accounting of income or financial cost over the relevant period. The effective interest rate is the discount rate that exactly discounts estimated future cash receipts or payments (including all fees, transaction costs and other premiums or discounts) through the expected life of the financial instrument (or, when appropriate, at a shorter period), to the net carrying amount on initial recognition.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Impairment

 

The Ecopetrol Business Group evaluates on each reporting date, if there is objective evidence that a financial asset or group of financial assets are impaired. Financial assets are evaluated for the impairment indicators at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated future cash flows of the asset have been affected. For financial assets measured at amortized cost, the amount of the impairment loss recognized is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

 

F-184.1.1Cash and cash equivalents

 

Cash and cash equivalents include cash on hand, financial investments that are highly liquid, bank deposits and special funds with original maturity dates of ninety days or less which are subject to an insignificant risk of changes in value.

 

4.1.2Financial assets

The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Ecopetrol Business Group has applied the practical expedient, the Ecopetrol Business Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component or for which the Ecopetrol Business Group has applied the practical expedient are measured at the transaction price determined under IFRS 15.

The Ecopetrol Business Group classifies its financial assets in the following categories:

a)       Financial assets measured at fair value through profit or loss

Financial assets at fair value through profit or loss are financial assets held for trading and financial assets designated at the time of the initial recognition at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired to be sold or repurchased in the short term. They are recognized at their fair value and losses or profits arising at the time of re–measurement are recognized in the statement of profit or loss.

b)       Financial assets measured at fair value with changes in other comprehensive income

These are equity instruments of other non–controlled and non–strategic companies not allowing for any type of control or significant influence thereon and where the Ecopetrol Business Group’s management does not intend to negotiate with them in the short term. These investments are recorded at their fair value and unrealized gains or losses are recognized in other comprehensive income and credited to the available for sale reserve until the investment is derecognized, at which time, the cumulative gain or loss is recognized in other operating income, or the investment is determined to be impaired, when the cumulative loss is reclassified from the available to sale reserve to the statement of profit or loss.

c)       Financial assets at amortized cost

Loans and receivables are non–derivative financial assets with fixed or determinable payments that are not quoted in an active market. Loans and receivables, including trade and other receivables, are measured initially at fair value and then at amortized cost using the effective interest rate method, less impairment.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Loans to employees are initially recorded using the present value of the future cash flows, discounted at the current market rate for similar loans. If the interest rate is less than the current market rate, fair value will be less than the amount of the loan. This difference is recorded as a benefit to employees.

This category is the most relevant to the Group. The Group measures financial assets at amortized cost if both of the following conditions are met:

§The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows
§The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding

Financial assets at amortized cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired.

The Group’s financial assets at amortized cost includes trade receivables, other receivables, loan to an associate, and loan to employees. For loan to employees if the interest rate is less than the current market rate, fair value will be less than the amount of the loan. This difference is recorded as a benefit to employees.

De-recognitionDe–recognition of financial assets

 

The Ecopetrol Business Group derecognizes a financial asset only upon the expiration of the contractual rights to the cash flows of the asset or, when it has transferred its rights to receive such cash flows or has assumed the obligation to pay the cash flows received in full without material delay to a third party and (a) it has transferred substantially all the risks and benefits inherent in the ownership of the financial asset or (b) it has neither transferred nor retained substantially all the risks and benefits of the asset, but has transferred control of the asset.

 

When the Ecopetrol Business Group does neither transfer nor retain substantially all the risks and benefits of the asset or transfer control of the asset, the Ecopetrol Business Group continues to recognize the transferred asset, to the extent of its continuing participation, and it also recognizes the associated liability.

 

4.1.1Cash and cash equivalents

Cash and cash equivalents include cash on hand, financial investments that are highly liquid, bank deposits and special funds with original maturity dates of ninety days or less which are subject to an insignificant risk of changes in value.

4.1.2Financial assets

The Group classifies its financial assets in the following categories:

a)Financial assets measured at fair value through profit or loss

Financial assets at fair value through profit or loss are financial assets held for trading and financial assets designated at the time of the initial recognition at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired to be sold or repurchased in the short term. They are recognized at their fair value and losses or profits arising at the time of re-measurement are recognized in the statement of profit or loss.

b)Financial assets measured at fair value with changes in other comprehensive income

These are equity instruments of other non-controlled and non-strategic companies not allowing for any type of control or significant influence thereon and where the Group’s management does not intend to negotiate with them in the short-term. These investments are recorded at their fair value and unrealized gains or losses are recognized in other comprehensive income and credited to the available for sale reserve until the investment is derecognized, at which time, the cumulative gain or loss is recognized in other operating income, or the investment is determined to be impaired, when the cumulative loss is reclassified from the available to sale reserve to the statement of profit or loss.

c)Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Loans and receivables, including trade and other receivables, are measured initially at fair value and then at amortized cost using the effective interest rate method, less impairment.

F-19

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Loans to employees are initially recorded using the present value of the future cash flows, discounted at the current market rate for similar loans. If the interest rate is less than the current market rate, fair value will be less than the amount of the loan. This difference is recorded as a benefit to employees.

4.1.3Financial liabilities

 

Financial liabilities correspond to the financing obtained by the Ecopetrol Business Group through bank credit facilities and bonds, accounts payable to suppliers and creditors.

 

Bank credit facilities and bonds (this is the category most relevant to the Group) are initially recognized at their fair value, net of directly attributable transactions cost. After initial recognition, interest-bearinginterest–bearing credit facilities and bonds are subsequently measured at amortized cost, using the effective interest rate (EIR) method. The effective interest method amortization is included as a financial expense in the statement of profit or loss. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the statement of profit or loss.

 

Accounts payable to suppliers and creditors are short-termshort–term financial liabilities recorded at nominal value, since it does not significantly differ from fair value.

 

Derecognition

A financial liability is derecognized when the obligation specified in the corresponding contract is paiddischarged or expired.cancelled or expires. When an existing financial liability has been replaced by another from the same lender, under substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-recognitionde–recognition of the original liability and recognized as a new liability. The difference between the respective carrying amounts is recognized in the statement of profit or loss.

 

4.1.4Derivative financial instruments and hedging activities

 

Financial derivative instruments are initially recognized in the statement of financial position as assets or liabilities and are measured at fair value on the date on which thea derivative contract is recordedentered into and are subsequently measuredremeasured at fair value. Changes in the fair value of derivatives are recognized as gains or losses in the statement of profit or loss, except for the effective portion of cash flow hedges, which is recognized in other comprehensive income and later reclassified to profit or loss when the hedge item affects profit or loss.

 

Changes in fair value of derivative contracts, which do not qualify or are not designated as hedges, including forward contracts for the purchase and sale of commodities under negotiation for physical delivery or receipt of the commodity are recorded in profit or loss.

 

Derivatives embedded in the host contract are accounted for as separate derivatives at fair value if their economic characteristics and risks are not closely related to those of the host contracts and the and the host contracts are not held for trading or designated at fair value through profit or loss. These embedded derivatives are measured at fair value with changes in fair value recognized in profit or loss.

 

4.1.5Hedging operations

 

For purposes of hedge accounting, hedges are classified as:

 

§Fair value hedges,Derivatives not designated as hedging instruments, when hedging the exposure to changes in the fair value of a recognized asset or liability or an unrecognized firm commitment or an identifiable portion of such asset, liability or firm commitment.

 

§Cash flow hedgesDerivatives are designated as hedging instruments, when hedging the exposure to variability in cash flows that is either attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction.

 

§Hedges of a net investment in a foreign operation.

At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which it wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. Such hedges are expected to be highly effective in achieving offsetting changes in fair value or cash flows and are assessed on an ongoing basis to determine whether they have been highly effective throughout the financial reporting periods for which they were designated.

F-20

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

At the inception of the hedging relationship, the Group formally designates and documents the hedge relationship between the hedging instrument and the hedged item, together with its risk management objectives and strategy to perform hedging transactions. Such hedges are expected to be highly effective in achieving offsetting changes in fair value or cash flows and are; assessed on an ongoing basis to determine that they have been highly effective throughout the financial reporting periods for which they were designated.

4.1.5.1Cash flow hedge

 

4.1.5.1Cash flow hedge

The effective portion of the gain or loss ofon the hedging instrument is recognized in other comprehensive income,Other Comprehensive Income (OCI) in the cash flow hedge reserve, while any ineffective portion is recognized immediately in the consolidated statement of profit or loss, in the net financial results line item.loss.

 

The amounts previously recognizedaccumulated in other comprehensive incomeOCI are transferred to profit or loss, whenaccounted for, depending on the nature of the underlying hedged transaction. If the hedged transaction affects profit or loss. Whensubsequently results in the hedged item is the costrecognition of a non-financial assetitem, the amount accumulated in equity is removed from the separate component of equity and included in the initial cost or liability, the amounts previously recognized in other comprehensive income are transferred to the initial carrying amount of the non-financialhedged asset or liability.

 

If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover, or if its designation as a hedge is revoked or when the hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss previously recognized in other comprehensive income remains separately in equity until the forecast transaction occurs is recognized in the consolidated statement of profit or loss. When it is no longer expected that the initially hedged transaction will occur.

 

Ecopetrol designates long-termlong–term loans as hedging instruments for its exposure to the exchange risk in future oil exports. See Note 3028 for further information.

 

4.1.5.2
4.1.5.2Hedge of net investment in a foreign operation

Hedges of a net investment in a foreign operation,

Hedges including a hedge of a monetary item that is accounted for as part of the net investment, in a foreign operation are accounted for in a way similar to the cash flow hedges.

 

Gains or losses on of the hedging instrument relatedrelating to the effective portion of the hedge are recognized in other comprehensive income,as OCI while any gains or losses relating to the ineffective portion are recognized in the statement of profit or loss. CumulativeOn disposal of the foreign operation, the cumulative value of any such gains or losses recorded in equity is transferred to the consolidated statement of profit or loss when the foreign operation is partially or totally disposed of.loss.

 

Ecopetrol allocates long-termlong–term loans as hedging instruments for its exposure to foreign exchange risk on its investment in subsidiaries whose functional currency is the U.S. dollar. See Note 3028 for further information.

 

4.2Inventories

 

Inventories are stated at the lower of cost and net realizable value.

 

Inventories mainly comprise crude oil, fuels and petrochemicals and consumable inventories (spares and supplies).

 

The cost of crude oil is the production costs, including transportation costs.

 

The cost required to bring thea pipeline into working order, is treated as part of the related pipeline.

F-21

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The cost of other inventories is determined based on the weighted average cost method, which includes acquisition costs (deducting commercial discounts, rebates and other similar items), transformation, and other costs incurred to bring inventory to their current location and condition, such as transportation costs.

 

Consumable inventories (spares and supplies) are recognized as inventory and then charged to expense, maintenance or project to the extent that such items are consumed.

 

Ecopetrol estimates the net realizable value of inventories at the end of the period. When the circumstances that previously caused inventories to be written down below cost no longer exist, or when there is clear evidence of an increase in the net realizable value because of a change in economic circumstances, the amount of the write-downwrite–down is reversed. The reversal cannot be greater than the amount of the original write-down,write–down, so that the new carrying amount will always be the lower of the cost and the revised net realizable value.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.3Related parties

 

Related parties are considered those in which one party has the ability to control, or has joint control of the other, or exercises significant influence over the other party in making financial or operational decisions, or is a member of key management personnel (or close relative of a member). The Ecopetrol Business Group considers related parties to be associates, joint ventures, key management executives, entities managing resources for payment of employee post-employmentpost–employment benefit plans and Colombian government entities for the purposes of certain relevant transactions, such as the purchase of hydrocarbons and the fuel price stabilization fund (see Note 4.16)29 – Related parties).

 

4.3.1Investments in associates

 

An associate is an entity over which the Ecopetrol Business Group has significant influence but not control. Significant influence is the power to participate in the financial and operational policy decisions of the investee, but it is not control or joint control over those policies. Generally, these entities are those in which the Ecopetrol Business Group holds an equity interest with voting rights of 20% to 50%. See Exhibit I - Consolidated companies, associates and joint ventures for further details.details.

 

Investments in associates are accounted for using the equity method. Under this method, the investment in an associate is initially recognized at cost. The carrying amount of the investment is adjusted to recognize changes in the Ecopetrol Business Group’s share of net assets of the associate since the acquisition date. Goodwill related to the associate is included in the carrying amount of the investment and it is not tested for impairment separately.

 

The Group'sEcopetrol Business Group’s share of the results of operations of the associate is recognized in the consolidated statement of profit or loss. Any change in other comprehensive income is recognized in other comprehensive income of the Ecopetrol Business Group.

 

After application of the equity method, the Ecopetrol Business Group determines if it is necessary to recognize an impairment on its investment in its associate. At each reporting date, theThe Ecopetrol Business Group determines whether there is objective evidence that the investment is impaired. If there is such evidence, the amount of the impairment is calculated as the difference between the recoverable amount and its carrying value, and then the impairment is recognized in the consolidated statement of profit or loss.

 

When necessary, the Ecopetrol Business Group makes adjustments to the accounting policies of associates to ensure consistency with the policies adopted by the Ecopetrol Business Group. Additionally, the equity method of these companies is measured on their most recent financial statements.

F-22

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.3.2Joint ventures

 

A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint arrangement. Joint control exists only when decisions about the relevant activities require unanimous consent of the parties sharing such control. The accounting treatment for the recognition of joint ventures is the same as investments in associates.

 

4.4Joint operations

 

A joint operation is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets and obligations for the liabilities, relating to the arrangement.

 

Joint operation contracts are entered into between Ecopetrol and third parties to share risk, secure capital, maximize operating efficiency and optimize the recovery of reserves. In these joint operations, one party is designated as the operator to execute the operations and report to partners according to their participating interests. Likewise, each party takes its share of the produced hydrocarbons (crude oil or gas), according to their share in production.

 

When Ecopetrol participates as a non-operatornon–operator partner, it records the assets, liabilities, sales revenues, cost of sales and expenses based on the operator’s report. When Ecopetrol is the direct operator of joint venture contracts, it records its percentage of assets, liabilities, sales revenues, costs and expenses, based on the participation of each partner in the items corresponding to assets, liabilities, sales revenues, costs and expenses.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

When the Ecopetrol Business Group acquires or increases its participation in a joint operation in which the activity constitutes a business combination, such transaction is recorded applying the acquisition method in accordance with IFRS 3 - Business combination. The acquisition cost is the sum of the consideration transferred, which corresponds to the fair value, on the date of acquisition of the assets transferred and the liabilities incurred. Any transaction cost related to the acquisition or increased share in the joint operation that constitutes a business combination is recognized in the consolidated statement of profit or loss.

 

The excess of the sum of the consideration transferred and the amount paid in the operation is recognized as goodwill. If the result is in an excess value of the net assets acquired over the amount paid in the operation, the difference is recognized as income in the consolidated statement of profit or loss on the date of recognition of the transaction.

 

4.5Non-currentNon–current assets held for sale

 

Non-currentNon–current assets are classified as held for sale if their carrying values will be recovered principally through a sale transaction rather than through continued use. Non-currentNon–current assets are classified as held for sale only when the sale is highly probable within one year from the classification date and the asset (or group of assets) is available for immediate sale in its present condition. These assets are measured at the lower of their carrying amount and fair value less related costs of disposal. See Note 13 for further information.

 

4.6Property, plant and equipment

 

Recognition and measurement

 

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Tangible components related to natural and environmental resources are part of property, plant and equipment.

 

F-23

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

The initial cost of an assets comprises its purchase price or construction cost, including import duties and non-refundablenon–refundable purchase taxes, any costs directly attributable to bringing the asset into operation, costs of employee benefits arising directly from the construction or acquisition, borrowing costs incurred that are attributable to the acquisition and construction of qualifying assets and the initial estimate of the costs of dismantling and abandonment of the item.

 

Spare parts and servicing equipment are recorded as inventories and recognized as an expense as they are used. Major spare parts and stand-bystand–by equipment that the entity expects to use during more than one period are recognized as property, plant and equipment.

 

Any gain or loss arising from the disposal of a property, plant and equipment is recognized in profit or loss of the period.

 

Subsequent disbursements

 

Subsequent disbursements correspond to all payments to be made on existing assets in order to increase or extend the initial expected useful life, increase productivity or productive efficiency, allow for significant reduction of operating costs, increase the level of reserves in exploration or production areas or replace a part or component of an asset that is considered critical for the operation.

 

The costs of repair, conservation and maintenance of a day to day nature are expensed as incurred. However, disbursements related to major maintenance are capitalized.

 

Depreciation

 

Property, plant and equipment is depreciated using the straight-linestraight–line method, except for those associated with exploration and production activities which are depreciated using the units-of-productionunits–of–production method. Technical useful lives are updated annually considering factors such as: additions or improvements (due to parts replacement or critical components for the asset’s operation), technological advances, obsolescence and other factors; the effect of this change is recognized from the period in which it was executed. Depreciation of an asset starts when it is ready to be used.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Useful lives are determined based on the period over which an asset is expected to be available for use, physical exhaustion, technical or commercial obsolescence and legal limits or restrictions over the use of the asset.

 

The estimated useful life of assets fluctuates in the following ranges:

 

Plant and equipment

15 - 6511 – 60 years
Pipelines, networks and lines10 - 5911 – 50 years
Buildings12 - 8011 – 50 years
Other5 - 336 – 40 years

 

Land is recorded separately from buildings and facilities and it is not subject to depreciation.

 

Depreciation methods and useful lives are reviewed annually and adjusted if appropriate.

F-24

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.7Natural and environmental resources

 

Recognition and measurement

 

Ecopetrol uses the successful efforts method to account for exploration and production of crude oil and gas activities, following the provisions of IFRS 6 – Exploration for the evaluation of mineral resources.

 

Exploration costs

 

Acquisition and exploration costs are recorded as exploration and evaluation assets until the determination of whether the exploration drilling is successful or not; if determined to be unsuccessful, all costs incurred are recognized as expenses in the consolidated statement of profit or loss.

 

Exploration costs are those incurred with the objective of identifying areas that are considered to have prospects of containing oil and gas reserves, including geological and geophysical, seismic costs, viability, and others, which are recognized as expenses when incurred. Furthermore, disbursements associated with the drilling of exploratory wells and those related to stratigraphic wells of an exploratory nature are charged as assets until it is determined if they are commercially viable; otherwise, they are expensed in the consolidated statement of profit or loss as dry wells expense. Other expenditures are recognized as expenses when incurred.

 

An exploration and evaluation asset is no longer classified as such when the technical feasibility and commercial viability of extracting a mineral resource are demonstrable. Exploration and evaluation assets are reclassified to the natural and environmental resources account after being assessed for impairment.

 

All capitalized costs are subjected to technical and commercial revisions at least once a year to confirm the evaluation and exploration efforts continue on the fields; otherwise, these costs are written off through to profit or loss.

Exploration costs are net of the revenues obtained from the sale of crude oil during the extensive testing period, net of cost of sales, since they are considered necessary to complete the asset.

 

Development costs

 

Development costs correspond to those costs incurred to obtain access to proved reserves and to provide facilities for extracting, treating, gathering and storing. When a project is approved for development, the corresponding capitalized acquisition and exploration costs are classified as natural and environmental resources and costs subsequent to the exploration phase are capitalized as development costs of the properties that contain such natural resources. All development costs are capitalized, including drilling costs of unsuccessful development wells.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Production costs

Production costs are those incurred to operate and maintain productive wells, and are part of the corresponding equipment and facilities. Production activity includes extraction of oil and gas to the surface, its gathering, treatment and processing as well as storage in the field. Production costs are expenses recorded in the consolidated statement of profit or loss as incurred unless they add oil and gas reserves, in which case they are capitalized.

 

Production and support equipment is recognized at cost and is part of property, plant and equipment subject to depreciation.

 

F-25

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Capitalized costs also include decommissioning, dismantling, retiring and restoration costs, as well as the estimated cost of future environmental obligations. The estimation includes plugging and abandonment costs, facility dismantling and environmental recovery of areas and wells. Changes arising in new abandonment liability estimations and environmental remediation are capitalized in the carrying amount of the related asset.

 

Depletion

 

Depletion of natural and environmental resources is determined using the unit-of-productionunit–of–production method per field, using proved developed reserves as a base, except in limited exceptional cases that require greater judgment by Management to determine a better amortization factor of future economic benefits over the useful life of the asset. Depreciation rates are reviewed annually, based on reserves reports and the impact of any changes is recognized prospectively in the financial statements.

 

Reserves are auditedindependently estimated by internationally recognized external consultants and approved by the Company’sEcopetrol’s Board of Directors. Proved reserves consist of the estimated quantities of crude oil and natural gas demonstrated with reasonable certainty by geological and engineering data to be recoverable in future years from known reserves under existing economic and operating conditions, that is, at the prices and costs that apply at the date of the estimation.

 

Impairment

 

Assets associated to exploration, evaluation and production are subject to review for possible impairment in their carrying amount. See notesNotes 3.2 Asset impairment (recovery) and 4.12 - Impairment of non-financial assets.non–financial assets.

 

4.8Capitalization of borrowing costs

 

Borrowing costs related to the acquisition, construction or production of a qualifying asset that requires a substantial period of time to get ready for its intended use are capitalized as part of the cost of such asset when it is probable that future economic benefits associated with the item will flow to the Ecopetrol Business Group and costs can be measured reliably. Other borrowing costs are recognized as finance costs. Projects that have been suspended but that the Ecopetrol Business Group intends to continue to pursue their development in the future, are not considered qualifying assets for the purpose of capitalization of borrowing costs.

 

4.9Intangible assets

 

Intangible assets with a defined useful life, are stated at cost less accumulated amortization and any impairment loss. Intangible assets are amortized under the straight-linestraight–line method, over their estimated useful lives. The estimated useful lives and amortization method are revised at the end of each reporting period; any change in estimates is recognized on a prospective basis.

 

The disbursements in relation to research activities are expensed as incurred.

 

4.10Goodwill

 

Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and the amount recognized for non-controllingnon–controlling interest and any previous interest held over the net identifiable assets acquired and liabilities assumed). After initial recognition goodwill is measured at cost less any accumulated impairment loss. Goodwill is not amortized but tested for impairment annually.

F-26

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.11Leases

 

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership. All other leases are classified as operating leases.

 

Assets held under finance leases, when Ecopetrol is the lessee, are recognized in the consolidated statement of financial position at an amount equal to the fair value of the leased asset or, if lower, the present value of the minimum lease payment. These assets are depreciated over the asset'sasset’s useful life. When there is no reasonable certainty that the company will obtain ownership of the asset at the end of the contract, the leased assets are depreciated in the shortest period between the asset estimated useful life and the lease term.

 

The corresponding liability to the lessor is included in the consolidated statement of financial position as a finance lease obligation, in the loans and financing line item.

 

Lease payments are apportioned between financial charges and reduction of lease liabilities in order to achieve a constant rate of interest on the liability remaining balance. Interest expense is recognized in profit or loss.

 

Operating lease payments are recognized as an expense on a straight-linestraight–line basis over the lease term, except where another systematic prorating basis is more representative of the time pattern of economic benefits from the lease. Contingent rentals arising under operating leases are recognized as an expense in the period in which they are incurred.

 

4.12Impairment of non-financialnon–financial assets

 

In order to evaluate if any tangible or intangible assets are impaired, Ecopetrol compares its carrying amount with its recoverable amount at the end of each reporting period or earlier, if there is any indicator that an asset may be impaired.

 

For purposes of impairment testing, the assets are grouped into cash generating units (CGU), provided that those assets individually considered do not generate cash inflows that, to a greater extent, are independent from those generated by other assets or CGUs. The groupgrouping of assets in different CGUs requires the exercise of professional judgment and the consideration, among other parameters, of the business segments. In this sense, in the Exploration and Production segment, each CGU corresponds to each one of the different contractual areas commonly called “fields”;“fields;” by exception, in those cases where the cash inflows generated by several fields are interdependent from each other, those fields are grouped into a single CGU. In the case of the Refining and Petrochemicals, segment, each CGUs corresponds to each one of the refineries and companies in this segment of the Ecopetrol Business Group and for the Transportation segment; each pipeline system is taken asconsidered an independent CGU.

 

The recoverable amount of the asset is the higher amount of the fair value less costs of disposal or its value in use. If the recoverable amount of an asset (or of a CGU) is lower than its net carrying amount, such amount (or that of the CGU) is reduced to its recoverable amount, recognizing an impairment loss in the statement of profit or loss.

 

Fair value less costs of disposal is usually higher than the value in use for the asset’s in the production segment due to some significant restrictions in the estimation of future cash flows, such as: a) future capital expenses that improve the CGU performance, which could result in expected increase of net cash flows, and b) items before taxes that reflect specific business risks, resulting in a higher discount rate.

 

Fair value less costs of disposal is determined as the sum of the future discounted cash flows adjusted to the estimated risk. The estimations of expected future cash flows used in the assessment of impairment of the assets include estimates of futures commodity prices, supply and demand estimations, and the margins of the products.

 

F-27

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Fair value less costs of disposal, as described above, is compared to valuation multiples and quoted prices of shares in companies comparable to Ecopetrol, in order to determine if it is reasonable.

 

When an impairment loss is recorded, future amortization expenses are calculated on the basis of the adjusted recoverable amount. Impairment losses may be recovered only if the recovery is related to a change in estimations used after impairment loss was recognized. These recoveries do not exceed the carrying amount of the assets net of depreciation or amortization that would have been determined if such impairment had not been recognized.

 

The carrying amount of non-currentnon–current assets reclassified as assets held-for-saleheld–for–sale is compared to its fair value less costs of disposal. No other provision for depreciation, depletion or amortization is recorded if the fair value less costs of sale is lower than the carrying amount.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.13Provisions and contingent liabilities

 

Provisions are recognized when the Ecopetrol Business Group has a current obligation (legal or implied)constructive) as a result of a past event, it is probable that Ecopetrol will be required to settle the obligation, and a reliable estimation can be made of the amount of the obligation. Where applicable, they are recorded at present value, using a rate reflecting the liabilityrisk specific risk.to the liability.

 

Future environmental decommissioning costs related to current or future operations, are accounted for as expenses or assets, as the case may be. Expenditures related to past operations that do not contribute to the obtaining of current or future benefits, are expensed as incurred.

 

The recognition of these provisions coincides with the identification of an obligation related to environmental remediation and Ecopetrol uses available information to determine a reasonable estimation of the related cost.

 

Provisions for which a negative outcome is assessed as possible are not recognized but are disclosed in the explanatory notes; including those for which the amount cannot be estimated.

 

If there is an expectation that the provision will be reimbursed, either in whole or in part, for example by virtue of an insurance contract, the amounts expected to be reimbursed are recognized as a separate asset only when such reimbursement is almost certain.

 

If the effect of the time value of money is significant, the provisions are discounted using the current market rate before taxes reflecting, as applicable, the liability specific risks. When recognizing the discount, the increase of the provision resulting from time elapsed is recognized as financial cost in the profit or loss statement.

 

Asset retirement obligation

 

Liabilities associated with the retirement of assets are recognized when there are current obligations, either legal or implied,constructive, related to the abandonment and dismantling of wells, facilities, pipelines, buildings and equipment.

 

The obligation is usually recorded when the assets are installed or when the surface or the environment are altered at the operating sites. These liabilities are calculated using the discounted cash flow method, using a pre-taxpre–tax rate reflecting current market conditions similar liabilities and considering the economic limits of the field or the useful life of the respective asset. When it is not possible to determine a reliable estimation in the period in which the obligation originates, a provision is recognized when there is sufficientenough information available to make the best estimation.

F-28

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The carrying amount of the provision is reviewed and adjusted annually considering changes in the assumptions used for its estimation, using a rate that reflects the liabilityrisk specific risk.to the liability. Any change in the present value of the estimated expenditure is reflected as an adjustment to the provision and the corresponding property, plant and equipment and natural and environmental resources. When a decrease in the asset retirement obligation related to a producing asset exceeds the carrying amount of the asset, the excess is recognized in the consolidated statement of profit or loss. The  financial costincrease in the provision due to the passage of updating these liabilitiestime is recognized in results for the period as a financial expense.

  

4.14Income tax and other taxes

 

Income tax expense is comprised of income tax payable for the period (including, income tax and income tax for equality - CREE, as appropriate) and the effect of deferred taxes in each period.

 

Current income taxes are recognized in income except when they relate to items recognized in other comprehensive income, in which case the corresponding tax effect is also recognized in other comprehensive income. Income tax assets and liabilities are presented separately in the consolidated statement of financial position, except where there is a right of set-offsetoff within fiscal jurisdictions and an intention to settle such balances on a net basis.

 

Income tax is paid by each legal entity and not on a consolidated basis.

4.14.1Current income tax

 

The Ecopetrol Business Group determines the provision for income tax based on the highest amount between taxable income and presumptive income (the minimum estimated amount of taxable profit on which the law expects to quantify and collect income taxes). Taxable income differs from profit before tax as reported in the consolidated statement of profit or loss, because of: items of income or expense that are taxable or deductible in other periods, special taxable deductions, tax losses and income and line items measured that, according to applicable tax laws in each jurisdiction, are considered nontaxable or nondeductible.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.14.2Deferred income tax

 

Deferred tax is provided using the liability method for temporary differences between the carrying amounts of existing assets and liabilities in the consolidated financial statements and their respective tax bases. A deferred tax liability is recognized for all taxable temporary differences. A deferred tax asset is recognized for all deductible temporary differences and for all accumulated tax losses, if there is a reasonable expectation that the Ecopetrol Business Group will generate future tax profits against which they will be used.

 

Deferred taxes on assets and liabilities are calculated based on the tax rates that are expected to apply during the years in which temporary differences between the carrying amounts and tax bases are expected to be reversed.

 

The carrying amount of a deferred tax asset is subject to review at the end of each reporting period, and it is reduced to the extent it is no longer probable that there Groupthe corresponding legal entity will generate enough future taxable profit to realize such deferred tax asset.

 

In the statement of financial position, deferred tax assets are reflected net and as an offset against deferred tax liabilities, depending on the overall tax position in a particular jurisdiction and on the same taxable entity.

 

Deferred taxes are not recognized when they arise in the initial recognition of an asset or liability in a transaction (except in a business combination) and at the time of the transaction, doesdo not affect the accounting or tax profit, or in respect of the taxes on the possible future distribution of accumulated profits of subsidiaries or investments accounted for by the equity method, if at the time of the distribution it may be controlled by Ecopetrol and it is probable that the retained earnings will be reinvested by the Ecopetrol Business Group companies and, therefore, will not be distributed to Ecopetrol.

 

F-294.14.3Other taxes

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

4.14.3Other taxes

 

The Ecopetrol Business Group recognizes in profit or loss the costs and expenses related to other taxes than the income tax, such as the wealth tax, which is determined based on the tax equity, the industry and commerce tax on income obtained in the municipalities for performance of commercial, industrial and service activities, and the transport tax on volumes loaded in the transport systems. Taxes are calculated in accordance with current tax regulations. For more details, see Note 10.

 

4.15Employee benefits

 

Salaries and benefits for Ecopetrol staffof the Ecopetrol’s employees are governed by the Colombian Collective Labor (Agreement 01 of 1977), and, by the Colombian Substantive Labor Code. In addition to the legally mandated benefits determined by labour laws, employees are entitled to fringe benefits which are subject to the place of work, type of work, length of service, and basic salary. An annual interest of 12% is recognized on accumulated severance amounts for each employee, and the payment of compensation is provided for when special circumstances arise resulting in the non-voluntarynon–voluntary termination of the contract, without justified cause, and in periods other than the probationary period.

 

Ecopetrol belonged to the special pension regime under which pension liabilities are Ecopetrol’s responsibility and not pension fund’s responsibility. However, Law 797 of January 29, 2003 and Legislative Act 001 of 2005 determined that Ecopetrol will no longer belong to the said regime and that from that point on employees would be part of the General Pension Regime. Consequently, pension obligations related to employees pensioned until July 31, 2010 are still Ecopetrol’s responsibility. Employees are entitled to such pension bonus if they worked with Ecopetrol prior to January 29, 2003, but whose labor agreement expired without renewal before that date.

 

All labor benefits of employees who joined Ecopetrol before 1990 are Ecopetrol’s responsibility, without the involvement of any social security entity or institution. Service cost for the employee and his/her relatives registered with the GroupEcopetrol is determined by means of a mortality table, prepared based on facts occurring during the year.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

For employees who joined Ecopetrol after the Act 50 of 1990 went in effect, Ecopetrol makes periodic contributions for severance payments, pensions and labor risks to the respective funds.

 

In 2008, Ecopetrol partially commutedsettled the value corresponding to monthly pension payments from its pension liabilities, transferring such liabilities and their underlying amounts to autonomous pension funds (PAP, for its acronym in Spanish). The funds transferred, and returns on those funds, cannot be redirected, nor can they can be returned to the Ecopetrol Business Group, until all of the pension obligations have been fulfilled. The commutedsettled obligation covers allowances and pension bonds payments; while health and education remainsremained under the labor liability in chargeresponsability of Ecopetrol.

 

Employee-benefitsEmployee benefits are divided into four groups comprised as follows:

 

a)Short-term employee benefits and post-employment defined benefits:

a)             Short–term employee benefits and post–employment defined benefits:

 

Benefits to employees in the short term mainly correspond to those which payment will be made in the term of twelve months following the closing of the period in which the employees have rendered their services. These mainly include salaries, severance payments, vacation, bonuses and other benefits.

 

F-30

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Post-employmentPost–employment benefits of defined contributions plans correspond to the periodic payments for severance, pensions and labor risk payments that the Ecopetrol Business Group makes to the respective funds that assume these obligations in their entirety.

 

The above benefits are recognized as an expense with an associated liability after deducting any already paid amounts.

 

b)Post-employment defined benefit plans:

b)             Post–employment defined benefit plans:

 

In the defined benefits plan, the Ecopetrol Business Group provides the benefits agreed to current and former employees and assumes the actuarial and investment risks.

 

The following benefits are classified as long-termlong–term defined benefit plans recognized in the financial statements according to the calculations of an independent actuary:

 

§·Pensions
§·Pension bonds
§·Health
§·Educational plan
§·Retroactive severances

 

Liabilities recognized in the statement of financial position inwith respect ofto these benefit plans are determined base on the present value of the defined benefit obligation at the date of the statement of financial position less the fair value of plan assets.

 

The defined benefit obligation is calculated annually by independent actuaries using the projected credit unit method, which takes into account employees’ years of service and, for pensions, average or final pensionable remuneration. This obligation is discounted at its present value using interest rates of high-qualityhigh–quality government bonds denominated in the currency in which the benefits will be paid and of a duration consistent with the plan obligations.

 

These actuarial calculations involve several assumptions that could differ from the events that will effectively take place in the future. Said assumptions include the determination of thea discount rate, future salary increases, mortality rates and future pension increase.increases. Because of the complexity of the calculation, the underlying assumptions and long-termlong–term nature of these plans, the obligations for defined benefits are extremely sensitive to changes in assumptions. All key assumptions are revised at the end of the reported period.

 

In determining the appropriate discount rate, in absence of a broad high quality bond market, Management considers interest rates corresponding to the class B TES bonds issued by the Colombian Government as its best reference, at an appropriate discount rate with maturities extrapolated in line with the term expected for each benefit plan. The mortality rate is based on the particular country’s rate, whichthe latest version of which is the RV08 mortality table published in resolution 1555 of October 2010. The future salary and pension increases are linked to the country'scountry’s future inflation rates. Note 22 - Provisions for employee benefits provides further details on key assumptions used.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The amounts recognized in the consolidated statement of profit or loss related to employees defined benefit plans are comprised mainly by service cost and the net financial expense. Service cost includes mainly the increase in present value of the benefit obligation during the period (current service cost) and the amount resulting from a new benefit plan. Plan amendments corresponds to changes in benefits and are usually recognized when all legal and regulatory approvals have been obtained and the effects have been conveyed to the employees involved. The net financial expense is calculated using the net liability for defined benefits as compared with the yield curve of the discount rate at the beginning of each year for each plan. The net defined benefit liabilityobligation or asset resulting from actuarial profits and losses, the asset ceiling effect and the asset profitability, excluding the value of recognized in the consolidated statement of profit or loss, are recognized in other comprehensive income.

F-31

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

When the plan assets exceed the gross obligation, the recognized asset is limited to the lower of the surplus in the defined benefits plan and the ceiling of assets determined using a discount rate based on Colombian Government bonds.

 

(a)Other long term benefits

(a)           Others long-term benefits

 

Other long-term benefit isOthers long–term benefits include the five-yearfive–year term bonus which also considered in the actuarial calculation. This benefit is a cash bond that accumulates annually and is paid every five years to employees. The Ecopetrol Business Group recognizes in the consolidated statement of profit or loss the service cost, the net financial cost and the adjustment to the obligation of the defined benefit plan.

 

(b)Termination benefits

(b)           Termination benefits

 

Termination benefits are recognized only when a detailed plan exists for such process and there is no possibility to withdraw the offer. The Ecopetrol Business Group recognizes a liability and an expense for termination benefits at the earliest date between the date when the offer of such benefits cannot be withdrawn and the date when the restructuring costs are recognized.

 

4.16Sales revenue recognition

Revenue from contracts with customers

 

SalesThe Ecopetrol Business Group’s business is based on three principal sources of revenue from contracts with customers: 1) sales of crude oil and natural gas, 2) services associated with the transport of hydrocarbons, and 3) sales of refined products, petrochemicals and biofuels. Revenue from contracts with customers is recognized when control of the goods or services are transferred to the customer at amount that reflects the timeconsideration that the Ecopetrol Business Group expects to be entitled in exchange for those goods or services.

Sales of crude oil and natural gas

Revenue from sales of crude oil and natural gas is recognized upon transfer of titlecontrol to the buyer, including risksthis generally occurs when the product is physically transferred into a vessel, pipe or other delivery methods.

For some natural gas supply contracts with a replacement period, a distinction is made between quantities of gas consumed and rewardsnot consumed in order to recognize the respective revenue or liability relating to quantities that will be requested in the future. Once the customer claims such natural gas, the revenue is recognized.

Services associated with hydrocarbons transport

Revenue from transport services is recognized when the service is provided to the customer and there are no contractual conditions that prevent recognition of ownership. the revenue. Ecopetrol Business Group companies is the principal in providing these services.

Ship/ Take-or-Pay contracts for the sale of refined products, storage and transport specify minimum quantities of products or services for which a customer will pay, even if the latter does not receive them or use them (“deficient quantities”). Although the Ecopetrol Business Group expects customers to recover all deficient quantities to which they are contractually entitled, any load revenue received related to temporary shortfalls that will be offset in a future period will be deferred and that amount recognized as revenue in the event any of the following scenarios occurs:


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

a)The customer exercises its right to deficient volumes or services, or

b) The possibility is remote that the customer will exercise its right to deficient volumes or services.

Refined products and biofuels

In the case of refined products, petrochemicals and petrochemical products, salesbiofuels, such as fuel oil, asphalt, polyethylene, LPG and propane and gasoline, etc., revenue is recognized when the products are shipped and delivered by the refinery andrefinery; subsequently, they are adjusted in accordance withfor price changes, when dealingin the case of products with regulated price products, as explained bellow. Salesprices.

In other cases, Ecopetrol Business Group recognize revenue from transportation services is recognized when products are transported and deliveredsatisfies the performance obligation, giving rise to the buyer in accordance with contractual terms. In all other cases, sales revenue is recognized at the time it is earned and a true,certain, probable and quantifiable right to demand its payment arises.payment.

 

Under current regulations,local regulation, Ecopetrol and Refinería de Cartagena S.A. sellsells regular gasoline and mid-distillatesACPM in Colombia at a regulated price.

  

In accordance with Decree 1068 of 2015, the Ministry of Mines and Energy calculates semiannually and settles Ecopetrol’s net position to be stabilized for each fuel by the Fuel Price Stabilization Fund (FEPC, for its acronym in Spanish). The net position corresponds to the sum of the spreads throughout the semester, the result of which will be the amount in pesos in favor of the Company charged to be settled is calculated asthe resources of the FEPC. The differential corresponds to the product between the volume sold duringreported by the corresponding period multiplied byCompany at the time of sale and the difference between the international parity price and the reference price, actually charged. The net position is calculated by adding all differentials throughout the six month period in Colombian pesos in favorparity price being that which corresponds to the daily prices of the Groupmotor and chargeablediesel gasoline observed during the month, expressed in pesos, referenced to the FEPC. The international parity price is the daily priceGulf of gasoline and diesel oil of the respective month in Colombian pesos, indexed to the United States of America Gulf market, price, calculated in accordance withby applying Resolution 18 0522 of 2010. The2010, and the reference price is the price per gallon fixedProducer Income defined by the Ministry of Mines and Energy and Mines, at which refiners or importers sell gasoline or diesel to the national market.for these purposes. Therefore, this difference representsdifferential constitutes a highergreater or lowerlesser value of sales revenuesrevenue for Ecopetrol.

According to the risk profiles, the Ecopetrol Business Group manages advance payment systems for some of its contracts with customers.

Significant financing component

Generally payments received from customers are short term. Using the practical expedient in IFRS 15, the Group does not adjust the promised amount of consideration for the effects of a significant financing component if it expects, at contract inception, that the period between the transfer of the promised good or service to the customer and when the customer pays for that good or service will be one year or less.

Variable considerations

Upon fulfillment of the obligations set forth in agreements with customers, via delivery of the product or provision of the service, variable components of the transaction price may exist, such as the exchange rate for crude exports or international price fluctuations. In these cases, the Ecopetrol Business Group will make its best estimate of the transaction price that reflects the goods and services transferred to customers.

Agreements signed with customers do not include variable considerations like rebates, refunds or discounts.

Non-cash considerations

Agreements signed in the Ecopetrol Business Group does not consider non-cash transactions.

Customer advances

These correspond to contractual obligations in which the Ecopetrol Business Group receives advances from customers. These advances by customers form part of the policies and risk assessment defined by the Business Group.


Ecopetrol S.A. and Refinería de Cartagena S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.17Costs and expenses

 

Costs and expenses are presented according to their nature; they are detailed in the related disclosures in cost of sales, and administrative, operating, projects and other associated expenses.

F-32

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.18Finance income (expenses)

 

Finance income and expenses include mainly: a) borrowings costs on loans and financing, except for those that are capitalized on qualifying asset, b) gains and losses on changes in fair value of financial instruments measured at fair value through profit or loss, c) currency exchange differences of financial assets and liabilities, except for debt instruments designated as hedging instruments, d) interest expenses as a result of discounting long-termlong–term liabilities (abandonment costs and pension liabilities), e) dividends derived from equity instruments measured at fair value with changes in other comprehensive income.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

4.19Information by business segment

 

Ecopetrol presents the respective disclosures relativeinformation related to its business segments in its consolidated financial statements in accordance with paragraph 4 of IFRS 8 - Operation segments.

 

The operationoperations of the Ecopetrol Business Group isare performed through three business segments: 1) Exploration and Production, 2) Transport and Logistics and 3) Refining, Petrochemical and Biofuels. This segmentation isSegments are determined based on management of objectives and corporate strategic plan,plans, considering that these businesses: (a) are engaged in differentialdifferent commercial activities, which generate sales revenue and incur costs and expenses; (b) the operational results are revised regularly by the Group'sEcopetrol Business Group’s Governance that makes operational decisions to allocate resources to the various segments and assess their performance; and (c) there is differentiated financial information available. Internal transfers represent sales to inter-companyinter–company segments and are registeredrecorded and presented at market prices.

 

a)Exploration and production: This segment includes activities related to the exploration and production of oil and gas. Sales revenuesRevenues are derived from sales of oil and natural gas at market prices to other segments and to third parties (domestic and foreign distributors). Costs include costs incurred in production. Expenses include all exploration costs that are not capitalized.

 

b)Transport and Logistics:logistics: This segment includes sales revenue and costs associated with the transport and distribution of hydrocarbons, derivatives and products operation.

 

c)Refining, petrochemicals and Petrochemicals:biofuels: This segment mainly includes activities performed at the Barrancabermeja and Cartagena refineries, where crude oil from production fields is transformed. The sales revenuerefined or processed. Revenue are derived from the sale of products are realized to other segments and to domestic and foreign customers and include refined and petrochemical products at market prices and some fuels at regulated price. This segment also includes industrial service sales to customers.

 

See figures of the information by segments in Note 33.31.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

F-335.Standards issued but not yet effective

 

The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Ecopetrol Business Group’s financial statements are disclosed below. The Ecopetrol Business Group intends to adopt these new and amended standards and interpretations, if applicable, when they become effective.

 

- IFRS 16 “Leases: was issued in January 2016 and replaces IAS 17“Leases”, IFRIC 4“Determining whether an Agreement contains a lease” SIC-15“Operational leases – Incentives” and SIC-27,“Evaluating the Substance of Transactions involving the Legal Form of a Lease”. IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model similar to the accounting for finance leases under IAS 17. The standard includes two recognition exemptions for lessees - leases of “low value” assets (e.g., personal computers) and short-term leases (i.e., lease with a lease term of 12 months or less). At the commencement date of a lease, a lessee will recognize a liability to make lease payments (i.e., lease liability) and an asset representing the right to use the underlying asset during the lease term (i.e., the right-to-use asset). Lessees will be required to separately recognize interest expense on the lease liability and the depreciation expense on the right-of-use asset.

Lessees will be also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in lease term, a change in future lease payments resulting from a change in an index or rate used to determine those payments). The lessee will generally recognize the amount of the remeasurement of the lease liability as an adjustment to the right-of-use asset.

Lessor accounting under IFRS 16 is substantially unchanged from today’s accounting under IAS 17. Lessors shall continue to classify all leases using the same classification principle as in IAS 17 and distinguish between two types of leases: operating and financial leases.

IFRS 16, which is effective for annual periods beginning on or after January 1, 2019, requires lessees and lessors to make more extensive disclosures than under IAS 17.

Transition to IFRS 16

Ecopetrol Business Group will adopt IFRS 16 as of January 1, 2019, using a modified retrospective approach on contracts previously identified as leases under IAS 17 and IFRIC 4.

The Ecopetrol Business Group will elect to use the exemptions proposed by the standard on lease contracts for which the lease terms ends within 12 months as of the date of initial application, and lease contracts for which the underlying asset is of low value (e.g., computers, mobile telephones, printers, photocopiers, etc.).

During 2018 the Ecopetrol Business Group has performed an assessment of the impact IFRS 16 upon initial application and concluded that it will not have a significant impact in its consolidated financial statements.

Leases in which Ecopetrol Business Group is a lessee

Ecopetrol Business Group will recognize right-of-use assets and a lease liability, currently accounted for as operating leases, primarily on the following leased assets:

§Lands
§Vehicles
§Power plants
§Water treatment plants
§Helicopters

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Prior to the adoption of IFRS 16, Ecopetrol Business Group, recognized operating lease expenses on a straight-line basis during the lease term. Upon application of IFRS 16, Ecopetrol Business Group will instead recognize a depreciation charge on the right-of-use asset and a financial expense related to the lease liability.

Based on currently available information, upon application of IFRS 16, the Ecopetrol Business Group estimates it will recognize a right-to-use asset for approximately COP$430,000 as of January 1, 2019, and a lease liability for the same amount, which are not considered material. The actual impact upon adoption could be different.

-IAS 40 “Investment Properties: Transfers of investment properties” modifies paragraph 57 of IAS 40 to reflect the principle that a change of use involves: (a) an assessment as to whether a property complies or has ceased to comply with the definition of investment property; and (b) requires evidence that supports the change of use that has occurred. By applying this principle, an entity will transfer properties under construction or development to or from investment properties if and only if there is a change of use of this property supported by evidence.

-IFRS 4 “Insurance Policies: Application of IFRS 9 (Financial Instruments) with IFRS 4 (Insurance Policies)” addresses concerns as to the various validity dates of IFRS 9 and the next standard on insurance policies. Changes include a temporary exemption from IFRS 9 for insurers who meet specific criteria and an option for them to apply the focus of the overlap to designated financial assets.

-IFRIC 23 “Uncertainty with regard to treatment of the capital gains tax” clarifies how to apply the recognition and measurement requirements of IAS 12 when there is uncertainty regarding treatment of the capital gains tax.

When there is uncertainty regarding treatment of the capital gains tax, the Company must determine whether it considers each uncertain tax treatment separately or in combination with one or more other uncertain tax treatments based on the focus that best predicts resolution of the uncertainty. Ecopetrol will re-assess a decision or estimate required by this interpretation if the facts and circumstances on which the decision or estimate was based change, or as a result of new information affecting the decision or estimate.

Additionally, upon assessing whether and how an uncertain tax treatment affects determination of the tax gain (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, an entity will assume that a tax authority will inspect the amounts it is entitled to examine and have complete knowledge of all related information when those reviews are carried out.

This interpretation must be applied for years starting January 1, 2019.

-Annual Improvements to the IFRS Regulations, 2014 – 2016 Cycle:

§IFRS 1 - First-time adoption of International Financial Reporting Standards: Elimination of short-term exemptions for entities that adopt IFRS Standards for the first time.

§IFRS 12 - Information to be disclosed on stakes in other entities. Clarification of the scope of the regulation.

§IAS 28 - Investments in related companies and joint ventures: Measurement at reasonable value of a related company or joint venture.

-Amendments to IAS 28 - Long-term interests in associates and joint ventures. The changes clarify that companies recognize long-term interests in an associate or joint venture to which the equity method does not apply, using IFRS 9. The IASB also provides an example that illustrates how companies apply the IFRS 9 and IAS 28 requirements to long-term interests in an associate or joint venture.

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

5.-New accounting standards and regulatory changesAmendments to IFRS 9 - Prepayment Features with Negative Compensation. Changes to IFRS 9 allow companies to measure financial assets canceled in advance with negative offset to amortized cost or reasonable value, through another comprehensive result if a specific condition is met, instead of doing so at reasonable value with gain or loss.

 

Ecopetrol adopted for the first time the following amendments to the IFRS issued by the IASB, applicable for the period covered by this report:

-Annual Improvements to IFRS Standards 2015–2017 Cycle:

 

§Amendments to IAS 7 statement12 – Capital Gains Tax: Consequences to the capital gains tax of cash flows - Disclosure initiative: requires entities to disclose changes in their liabilities arising from financing activities, including those arising from cash and non-cash flows (including, among others, the effect of fluctuations in the Colombian peso-U.S. dollar exchange rate). The adoption of the amendments to IAS 7 had no impact on the amounts recognized in thepayments for financial statements. The Group provides the information for the current period and the comparative period, required by this standard in Note 20 - Loans and borrowings.instruments classified as net equity.

The following accounting standards will become effective in future periods and are being implemented and /or assessed:

 

§IFRS 9 "Financial instruments" replacedAmendments to IAS 39 "Financial Instruments: Recognition and Measurement" and entered into force for annual periods beginning on January 1, 2018. IFRS 9 includes standards on: 1) the classification and measurement of financial assets and liabilities, 2) impairment of financial assets, and 3) hedge accounting. Ecopetrol will apply these standards on their effective date.23 - Loan costs. Loan costs subject to compounding.

In relation to classification and measurement, the Group made and assessment on its financial assets and liabilities and concluded that: a) the valuation of financial assets and liabilities measured at amortized cost is consistent with the Group’s business model, which seeks to pay or receive cash flows at a certain moment; b) the amortized cost valuation method does not apply to short-term accounts payable and receivables, as they do not have an associated interest rate and their settlement is less than one year; and c) investment portfolios and financial derivatives continue to be measured at fair value with changes in fair value through profit or loss, in compliance with their function within the Group’s business model.

Based on the aforementioned evaluations, the current classification of the Group's financial instruments is consistent with its business model and no significant change to the current accounting is expected.

With respect to the impairment assessment model applied to financial assets valued at amortized cost, Management believes that the adoption of IFRS 9 will not result in any impact, taking into account processes executed to monitor credit risk, knowledge prior to the financial situation of the counterparties with which transactions are made, and the quality of the portfolio.

Finally, with respect to the hedging accounting model, as an accounting policy, the Group decided to continue applying the guidance of IAS 39 for existing operations. Should Ecopetrol decide to establish new hedges, the requirements of IFRS 9 will be assessed to establish the relationship of those hedges to and their alignment with risk management objectives, as well as the qualitative and quantitative components to be considered for effectiveness of the assessment.

 

§Amendments to IFRS 15 "Revenue from ordinary activities3 – Business combinations and changes to IFRS 11 – Joint agreements. Stakes previously held in contracts with customers" provides a five-step model to account revenue arising from contracts with customers, focusing on the identification and fulfillment of performance obligations. IFRS 15 replaces IAS 18 "Revenue" and is effective for annual periods beginning on or after January 1, 2018. According to the new standard, revenues are recognized when performance obligations are satisfied and there is no indication that the price or variable consideration are not measurable or realizable. Likewise, the recognition of revenue is observed when the client obtains control of the goods or services offered in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. The standard also contains presentation and disclosure requirements that are more detailed than those defined by IAS 18, which represents an increase in the volume of disclosures required in the financial statements.joint venture.

 

F-345.2Impact of the adoption of new regulations (IFRS 16)

 

IFRS 16 “Leases” was issued in January 2016 and replaces IAS 17 “Leases,” IFRIC 4 “Determination as to whether an agreement contains a lease contract,” SIC-15 “Operational leases – Incentives” and SIC-27 “Assessment of the share of transactions that legally involve a lease.”


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The Ecopetrol Business Group will apply this standard on January 1, 2018, using the modified retrospective method, which allows adjusting the calculated impacts within equity, at the date of initial application, without adjusting the comparative years. Management estimates that the adoption of the new standard will not have a material effect; nevertheless, the adoption will required the implementation of new internal controls, changes in accounting procedures and policies to allow documentation on the adoption of the standard and its future application.

During the process of implementing IFRS 15, sources of ordinary income were assessed, considering the identification of contracts with customers, performance obligations, the determination of transaction prices, the association of prices with performance obligations, and the recognition of income when such obligations are fulfilled. The analysis included the following aspects by segment:

Exploration and production: Revenues in this segment correspond to the sale of oil and natural gas. The Group assessed the following: agreements with partners in joint operations, long-term contracts, over and underlifting, production, royalties, role of principal and agent, purchase and sale agreements, take-or-pay agreements and variable price components. No significant impacts were identified for the recognition, measurement or presentation of revenue in this segment.

The Group assessed whether the operating partner in a joint operation can have a contract with another non-operator partner to market and sell the non-operator product to a third party. The analysis included whether one of the parties acts as principal or agent in the agreement. The operator evaluates whether it records gross income based on total production or net income based on its net operating interest. The non-operator evaluates the moment of revenue recognition. The Ecopetrol Business Group does not maintain significant agreements with non-operating partners whereby it assumes the role of agent.

Transport and Logistics: Revenues in this segment correspond to the income from transport, storage and wholesale commercialization of crude or refined products derived from petroleum either by pipeline, rail, barge or truck. Pipelines and other transportation systems can be used to move crude oil from production sites to refineries and deliver the various refined products to fuel distributors. The main aspects evaluated are ship or pay and ship and pay contracts, variable price components and deposit agreements. The Ecopetrol Business Group has evaluated the performance obligations established in the provision of service, noting that there are no conditions with effects on the variable price related to volumetric adjustments or other contractual conditions that prevent recognition of income.

Take-or-pay contracts: Commodity sales contracts and some firm storage and transportation contracts can be structured as more complex purchase or minimum payment contracts, which specify minimum quantities of product that a customer will pay, even if they choose not to receive or use them. The quantities of products that a customer chooses not to take or use in the specified delivery period are called "deficient quantities."

No significant impacts were identified for recognition, measurement or reporting of revenue for this segment.

F-35

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Refining, Petrochemicals and Biofuels: Revenues in these segments correspond to the refining of oil, the processing and purification of natural gas, and the production of petrochemicals and biofuels. The main aspects assessed are long-term contracts, variable price components, non-monetary agreements, discounts, financing components and refinery network deliveries. No significant impacts were identified for the recognition, measurement or reporting of revenue for this segment.

For each of these segments, income is recognized when the goods or services have been delivered to customers at the established delivery points (when the performance obligation is fulfilled), whereby the transfer of the goods takes place and the risks associated with the products have been accepted by customers.

Regarding the agent and principal structure, as part of the process of selling products or services, the Ecopetrol Business Group enters into contracts to acquire, on behalf of the customer, other products or provide services. Under these contracts, the Ecopetrol Business Group is considered as the entity responsible for fulfilling the specific performance obligation. In some cases an inventory risk is not maintained before or after having sold the good or rendered the service. The Ecopetrol Business Group has assessed the impact on recognition in both cases and does not expect significant effects in the adoption of the new standard.

As a result of the analysis of these segments, it was concluded that: a) for contracts with several performance obligations, the Group concluded that such contracts are interdependent; therefore, the prices assigned are not independent and the application of a pricing methodology was not required; b) the Ecopetrol Business Group acts as principal in its transactions where it controls assets before transferring them to a client; c) the Group recognizes variable considerations in transaction prices unless they cannot be reliably measured, in which case the recognition is deferred until the uncertainty is resolved; d) the product's method is used by the Group to recognize income from long-term contracts with partial deliveries of goods; e) no effects associated with contract costs were identified when they were recognized in the accounting period and capitalization of the costs is not required; and, f) non-monetary agreements are recognized at fair value.

§IFRS 16 "Leases" provides a new model for a lessee's accounting, according to which all leases, other than those of short-term and with small amounts, will be recognized in the balance sheet, as an asset (right of use) and a liability (financial lease) and in the statement of profit or loss, the respective amortization of the right of use during the term of the lease. IFRS 16 will be effective for annual periods beginning on or after January 1, 2019, with limited possibilities for early implementation. IFRS 16 replaces the current IAS 17 "Leases" and IFRIC 4 "Determination of whether an agreement contains a lease".

IFRS 16 "Leases" contains a new model for the identification of leases and their treatment in the financial statements for lessees. As a result of its implementation, oil and gas companies could recognize more assets and liabilities, mainly derived from the rental of drilling equipment and offices.

Ecopetrol has completed its initial assessment and started an action plan for its implementation. The Group will continue to perform a more detailed analysis of the potential impact on the financial statements from the adoption of IFRS 16 and does not expect to adopt it in advance.

F-36

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

§Amendments to IFRS 10 and IAS 28: Asset sale or contribution between an investor and its associate or joint venture.

The amendments address the conflict between IFRS 10 and IAS 28 as to the treatment of control loss of a subsidiary that is sold or contributed to an associate or joint venture. The amendments clarify that the gain or loss resulting from the asset sale or contribution that constitutes a business, as defined in IFRS 3, between the investor and its associate or joint venture, is recognized in its entirety. However, any gain or loss resulting from an asset sale or contribution that is not a business, is recognized only up to the interests of investors who are not related to the associate or joint venture. The IASB has deferred the effective date of these amendments indefinitely, but an entity that early adopts it must apply them prospectively.

§Annual Improvements to IFRS Standards 2014-2016 cycle: Modifications to the following standards:

-IFRS 12: The interpretation clarifies the scope of the standard by specifying that disclosure requirements in the standard, except those listed in paragraphs B10 to B16, apply to the interests of an entity listed in paragraph 5 (subsidiaries, joint arrangements, associates and non-consolidated structured entities), which are classified as held for sale or discontinued operations in accordance with IFRS 5.

-IFRIC 22 Transactions in foreign currency and early consideration: The interpretation deals with transactions in foreign currency where:

§There is a consideration that is denominated in foreign currency;
§The entity recognizes an asset for early payment or a deferred tax liability with respect to such consideration, before the recognition of the related asset, expense or income; and
§The asset for said advance or deferred tax liability is not monetary.

The Interpretations Committee reached the following conclusions:

§The date of the transaction, in order to determine the exchange rate, is the date of the initial recognition of the non-monetary advance or deferred tax liability.
§If there are several payments received in advance, a transaction date is established for each payment.

These new accounting policies are subject to change until the Ecopetrol Business Group presents its first financial statements on the initial application date.

F-37

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressedunder IFRS 16 in millions of Colombian pesos, unless otherwise stated)2019.

 

6.Cash and cash equivalents

 

Cash and cash equivalents details as of December 31, 20172018 and 20162017 is as follows:

 

 2017  2016  2018  2017 
Banks  5,484,981   3,319,465   4,511,078   5,484,981 
Short-term investments  2,459,438   5,090,048 
Short–term investments  1,799,597   2,459,438 
Cash  1,466   954   1,069   1,466 
  7,945,885   8,410,467   6,311,744   7,945,885 

 

As of December 31, 2017,2018, cash and cash equivalents balance included COP $ 96,758COP$92,331 and COP $ 114,206COP$96,758 as of December 31, 2016,2017, of restricted cash to be used exclusively for the payment of loans principal and interest obtained by Oleoducto Bicentenario and Oleoducto de los Llanos. The use of short-termshort–term financial investments depends on the liquidity needs of the Ecopetrol Business Group.

 

The fair value of cash and cash equivalents approximates their book value due to their short-termshort–term nature.

 

The return on cash and cash equivalents for the year ended December 31, 20172018 was approximately 3% (2017 – 4.2% (2016 - 3.5%).

 

The following table reflects the credit quality of issuers of investments included in cash and cash equivalents:

 

Rating 2017  2016  2018  2017 
AAA  2,807,170   3,198,394   3,092,236   2,807,170 
BBB  1,305,037   - 
A1  2,922,714   1,466,015   907,453   2,922,714 
BRC1 +  1,152,593   312,290 
BRC1+  470,623   1,152,593 
F1+  222,454   - 
A-2  147,186   27,350 
AA  107,520   - 
F1  896,231   545,872   48,566   896,231 
Aa3  99,029   -   -   99,029 
Aa2  27,868   -   -   27,868 
A-2  27,350   - 
No rating available  12,750   67,185 
F2  180   409,717   -   180 
A1+  -   73,470 
F1+  -   2,188,471 
Prime-2  -   78,989 
F3  -   37,172 
Prime-3  -   32,748 
B  -   144 
Other  10,669   12,750 
  7,945,885   8,410,467   6,311,744   7,945,885 

 

See credit risk policy in Note 30.3.

28.2.2

F-38

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

7.Trade and other receivables, net

 

The balance of trade and other receivables, net of provision allowance for doubtful accounts, is comprised as follows as of December 31, 20172018 and 2016:2017:

 

 2017  2016  2018  2017 
Current                
Customers                
Foreign  2,052,829   1,366,322   2,404,531   2,052,829 
Domestic  1,533,058   1,180,577   1,512,821   1,533,058 
Fuel price stabilization fund (1)  2,256,312   1,203,811   3,828,691   2,256,312 
Related parties (Note 31)  23,013   97,730 
Industrial services  26,223   60,025   154,152   26,223 
Accounts receivable from employees (2)  34,461   42,407 
Accounts receivable from employees  78,459   34,461 
Related parties (Note 29)  23,480   23,013 
Other  173,022   261,829   192,109   173,022 
  6,098,918   4,212,701   8,194,243   6,098,918 
        
Non-current        
Accounts receivable from employees (2)  484,504   425,468 
Related parties (Note 31)  154,810   170,121 
Fuel price stabilization fund (1)  77,510   77,510 
Non–current        
Accounts receivable from employees  470,609   484,504 
Related parties (Note 29)  117,824   154,810 
Other  60,308   56,311   167,141   137,818 
  777,132   729,410   755,574   777,132 

 

(1)Accounts receivable from the Ministry of Finance and Public Credit, arising from the differences between the international parity price of regular motor gasoline and diesel and the prices charged by the Ecopetrol Business Group, in accordance with Resolution 180522 issued on March 29, 2010, as amended. The Ministry of Finance and Public Credit actually settles the payments.

 

(2)Ecopetrol transferred the administration, management and control of loans granted to employees to Cavipetrol (“Corporación de los trabajadores de la Empresa Colombiana de Petróleos Ecopetrol S.A.").

The following shows the changes in the allowance for doubtful accounts for the year ended December 31, 20172018 and 2016:2017:

 

 2017  2016  2018  2017  2016 
Opening balance  144,329   160,406   170,016   144,329   160,406 
Additions of allowances, net  35,229   19,438 
Accounts receivable write-off and uses  (9,542)  (35,515)
Additions, net  107,725   35,229   19,438 
Accounts receivable write–off and uses  (9,087)  (9,542)  (35,515)
Closing balance  170,016   144,329   268,654   170,016   144,329 

 

8.Inventories, net

 

The balance of inventories, net of allowanceallowances for losses, as of December 31, 20172018 and 20162017 is as follows:

 

 2017  2016  2018  2017 
Crude oil  1,836,363   1,557,267   1,958,572   1,836,363 
Fuels and petrochemicals  1,481,777   1,270,870   1,524,548   1,481,777 
Materials for the production of goods  1,283,256   1,013,764   1,617,287   1,283,256 
  4,601,396   3,841,901   5,100,407   4,601,396 

The following is the changes of the allowances for losses for the years ended December 31, 2018 and 2017:

  2018  2017  2016 
Opening balance  194,507   265,435   198,539 
(Reversals) additions, net  (115,778)  9,134   41,957 
Foreign currency translation  9,717   (4,266)  50,053 
Uses  (1,508)  (75,796)  (25,114)
Closing balance  86,938   194,507   265,435 

 

F-39

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The following is the changes of the allowance for losses, for the years ended December 31, 2017 and 2016:

  2017  2016 
Opening balance  265,435   198,539 
Additions  9,134   41,957 
Foreign currency translation  (4,266)  50,053 
Uses  (75,796)  (25,114)
Closing balance  194,507   265,435 

9.Other financial assets

 

The balance of other financial assets as of December 31, 20172018 and 20162017 is as follows:

 2017  2016 
      2018  2017 
Assets measured at fair value through profit or loss                
Investment Portfolio - Local currency  3,310,338   2,519,311 
Investment Portfolio - Foreign currency  3,194,287   4,116,987 
Investment Portfolio – Local currency  3,389,869   3,310,338 
Investment Portfolio – Foreign currency  4,754,369   3,194,287 
  6,504,625   6,636,298   8,144,238   6,504,625 
Assets measured at amortized cost  3,636   4,152   3,577   3,636 
Hedging instruments  25,464   46,445   -   25,464 
Total  6,533,725   6,686,895 
  8,147,815   6,533,725 
                
Current  2,967,878   5,315,537   5,321,098   2,967,878 
Non-current  3,565,847   1,371,358 
Non–current  2,826,717   3,565,847 
  6,533,725   6,686,895   8,147,815   6,533,725 

 

The average return of the investment portfolio in Colombian pesos and U.S. dollars was approximately 5.4% (2017 – 7.4% (2016- 8.1%) and 1.1% (2016 - 0.8%approximately 2.1% (2017 – 1. 1%), respectively.

 

Changes in fair value are recognized in financial resultresults (Note 29)27).

 

9.1Restrictions

 

As of December 31, 20172018 and 2016,2017, there were no investmentinvestments with a restricted use.

On November 6, 2016, through the Ministries of Mines and Energy and Finance and Public Credit, the termination of Ecopetrol's sequester status in the process of nullity and re-establishment of rights filed against the Comuneros de Santiago de las Atalayas was confirmed. In view of the foregoing, the restricted assets related to this case were released Ecopetrol (see Note 23.3 – Comuneros – Santiago de las Atalayas provisions, for further information).

 

9.2Maturity

 

The following are the maturities of other financial assets as of December 31, 20172018 and 2016:2017:

  2017  2016 
Up to 1 year  2,967,878   5,315,537 
1-2 years  1,588,145   838,786 
2-5 years  1,817,558   497,204 
> 5 years  160,144   35,368 
   6,533,725   6,686,895 

F-40

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  2018  2017 
Up to 1 year  5,321,098   2,967,878 
1 – 2 years  1,847,241   1,588,145 
2 – 5 years  823,425   1,817,558 
> 5 years  156,051   160,144 
   8,147,815   6,533,725 

 

9.3Fair value

 

The following is the balance of other financial assets by fair value hierarchy level as of December 31, 20172018 and 2016:2017:

 2017  2016  2018  2017 
Level 1  317,912   25,066   372,636   317,912 
Level 2  6,186,713   6,611,232   7,771,602   6,186,713 
  6,504,625   6,636,298   8,144,238   6,504,625 

 

There were no transfers between hierarchy levels for the years ended December 31, 20172018 and 2016.2017.

 

The securities comprising Ecopetrol'sEcopetrol’s portfolio are valued on a daily basis according to the instructions issued by the Financial Superintendence of Colombia. To this end, the information provided by authorized entities is used, which includes data from active markets. For cases in which market data is not available, other directly or indirectly observable data is used.

 

For U.S. dollar-denominateddollar–denominated investments, fair value is based on information released by Bloomberg, while for investments denominated in Colombian pesos, fair value is provided by Infovalmer, an entity authorized by the Financial Superintendence of Colombia to provide this service.

 


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Within the investment valuation hierarchy process, in addition to the information used for the valuation, other relevant aspects are taken into account, such as the issuer’s rating, investment rating and the risk analysis of the issuer performed by the Ecopetrol which makes it possible to establish the appropriate hierarchy level for investments.Business Group.

  

9.4Credit rating

 

The following table reflects the credit quality of the issuers of other financial assets measured at fair value through profit or loss:

 

Rating 2017  2016 
 2018  2017 
A1  3,148,043   1,149,606 
AAA  3,175,727   1,858,665   3,105,894   3,175,727 
A1  1,149,606   3,060,660 
BRC1+  611,905   - 
F1+  353,175   - 
AA-  455,584   233,668 
AA+  1,067,989   50,192   193,747   1,067,989 
A+  161,160   175,767 
A  80,334   300,179 
AA  15,430   - 
BBB+  18,731   - 
BBB  -   21,835 
BBB-  378,939   -   -   378,939 
A  300,179   - 
AA-  233,668   3,730 
A+  175,767   - 
BBB  21,835   - 
AA  -   5,289 
F1+  -   1,636,039 
No rating available  915   21,723   235   915 
  6,504,625   6,636,298   8,144,238   6,504,625 

 

See credit risk policy in Note 30.3.

F-41

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)28.2.2

 

10.Taxes

 

10.1Current tax assets and liabilities

 

The balance of current tax assets and tax liabilities as of December 31, 20172018 and 20162017 is as follows:

  2018  2017 
Current tax assets        
Income tax(1)  765,399   165,437 
Credit tax balance(2)  54,350   234,410 
Other taxes  211,558   225,527 
   1,031,307   625,374 
Current tax liabilities        
Income tax(1)  1,065,688   1,305,011 
National tax and surcharge on gasoline  141,408   136,706 
Carbon tax  48,520   51,383 
Other taxes(3)  495,684   512,588 
   1,751,300   2,005,688 

 

  2017  2016 
Current tax assets        
Income tax (1)  165,437   308,868 
Credit tax balance (2)  234,410   598,140 
Other taxes  225,527   222,090 
Total  625,374   1,129,098 
         
Current tax liabilities        
Income tax (1)  1,305,011   1,478,294 
National tax and surcharge on gasoline  136,706   324,402 
Carbon tax  51,383   - 
Other taxes (3)  512,588   328,244 
Total  2,005,688   2,130,940 

(1)Corresponds to the resulting value after subtracting advanced tax payments, favorable balances and advance payments settled in the previous year's statement. The main variation compared to the previous period corresponds to the favorable balance of the income tax that was generated by the anticipated voluntary payment made in November and December 2018 by Ecopetrol S.A., in accordance with the Decree 2146 of November 22, 2018 and the decrease in non-deductible expenses, and the effects of the tax reform on issues such as depreciation and exchange difference.expenses.

 

(2)Includes mainly the value added tax (VAT) receivable balance.

 

(3)Mainly includes VAT payable balances, and industry and commerce tax.

10.2Income tax

In accordance with Law 1819/2016 (Tax Reform), the tax regulation applicable in Colombia for the 2017 taxable year and subsequent years is as follows:

a)The income tax rate will be 34% for the taxable year 2017 and 33% for the taxable year 2018royalties and subsequently.

b)A surtax was established on income tax for 2017 and 2018, of 6% and 4%, respectively, which is applicable when taxable income exceeds COP$800 million.

c)Companies located in a free trade zone are taxed at a rate of 20%. If the Group located in a free trade zone has a Legal Stability Contract (hereinafter CEJ, for its acronym in Spanish), the income tax rate will continue to be 15% during the term of the said contract. This applies to Reficar, Bioenergy Zona Franca and Comai.

d)Presumptive income will be calculated by applying a 3.5% rate to the liquid equity balance of the immediately preceding year. For entities that have a CEJ, the stabilized rate for the calculation of presumptive income will continue to 3%, during the term of the contract.

e)For fiscal year 2017, the Ecopetrol Business Group has companies that are subject to a 40% income tax rate, companies in Free Trade Zones that are subject to a 15% income tax rate (which have CEJ) and 20% income tax rate, and other entities that are subject to statutory income tax rates in the country where they are incorporated.monetary compensations.

 

F-42

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

f)10.2AlignsIncome tax

In December 2016, the Colombian Congress adopted Law 1819, which introduced more changes to the Colombian tax system, applicable beginning in 2017 including the following aspects:

a)A unified income tax rate was set, which will be 34% for 2017 and 33% for 2018 and subsequently.

b)An income tax surtax for profits above COP$800 million is set which will be 6% for 2017 and 4% for 2018.

c)The income tax for tax free trade zone users will increase from 15% to 20% in 2017. The tax rate of companies located in a free trade zone with the tax depreciation systemslegal stability agreement is 15% during term of the said agreement.

d)The presumptive income rate will increase from 3% to accounting depreciation and establishes a limit3.5% from 2017. Tax losses accumulated until December 31, 2016 that have not been compensated, are subject to may be carried forward in accordance to the formula provided in the article 290 of Law 1819/2016.

e)For fiscal year 2018, the Ecopetrol Business Group has subsidiaries that are subject to a 37% income tax rate, subsidiaries in free trade zones that are subject to a 15% or 20% income tax rate depending upon whether or not the comply with the CEJ rules, and other subsidiaries that are subject to statutory income tax rates in the country where they are incorporated in.

f)Depreciation and amortization methods and annual depreciation deductible amount based onpercentages are limited to the table established in the tax reform. Tax amortization of oilrule and gas investments is calculated baseddepends on the technical production unit method which is aligned with accounting amortization.type of asset. For example, machinery and equipment depreciate at 10%, infrastructure (including pipelines) at 2.22% and vehicles and computers at 20%, among others.

 

g)The cost of acquisition of exploration rights, G & G,geology and geophysic (G&G), exploratory drilling, etc., is capitalized for tax purposes until the technical and commercial feasibility of extracting the resource is achieved.

 

h)Accumulated tax loss balance generated starting January 1, 2017 canTax losses may be offset with the liquidagainst ordinary net income generated overobtained in the following 12 years (unlimited for those with CEJ).taxable years.

 

i)For the period January 1, 2013 through December 31, 2016, taxable income in Colombia was subject to a 25% income tax rate with an additional 9% related to the income tax for equality "CREE", excluding tax payers who, based on an express provision manage special rates, and 10% rate on income from occasional profits; 15% income tax rate for companies in the free trade zone pay, and those not generating net income or whose net taxable income or with net taxable income lower than the presumptive income at 3% rate on equity.

On December 23, 2014, through Law 1739, a surtax on income for equality - CREE was established for the years 2015, 2016, 2017 and 2018, which is applicable entities with taxable income above COP$800 million, at rates of 5%, 6%, 8% and 9% per year, respectively.

For taxable year 2016, the Ecopetrol Business Group had companies subject to a 40% income tax rate, companies in free trade zones subject to a 15% and 20% income tax rate, and other entities that were subject to statutory income tax rates in the country where they are incorporated, and some other entities that pay taxes under presumptive taxable income in Colombia.

j)As of December 31, 2017 and 2016, Refinería de Cartagena, Bioenergy, and Ecopetrol Costa Afuera S.A.S., subsidiaries,and Andean Chemicals Ltd have accrued accumulated tax losses that can be offset with future taxable income of COP$4,288,957 and COP$ 3,352,216, respectively, originatedgenerated between 2009 and 2017. As per current tax legislation, accumulated tax losses accrued starting fiscal year 2007 can be offset, or tax adjusted, at any time, against taxable income without prejudice2017 to carry forward, for a net value of the periods in which the entity was subject to the presumptive income regime. Accumulated tax losses cannot be transferred to its shareholders. However, in accordance withArticle 290COP$4,292,418 as of Law 1819December 2018 and COP$4,288,957 as of 2016, the unused accumulated tax losses through December 31, 2016, can be offset based on a formula contained in that article.2017.

 

As of December 31, 2017,In 2018, tax losses without a deferred tax assets relatedbase expiration date amount to unused accumulatedCOP$4,078,439 with a deferred tax losses, which do not expire, amounted toof COP$611,766792,452, attributable to the Refinería de Cartagena. Such deferred tax assets were calculated based onCartagena, and COP$4,078,439 of accumulated income tax losses. The recognition of this deferred tax is based on the refinery's operational stability of the refinery presented in 2017, the projection of margins and the optimization of costs.

The assessment of the accumulated tax losses related47,803 attributable to companies Ecopetrol Costa Afuera S.A.S., Bioenergy and Bioenergy Zona Franca with respect to deferred tax is mentioned in this note under the chapter titled "Deferred Income Tax".

In accordance with Article 290 of Law 1819 of 2016, the unused presumptive income surplus and minimal base surplus generated before 2017 on income tax and CREE can be used based on a formula contained in said Article and subject to the terms established in Article 189 of the Tax Code.Bioenergy.

 

F-43

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Statute of limitations ofon review forof tax returns

 

Tax returns may be reviewed by the tax authorities within 5for 6 years following the filing date and/or amendment, if the returns reflected tax losses.

 

As of the yearStarting 2017, the statute of limitations covering tax returns will beis 3 years as of the date of expiration or as of the filing date, when these have been filed extemporaneously. With respect to transfer pricing, the statute of limitations will beis 6 years.

 

With respect to tax returns with favorable balances, the statute of limitations will be 3 years as of the filing date of the request for devolutionrefunds or offsetting.

 

With regard to tax returns in which tax losses are offset,carried forward, these will be considered determined after 6 years counted as of their filing date. With respect to tax returns where tax losses are calculated, the statute of limitations will be 12 years and if the losses are offsetcarried forward within the last 2 years of the 12-year12–year period, the statute of limitations will be extended up to 3 additional years from the year of offsetting.

 

Income tax expense

 

The following is a detail of the income tax recognized in profit or loss for the years ended December 31, 2018, 2017 2016 and 2015:2016:

 

 2017  2016  2015  2018  2017  2016 
Current income tax  5,144,962   4,517,336   3,510,546   7,539,093   5,108,549   

4,376,706

 
Adjustments to prior years’ tax  (68,270)  -   - 
Deferred income tax  723,576   25,710   (2,800,193)  783,136   472,772   25,710 

Adjustments to prior years’ current and deferred tax

  (63,744)  218,947   140,630 
Income tax expenses  5,800,268   4,543,046   710,353   8,258,485   5,800,268   4,543,046 

 

Reconciliation of the income tax expenses

 

The reconciliation between the income tax expenses and the tax determined based on the officialstatutory tax rate applicable to the Ecopetrol Business Group in Colombia is as follows:

 

 2017  2016  2015  2018  2017  2016 
Net income (loss) before income tax  13,769,662   7,790,526   (5,578,626)
Net income before income tax  20,613,875   13,769,662   7,790,526 
Statutory rate  40%  40%  39%  37%  40%  40%
Income tax at statutory rate  5,507,865   3,116,210   (2,175,664)  7,627,134   5,507,865   3,116,210 
            
ETR reconciliation items:                        
Effect in changes in tax rates and tax base (CREE tax)  910   807,989   2,063,782 
Non-deductible wealth tax  85,872   229,375   253,422 
Foreign currency translation and exchange difference  (186,787)  (234,316)- 310,657   751,210   (186,787)  (234,316)
Prior year taxes  274,777   140,630   (21,233)
Non-deductible expenses  129,531   486,300   251,246 
Valuation of investments  -   -   48,129 
Non-taxable income  (11,900)  (3,142)  (19,986)
Effect Leon well (Ecopetrol America Inc.)  281,912       
Effect in changes in tax rates and tax base  172,352   186,588   807,989 
Non–deductible expenses  56,061   211,042   486,300 
Non–deductible wealth tax     85,872   229,375 
Prior years’ current and deferred tax  (63,744)  218,947   140,630 
Non–taxable income  (78,303)  (47,509)  (3,142)
Impairment of long–term assets  (128,461)  (175,750)   
Effect of tax reform  (359,676)      
Income tax calculated  5,800,268   4,543,046   710,353   8,258,485   5,800,268   4,543,046 
            
Current  5,076,692   4,517,336   3,510,546   7,416,038   5,076,692   4,517,336 
Deferred  723,576   25,710   (2,800,193)  842,447   723,576   25,710 
  5,800,268   4,543,046   710,353   8,258,485   5,800,268   4,543,046 

The effective tax rate as of December 31, 2018 is 40.1% (2017 - 42.1% and 2016 - 58.3%). The decrease compared to the previous year is mostly due to the following concepts: a) Decrease in the nominal rate 40% in 2017 to 37% in 2018; b) improvement of the results before taxes of the Ecopetrol Business Group; c) Effect for tax reform d) Adjustment for differential taxable bases; e) adjustment for differential tax rates of the Ecopetrol Business Group different from the nominal 37%, with a rate lower than the nominal rate; f) application of a lower rate for the long-term amortizable deferred tax asset; and g) elimination of wealth tax.

 

F-44

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The effective tax rate (ETR) as of December 31, 2017 was 42.1% (2016 - 58.3%). The decrease compared to the previous year is mainly due to the following: a) Decrease in non-deductible expenses due to the effects of the transportation tax; b) Adjustment for differential of taxable bases; c) The adjustment for differential tax rates of the Group other than the nominal 40%, where the most significant item is the deferred tax asset to be amortized in the long term, with a rate lower than the nominal rate; and d) The adjustment of the wealth tax due to the effect of the rate, which is 0.4% for 2017, compared to 1% in 2016.

Income and supplementary tax returns for taxable years 2011, 2012, 2014, 2015, and 2016 and 2017 and CREE returns forof the taxable years 2014, 2015 and 2016 of the Ecopetrol Business Group companies are subject to acceptance and review by the tax authorities. Management of the Ecopetrol Business Group companies considers that the amounts accountedrecognized as liability for payable taxes are sufficient andpayable are supported by currentthe regulations, doctrine and case law applicable to any claim that could be eventually filed with respect to such years. The Ecopetrol Business Group's strategy is not making tax decisions based on aggressive or less-assured positions that could put into question its tax returns.

  

Deferred income tax

 

The following is the detail of the deferred tax balance on gains as of December 31, 20172018 and 2016:2017:

 

 2017  2016 
      2018  2017 
Deferred tax assets  4,016,161   4,248,014   3,879,427   4,016,161 
Deferred tax liabilities  (1,333,280)  (1,639,703)  (1,337,943)  (1,333,280)
Net deferred income tax  2,682,881   2,608,311   2,541,484   2,682,881 

 

The deferred income tax assets and liabilities are reported net in compliance with the requirements of international financial reporting standards (IAS 12).  Asas of December 31, 20172018 and 2016, the deferred tax detail2017, is as follows:

 

 2017  2016  2018  2017 
Deferred tax assets (liabilities)                
Provisions (3)(1)  1,840,988   1,875,965   1,994,762   1,840,988 
Employee benefits (2)  1,373,561   656,997   1,161,860   1,373,561 
Loss carry forwards(3)  611,766   477,808   1,002,062   611,766 
Accounts payable  208,618   311,607   1,193,098   208,618 
Accounts receivable  94,864   133,840   79,591   94,864 
Property plant and equipment and Natural and environmental resources (1)(4)  (1,006,299)  (220,315)  (2,304,140)  (1,006,299)
Goodwill  (408,932)  (345,288)  (404,394)  (408,932)
Borrowings and other financial liabilities  -   (113,497)
Investments and derivative instruments  (170,960)  (49,258)
Others  (31,685)  (168,806)  (10,395)  17,573 
  2,682,881   2,608,311 
          2,541,484   2,682,881 
Deferred tax assets  4,016,161   4,248,014   3,879,427   4,016,161 
Deferred tax liabilities  (1,333,280)  (1,639,703)  (1,337,943)  (1,333,280)
  2,682,881   2,608,311   2,541,484   2,682,881 

 

(1)The most representative item corresponds to the asset retirement obligation (ARO).

(2)Actuarial calculations for health, retirement pensions, education, pension bonds and other benefits to long–term employees.

(3)The increase is because of the tax reform that allows a greater recognition of deferred tax on tax losses and excess presumptive income in Refinería de Cartagena mainly.

(4)For tax purposes, natural and environmental resources and property, plant and equipment have a useful life and a depreciation and amortization calculation methodology different from those determined as per international accounting standards.standards, within this item occasional gains of 10% is included, corresponding to lands. The main variation corresponds to the tax rate reduction from 33% to 30%.

 

(2)Actuarial calculations for health, retirement pensions, education, pension bonds and other benefits to long-term employees.

(3)The most representative item corresponds to the provision for well abandonment.

F-45

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The table above takes into consideration the offsetting of deferred tax assets and deferred tax liabilities within the same tax jurisdiction. The overall deferred tax position in a particular tax jurisdiction determines if a deferred tax balance is presented within deferred tax assets or deferred tax liabilities. Accordingly, certain deferred tax assets are presented within deferred tax liabilities, and certain deferred tax liabilities within deferred tax assets.

The following is the detail of the deferred tax assets (liabilities), net for the years ended December 31, 20172018 and 2016:2017:

 

 Property
plant and
equipment
and Natural
resources
  Provisions  Employee
benefits
  Loss
carry
forwards
  Accounts
payable
  Property plant and
equipment and
Natural resources
  Provisions  Employee benefits  Loss carry
forwards
  Accounts
payable
 
As of December 31, 2015  205,499   1,824,844   -   238,193   726,256 
Recognized in profit or loss  (425,814)  51,121   40,300   239,615   (414,649)
Recognized in OCI  -   0   616,697   -   - 
As of December 31, 2016  (220,315)  1,875,965   656,997   477,808   311,607   (220,315)  1,875,965   656,997   477,808   311,607 
Recognized in profit or loss  (785,984)  (34,977)  (22,818)  133,958   (102,989)  (785,984)  (34,977)  (22,818)  133,958   (102,989)
Recognized in OCI  -   -   739,382   -   -         739,382       
As of December 31, 2017  (1,006,299)  1,840,988   1,373,561   611,766   208,618   (1,006,299)  1,840,988   1,373,561   611,766   208,618 
           
 Goodwill  Borrowings
and other
financial
liabilities
  Accounts
receivable
  Others  Total 
As of December 31, 2015  (262,290)  (540,811)  17,927   3,804   2,213,422 
Recognized in profit or loss  (82,998)  427,314   115,913   23,488   (25,710)  (1,297,841)  153,774   (178,160)  390,296   

984,480

 
Recognized in OCI  -   -   -   (196,098)  420,599         (33,541)      
As of December 31, 2016  (345,288)  (113,497)  133,840   (168,806)  2,608,311 
Recognized in profit or loss  (63,644)  113,497   (38,976)  78,357   (723,576)
Recognized in OCI  -   -   -   58,764   798,146 
As of December 31, 2017  (408,932)  -   94,864   (31,685)  2,682,881 
As of December 31, 2018  (2,304,140)  1,994,762   1,161,860   1,002,062   

1,193,098

 

  Goodwill  Borrowings and
other financial
liabilities
  Accounts
receivable
  Investments and
derivative
instruments and
Others
  Total 
As of December 31, 2016  (345,288)  (113,497)  133,840   (168,806)  2,608,311 
Recognized in profit or loss  (63,644)  113,497   (38,976)  78,357   (723,576)
Recognized in OCI           58,764   798,146 
As of December 31, 2017  (408,932)     94,864   (31,685)  2,682,881 
Recognized in profit or loss  4,538      (15,273)  

(884,261

)  

(842,447

)
Recognized in OCI           734,591   701,050 
As of December 31, 2018  (404,394)     79,591   

(181,355

)  2,541,484 

 

The Ecopetrol Business Group offsets assets and liabilities for deferred taxes only if it has a legally enforceable right to offset current tax liabilities and assets; and in the case of deferred tax on assets and liabilities, to the extent that they also correspond to income taxes required by the same tax jurisdiction and the same tax authority.

 

Pursuant to current tax law, losses generated in income and supplementary taxes and/or income tax for equality - CREE before 2017, must be offset with the net income obtained in 2017 and subsequent periods, taking into account the formula set forth in Section 5, Article 290 of Law 1819 of 2016. Tax losses determined must not be tax readjusted.

As of the tax year 2017, companies can offset tax losses obtained in the current period defined, with taxable income generated through the next 12 taxable periods, following the attainment of said tax losses, without prejudice of the period's presumptive income.

Deferred tax assets related to the tax losses generated by the subsidiaries Bioenergy S.A. Ecopetrol Costa Afuera and Bioenergy Zona Franca in theAndean Chemicals Ltd for an amount of COP$(53,328),70,393, and excess presumptive income of Refinería de Cartagena in theBioenergy SA, Ecopetrol Costa Afuera, Hocol Petroleum Company, Andean for an amount of COP$(44,475)31,863 were written off in 2016 because, even though they can be offset in the long term,not recognized, as Management concluded that having a conservative position,believes it is not likely that thethese deferred tax assets related to such tax losses and excess of presumptive income would be recoverable in the short term.

 

IfDeferred tax assets have been recognized for an amount of COP$1,002,063 related to excesses of presumptive income and the Group would have recognized theaccumulated tax losses of Refinería de Cartagena amount to COP$948,671 and Bioenergy Zona Franca S.A.S. amount to COP$53,392, as management expects these amounts will be realized in future periods.

The recognition of this deferred tax assets that were not recognized,asset is supported with the tax projections and the elimination of presumptive income forfrom the period ended onyear 2021, contemplated in Law 1943/2018.

In accordance with the tax regulation applicable until December 31, 2016, excess presumptive income and minimum base excesses generated before 2017 would have increasedin income and supplementary taxes and in income tax for equality – (CREE, as its acronym in Spanish) respectively, they may be compensated with the ordinary taxable income obtained by COP$ 97,803.each Company within the following five years, using for this purpose, the formula established the article 290 of law 1819/ 2016.

 

F-46

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

In accordance with tax provisions applicable until December 31, 2016, the surplus of presumptive income and the minimum base generated before 2017 in income and supplementary taxes and in the income tax for equality - CREE, respectively, can be offset with ordinary net income obtained by the Group in the next five years, using for such purpose the formula set forth in Section 6, Article 290 of Law 1819 of 2016.

The movements of deferred income tax for the years ended December 31, 20172018 and 20162017 are as follows:

 

 2017  2016  2018  2017  2016 
Opening balance  2,608,311   2,213,422   2,682,881   2,608,311   2,213,422 
Deferred tax recognized in profit or loss(a)  (723,576)  (25,710)  (842,447)  (723,576)  (25,710)
Deferred tax recognized in other comprehensive income (a)(b)  798,146   420,599   701,050   798,146   420,599 
Closing balance  2,682,881   2,608,311   2,541,484   2,682,881   2,608,311 

 

(a)This amount includes deferred income tax and adjustments to prior years’.

(b)The following is the compositiondetail of the income tax recorded againstin other comprehensive income:

 

December 31, 2017 Pre-tax  Deferred
Tax
  After tax 
December 31, 2018 Pre–tax  Deferred Tax  After tax 
Actuarial valuation gains (losses)  2,251,656   (739,382)  1,512,274   (29,250)  33,540   4,290 
Cash flow coverage for crude exports  80,896   (54,056)  26,840   2,258,734   (701,231)  1,557,503 
Other  12,119   (4,708)  7,411      (33,359)  (33,359)
  2,344,671   (798,146)  1,546,525   2,229,484   (701,050)  1,528,434 
            
December 31, 2016 Pre-tax  Deferred
tax
  After tax 
Actuarial valuation gains (losses)  1,770,139   (616,697)  1,153,442 
Cash flow hedging for future crude oil exports  (537,353)  220,596   (316,757)
Derivative financial instruments  (56,804)  22,722   (34,082)
Other  -   (47,220)  (47,220)
  1,175,982   (420,599)  755,383 

December 31, 2017 Pre–tax  Deferred Tax  After tax 
Actuarial valuation gains (losses)  2,251,656   (739,382)  1,512,274 
Cash flow coverage for crude exports  80,896   (54,056)  26,840 
Other  12,119   (4,708)  7,411 
   2,344,671   (798,146)  1,546,525 

December 31, 2016 Pre-tax  Deferred tax  After tax 
Actuarial valuation gains (losses)  1,770,139   (616,697)  1,153,442 
Cash flow hedging for future crude oil exports  (537,353)  220,596   (316,757)
Derivative financial instruments  (56,804)  22,722   (34,082)
Other  -   (47,220)  (47,220)
   1,175,982   (420,599)  755,383 

 

Deferred tax assets (liabilities) not recognized

 

As of December 31, 2017,2018, deferred tax assets (liabilities) are not recognized inon the difference between the accounting and tax bases related tobasis associated with the investments in companiesassociates and joint ventures of Ecopetrol (Base: COP$2,981,901 million - Tax: COP$298,190 million), as the Ecopetrol Business Group as there is nodoes not have any intention to sell any of these investments in the foreseeable future.

 

10.3Other taxes

 

10.3.1Tax on dividends

 

The new tax on dividendsDividends related to profits generated from the year ended December 31, 2017, will be applicablesubject to foreign companies and entities on profits generated starting 2017.

Thewithholding at a rate of this5%. Further, if the earnings against which the dividends are distributed were not subject to corporate tax, will be 5%. Furthermore,said dividends are taxable by the income tax applicable during the distribution period (for 2018 the rate for dividends will beis 35%). In this scenario, the 5% tax on dividends will applybe applicable to the distributed amount, of the tax distribution, once it has beenis reduced with the 35% income tax.tax rate.

 

For taxed individuals residing in Colombia, the tax on dividends will have a maximum 10% rate that will be applied onThe non-taxed dividends that the Company will receive will not be subject to withholding tax due to the express provision of the regulation that establishes the dividends that are distributed within the business groups duly registered with the Chamber of Commerce and 35% with respectdecentralized entities, they will not be subject to taxed dividends distributed.the retention at the source for this concept.

There are no effects on income tax related to dividend payments made by the Company to its shareholders during 2018 and 2017.

 

F-47

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

There are no effects on income tax related to dividend payments made by the Group to its shareholders during 2017 and 2016.

10.3.2Transfer prices

 

IncomeAccording to the Colombian tax payers carrying out operationslaw, income taxpayers who enter into transactions with related parties abroad or related parties located in foreign jurisdictions and in free trade zones or companieswith residents located in countriesjurisdictions considered tax havens, mustare obliged to determine their ordinary and extraordinary revenues,income for purposes of the income and supplementary tax, its costs and deductions, considering for these operations the arm's length principle for such transactions.principle.

 

Such companiesEcopetrol submitted their transfer-pricing information statementits transfer pricing informative return for the 2016 tax2017 taxable year and their respectiveits corresponding supporting documents.documentation, as well as the country by country notification for the years 2016 and 2017 and the master file for the year 2017, in accordance with current tax regulations.

 

For the 2017 taxfiscal year 2018, the transactions performed with related parties abroad,in foreign jurisdictions, as well as the business conditions for suchunder which said operations were carried out and theirthe general structure, did not vary significantly as compared with respect to the previous year. Therefore,For this reason, it can be inferredis possible to infer that saidthese transactions were performedcarried out in accordance with the arm's length principle. It is estimated that no adjustmentsthere will be requiredno need for adjustments derived from the analysis of transfer prices in 2017,for 2018, which entail amendments ofimply changes in the income provision of the taxable year 2017.2018.

 

10.3.3Value added tax (VAT)

 

As of tax year 2017, the general sales taxGeneral VAT rate is 19%, with and a differential rate of 5% rate for somecertain goods and services is maintained in accordance with Articles 184 and 185 of Law 1819 of 2016.maintained. The modification on the general rate is effective from January 1st, 2017.

 

As of tax year 2017, the VAT was extendedtaxable event is expanded to the sale ofall goods at large, the sale or concession of intangibles relatedin general, including intangible goods (related to industrialintellectual property) and real estate property and to the provision of services in Colombia, or from services abroad,(unless provided otherwise).

Fixed assets are still not levied with VAT, except for express exclusionsreal estate property for residential use, automobile and other fixed assets sold on the ordinary course of business in the name and on behalf of third parties. For this purposes, real estate has been excluded unless the value of the norm, pursuant to Article 173 of Law 1819 of 2016.first sale is higher than 26.800 tax value unit (“UVT” by its acronyms in Spanish), approximately COP $854 million, which will be taxed at a 5% rate.

 

Likewise, Article 194Unless expressly excluded, services rendered from abroad will be levied with VAT. The assignment of this Law stipulated that the termrights is included as a form of service.

Periods for filing requests for VAT deductionsreturns and payments will be 3only two, bimonthly and quarterly. The statute of limitations for the request of VAT credit tax balance is increased to three bimonthly periods immediately following the period of causation.

 

10.3.4Wealth tax

 

Law 1739 of 2014 established the wealth tax for natural and juridicallegal persons whose possession as of wealth at January 1, 2015 exceeds COP$1,000 million.1,000. The taxable base for companieslegal persons is the value of the gross equity value heldowned as of January 1, 2015, 2016, and 2017 lessminus the debts valid oncurrent liabilities outstanding at the same dates.

 

The applicable rate will depend on the taxable base of each taxpayer and the value paid value will not be deductible or discountable ondeductible in the income tax and supplementary taxescomplementary or in the income tax for equalityequity - CREE, nor can they be offset bycompensated with these or anywith other taxes.

 

InFor the year 2018 and following, there is no wealth tax, in the case of domestic companies. During 2017, the tax on wealth tax paid by the Ecopetrol Business Group amounted to COP$226,778, which was recognized as an expense infor the period (2016 - COP$569,756).year.

 

F-48

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

11.10.4Equity instruments measured at fair valueTax reform

 

AsThe Government issued the Law 1943/2018, which makes numerous changes to the Colombian tax rules. The Tax Reform reduces the corporate income tax (CIT) rate from 33% in 2018 to 32% for 2020, 31% for 2021 and 30% for 2022 and onwards.

The presumptive income tax rate (i.e., an alternative tax based on a percentage of the net equity of the last year) is reduced from 3.5% to 1.5% in 2019 and 2020 and 0% for 2021 and onwards.

The thin capitalization rule ratio is modified from 3:1 (which includes all debt that generates interest with local and foreign entities, related or unrelated) to a 2:1 ratio that only considers debt transactions involving related local and foreign parties (including back-to-back transactions involving foreign third parties).


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Dividend tax

The Tax Reform increases the dividend tax on distributions to foreign nonresident entities and individuals from 5% to 7.5%. In addition, the Tax Reform establishes a 7.5% dividend tax on distributions between Colombian companies. The tax will be charged only on the first distribution of dividends between Colombian entities and may be credited against the dividend tax due once the ultimate Colombian company makes a distribution to its shareholders (nonresident shareholders (entities or individuals) or to Colombian individual residents). The dividend tax on local distributions does not apply if the Colombian companies are part of a registered economic group, or the distribution is to a Colombian entity qualifying for the new Colombian holding company (CHC) regime.

Normalization tax

The Tax Reform establishes a tax amnesty to “normalize” (i) unreported assets; or (ii) nonexistent liabilities that were included on a tax return. The amnesty will apply only for 2019 (25 September 2019 is the due date for filing the normalization tax). The applicable tax rate is 13% of the value of the unreported assets or nonexistent liabilities. For money that is repatriated to Colombia before December 31, 2016, Equity instruments measured at fair value mainly included2019, and kept in the shares that Ecopetrol ownedcountry for two years, the tax rate is reduced to 6.5%. The normalization tax has a far-reaching scope and applies to assets in Empresa de Energía de Bogotá S.A.E.S.P, which were soldprivate foundations, assets in trusts, insurance with savings components, investment funds and other fiduciary business activities.

Value Added Tax (VAT)

Concerning VAT, changes have been made to the list of goods and services excluded from VAT as partset forth in Articles 424, 426 and 476 of the shareholding sales plan, authorizedTax Code, adding Article 437 to the Tax Code, with regard to guidelines on compliance with formal duties concerning VAT by service providers abroad, and it has been noted that VAT withholding may be up to 50% of the tax amount, subject to regulation by the National Government through Decree 2305Government. The VAT rate remains at 19%.

Tax procedure

With regards to procedure, changes have been made: (i) declarations for withholding at source which, that being inefficient, will be enforceable, (ii) electronic notification of November 13, 2014. Duringadministrative actions; (iii) payment of the 2017, Ecopetrol completedentire amount covered by a statement of objections to avoid delinquent interest at the current rate plus two points; and (iv) elimination of the extension of enforcement to three (3) additional years to offset tax losses.

Additionally, an audit benefit was included for fiscal years 2019 to 2020. Under this benefit, private settlement by taxpayers of income tax and supplements that increase net income tax by a minimum of at least 30% or 20% over the net income tax of the immediately preceding year shall be considered firm for six (6) or twelve (12) months, respectively after the date of presentation if not notified of a deadline for correction or special requirement, or a special deadline or provisional settlement, provided that the return is filed timely and the payment is made within the established deadlines.

The above benefit does not apply to: (i) taxpayers who enjoy tax benefits due to their location in a specified geographic region; (ii) if it is demonstrated that declared withholdings at source are non-existent; (iii) if the net income tax is less than 71 UVT (COP$2,433,170). The deadline stipulated in this law does not extend to declarations of withholdings at source nor to the sales tax, which shall be established by the general regulation.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of shares under the sales plan with the following:Colombian pesos, unless otherwise stated)

 

-On July 29, 2017, the sale of 10,999,163 shares took place, at a selling price of COP$2,000 pesos per share. This sale amounted to COP$21,998.

-On October 19, 2017, the shareholding sales plan was completed, with the sale of the remaining 17,465,872 shares at a price of COP$2,000 pesos per share. This sale amounted to COP$34,932.

The movement of equity instruments measured at fair value as of December 31, 2017 and 2016 is as follows:

  2017  2016 
Opening balance  51,610   913,488 
Fair value adjustments  (7,828)  126,205 
Proceeds from sale of shares  (56,930)  (966,715)
Profit (loss) on sale of shares  13,236   (21,368)
Transfers  (88)  - 
Closing balance  -   51,610 

12.11.Other assets

 

The balance as of December 31, 20172018 and 20162017 of other assets is comprised as follows:

 

 2017  2016  2018  2017 
Current                
Partners in joint operations (1)  583,656   735,032   519,460   583,656 
Advanced payments to contractors and suppliers  221,767   103,762 
Prepaid expenses  115,866   140,606   191,168   115,866 
Advanced payments to contractors and suppliers  103,762   151,871 
Related parties (Note 31)  7,716   7,135 
Related parties (Note 29)  19,214   7,716 
Other assets  69,425   988   68,819   69,425 
  880,425   1,035,632   1,020,428   880,425 
Non-current        
Non–current        
Abandonment and pension funds (2)  323,621   312,423   392,084   323,621 
Employee benefits  202,012   187,969   213,645   202,012 
Trust funds  147,471   32,748 
Advanced payments and deposits  74,225   63,402   61,556   74,225 
Judicial deposits and attachments  43,248   140,338   43,137   43,248 
Trust funds  32,748   87,602 
Other assets  5,155   35,002   2,837   5,155 
  681,009   826,736   860,730   681,009 

 

(1)Corresponds to the net valueamount of cash calls and cutbacks generated in relation to the operations carried out with partners through Exploration and Production (E&P) contracts, Technical Evaluations (TEA) contracts and agreements entered in to with the National Hydrocarbons Agency (ANH), as well as through association contracts and other types of contracts.

 

(2)Corresponds to Ecopetrol’s share in trusts established to support costs of abandonment of wells and dismantling of facilities, as well as the payment of future retirement pensions in some association contracts.

 

F-49

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

13.12.Assets held for sale and their related liabilities

The balance as of December 31, 2017 and 2016 of assets held for sale and their related liabilities, which do not correspond to discontinued operations, included:

  2017  2016 
Assets held for sale        
Surplus project materials (1)  56,049   65,703 
Property, plant and equipment (2)  48,091   36,902 
Oil fields (3)  -   29,611 
   104,140   132,216 
Liabilities related to assets held for sale        
Oil fields (3)  -   40,128 
   -   40,128 

(1)Mainly includes assets remaining from the expansion project of the oil pipeline for transport of extra heavy crude conducted by Oleoducto Central SA - Ocensa. In 2017, the Group sold part of these assets, generating a loss of COP$2,337 and expects to continue selling the remainder of these assets during 2018 depending on market conditions.

(2)Includes buildings and land belonging to Ecopetrol and Andean Chemicals Ltd., the latter related to Louisiana Green Fuels (ethanol plant, water plant and harvesters). The Group recorded an impairment loss on these assets of COP$11,292 and continues with its plan to sell these assets depending on market conditions.

(3)Corresponds mainly to the Sogamoso, Rio Zulia, Rio de Oro and Puerto Barco, Santana, Nancy Maxine Burdine and Valdivia Almagro oil fields, awarded through an auction in November 2016. During the second and third quarter of 2017, Ecopetrol obtained the approval of the assignment of rights of these areas by the ANH, with the transfer of the assets and the corresponding sale being formalized. These operations generated a net profit of COP $ 168,726. The liabilities associated with these assets corresponded to the dismantling and abandonment of the Group’s obligations.

F-50

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

14.Investments in associates and joint ventures

 

The details on the participations, economic activity, address, area of operations and financial information of the investments in joint ventures and associates can be found in Exhibit 1.

 

14.112.1Composition and movements

 

  2018  2017 
Investment in joint ventures        
Equion Energy Limited  1,364,933   1,057,466 
Offshore International Group  727,194   845,325 
Ecodiesel Colombia SA  41,304   38,383 
   2,133,431   1,941,174 
Less impairment:        
Equion Energy Limited  (187,636)  (296,427)
Offshore International Group  (346,121)  (539,465)
   1,599,674   1,105,282 
Investments in associates        
Invercolsa S.A.  243,294   223,963 
Serviport S.A.  11,212   9,905 
Sociedad Portuaria de Oleofinas y Derivados S.A.  1,368   1,214 
   255,874   235,082 
Less impairment: Serviport S.A.  (11,212)  (9,904)
   244,662   225,178 
   1,844,336   1,330,460 

The balance as


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of December 31, 2017 and 2016 of investments in associates and joint ventures, is as follows:Colombian pesos, unless otherwise stated)

  2017  2016 
Investment in joint ventures        
Equion Energy Limited  1,057,466   1,156,430 
Offshore International Group  845,325   937,938 
Ecodiesel Colombia SA  38,383   39,525 
   1,941,174   2,133,893 
Less impairment:        
Equion Energy Limited  (296,427)  (253,683)
Offshore International Group  (539,465)  (577,053)
   1,105,282   1,303,157 
Investments in associates        
Invercolsa SA  223,963   243,156 
Serviport SA  9,905   5,255 
Olefinas Port Society  1,214   1,126 
   235,082   249,537 
Less impairment: Serviport SA  (9,904)  - 
   225,178   249,537 
   1,330,460   1,552,694 

 

The following is the movement of investments in companies:associates and joint ventures:

For the year ended December 31, 2018:

  Associates  Joint ventures  Total 
Opening balance  225,178   1,105,282   1,330,460 
Effects of equity method through:            
Profit or loss  105,908   59,928   165,836 
Other comprehensive income  1,731   135,831   137,562 
Dividends declared  (86,847)  (3,503)  (90,350)
Impairment (Note 16.1.2)  (1,308)  302,136   300,828 
Closing balance  244,662   1,599,674   1,844,336 

 

For the year ended December 31, 2017:

 

 Associates  Joint
ventures
  Total  Associates  Joint ventures  Total 
Opening balance  249,537   1,303,157   1,552,694   249,537   1,303,157   1,552,694 
Effects of equity method through:                        
Profit or loss  46,669   46,869   93,538   46,669   46,869   93,538 
Other comprehensive income  -   (14,752)  (14,752)     (14,752)  (14,752)
Dividends declared  (61,124)  (224,837)  (285,961)  (61,124)  (224,837)  (285,961)
Impairment (Note 18.1.2)  (9,904)  (5,155)  (15,059)
Impairment (Note 16.1.2)  (9,904)  (5,155)  (15,059)
Closing balance  225,178   1,105,282   1,330,460   225,178   1,105,282   1,330,460 

 

For the year ended December 31, 2016:

 

 Associates  Joint
ventures
  Total  Associates  Joint ventures  Total 
Opening balance  69,516   1,862,418   1,931,934   69,516   1,862,418   1,931,934 
Effects of equity method through:                        
Profit or loss  48,299   13,046   61,345   48,299   13,046   61,345 
Other comprehensive income  173,772   (49,127)  124,645   173,772   (49,127)  124,645 
Dividends declared  (42,050)  (384,787)  (426,837)  (42,050)  (384,787)  (426,837)
Impairment (Note 18.1.2)  -   (127,858)  (127,858)
Impairment (Note 16.1.2)  -   (127,858)  (127,858)
Reclassifications  -   (10,535)  (10,535)  -   (10,535)  (10,535)
Closing balance  249,537   1,303,157   1,552,694   249,537   1,303,157   1,552,694 

12.2Restrictions on investments

Regarding the legal process related to the shares of Inversiones de Gases de Colombia S.A. acquired by Fernando Londoño in 1997, Ecopetrol as of the date of this report exercises rights over 11.59% (of the 20.11% that was acquired by Fernando Londoño) and Arrendadora Financiera Internacional Bolivariana (AFIB) exercises them over 8.52%, participation that was protected by the Constitutional Court through an action for the protection of a fundamental right and that are in judicial discussion in the ordinary process, at the place of cassation.

 

F-51

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

14.2Restrictions on investments

The number of shares held by Ecopetrol in Invercolsa S.A. has been subject to a legal dispute with another shareholder of this company. The courts decided in favor of Ecopetrol through a ruling IN 2011, whereby it was determined that 324 million shares, equivalent to 11.58% of Invercolsa S.A.’s share capital should be returned to Ecopetrol. Ecopetrol’s equity share in said company is 43.35%. The dividends paid in relation to the shares returned to Ecopetrol are also subject to controversy. As of December 31, 2017, the settlement of these claims is still pending.

14.312.3Additional information about associates and joint ventures

 

The following is the breakdown of assets, liabilities and results of the two main investments in associates and joint ventures, Equion Energy Limited and the Offshore International Group, as of December 31, 20172018 and 2016 is as follows:2017:

 

 2017  2016  2018  2017 
 Equion
Energy
Limited
  Offshore
International
Group
  Equion
Energy
Limited
  Offshore
International
Group
  Equion Energy
Limited
  Offshore
International
Group
  Equion Energy
Limited
  Offshore
International
Group
 
Statement of financial position                                
Current assets  909,927   289,618   712,078   317,700   2,083,614   354,959   909,927   289,618 
Non-current assets  955,849   1,568,395   1,406,510   1,693,947 
Non–current assets  484,336   1,523,549   955,849   1,568,395 
Total assets  1,865,776   1,858,013   2,118,588   2,011,647   2,567,950   1,878,508   1,865,776   1,858,013 
Current liabilities  430,130   192,513   417,203   147,090   550,933   221,606   430,130   192,513 
Non-current liabilities  98,835   657,746   170,527   671,577 
Non–current liabilities  77,331   885,410   98,835   657,746 
Total liabilities  528,965   850,259   587,730   818,667   628,264   1,107,016   528,965   850,259 
Equity  1,336,811   1,007,754   1,530,858   1,192,980   1,939,686   771,492   1,336,811   1,007,754 
                
Other complementary information                         
Cash and cash equivalents  170,618   32,490   300,689   22,224   185,762   96,592   170,618   32,490 
Current financial liabilities  336,352   97,960   328,497   21,408   3,176   95,633   

2,256

   97,960 
Non-current financial liabilities  2,921   214,259   309   356,353 
Non–current financial liabilities     137,708   2,921   214,259 

 

  2017  2016  2015 
  Equion
Energy
Limited
  Offshore
International
Group
  Equion
Energy
Limited
  Offshore
International
Group
  Equion
Energy
Limited
  Offshore
International
Group
 
Statement of profit or loss                        
Sales revenue  1,213,692   393,210   1,204,301   379,811   1,218,796   463,660 
Costs  (793,999)  (508,461)  (969,318)  (502,107)  (958,467)  (654,095)
Administrative expenses and others  12,188   (103,340)  (44,810)  (221,238)  (74,258)  (128,895)
Financial income (expenses)  2,373   (20,264)  59,143   (12,010)  37,970   (8,528)
Income tax  (180,546)  60,575   30,199   107,507   (209,221)  90,294 
Financial year results  253,708   (178,280)  279,515   (248,037)  14,820   (237,564)
Other comprehensive results  913,728   -   935,847   -   1,024,423   - 
                         
Other complementary information                        
Dividends paid to the Ecopetrol
Business Group
  217,075   -   375,035   -   284,984   - 
Depreciation and amortization  557,970   232,953   678,488   228,250   642,369   229,317 

F-52

  2018  2017  2016 
  Equion
Energy
 Limited
  Offshore
International
Group
  Equion
Energy
 Limited
  Offshore
International
Group
  Equion
Energy
Limited
  Offshore
International
Group
 
Statement of profit or loss                        
Sales revenue  1,490,177   653,054   1,213,692   393,210   1,204,301   379,811 
Costs  (755,656)  (585,192)  (793,999)  (508,461)  (969,318)  (502,107)
Administrative expenses and others  29,136   (353,010)  12,188   (103,340)  (44,810)  (221,238)
Financial income (expenses)  (3,659)  (21,227)  2,373   (20,264)  59,143   (12,010)
Income tax  (338,487)  (16,594)  (180,546)  60,575   30,199   107,507 
Financial year results  421,511   (322,969)  253,708   (178,280)  279,515   (248,037)
Other comprehensive results  1,095,090      913,728      935,847    
Other complementary information                        
Dividends paid to the Ecopetrol Business Group        217,075      375,035    
Depreciation and amortization  511,615   243,601   557,970   232,953   678,488   228,250 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Included below, thereThis is a reconciliation of equity betweenof the most significant participationsinvestments and the carrying amount of investments as of December 31, 2017 and 2016:31:

 

 2017  2016  2018  2017 
 Equion
Energy
Limited
  Offshore
International
Group
  Equion
Energy
Limited
  Offshore
International
Group
  Equion
Energy Limited
  Offshore
International
Group
  Equion
Energy Limited
  Offshore
International
Group
 
Equity of the associate  1,336,811   1,007,754   1,530,858   1,192,980 
Equity of the joint venture  1,939,686   771,492   1,336,811   1,007,754 
% of Ecopetrol’s ownership  51%  50%  51%  50%  51%  50%  51%  50%
Ecopetrol’s ownership  681,773   503,877   780,738   596,490   989,240   385,746   681,773   503,877 
Additional value of the investment  375,693   341,448   375,693   341,448   375,693   341,448   375,693   341,448 
Impairment  (296,427)  (539,465)  (253,684)  (577,053)  (187,636)  (346,121)  (296,427)  (539,465)
Carrying amount of the investment  761,039   305,860   902,747   360,885   1,177,297   381,073   761,039   305,860 

 

F-53

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

15.13.Property, plant and equipment

 

The following shows a breakdown of the changes in property, plant and equipment and depreciation and impairment for the years ended December 31, 20172018 and 2016:2017:

 

 Plant and
equipment
  Pipelines,
networks
and lines
  Work in
progress (1)
  Buildings  Lands  Other  Total  Plant and
equipment
  Pipelines,
networks and
lines
  Work in
progress(1)
  Buildings  Lands  Other  Total 
Cost                                                        
Balance as of December 31, 2016  42,608,276   29,087,782   4,874,406   6,911,757   3,894,220   3,482,439   90,858,880 
Balance as of December 31, 2017  42,561,894   32,000,049   3,866,318   7,618,586   3,839,355   2,806,696   92,692,898 
Additions/capitalizations  904,854   876,940   (102)  363,836   14,631   203,124   2,363,283   1,196,520   944,797   993,817   147,005   14,909   5,881   3,302,929 
Increase in abandonment costs  51,619   105,097   -   -   -   -   156,716   85,580   209,028   -   -   -   -   294,608 
Capitalized financial interests(2)  38,847   33,875   8,501   6,941   1,027   20,113   109,304   48,351   34,399   14,853   14,350   6,703   5,316   123,972 
Exchange differences capitalized  2,636   2,299   577   471   70   672   6,725   4,107   2,922   1,262   1,219   569   451   10,530 
Disposals  (67,326)  (56,147)  (26,991)  (6,539)  (23)  (2,727)  (159,753)  (135,468)  (112,171)  (14,723)  (11,997)  (9,763)  (56,734)  (340,856)
Foreign currency translation  (136,501)  (49,800)  (13,302)  (4,904)  (7,850)  (3,394)  (215,751)  2,324,744   849,868   32,585   100,091   124,903   55,983   3,488,174 
Transfers (2)  (840,511)  2,000,003   (976,771)  347,024   (62,720)  (893,531)  (426,506)
Balance as of December 31, 2017  42,561,894   32,000,049   3,866,318   7,618,586   3,839,355   2,806,696   92,692,898 
Transfers (3)  388,641   420,391   (269,409)  (16,976)  7,900   28,209   558,756 
Balance as of December 31, 2018  46,474,369   34,349,283   4,624,703   7,852,278   3,984,576   2,845,802   100,131,011 
                                                        
Accumulated depreciation and impairment losses                                                        
Balance as of December 31, 2016  (15,511,995)  (9,965,554)  (262,597)  (2,088,478)  (26,852)  (674,902)  (28,530,378)
Balance as of December 31, 2017  (14,779,973)  (12,461,626)  (553,420)  (2,668,562)  (39,522)  (785,421)  (31,288,524)
Depreciation expense  (1,996,614)  (1,479,792)  -   (416,698)  -   (106,878)  (3,999,982)  (2,008,348)  (1,465,429)  -   (347,510)  -   (123,792)  (3,945,079)
Recovery (losses) for impairment (Note 18)  1,014,613   316,360   (372,804)  11,538   (7,794)  16,006   977,919 
(Losses) recoveries of impairment (Nota 16)  (752,534)  (311,080)  55,979   (64,279)  5,220   (16,591)  (1,083,285)
Disposals  54,244   13,464   -   807   -   2,583   71,098   116,225 �� 84,217   -   8,996   -   40,957   250,395 
Foreign currency translation  15,166   32,729   -   3,929   -   3,802   55,626   (677,901)  (313,311)  -   (27,782)  -   (23,804)  (1,042,798)
Transfers (2)  1,644,613   (1,378,833)  81,981   (179,660)  (4,876)  (26,032)  137,193 
Balance as of December 31, 2017  (14,779,973)  (12,461,626)  (553,420)  (2,668,562)  (39,522)  (785,421)  (31,288,524)
Transfers (3)  117,115   (310,561)  -   (23,386)  -   (4,905)  (221,737)
Balance as of December 31, 2018  (17,985,416)  (14,777,790)  (497,441)  (3,122,523)  (34,302)  (913,556)  (37,331,028)
                                                        
Net balance as of December 31, 2016  27,096,281   19,122,228   4,611,809   4,823,279   3,867,368   2,807,537   62,328,502 
Net balance as of December 31, 2017  27,781,921   19,538,423   3,312,898   4,950,024   3,799,833   2,021,275   61,404,374   27,781,921   19,538,423   3,312,898   4,950,024   3,799,833   2,021,275   61,404,374 
Net balance as of December 31, 2018  28,488,953   19,571,493   4,127,262   4,729,755   3,950,274   1,932,246   62,799,983 

(1)The balance of work in progress as of December 31, 2018, mainly includes the works executed in production by facilities of the Castilla field, facilities in Cupiagua, air injection pilot facilities in the Chichimene field and secondary recovery of Yarigui, and in refining by the modernization project of Barrancabermeja.

(2)Financial interests are capitalized based on the weighted average rate of borrowing costs. See Note 18 - Loans and financing.

(3)Transfers corresponds mainly to: i) recognition of financial leasing contracts, ii) transfers from natural resources and the environment.

Guarantees

The Esperanza 1 and 2 farms were pledged as guarantee for the loan obtained by Bioenergy S.A.S. for the financing of the project (see Note 18.6 – Guarantees and covenants).


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  Plant and
equipment
  Pipelines,
networks and
lines
  

Work in
progress(1)

  Buildings  Lands  Other  Total 
Cost                            
Balance as of December 31, 2016  42,608,276   29,087,782   4,874,406   6,911,757   3,894,220   3,482,439   90,858,880 
Additions/capitalizations  904,854   876,940   (102)  363,836   14,631   203,124   2,363,283 
Increase in abandonment costs  51,619   105,097               156,716 
Capitalized financial interests  38,847   33,875   8,501   6,941   1,027   20,113   109,304 
Exchange differences capitalized  2,636   2,299   577   471   70   672   6,725 
Disposals  (67,326)  (56,147)  (26,991)  (6,539)  (23)  (2,727)  (159,753)
Foreign currency translation  (136,501)  (49,800)  (13,302)  (4,904)  (7,850)  (3,394)  (215,751)
Transfers(2)  (840,511)  2,000,003   (976,771)  347,024   (62,720)  (893,531)  (426,506)
Balance as of December 31, 2017  42,561,894   32,000,049   3,866,318   7,618,586   3,839,355   2,806,696   92,692,898 
Accumulated depreciation and impairment losses                            
Balance as of December 31, 2016  (15,511,995)  (9,965,554)  (262,597)  (2,088,478)  (26,852)  (674,902)  (28,530,378)
Depreciation expense  (1,996,614)  (1,479,792)     (416,698)     (106,878)  (3,999,982)
Recovery (losses) for impairment (Note 16)  1,014,613   316,360   (372,804)  11,538   (7,794)  16,006   977,919 
Disposals  54,244   13,464      807      2,583   71,098 
Foreign currency translation  15,166   32,729      3,929      3,802   55,626 
Transfers(2)  1,644,613   (1,378,833)  81,981   (179,660)  (4,876)  (26,032)  137,193 
Balance as of December 31, 2017  (14,779,973)  (12,461,626)  (553,420)  (2,668,562)  (39,522)  (785,421)  (31,288,524)
Net balance as of December 31, 2016  27,096,281   19,122,228   4,611,809   4,823,279   3,867,368   2,807,537   62,328,502 
Net balance as of December 31, 2017  27,781,921   19,538,423   3,312,898   4,950,024   3,799,833   2,021,275   61,404,374 

 

(1)The balance of work in progress as of December 31, 2017, mainly includes investments in production at the Castilla field, the integral plan of electrical energy and secondary recovery of Yarigui and the modernization project of the Barrancabermeja refinery.

 

(2)Transfers correspondCorrespond mainly to transfers to: a) inventory of project materials for use in the operation for COP$250,239, b) classification of the intangible part of projects to natural resources for COP$7,222 and c) others for COP$31,852.

 

F-54

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  Plant and
equipment
  Pipelines,
networks
and lines
  

Work in

progress (1)

  Buildings  Lands  Other  Total 
                      
Cost                            
Balance as of December 31, 2015  37,360,222   26,856,085   11,015,010   6,479,356   4,068,951   3,653,798   89,433,422 
Additions/capitalizations  1,457,547   1,383,352   (107,181)  360,596   41,202   511,413   3,646,929 
(Decrease) increase in abandonment costs  (84,780)  (78,712)  -   -   -   6,137   (157,355)
Capitalized interest  -   -   205,662   -   -   37,116   242,778 
Exchange differences capitalized  -   -   8,639   -   -   -   8,639 
Disposals  (158,193)  (21,814)  (16,031)  (12,540)  713   (15,455)  (223,320)
Foreign currency translation  (42,870)  (298,750)  (1,629,613)  (9,832)  (69,878)  12,416   (2,038,527)
Other (reclassifications) (2)  4,076,350   1,247,621   (4,602,080)  94,177   (146,768)  (722,986)  (53,686)
Balance as of December 31, 2016  42,608,276   29,087,782   4,874,406   6,911,757   3,894,220   3,482,439   90,858,880 
                             
Accumulated depreciation and impairment                            
Balance as of December 31, 2015  (13,469,749)  (8,572,373)  (19,566)  (1,698,791)  (13,689)  (554,181)  (24,328,349)
Depreciation expense  (1,869,604)  (1,426,659)  -   (392,294)  -   (102,621)  (3,791,178)
Impairment (Note 17)  (659,223)  33,048   (3,270)  57,157   24,067   (13,517)  (561,738)
Disposals  121,382   14,022   -   7,021   15   11,524   153,964 
Foreign currency translation  272,582   138,611   38,904   12,658   -   8,007   470,762 
Other (reclassifications) (2)  92,617   (152,203)  (278,665)  (74,229)  (37,245)  (24,114)  (473,839)
Balance as of December 31, 2016  (15,511,995)  (9,965,554)  (262,597)  (2,088,478)  (26,852)  (674,902)  (28,530,378)
                             
Net balance as of December 31, 2016  27,096,281   19,122,228   4,611,809   4,823,279   3,867,368   2,807,537   62,328,502 

(1)The balance of work in progress as of December 31, 2016, mainly includes investments made in the development projects of the Castilla y Chichimene fields, integral energy plan (PIEEL for its acronym in Spanish), primary and secondary development of the Tibú-Socuabo project and modernization of the Refinería de Barrancabermeja.

(2)Corresponds mainly to transfers to: a) inventory of project materials for use in the operation for COP$(712,967) mainly Ecopetrol and Reficar, b) opening of the intangible part of projects to natural resources for COP$68,750 and c) other COP$116,692.

F-55

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

16.14.Natural and environmental resources

 

The following is the movement of natural resources and amortization and impairment for the years ended December 31, 20172018 and 2016:2017:

 

 Oil
investments
  Asset
retirement
cost
  Exploration and
evaluation (1)
  Total  Oil investments  Asset retirement
cost
  Exploration and
evaluation(1)
  Total 
Cost                                
Balance as of December 31, 2016  47,079,096   2,304,915   4,818,124   54,202,135 
Balance as of December 31, 2017  50,183,858   2,215,263   4,508,808   56,907,929 
Additions/capitalizations  2,422,203   59,345   944,857   3,426,405   3,579,982   (27,839)  1,499,685   5,051,828 
Acquisition of interests in joint operations (Note 32.3)  141,950   -   -   141,950 
Adjustment to fair value of participation in joint operations (Note 32.3)  451,095   -   -   451,095 
Increase (decrease) in abandonment costs  224   (143,241)  25,935   (117,082)
Acquisition of interests in joint operations (2)  (12,065)  -   -   (12,065)
Increase in abandonment costs  -   733,609   34,063   767,672 
Disposals  (38,072)  (629)  (214,850)  (253,551)  (79)  (2,080)  (87,953)  (90,112)
Dry wells (2)  -   -   (898,264)  (898,264)
Capitalized financial interests  72,395   -   9,952   82,347 
Dry wells (3)  (1,563)  -   (897,361)  (898,924)
Capitalized financial interests (4)  70,186   -   6,675   76,861 
Exchange differences capitalized  4,913   -   675   5,588   5,961   -   567   6,528 
Foreign currency translation  (62,446)  (573)  (14,504)  (77,523)  773,678   24,574   75,203   873,455 
Transfers (3)  112,500   (4,554)  (163,117)  (55,171)
Balance as of December 31, 2017  50,183,858   2,215,263   4,508,808   56,907,929 
Transfers  (663,917)  (24,381)  (333,687)  (1,021,985)
Balance as of December 31, 2018  53,936,041   2,919,146   4,806,000   61,661,187 
                                
Accumulated amortization and impairment losses                                
Balance as of December 31, 2016  (30,470,415)  (1,390,673)  -   (31,861,088)
Balance as of December 31, 2017  (34,014,963)  (1,584,701)  -   (35,599,664)
Depletion expense  (3,979,179)  (194,140)  -   (4,173,319)  (3,471,803)  (196,286)  -   (3,668,089)
Recovery (losses) for impairment (Note 18)  376,934   -   -   376,934 
Recovery (losses) for impairment (Nota 16)  414,208   (106)  -   414,102 
Disposals  37,808   290   -   38,098   79   -   -   79 
Foreign currency translation  42,114   245   -   42,359   (563,229)  (19,080)  -   (582,309)
Transfers (3)  (22,225)  (423)  -   (22,648)
Balance as of December 31, 2017  (34,014,963)  (1,584,701)  -   (35,599,664)
                
Net balance as of December 31, 2016  16,608,681   914,242   4,818,124   22,341,047 
Transfers  829,041   21,103   -   850,144 
Balance as of December 31, 2018  (36,806,667)  (1,779,070)  -   (38,585,737)
Net balance as of December 31, 2017  16,168,895   630,562   4,508,808   21,308,265   16,168,895   630,562   4,508,808   21,308,265 
Net balance as of December 31, 2018  17,129,374   1,140,076   4,806,000   23,075,450 

(1)The balance of oil investments in progress includes mainly investments made in the Purple Angel, Tayrona and unconventional hydrocarbons projects. In the developing fields, the most representative correspond to Castilla, Chichimene pilot and CPO09 re sanction.

(2)Adjustment in the acquisition value of the participation of MCX Exploration USA LLC (see note 30.3).

(3)Includes dry wells: 1) Ecopetrol America Inc: Leon 2) Hocol: Payero, Bonifacio, Pegaso-1 and Ocelote.

(4)Borrowing costs are capitalized at the weighted average rate of borrowing costs. See Note 18 - Loans and financing.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  Oil investments  Asset retirement
cost
  

Exploration and
evaluation(1)

  Total 
Cost                
Balance as of December 31, 2016  47,079,096   2,304,915   4,818,124   54,202,135 
Additions/capitalizations  2,422,203   59,345   944,857   3,426,405 
Acquisition of interests in joint operations (Note 30.3)  141,950         141,950 
Adjustment to fair value of participation in joint
operations(Note 30.3)
  451,095         451,095 
Increase (decrease) in abandonment costs  224   (143,241)  25,935   (117,082)
Disposals  (38,072)  (629)  (214,850)  (253,551)
Dry wells(2)        (898,264)  (898,264)
Capitalized financial interests  72,395      9,952   82,347 
Exchange differences capitalized  4,913      675   5,588 
Foreign currency translation  (62,446)  (573)  (14,504)  (77,523)
Transfers(3)  112,500   (4,554)  (163,117)  (55,171)
Balance as of December 31, 2017  50,183,858   2,215,263   4,508,808   56,907,929 
Accumulated amortization and impairment losses                
Balance as of December 31, 2016  (30,470,415)  (1,390,673)     (31,861,088)
Depletion expense  (3,979,179)  (194,140)     (4,173,319)
Recovery (losses) for impairment (Note 16)  376,934         376,934 
Disposals  37,808   290      38,098 
Foreign currency translation  42,114   245      42,359 
Transfers(3)  (22,225)  (423)     (22,648)
Balance as of December 31, 2017  (34,014,963)  (1,584,701)     (35,599,664)
Net balance as of December 31, 2016  16,608,681   914,242   4,818,124   22,341,047 
Net balance as of December 31, 2017  16,168,895   630,562   4,508,808   21,308,265 

 

(1)The balance of exploration and evaluation includes mainly investments made in the Purple Angel, Tayrona and unconventional hydrocarbons projects and in the developing fields, Piedemonte, Castilla y Tibú.

(2)Includes mainly dry wells in operation of: 1) Ecopetrol S.A. for (COP$450,524): Kronos, Brama, Catfish and Venus, among others, 2) Ecopetrol America Inc for (COP$312,684): Warrior # 2 and Parmer and 3) Ecopetrol Costa Afuera for (COP$57,877): Molusco.

(3)Corresponds mainly to transfers to property, plant and equipment.

 

Accounting for suspended exploratory wells

The following table shows the classification by age, from the completion date, of the exploratory wells that are suspended as of December 31, 2018, 2017 and 2016:

  2018  2017  2016 
Between 1 and 3 years(a)  496,871   600,767   1,300,874 
Between 3 and 5 years(b)  375,371   791,261   197,997 
More than 5 years(c)  273,764   250,219   153,552 
Total suspended exploratory wells  1,146,006   1,642,247   1,652,423 
Number of projects exceeding 1 year  24   24   24 
Wells under 1 year of suspension  9,511   2,480   528,313 

F-56(a)As of December 2018, suspended exploratory wells correspond mainly to Ecopetrol: Purple Angel, Caronte and discovery wells of Ecopetrol America Inc: Warrior 1. As of December 31, 2017 suspended exploratory wells correspond mainly to discovery wells of Ecopetrol America Inc: Leon 2 and Warrior 1, which were under evaluation.

  

(b)For 2018, the balance corresponds mainly to wells of Ecopetrol S.A.: Orca 1, Tiribita 1A and Tiribita 3, which are under evaluation.

 

(c)Correspond mainly to i) Ecopetrol S.A.: Quifa, Purple Angel-1 and Gordon-1, which are under evaluation; and ii) Offshore International Group, temporarily abandoned for future production plans.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

  Oil investments  Asset retirement
cost
  Exploration and
evaluation (1)
  Total 
Cost                
Balance as of December 31, 2015  44,148,353   1,762,374   6,189,142   52,099,869 
Additions/capitalizations  3,045,474   10,391   (934,570)  2,121,295 
Increase (decrease) in abandonment costs  -   566,213   (4,062)  562,151 
Disposals  (26,548)  (37,942)  (121,032)  (185,522)
Dry wells (2)  -   -   (342,691)  (342,691)
Capitalized financial interests  -   -   98,431   98,431 
Exchange differences capitalized  -   -   7,259   7,259 
Foreign currency translation  (352,766)  (8,049)  (103,728)  (464,543)
Other  264,583   11,928   29,375   305,886 
Balance as of December 31, 2016  47,079,096   2,304,915   4,818,124   54,202,135 
                 
                 
Accumulated depreciation and impairment loss                
Balance as of December 31, 2015  (26,874,774)  (1,181,798)  -   (28,056,572)
Depletion expense  (3,496,998)  (208,769)  -   (3,705,767)
Impairment (Note 18)  (239,151)  -   -   (239,151)
Disposals  26,320   37,942   -   64,262 
Foreign currency translation  218,898   5,171   -   224,069 
Other  (104,710)  (43,219)  -   (147,929)
Balance as of December 31, 2016  (30,470,415)  (1,390,673)  -   (31,861,088)
                 
Net balance as of December 31, 2015  17,273,579   580,576   6,189,142   24,043,297 
Net balance as of December 31, 2016  16,608,681   914,242   4,818,124   22,341,047 
15.Intangible assets

The following is the movement of intangibles and their amortization and impairment for the years ended December 31, 2018 and 2017:

  Licenses and
software
  

Other
intangibles(1)

  Total 
Cost            
Balance as of December 31, 2017  960,556   168,552   1,129,108 
Acquisitions  69,442   36,227   105,669 
Disposals  (46,007)  (5,643)  (51,650)
Foreign currency translation  25,339   2,955   28,294 
Transfers  6,390   (4,808)  1,582 
Balance as of December 31, 2018  1,015,720   197,283   1,213,003 
Accumulated amortization            
Balance as of December 31, 2017  (665,415)  (83,467)  (748,882)
Amortization of the period  (75,818)  (15,864)  (91,682)
Disposals  46,004   5,546   51,550 
Foreign currency translation  (20,501)  (184)  (20,685)
Transfers  3,401   4,042   7,443 
Balance as of December 31, 2018  (712,329)  (89,927)  (802,256)
Net balance as of December 31, 2017  295,141   85,085   380,226 
Net balance as of December 31, 2018  303,391   107,356   410,747 
Useful life  <5 years   <7 years     

  Licenses and
software
  

Other
intangibles(1)

  Total 
Cost            
Balance as of December 31, 2016  784,320   138,982   923,302 
Acquisitions  169,545   6,323   175,868 
Disposals  (9,469)     (9,469)
Foreign currency translation  (1,414)  (92)  (1,506)
Transfers  17,574   23,339   40,913 
Balance as of December 31, 2017  960,556   168,552   1,129,108 
Accumulated amortization            
Balance as of December 31, 2016  (583,680)  (67,490)  (651,170)
Amortization of the period  (89,216)  (18,830)  (108,046)
Disposals  8,744      8,744 
Foreign currency translation  979      979 
Transfers  (2,242)  2,853   611 
Balance as of December 31, 2017  (665,415)  (83,467)  (748,882)
Net balance as of December 31, 2016  200,640   71,492   272,132 
Net balance as of December 31, 2017  295,141   85,085   380,226 
Useful life  <5 years   <7 years     

 

(1)The balance of exploration and evaluation mainly includes investments in production projects of direct operation in Castilla, Chichimene and Piedemonte. Additionally, it includes offshore exploration projects: Fuerte Sur, Kronos and Tayrona and Onshore: Caño Sur block, CPO 10 and non-conventional hydrocarbons program.
(2)Includes dry wells in operation of: 1) Ecopetrol for COP$302,965; 2) ECP Oil and Gas Germany GmbH for COP$26,273; 3) Ecopetrol America Inc. for COP$5,032; 4) Hocol S.A. for COP$5,049 and 5) Ecopetrol Brasil for COP$3,372.
(3)Corresponds mainly of transfers to: a) non-current assets held for sale for COP$244,387 and b) property, plant and equipment for COP$(68,898) and c) other COP$(17,532).to easements.

 

F-57

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Accounting for suspended exploratory wells

The following table shows the classification by ages, from the completion date, of the exploratory wells that are suspended as of December 31, 2017, 2016 and 2015:

  2017  2016  2015 
Between 1 and 3 years (a)  600,767   1,300,874   490,184 
Between 3 and 5 years (b)  791,261   197,997   100,316 
More than 5 years (c)  250,219   153,552   161,392 
Total suspended exploratory wells  1,642,247   1,652,423   751,892 
No. of projects exceeding 1 year  24   24   59 
Wells under 1 year of suspended  2,480   528,313   280,801 

(a)Corresponds mainly to discovery wells of Ecopetrol America Inc: Leon 2 and Warrior # 1, which are under evaluation.

(b)The balance corresponds mainly to discovery wells of Ecopetrol America Inc: Leon 1, which are under evaluation and Rydberg which is currently working on the development plan and feasibility studies.

(c)Corresponds mainly to wells of Offshore International Group, which are temporarily abandoned.

F-58


 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

17.16.Intangible assets

The following is the movement of intangibles and their amortization and impairment for the years ended December 31, 2017 and 2016:

  Licenses and
software
  Other
intangibles (1)
  Total 
Cost            
Balance as of December 31, 2016  784,320   138,982   923,302 
Acquisitions  169,545   6,323   175,868 
Disposals  (9,469)  -   (9,469)
Foreign currency translation  (1,414)  (92)  (1,506)
Transfers  17,574   23,339   40,913 
Balance as of December 31, 2017  960,556   168,552   1,129,108 
Accumulated amortization            
Balance as of December 31, 2016  (583,680)  (67,490)  (651,170)
Amortization of the period  (89,216)  (18,830)  (108,046)
Disposals  8,744   -   8,744 
Foreign currency translation  979   -   979 
Transfers  (2,242)  2,853   611 
Balance as of December 31, 2017  (665,415)  (83,467)  (748,882)
             
Net balance as of December 31, 2016  200,640   71,492   272,132 
Net balance as of December 31, 2017  295,141   85,085   380,226 
Useful life  < 5 years   < 7 years     

  Licenses
and software
  Other
intangibles (1)
  Total 
Cost            
Balance as of December 31, 2015  733,115   244,063   977,178 
Additions  63,560   5,693   69,253 
Disposals  (29,099)  -   (29,099)
Foreign currency translation  (9,359)  (149)  (9,508)
Reclassifications  26,103   (110,625)  (84,522)
Balance as of December 31, 2016  784,320   138,982   923,302 
Accumulated amortization            
Balance as of December 31, 2015  (533,784)  (55,343)  (589,127)
Amortization expense  (81,913)  (28,142)  (110,055)
Disposals  29,097   -   29,097 
Foreign currency translation  8,527   1   8,528 
Reclassifications  (5,607)  15,994   10,387 
Balance as of December 31, 2016  (583,680)  (67,490)  (651,170)
             
Balance as of December 31, 2015  199,331   188,720   388,051 
Balance as of December 31, 2016  200,640   71,492   272,132 
Useful life  < 5 years   < 7 years     

(1)Corresponds mainly to easements.

F-59

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

18.Impairment of long-termnon-financial assets

 

As mentioned in Note 4.12, each year the Ecopetrol Business Group assesses whether there are indications ofis an indication that an asset or cash–generating unit may be impaired or if impairment of its assets or cash-generating units or whether an impairment losslosses recognized in previous periods mayshould be reversed.reversed (except for goodwill impairment losses).

 

The impairment of our non-currentnon–financial assets includes expenses (or recovery) of impairment of property, plant and equipment and natural resources, investments in companies, goodwill and other non-currentnon–current assets. The Ecopetrol Business Group is exposed to future risks derived mainly from variations in: (i) the estimate of future oil prices, outlook, (ii) refining margins and profitability, (iii) cost profile, (iv) investments and maintenance expenses, (v) amounts of recoverable reserves, (vi) market and country risk assessments reflected in the discount rate and (vii) changes in domestic and international regulations, among others.

 

Any changechanges in the foregoing variablesabove estimates used to calculate the recoverable amount of a non-currentnon–current asset can have a material effectimpact on the recognition or eitherimpairment losses or recovery ofreversals (other than goodwill impairment charges losses)in the profit or loss statement. In ourloss. Highly sensitive significant estimates affecting each business segments, highly sensitive variables can include, among others:others include: (i) in the exploration and production segment, variations of therecoverable hydrocarbon estimates, changes in projected realization prices outlook;and discount rate; (ii) in the refining segment, changes in productfinished products and crude oil prices, discount rate, refining margins, changes in environmental regulations, cost structure and the level of capital expenditures; and (iii) in the transport and logistics segment, changes in regulated tariffs regulation and volumes transported.

Expense (recovery) for impairmenttransported volumes.

 

Based on the impairment tests conducted by the Ecopetrol Business Group, the following (recoveries) losses forare the impairment of long term assets(losses) or reversals for the years ended on December 31, 2018, 2017 2016 and 20152016 are presented:

 

Expense (recovery of)  impairment by segment 2017  2016  2015 
Production and exploration  (183,718)  196,448   4,504,495 
Refining and Petrochemicals  (1,067,965)  773,361   3,278,993 
Transport and Logistics�� (59,455)  (41,062)  81,387 
   (1,311,138)  928,747   7,864,875 
             
Recognized in:            
Property, plant and equipment (Note 15)  (977,919)  561,738   4,144,754 
Natural resources (Note 16)  (376,934)  239,151   2,865,076 
Investment in joint ventures and associates (Note 14)  15,059   127,858   588,144 
Other non-current assets  28,656   -   - 
Goodwill  -   -   266,901 
   (1,311,138)  928,747   7,864,875 
(Impairment loss) reversal of impairment by segment 2018  2017  2016 
Exploration and Production  785,940   183,718   (196,448)
Refining and Petrochemicals  (984,704)  1,067,965   (773,361)
Transport and Logistics  (169,870)  59,455   41,062 
   (368,634)  1,311,138   (928,747)
             
Recognized in:            
Property, plant and equipment (Note 13)  (1,083,285)  977,919   (561,738)
Natural resources (Note 14)  414,102   376,934   (239,151)
Investment in joint ventures and associates (Note 12)  300,828   (15,059)  (127,858)
Other non–current assets  (279)  (28,656)   
   (368,634)  1,311,138   (928,747)

 

18.116.1Exploration and production segment

 

The expenses for (recovery of) asset impairment (loss) reversal of assets of the Exploration and Production segmentfor the years ended December 31 of 2018, 2017 2016 and 20152016 is as follows:

 

  2017  2016  2015 
Oilfields  (188,873)  68,590   3,649,451 
Investment in joint ventures and associates (Note 14)  5,155   127,858   588,144 
Goodwill  -   -   266,900 
   (183,718)  196,448   4,504,495 

F-60

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  2018  2017  2016 
Oilfields  483,803   188,873   (68,590)
Investment in joint ventures (Note 12)  302,136   (5,155)  (127,858)
Other  1       
   785,940   183,718   (196,448)

 

18.1.116.1.1Oilfields

 

In 2018, based on new market variables, incorporation of new reserves, Ecopetrol’s crude oil basket price discounts as compared to the ICE Brent crude price, available technical and operational information, there was a partial reversal of an impairment recognized in previous years for the oil fields that operate in Colombia Casabe, Provincia, Underriver, Tisquirama and Orito and in fields operated abroad Gunflint and K2, and an impairment mainly in Tibú and Dina Norte fields.

In 2017, based on new market variables, incorporation of new reserves, Ecopetrol’s crude oil basket price discounts as compared to the ICE Brent crude price, available technical and operational information, there was a partial reversal of animpairment recognized in previous years for the oil fields that operate in ColombiaCPO09, Casabe and Oripaya and in fields operated abroad Gunflint Dalmatian and K2, and an impairment in the Tibú, Underriver, Provincia and Orito fields.fields, mainly.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

In 2016, as a result of the revision of prospective oil prices in the long term, it was identified that some impairments recognized in previous years for oil fields could be recovered due to an improved future price scenarios. The main fields on which there was a recovery of impairment were Chichimene, Caño Sur, Apiay and Llanito. Similarly, the new technical information and operational aspects that gave rise to changes in investment levels caused an impairment in the Casabe, Tibú, Gunflint and Niscota fields.fields, mainly.

 

The following is the breakdown of the expenses for (recovery of)oilfields impairment of fieldslosses or reversals for the years ended December 31, 2018, 2017 2016 and 2015 includes:2016:

 

20172018

 

Cash generating units 

 Carrying amount  Recoverable
amount
  Expense for
(recovery of)
impairment
 
Oil fields in Colombia            
Expense  2,172,747   1,588,207   584,540 
Recovery  13,229,212   23,906,828   (298,210)
Fields operated abroad            
Recovery  748,510   1,324,010   (475,203)
           (188,873)

Cash generating units Carrying
amount
  Recoverable
amount
  (Impairment loss)
reversal
 
Oil fields in Colombia            
Reversal  19,156,326   50,462,080   689,665 
Loss  764,808   405,421   (359,387)
Fields operated abroad            
Reversal  1,810,618   2,719,086   157,709 
Loss  184,375   180,191   (4,184)
           483,803 

 

20162017

 

Cash generating units 

 Carrying amount  Recoverable
amount
  Expense for
(recovery of)
impairment
 
Oil fields in Colombia            
Expense  5,258,265   4,902,943   1,117,020 
Recovery  17,502,391   36,704,807   (1,090,434)
Fields operated abroad            
Expense  688,895   647,272   42,004 
           68,590 

Cash generating units Carrying
amount
  Recoverable
amount
  (Impairment loss)
reversal
 
Oil fields in Colombia            
Loss  2,172,747   1,588,207   (584,540)
Reversal  13,229,212   23,906,828   298,210 
Fields operated abroad            
Reversal  748,510   1,324,010   475,203 
           188,873 

 

20152016

Cash generating units Carrying
amount
  Recoverable
amount
  (Impairment loss)
reversal
 
Oil fields in Colombia            
Loss  5,258,265   4,902,943   (1,117,020)
Reversal  17,502,391   36,704,807   1,090,434 
Fields operated abroad            
Loss  688,895   647,272   (42,004)
           (68,590)

The grouping of assets to determine the CGUs is consistent as compared to the prior periods.

 

Cash generating units Carrying amount  Recoverable
amount
  Expense for
(recovery of)
impairment
 
Oil fields in Colombia  10,323,500   7,645,665   2,430,923 
Fields operated abroad  1,242,979   24,451   1,218,528 
           3,649,451 

F-61

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The assumptions used in the model to determine the recoverable amount include:include the following:

 

-The fair value less costs of disposal of the Exploration and Production segment assets was determined based on cash flows after tax derived from the business plans approved by Group'sGroup’s management, which are developed based on long-termlong–term macroeconomic policies and fundamental assumptions of supply and demand. The fair value categoryhierarchy is level 3.

 

-Balance of oil and gas reserves, in addition to proven reserves included in Note 34;reserves; probable and possible reserves were also considered, adjusted by different risk factors.

 

-The real discount rate determined as the average weighted cost of capital of market participants (WACC) established for each company in the segment with rates ranging between 7.9% and 8.9% (2016it corresponds to 7.46% (2017–8.17% and 2016 – 7.9% and 8.9%).

 

-Oil price - Brent: Thethe forecasts include US$81.4/barrel for the first year, US$67.6/barrel for the medium term and US$71.4/barrel for the long term. In 2017, the assumptions taken US$52.9/barrel for 2018, US$72.5/barrel average for the next six years and US$81.9/barrel as of 2030. In 2016, the assumptions made used a price of US$56.8/barrel in 2017, US $67.9/US$67.9/barrel average for the medium term and US$80/barrel in the long term. International oil price projections were carried out by an independent agency specializing in oil and gas, which takestaking into account the current scenarios of oil quota agreements of the OPEC (Organization of Petroleum Exporting Countries) and the impact of the changes in specifications issued by the international agreement to prevent pollution by ships (Marpol) as of the year 2020 on crude and fuels with high sulfur content.

 

The aggregation of assets to identify the CGUs is consistent as compared to the previous period.

18.1.216.1.2InvestmentInvestments in associates and joint ventures from Exploration and Production segment

 

Investments in associated companies and joint ventures in the Exploration and Production segment are recorded throughusing the equity method.method of accounting. Ecopetrol evaluates if there is any objective evidence to determine ifthat indicate that the fair value of such investments has deteriorated in the period, especially those Companies that were acquired with goodwill.for which goodwill has been recorded.

 

As a result, Ecopetrol recognized an expense for (recovery of) impairment in(impairment loss) or reversal on the carrying value of its investments in companies as of December 31, as follows:

  

 2017  2016  2015  2018  2017  2016 
Equion Energy Limited  42,744   81,155   172,528   108,791   (42,744)  (81,155)
Offshore International Group  (37,589)  46,703   415,616   193,345   37,589   (46,703)
Total  5,155   127,858   588,144 
  302,136   (5,155)  (127,858)

 

The significant assumptions used to determine the recoverable amount of the companies assessedthese investments are consistent with those described in Note 18.1.1,the previous section, except for the use of a discount rate in real terms in 2017 for Equion Energía Limited of 8.2% (2016 - 8.9%) and2018 for Offshore International Group of 8.6% (2016 -8.92% (2017 – 8.61% and 2016 – 8.0%).

 

F-62

Ecopetrol S.A.

NotesIn 2018, the market showed an improvement in the crude oil and gas production forecast. Operational performance and technical evolution have contributed to strengthening future cash flows that, in turn, contributed to the consolidated financial statements

(Figures expressedreversal of the impairment charged recognized in millions of Colombian pesos, unless otherwise stated)previous years for Offshore International Group and Equion Energy.

 

In 2017, because of new market variables, new reserves, price differentials against reference indicators and available technical and operational information, there was a recovery of animpairment recognized in previous years for Offshore International Group and Equion Energy.Energy.

 

For 2016, in spite of better forecasts of oil prices in the long term, there was an additional impairment in the investment in the Offshore International Group for the reversion to local authorities of some low-prospective success exploration blocks, high geological risk, and low economic viability with respect to a new price scenario.

 


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

18.216.2Refining and Petrochemical segment

 

The Cash Generating Units with an expense for (recovery of)(expense for) recovery of impairment in the Refining and Petrochemical segmentSegment for the years ended December 31, of2018, 2017 2016 and 20152016 include:

 

20172018

Cash generating units Carrying amount  Recoverable
amount
  (Recovery)
expense for
impairment
 

Cash–generating units

 Carrying
amount
  

Recoverable

amount

 

(Impairment loss)
reversal

 
Refinería de Cartagena  20,578,412   22,012,710   (1,434,298)  23,411,058   22,640,761   (770,297)
Refinería de Barrancabermeja (projects)  1,172,773   898,786   273,987 
Bioenergy  757,741   665,395   92,346   774,343   560,882   (213,461)
Other  946      (946)
  22,508,926   23,576,891   (1,067,965)          (984,704)

 

20162017

Cash generating units Carrying amount  Recoverable
amount
  Expenses for
impairment
 

Cash–generating units

 Carrying
amount
  

Recoverable

amount

 

(Impairment loss)
reversal

 
Refinería de Cartagena  21,672,367   21,206,515   465,852   20,578,412   22,012,710   1,434,298 
Refinería de Barrancabermeja (projects)  1,172,773   898,786   (273,987)
Bioenergy  925,955   618,446   307,509   757,741   665,395   (92,346)
  22,598,322   21,824,961   773,361           1,067,965 

 

20152016

Cash generating units Carrying amount  Recoverable
amount
  Expenses for
impairment
 

Cash–generating units

 Carrying
amount
  

Recoverable
amount

  

Impairment loss

 
Refinería de Cartagena  26,561,335   23,335,096   3,226,240   21,672,367   21,206,515   (465,852)
Bioenergy  642,139   589,386   52,753   925,955   618,446   (307,509)
  27,203,474   23,924,482   3,278,993           (773,361)

The aggregationgrouping of assets for identifyingto determine the CGUs is consistent across thesewith prior periods.

 

18.2.116.2.1Refinería de Cartagena

 

The recoverable amount of the Refinería de Cartagena was calculated based on theits fair value less costs of disposal, which is higher than its value in continued use. The fair value less costs of disposal of the Refinería de Cartagena was determined based on cash flows after taxes that are derived from business plans approved by the Group'sEcopetrol Business Group’s management, which are developed based on market prices provided by a third partythird-party expert, which considers long-termlong–term macroeconomic variables and fundamental supply and demand assumptions for crude oil and refined products. The fair value categoryhierarchy is level 3.

 

The significant assumptions to determine the recoverable amount included: a)(i) a gross refining margin determined by crude oil feedstock and products price outlook provided by an independent third partythird-party expert; b)(ii) an actual discount rate of 6.0% (2016 - 6.3%6.48% (2017 – 6.00%) determined under WACC methodology; c)(iii) current conditions or benefits, or similar, as an industrial user of goods and services of the free trade zone and during the validity of the license; d)(iv) level of costs and long-termlong–term operating expenses in line with international refinery standards of similar configuration and conversion capacity, e)capacity; (v) refinery throughput and production,production; and f)(vi) level of continued investment.

 

F-63

It is important to mention that the refining business is highly sensitive to the volatility of the margins and the macroeconomic variables implicit in the determination of the discount rate, therefore, any change in these assumptions could potentially result in significant variations in the determination of impairment losses or reversal amounts.

 


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The impairment recorded for 2018 is explained by: i) an adjustment in market expectations in relation to the impact that the implementation of the MARPOL regulation will have on margins of refined products, ii) the differential of light and heavy crudes that serve as raw material; and iii) fundamental macroeconomic changes that increased the discount rate used for the valuation of Reficar's assets, mainly associated with the increase in the risk-free rate and higher market risk premiums. Improvements in operational and commercial inputs associated to the refinery optimization as well as the tax effects of the “Financing Law” (tax reform) partially offset the effects of the macroeconomic variables.

In 2017, we recorded a partial reversal of the impairment recorded in previous periods primarily as a result of: a)(a) an improved outlook in refining margins due to the ratification of the implementation of the International Convention for the Prevention of Pollution from Ships (Marpol) starting in 2020; b)(b) a lower discount rate resulting from the application of WACC methodology; and c)(c) operational and financial optimizations identified as part of the stabilization of the refinery.

 

In 2016, we recorded an impairment caused mostly by adjustment of operational variables based on what was that observed during the stabilization period, partially offset by a lower discount rate and better refining margins.

 

18.2.216.2.2Bioenergy

The recoverable amount of Bioenergy was calculated based on the fair value less the costs of disposal level, which is greater than the value in use and corresponds to the future cash flows discounted after taxes on profit. The fair value hierarchy is 3.

The significant assumptions used to determine the recoverable amount included: (a) forecast of ethanol prices based on projections made by Group specialists; (b) expected agricultural and operational yields; and (c) a 6.97% discount rate in real terms (2017 – 6.23%) determined under the WACC methodology.

In 2018, impairment is presented due to: i) a lower prospect of short-term ethanol prices, associated with imports from abroad in an environment of global over-supply of ethanol, ii) updating of agricultural variables in the short term, iii) an increase in the discount rate used for the valuation in line with fundamentals of the market. These impacts were partially offset by the updating of operating variables associated with the stabilization and tax effects of the "Financing Law".

In 2017 and 2016, we recorded an impairment loss mainly due to the updating the dates of start of operations of the project, the stabilization process of the industrial plant and the changes in the operational variables and ethanol prices.

16.2.3Refinería de Barrancabermeja

 

In compliance with the provisions of IAS 36 - Impairment of the value of assets, during 2017During 2018, the Refinería de Barrancabermeja recognizedModernization Project, which is currently suspended, was evaluated and there were no indications that implied the recognition of additional impairment.

During 2017, an impairment loss of COP$273,987 for impairment,was recognized on the Refinería de Barrancabermeja, mainly related to the write off of certain management and financial capitalized balances associated with the suspendedsuspension of the modernization project of the Refinery. This suspension is in response to capital discipline criteria implemented to ensure the growth and financial sustainability of Ecopetrol S.A. and the Ecopetrol Business Group in the adverse context that the hydrocarbons sector experienced in previous years. This project is being assessed within the Ecopetrol Business Group’s strategic plan; and when the project is reactivated,plan therefore any impairment loss recognized in previous years may be subject to recovery.

 

18.2.316.3BioenergyTransport and Logistics

 

The recoverable amount of Bioenergythese assets was calculateddetermined based on its fair value with costs of disposal, which corresponds to discounted cash flows based on the hydrocarbon production curves and refined products transport curves. The fair value less the costs of disposal level with value hierarchy 3, which is greater than the value in continued use and corresponds to the future cash flows discounted after taxes on profit.3.

 

The assumptions used in the model to determine the recoverable amountvalue included: a) forecasti) the tariffs regulated by the Ministry of ethanol pricesMines and Energy and the Energy and Gas Regulation Commission - CREG, ii) the actual discount rate used in the valuation was 5.60% (2017 - 5.00%) and iii) transport volume projections based on projections made by the end of year results for 2018 and the long-term volumetric transport program from 2019 onwards.


Ecopetrol specialists based on independent third party sources; and b) a 6.2% discount rateS.A.

Notes to the consolidated financial statements

(Figures expressed in real terms (2016 – 6.7% in real terms) determined under the WACC methodology.millions of Colombian pesos, unless otherwise stated)

 

In 2017 and 2016, we2018, the main impairment recorded an impairment mainly duewas COP$167,917, corresponding to updatingthe systems of the dates of entry into operationSouthern Cash Generating Unit (CGU), composed of the project,Tumaco Port and the stabilization processTransAndino Pipeline (OTA) and its afferent pipelines, the Mansoyá - Orito Pipeline (OMO), San Miguel - Orito (OSO), and Churuyaco- Orito (OCHO). This value was generated mainly by a decrease in the volume projections for the southern systems, and an increase in the need for maintenance capex to reduce the operational risk of the industrial plant, and the updating of operational variables.transport systems.

18.3Transport and Logistics segment

 

In 2017, there was a recovery of an impairment for the Transportation and Logistics segment for COP$59,455, mainly in Oleoducto del Sur, which includes, among others, the Trans Andino Pipeline. The recovery was due to the inclusion of the Port of Tumaco in that generating unit.

 

The recovery of COP$41,062 in 2016 was caused mainly by the incorporation of flowscrude oil throughput associated with the San Fernando - Apiay system, project, which affects the recoverable amount of Los Llanos transport line, but was offset by the impairment of the Sur transport line.

The recoverable amount of these assets was determined based on its fair value with costs of disposal with value hierarchy 3, which corresponds to discounted cash flows based on the hydrocarbon production curves and tariffs regulated by the Ministry of Mines and Energy and the Energy and Gas Regulating Commission - CREG. The real discount rate used in the valuation was 5.0% (2016 -4.98%).

F-64

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)Oleoducto del Sur.

 

19.17.Goodwill

 

The balance as of December 31, 20172018 and 20162017 of goodwill in acquisitions of subsidiaries is as follows:was:

 

 2017  2016  2018  2017 
Transport and Logistics                
Oleoducto Central S.A.  683,496   683,496   683,496   683,496 
Exploration and Production                
Hocol Petroleum Ltd.  537,598   537,598   537,598   537,598 
Refining and Petrochemicals                
Andean Chemical Ltd  127,812   127,812   127,812   127,812 
Propilco S.A  108,137   108,137 
Propilco S.A.  108,137   108,137 
  1,457,043   1,457,043   1,457,043   1,457,043 
Less impairment Hocol Petroleum Ltd.  (297,121)  (297,121)  (297,121)  (297,121)
  1,159,922   1,159,922   1,159,922   1,159,922 

 

As of December 31, 2018 and 2017, and 2016, the Ecopetrol Business Group assessed the recoverability of the carrying value of goodwill generated in the acquisition of subsidiaries. The recoverable amount was determined based on the realization value less costs of disposal using the present value of future cash flows for each of the companies acquired with goodwill. The source of information used the financial projections of each company derived from the business plans approved by management, which were developed based on long term macro-economiclong-term macroeconomic factors such as price curves and margins and fundamental assumptions of supply and demand. As a result of the analysis, the Ecopetrol Business Group did not recognize any goodwill impairment.

 

F-65

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

20.18.Loans and borrowings

 

Exhibit 2 details the main conditions of the most significant loans of the Business Group.

 

20.118.1Composition of loans and borrowings

 

The balances of the loans and financing, which are recorded at amortized cost, as of December 31, 20172018 and 2016 are:2017:

 

 Weighted average
effective interest rate as
of December 31
 2017 2016  

Weighted average effective

interest rate as of December

31

 2018  2017 
 2017 2016       2018 2017      
Local currency                      
Bonds  8.9%  8.6%  1,692,471   2,008,203  8.0% 8.9%  1,568,034   1,692,471 
Syndicated loan  8.7%  9.5%  3,307,950   3,828,329  7.9% 8.7%  1,439,590   3,307,950 
Other (1)  7.7%  9.1%  978,795   905,266  7.6% 7.7%  1,041,151   978,795 
          5,979,216   6,741,798       4,048,775   5,979,216 
                
Foreign currency                            
Bonds  6.1%  6.1%  29,166,594   29,310,165  5.7% 6.1%  25,599,996   29,166,594 
Commercial loans – Refinería de Cartagena  4.3%  4.1%  7,401,781   7,988,678 
Commercial loans – Refinería de Cartagena (2) 4.4% 4.3%  7,352,002   7,401,781 
Commercial loans  4.3%  2.9%  528,815   7,945,693  - 4.3%  -   528,815 
Loans from related parties (Note 29) 2.5% 1.5%  855,135   259,760 
Other (1)          471,429   235,693  3.1% -  206,737   211,669 
          37,568,619   45,480,229       34,013,870   37,568,619 
          43,547,835   52,222,027       38,062,645   43,547,835 
Current (2)          5,144,504   4,126,203       4,019,927   5,144,504 
Non-current          38,403,331   48,095,824 
Non–current      34,042,718   38,403,331 
          43,547,835   52,222,027       38,062,645   43,547,835 

 

(1)Includes financial leasing and debt in connection with build, operate,operation, maintenance and transfer (BOMT) contracts.

 

(2)The increase in the current portion is mainly dueCorresponds to the expiration of: i) the first tranche of local bonds issuedcommercial credits that Refinería de Cartagena S.A. and which were assumed by Ecopetrol S.A. in 2013, and ii)through voluntary assumption of the 5-year series of international bonds issued in 2013 by Ecopetrol S.A.. These bonds mature in August and September 2018, respectively.debt, transaction made on December 13, 2017.

 

20.218.2Main movements of loans and borrowings

 

Bonds - foreignLocal currency

-On August 6, 2018, Ecopetrol made the advance payment of the total syndicated loan held in 2013 with local banks, whose amortization was expected until the year 2025. The total amount to be paid is COP$1,430,333 million, for the concept of capital plus interests.

-On August 27, 2018, the local 5 year series bond issued in 2013 became due. The total nominal amount paid was COP$120,950.

Foreign currency

 

§-On June 8, 2016,April 13, 2018, Ecopetrol reopened its bonds dueS.A. paid in September 2023 for US$ 500advance the entire international bond issued in 2013 with a maturity of 5 years; the value paid was USD$354 million, with payment of principal at maturity and interest payable semiannually at a coupon fixed rate of 5.875%. The current total amount of the bond in force is US$ 1,800 million.including interest.

 

Foreign currency commercial loans

§-On June 30, 2017,July 6 and 25, 2018, Ecopetrol prepaidS.A. made the advance payment of all the loans entered into in 2013 with international banks, guaranteed by the Export-Import Bank of its international syndicated loan,the United States, and whose amortization was foreseen until the year 2023. The total nominal valueamount paid was US$ 1,925USD$156 million and original maturity in February 2020. This loan was a hedging instrument for future oil exports.capital, plus the interest caused.

 

§-On December 15, 2017,September 20, 2018, Ecopetrol prepaidS.A. subscribed a committed line of credit for USD$665 million, with Scotiabank (USD$430 million) and Mizuho Bank (USD$235 million). Under this type of credit, banks commit to disburse resources when Ecopetrol S.A. require it, under the loan entered into in January 2016terms and conditions previously agreed between the parties. The committed line of credit has two (2) years of availability for disbursements, with The Bank of Tokyo-Mitsubushi UFJ, Ltd. (BTMU), forthe following conditions: (i) amortized capital at maturity within a nominal value of US$ 175 million, which had an original termperiod of 5 years amortizable with 2.5 yearsfrom the date of gracesubscription of the contract and (ii) a rate of Libor interest (6M) + 125 basis points and a commission of 30 basis points per year on principal repayments and interest payable semiannuallycapital not paid during the period of availability. This facility would only increase the Ecopetrol Business Group's level of indebtedness at the Libor 6M rate (6 months) + 145 basis points.time disbursements are made.

 

F-66

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

§-On December 15, 2017,27, 2018, Ecopetrol prepaidS.A. paid in advance the loan acquiredentire 10-year international bond issued in May 2016 with Export Development Canada (EDC), for a nominal2009, the value of US$ 300paid was USD$1,587 million, which had an original term of 5 years, with principal payable at maturity and interest payable semiannually at the Libor 6M rate (6 months) + 140 basis points.

Local currency commercial loans

§On February 23, 2016, Ecopetrol entered into a bilateral commercial credit agreement with Bancolombia SA for COP$990,000, which was prepaid in October 2016. This loan had a term of 8 years, amortizable with 2 years of grace on principal repayments, with interest payable semiannually at a DTF TA + 560 basis points.including interest.

 

§On August 14, 2017, Ecopetrol entered into an agreement for a committed credit line with Bancolombia S.A. for COP$990,000 as a contingent financing mechanism, has available for 2 years, with the following conditions: 10-year term from the date of the first disbursement, 2 years of grace on principal repayments, interest rate of IBR, at six months + 300 basis points and a commission of availability of 7.2 basis points per year on the amount not disbursed during the availability period. Under this facility, Bancolombia SA undertakes to disburse the resources when required by Ecopetrol as per the terms and conditions previously agreed between the parties. As of December 31, 2017, the use of resources from this credit line has not been required.

20.318.3Maturity of loans and borrowings

 

The following are the maturities of loans and borrowing as of December 31, 2017:2018:

 

 Up to 1
year (1)
  1-5 years  5-10 years  > 10 years  Total  

Up to 1

year (1)

  1 - 5 years  5-10 years  > 10 years  Total 
Local Currency                    
Local currency                    
Bonds  253,172   742,512   322,956   373,831   1,692,471   116,693   842,514   362,446   246,381   1,568,034 
Syndicated loan  739,348   2,009,420   559,182   -   3,307,950   406,582   1,033,008   -   -   1,439,590 
Other  98,729   415,599   308,121   156,346   978,795 
Commercial loans and other  120,069   491,781   270,920   158,381   1,041,151 
  1,091,249   3,167,531   1,190,259   530,177   5,979,216   643,344   2,367,303   633,366   404,762   4,048,775 
Foreign currency                                        
Bonds  2,651,174   9,948,238   12,018,813   4,548,369   29,166,594   1,374,390   10,605,708   8,664,732   4,955,166   25,599,996 
Commercial loans – Refinería de Cartagena  958,918   3,635,848   2,807,015   -   7,401,781   1,116,370   4,061,541   2,174,091   -   7,352,002 
Commercial loans  153,873   315,849   59,093   -   528,815 
Other  289,290   119,014   63,125   -   471,429   885,823   136,574   39,475   -   1,061,872 
  4,053,255   14,018,949   14,948,046   4,548,369   37,568,619   3,376,583   14,803,823   10,878,298   4,955,166   34,013,870 
  5,144,504   17,186,480   16,138,305   5,078,546   43,547,835   4,019,927   17,171,126   11,511,664   5,359,928   38,062,645 

 

(1)Includes short-termshort–term credit and the current portion of long-termlong–term debt, as applicable.

 

The following are the maturities of loans and borrowing as of December 31, 2017:

  Up to 1
year (1)
  1–5 years  5–10 years  > 10 years  Total 
Local currency                    
Bonds  253,172   742,512   322,956   373,831   1,692,471 
Syndicated loan  739,348   2,009,420   559,182      3,307,950 
Other  98,729   415,599   308,121   156,346   978,795 
   1,091,249   3,167,531   1,190,259   530,177   5,979,216 
Foreign currency                    
Bonds  2,651,174   9,948,238   12,018,813   4,548,369   29,166,594 
Commercial loans – Refinería de Cartagena  958,918   3,635,848   2,807,015      7,401,781 
Commercial loans  153,873   315,849   59,093      528,815 
Other  289,290   119,014   63,125      471,429 
   4,053,255   14,018,949   14,948,046   4,548,369   37,568,619 
   5,144,504   17,186,480   16,138,305   5,078,546   43,547,835 

F-67(1)Includes short–term credit and the current portion of long–term debt, as applicable.

 


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The following are the maturities of loans and borrowing as of December 31, 2016:

  Up to 1
year (1)
  1 - 5 years  5-10 years  > 10 years  Total 
Local currency                    
Bonds  312,207   955,204   357,015   383,777   2,008,203 
Commercial loans  793,743   2,375,023   659,563   -   3,828,329 
Others  58,952   333,372   339,009   173,933   905,266 
Total local currency  1,164,902   3,663,599   1,355,587   557,710   6,741,798 
                     
Foreign currency                    
Bonds  1,648,707   10,956,507   12,133,576   4,571,375   29,310,165 
Commercial loan Refinería  de Cartagena  875,734   3,549,216   3,472,379   91,349   7,988,678 
Other commercial loans  371,804   7,450,587   123,302   -   7,945,693 
Other  65,056   114,226   56,411   -   235,693 
Total foreign currency  2,961,301   22,070,536   15,785,668   4,662,724   45,480,229 
   4,126,203   25,734,135   17,141,255   5,220,434   52,222,027 

(1) Includes short-term credit and the current portion of long-term debt, as applicable.

20.418.4Breakdown by type of interest rate and currency

 

The following is the breakdown of loans and borrowing by type of interest rate as of December 31, 20172018 and 2016:2017:

 

 2017  2016  2018  2017 
Local currency                
Fixed rate  143,156   299,472   252,224   143,156 
Floating rate  5,836,060   6,442,326   3,796,551   5,836,060 
  5,979,216   6,741,798   4,048,775   5,979,216 
Foreign currency                
Fixed rate  35,062,742   35,719,486   31,432,667   35,062,742 
Floating rate  2,505,877   9,760,743   2,581,203   2,505,877 
  37,568,619   45,480,229   34,013,870   37,568,619 
  43,547,835   52,222,027   38,062,645   43,547,835 

 

The floating rate loansinterest on the bonds in localnational currency areis indexed mainly to the CPI (Consumer Price Index) and bank loans and variable rate leasing in Colombian pesos are indexed to the DTF (Fixed Term Deposits); and thoseIBR (Banking Reference Indicator), plus a differential. Interest on loans in foreign currency loans atis calculated based on the LIBOR rate plus a spread.spread and the interests of the other types of debt are at a fixed rate.

 

20.518.5Loans designated as hedging instrument

 

As of December 31, 2017, the Group2018, Ecopetrol S.A. designated US$8,5326,500 million (2016 -(2017 – US$10,5128,532 million) of foreign currency debt as a hedging instrument, of which US$5,200 million is used to hedge the net investment in foreign operations with the US dollar as their functional currency, and US$3,3321,300 million is used to hedge the cash flows of future crude oil exports. See Note 30 - 28 –Risk management for further information..

 

20.618.6Guarantees and covenants

 

Financing obtained directly by Ecopetrol S.A. in capital markets has no guarantees granted or financial covenant restrictions, due to the support of the Colombian Government through the Ministry of Finance and Public Credit.

F-68

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)restrictions.

 

Until December 13, 2017, when Ecopetrol voluntarily assumedproduct of the voluntary assumption of international loancredit held by Reficar,Refinería de Cartagena S.A. on the part of Ecopetrol SA, in its capacity as sponsor, the following restrictions applied in relation to Reficar:financial commitments to maintain a minimum debt service coverage ratiorate of 1.35:1; 1 debt at certain points in the life of the loan by Refinería de Cartagena SA, as well as the obligation to maintainhave a commercial trust and a depositary agreement for receivingand security contract to receive the resources of the new refinery to fulfill specific purposes such as operating expenses, interest and others.

 

The following is a summary of certain restrictions contained in certain other loan instruments of Ecopetrol’s subsidiaries:

 

-The loan entered into by Oleoducto de los Llanos is guaranteed with the economic rights of the ship-or-payship–or–pay transportation agreements with Meta PetroleumFrontera Energy Corp and also includes certain restrictions regarding capital contributions and asset disposal.

 

-The syndicated loan entered into by Oleoducto Bicentenario requires that this subsidiary maintain an established relationship of leverage and solvency and cash flow / service to the debt.

 

-The loan entered into by Bioenergy with Bancolombia is guaranteed with the La Esperanza 1 and 2 fields in the amount of COP$6,343farms and there are certain restrictions on the variation of direct or indirect ownership by Ecopetrol S.A. in this subsidiary.

  


Ecopetrol and its subsidiaries wereS.A.

Notes to the consolidated financial statements

(Figures expressed in compliance with these restrictions asmillions of December 31, 2017 and 2016.Colombian pesos, unless otherwise stated)

 

20.718.7Fair value of loans

 

The fair value of loans and borrowings is COP$45,781,31738,305,674 and COP$52,109,43845,781,317 as of December 31, 20172018 and 2016,2017, respectively.

 

For fair value measurement, local currency bonds were valued using Infovalmer reference prices, while bonds in U.S. dollars were valued using Bloomberg. With regard to the other financial obligations for which there is no market benchmark, a discount to present value technique was used. These rates incorporate market risk through some benchmarks (Libor, DTF)FTD) and the Ecopetrol Business Group’s credit risk (spread).

 

F-6918.8Movement of net financial debt

 

The following is the movement of net financial debt as of December 31, 2018, 2017 and 2016:

 

  

Cash and

equivalents

  

Other financial

assets

  

Loans and

borrowings

  

Net financial

debt

 
Balance as of December 31, 2016  8,410,467   6,686,895   (52,222,027)  (37,124,665)
Cash flow  (174,272)  (564,755)  11,259,492   10,520,465 
Exchange difference:                
Recognized in profit or loss  (290,310)  208,394   147,993   66,077 
Recognized in other comprehensive income        70,958   70,958 
Financial cost registered to projects        (203,964)  (203,964)
Financial income (expense) recognized in profit or loss     104,706   (2,385,994)  (2,281,288)
Foreign currency translation     39,628   (76,171)  (36,543)
Other movements that do not generate cash flow     58,857   (138,122)  (79,265)
Balance as of December 31, 2017  7,945,885   6,533,725   (43,547,835)  (29,068,225)
Cash flow  (2,040,387)  843,612   11,363,077   10,166,302 
Exchange difference:                
Recognized in profit or loss  406,246   920,609   (816,840)  510,015 
Recognized in other comprehensive income     -   (2,165,569)  (2,165,569)
Financial cost registered to projects     -   (217,891)  (217,891)
Financial income (expense) recognized in profit or loss     92,906   (2,399,414)  (2,306,508)
Foreign currency translation     (245,958)  (203,446)  (449,404)
Other movements that do not generate cash flow     2,921   (74,727)  (71,806)
Balance as of December 31, 2018  6,311,744   8,147,815   (38,062,645)  (23,603,086)


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

20.8Movement of net financial debt

The following is the movement of net financial debt as of December 31, 2017, 2016 and 2015:

  Cash and
equivalents
  Other financial
assets (1)
  Loans and
borrowings
  Net financial
debt
 
Balance as of December 31, 2015  6,550,450   1,585,379   (53,223,338)  (45,087,509)
Cash flow  2,086,350   5,446,507   1,050,723   8,583,580 
Exchange difference:                
Recognized in profit or loss  (226,333)  (12,837)  1,252,420   1,013,250 
Recognized in other comprehensive income  -   -   612,983   612,983 
Financial cost registered to projects  -   -   (357,107)  (357,107)
Financial income (expense) recognized in profit or loss  -   59,593   (2,765,024)  (2,705,431)
Foreign currency translation  -   (6,462)  593,384   586,922 
Other movements not generating cash flow (2)  -   (385,285)  613,932   228,647 
Balance as of December 31, 2016  8,410,467   6,686,895   (52,222,027)  (37,124,665)
Cash flow  (174,272)  (564,755)  11,259,492   10,520,465 
Exchange difference:                
Recognized in profit or loss  (290,310)  208,394   147,993   66,077 
Recognized in other comprehensive income  -   -   70,958   70,958 
Financial cost registered to projects  -   -   (203,964)  (203,964)
Financial income (expense) recognized in profit or loss  -   104,706   (2,385,994)  (2,281,288)
Foreign currency translation  -   39,628   (76,171)  (36,543)
Other movements that do not generate cash flow  -   58,857   (138,122)  (79,265)
Balance as of December 31, 2017  7,945,885   6,533,725   (43,547,835)  (29,068,225)

(1)The balance of other financial assets as of December 31, 2015 includes the value of the securities related to Santiago de las Atalayas for COP$699,832, which at that date were restricted.
(2)Corresponds to operations with remittances financed in dollars with domestic banks for the payment of imports.

21.19.Trade and other payables

 

The balance of trade and other payables, as of December 31, 20172018 and 2016,2017, is comprised as follows:follows:

 

 2017  2016 
      2018  2017 
Suppliers  5,088,957   4,687,353   6,878,510   5,088,957 
Partners’ advances  880,420   864,971   874,010   880,420 
Withholding tax  376,169   379,194   246,867   376,169 
Related parties  129,520   114,420 
Related parties (Note 29)  116,418   129,520 
Insurance and reinsurance  121,555   110,530   211,883   121,555 
Agreements in transport contracts (1)  91,324   111,899   210,196   91,324 
Deposits received from third parties  25,523   209,570   49,158   25,523 
Dividends payable (2)  3,723   11,193 
Dividends payable  84,657   3,723 
Various creditors  280,485   389,126   304,613   280,485 
  6,997,676   6,878,256   8,976,312   6,997,676 
Current  8,945,790   6,968,207 
Non–current  30,522   29,469 
          8,976,312   6,997,676 
Current  6,968,207   6,854,363 
Non-current  29,469   23,893 
  6,997,676   6,878,256 

 

(1)Corresponds to the value of debt from agreements in transport contracts of oil pipelines and poliducts, impacted by volumetric adjustments, compensation for quality and other inventory management agreements.

 

(2)Dividends declared at the General Shareholders' Meeting on 2016 profits, amounting to COP$945,684, were paid in April 2017.

The carrying amount of trade accounts and other accounts payable approximates their fair value due to their short-termshort–term nature.

 

F-70

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

22.20.Provisions for employeesemployees’ benefits

 

The following are the balances of provisions for employee benefits as of December 31, 20172018 and 2016:2017:

 

 2017  2016  2018  2017 
Post-employment benefits        
Post–employment benefits        
Healthcare  5,367,005   4,475,540   5,507,784   5,367,005 
Pension  1,327,859   76,695   1,452,322   1,327,859 
Education  502,260   333,379   479,945   502,260 
Bonds  348,442   263,563   331,064   348,442 
Other plans  77,636   67,945   82,576   77,636 
Termination benefits - Voluntary retirement plan  155,286   161,796 
Termination benefits – Voluntary retirement plan  137,859   155,286 
  7,778,488   5,378,918   7,991,550   7,778,488 
Social benefits and salaries  485,939   423,360   521,802   485,939 
Other employee benefits  67,867   73,300   93,199   67,867 
  8,332,294   5,875,578   8,606,551   8,332,294 
Current  1,829,819   1,974,496   1,816,882   1,829,819 
Non-current  6,502,475   3,901,082 
Non–current  6,789,669   6,502,475 
  8,332,294   5,875,578   8,606,551   8,332,294 

 

F-71

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

22.120.1Post-employmentPost–employment benefits liability (asset)

 

The following table shows the movement in liabilities and assets, net of post-employment benefits and termination benefits, as of December 31, 20172018 and 2016:2017:

 

 Pension and bonds (1)  Other  Total  Pension and bonds (1)  Other  Total 
 2017  2016  2017  2016  2017  2016  2018  2017  2018  2017  2018  2017 
Liabilities for employee benefits                                                
Opening balance  12,463,433   10,435,546   5,041,133   4,170,047   17,504,566   14,605,593   14,147,464   12,463,433   6,105,432   5,041,133   20,252,896   17,504,566 
Current service cost  -   -   52,164   53,771   52,164   53,771         77,373   52,164   77,373   52,164 
Past service cost  -   -   -   164,271   -   164,271         50,489      50,489    
Interest expense  872,524   876,076   350,060   333,894   1,222,584   1,209,970   888,583   872,524   377,923   350,060   1,266,506   1,222,584 
Actuarial losses (gains)  1,621,184   1,915,767   1,012,205   616,834   2,633,389   2,532,601 
Actuarial (gains) losses  (56,655)  1,621,184   (27,651)  1,012,205   (84,306)  2,633,389 
Benefits paid  (809,677)  (763,956)  (350,130)  (297,684)  (1,159,807)  (1,061,640)  (847,449)  (809,677)  (371,448)  (350,130)  (1,218,897)  (1,159,807)
Closing balance  14,147,464   12,463,433   6,105,432   5,041,133   20,252,896   17,504,566   14,131,943   14,147,464   6,212,118   6,105,432   20,344,061   20,252,896 
                                                
Plan assets                                                
Opening balance  12,123,175   11,181,604   2,473   -   12,125,648   11,181,604   12,471,163   12,123,175   3,245   2,473   12,474,408   12,125,648 
Return on assets  848,677   950,704   385   -   849,062   950,704   780,494   848,677   170   385   780,664   849,062 
Contributions to funds  -   -   22,465   -   22,465   -         21,971   22,465   21,971   22,465 
Variation in the ceiling of assets  -   379,884   -   -   -   379,884 
Benefits paid  (809,677)  (771,528)  (22,078)  2,406   (831,755)  (769,122)  (847,449)  (809,677)  (21,526)  (22,078)  (868,975)  (831,755)
Actuarial gains (losses)  308,988   382,511   -   67   308,988   382,578 
Actuarial (losses) gains  (55,651)  308,988   94      (55,557)  308,988 
Closing balance  12,471,163   12,123,175   3,245   2,473   12,474,408   12,125,648   12,348,557   12,471,163   3,954   3,245   12,352,511   12,474,408 
Net post-employment benefits liability  1,676,301   340,258   6,102,187   5,038,660   7,778,488   5,378,918 
Net post–employment benefits liability  1,783,386   1,676,301   6,208,164   6,102,187   7,991,550   7,778,488 

 

(1)There is no cost for the pension and pension plans service, due to the fact that the beneficiaries were retired as of July 31, 2010.

 

F-72

The following table shows the movement in profit and loss and in other comprehensive income as of December 31, 2018, 2017 and 2016:

 

  2018  2017  2016 
Recognized in profit or loss            
Interest expense, net  485,842   373,522   259,266 
Current service cost  77,373   52,164   53,771 
Past service cost  50,489      164,271 
Remedies  503   13,889    
   614,207   439,575   477,308 
Recognized in other comprehensive income            
Education and severance  45,509   (203,779)  175,259 
Pension and pension bonds  1,003   (1,312,195)  (1,533,256)
Termination benefits – Voluntary retirement plan  93   (3)  67 
Healthcare  (17,356)  (794,535)  (792,093)
Change in the effect of asset ceiling        379,884 
   29,249   (2,310,512) ��(1,770,139)
Deferred tax  (33,539)  762,469   616,697 
   (4,290)  (1,548,043)  (1,153,442)


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The following table shows the movement in profit and loss and in other comprehensive income as of December 31, 2017 and 2016:

  2017  2016 
Recognized in profit or loss        
Current service cost  52,164   53,771 
Past service cost  -   164,271 
Interest expense, net  373,522   259,266 
Remedies  13,889   - 
   439,575   477,308 
Recognized in other comprehensive income        
Healthcare  (794,535)  (792,093)
Pension and pension bonds  (1,312,195)  (1,533,256)
Education and severance  (203,779)  175,259 
Termination benefits - Voluntary retirement plan  (3)  67 
Change in the effect of the asset ceiling  -   379,884 
   (2,310,512)  (1,770,139)
Deferred tax  762,469   616,697 
Other comprehensive income, net of taxes  (1,548,043)  (1,153,442)

22.220.2Plan assets

 

Plan assets are resources held by pension trusts for payment of pension obligations. Payments for health and education post-employmentpost–employment benefits is Ecopetrol’s responsibility. The destination of trust resources and its yields cannot be changed or returned to the Ecopetrol Business Group until all pension obligations have been fulfilled.

 

The following is the composition of the plan assets of pension and pension bonds by type of investment as of December 31, 20172018 and 2016:2017:

 

 2017  2016  2018  2017 
Bonds issued by the national government  4,349,400   4,410,326   4,307,972   4,349,400 
Bonds of private entities  2,967,030   2,880,958   2,910,071   2,967,030 
Other local currency  2,337,580   2,910,083   2,219,634   2,340,825 
Other public bonds  1,149,200   693,061   1,014,663   1,149,200 
Variable yield  605,380   305,052   653,828   605,380 
Bonds of foreign entities  558,920   622,817   554,685   558,920 
Other foreign currency  503,653   300,878   691,658   503,653 
  12,471,163   12,123,175   12,352,511   12,474,408 

 

46.0%47.4% of plan assets are classified as level 1 in the fair value hierarchy where prices for the assets are directly observable on actively traded markets, and 54.0%52.6% are classified as level 2.2 (46.0% and 54.0% for 2017, respectively).

 

The fair value of level 2 plan assets is calculated using prices quoted in the assets’ market. The Ecopetrol Business Group obtains these prices through reliable financial data providers recognized in Colombia or abroad depending on the investment.

 

For the securities issued in local currency, the fair value of plan assets is calculated using information published by Infovalmer, a price supplier authorized by the Financial Superintendence of Colombia. According to its methodology, prices are calculated based on market information on the valuation date or estimated from historical inputs according to the criteria established for the calculation of each of the prices.

 

The average price is calculated based on the most representative market of the transactions carried out through electronic platforms approved and supervised by the regulator.

 

F-73

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

On the other hand, the estimated price is calculated for investments that do not reflect enough information to estimate an average market price, replicating the quoted prices for similar assets or prices obtained through quotes from brokers. This estimated price is also given by Infovalmer as a result of the application of robust methodologies approved by the financial regulator and widely used by the financial sector.

 

The following table reflects the credit quality of the issuers and counterparties in assets held by the autonomous pension funds:

 

Rating 2017  2016 
 2018  2017 
     
AAA  4,870,932   4,467,642   4,683,190   4,870,932 
Nation  4,471,274   4,610,251   4,364,188   4,471,274 
AA+  690,391   470,944   860,905   690,391 
BBB-  426,743   192,636 
BAA3  310,788   45,699 
F1+  249,361   230,321 
BBB  193,579   246,795 
BRC1+  89,211   118,008 
BBB+  86,040   159,103 
A  62,754   39,048 
AA-  60,382   18,770 
AA  28,367   58,234 
BAA1  21,395   5,296 
A3  17,075   29,098 
BAA2  371,972   141,940   -   371,972 
BBB  246,795   150,808 
F1+  230,321   416,439 
BBB-  192,636   23,237 
BBB+  159,103   193,835 
BRC 1+  118,008   309,282 
AA  58,234   79,750 
BAA3  45,699   131,993 
A  39,048   4,175 
A3  29,098   61,325 
AA3  27,051   14,385 
AA-  18,770   34,197 
VRR1 +  14,112   55,821 
BAA1  5,296   5,274 
Other qualifications  9,621   66,470   55,768   50,784 
No rating available  872,802   885,407   842,765   876,047 
  12,471,163   12,123,175   12,352,511   12,474,408 

 

See credit risk policy in Note 30.3.28.2.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

22.320.3Actuarial assumptions

 

The following are the actuarial assumptions used in determining the present value of defined employee benefit obligations used for the actuarial calculations as of December 31, 20172018 and 2016:2017:

 

2017 Pension  Bonds  Health  Education  Other benefits
(1)
2018 Pension  Bonds  Health  Education  

Other benefits(1)

 
Discount rate  6.50%   6.25%   6.50%   5.50%  5.51%  6.75%  6.50%  7.00%  6.75%  5.87%
Salary growth rate  N/A   N/A   N/A   N/A  4.75% / 4.25%  N/A   N/A   N/A   N/A   5.10% / 4.70%
Expected inflation rate  3.00%   3.00%   3.00%   3.00%  3.00%  3.00%  3.00%  3.00%  3.00%  3.00%
Pension growth rate  3.00%   N/A   N/A   N/A  N/A  3.00%  N/A   N/A   N/A   N/A 
Cost trend                                      
Short-term rate  N/A   N/A   6.00%   4.00%  N/A
Long-term rate  N/A   N/A   4.00%   4.00%  N/A
Short–term rate  N/A   N/A   7.00%  4.00%  N/A 
Long–term rate  N/A   N/A   4.00%  4.00%  N/A 

 

2016 Pension  Bonds  Health  Education  Other benefits
(1)
2017 Pension  Bonds  Health  Education  

Other benefits(1)

 
Discount rate  7.25%   7.00%   7.25%   6.50%  6.67%  6.50%  6.25%  6.50%  5.50%  5.51%
Salary growth rate  N/A   N/A   N/A   N/A  4.25%  N/A   N/A   N/A   N/A   4.75% / 4.25%
Expected inflation rate  3.00%   3.00%   3.00%   3.00%  3.00%  3.00%  3.00%  3.00%  3.00%  3.00%
Pension growth rate  3.00%   N/A   N/A   N/A  N/A  3.00%  N/A   N/A   N/A   N/A 
Cost trend                                      
Short-term rate  N/A   N/A   3.00%   4.00%  N/A
Long term rate  N/A   N/A   4.00%   4.00%  N/A
Short–term rate  N/A   N/A   6.00%  4.00%  N/A 
Long–term rate  N/A   N/A   4.00%  4.00%  N/A 

 

N/A: Not applicable for this benefit.

(1)Weighted average discount rate.

F-74

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The cost trend is the projected increase for the initial year, which includes the expected inflation rate.

 

The mortality table used for the calculations was that of ‘Valid Annuitant’ for men and women based on the experience gained for the period 2005-20082005–2008 of the Colombian Social Security Institute.

 

22.420.4Maturity of benefit obligation

 

The cash flows required for payment of post-employmentpost–employment obligations are the following:

 

Period Pension
and bonds
  Other
benefits
  Total  Pension and bonds  Other benefits  Total 
2018  880,298   374,315   1,254,613 
2019  877,165   355,241   1,232,406   914,959   366,866   1,281,825 
2020  899,128   358,292   1,257,420   939,158   373,953   1,313,111 
2021  921,333   361,655   1,282,988   962,651   381,734   1,344,385 
2022  952,531   362,998   1,315,529   973,491   387,940   1,361,431 
2023-2026  5,201,619   1,824,756   7,026,375 
2023  996,864   397,555   1,394,419 
2024 - 2028  5,434,882   2,104,259   7,539,141 


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

22.520.5Sensitivity analysis

 

The following sensitivity analysis shows the effect of such possible changes on the obligation for defined benefits, while keeping the other assumptions constant, as of December 31, 2017:2018:

 

  Pension  Bonds  Health  Education  Other
benefits
 
Discount rate                    
-50 basis points  13,948,863   1,032,967   5,775,492   527,839   242,117 
+50 basis points  12,440,607   948,129   4,962,688   480,224   230,501 
Inflation rate                    
-50 basis points  12,386,975   946,675   N/A   N/A   156,021 
+50 basis points  14,003,214   1,033,715   N/A   N/A   161,094 
Salary growth rate                    
-50 basis points  N/A   N/A   N/A   N/A   76,336 
+50 basis points  N/A   N/A   N/A   N/A   79,150 
Cost trend                    
-50 basis points  N/A   N/A   4,982,874   479,829   N/A 
+50 basis points  N/A   N/A   5,797,753   528,104   N/A 

  Pension  Bonds  Health  Education  Other benefits 
Discount rate                    
–50 basis points  13,896,668   1,030,073   5,907,754   500,234   229,859 
+50 basis points  12,449,997   956,984   5,152,929   461,725   219,178 
Inflation rate                    
–50 basis points  12,395,671   955,640   N/A   N/A   139,854 
+50 basis points  13,951,861   1,031,197   N/A   N/A   143,807 
Salary growth rate                    
–50 basis points  N/A   N/A   N/A   N/A   78,849 
+50 basis points  N/A   N/A   N/A   N/A   86,509 
Cost trend                    
–50 basis points  N/A   N/A   5,155,141   461,296   N/A 
+50 basis points  N/A   N/A   5,902,319   500,566   N/A 

 

22.620.6Voluntary retirement plan

 

In August 2016, the Ecopetrol Business Group offered a voluntary retirement plan to 200 employees who met certain criteria. As of December 31, 2018, 2017 and 2016, 137 employees were part of the plan, with a corresponding cost of COP$137,859 (2017 – COP$155,286 (2016 -and 2016 – COP$161,796). This plan includes benefits such as monthly income, education and health benefits until the date on which the employee is granted their retirement pension.

 

F-75

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

23.21.Accrued liabilities and provisions

 

Below is the breakdown of the changes in the different categories of provisions and contingencies as of December 31, 20172018 and 2016:2017:

 

 Asset
retirement
obligation
  Litigation  Environmental
contingencies
and others
  Total  

Asset retirement

obligation

  Litigation  Environmental
contingencies and
others
  Total 
Balance as of December 31, 2016  5,064,660   209,932   643,278   5,917,870 
         
Balance as of December 31, 2017  5,527,324   182,966   827,159   6,537,449 
Increase in abandonment costs  39,634   -   -   39,634   1,062,280   -   -   1,062,280 
Additions (recoveries)  110,587   (19,185)  106,532   197,934 
Additions  71,015   61,851   174,780   307,646 
Uses  (66,469)  (7,742)  (19,613)  (93,824)  (182,130)  (114,647)  (100,215)  (396,992)
Financial costs  379,891   -   (367)  379,524   186,518   -   -   186,518 
Foreign currency translation  (979)  (39)  718   (300)  54,610   (2,368)  10,983   63,225 
Transfers (1)  -   -   96,611   96,611 
Balance as of December 31, 2017  5,527,324   182,966   827,159   6,537,449 
                
Transfers  (342)  143   (5,915)  (6,114)
Balance as of December 31, 2018  6,719,275   127,945   906,792   7,754,012 
Current  199,824   159,881   199,123   558,828   549,678   88,623   176,108   814,409 
Non-current  5,327,500   23,085   628,036   5,978,621   6,169,597   39,322   730,684   6,939,603 
  5,527,324   182,966   827,159   6,537,449   6,719,275   127,945   906,792   7,754,012 

 

 Asset
retirement
obligation
  Litigation  Comuneros
provision
  Environmental
contingencies
and others
  Total  

Asset retirement

obligation

  Litigation  

Environmental

contingencies and

others

  Total 
Balance as of December 31, 2015  4,452,369   99,798   702,486   822,694   6,077,347 
Balance as of December 31, 2016  5,064,660   209,932   643,278   5,917,870 
Increase in abandonment costs  404,797   -   -   -   404,797   39,634         39,634 
Additions (recoveries)  18,285   44,120   (702,486)  (74,312)  (714,393)
Additions (reversals)  110,587   (19,185)  106,532   197,934 
Uses  (68,460)  (4,585)  -   (31,218)  (104,263)  (66,469)  (7,742)  (19,613)  (93,824)
Financial costs  317,448   -   -   (173)  317,275   379,891      (367)  379,524 
Foreign currency translation  (14,703)  (355)  -   (2,759)  (17,817)  (979)  (39)  718   (300)
Transfers (1)  (45,076)  70,954   -   (70,954)  (45,076)        96,611   96,611 
Balance as of December 31, 2016  5,064,660   209,932   -   643,278   5,917,870 
Balance as of December 31, 2017  5,527,324   182,966   827,159   6,537,449 
Current  199,824   159,881   199,123   558,828 
Non–current  5,327,500   23,085   628,036   5,978,621 
                      5,527,324   182,966   827,159   6,537,449 
Current  330,057   146,767   -   345,130   821,954 
Non-current  4,734,603   63,165   -   298,148   5,095,916 
  5,064,660   209,932   -   643,278   5,917,870 

(1)Mainly includes transfers to liabilities associated with assets held for sale.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  

Asset

retirement

obligation

  Litigation  

Comuneros

provision

  

Environmental

contingencies and

others

  Total 
Balance as of December 31, 2015  4,452,369   99,798   702,486   822,694   6,077,347 
Increase in abandonment costs  404,797   -   -   -   404,797 
Additions (reversals)  18,285   44,120   (702,486)  (74,312)  (714,393)
Uses  (68,460)  (4,585)  -   (31,218)  (104,263)
Financial costs  317,448   -   -   (173)  317,275 
Foreign currency translation  (14,703)  (355)  -   (2,759)  (17,817)
Transfers (1)  (45,076)  70,954   -   (70,954)  (45,076)
Balance as of December 31, 2016  5,064,660   209,932   -   643,278   5,917,870 
Current  330,057   146,767   -   345,130   821,954 
Non-current  4,734,603   63,165   -   298,148   5,095,916 
   5,064,660   209,932   -   643,278   5,917,870 

 

(1)Mainly includes transfers to liabilities associated with assets held for sale.

 

23.121.1Asset retirement obligation

 

The estimated liability for asset retirement obligation costs corresponds to the future obligation that the Ecopetrol Business Group to restore environmental conditions to a level similar to that existing before the start of projects or activities, as described in Note 3.5 - Abandonment and dismantling costs of fields and other facilities. As these relate to long-termlong–term obligations, this liability is estimated by projecting the expected future payments and discounting at present value with a rate indexed to the Group'sEcopetrol Business Group’s financial obligations, taking into account the temporalitytemporariness and risks of this obligation. The discount rates used in the estimate of the obligation as of December 31, 20172018 were: Exploration and Production 6.93% (2016 - 7.93%)3.54%, Transportation and Logistics 7.02% (2016 - 8.20%)3.69% and Refining and Petrochemicals 7.37% (2016 - 8.99%)3.84%.

F-76

Ecopetrol S.A.

Notes to For 2017, the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)equivalent real discount rates were: Production 3.34%, Transportation 3.43% and Refining 3.77%.

 

23.221.2Litigation

 

The following is a summary of the main legal proceedings recognized in the consolidated statement of financial position, whose amount exceeds COP$13,000 million, where the expectation of loss is probable and could imply an outflow of resources as of December 31, 20172018 and 2016:2017:

 

Proceeding 2017  2016 
       
Provision for the payment of the 2016 legal stability contract premium with the Ministry of Finance and Public Credit regarding investment in Reficar  64,104   59,528 
Litigation with Schrader Camargo, supplier of Reficar  17,003   17,003 
Settlement before the Procuraduría General de la Nación with the firms Acciona Infraestructura S.A. and Mantenimiento y Montajes S.A., August 18, 2016. In 2017, it was ruled in favor of the Group and the provision was reversed.  -   44,986 
Proceedings 2018  2017 
       
Controversy for breach of contract with the firms Consulting Group and Industrial Consulting S.A.S., with Refinería de Cartagena.  15,541   - 
Damages to third parties due to hydrocarbon easement in a property close to Refinería de Cartagena.  11,019   11,019 
Lawsuit filed by a group of people who claim to be victims of the incident in Machuca, Municipality of Segovia - Antioquia against Oleoducto Central S.A. - Ocensa  9,410   9,410 
Provision for the payment of the 2016 legal stability contract premium with the Ministry of Finance and Public Credit, in Refinería de Cartagena – Payment made in 2018  -   64,104 
Litigation with Schrader Camargo, supplier of Refinería de Cartagena. In 2018, a payment agreement was reached.  -   17,003 

 

23.3Comuneros - Santiago de las Atalayas provisions

On November 8, 2016, the Ministry of Mines and Energy concluded that the resources that were restricted in relation to this process were not royalties and, therefore, were not due to the Comuneros.

In accordance with the foregoing, the resources held by Ecopetrol are its property, without any claim or discussion to date regarding ownership title thereof. On November 8, 2016, the amount claimed reached COP$688,664, originated mostly from the valuation and financial yield of the fund where the resources were deposited. The recovery of this provision was recognized in the net financial results of the period ending December 31, 2016.

23.421.3Environmental contingencies and others

 

These correspondscorrespond to contingencies for environmental incidents and obligations related to environmental compensation and mandatory investment of 1% for the use of, exploitation of or effect on natural resources imposed by national, regional and local environmental authorities. Mandatory investment of 1% is based on the use of water taken directly from natural sources in accordance with the provisions of Law 99 of 1993, Article 43, Decree 1900 of 2006, Decree 2099 of 2017 and 075 and 1120 of 2018 in relation to the projects that Ecopetrol develops in Colombia.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The Colombian Government through the Ministry of Environment and Sustainable Development, issued in December 2016 and in January 2017 the Decrees 2099 and 075, which modify the Single Regulatory Decree of the environment and sustainable development sector, Decree 1076 of 2015, related to the mandatory investment for the use of water taken directly from natural sources.

 

The main changes established by these decrees were related to the areas and lines of investment and the basis for settlement of the obligations. Similarly, June 30, 2018 was declared the maximum date to modify investment plans that were underway.

 

On June 30, 2017, Ecopetrol filed with the National Environmental Licensing Authority (ANLA) certain investment plans to meet the 1% mandatory investment based on the new decrees, relative to investment lines, maintaining the settlement base of Decree 1900.

 

As of December 31, 2017,2018, the provision for the 1% mandatory investment for the use of water was estimated based on the parameters established in Decree 1076 of 2015. The Ecopetrol Business Group is in the process of analyzing the impact of the applicability of the changes set out in the aforementioned decrees.

 

F-7721.4Contingencies

 

Oleoducto Central S.A. - Ocensa

 

In 2017, Oleoducto Central Ocensa. S.A. (Ocensa) recognized a provision to address a probable loss from the potential outcome of the arbitration process filed by Frontera Energy Colombia Corp., Colombia Branch (Frontera); this arbitration process concluded on July 12, 2018 as a result of the Arbitral Court’s approval of the reconciliation agreement achieved by the parties, pursuant to which the standard transport rate was revised along with the monetary conditions of the transport agreements entered into July 29, 2014 for expanded capacity resulting from the P135 Project, in turn extending its effects from July 1, 2017 (effective date of the transport agreements). On July 12, 2018, the parties entered into the corresponding addenda to the current transport agreements, reflecting the changes contained in the approved reconciliation agreement.

Similarly, for Project P135 carriers that accepted the binding offer extended by Ocensa with regard to the principles of Resolution No. 72146 of 2014, a transaction agreement has been entered into along with the respective additional provisions amending the transport agreements, under identical or equivalent conditions as those contained in the reconciliation agreement and addenda with Frontera. Concerning the arbitral proceeding convened by Vitol Colombia C.I. S.A.S., the parties have requested, by mutual consent, that the Arbitral Court terminate the proceeding as a result of the settlement agreement reached on July 23, 2018. This request was accepted by the Court at the hearing of August 8, 2018, thus concluding the arbitral process.

The reconciliation and settlement agreements entered into established the obligation of the carriers to cease their current administrative or legal actions and refrain from filing new claims in the future.

As a result, Ocensa reconciled and adjusted the accounts receivable and payable that were held between the parties and the credit notes were issued to reflect the balances in favor of the senders. This recognition in the financial statements generated a movement of the provision and its corresponding effect on other operating income of COP COP$56,122, in addition to the decrease in income from ordinary activities as of June 30th because of the issued credit notes.

Oleoducto Bicentenario de Colombia S.A.S.

During July 2018 the carriers Frontera Energy Colombia Corp. (“Frontera”), Canacol Energy Colombia S.A.S. (“Canacol”) and Vetra Exploración y Producción Colombia S.A.S. (“Vetra” and, together with Frontera and Canacol, the “Carriers”) sent letters to Oleoducto Bicentenario de Colombia S.A.S. (“Bicentenario”) alleging they were early termination rights under the Ship-or-Pay Transport Agreements entered by each of them and Bicentenario in 2012 (the “Transport Agreements”). Bicentenario has rejected the terms of the letters, noting that there is no option for early termination and reiterating to the Carriers that the Transport Agreements are current and therefore the Carriers must fullfill their obligations under the Transport Agreements in a timely fashion.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Under Bicentenario’s understanding that the Transport Agreements remain current and that the Carriers are in violation of their obligations under such agreements, Bicentenario declared the Carriers delinquent because of their failure to pay for transport service under the aforementioned agreements. Consequently, Bicentenario executed the standby letters of credit posted as guarantee for the Transport Agreements.

On October 19, 2018, Bicentenario notified Frontera of the existence of a “Dispute” pursuant to Clause 20 of the respective Transport Agreement and moved to the party dispute settlement stage as provided for in such clause. Such discussions ended without an agreement on December 19, 2018. On January 28, 2019, Bicentenario filed an Arbitration Claim against Frontera in accordance with the arbitration clause of the Transportation Agreement to claim any compensation, indemnification or other restitution deriving from the alleged early termination of said agreements.

Similarly, on November 1, 2018, Bicentenario notified Vetra and Canacol of the existence of a “Dispute” pursuant to Clause 20 of the respective Transport Agreement and moved to the party dispute settlement stage as provided for in each such respective clause. Such discussions ended without agreement on March, 2019.

As of the date of these financial statements, Bicentenario continues evaluating its options under the Transport Agreements and the Shareholders Agreement (Acuerdo Marco de Inversión) in order to guarantee compliance and claim any compensation, indemnification or other restitution deriving from the alleged early termination of said agreements and any other contractual breaches by the Carriers.

OcensaCenit Transporte y Logística de Hidrocarburos S.A.S.

 

Some requestsDuring July 2018, the carriers Frontera, Vetra and Canacol (“carriers”) sent notifications to Cenit Transporte y Logística de Hidrocarburos SAS (“Cenit”) alleging they were exercising their early termination right under the Ship-or-Pay Crude Oil Transport Agreements (SoP agreements) entered among each of them and Cenit for arbitration were filed by some of Ocensa’s shippers in connection with the tariff and monetary conditions established in the transportation contractsof crude oil through the Caño Limón – Coveñas pipeline (owned by Cenit).

In response to the alleged termination of SoP Agreements, CENIT issued letters stating that the alleged event which would have given the carriers early termination rights had not occurred as provided for the use of the increased capacity of the pipeline resulting from the P-135 project. Similar claims could be brought byin Clause 13.3 and other shippersclauses of the aforementioned project.SoP agreements. In the same letters, CENIT stated that it would continue invoicing and charging for the transport services as stipulated in the SoP agreements, since they remain in force, and therefore, Carriers must fulfill their contractual obligations.

 

In November, 2018, CENIT filed an arbitration demand against Frontera Energy Colombia Corp. Sucursal Colombia entered into a memorandum of understanding for a comprehensive settlement agreementGroup pleadging that SoP Agreements are in full force and effect, that Frontera is pendingobliged to comply its terms and conditions and, therefore, is obliged to pay transportation tariffs as agreed in the approval by Frontera’sSoP agreements. In similar terms an arbitration panel. Ifdemand was also filed against Vetra and the arbitration panel approves the settlement agreement, itsame will resolve any pending proceedings and controversies among the parties, and both parties will execute the amendmentsoccur against Canacol.


Ecopetrol S.A.

Notes to the Agreements.consolidated financial statements

The recognized provision is based on the risk assessment carried out by Ocensa and its advisors, without implying the recognition(Figures expressed in millions of the validity of the claims of the shippers.Colombian pesos, unless otherwise stated)

 

23.521.5Legal proceedings not provided for

 

The following is a summary of the main contingent liabilities that have not been recognized in the statement of financial position as, according to the evaluations made by internal and external advisors of the Ecopetrol Business Group, the expectation of loss is not probable as atof December 31, 20172018 and 2016:2017:

 

Proceedings 2017  2016 
       
Environmental damage caused by a terrorist attack in 2015 against the Transandino pipeline.  209,220   - 
Breaking of the economic and financial balance with contractor for the construction of the transport system.  110,266   - 
On March 14, 2016, a lawsuit was filed for default settling the contract between Konidol and Ecopetrol, which caused Ecopetrol incurred excess costs in the maintenance contract in 2016.  62,131   62,131 
Salary readjustments to the amounts established by Ecopetrol for personnel, related to a contract with a third party for the commissioning and construction of surface facilities for production and exploration projects.  60,313   - 
Compensation to third parties for damage caused by hydrocarbon spills during a tanker truck accident on the Villeta - Guaduas road oil spills.  43,333   43,333 
Contractual imbalance with a third party in relation to road connection works.  31,679   - 
Settlement of differences with a supplier under a contract whose purpose was the engineering, procurement and construction management of project P135. Although the parties reached a preliminary settlement agreement, the Comptroller General's Office did not approve it and the process continues in the evidentiary stage. The result of these processes is subject to the decision of the arbitrator.  30,027   - 
Contractual controversy with a third party in relation with seismic acquisition services and seismic program processing.  30,000   - 
Recalculation of legal and non-legal social benefits on sums paid for the benefit of saving incentives.  16,562   16,562 
Controversy regarding income tax returns for taxable years 2010 and 2011 of Hocol, related to deductions in exploration fixed assets.  In September 2017, Hocol paid taxes on the tax revenue processes of taxable years 2010 and 2011 of $ 89,271  -   344,915 
Proceedings 2018  2017 
       
Administrative and patrimonial responsibility for terrorist attack perpetuated in 2015 against the TransAndino Pipeline.  500,000   - 
Action of group that claim damages derived from the pollution caused by the attack on the TransAndino pipeline in 2015.  358,201   - 
Environmental damages for terrorist attack perpetuated in 2015 against the Transandino pipeline.  209,220   209,220 
Breaking of the economic and financial balance with contractor for the construction of transport system.  110,266   110,266 
Breach of contract and recognition of salary readjustments and other claims related to an engineering service provider.  85,198   - 
On March 14, 2016, a claim was filed for breach in the settlement of the contract between Konidol and Ecopetrol, which generated cost overruns in the maintenance contract.  62,131   62,131 
Salary readjustments to the values established by Ecopetrol for personnel related to a contract signed with a third party for the assembly and construction of surface facilities for production and exploration projects.  60,313   60,313 
Contractual imbalance with a technical maintenance provider.  51,429   - 
Contractual imbalance with a third party that provides assembly and construction services for surface facilities for exploration and production projects.  35,741   - 
Contractual imbalance with a third party in connection with road connection works.  31,679   31,679 
Breach of certain obligations agreed in contract with supplier for the construction and assembly of tanks.  31,213   - 
Contractual controversial with a third party in relation to seismic program acquisition and processing service.  30,000   30,000 

 

F-7821.6Details of contingent assets

 

The following is a breakdown of the Ecopetrol Business Group’s principal contingent assets, where the associated contingent gain is likely, but not certain:

 

Proceedings 2018  2017 
       
Claim by Ecopetrol for differences in the settlement of additional income due to high prices.  286,331   - 
Disagreement regarding the interpretation and application of the staggered production clause.  98,031   - 
Non-compliance with the association contract in relation to reimbursement of administrative costs and other claims.  43,007   40,711 
In 2015, the administrator of the Agreements signed with a Corporation filed a criminal complaint for the alleged falsification of a document. Ecopetrol is a victim in the process.  32,000   32,000 
Failure to comply with the pipe purchase order, the physical characteristics of the coating do not correspond to those contracted.  21,232   21,232 
Contractual controversy by others for the maintenance of some production fields.  13,449   - 

Refinería de Cartagena S.A.

In March 2016, Reficar filed a Request for Arbitration before the International Chamber of Commerce (the “ICC”), against Chicago Bridge & Iron Company N.V., CB&I (UK) Limited, and CBI Colombiana S.A. (jointly, “CB&I”) concerning a dispute related to the Engineering, Procurement, and Construction Agreements entered into by and between Reficar and CB&I for the expansion of the Cartagena Refinery in Cartagena, Colombia. Reficar is the Claimant in the ICC arbitration and seeks no less than US$2 billion in damages plus lost profits.

On May 25, 2016, CB&I filed its Answer to the Request for Arbitration and Counterclaim for approximately US$106 million and COP$324,052 million. On June 27, 2016, Reficar filed its reply to CB&I’s counterclaim denying and disputing the declarations and relief requested by CB&I. On April 28, 2017, CB&I submitted its Statement of Counterclaim increasing its claims to approximately US$116 million and COP$387,558 million. On March 16, 2018, CB&I submitted its Exhaustive Statement of Counterclaim further increasing its claims to approximately US$129 million and COP$432,303 million (including in each case interest).

The date for the filing of the Third Written Submission is to be set by the Arbitral Tribunal and the oral hearing is scheduled to begin in April 2020. After the hearing, the Tribunal will analyze the parties’ arguments to render its final decision on Reficar’s and CB&I’s claims. Until then, the outcome of this arbitration is unknown.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

23.621.7DetailsInvestigations of contingent assetscontrol entities

 

The following is a breakdown

Reficar

1.The Office of the Comptroller General’s investigations and proceedings

1.1Because of the modifications of the schedule and budget related to Reficar’s expansion and modernization project (the “Project”), the Office of the Comptroller General initiated a special audit investigation of the Project in 2016 and delivered a final report to Reficar on December 5, 2016. The report made 36 findings most of which were related to increased costs compared to budget for services, labor and materials. As required, on January 18, 2017, Reficar submitted an action plan exposing and addressing the 36 findings in the following areas: (i) contract management, (ii) supervision of engineering standards contracted with third parties, and (iii) documentation of the control, reporting and monitoring mechanisms of subcontracts.

1.2As a result of the findings described above, on March 10, 2017, the Office of the Comptroller General opened actions for financial responsibility (proceso de responsabilidad fiscal) against 36 individuals and the six companies involved in the Project, including former members of Ecopetrol’s Board of Directors, former members of Reficar’s Board of Directors, former employees of Ecopetrol, and former employees of Reficar, as well as Chicago Bridge & Iron Company N.V., CBI - Chicago Bridge & Iron company (CB&I) Americas Ltd., Chicago Bridge & Iron Company CB&I UK Limited, CBI Colombiana S.A., Foster Wheeler USA Corporation and Process Consultants Inc.

These actions were initiated based on the Office of the Group’s principal contingent assets, whereComptroller General’s theory that lower than expected profitability at Reficar could have been caused by (i) modifications to the associated contingent gain is likely, but not certain asschedule and, (ii) the increase of December 31, 2017 and 2016:

Proceedings 2017  2016 
       
Ocensa claim that seeks the payment of the negative balance by Equion Energia Limited and Santiago Oil Group, which are reflected in Ocensa's volumetric balances.  112,735   - 
Claim for reimbursement based on a disagreement with Ecopetrol corresponding to investment in facilities in the Guaduas field of the "Rio Seco" association contract.  40,711   40,746 
Environmental incident in 2011, in the Caño Limón Coveñas Pipeline.  35,000   - 
Criminal claim filed by Ecopetrol against the administrator of agreements with a corporation for alleged document falsification.  32,000   - 
Breach of a pipe purchase order because the physical characteristics of the coating do not match what was contracted.  21,232   21,232 
Nullity of administrative act issued by the DIAN, which ordered a special contribution for public works contracts.  13,214   13,214 
Claim against Metapetroleum for damage suffered due to the late delivery of crude volumes under the Quifa association contract.  -   25,421 

Refinería de Cartagenathe budget for the Project.

 

On March 8, 2016,June 5, 2018, the Office of the Comptroller General split the initial proceeding in two. The first one is related to the increase of the Project’s budget and the second one is related to the modifications in the Project’s schedule.

Regarding the first proceeding, on June 5, 2018, the Office of the Comptroller General issued charges for financial responsibility (proceso de responsabilidad fiscal) against (i) 15 individuals, which include former members of Reficar’s Board of Directors, a current employee of Ecopetrol, and former employees of Reficar, presented a request for Arbitration before the International Chamber of Commerceas well as against (ii) Chicago Bridge & Iron Group NV,Company N.V., CBI - Chicago Bridge & Iron company (CB&I) Americas Ltd., Chicago Bridge & Iron Company CB&I (UK)UK Limited, and CBI Colombiana S.A. (collectively, "CB&I") related, Foster Wheeler USA Corporation and Process Consultants Inc, and the following insurance companies, Compañía Aseguradora de Fianzas S.A, CHUBB de Colombia, Compañía de Seguros S.A., Mapfre Seguros, as third parties with joint liability.

As for the other 21 individuals initially investigated in 2017, the Office of the Comptroller General closed the investigations. Therefore, as of the date of these financial statements, no current or former member of Ecopetrol’s Board of Directors was charged in the first proceeding relating to the contract for the construction, procurement and engineering entered into by Reficar and CB&I for the expansion of Refinería de Cartagena, in Cartagena, Colombia. Reficar is the claimantincrease in the arbitration processProject’s budget.

As of the CCIO and requests at least US$2 billion from CB&I. On May 25, 2016, CB&I filed a counterclaimdate of approximately US$213 million. On June 27, 2016, Reficar filed its reply to CB&I’s counterclaim denying and disputing the declarations and the relief requested by CB&I. On April 28, 2017, Reficar submitted its Non-Exhaustive Statement of Claim and CB&I submitted its Statement of Counterclaim. According to the latest modification of the procedural calendar, the arbitral tribunal will hold the hearing in 2019 and will likely issue the final awardthese financial statements, no charges have been issued in the second half of 2019.proceeding relating to the modifications in the Project’s schedule.

 

In relation to this matter, as of December 31, 2017, there is an amount of approximately US$122 million, in invoices paid by Reficar to CB&I, underWhile the PIPcontent and MOA agreements,status of the EPC contract. The proofproceedings remains confidential, we can report that Reficar and several of its employees have cooperated with and provided the information required by the department of the sources forOffice of the Comptroller General in charge of leading the proceedings.

As of the date of these invoices, delivered by CB&I, have not been accepted by of AMEC Foster Wheeler - PCIB.financial statements, Reficar has no liability under these proceedings.

 

F-79

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

23.71.3Investigations of control entities

As part ofIn January 2017, the investigations carried out by various control entities of the modernization and expansion project (the “Project”) of Refinería de Cartagena, Reficar has been officially informed of the following investigations and proceedings:

a)Office of the Comptroller General (Contraloríinitiated a special audit in Reficar and delivered a final report to Reficar on July 12, 2017. In this report the Office of the Comptroller General de la República)concluded that, in their opinion, Reficar’s 2016 Financial Statements do not reasonably represent, in all important aspects, the entity’s financial position as of December 31, 2016.

 

BecauseOn February 2, 2018, the Legal Accounts Commission of the modificationsNational House of Representatives of the scheduleRepublic of Colombia informed Reficar that the House of Representatives decided, through Resolution No. 2713, that it would not close the General Budget and budget related toTreasury Account and the Project,National Balance Sheet for the 2016 fiscal year, since the 2016 Financial Statements of several state entities, among them Reficar, had received a negative opinion from the Office of the Comptroller General initiated a special audit investigationGeneral. Pursuant to Resolution No. 2713, Colombian control entities were ordered to initiate the corresponding disciplinary, fiscal and/or criminal investigations.

1.4In December 2017, the Office of the Comptroller General initiated a special audit in Reficar and submitted a final report to Reficar on May 18, 2018. In this report the Office of the Comptroller General concluded that, in their opinion, Reficar’s 2017 Financial Statements do not reasonably represent, in all important aspects, the entity’s financial position as of December 31, 2017.

On February 6, 2019, the Legal Accounts Commission of the Project in 2016 and delivered a final report to Reficar on December 5, 2016. The report made 36 findings mostNational House of which were related to increased costs compared to budget for services, labor and materials.

As a resultRepresentatives of the findings described above,Republic of Colombia informed Reficar that the House of Representatives decided, through Resolution No. 3135, that it would not close the General Budget and Treasury Account and the National Balance Sheet for the 2017 fiscal year, since the 2017 Financial Statements of several state entities, among them Reficar, had received a negative opinion from the Office of the Comptroller General opened actions for financial responsibility (proceso de responsabilidad fiscal) against 36 individuals andGeneral. Pursuant to Resolution No. 3135, Colombian control entities were ordered to initiate the six companies involved in the Project, including current and former members of Ecopetrol’s Board of Directors; former members of Reficar’s Board of Directors; current and former employees of Ecopetrol; and former employees of Reficar, as well as Chicago Bridge & Iron Group N.V., CBI - Chicago Bridge & Iron company (CB&I) Americas Ltd., Chicago Bridge & Iron Group CB&I UK Limited, CBI Colombiana S.A., Foster Wheeler USA Corporation and Process Consultants Inc.corresponding disciplinary, fiscal and/or criminal investigations.

 

One current member

In respect of Ecopetrol’s Boardthe special audits mentioned in sections 1.3 and 1.4 above, as of Directors being investigated inthe date of these proceedings.financial statements, Reficar has no knowledge of any procedural action carried out by any of the Colombian control entities regarding the disciplinary, fiscal and/or criminal investigations ordered neither by the Resolution No. 2713 nor by the Resolution No. 3135.

 

In January 2017, the Office of the Comptroller General initiated another special audit in Reficar and delivered a final report to Reficar

1.5In January 2019, the Office of the Comptroller General initiated a financial audit in Reficar. The final report is expected to be submitted on May 2019.

Reficar’s external auditors issued an unqualified opinion on July 12, 2017. In this report the Office of the Comptroller General concluded that, in their opinion, Reficar’s 2016 Financial Statements do not reasonably represent, in all material aspects, the entity’s financial position as of December 31, 2016.2016, 2017 and 2018. As of the date of these financial statements, such auditors have not informed Reficar that there has been any change to their opinion.

As of the date of these financial statements, to the best of Ecopetrol’s knowledge, the financial statements continue to fairly represent the financial and operational condition of the Company in all material aspects and its internal controls remain effective.

 

b)2.The Attorney General’s Office (Procuraduría General de la Nación)investigations:

 

Reficar has been officially informed that the Attorney General’s Office currently has onefive ongoing investigation relatingrelated to the Project. The investigation initiated in 2012 against members of Reficar’s Board of Directors at the time, as well as certain current and former officers of Reficar.

 

OnRegarding one of these five investigations, on September 12, 2017, the Attorney General’s Office issued a list of charges against certain former members of Reficar’s Board of Directors, as well as certain former officers of Reficar. The charges were related to the failure to fulfill some of their duties as administrators and/or for acting “ultra vires” in the exercise of their functions against: (i) Javier Genaro Gutiérrez (Ecopetrol CEO, 2007-2015),; (ii) Felipe Laverde (Reficar General Counsel, 2009-March 2017),; (iii) Pedro Rosales (Ecopetrol Downstream Executive Vice President, 2008-2015),; (iv) Diana Constanza Calixto (Ecopetrol Head of the Corporate Finance Unit, 2009-2014) and (vi)(v) Reyes Reinoso Yañez (Reficar CEO, 2012-2016)

. The Attorney General’s Office closed the case against the rest of the members of Reficar’s Board of Directors and the rest of the current and former officers of Reficar.

 

c)Prosecutor’s Office (Fiscalía General de la Nación)

The Prosecutor’s Office is conducting an investigation. In connection therewith, between July 25specific content and August 2, 2017status of the Prosecutor’s Office indicted the following individuals with charges, the majority of which are related to offenses against the public administration and illegal interest in the execution of agreements:remaining four ongoing investigations remains confidential.

(i) Orlando José Cabrales Martínez (Reficar CEO, 2009-2012); (ii) Reyes Reinoso Yañez (Reficar CEO, 2012-2016); (iii) Felipe Laverde Concha (Reficar General Counsel, 2009-March 2017); (iv) Pedro Alfonso Rosales Navarro (Ecopetrol Downstream Executive Vice President, 2008-2015); (v) Masoud Deidehban (CBI Executive Project Director); (vi) Phillip Asherman (CBI CEO) and (vii) Carlos Lloreda (Reficar’s statutory auditor from 2013-2015).

 

F-80

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

3.The Prosecutor’s Office investigations:

The Prosecutor’s Office has been conducting the following legal proceedings:

3.1Between July 25 and August 2, 2017, the Prosecutor’s Office indicted the following individuals with charges, the majority of which are related to offenses against the public administration and illegal interest in the execution of agreements: (i) Orlando José Cabrales Martínez (Reficar CEO, 2009-2012); (ii) Reyes Reinoso Yañez (Reficar CEO, 2012-2016); (iii) Felipe Laverde Concha (Reficar General Counsel, 2009-March 2017); (iv) Pedro Alfonso Rosales Navarro (Ecopetrol Downstream Executive Vice President, 2008-2015); (v) Masoud Deidehban (CBI Executive Project Director); (vi) Phillip Asherman (CBI CEO) and (vii) Carlos Lloreda (Reficar’s statutory auditor from 2013-2015.) The arraignment hearing began on May 30, 2018, and as of the date of these financial statements has not yet concluded.

The Prosecutor’s Office has already made public the factual basis for such charges, which is scheduledbased on the theory that: (i) executing a cost reimbursable engineering, procurement and construction contract (EPC) and not a lump sum agreement favored CBI interests, and (ii) executing special invoicing procedures (MOA –Memorandum of Agreement and PIP –Project Invoicing Procedure) with CBI allowed the payments of unreasonable amounts not duly verified by Foster Wheeler USA Corporation. The defense attorneys have not yet had an opportunity to take place on May 30, 2018.present their case against such facts in a court of law.

 

Ecopetrol is

On May 9, 2017, Ecopetrol’s Audit and Risk Committee retained a U.S.-based outside law firm to commence a third-party investigation into the matters set forth in the Prosecutor’s Office announcement. The results were presented in December 2017 to Ecopetrol’s Audit and Risk Committee. This investigation concluded that to date there has been no evidence of possible unlawful acts that affect Ecopetrol’s internal control over the financial reporting of the Company, on the allegations made by the Prosecutor’s Office.

3.2On October 22 and 23, 2018, the Prosecutor’s Office indicted the following individuals with charges related to improper management and obtaining false public documents: Javier Genaro Gutiérrez Pemberthy (Ecopetrol CEO, 2007-2015), Reyes Reinoso Yánez (Reficar CEO, 2012-2016), Pedro Alfonso Rosales Navarro (Ecopetrol Downstream Executive Vice President, 2008-2015), and Diana Constanza Calixto Hernández (Ecopetrol Head of the Corporate Finance Unit, 2009-2014). As of the date of these financial statements, the arrangement hearing has not yet taken place.

3.3On March 18, 2019, the Prosecutor’s Office issued a public statement in which it announced that on April 25, 2019 it was going to indict the following individuals, in an indictment hearing that has not yet taken place, with charges related to entering into agreements without compliance with legal requirements: Orlando José Cabrales Martínez (Reficar CEO, 2009-2012) and Felipe Castilla (Reficar CEO, 2009).

Considering the current stage of these legal proceedings, we are not in a position to forecastpredict the resultsoutcome of the Prosecutor’s Office’s investigation or the disposition of any of the charges brought by the Prosecutor’s Office.

Ecopetrol and Reficar have cooperated closely and extensively with the control entities in furthering their investigations and will continue to monitor the status and development of these investigations; nor is it possible to evaluate the probability of any consequence that may impact the financial statements, such as additional provisions, fines or ignorance of tax deductions that affect the amounts of deferred tax assets.

As of the date of this report, the financial statements continue to adequately disclose the financial and operational situation of Ecopetrol in all material aspects and its internal controls remain in force.investigations.

 

24.22.Equity

 

The main components of equity are detailed below:

 

24.122.1Subscribed and paid-inpaid–in capital

 

Ecopetrol’s authorized capital amounts to $36,540,000, and is comprised of 60,000,000,000 ordinary shares, of which 41,116,694,690 have been subscribed,are outstanding, and 11.51% (4,731,905,873(4,731,906,273 shares) are held privately and 88.49% (36,384,788,817(36,384,788,417 shares) are held by the Colombian Government. The value of the reserve shares amounts to $11,499,933 comprised of 18,883,305,310 shares. As of December 31, 20172018 and 2016,2017, subscribed and paid-inpaid–in capital amounts to $25,040,067. There are no potentially dilutive shares.

 

24.222.2Additional paid-inpaid–in capital

 

Additional paid-inpaid–in capital mainly corresponds to: (i) share premium from the Ecopetrol Business Group’s capitalization in 2007, for COP$4,457,997, (ii) COP$31,377 share premium from the placement of shares on the secondary market, arising from the calling of guarantees from debtors in arrears, according to the provisions of Article 397 of the Code of Commerce, (iii) share premium from the sale of shares awarded in the second capitalization, which took place in September 2011, of COP$2,118,468, and (iv) additional paid-inpaid–in capital receivables for COP$(142)(143).

 

24.3Equity reserves

The following is the composition of the Group’s reserves as of December 31, 2017 and 2016:

  2017  2016 
Legal reserve  1,426,151   1,269,680 
Fiscal and statutory reserves  512,632   289,164 
Occasional reserves  239,086   - 
Total  2,177,869   1,558,844 

The movement of equity reserves is the following for the years ended December 31, 2017 and 2016:

  2017  2016 
Opening balance  1,558,844   5,546,570 
Release of reserves  (289,164)  (406,983)
Allocation to reserves  908,189   289,164 
Legal reserve used to offset previous year loss (Note 24.4)  -   (3,869,907)
Closing balance  2,177,869   1,558,844 

F-81

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Legal reserve

22.3Equity reserves

 

The Colombian Code of Commerce establishes that 10% of net incomefollowing is allocated to legal reserves until their balance reaches 50% of subscribed capital. The legal reserve can be used to offset losses or distributed in the eventcomposition of the Company’s liquidation.Ecopetrol Business Group’s reserves as of December 31, 2018 and 2017:

 

  2018  2017 
Legal reserve  2,088,192   1,426,151 
Fiscal and statutory reserves  509,081   512,632 
Occasional reserves(1)  2,541,622   239,086 
   5,138,895   2,177,869 

Occasional

The movement of equity reserves is the following for the years ended December 31, 2018 and 2017:

 

  2018  2017 
Opening balance  2,177,869   1,558,844 
Release of reserves  (751,718)  (289,164)
Allocation to reserves  3,712,744   908,189 
Closing balance  5,138,895   2,177,869 

(1)Occasional reserves

As of December 31, 2018, occasional reserves correspond to allocation of net income as approved atby the shareholders at the Stockholders’ meetingMeeting to carry out new explorations. On Marchexplorations and strategic growth. As of December 31, 2017, the Stockholders’ Meeting approved the appropriation of occasional reserves forcorrespond to the establishment of a reserve for new explorations for the amount of COP $ 239,086.

Tax and mandatory reserves

The Colombian tax regime allows for the allocation of up to 70% of the period’s net income to a reserve when the value of the depreciation expense recorded in the financial statements. This reserve may be released in future periods to the extent that depreciation expenses exceeds the amount deducted for income tax purposes or the assets that generated the higher value deducted are sold.

In addition, Decree 2336 of 1995 set out the obligation to establish a reserve for the changes in valuation of investments. Unrealized fair value gains are allocated to a reserve.

explorations.

 

24.422.4Retained earnings and dividends

 

The following isEcopetrol Business Group distributes dividends based on its separate annual financial statements, prepared under International Financial Reporting Standards accepted in Colombia (NCIF, by its acronym in Spanish).

The Ordinary General Shareholders’ Meeting, held on March 29, 2019, approved the balanceprofit distribution for 2018 and movementset the distribution of retained earnings as of December 31,dividends at COP$9,251,256.

The Ordinary General Shareholders’ Meeting, held on March 23, 2018, approved the profit distribution for 2017 and 2016:

  2017  2016 
Opening balance  (402,462)  (6,814,432)
Profit attributable to owners of Ecopetrol’s shareholders  7,178,539   2,447,881 
Release of reserves  289,164   406,983 
Allocation to reserves  (908,189)  (289,164)
Dividends declared (1)  (945,684)  - 
Legal reserve used to offset previous year loss (2)  -   3,869,907 
Other movements  (1,066)  (23,637)
Closing balance  5,210,302   (402,462)

(1)The Company distributes dividends based on its separate annual financial statements, prepared under International Financial Reporting Standards accepted in Colombia (NCIF, by its acronym in Spanish). The Ordinary General Shareholders' Meeting, held on March 31, 2017, approved the proposal for profit distribution proposal for 2016 and set the distribution of dividends of COP$945,684.

set the distribution of dividends at COP$3,659,386. Dividends paid in 20172018 attributable to the shareholders of Ecopetrol S.A. amounted to COP$945,661 (20163,659,373 (2017 - COP$690,177)945,661) and those of the non-controlling interest of subsidiary companies to COP $ 558,986 (2016 - COP$1,022,121)768,328 (2017 – COP$558,986).

 

(2)22.5The Ordinary General MeetingOther comprehensive income attributable to owners of Shareholders, held on March 31, 2016, approved the proposal for profit distribution, which established that there would be no distribution for the year 2015, given the net loss occurred in that year; in addition, the shareholders voted to use the legal reserve to offset this loss, as permitted by the Article 456 of the Colombian Code of Commerce. The amount of losses offset by releases from the legal reserve after tax and mandatory allocations amounted to COP$3,869,907.parent

 

The following is the composition of the other comprehensive income attributable to the shareholders of the parent, Ecopetrol S.A., net of tax:

  2018  2017  2016 
Foreign currency translation  10,412,499   7,883,231   8,138,382 
Cash flow hedge with derivative instruments  (30,962)  6,942   (19,042)
Cash flow hedges for future exports (Note 28.1.2)  (374,079)  159,295   244,131 
Actuarial gain on defined benefit plans  (557,381)  (553,091)  994,953 
Hedge of a net investment in a foreign operation (Note 28.1.3)  (1,069,316)  (97,362)  (155,359)
Gain on equity instruments measured at fair value        7,828 
Others        11,817 
          8,380,761         7,399,015        9,222,710 

F-8222.6Earnings per share

 

  2018  2017  2016 
Profit attributable to Ecopetrol’s shareholders  11,381,386   7,178,539   2,447,881 
Weighted average number of outstanding shares  41,116,694,690   41,116,694,690   41,116,694,690 
Net basic earnings per share (Colombian pesos) COP$276.8  COP$174.6  COP$59.5 


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

24.523.Other comprehensive income attributable to owners of parentSales revenue from contracts with customers

 

The following is the compositionbreakdown of sales revenue for the other comprehensive income attributable to the shareholders of the parent company, Ecopetrol S.A., net tax as ofyears ended December 31, 2018, 2017 and 2016:2016:

 

  2017  2016 
Actuarial gain on defined benefit plans  (553,091)  994,953 
Gain (loss) on equity instruments measured at fair value (1)  -   7,828 
Cash flow hedges for future exports (Note 30.2.2)  159,295   244,131 
Hedge of a net investment in a foreign operation (Note 30.2.3)  (97,362)  (155,359)
Cash flow hedge with derivative instruments  6,942   (19,042)
Others  -   11,817 
Foreign currency translation  7,883,231   8,138,382 
   7,399,015   9,222,710 
  2018  2017  2016 
National sales            
Mid–distillates  11,586,192   9,590,326   8,553,503 
Gasoline and turbo fuels  7,952,852   6,990,187   6,092,739 
Transport services  3,531,404   3,589,553   3,817,991 
Natural gas  1,885,846   1,815,754   1,988,336 
Plastic and rubber  822,367   833,982   724,708 
LPG and propane  574,639   509,619   405,869 
Crude oil  550,479   909,871   553,666 
Fuel oil  509,482   354,058   148,248 
Asphalts  335,426   275,803   340,400 
Aromatics  282,545   217,418   186,228 
Polyethylene  270,887   167,348   203,959 
Services  239,410   283,799   225,293 
Other income gas contracts  156,031   188,195   271,337 
Other products  489,507   280,226   184,873 
   29,187,067   26,006,139   23,697,150 
Recognition of price differential (1)  3,835,533   2,229,953   1,048,022 
   33,022,600   28,236,092   24,745,172 
Foreign sales            
Crude oil  26,898,737   21,479,063   17,278,579 
Diesel  3,050,839   1,213,740   1,604,498 
Fuel oil  2,053,594   1,982,408   2,158,539 
Gasoline and turbo fuels  1,782,194   1,223,994   1,046,758 
Plastic and rubber  1,268,582   1,169,101   1,171,342 
Natural gas  27,899   32,303   58,809 
LPG and propane  20,212   15,631   8,568 
Cash flow hedge for future exports – Reclassification to profit or loss (Note 28.1.2)  128,404   160,772   33,074 
Other products  350,811   441,124   380,222 
   35,581,272   27,718,136   23,740,389 
   68,603,872   55,954,228   48,485,561 

 

(1)During 2016 the Group reclassifiedCorresponds to the statementapplication of profitDecree 1068 of 2015, which establishes the procedure to recognize the subsidy for refiners and importers of current motor gasoline and ACPM, and the methodology for calculating the net position (value generated between the parity price and the regulated price, which can be positive or loss COP$68,497 (2015 - COP$19,405) arisingnegative). See Note 4.16 – Sales revenue recognition from the realization of accumulated fair value gains on equity of assets available for sale - Empresa de Energía de Bogotá and Interconexión Eléctrica S.A.contracts with customers.

 

24.6Earnings (loss) per share

  2017  2016  2015 
Profit (loss) attributable to Ecopetrol’s shareholders  7,178,539   2,447,881   (7,193,859)
Weighted average number of outstanding shares  41,116,694,690   41,116,694,690   41,116,694,690 
Net basic earnings (loss) per share (Colombian pesos)  174.6   59.5   (175.0)

F-83

Sales by geographic areas

 

The following are the sales revenue by geographic area for the years ended December 31, 2018, 2017 and 2016:

  2018  %  2017  %  2016  % 
Colombia  33,022,600   48.1%  28,236,092   50.5%  24,745,172   51.0%
United States  14,765,674   21.5%  12,532,932   22.4%  11,956,967   24.7%
Asia  12,271,225   17.9%  6,136,796   11.0%  2,717,414   5.6%
Central America and the Caribbean  4,449,033   6.5%  6,070,565   10.8%  3,551,894   7.3%
South America and others  2,968,038   4.3%  1,947,226   3.5%  2,568,163   5.3%
Europe  1,127,302   1.6%  1,030,617   1.8%  2,945,951   6.1%
   68,603,872   100%  55,954,228   100%  48,485,561   100%

Concentration of customers

During 2018, Organización Terpel S.A. represented 14.0% of sales revenue for the period (2017 – 14.3% and 2016 – 14.4%); no other customer represented more than 10% of total sales. There is no risk of the Ecopetrol Business Group's financial situation being affected by a potential loss of the client. The commercial relationship with this customer is for the sale of refined products and transportation services.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

25.Sales revenue

The following is the breakdown of sales revenue for the years ended December 31, 2017, 2016 and 2015:

  2017  2016  2015 
National sales            
Mid-distillates  9,590,326   8,553,503   10,215,224 
Gasoline  6,990,187   6,092,739   6,128,208 
Services  3,873,352   4,043,284   4,435,274 
Natural gas  1,815,754   1,988,336   1,845,345 
Crude oil  909,871   553,666   491,279 
Plastic and rubber  833,982   724,708   724,392 
LPG and propane  509,619   405,869   335,494 
Asphalts  275,803   340,400   461,188 
Other products  1,207,245   994,645   988,346 
   26,006,139   23,697,150   25,624,750 
Recognition of price differential (1)  2,229,953   1,048,022   441,871 
   28,236,092   24,745,172   26,066,621 
Foreign sales            
Crude oil  21,479,063   17,278,579   21,181,265 
Fuel oil  1,982,408   2,158,539   2,166,469 
Gasoline and turbo fuels  1,223,994   1,046,758   93,125 
Diesel  1,213,740   1,604,498   81,982 
Plastic and rubber  1,169,101   1,171,342   1,096,730 
Natural gas  32,303   58,809   182,950 
LPG and propane  15,631   8,568   - 
Trading of crude  -   -   1,309,196 
Cash flow hedge for future exports – Reclassification to profit or loss (Note 30.2.2)  160,772   33,074   7,646 
Other  441,124   380,222   161,287 
   27,718,136   23,740,389   26,280,650 
   55,954,228   48,485,561   52,347,271 

(1)Corresponds to the application of Decree 1880 of September 2014 and Resolution 180522 of 2010, which defined the procedure for price differentials (value generated by the difference between the parity price and the regulated price, which can be positive or negative). See Note 4.16 – Sales revenue recognition, for more details.

Sales by geographic areas

The following are the sales revenue by geographic area for the years ended December 31, 2017, 2016 and 2015:

  2017  %  2016  %  2015  % 
Colombia  28,236,092   50.5%  24,745,172   51.0%  26,066,621   49.8%
United States  12,532,932   22.4%  11,956,967   24.7%  11,921,720   22.8%
Asia  6,136,796   11.0%  2,717,414   5.6%  6,123,593   11.7%
Central America and the Caribbean  6,070,565   10.8%  3,551,894   7.3%  3,366,978   6.4%
South America and others  1,947,226   3.5%  2,568,163   5.3%  886,433   1.7%
Europe  1,030,617   1.8%  2,945,951   6.1%  3,981,926   7.6%
   55,954,228   100%  48,485,561   100%  52,347,271   100%

F-84

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Concentration of customers

During 2017, Organización Terpel S.A. represented 14.3% of sales revenue for the period (2016 - 14.4% and 2015 - 14.4%); no other customer represented more than 10% of our sales. The commercial relationship with this customer is for the sale of refined products and transportation services. Sales to this customer are recognized in the Refining and Petrochemical and Transport and Logistics segments. Organización Terpel is the leader in these areas thanks to its network of gas stations and its strategy of sales to the industrial and the aviation segments.

26.24.Cost of sales

 

The following is the cost of sales breakdown by function for the years ended December 31, 2017, 2016 and 2015:

 2017  2016  2015  2018  2017  2016 
Variable costs                        
Imported products (1)  11,637,419   12,049,477   12,935,878   11,809,529   11,637,419   12,049,477 
Purchases of hydrocarbons – ANH (2)  5,667,567   4,338,576   3,178,199 
Depreciation, amortization and depletion  5,765,186   5,333,245   5,166,455   5,064,518   5,765,186   5,333,245 
Purchases of hydrocarbons - ANH (2)  4,338,576   3,178,199   3,741,010 
Purchases of crude in association and concession  2,240,704   1,517,829   1,928,938   3,820,746   2,240,704   1,517,829 
Process materials  889,122   608,535   366,454   968,884   889,122   608,535 
Hydrocarbon transport services  665,714   783,307   1,380,733   696,964   665,714   783,307 
Electric energy  561,424   618,675   424,920   662,297   561,424   618,675 
Purchases of other products and gas  488,056   519,884   703,163   632,509   488,056   519,884 
Taxes and contributions (3)  449,959   478,332   481,029   441,207   449,959   478,332 
Services contracted in associations  195,689   305,326   563,032   260,207   195,689   305,326 
Others (4)  (663,916)  (432,694)  (322,547)  (186,087)  (663,916)  (432,694)
  26,567,933   24,960,115   27,369,065   29,838,341   26,567,933   24,960,115 
Fixed costs                        
Depreciation and amortization  2,366,849   2,050,739   1,433,263   2,555,176   2,366,849   2,050,739 
Maintenance  2,038,970   1,998,128   2,334,130   2,260,984   2,038,970   1,998,128 
Labor costs  1,815,213   1,571,511   1,542,701   2,105,803   1,815,213   1,571,511 
Services contracted  1,414,056   1,083,176   1,301,094   1,796,354   1,414,056   1,083,176 
Services contracted in associations  1,008,336   1,260,470   1,415,422   1,040,221   1,008,336   1,260,470 
Materials and operating supplies  565,601   468,205   333,258 
Taxes and contributions (3)  393,690   343,505   391,032 
Hydrocarbon transport services  261,237   333,671   157,463 
General costs  510,128   383,842   461,994   366,972   551,587   445,531 
Materials and operating supplies  468,205   333,258   435,238 
Taxes and contributions  343,505   391,032   461,624 
Hydrocarbon transport services  333,671   157,463   147,733 
Non-capitalized costs of projects  41,459   61,689   92,252 
  10,340,392   9,291,308   9,625,451   11,346,038   10,340,392   9,291,308 
  36,908,325   34,251,423   36,994,516   41,184,379   36,908,325   34,251,423 

 

(1)Imported products correspond mainly to diesel fuel and diluent to facilitate the transport of heavy crude oil.

 

(2)Corresponds to purchases of crude oil by Ecopetrol from the National Hydrocarbons Agency (ANH) derived from national production, both of the Ecopetrol Business Group in direct operation and of third parties.

 

(3)Includes gas royalties paid and carbon tax.

 

(4)Corresponds to the capitalization of production costs to inventory.the inventory, product of the costing and valuation process, since the concepts that make up the cost of sales are recognized for the entire amount incurred.

F-85

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

27.25.Administrative, operations and project expenses

 

The following is the detail of administration, operation and project expenses, according to their function, for the years ended December 31, 2018, 2017 2016 and 2015:2016:

 

 2017  2016  2015  2018  2017  2016 
Administrative expenses                        
General expenses  723,341   556,563   393,971   911,645   723,341   556,563 
Labor expenses  624,424   657,051   491,748   662,258   624,424   657,051 
Taxes (1)  362,963   663,889   730,841   39,117   362,963   663,889 
Depreciation and amortization  53,796   45,765   84,425   40,838   53,796   45,765 
  1,764,524   1,923,268   1,700,985   1,653,858   1,764,524   1,923,268 
Operations and project expenses                        
Exploration costs  1,341,940   728,590   1,584,249   1,387,379   1,341,940   728,590 
Taxes (1)  433,506   324,223   286,331 
Commissions, fees, freights and services  471,657   568,513   878,259   466,862   471,657   568,513 
Taxes  324,223   286,331   348,871 
Labor expenses  310,947   278,383   309,021   316,386   310,947   278,383 
Fee for regulatory entities  98,794   63,470   87,325 
Depreciation and amortization  44,318   95,516   177,252 
Maintenance  122,273   147,197   181,630   50,846   122,273   147,197 
Depreciation and amortization  95,516   177,252   86,215 
Fee for regulatory entities  63,470   87,325   77,909 
Corporate projects  29,702   301,854   456,159 
Others  166,337   176,242   111,955   105,041   196,039   478,096 
  2,926,065   2,751,687   4,034,268   2,903,132   2,926,065   2,751,687 

 

(1)MainlyFor 2017 and 2016, mainly corresponds to the recognition of the wealth tax. See Note 10 - Taxes.

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

28.26.Other operating (expenses) income, net

 

The following is the detail of other operating income or expenses for the years ended December 31, 2018, 2017 2016 and 2015:2016:

 

  2017  2016  2015 
(Expense) recovery of provisions for litigations  (72,408)  112,999   205,879 
Expense for gas pipeline availability BOMT contracts (1)  (72,318)  (125,077)  (124,957)
Impairment expense of short-term assets  (68,800)  (98,739)  (2,858)
Profit (loss) on sale of assets  40,227   (82,200)  6,744 
Gain on acquisition of interests in joint operation (Note 32.3)  451,095   -   - 
Compensation received  -   17,790   29,848 
Deferred income BOMT contract’s (2)  -   211,768   193,197 
Other income  227,607   237,571   70,685 
   505,403   274,112   378,538 
  2018  2017  2016 
(Expense) reversal of provisions for litigations  (68,398)  (72,408)  112,999 
Expense for gas pipeline availability BOMT contracts(1)  -   (72,318)  (125,077)
Impairment loss of short–term assets  (105,692)  (68,800)  (98,739)
(Loss) profit on sale of assets  (93,601)  40,227   (82,200)
(Loss) gain on acquisition of interests in joint operation (Note 30.3)  (12,065)  451,095    
Compensation received        17,790 
Deferred income BOMT contracts(2)        211,768 
Other income  244,301   227,607   237,571 
   (35,455)  505,403   274,112 

 

(1)Corresponds to the services rendered in connection with the BOMT contracts for the construction, operation, maintenance and transfer of gas pipelines with Transgas. This contract terminated in August 2017.

 

(2)Corresponds to the amortization of the deferred income recognized by Ecopetrol in 2007 for the advance payment made by the Ministry of Finance and Public Credit of the obligations by Ecogas, in relation to the BOMT contracts for the construction, operation, maintenance and transfer of gas pipelines, signed between Ecopetrol and Transgas de Occidente, Centragas and Gases de Boyacá and Santander S.A. in 1997. The amortization of this deferred income ended in December 2016.

 

F-8627.Financial result, net

 

The following is the detail of financial results for the years ended December 31, 2018, 2017 and 2016:

 

  2018  2017  2016 
Finance income            
Results from financial assets and others  745,571   739,148   136,715 
Yields and interests  383,624   405,562   386,001 
Gain on sale of equity instruments     13,236   47,129 
Resources from Santiago de las Atalayas(1)        688,664 
Other financial income  368   1,410   53,234 
   1,129,563   1,159,356   1,311,743 
Finance expenses            
Interest(2)  (2,399,414)  (2,385,994)  (2,765,024)
Financial cost of other liabilities(3)  (668,782)  (753,047)  (580,491)
Results from financial assets  (381,445)  (481,308)  (48,997)
Other financial expenses  (62,520)  (40,252)  (69,028)
   (3,512,161)  (3,660,601)  (3,463,540)
Foreign exchange gain (loss), net  372,223   5,514   976,430 
Financial result, net  (2,010,375)  (2,495,731)  (1,175,367)

(1)On November 8, 2016, the Ministry of Mines and Energy concluded that the resources that were restricted in relation to this process were not royalties and, therefore, were not due to the Comuneros. In accordance with the foregoing, the resources held by Ecopetrol are its property, without any claim or discussion to date regarding ownership title thereof. On November 8, 2016, the amount claimed reached COP$688,664, originated mostly from the valuation and financial yield of the fund where the resources were deposited. The recovery of this provision was recognized in the net financial results of the period ending December 31, 2016.

(2)As of December 31, 2018, borrowing costs for the financing of developing natural resources and property, plant and equipment of COP$200,833 (2017 – COP$191,651 and 2016 – COP$341,209) were capitalized.

(3)Includes the financial expense of the asset retirement obligation and the liabilities for post–employment benefits.

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

29.28.Financial result, netRisk management

28.1Exchange rate risk

The Ecopetrol Business Group operates mainly in Colombia and makes sales in the local and international markets, for that reason, it is exposed to exchange rate risk, which arises from various foreign currency exposures due to commercial transactions and assets and liabilities denominated in foreign currency. The impact of exchange rate fluctuations, especially the Colombian peso/U.S. dollar exchange rate, has been material in previous years. To mitigate this risk, the Ecopetrol Business Group’s risk management strategy involves the use of non–derivative financial instruments related to cash flow hedges for future exports and net investment of foreign operations to minimize exchange rate risk exposure.

The U.S. dollar/Colombian peso exchange rate has fluctuated over the last few years. As of December 31, 2018, the Colombian peso depreciated 8.9%. The closing rates were COP$3,249.75, COP$2,984.00 and COP$3,000.71 for 2018, 2017 and 2016, respectively.

When the Colombian peso appreciates in relation to the U.S. dollar, export sales revenue decreases when converted to Colombian pesos; by contrast, imported goods, operating costs and interest on foreign debt denominated in U.S. dollars become less expensive. Conversely, when the Colombian peso depreciates, export revenues, when translated to Colombian pesos, increase and imports and servicing of the external debt become more expensive.

The following table sets out the carrying amount for financial assets and liabilities with exchange exposure denominated as of December 31, 2018 and 2017:

(in US$Million) 2018  2017 
Cash and cash equivalents  514   1,203 
Other financial assets  2,138   1,072 
Trade receivables and payables, net  (202)  (7)
Loans and borrowings  (9,689)  (12,590)
Other assets and liabilities, net  63   - 
Net liability position  (7,176)  (10,322)

Of the total net liability position, US$(335) million correspond to net liabilitiesin dollars with exchange exposure of companies with Colombian peso as functional currency and a net amount of US$(341) million correspond to monetary assets and liabilities with exchange exposure of companies whose functional currency is different from Colombian peso; for both cases valuation is recognized in profit or loss. The balance of loans and borrowings includes non-derivative hedging instruments of Ecopetrol for US$(6,500), for which valuation is recognized in other comprehensive income, within the equity.

28.1.1Sensitivity analysis for exchange rate risk

The Ecopetrol Business Group’s risk management strategy involves the use of non-derivative financial instruments related to cash flow hedges for future exports and hedges of a net investment in a foreign operation in order to minimize exposure to currency rate risk, which is detailed below.

The following is the effect of a change of 1% and 5% in the exchange rate of the Colombian peso as compared with the U.S. dollar, on the balance of financial assets and liabilities denominated in foreign currency as of December 31, 2018:

Scenario / Variation in
the exchange rate
  Effect on income
before taxes (+/–)
  Effect on other
comprehensive income (+/–)
 
1%  (10,887)  222,315 
5%  (54,433)  1,111,577 

The sensitivity analysis only includes financial assets and liabilities in foreign currency at the closing date.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

28.1.2Cash flow hedge for future exports

Ecopetrol is exposed to foreign exchange risk given that a significant percentage of its income from crude oil exports is denominated in U.S. dollars. In recent years, the Ecopetrol Business Group has acquired long–term debt for investment activities in the same currency in which it expects to receive the cash flow of its export sales revenues. This situation creates a natural hedge relationship due to the fact that the risks generated by the foreign exchange difference of export sales revenues when booked in Ecopetrol’s functional currency (Colombian pesos) are naturally hedged with the foreign exchange variances of the long–term debt, in line with the Ecopetrol Business Group’s risk management strategy.

With the objective of presenting in the financial statements, the effect of the existing natural hedge between exports and debt, understanding that the exchange rate risk materializes when the exports are made, on October 1, 2015, the Board of Directors designated the sum of US$5,440 million of Ecopetrol’s foreign currency debt as a hedge instrument of future revenue from crude oil exports, for the period 2015–2023, in accordance with IAS 39 – Financial instruments.

The following is the movement of foreign currency debt designated as a non–derivative hedging instrument for the years ended December 31, 2018 and 2017:

(US$Million) 2018  2017 
Hedging instrument at the beginning of the period  3,332   5,312 
Reassignment of hedging instruments  3,366   1,803 
Realization of exports  (3,366)  (1,803)
Capital payments(1)  (2,032)  (1,980)
Hedging instrument at the end of the period  1,300   3,332 

(1)On December 27, 2018, Ecopetrol S.A. paid in advance the entire 10-year international bond issued in 2009, whose nominal value was USD$1,500 million. Equally, on June 30, 2017, Ecopetrol prepaid the entire outstanding balance of the international syndicated loan whose nominal value was US$1,925 million and original maturity date was in February 2020.

 

The following is the detailmovement of financial resultsaccumulated foreign currency gains and losses in respect of the cash flow hedge recognized in other comprehensive income for the years ended December 31, 2018, 2017 2016 and 2015:2016:

 

  2017  2016  2015 
Finance income            
Results from financial assets and others  739,148   136,715   164,615 
Yields and interests  405,562   386,001   293,506 
Gain on sale of equity instruments  13,236   47,129   72,339 
Resources from Santiago de las Atalayas (1)  -   688,664   - 
Other financial income  1,410   53,234   91,464 
   1,159,356   1,311,743   621,924 
Finance expenses            
Interest (2)  (2,385,994)  (2,765,024)  (1,768,618)
Financial cost of other liabilities (3)  (753,047)  (580,491)  (627,827)
Results from financial assets  (481,308)  (48,997)  (167,869)
Other financial expenses  (40,252)  (69,028)  (154,100)
   (3,660,601)  (3,463,540)  (2,718,414)
Foreign exchange gain (loss), net  5,514   976,430   (5,566,614)
Financial result, net  (2,495,731)  (1,175,367)  (7,663,104)
  2018  2017  2016 
Opening balance  (159,295)  (244,131)  217,291 
Exchange difference  

704,871

   15,933   (724,395)
Reclassification to profit or loss  128,404   160,772   (33,074)
Ineffectiveness  

(35,617

)  (9,247)   
Deferred income tax  (264,284)  (82,622)  296,047 
Closing balance  374,079   (159,295)  (244,131)

The expected reclassification of the cumulative exchange rate difference in other comprehensive income to the profit or loss statement, is as follows:

Year  Before
taxes
  Taxes  After taxes 
 2019   (375,261)  123,836   (251,425)
 2020   (45,940)  15,160   (30,780)
 2021   (48,203)  15,907   (32,296)
 2022   (48,203)  15,907   (32,296)
 2023   (34,878)  7,596   (27,282)
     (552,485)  178,406   (374,079)

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

(1)28.1.3Corresponds to the recoveryHedge of the provision “Comuneros – Santiago de las Atalayas”. Its balance consisted mainly from the valuation and financial gains generated while the cash that was subject to the reserve (see Note 23.3 for more information).a net investment in a foreign operation

The Board of Directors approved the application of net investment hedge accounting from June 8, 2016. The measure is intended to reduce the volatility of non–operating income due to exchange rate variations. The net investment hedge will be applied on a portion of the Ecopetrol Business Group’s investments in foreign operations, in this case on investments in subsidiaries which have the U.S. dollar as their functional currency, using a portion of the Ecopetrol Business Group’s U.S. dollar denominated debt as the hedging instrument.

Ecopetrol S.A. has designated its net investments in Ocensa, Ecopetrol America Inc., Hocol Petroleum Ltd. (HPL) and Reficar as hedged items and as a hedging instrument and US$5,200 million of the Ecopetrol Business Group’s U.S. dollar debt as a hedging instrument.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

The following is the movement of accumulated foreign currency gains and losses in respect of the net investment hedge recognized in other comprehensive income for the years ended December 31, 2018, 2017 and 2016:

  2018  2017  2016 
Opening balance  97,362   155,359    
Exchange difference  1,381,900   (86,892)  231,879 
Ineffectiveness  378   329    
Deferred income tax  (410,324)  28,566   (76,520)
Closing balance  1,069,316   97,362   155,359 

 

(2)28.1.4As of December 31, 2017, borrowing costs for the financing of developing natural resources and property, plant and equipment of COP$191,651 (2016 - COP$341,209 and 2015 - COP$744,426) were capitalized.Hedging with derivatives to minimize currency risk

The Ecopetrol Business Group carries out forward hedging operations using the non–delivery modality, for mitigating the volatility of the exchange rate in the cash flow required for operations of its subsidiary, Ocensa, whose functional currency is the US dollar. The forward hedging instruments are used to enable setting sales prices in U.S. dollars, mitigating the foreign exchange variation given Ocensa’s obligations relative to operational cost and tax payments are payable in Colombian pesos. The accounting policy applicable to this operation is described in the Note 4.1.5.1.

As of December 31, 2018, there are forward contracts with a net short position for US$332 million (2017 – US$325 million) with maturities between January and December 2019.

The impact on the statement of profit or loss for the settlement of these hedges amounted to COP$80,636 (2017 – COP$99,971) and the amount recognized in the other comprehensive income was a loss of COP$(52,174) (2017 COP$35,768 and 2016 COP$33,869).

 

(3)Includes the financial expense of the asset retirement obligation and the liabilities for post-employment benefits.

30.Risk management

30.128.1.5Commodity price risk

 

Ecopetrol’s business is significantly impacted by international prices for crude oil and refined products. The prices for these products are volatile and drastic changes could adversely affect the Ecopetrol Business Group business prospects and results of operations.

 

A large proportion of Ecopetrol’s sales revenues come from sales of crude oil, natural gas and refined products. These products are indexed to international reference prices such as the Brent index. Consequently, fluctuations in those international indexes have a direct effect on the financial condition and Group’s results of operations.

 

Prices of crude oil, natural gas and refined products have historically fluctuated as a result of a variety of factors including, among others, competition within the oil and natural gas industry; changes in international prices of natural gas and refined products; long-term changes in the demand for crude oil, natural gas and refined products; regulatory changes; changes in the cost of capital; adverse economic conditions; transactions in derivative financial instruments related to oil and gas and development or availability of alternative fuels.

 

The Ecopetrol Business Group has a policy approved by the Board of Directors that allows it to use derivative financial instruments in the organized over the counter (OTC) market to cover itself from the risk of price fluctuations of crude oil and refined products associated with physical transactions. The Ecopetrol Business Group has established appropriate processes to handle risk which include constant monitoring of physical and financial markets to identify risks in order to subsequently prepare and execute hedging strategies.

 

F-87

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Ecopetrol does not regularly use derivative instruments to hedge exposures to sales or purchase price risks. The impact of the settlement of the price hedges made in 2016 and 2015 was not material and was made as hedging instruments to mitigate risk at different price indices to the benchmark of the Ecopetrol Business Group's international trade strategy on exports of crude and imports of products.

 

In 2018 and 2017, hedging transactions were not carried out with derivative instruments. In 2016, and 2015, then outstanding price hedges were settled in full, with an impact on the result of the period of COP$3,181 and COP$4,141, respectively.

30.2Exchange rate risk

The Ecopetrol Business Group operates mainly in Colombia makes sales in the local and international markets. It is exposed to exchange rate risk, which arises from various foreign currency exposures due to commercial transactions and assets and liabilities denominated in foreign currency. The impact of exchange rate fluctuations, especially the Colombian peso/U.S. dollar exchange rate, has been material in previous years. To mitigate this risk, the Group's risk management strategy involves the use of non-derivative financial instruments related to cash flow hedges for future exports and net investment of foreign operations to minimize exchange rate risk exposure.

The U.S. dollar/Colombian peso exchange rate has fluctuated over the last few years. The Colombian peso appreciated on average by 3.3% in 2017. During 2016 and 2015, the Colombian peso depreciated by 11.2% and 37.3%, respectively. The closing exchange rates were COP$2,984.00 COP $3,000.71 and COP $3,149.47 to US$1.00 for 2017, 2016 and 2015, respectively.

When the Colombian peso appreciates in relation to the U.S. dollar, export sales revenue decreases when converted to Colombian pesos; however, imported goods, oil services and interest on foreign debt denominated in U.S. dollars become less expensive. Conversely, when the Colombian peso depreciates, export revenues, when translated to Colombian pesos, increases, and imports and servicing of the external debt become more expensive.

The following table sets out the carrying amount for financial assets and liabilities denominated in foreign currency as of December 31, 2017 and 2016:

(in US$ Million) 2017  2016 
Cash and cash equivalents  1,203   1,916 
Other financial assets  1,072   1,367 
Trade receivables and payables, net  (7)  (282)
Loans and borrowings  (12,590)  (15,172)
Net liability position  (10,322)  (12,171)

Of the total net liability position, US$8,532 million relates to financial liabilities designated as non-derivative hedging instruments of Ecopetrol, on which unrealized foreign exchange gains and losses are recognized in other comprehensive income, within equity. Likewise, US$ 1,699 million corresponds to the net liability position in U.S. dollars of Ecopetrol Business Group companies whose functional currency is the U.S. dollar, without affecting profit or loss and US$91 million correspond to the net liability position in U.S dollars of Ecopetrol Business Group companies whose functional currency is Colombian pesos with foreign exchange affects the profit or loss.

3,181.

F-88

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

30.2.1Sensitivity analysis for exchange rate risk

The Group’s risk management strategy involves the use of non-derivative financial instruments related to cash flow hedges for future exports and hedges of a net investment in a foreign operation in order to minimize exposure to currency rate risk, which is detailed below. The following is the effect of a change of 1% and 5% in the exchange rate of the Colombian peso as compared with the U.S. dollar, on the balance of financial assets and liabilities denominated in foreign currency as of December 31, 2017:

Scenario / Variation in
the exchange rate
  Effect on income
before taxes (+/-)
  Effect on other
comprehensive income (+/-)
 
 1%  2,715   305,293 
 5%  13,577   1,526,465 

The sensitivity analysis only includes financial assets and liabilities in foreign currency at the closing date.

30.2.2Cash flow hedge for future exports

Ecopetrol is exposed to foreign exchange risk given that a significant percentage of its income from crude oil exports is denominated in U.S. dollars. In recent years, the Group has acquired long-term debt for investment activities in the same currency in which it expects to receive the cash flow of its export sales revenues. This situation creates a natural hedge relationship due to the fact that the risks generated by the foreign exchange difference of export sales revenues when booked in Ecopetrol’s functional currency (Colombian pesos) are naturally hedged with the foreign exchange variances of the long-term debt, in line with the Group's risk management strategy.

With the objective of presenting in the financial statements the effect of the existing natural hedge between exports and debt, understanding that the exchange rate risk materializes when the exports are made, on October 1, 2015, the Board of Directors designated the sum of US$5,440 million of Ecopetrol's foreign currency debt as a hedge instrument of future revenue from crude oil exports, for the period 2015-2023, in accordance with IAS 39 - Financial instruments: Recognition and Measurement.

Hedge accounting records the impact on the statement of profit or loss at the time of realization of the hedged risk. For this to happen, every month when foreign currency debt is converted to Colombian pesos based on the closing rate for the period, the effects for exchange difference are recognized in other comprehensive income, within equity and, as crude oil exports take place and the hedge occurs and sales revenue is recognized, cumulative exchange differences held within other comprehensive income are reclassified to profit or loss statement, impacting operating income.

The following is the movement of foreign currency debt designated as a non-derivative hedging instrument for the years ended December 31, 2017 and 2016:

(US$ Million) 2017  2016 
Hedging instrument at the beginning of the period  5,312   5,376 
 Reassignment of hedging instruments  1,803   870 
 Realization of exports  (1,803)  (870)
 Capital payments (1)  (1,980)  (64)
 Hedging instrument at the end of the period  3,332   5,312 

(1)On June 30, 2017, Ecopetrol prepaid the entire outstanding balance of the international syndicated loan whose nominal value was US$ 1,925 million and original maturity date was in February 2020.

F-89

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

The following is the movement of accumulated foreign currency gains and losses in respect of the cash flow hedge recognized in other comprehensive income for the years ended December 31, 2017 and 2016:

  2017  2016 
Opening balance  (244,131)  217,291 
Exchange difference  15,934   (724,395)
Reclassification to profit or loss  160,772   (33,074)
Ineffectiveness  (9,247)  - 
Deferred income tax  (82,622)  296,047 
Closing balance  (159,294)  (244,131)

The expected reclassification of the cumulative exchange rate difference in other comprehensive income to the profit or loss statement, taking an exchange rate of COP$2,984 per US$1.00 is as follows:

Year Before
taxes
  Taxes  After taxes 
2018  95,462   (33,439)  62,023 
2019  66,039   (23,132)  42,907 
2020  23,804   (8,338)  15,466 
2021  21,541   (7,545)  13,996 
2022  21,541   (7,545)  13,996 
2023  16,786   (5,880)  10,906 
   245,173   (85,879)  159,294 

30.2.3Hedge of a net investment in a foreign operation

The Board of Directors approved the application of net investment hedge accounting from June 8, 2016. The measure is intended to reduce the volatility of non-operating income due to exchange rate variations. The net investment hedge will be applied on a portion of Group’s investments in foreign operations, in this case on investments in subsidiaries which have the US dollar as their functional currency, using a portion of the Group’s US dollar denominated debt as the hedging instrument.

Ecopetrol designated the net investments in Ocensa, Ecopetrol America Inc., Hocol Petroleum Ltd. (HPL) and Reficar and as hedged items and as a hedging instrument and US$5,200 million of the Group’s US dollar debt as the hedging instrument.

The following is the movement of accumulated foreign currency gains and losses in respect of the net investment hedge recognized in other comprehensive income for the years ended December 31, 2017 and 2016:

  2017  2016 
Opening balance  155,359   - 
Exchange difference  (86,892)  231,879 
Ineffectiveness  329   - 
Deferred income tax  28,566   (76,520)
Closing balance  97,362   155,359 

F-90

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

30.2.4Hedging with derivatives to minimize currency risk

The Group carries out forwards hedging operations using the Non-Delivery modality, for mitigating the volatility of the exchange rate in the cash flow required for operations of its subsidiary, Ocensa, whose functional currency is the US dollar. The forward hedging instruments used enable setting sales prices in US dollars, mitigating the foreign exchange variation given Ocensa’s obligations relative to operational cost and tax payments are payable in Colombian pesos. The accounting policy applicable to this operation is described in the Note 4.1.5.1.

As of December 31, 2017, there are forward contracts with a net short position for US$325 million (2016 - US$323 million) with maturities between January and December 2018.

The impact on the statement of profit or loss for the settlement of these hedges amounted to COP$99,971 (2016- COP$42,865 of profit) and the amount recognized in the other comprehensive income was a gain of COP$35,769 (2016 gain of COP$33,869).

30.328.2Credit risk

 

Credit risk is the risk that the Ecopetrol Business Group may suffer financial losses as a consequence of default of: a)(a) payments by its clients for the sale of crude oil, gas, products or services; b)(b) financial institutions in which it keeps investments, or c)(c) by counterparties with which it has contracted financial instruments.

 

30.3.128.2.1Credit risk for customers

 

In the selling process of crude oil, gas, refined products and petrochemicals, and transport services, the Ecopetrol Business Group may be exposed to credit risk in the event that customers fail to fulfill their payment obligations. The Ecopetrol Business Group’s risk management strategy has designed mechanisms and procedures that aim to minimize such events, thus safeguarding the Group'sEcopetrol Business Group’s cash flow.

 

The Ecopetrol Business Group performs a continuous analysis of the financial strength of its counterparties, by classifying them according to their risk level and financial guarantees in the event of a default of payments. Similarly, the Ecopetrol Business Group continuously monitors national and international market conditions for early alerts of major changes that may have an impact on the timely payment of obligations from customers of the Ecopetrol Business Group.

 

Allowances for loan losses are set by individual analysis of each customer’s situation. The Ecopetrol Business Group performs administrative and legal actions required to recover amounts past due and charges interest from customers that fail to comply with payment policies.

 

Ecopetrol does not have a significant concentration of credit risk. An aging analysis of the accounts receivable portfolio in arrears, but not impaired, as of December 31, 20172018 and 20162017 is as follows:

 

  2017  2016 
Less than 3-month overdue  65,354   179,008 
Between 3- and 6-month overdue  1,131   14,275 
More than 6-month overdue  79,688   103,574 
   146,173   296,857 

  2018  2017 
Less than 3 months overdue  157,608   65,354 
Between 3 and 6 months overdue  41,263   1,131 
More than 6 months overdue  93,657   79,688 
   292,528   146,173 
F-91

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

30.3.228.2.2Credit quality of resources in financial assets

 

Following the promulgation of Decree 1525 of 2008, which provides general rules on investments for public entities, Ecopetrol’s management established guidelines for our investment portfolios. These guidelines determine that investments in Ecopetrol’s U.S. dollar portfolio are generally limited to investments of our excess cash in fixed-incomefixed–income securities issued by entities rated A or higher in the long term and A1/P1/F1 or higher in the short term (international scale) by Standard & Poor’s Ratings Services, Moody’s Investors Service or Fitch Ratings.

In addition, Ecopetrol S.A. may also invest in securities issued or guaranteed by the U.S. government or Colombian government, without regard to the ratings assigned to such securities. In Ecopetrol’s Colombian Peso portfolio, it must invest our excess cash in fixed-incomefixed–income securities of issuers rated AAA in the long term, and F1+/BRC1+ in the short term (local scale) by Fitch Ratings Colombia or BRC Standard & Poor’s. In addition, Ecopetrol may also invest in securities issued or guaranteed by the Colombian government without rating restrictions.

 

In order to diversify risk in our Colombian Peso portfolio, Ecopetrol does not invest more than 10% of the excess of cash in one specific issuer. In the case of our U.S. dollar portfolio, it does not invest more than 5% of the excess of cash in one specific issuer in the short term (up to one year), or 1% in the long term. The Ecopetrol Business Group has complied with this policy.

 

Ecopetrol’s investment portfolio in U.S. dollars is segmented into four tranches, each one matching our liquidity needs. The working capital tranche is calculated taking into account our cash flow needs for the next 60 days. The liquidity tranche is calculated as the contingent cash flow needs over the working capital, taking into account the development of capital expenditures related to projects. The asset liability tranche is built to match our long-term debt. The investment tranche includes the remaining amount of the total portfolio after deducting the amounts pertaining to the above mentioned tranches and after subtracting the Colombian Peso portfolio.

 

Ecopetrol’s investment portfolio in Colombian Pesos is segmented in two tranches, each one matching our liquidity needs. The first tranche is calculated taking into account our cash flow needs for the next 30 days, and the second tranche is built for investment purposes.

 

The credit rating of issuers and counterparties in transactions involving financial instruments is disclosed in Note 6 - Cash and cash equivalents, Note 7 -9 – Other financial assets and Note 21 -20 – Provisions for employeeemployees’ benefits.

 

30.428.3Interest rate risk

 

Interest rate risk arises from Ecopetrol’s exposure to changes in interest rates because the Ecopetrol Business Group has investments in fixed and floating-ratefloating–rate instruments and has issued floating rate debt linked to LIBOR, DTF and IPCCPI interest rates. Thus, interest rate volatility may affect the fair value and cash flows of the Group'sEcopetrol Business Group’s investments and the financial expense of floating rate loans and financing.

 

As of December 31, 2017,2018, 17% (2017, 19% (2016,and 2016, 31%) of the Ecopetrol Business Group’s indebtedness is linked to floating interest rates. As a result, if market interest rates rise, financing expenses will increase, which could have an adverse effect on the results of operations.

 

Ecopetrol controls the exposure to interest rate risk by establishing limits to exposure duration, Value at Risk - VAR andtracking error.

 

Autonomous equities linked to Ecopetrol’s pension obligations are also exposed to changes in interest rates, as they include fixed and floating rate instruments that are marked to market. Colombian regulation for pension funds, as stipulated in the Decree 941 of 2002 and Decree 1861 of 2012, indicates that they have to follow the same regime as the regular obligatory pension funds in their moderate portfolio.


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

The following table provides information about the sensitivity of the Ecopetrol Business Group’s results and other comprehensive income for the next 12 months to variations in interest rate of 100 basis points:

  Effect on profit or loss (+/–)  Effect on Other
Comprehensive Income (+/–)
 
  Financial
assets
  Financial
Liabilities
  Plan assets 
+100 basis points  (71,123)  240,711   (513,699)
–100 basis points  71,123   (94,062)  527,058 

A sensitivity analysis of discount rates on pension plan assets and liabilities is disclosed in Note 20 – Provisions for employees’ benefits.

 

F-92

F-88

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The following table provides information about the sensitivity of Group’s results and other comprehensive income for the next 12 months to variations in interest rate of 100 basis points:

  Effect on profit or loss (+/-)  Effect on Other
Comprehensive Income (+/-)
 
  Financial
assets
  Financial
Liabilities
  Plan assets 
 +100 basis points  (66,120)  112,383   (171,031)
 -100 basis points  66,120   (112,282)  183,988 

A sensitivity analysis of discount rates on pension plan assets and liabilities is disclosed in Note 22 – Provisions for employee benefits.

30.528.4Liquidity risk

 

The ability to access capital necessary to finance the Ecopetrol Business Group’s investment plans on acceptable terms can be limited due to deterioration in market conditions. A newglobal financial crisis could worsen risk perception in emerging markets.

 

Events impacting the political and regional environment of Colombia, could make it difficult for our subsidiaries to access capital markets. These conditions, together with potential significant losses in the financial services sector and changes in credit risk assessments, may make it difficult to obtain financing on favorable terms. As a result, the Ecopetrol Business Group may be forced to review the opportunity and scope of its investment plans as necessary, or access financial markets under less favorable terms, thereby negatively affecting the Ecopetrol Business Group’s results of operations and financial position.

 

Liquidity risk is managed in accordance with the Ecopetrol Business Group’s policies aimed at ensuring that there are sufficient net funds to meet the Group'sEcopetrol Business Group’s financial commitments within its maturity schedules with no additional costs. The main method for the measurement and monitoring of liquidity is cash flow forecasting.

 

During 2017,2018, the Ecopetrol Business Group used US$2,446 million equivalents (2017 – US$2,400 millionmillion) as part of its liquidity surpluses to prepay part of its foreign currency debts that hadwith original maturities between 20202019 and 2021.2025. The details of these movements are described in Note 20 -18 – Loans and borrowings.

 

The following is a summary of the maturity of financial liabilities as of December 31, 2017.2018. The amounts disclosed in the table are the contractual undiscounted cash flows. The payments in foreign currency were restated taking a constant exchange rate of COP$2,984.003,249.75 per USU.S. dollar. Consequently, these amounts may not reconcile with the amounts disclosed on the consolidated statement of financial position:

 

  Up to 1 year  1-5 years  5-10 years  > 10 years  Total 
Loans (payment of principal and interest)  5,040,130   28,151,892   18,873,280   15,484,650   67,549,952 
Trade and other payables  6,968,207   134,815   -   -   7,103,022 
Total  12,008,337   28,286,707   18,873,280   15,484,650   74,652,974 

F-93

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  Up to 1 year  1–5 years  5–10 years  > 10 years  Total 
Loans (payment of principal and interest)  3,570,843   16,093,120   20,942,328   19,300,708   59,906,999 
Trade and other payables  8,945,790   30,522         8,976,312 
Total  12,516,633   16,123,642   20,942,328   19,300,708   68,883,311 

 

30.628.5Capital management

 

The main objective of the capital management of the Ecopetrol Business Group is to ensure a financial structure that optimizes the cost of capital, maximizes the rate of return to its shareholders and allows access to financial markets at a competitive cost to cover financing needs that support an investment grade credit rating profile.

 

Net financial debt is calculated by taking short-termshort–term and long-termlong–term loans and borrowings less cash and cash equivalents and investments in securities as of December 31 of each year. The level of leverage is calculated as the ratio between net financial debt and the sum of equity and net financial debt. The following is the information of these indicators as of December 31, 20172018 and 2016:2017:

 

 2017  2016  2018  2017 
Loans and borrowings (Note 20)  43,547,835   52,222,027 
Loans and borrowings (Note 18)  38,062,645   43,547,835 
Cash and cash equivalents (Note 6)  (7,945,885)  (8,410,467)  (6,311,744)  (7,945,885)
Other financial assets (Note 9)  (6,533,725)  (6,686,895)  (8,147,815)  (6,533,725)
Net financial debt  29,068,225   37,124,665   23,603,086   29,068,225 
Equity (Note 24)  48,215,699   43,560,501 
Equity (Note 22)  57,107,780   48,215,699 
Leverage  37.61%  46.01%  29.24%  37.61%

 

The movement of the net financial debt is detailed in Note 20.8.18.8.

 

F-94

F-89

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

31.29.Related parties

 

Balances with associates and joint ventures as of December 31, 20172018 and 20162017 are as follows:

 

 Accounts
receivable
  Accounts
receivable
- Loans
  Other
assets
  Accounts
payable
  Loans  Other
liabilities
  Accounts
receivable
  Accounts
receivable
– Loans
  Other
assets
  Accounts
payable
  Loans  Other
liabilities
 
Joint Ventures                                                
Equion Energy Limited (1)  4,010   -   7,716   101,472   259,760   7   22,958      19,214   87,079   855,135   67 
Ecodiesel Colombia S.A.  362   -   -   22,228   -   -   522         23,857      1 
Offshore International Group Inc.(2)     117,824             
Associates                                                
Invercolsa S.A.  18,641   -   -   -   -   - 
Offshore International Group Inc. (2)  -   154,810   -   -   -   - 
Serviport S.A.  -   -   -   5,820   -   -            5,482       
Balance as of December 31, 2017  23,013   154,810   7,716   129,520   259,760   7 
Balance as of December 31, 2018  23,480   117,824   19,214   116,418   855,135   68 
Current  23,013   -   7,716   129,520   259,760   7   23,480      19,214   116,418   855,135   68 
Non-current  -   154,810   -   -   -   - 
Non–current     117,824             
  23,013   154,810   7,716   129,520   259,760   7   23,480   117,824   19,214   116,418   855,135   68 
  (Note 7)   (Note 7)   (Note 11)   (Note 19)   (Note 18)     

 

  Accounts
receivable
  Accounts
receivable -
Loans
  Other assets  Accounts
payable
  Loans 
Joint Ventures                    
Equion Energy Limited  97,601   -   7,135   89,666   30,644 
Ecodiesel Colombia SA  129   -   -   20,765   - 
Offshore International Group (2)  -   170,121   -   -   - 
Associates                    
Serviport SA  -   -   -   3,989   - 
Balance as of December 31, 2016  97,730   170,121   7,135   114,420   30,644 
Current  97,730   -   7,135   114,420   30,644 
Non-current  -   170,121   -   -   - 
   97,730   170,121   7,135   114,420   30,644 
  Accounts
receivable
  Accounts
receivable
– Loans
  Other
assets
  Accounts
payable
  Loans  Other
liabilities
 
Joint Ventures                        
Equion Energy Limited(1)  4,010      7,716   101,472   259,760   7 
Ecodiesel Colombia S.A.  362         22,228       
Offshore International Group Inc.(2)     154,810             
Associates                        
Invercolsa S.A.  18,641                
Serviport S.A.           5,820       
Balance as of December 31, 2017  23,013   154,810   7,716   129,520   259,760   7 
Current  23,013      7,716   129,520   259,760   7 
Non–current     154,810             
   23,013   154,810   7,716   129,520   259,760   7 
   (Note 7)   (Note 7)   (Note 11)   (Note 19)   (Note 18)     

 

Loans with related parties:

 

(1)Deposits held by Equion in Capital AG for a nominal value of US$ USD$263 million (2017 – USD$77 millionmillon), with maturity in January 2018 and a weighted averagethree-month Libor rate of+ 1.92% (2017 - 1.44%).

 

(2)Loan granted by Ecopetrol SAS.A. to Savia Perú SAS.A. (subsidiary of Offshore International Group) for US$57 million in 2016, with an interest rate of 4.99% payable semiannually from 2017 and maturating in 2021. The balance in nominal value of this loan as of December 31, 20172018 is US$USD$35 million (2017 – USD$49 million.million).

 

The amounts outstanding are not guaranteed and will be settled in cash. No expense has been recognized in the current period or in previous periods with respect to uncollectible or doubtful accounts related to the amounts owed by related parties.

F-95

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The main transactions with related parties for years ended December 31, 2018, 2017 2016 and 20152016 are detailed as follows:

 

  2017  2016  2015 
  Sales and
services
  Purchases
and others
  Sales and
services
  Purchases
and others
  Sales and
services
  Purchases
and others
 
Joint Ventures                        
Equion Energy Limited  425,881   598,636   491,698   418,618   515,968   190,158 
Ecodiesel Colombia SA  6,583   259,269   5,744   265,584   7,245   267,647 
Offshore International Group  15,188   -   6,285   -   -   - 
Associates                        
Serviport SA  -   -   -   24,572   -   - 
Total  447,652   857,905   503,727   708,774   523,213   457,805 

The dividends received from these Companies are related in note 14 - Investments in associates and joint ventures.

  2018  2017  2016 
  Sales and
services
  Purchases
and others
  Sales and
services
  Purchases
and others
  Sales and
services
  Purchases
and others
 
Joint Ventures                        
Equion Energy Limited  67,002   846,284   425,881   598,636   491,698   418,618 
Ecodiesel Colombia S.A  6,860   267,498   6,583   259,269   5,744   265,584 
Offshore International Group  2,386      15,188      6,285    
Associates                        
Serviport S.A.                 24,572 
   76,248   1,113,782   447,652   857,905   503,727   708,774 

 

31.129.1Key executivesDirectors and key management personnel

 

In accordance with the approval given by the shareholders’ meeting in 2012, compensation paid to directors for attending the meetings of the Board of Directors and / and/or committees increased from four to six minimum legal monthly salaries in force, or approximately to COP$4,687,000 for 2018, from COP$4,426,000 for 2017 fromand COP$4,140,000 for 2016 and COP$3,870,000 for 2015.2016. For non-face-to-facenon–face–to–face sessions, 50% of the quota for face-to-faceface–to–face meetings is set. The members of the Board of Directors do not have any kind of variable remuneration. The amount paid in 20172018 for compensation to members of the Board of Directors amounted to COP$2,152 (2017 – COP$1,877 (2016 -and 2016 – COP$1,253).

 

The total compensation paid to Directors as of December 31, 20172018, amounted to COP$21,580 (2017 – COP$20,669 (2016 -and 2016 – COP$13,901). Directors are not eligible to receive pension and retirement benefits. The total amount reserved as of December 31, 20172018, to provide pension and retirement benefits to our eligible executive officers amounted to COP$5,491 (2017 – COP$5,401 (2016 -and 2016 – COP$4,674).

 

As of December 31, 2017, the following2018, key management officers owned less than 1% of the outstanding shares of Ecopetrol S.A. as follows:

 

Key management personnel

 

% Shares

Felipe Bayón <1% outstanding shares
Mauricio Cárdenas SantamaríaJaime Caballero <1% outstanding shares
Héctor Manosalva RojasJorge Calvache <1% outstanding shares
Rafael Espinosa Rozo <1% outstanding shares

 

31.229.2Post-employmentPost–employment benefit plans

 

The administration and management of resources for payment of Ecopetrol'sEcopetrol’s pension obligations are managed by autonomous pension funds (PAPs, by its acronym in Spanish) which serve as guarantee and payment sources. These funds were established in compliance withIn 2008, Ecopetrol S.A. received the provisions of Decree 2153 of 1999 which authorized, as of December 31, 2008 partial commutation ofauthorization to partially commute the value corresponding to monthly payments, bonusesbonds and contributions,quotas, transferring said obligations and money supportingthe monies that support them to autonomous patrimonies for pensions.of a pension nature, in accordance with the requirements of Decree 1833 of 2016.

 

As of December 31, 2017 andSince November 2016, the entities managing thesethat administer the resources were:are: Fiduciaria Bancolombia, Fiduciaria de Occidente and Consorcio Ecopetrol PAAC (comprised ofPACC (formed by Fiduciaria La Previsora, Fiduciaria Bancoldex, Fiduciaria AgrariaFiduagraria and Fiduciaria Central).

These entitiesfiduciaries will manage the pension resources for a five-year term (2016 - 2021)period of five years (2016-2021) and as considerationcompensation they receive a remuneration with fixed and variable components, which is calculatedthe latter are settled on the gross yieldyields of the portfolios and are charged to manage resources.the resources administered.

 

F-96

F-91

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

31.329.3Government related parties

 

The Colombian Government controls Ecopetrol with a stock ownership of 88.49%. The most significant transactions with governmental entities are comprised as follows:

 

a)(a)Purchase of oil from the National Hydrocarbons Agency - ANH

 

TheBy nature of the business, the Ecopetrol Business Group has a direct relationship with ANH, an entity which operates under the rules of the Ministry of Mines and Energy, whose objective is to manage the oil and gas reserves and resources owned by the Colombian Nation.

 

Ecopetrol purchases the crude oil that the ANH receives from all producers in Colombia at the prices set in accordance with a jointly established formula, which reflects the export sale prices (crude oils and products), adjusted for API gravity quality, sulfur content, transportation rates from the wellhead to the ports of Coveñas and Tumaco, refining process cost and a commercialization rate. This contract was extended to June 30, 2018.January 31, 2020.

 

From December 2013 the Ecopetrol Business Group commercialized, on behalf of the ANH, the natural gas received by the latter in kind from producers. Since January 2014, ANH has received royalties in cash for the production of natural gas.

 

The purchase value of oil and gas from ANH is detailed in Note 26 -24 – Cost of sales.

 

Additionally Ecopetrol, like other oil companies, takes part in "rounds"“rounds” for the allocation of exploration blocks in Colombia without implying special treatment for Ecopetrol on account of it being an entity whose majority shareholder is the Colombian Government.

 

b)(b)Price differential

 

Regular gasoline and diesel sale prices are regulated by the National Government. In this case, there are differentials between the volume reported by the Colombian companies at the time of the sale and the difference between the international parity price and the regulated price actually charged, where the parity price is the daily price of gasoline and diesel oil of the respective month in Colombian pesos, indexed to the United States of America Gulf market, calculated in accordance with Resolution 18 0522 of 2010 and the Producer Price reference defined by the Ministry of Mines and Energy. These differentials may be in favor or against the producers. The value of this differential is detailed in Note 25 -23 – Sales revenue from contracts with customers and Note 7 – Trade and other receivables, net.

 

c)(c)National Tax and Customs Direction

 

Ecopetrol, just like any other company in Colombia, has tax obligations that it must comply with and does not have any other kind of association or commercial relationship with the National Tax and Customs Direction. For more information see Note 10 – Taxes.

 

d)(d)Comptroller General of the Republic

 

Ecopetrol, just like any other state entity in Colombia, is obliged to comply with the requirements set out by the Comptroller General of the Republic and make an annual payment to this entity on account of a maintenance fee. Ecopetrol does not have any other kind of association or commercial relationship with this entity.

 

F-97

F-92

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

32.30.Joint operations

 

The Ecopetrol Business Group carries out exploration and production operations through Exploration and Production (E&P) Contracts, Technical Evaluation (TEA) Contracts and Agreements signed with the National Hydrocarbons Agency or ANH, as well as through Partnership Contracts and other types of contracts. The main joint operations in 20172018 are as follows:

 

32.130.1Contracts in which Ecopetrol is not the operator

 

PartnersContractType%
Participation
Geographic area of
operations
Occidental Andina LLCChipirón
Harvest
Cravo Norte
Rondón
Production30-40%30–40%
30%
50%
50%
Colombia
Harvest30%
Cravo Norte50%
Rondón50%
Chevron Petroleum GroupGuajiraProduction57%Colombia
Mansarovar Energy Colombia LtdNareProduction50%Colombia
Meta PetroleumFrontera Energy Colombia CorpQuifaProduction40%Colombia
Equion Energy LimitedPiedemonteProduction50%Colombia
Perenco Colombia LimitedCasanare
Corocora
Estero
Garcero
Orocúe
Production64%
56%
89%
76%
63%
Colombia
Corocora56%
Estero89%
Garcero76%
Orocúe63%
ONGC Videsh LimitedRC-10RC–10 Caribbean RoundExploration50%North Caribbean Offshore
Petrobras, Repsol & StatoilTayronaExploration30%North Caribbean Offshore
Repsol & StatoilTEA GUA OFF-1OFF–1Exploration50%North Caribbean Offshore
AnadarkoFuerte NorteExploration50%North Caribbean Offshore
ShellDeep Rydberg/AleaticoExploration29%Gulf of Mexico
Repsol - LeonLionLeonExploration40%Gulf of Mexico
Noble EnergyGunflintProduction32%Gulf of Mexico
Murphy OilDalmatianProduction30%Gulf of Mexico
AnadarkoK2Production21%Gulf of Mexico
Equion Energia LimitedNiscotaProduction20%Colombia
CNOOC – British PetroleumPau BrasilExploration20%Brazil
ChevronCE-M-715_R11CE–M–715_R11Exploration50%Brazil

PC Carigali Mexico Operations S.A. de C.V. (Petronas)

CNH-R02-L01-A6.CS/2017

Exploration

50%

Mexico

Petroleos Mexicanos (PEMEX)

CNH-R02-L01-A8.CS/2017

Exploration and production

50%

Mexico

 

F-98

F-93

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

32.230.2Contracts in which Ecopetrol is the operator

 

PartnersContractType%
Participation
Geographic
area of
operations
ExxonMobil Exploration ColombiaVMM29
CR2
C62
Exploration50%Colombia
CR2
C62
Talisman Colombia OilCPO9Exploration55%Colombia
ONGC Videsh Limited
Colombia Branch
RC9Exploration50%Colombia
CPVEN Sucursal ColombiaVMM32Exploration51%Colombia
Shell Exploration and ProductionCR4Exploration50%Colombia
Hocol S.A.AMA4Exploration100%Colombia
SK Innovation Co Ltd.San JacintoExploration70%Colombia
Repsol Exploración Colombia S.A.CatleyaExploration50%Colombia
Emerald Energy PLC Suc. ColombiaCardonExploration50%Colombia
GasTalismán Colombia oil and gas Ltd.CPO9 - AkaciasProduction55%Colombia
Occidental Andina LLCLa Cira Infantas
Teca
Production58%Colombia
Teca62.1%
82%
86%Colombia
Colombia
Ramshorn International LimitedGuariquies IProduction50%Colombia
Equion Energy LimitedCusianaProduction98%Colombia
Perenco Oil And GasSan Jacinto Rio PaezProduction18%Colombia
Cepsa ColombiaSan Jacinto Rio PaezProduction18%Colombia
Total ColombiaMundo NuevoExploration15%Colombia
Talisman Oil & GasMundo NuevoExploration15%Colombia
LewisClarineroExploration50%Colombia
Maurel & Prom SuramericaCPO17Exploration50%Colombia
Equion Energia LimitedAlto Magdalena PipelineOAM45%Colombia
Emerald Energy Alto Magdalena PipelineOAM45%Colombia
Frontera EnergyAlto Magdalena PipelineOAM45%Colombia
ONGC Videsh Limited Block RC-9 Contract-RC–9 Contract– Caribbean Round No. 37-200737–2007Exploration50%Gulf of Mexico  Colombia
JX NipponFAZ-M-320_R11FAZ–M–320_R11Exploration70%Brazil
JX NipponEcopetrolPOT-M-567_R11PotiguarExploration100%Brazil

 

F-99

F-94

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

32.330.3Relevant operations during the period

 

During 20172018 and 2016,2017, the following significant events occurred in respect of our joint operations contracts:

 

a)(a)Agreement to acquire 10% of the Saturno Block

In December 2018, the Ecopetrol Business Group entered into an agreement with Shell and Chevron for a 10% interest in the Saturno block, located in the central region of the Santos basin, which was allocated to Shell and Chevron on September 28, 2018 in the Fifth Pre-Salt Round held by the Brazilian National Oil, Natural Gas and Biofuels Agency (ANP).

This deal is subject to approval by the Brazilian Ministry of Mines and Energy and the ANP. Once the respective approvals are forthcoming, the partners’ shares of the block will be the following: Ecopetrol 10%, Shell (operating partner) 45% and Chevron 45%.

(b)Acquisition of interests in joint operations

 

On December 11, 2017, Ecopetrol América Inc. acquired the 11.6% interest in the K2 oil field in the Gulf of Mexico MCX Exploration USA LLC (“MCX”), increasing its share from 9.2% to 20.8%.

 

The acquisition of MCX’s interest was recognized in accordance with policy 4.4 Joint Operations. To determine the fair value of the assets acquired and liabilities assumed, the income approach model was used, using the discounted cash flow and market data to determine the fair values of oil and gas properties. This model incorporated future commodity prices, estimated volumes of oil and gas reserves, future developments, operating costs, future abandonment and packing costs and a risk adjusted discount rate.

 

The fair value of the consideration transferred in the operation was US$47.6 million (COP$141,950), the fair value of the net assets acquired was US$198.4 million before deferred taxes (US$146 million net of deferred taxes) with recognition of a gain of US$150.8 million before deferred taxes (US$98 million after deferred taxes) in the period’s statement of profit or loss (equivalent to COP$451,095 before deferred taxes), mainly due to the transaction price being fixed before the closing date of the transaction and the fair value of the net identifiable assets acquired having increased during the interim period.

 

Transaction costs incurred in the operation amounted to US $ US$0.2 million, recognized in profit or loss for the year.2017.

 

b)Termination of the Rubiales and Pirirí field contracts

On July 1, 2016, Ecopetrol took overDuring 2018, the direct operationFinal Settlement Statement was made for COP$12,065 (US COP$4.2 million) recognized as an adjustment to the fair value of the Rubiales and Pirirí fields, which up to that date had been operated by Pacific Rubiales Energy. Upon termination of the contract Ecopetrol gained control over the assets and the obligations associated with the BOMT contracts for US$46 million.

c)Termination of the Tauramena association agreement

On July 3, 2016, the Tauramena Association Agreement was terminated and for this reason, Ecopetrol began to operate directly the Cusiana field, Casanare. Since its commercializationinterests in 1993, it was operated first by BP and then by Equion. Cusiana represents for Ecopetrol a 98% participation in the Unified Exploitation Plan (PEU) of the field, while Equion and Emerald maintain 2%.joint operations.

 

F-100

F-95

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

33.31.Information by segments

 

A description of the Ecopetrol Business Group’s business segments is in Note 4.19 – Information by business segment.

 

33.131.1Statement of profit or loss

 

The following segment information is reported based on the information used by the Board of Directors as the top body to make strategic and operational decisions of these business segments. The performance of the segments are based primarily on an analysis of income, costs, expenses and results for the period generated by each segment which are regularly monitored.

 

The information disclosed in each segment is presented net of transactions between the Ecopetrol Business Group companies.

 

Below are the consolidated statements of profit or loss by segment for the years ended December 31, 2018, 2017 2016 and 2015:2016:

 

 For the year ended on December 31, 2017  For the year ended on December 31, 2018 
 Exploration
and Production
  Refining and
Petrochemicals
  Transport
and
Logistics
  Eliminations  Total  Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Eliminations  Total 
Third-party sales  25,004,320   27,343,359   3,606,549   -   55,954,228 
Inter-segment sales  11,490,614   1,300,657   6,991,515   (19,782,786)  - 
Third–party sales  30,112,900   34,947,948   3,543,024   -   68,603,872 
Inter–segment sales  20,259,864   2,063,425   7,811,143   (30,134,432)  - 
Total sales revenue  36,494,934   28,644,016   10,598,064   (19,782,786)  55,954,228   50,372,764   37,011,373   11,354,167   (30,134,432)  68,603,872 
Fixed costs  8,055,925   2,886,745   2,637,604   (3,239,880)  10,340,394   (8,871,709)  (3,204,791)  (2,805,516)  3,535,979   (11,346,037)
Variable costs  18,254,159   23,968,650   634,231   (16,289,109)  26,567,931   (23,367,475)  (32,453,962)  (596,571)  26,579,666   (29,838,342)
Cost of sales  26,310,084   26,855,395   3,271,835   (19,528,989)  36,908,325   (32,239,184)  (35,658,753)  (3,402,087)  30,115,645   (41,184,379)
Gross profit  10,184,850   1,788,621   7,326,229   (253,797)  19,045,903   18,133,580   1,352,620   7,952,080   (18,787)  27,419,493 
                    
Administrative expenses  781,386   516,501   466,669   (32)  1,764,524   (889,293)  (443,880)  (320,498)  (187)  (1,653,858)
Operation and project expenses  2,070,916   965,457   142,847   (253,155)  2,926,065   (1,993,054)  (668,177)  (263,104)  21,203   (2,903,132)
Impairment of non-current assets  (183,718)  (1,067,965)  (59,455)  -   (1,311,138)
Impairment of non–current assets  785,940   (984,704)  (169,870)  -   (368,634)
Other operating income and expenses, net  (545,218)  11,694   28,121   -   (505,403)  (137,836)  (13,652)  118,905   (2,872)  (35,455)
Operating income  8,061,484   1,362,934   6,748,047   (610)  16,171,855 
Operating income (expenses)  15,899,337  (757,793)  7,317,513   (643)  22,458,414 
Financial result, net                                        
Financial income  1,062,393   164,006   106,659   (173,702)  1,159,356   1,099,893   147,689   110,898   (228,917)  1,129,563 
Financial expenses  (2,288,576)  (1,110,874)  (434,664)  173,513   (3,660,601)  (2,038,312)  (1,295,528)  (407,589)  229,268   (3,512,161)
Foreign exchange gain (loss), net  (101,030)  163,992   (57,448)  -   5,514   868,479   (517,410)  21,154   -   372,223 
  (1,327,213)  (782,876)  (385,453)  (189)  (2,495,731)  (69,940)  (1,665,249)  (275,537)  351   (2,010,375)
Share of profits of associates  120,786   15,245   (42,493)  -   93,538 
Share of profits of associates and joint ventures  135,265   27,730   2,841   -   165,836 
Income before tax  6,855,057   595,303   6,320,101   (799)  13,769,662   15,964,662   (2,395,312)  7,044,817   (292)  20,613,875 
Income tax  (3,034,556)  (238,625)  (2,527,087)  -   (5,800,268)  (6,096,591)  420,224   (2,582,118)  -   (8,258,485)
Net profit (loss) for the period  3,820,501   356,678   3,793,014   (799)  7,969,394   9,868,071   (1,975,088)  4,462,699   (292)  12,355,390 
Profit (loss) attributable to:                                        
Group owners of parent  3,820,501   358,859   2,999,978   (799)  7,178,539   9,930,519   (1,973,075)  3,424,234   (292)  11,381,386 
Non-controlling interest  -   (2,181)  793,036   -   790,855 
Non–controlling interest  (62,448)  (2,013)  1,038,465   -   974,004 
  3,820,501   356,678   3,793,014   (799)  7,969,394   9,868,071   (1,975,088)  4,462,699   (292)  12,355,390 
Supplementary information                                        
Depreciation, depletion and amortization  5,981,294   1,188,871   1,111,182   -   8,281,347   5,248,364   1,307,216   1,149,270      7,704,850 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  For the year ended on December 31, 2017 
  Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Eliminations  Total 
Third–party sales  25,004,320   27,343,359   3,606,549      55,954,228 
Inter–segment sales  11,490,614   1,300,657   6,991,515   (19,782,786)   
Total sales revenue  36,494,934   28,644,016   10,598,064   (19,782,786)  55,954,228 
Fixed costs  8,055,925   2,886,745   2,637,604   (3,239,880)  10,340,394 
Variable costs  18,254,159   23,968,650   634,231   (16,289,109)  26,567,931 
Cost of sales  26,310,084   26,855,395   3,271,835   (19,528,989)  36,908,325 
Gross profit  10,184,850   1,788,621   7,326,229   (253,797)  19,045,903 
Administrative expenses  781,386   516,501   466,669   (32)  1,764,524 
Operation and project expenses  2,070,916   965,457   142,847   (253,155)  2,926,065 
Impairment of non–current assets  (183,718)  (1,067,965)  (59,455)     (1,311,138)
Other operating income and expenses, net  (545,218)  11,694   28,121      (505,403)
Operating income (expenses)  8,061,484   1,362,934   6,748,047   (610)  16,171,855 
Financial result, net                    
Financial income  1,062,393   164,006   106,659   (173,702)  1,159,356 
Financial expenses  (2,288,576)  (1,110,874)  (434,664)  173,513   (3,660,601)
Foreign exchange gain (loss), net  (101,030)  163,992   (57,448)     5,514 
   (1,327,213)  (782,876)  (385,453)  (189)  (2,495,731)
Share of profits of associates and joint ventures  120,786   15,245   (42,493)     93,538 
Income before tax  6,855,057   595,303   6,320,101   (799)  13,769,662 
Income tax  (3,034,556)  (238,625)  (2,527,087)     (5,800,268)
Net profit (loss) for the period  3,820,501   356,678   3,793,014   (799)  7,969,394 
Profit (loss) attributable to:                    
Group owners of parent  3,820,501   358,859   2,999,978   (799)  7,178,539 
Non–controlling interest     (2,181)  793,036      790,855 
   3,820,501   356,678   3,793,014   (799)  7,969,394 
Supplementary information                    
Depreciation, depletion and amortization  5,981,294   1,188,871   1,111,182      8,281,347 

  For the year ended December 31, 2016 
  Exploration and
Production
  Refining and
Petrochemicals
  Transportation
and Logistics
  Eliminations  Total 
Third–party sales  20,527,332   24,194,024   3,764,205      48,485,561 
Inter–segment sales  7,693,878   629,690   6,884,571   (15,208,139)   
Total sales revenue  28,221,210   24,823,714   10,648,776   (15,208,139)  48,485,561 
Fixed cost  6,940,074   2,458,745   2,861,269   (2,968,780)  9,291,308 
Variable cost  16,032,574   20,385,242   488,522   (11,946,223)  24,960,115 
Cost of sales  22,972,648   22,843,987   3,349,791   (14,915,003)  34,251,423 
Gross profit  5,248,562   1,979,727   7,298,985   (293,136)  14,234,138 
Administrative expenses  832,266   574,413   516,884   (295)  1,923,268 
Operation and projects expenses  1,656,960   1,206,718   180,353   (292,344)  2,751,687 
Impairment of non–current assets  196,448   773,361   (41,062)     928,747 
Other operating income and expenses, net  (349,419)  20,947   53,559   801   (274,112)
Operating income (expenses)  2,912,307   (595,712)  6,589,251   (1,298)  8,904,548 
Financial result, net                    
Financial income  983,472   46,469   61,373   220,429   1,311,743 
Financial expenses  (2,017,641)  (952,006)  (262,844)  (231,049)  (3,463,540)
Foreign exchange gain (loss), net  923,573   94,715   (41,858)     976,430 
   (110,596)  (810,822)  (243,329)  (10,620)  (1,175,367)
Share of profit of associates and joint ventures  39,397   22,785   (837)     61,345 
Income before tax  2,841,108   (1,383,749)  6,345,085   (11,918)  7,790,526 
Income tax  (1,518,738)  (446,595)  (2,577,713)     (4,543,046)
Net profit (loss) for the period  1,322,370   (1,830,344)  3,767,372   (11,918)  3,247,480 
Income attributable to:                    
Group owners of parent  1,322,370   (1,823,020)  2,960,449   (11,918)  2,447,881 
Non–controlling interest     (7,324)  806,923      799,599 
   1,322,370   (1,830,344)  3,767,372   (11,918)  3,247,480 
Supplementary information                    
Depreciation, depletion and amortization  5,482,827   1,145,780   978,393      7,607,000 

 

F-101

F-97

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

  For the year ended December 31, 2016 
  Exploration and
Production
  Refining and
Petrochemicals
  Transportation
and Logistics
  Eliminations  Total 
Third-party sales  20,527,332   24,194,024   3,764,205   -   48,485,561 
Inter-segment sales  7,693,878   629,690   6,884,571   (15,208,139)  - 
Total sales revenue  28,221,210   24,823,714   10,648,776   (15,208,139)  48,485,561 
Fixed cost  6,940,074   2,458,745   2,861,269   (2,968,780)  9,291,308 
Variable cost  16,032,574   20,385,242   488,522   (11,946,223)  24,960,115 
Cost of sales  22,972,648   22,843,987   3,349,791   (14,915,003)  34,251,423 
Gross profit  5,248,562   1,979,727   7,298,985   (293,136)  14,234,138 
Administrative expenses  832,266   574,413   516,884   (295)  1,923,268 
Operation and projects expenses  1,656,960   1,206,718   180,353   (292,344)  2,751,687 
Impairment of non-current assets  196,448   773,361   (41,062)  -   928,747 
Other operating income and expenses, net  (349,419)  20,947   53,559   801   (274,112)
Operating income  2,912,307   (595,712)  6,589,251   (1,298)  8,904,548 
Financial result, net                    
Financial income  983,472   46,469   61,373   220,429   1,311,743 
Financial expenses  (2,017,641)  (952,006)  (262,844)  (231,049)  (3,463,540)
Foreign exchange gain (loss), net  923,573   94,715   (41,858)  -   976,430 
   (110,596)  (810,822)  (243,329)  (10,620)  (1,175,367)
Share of profit of associates  39,397   22,785   (837)  -   61,345 
Income before tax  2,841,108   (1,383,749)  6,345,085   (11,918)  7,790,526 
Income tax  (1,518,738)  (446,595)  (2,577,713)  -   (4,543,046)
Net income for the period  1,322,370   (1,830,344)  3,767,372   (11,918)  3,247,480 
Income attributable to:                    
Group owners of parent  1,322,370   (1,823,020)  2,960,449   (11,918)  2,447,881 
Non-controlling interest  -   (7,324)  806,923   -   799,599 
   1,322,370   (1,830,344)  3,767,372   (11,918)  3,247,480 
Supplementary information                    
Depreciation, depletion and amortization  5,482,827   1,145,780   978,394   -   7,607,001 
    
  For the year ended December 31, 2015 
  Exploration and
Production
  Refining and
Petrochemicals
  Transportation
and Logistics
  Eliminations  Total 
Third-party sales  25,669,213   22,456,866   4,221,192   -   52,347,271 
Inter-segment sales  6,063,398   788,810   6,623,358   (13,475,566)  - 
Total Revenue  31,732,611   23,245,676   10,844,550   (13,475,566)  52,347,271 
Fixed costs  7,208,632   1,902,797   3,304,815   (2,790,793)  9,625,451 
Variable costs  18,500,240   18,856,011   439,607   (10,426,793)  27,369,065 
Cost of sales  25,708,872   20,758,808   3,744,422   (13,217,586)  36,994,516 
Gross income  6,023,739   2,486,868   7,100,128   (257,980)  15,352,755 
Administrative expenses  731,626   451,250   518,109   -   1,700,985 
Operation and projects expenses  2,969,723   1,155,301   157,596   (248,352)  4,034,268 
Impairment of non-current assets  4,504,497   3,278,993   81,388   -   7,864,878 
Other operating income and expenses, net  (399,954)  122,595   (101,182)  -   (378,541)
Operating income  (1,782,153)  (2,521,271)  6,444,217   (9,628)  2,131,165 
Finance results, net                    
Financial income  536,121   135,622   86,568   (136,387)  621,924 
Financial expenses  (1,774,090)  (451,906)  (492,485)  67   (2,718,414)
Foreign exchange gain (loss), net  (4,798,741)  (949,176)  181,303   -   (5,566,614)
   (6,036,710)  (1,265,460)  (224,614)  (136,320)  (7,663,104)
Share of profit of companies  (70,407)  23,187   533   -   (46,687)
Income before tax  (7,889,270)  (3,763,544)  6,220,136   (145,948)  (5,578,626)
Income tax  2,037,650   (257,256)  (2,490,747)  -   (710,353)
Net income (loss)  for the period  (5,851,620)  (4,020,800)  3,729,389   (145,948)  (6,288,979)
Income attributable to:                    
Group owners of parent  (5,851,620)  (4,016,050)  2,819,759   (145,948)  (7,193,859)
Non-controlling interest  -   (4,750)  909,630   -   904,880 
   (5,851,620)  (4,020,800)  3,729,389   (145,948)  (6,288,979)
                     
Supplementary information                    
Depreciation, depletion and amortization  5,318,587   570,033   881,738   -   6,770,358 
31.2Sales by product

The sales by product for each segment are detailed below for the years ended December 31, 2018, 2017 and 2016:

  For the year ended on December 31, 2018 
  Exploration and
Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Eliminations  Total 
Local sales                    
Mid–distillates  725   11,662,476   -   (77,009)  11,586,192 
Gasoline and turbo fuel  -   9,690,113   -   (1,737,261)  7,952,852 
Transport service  37,279   36,321   11,089,012   (7,631,208)  3,531,404 
Natural gas  2,535,658   -   -   (649,812)  1,885,846 
Plastic and rubber  -   822,367   -   -   822,367 
Crude  20,142,527   -   -   (19,592,048)  550,479 
LPG and propane  245,875   329,569   -   (805)  574,639 
Fuel oil  20,391   489,091   -   -   509,482 
Asphats  26,406   309,020   -   -   335,426 
Aromatics  -   282,545   -   -   282,545 
Polyethylene  -   270,887   -   -   270,887 
Services  103,522   190,612   265,059   (319,783)  239,410 
Other income gas contracts  156,031   -   -   -   156,031 
Other products  11,484   604,530   -   (126,507)  489,507 
   23,279,898   24,687,531   11,354,071   (30,134,433)  29,187,067 
Recognition of price differential  -   3,835,533   -   -   3,835,533 
   23,279,898   28,523,064   11,354,071   (30,134,433)  33,022,600 
 Foreign sales                    
Crude  26,898,737   -   -   -   26,898,737 
Diesel  -   3,050,839   -   -   3,050,839 
Fuel oil  -   2,053,594   -   -   2,053,594 
Gasoline and turbo fuels  -   1,782,194   -   -   1,782,194 
Plastic and rubber  -   1,268,582   -   -   1,268,582 
Natural gas  27,899   -   -   -   27,899 
LPG and propane  20,212   -   -   -   20,212 
Cash flow hedge for future exports – Reclassification to profit or loss  128,404   -   -   -   128,404 
Other products  17,614   333,101   96   -   350,811 
   27,092,866   8,488,310   96   -   35,581,272 
   50,372,764   37,011,374   11,354,167   (30,134,433)  68,603,872 

 


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  For the year ended on December 31, 2017 
  Exploration and
Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Eliminations  Total 
Local sales                    
Mid–distillates  1,334   9,588,992   -   -   9,590,326 
Gasoline and turbo fuel  -   8,052,289   -   (1,062,102)  6,990,187 
Transport service  41,157   41,998   10,277,921   (6,771,523)  3,589,553 
Natural gas  2,540,233   4   -   (724,483)  1,815,754 
Plastic and rubber  -   833,982   -   -   833,982 
Crude  11,668,529   -   -   (10,758,658)  909,871 
LPG and propane  199,796   309,823   -   -   509,619 
Fuel oil  14,758   339,300   -   -   354,058 
Asphats  34,834   240,969   -   -   275,803 
Aromatics  -   217,418   -   -   217,418 
Polyethylene  -   167,348   -   -   167,348 
Services  140,227   179,912   319,776   (356,116)  283,799 
Other income gas contracts  188,195   -   -   -   188,195 
Other products  11,107   379,023   -   (109,904)  280,226 
   14,840,170   20,351,058   10,597,697   (19,782,786)  26,006,139 
Recognition of price differential  -   2,229,953   -   -   2,229,953 
   14,840,170   22,581,011   10,597,697   (19,782,786)  28,236,092 
Foreign sales                    
Crude  21,426,666   52,397   -   -   21,479,063 
Diesel  -   1,213,740   -   -   1,213,740 
Fuel oil  -   1,982,408   -   -   1,982,408 
Gasoline and turbo fuels  -   1,223,994   -   -   1,223,994 
Plastic and rubber  -   1,169,101   -   -   1,169,101 
Natural gas  32,303   -   -   -   32,303 
LPG and propane  15,631   -   -   -   15,631 
Cash flow hedge for future exports – Reclassification to profit or loss  160,772   -   -   -   160,772 
Other products  19,392   421,365   367   -   441,124 
   21,654,764   6,063,005   367   -   27,718,136 
   36,494,934   28,644,016   10,598,064   (19,782,786)  55,954,228 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  For the year ended on December 31, 2016 
  Exploration and
Production
  Refining and
Petrochemicals
  Transport
and Logistics
  Eliminations  Total 
 Local sales                    
Mid–distillates  -   8,553,503   -   -   8,553,503 
 Gasoline and turbo fuel  -   6,465,939   -   (373,200)  6,092,739 
 Transport service  73,247   41,736   10,283,338   (6,580,330)  3,817,991 
 Natural gas  2,383,323   11,763   -   (406,750)  1,988,336 
 Plastic and rubber  -   724,708   -   -   724,708 
 Crude  5,284,554   -   -   (4,730,888)  553,666 
 LPG and propane  90,783   319,643   -   (4,557)  405,869 
 Fuel oil  1,382   146,866   -   -   148,248 
 Asphats  31,277   309,123   -   -   340,400 
 Aromatics  -   186,228   -   -   186,228 
 Polyethylene  20   203,939   -   -   203,959 
 Services  133,429   152,028   301,088   (361,252)  225,293 
 Other income gas contracts  271,337   -   -   -   271,337 
 Other products  20,165   313,603   63,537   (212,432)  184,873 
   8,289,517   17,429,079   10,647,963   (12,669,409)  23,697,150 
 Recognition of price differential  -   1,048,022   -   -   1,048,022 
   8,289,517   18,477,101   10,647,963   (12,669,409)  24,745,172 
 Foreign sales                    
 Crude  17,266,094   -   -   12,485   17,278,579 
 Diesel  -   1,604,498   -   -   1,604,498 
 Fuel oil  -   2,158,539   -   -   2,158,539 
 Gasoline and turbo fuels  -   1,046,758   -   -   1,046,758 
 Plastic and rubber  -   1,171,342   -   -   1,171,342 
 Natural gas  58,809   -   -   -   58,809 
 LPG and propane  6,343   2,225   -   -   8,568 
Cash flow hedge for future exports – Reclassification to profit or loss  33,074   -   -   -   33,074 
 Other products  2,567,372   363,252   813   (2,551,215)  380,222 
   19,931,692   6,346,614   813   (2,538,730)  23,740,389 
   28,221,209   24,823,715   10,648,776   (15,208,139)  48,485,561 

F-10231.3Capital expenditures by segments

The following are the investments amounts made by each segment for the years ended December 31, 2018, 2017 and 2016:

2018 Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Total 
Property, plant and equipment  

2,071,604

   

702,247

   529,078   3,302,929 
Natural and environmental resources  5,051,828   -   -   5,051,828 
Intangibles  56,755   20,203   28,711   105,669 
   

7,180,187

   

722,450

   557,789   8,460,426 

2017 Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Total 
Property, plant and equipment  927,282   606,749   829,252   2,363,283 
Natural and environmental resources  3,568,355         3,568,355 
Intangibles  154,155   4,941   16,772   175,868 
   4,649,792   611,690   846,024   6,107,506 

2016 Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Total 
Property, plant and equipment  1,208,464   1,099,850   1,338,615   3,646,929 
Natural and environmental resources  2,121,295         2,121,295 
Intangibles  53,774   10,274   5,205   69,253 
   3,383,533   1,110,124   1,343,820   5,837,477 

F-100

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

33.232.Sales by product

The sales by product for each segment are detailed below for the years ended December 31, 2017, 2016 and 2015:

  For the year ended on December 31, 2017 
  Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Eliminations  Total 
Local sales                    
Mid-distillates  1,334   9,588,992   -   -   9,590,326 
Gasoline  -   8,052,289   -   (1,062,102)  6,990,187 
Services  181,384   221,910   10,597,698   (7,127,640)  3,873,352 
Natural gas  2,540,233   4   -   (724,483)  1,815,754 
Crude oil  11,668,529   -   -   (10,758,658)  909,871 
Plastic and rubber  -   833,982   -   -   833,982 
LPG and propane  199,796   309,823   -   -   509,619 
Asphalts  34,834   240,969   -   -   275,803 
Other products  214,059   1,103,089   -   (109,903)  1,207,245 
   14,840,169   20,351,058   10,597,698   (19,782,786)  26,006,139 
Recognition of price differential  -   2,229,953   -   -   2,229,953 
   14,840,169   22,581,011   10,597,698   (19,782,786)  28,236,092 
Foreign sales                    
Crude oil  21,426,665   52,398   -   -   21,479,063 
Fuel oil  -   1,982,408   -   -   1,982,408 
Gasoline and turbo fuels  -   1,223,994   -   -   1,223,994 
Diesel  -   1,213,740   -   -   1,213,740 
Plastic and rubber  -   1,169,101   -   -   1,169,101 
Natural gas  32,303   -   -   -   32,303 
LPG and propane  15,631   -   -   -   15,631 
Cash flow hedge for future exports – Reclassification to profit or loss  160,772   -   -   -   160,772 
Other  19,393   421,364   367   -   441,124 
   21,654,764   6,063,005   367   -   27,718,136 
   36,494,933   28,644,016   10,598,065   (19,782,786)  55,954,228 
    
  For the year ended December 31, 2016 
  Exploration
and Production
  Refining and
Petrochemicals
  Transportation
and Logistics
  Eliminations  Total 
                
Local sales                    
Med-distillates  -   8,553,503   -   -   8,553,503 
Gasoline and turbo fuel  -   6,465,939   -   (373,200)  6,092,739 
Services  73,247   41,736   10,572,170   (6,643,869)  4,043,284 
Natural gas  2,383,323   11,763   -   (406,750)  1,988,336 
Plastic and rubber  -   724,708   -   -   724,708 
L.P.G. and propane  90,783   319,644   -   (4,558)  405,869 
Crude oil  5,284,554   -   -   (4,730,888)  553,666 
Asphalts  31,277   309,123   -   -   340,400 
Aromatics  -   186,228   -   -   186,228 
Oil fuel  1,382   146,866   -   -   148,248 
Other products  424,952   669,568   75,793   (510,144)  660,169 
   8,289,518   17,429,078   10,647,963   (12,669,409)  23,697,150 
Recognition of price differential  -   1,048,022   -   -   1,048,022 
   8,289,518   18,477,100   10,647,963   (12,669,409)  24,745,172 
                     
Foreign sales                    
Crude  19,516,197   -   -   (2,237,618)  17,278,579 
Oil fuel  -   2,158,539   -   -   2,158,539 
Med-distillates  -   1,594,945   -   -   1,594,945 
Plastic and rubber  -   1,171,342   -   -   1,171,342 
Gasoline and turbo fuel  -   1,046,758   -   -   1,046,758 
Natural gas  350,685   -   -   (291,875)  58,810 
L.P.G. and propane  6,342   2,225   -   -   8,567 
Cash flow hedging – Reclassification to profit or loss  33,074   -   -   -   33,074 
Other products  25,395   363,250   814   316   389,775 
   19,931,693   6,337,059   814   (2,529,177)  23,740,389 
Total sales revenue  28,221,211   24,814,159   10,648,777   (15,198,586)  48,485,561 

F-103

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

  For the year ended December 31, 2015 
  Exploration and
Production
  Refining and
Petrochemicals
  Transportation
and Logistics
  Eliminations  Total 
Local sales                    
Med-distillates  25,782   10,206,599   -   (17,157)  10,215,224 
Gasoline  -   6,464,661   -   (336,453)  6,128,208 
Services  118,812   198,369   10,822,078   (6,703,985)  4,435,274 
Natural gas  2,198,284   -   -   (352,939)  1,845,345 
Crude oil  5,847,368   -   -   (5,356,089)  491,279 
Diesel and asphalts  49,583   411,605   -   -   461,188 
Plastic and rubber  -   724,392   -   -   724,392 
L.P.G. and propane  154,201   190,346   -   (9,053)  335,494 
Other products  262,906   1,070,725   22,472   (367,757)  988,346 
   8,656,936   19,266,697   10,844,550   (13,143,433)  25,624,750 
Recognition of price  differential  -   441,871   -   -   441,871 
   8,656,936   19,708,568   10,844,550   (13,143,433)  26,066,621 
Foreign sales                    
Crude  21,495,762   -   -   (314,497)  21,181,265 
Fuel oil  -   2,166,469   -   -   2,166,469 
Trading of crude  1,309,196               1,309,196 
Natural gas  233,500   -   -   (50,550)  182,950 
Gasoline and turbo fuel  27,756   65,369   -   -   93,125 
Diesel  -   81,982   -   -   81,982 
Plastic and rubber  -   1,096,730   -   -   1,096,730 
Cash flow hedging – Reclassification to profit or loss  7,646   -   -   -   7,646 
Other products and services  1,815   126,558   -   32,914   161,287 
   23,075,675   3,537,108   -   (332,133)  26,280,650 
Total revenue  31,732,611   23,245,676   10,844,550   (13,475,566)  52,347,271 

33.3Capital expenditures by segments

The following are the investments amounts made by each segment for the years ended December 31, 2017, 2016 and 2015:

2017 Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Total 
Property, plant and equipment  927,282   606,749   829,252   2,363,283 
Natural and environmental resources  3,568,355   -   -   3,568,355 
Intangibles  154,155   4,941   16,772   175,868 
   4,649,792   611,690   846,024   6,107,506 
                 
2016 Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Total 
Property, plant and equipment  1,208,464   1,099,850   1,338,615   3,646,929 
Natural and environmental resources  2,121,295   -   -   2,121,295 
Intangibles  53,774   10,274   5,205   69,253 
   3,383,533   1,110,124   1,343,820   5,837,477 
                 
2015 Exploration
and Production
  Refining and
Petrochemicals
  Transport and
Logistics
  Total 
Property, plant and equipment  2,460,975   3,590,279   2,497,679   8,548,933 
Natural and environmental resources  6,856,761   -   -   6,856,761 
Intangibles  69,126   18,494   24,635   112,255 
   9,386,862   3,608,773   2,522,314   15,517,949 

F-104

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

34.Contractual obligations

The Group has several commitments and contractual obligations that may require future disbursement of funds. The main commitments are related to a) payments of loans and borrowings, which are disclosed in Note 30.5, b) payment of benefits post-employment, the amounts of which in the next 5 years are disclosed in Note 22.4 c) future payment commitments in service contracts, operational leasing, gas and energy supplies, purchase of assets and others, and d) commitments of exploration activities and others with the National Hydrocarbons Agency in current contracts.

The details of the commitments and contractual obligations can be found in section 4.8 Financial Review - Financial Indebtedness and Other Contractual Obligations.

35.Subsequent events

 

-On April 13, 2018, Ecopetrol redeemed all of its outstanding 4.250% notes due September 18, 2018 in an aggregate principal amount of US$350 million. The notes were issued in September 2013.

No events subsequent to the date of approval of these Consolidated Financial Statements have been presented.

 

-33.On March 14, 2018, Ecopetrol formed the subsidiary Ecopetrol Energía SAS E.S.P., domiciled in Colombia, whose corporate purpose is the commercialization of electric energy for the Ecopetrol Business Group. Ecopetrol has a direct participation of 99% in the capitalization of the new subsidiary,Supplemental information on oil and indirect participation in the remaining 1% interest through Andean Chemicals Ltd.gas producing activities (unaudited)

-On March 2, 2018, a seepage of water and traces of crude oil occurred near the Lisama 158 well, located in the village of La Fortuna, in the Middle Magdalena Valley of Colombia. Ecopetrol activated its contingency plan to contain the spill. It is estimated that 550 barrels of crude, mixed with mud and rainwater, seeped into the streams of La Lisama and Caño Muerto. As of March 30, 2018, the Lisama 158 well was sealed and stopped flowing. Ecopetrol has ordered an investigation to determine the cause of the seepage. As of the date of this annual report, the National Environmental Licenses Agency (ANLA) has opened an investigation into the incident and the Prosecutor’s Office and other control entities may also open investigations. Besides the notice of seven constitutional actions for protection of fundamental rights. Ecopetrol is not aware of any other third party claims in connection with this incident, it cannot offer any assurance as to whether or not there will be third party actions in the future.

-As part of the investigations carried out by various control entities of the modernization and expansion project of Reficar the following developments in the investigations and proceedings have occurred:

Office of the Comptroller General (Contraloría General de la República): On February 2, 2018, the Legal Accounts Commission of the National House of Representatives of the Republic of Colombia informed Reficar that the House of Representatives decided, through Resolution No. 2713, that it would not close the General Budget, Treasury Account or the National Balance Sheet for the 2016 fiscal year, since the 2016 Financial Statements of several state entities, among them Reficar, had received a negative opinion from the Office of the Comptroller General. Pursuant to Resolution No. 2713, Colombian control entities have been ordered to initiate disciplinary, fiscal and/or penal investigations.

Ecopetrol is not in a position to forecast the results of these investigations; nor is it possible to evaluate the probability of any consequence that may impact the financial statements, such as additional provisions, fines or ignorance of tax deductions that affect the amounts of deferred tax assets.

F-105

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

Supplemental information on oil and gas producing activities (unaudited)

 

The information in this note is referred to as “unaudited” as a means of clarifying that it is not covered by the audit opinion of the independent registered public accounting firm that has audited and reported on the “Consolidated Financial Statements”.Statements.”

 

In accordance with the requirements of the United States Securities and Exchange Commission (SEC), Rule 4-10(a)4–10(a) of Regulation S-X,S–X, Release 33-8879,33–8879, Accounting Standards Codification 932 and the ASU- 2010-03ASU– 2010–03 “Oil and Gas reserve Estimation and Disclosures” rule, this section provides supplemental information on oil and gas exploration and producing activities of the Ecopetrol Business Group. The information included in sections a)(a) to c)(c) provides historical cost information pertaining to costs incurred in exploration, property acquisitions and development, capitalized costs and results of operations. The information included in sections d)(d) and e)(e) presents information on Ecopetrol’s estimated net proved reserve quantities, standardized measure of estimated discounted future net cash flows related to proved reserves and changes in estimated discounted future net cash flows.

 

The following information corresponds to Ecopetrol’s oil and gas producing activities as of December 31 2018, 2017 2016 and 2015,2016, and includes information related to the Ecopetrol Business Group’s consolidated subsidiaries, as well as its investments the joint ventures Equion Energía Limited and Offshore International Group. The oil and gas exploration and production activities of these two joint ventures are immaterial, as such the corresponding information has not been disclosed separately.

 

Under the SEC final rule optional disclosure of possible and probable reserves is allowed but, the Ecopetrol Business Group opted not to do so. Ecopetrol estimated its reserves without considering non-traditionalnon–traditional resources.

 

(a)33.1Capitalized costs relating to oil and gas exploration and production activities

 

 2017  2016  2015  2018  2017  2016 
Natural and environmental properties  48,129,595   47,097,475   45,789,713   53,752,436   48,129,595   47,097,475 
Wells, equipment and facilities - property, plant and equipment  30,405,565   29,931,039   21,822,897 
Wells, equipment and facilities – property, plant and equipment  29,416,081   30,405,565   29,931,039 
Exploration and production projects  6,632,812   6,855,832   9,145,198   8,463,584   6,632,812   6,855,832 
Accumulated depreciation, depletion and amortization  (51,791,897)  (49,714,944)  (39,743,147)  (55,689,222)  (51,791,897)  (49,714,944)
Net capitalized cost  33,376,075   34,169,402   37,014,661   35,942,879   33,376,075   34,169,402 

 

It includes information of the Exploration and Production segment subsidiaries.subsidiaries and joint ventures.

 

In accordance with IAS 37, costs capitalized to natural and environmental properties include provisions for asset retirement obligations of COP$1,076,116, COP$598,125 and COP$766,909 during 2018, 2017 and COP$580,575 during 2017, 2016, and 2015, respectively.

 

(b)33.2Costs incurred in oil and gas exploration and developed activities

 

Costs incurred are summarized below and include both amounts expensed and capitalized in the corresponding period.

 

 2017  2016  2015  2018  2017  2016 
Acquisition of proved properties (1)  591,875   -   -      591,875    
Acquisition of unproved properties (2)  164,180   -   357,772   81,295   164,180    
Exploration costs  1,095,588   852,097   1,012,264   1,197,946   1,095,588   852,097 
Development costs  3,599,385   2,190,426   8,018,131   6,346,276   3,599,385   2,190,426 
  5,451,028   3,042,523   9,388,167   7,625,517   5,451,028   3,042,523 

 

(1)On December 11, 2017, Ecopetrol América Inc. acquired the 11.6% interest in the K2 oil field in the Gulf of Mexico from MCX; increasing its share from 9.2% to 20.8%.

 

(2)CorrespondsOn September 2018, Ecopetrol Oleo e Gas do Brasil acquired the 20% interest in the Pau Brasil oil field in the Basin of Santos. As of December 2017, the investments were mainly to investments made by Ecopetrol América IncInc. in offshore exploration projects of the Warrior and Rydberg wells. For 2015, relates to drilling for the Leon 2 exploratory project, operated by Repsol as well as acquisition of the lease sales 235 and 246 (unproven lands).

 

F-106

F-101

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

(c)33.3Results of operations for oil and gas exploration and production activities

 

The Ecopetrol Business Group’s results of operations from oil and gas exploration and production activities for the years ended December 31, 2018, 2017 2016 and 20152016 are as follows:

 

 2017  2016  2015  2018  2017  2016 
Net revenues                        
Sales  29,823,565   21,322,662   26,039,708   39,633,866   29,823,565   21,322,662 
Transfers  7,518,216   7,734,195   5,692,902   11,794,014   7,518,216   7,734,195 
  37,341,781   29,056,857   31,732,610   51,427,880   37,341,781   29,056,857 
Production costs (1)  6,535,794   5,785,950   6,006,563   8,337,413   6,535,794   5,785,950 
Depreciation, depletion and amortization (2)  6,349,382   5,927,466   6,234,190   5,591,774   6,349,382   5,927,466 
Other production costs (3)  14,066,593   12,370,540   14,457,836   18,918,275   14,066,593   12,370,540 
Exploration expenses (4)  1,342,952   730,393   1,586,940   1,387,463   1,342,952   730,393 
Other expenses (5)  882,743   1,684,590   6,364,414   1,036,983   882,743   1,684,590 
  29,177,464   26,498,939   34,649,943   35,271,908   29,177,464   26,498,939 
Income before income tax expense  8,164,317   2,557,918   (2,917,333)  16,155,972   8,164,317   2,557,918 
Income tax expense  (3,678,955)  (1,367,357)  (371,376)  (6,303,251)  (3,678,955)  (1,367,357)
Results of operations for exploration and production activities  4,485,362   1,190,561   (3,288,709)  9,852,721   4,485,362   1,190,561 

 

(1)Production costs are lifting costs incurred to operate and maintain productive wells and related equipment and facilities including costs such as operating labor, materials, supplies, and fuel consumed in operations and the costs of operating natural gas liquids plants. In addition, they include expenses related to the asset retirement obligations that were recognized during 2018, 2017 2016 and 20152016 of COP$187,340, COP$380,810 COP$305,653 and COP$206,570,305,653, respectively.

 

(2)In accordance with IAS 37 the expense related to asset retirement obligations that were recognized during 2018, 2017 2016 and 20152016 in depreciation, depletion and amortization, were COP$180,193, COP$179,601 COP$188,370 and COP$294,849,188,370, respectively.

 

(3)Corresponds to transportation costs and naphtha that are not part of the Ecopetrol Business Group’s lifting cost.

 

(4)Exploration expenses include the costs of geological and geophysical activities, as well as the non-productivenon–productive exploratory wells.

 

(5)Corresponds to administration and marketing expenses.

 

During 2018, 2017 and 2016, and 2015, the Ecopetrol Business Group transferred approximately 20.1%22.9%, 17.7%20.1% and 17.9%17.7%, respectively, of its crude oil and gas production; (percentages based on the value sales in Colombian pesos) to intercompany business units. Those transfers were 48.4%51.8%, 46.1%48.4% and 37.4%46.1%, respectively, of crude oil and gas production volume (including Reficar).

 

The intercompany transfers were realized at market prices.

 

F-107

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

(d)33.4Reserve information

 

The Ecopetrol Business Group follows international standards for estimating, classifying and reporting reserves framed under SEC definitions. The process is led byCorporate Reserve Management of Ecopetrol, Upstream Management and the Reserves Department which submitsVice-Presidency of Development and Production, present the reportreserves balance to the Board of Directors for approval.

 

The reserves were auditedestimated at a level of 99% by 2 specialized auditing companies:firms: DeGolyer and MacNaughton and Ryder Scott Group.Company, Gaffney Cline & Associates and Sproule International Limited. According to these certifications the reserves report complies with the content and guidelines set forth in Rule 4-104–10 of Regulation S-XS–X issued by the United States SEC.

 

The following information relates to the net proven reserves owned by the Ecopetrol Business Group in 2018, 2017 2016 and 2015,2016, and corresponds to the official reserves statements prepared by the Ecopetrol Business Group:


Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

 2017  2016  2015  2018  2017  2016 
 Oil Gas Total Oil Gas Total Oil Gas Total  Oil Gas Total Oil Gas Total Oil Gas Total 
 (Mbls) (Gpc) (Mbe) (Mbls) (Gpc) (Mbe) (Mbls) (Gpc) (Mbe)  (Mbls)  (Gpc)  (Mbe)  (Mbls)  (Gpc)  (Mbe)  (Mbls)  (Gpc)  (Mbe) 
Proved reserves:                                                                        
Opening balance  1,033   3,218   1,598   1,239   3,479   1,849   1,465   3,529   2,084   1,088   3,254   1,659   1,033   3,218   1,598   1,239   3,479   1,849 
Revisions of previous estimates (1)  124   294   175   (50)  (23)  (54)  (64)  225   (25)  121   (4)  121   124   294   175   (50)  (23)  (54)
Improved recovery  72   4   73   11   1   11   16   3   17   128   4   129   72   4   73   11   1   11 
Purchases  3   2   4   -   -   -   -   -   -   -   -   -   3   2   4          
Extensions and discoveries  44   -   43   22   25   27   24   -   24   54   18   57   44      43   22   25   27 
Production  (188)  (264)  (234)  (189)  (264)  (235)  (202)  (278)  (251)  (191)  (270)  (239)  (188)  (264)  (234)  (189)  (264)  (235)
Closing balance  1,088   3,254   1,659   1,033   3,218   1,598   1,239   3,479   1,849   1,200   3,002   1,727   1,088   3,254   1,659   1,033   3,218   1,598 
Proved developed reserves:                                                                        
Opening balance  779   3,131   1,329   913   3,176   1,470   1,042   3,284   1,618   818   3,158   1,372   779   3,131   1,329   913   3,176   1,470 
Closing balance  818   3,158   1,372   779   3,131   1,329   913   3,176   1,470   883   2,882   1,389   818   3,158   1,372   779   3,131   1,329 
Proved undeveloped reserves:                                                                        
Opening balance  254   87   269   326   303   379   423   245   466   270   96   287   254   87   269   326   303   379 
Closing balance  270   96   287   254   87   269   326   303   379   317   119   338   270   96   287   254   87   269 

 

(1)Represents changes in previous proved reserves, upward or downward, resulting from new information (except for an increase in proved area), usually obtained from development drilling and production history or result from changes in economic factors.

 

For additional information about the changes in Proved Reserves and the process for estimating reserves, see section 3.4.3 - Business Overview - Exploration and Production - Reserves.

F-108

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

(e)33.5Standardized measure of discounted future net cash flows relating to proved oil and gas quantities and changes therein

 

The standardized measure of discounted future net cash flows related to the above proved crude oil and natural gas reserves is calculated in accordance with the requirements of ASU 2010-03.2010–03. Estimated future cash inflows from production under SEC requirements are computed by applying unweighted arithmetic average of the first-day-of-the-monthfirst–day–of–the–month for oil and gas price to year-endyear–end quantities of estimated net proved reserves, with cost factors based on those at the end of each year, currently enacted tax rates and a 10% annual discount factor. In our view, the information so calculated does not provide a reliable measure of future cash flows from proved reserves, nor does it permit a realistic comparison to be made of one entity with another because the assumptions used cannot reflect the varying circumstances within each entity. In addition, a substantial but unknown proportion of future real cash flows from oil and gas production activities is expected to derive from reserves which have already been discovered, but which cannot yet be regarded as proved.

 

 2017  2016  2015  2018  2017  2016 
Future cash inflows  182,114,282   140,458,230   176,865,586   275,046,421   182,114,282   140,458,230 
Future costs                        
Production  (70,159,534)  (60,705,779)  (76,363,169)  (90,176,326)  (70,159,534)  (60,705,779)
Development  (14,860,992)  (12,005,835)  (16,498,118)  (21,945,453)  (14,860,992)  (12,005,835)
Income taxes  (23,660,328)  (15,400,000)  (30,052,830)  (41,102,015)  (23,660,328)  (15,400,000)
Future net cash flow  73,433,428   52,346,616   53,951,469   121,822,627   73,433,428   52,346,616 
10% discount factor  (22,216,583)  (18,221,004)  (19,117,422)  (35,518,187)  (22,216,583)  (18,221,004)
Standardized measure of discounted net cash flows  51,216,845   34,125,612   34,834,047   86,304,440   51,216,845   34,125,612 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

The following are the principal sources of change in the standardized measure of discounted net cash flows in 2018, 2017 2016 and 2015:2016:

 

 2017  2016  2015 
        2018  2017  2016 
Net change in sales and transfer prices and in production cost (lifting) related to future production  26,918,170   3,603,876   (50,472,025)  79,632,263   26,918,170   3,603,876 
Changes in estimated future development costs  (1,978,913)  (4,767,340)  592,529   (13,141,340)  (1,978,913)  (4,767,340)
Sales and transfer of oil and gas produced, net of production costs  (30,805,987)  (23,270,907)  (25,726,047)  (43,090,467)  (30,805,987)  (23,270,907)
Net change due to extension discoveries  284,374   154,352   (93,190)
Net change due to extensions, discoveries and improved recovery (1)  8,496,249  3,226,852   326,854 
Net change due to purchase and sales of minerals in place  211,777   (83,450)  -   -   211,777   (83,450)
Net change due to revisions in quantity estimates  9,090,882   (2,570,103)  (985,217)  10,163,131   9,090,882   (2,570,103)
Previously estimated development costs incurred during the period  3,482,570   5,042,697   10,769,369   12,505,421   3,482,570   5,042,697 
Accretion of discount  4,416,512   5,423,781   11,321,221   6,771,897   4,416,512   5,423,781 
Timing and other  11,934,458   6,394,404   (4,381,037)
Timing and other (1)  

(13,633,228

)  

8,991,981

   

6,221,902

 
Net change in income taxes  (6,462,611)  9,364,255   18,775,304   (12,616,331)  (6,462,611)  9,364,255 
Aggregate change in the standardized measure of discounted future net cash flows for the year  17,091,232   (708,435)  (40,199,093)  35,087,595   17,091,233   (708,435)

 

(1)For comparative purposes, figures as of December 2017 and 2016 were reclassified.

F-109

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Exhibit 1.1 – Consolidated subsidiaries, associates and joint ventures

 

Consolidated subsidiary companies (1/2)

 

Group Functional
currency
 Ownership
interest
Ecopetrol
  Activity Country/Domicile Geographic
area of
operations
 Equity, net  Profit
(loss) of the
year
  Total
assets
  Total
liabilities
 
Ecopetrol Global Energy SLU U.S. Dollar  100% Investment vehicle Spain Spain  3,056,580   102,120   3,056,719   139 
Ecopetrol Oleo é Gas do Brasil Ltda. Real  100% Exploration and exploitation of hydrocarbons Brazil Brazil  36,385   (54,591)  50,933   14,548 
Ecopetrol del Perú S.A. U.S. Dollar  100% Exploration and exploitation of hydrocarbons Peru Peru  48,969   (2,271)  51,792   2,823 
Ecopetrol America Inc. U.S. Dollar  100% Exploration and exploitation of hydrocarbons United States United States  2,964,718   163,529   3,368,997   404,279 
Black Gold Re Ltd. U.S. Dollar  100% Reinsurer of Ecopetrol and its subordinates Bermuda Bermuda  607,199   28,135   729,125   121,926 
Ecopetrol Germany Gmbh U.S. Dollar  100% Exploration and exploitation of hydrocarbons Germany Angola  2,345   (118)  2,773   428 
Hocol Petroleum Limited U.S. Dollar  100% Investment vehicle Bermuda Bermuda  2,223,406   (135,261)  2,223,464   58 
Hocol S.A. U.S. Dollar  100% Exploration, exploitation and production of hydrocarbons Cayman Islands Colombia  1,529,052   (60,103)  2,747,950   1,218,898 
Andean Chemicals Ltd. U.S. Dollar  100% Investment vehicle Bermuda Bermuda  5,168,133   (526,869)  5,169,911   1,778 
Refinería de Cartagena S.A * U.S. Dollar  100% Refining, commercialization and distribution of hydrocarbons Colombia Colombia  17,008,913   39,195   25,805,231   8,796,318 
Propileno del Caribe Propilco S.A. U.S. Dollar  100% Production and commercialization of polypropylene resin Colombia Colombia  1,414,530   225,175   1,927,883   513,353 
COMAI - Compounding and Masterbatching Industry Colombian Peso  100% Manufacture of polypropylene compounds and masterbatches Colombia Colombia  141,580   114,241   202,879   61,299 

* Information taken from the audited financial statements.

Company Functional
currency
 Ownership
interest
Ecopetrol
  Activity Country/
Domicile
 Geographic
area of
operations
 Equity  Profit
(loss) of
the year
  Total
assets
  Total
liabilities
 
Refinería de Cartagena S.A.S. U.S. dollar 100 Refining of hydrocarbons, commercialization and distribution of products Colombia Colombia  17,075,400   (1,479,448)  26,251,879   9,176,479 
Cenit Transporte y Logística S.A.S. Colombian peso 100% Storage and transport by pipelines of hydrocarbons Colombia Colombia  14,566,611   3,566,742   16,343,576   1,776,965 
Oleoducto Central S. A. - Ocensa U.S. dollar 72.65% Transportation by crude oil pipelines Colombia Colombia  3,431,369   1,976,554   6,550,710   3,119,341 
Ecopetrol Global Energy S.L.U U.S. dollar 100% Investment vehicle Spain Spain  2,777,401   (757,450)  2,777,806   405 
Hocol Petroleum Limited - HPL U.S. dollar 100% Investment vehicle Bermuda Bermuda  2,602,760   210,443   2,602,852   92 
Ecopetrol América Inc. U.S. dollar 100% Exploration and exploitation of hydrocarbons United States United States  2,571,983   (603,957)  3,015,656   443,673 
Hocol S.A. U.S. dollar 100% Exploration, exploitation and production of hydrocarbons Cayman Islands Colombia  1,843,876   208,026   2,709,974   866,098 
Propilco S.A. U.S. dollar 100% Production and commercialization of polypropylene resin Colombia Colombia  1,515,393   165,670   2,024,401   509,008 
Ecopetrol Capital AG U.S. dollar 100% Collection of surpluses from, and providing funds to, companies of the Ecopetrol Business Group. Switzerland Switzerland  1,493,572   129,343   6,544,222   5,050,650 
Andean Chemicals Ltd. U.S. dollar 100% Investment vehicle Bermuda Bermuda  1,183,536   (376,664)  1,184,667   1,131 
Oleoducto Bicentenario de Colombia S.A.S. Colombian peso 55.97% Transportation by crude oil pipelines Colombia Colombia  1,243,689   495,107   3,464,898   2,221,209 
Oleoducto de los Llanos Orientales S. A. - ODL Colombian peso 65% Transportation by crude oil pipelines Panama Colombia  1,083,479   416,347   1,887,076   803,597 

 

F-110

F-105

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Consolidated subsidiaries (2/2)

 

Group Functional
currency
 Ownership
interest
Ecopetrol
  Activity Country/Domicile Geographic
area of
operations
 Equity, net  Profit (loss)
of the year
  Total
assets
  Total
liabilities
 
Bioenergy S.A. Colombian Peso  99,04% Production of biofuels Colombia Colombia  335,858   (237,846)  433,582   97,724 
Bioenergy Zona Franca SAS Colombian Peso  99,04% Production of biofuels Colombia Colombia  246,866   (197,949)  702,627   455,761 
Amandine Holdings Corp. Colombian Peso  99,04% On sale Panama Panama  6,657   -   6,657   - 
The Arces Group Corp. Colombian Peso  99,04% On sale Panama Panama  5,100   -   5,100   - 
Cenit SAS Colombian Peso  100% Storage and transportation by hydrocarbon pipelines Colombia Colombia  13,801,943   3,014,820   15,243,690   1,441,747 
Oleoducto Central SA - Ocensa U.S. Dollar  72,65% Transportation by crude oil pipelines Colombia Colombia  3,014,831   1,667,219   6,205,436   3,190,605 
Oleoducto de los Llanos Colombian Peso  65% Transportation by crude oil pipelines Panama Colombia  1,106,571   321,792   1,919,509   812,938 
Oleoducto de Colombia SA - ODC Colombian Peso  73% Transportation by crude oil pipelines Colombia Colombia  351,308   202,432   555,250   203,942 
Bicentenario de Colombia SAS Colombian Peso  55,97% Transportation activity by crude oil pipelines Colombia Colombia  1,069,490   385,500   3,205,369   2,135,879 
Ecopetrol Capital AG U.S. Dollar  100% Financing, liquidation of financing of group companies or any type of company Switzerland Switzerland  1,240,473   145,970   5,806,746   4,566,273 
Ecopetrol Global Capital SLU Euro  100% Investment vehicle Spain Spain  20   (51)  39   19 
Esenttia Resinas del Perú U.S. Dollar  100% Marketing polypropylene resins and masterbatches Peru Peru  3,866   (84)  15,981   12,115 
Ecopetrol Costa Afuera SAS Colombian Peso  100% Offshore Caribbean exploration Colombia Colombia  15,671   (69,242)  139,192   123,521 
ECP Hidrocarburos de México SA de CV U.S. Dollar  100% Offshore Caribbean exploration Mexico Mexico  4,100   (3,653)  5,851   1,751 
Company Functional
currency
 Ownership
interest
Ecopetrol
  Activity Country/
Domicile
 Geographic
area of
operations
 Equity  Profit
(loss) of
the year
  Total
assets
  Total
liabilities
 
Black Gold Re Ltd. U.S. dollar 100% Reinsurer for companies of the Ecopetrol Business Group Bermuda Bermuda  691,710   28,303   905,207   213,497 
Oleoducto de Colombia S.A. – ODC Colombian peso 73% Transportation by crude oil pipelines Colombia Colombia  382,937   265,460   593,387   210,450 
Bioenergy S.A. Colombian peso 99.35% Production of biofuels Colombia Colombia  170,227   (308,331)  249,155   78,928 
COMAI - Compounding and Masterbatching Industry Colombian peso 100% Manufacture of polypropylene compounds and masterbatches Colombia Colombia  149,876   122,537   202,175   52,299 
Ecopetrol Oleo é Gas do Brasil Ltda. Brazilian real 100% Exploration and exploitation of hydrocarbons Brazil Brazil  125,745   (70,052)  140,372   14,627 
Bioenergy Zona Franca S.AS. Colombian peso 99.35% Production of biofuels Colombia Colombia  100,297   (202,061)  530,651   430,354 
Ecopetrol del Perú S.A. U.S. dollar 100% Exploration and exploitation of hydrocarbons Peru Peru  51,888   (1,353)  55,715   3,827 
ECP Hidrocarburos de México S.A. de CV U.S. dollar 100% Offshore exploration Mexico Mexico  25,836   (80,845)  42,907   17,071 
Ecopetrol Costa Afuera S.A.S. Colombian peso 100% Offshore exploration Colombia Colombia  12,505   (4,427)  31,520   19,015 
Esenttia Resinas del Perú SAC U.S. dollar 100% Commercialization polypropylene resins and masterbatches Peru Peru  4,694   404   26,517   21,823 
Ecopetrol Energía S.A.S E.S.P. Colombian peso 100% Energy supply service Colombia Colombia  3,414   414   45,953   42,539 
Ecopetrol Germany Gmbh (***) U.S. dollar 100% Exploration and exploitation of hydrocarbons Germany Angola  2,277   (254)  2,632   355 

 

*** Company in liquidation process.

F-111

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Associated companies and joint ventures

 

Group Functional
currency
 Ownership
interest
Ecopetrol
  Activity Country/Domicile Geographic
area of
operations
 Equity,
net
  Profit
(loss) of
the year
  Total
assets
  Total
liabilities
 
Associates                            
Invercolsa SA (*) Colombian Peso  43% Holding with investments in transport and distribution of natural gas and LPG Colombia Colombia  516,640   84,628   560,368   43,728 
Serviport SA (*) Colombian Peso  49% Services for the support of loading and unloading of oil ships, supply of equipment, technical inspections and load measurements Colombia Colombia  20,212   2,031   70,966   50,754 
Sociedad Portuaria Olefinas y Derivados S.A. (*) Colombian Peso  50% Construction, use, maintenance and administration of port facilities, ports, private docks. Colombia Colombia  2,847   178   3,189   342 
Joint Ventures                            
Equion Energy Limited U.S. Dollar  51% Exploration, exploitation and production of hydrocarbons United Kingdom Colombia  1,336,811   253,709   1,865,776   528,965 
Ecodiesel Colombia SA (*) Colombian Peso  50% Production, marketing and distribution of biofuels and oleo chemicals Colombia Colombia  76,766   13,236   128,420   51,654 
Offshore International Group (*) U.S. Dollar  50% Exploration, development, production and processing of hydrocarbons United States Peru  1,007,754   (178,280)  1,858,013   850,259 

Company Functional
currency
 Ownership
interest
Ecopetrol
  Activity Country/
Domicile
 Geographic
area of
operations
 Equity  Profit
(loss) of
the year
  Total
assets
  Total
liabilities
 
Associates                           
Invercolsa S.A. (1) Colombian peso 43% Holding with investments in transportation and distribution companies of natural gas and LPG in Colombia Colombia Colombia  510,116   240,949   560,536   50,420 
Serviport S.A. (2) Colombian peso 49% Services for the support of loading and unloading of oil ships, supply of equipment, technical inspections and load measurements Colombia Colombia  22,882   2,862   67,222   44,340 
Sociedad Portuaria Olefinas y Derivados S.A. (1) Colombian peso 50% Construction, use, maintenance and administration of port facilities, ports, private docks Colombia Colombia  3,173   308   6,145   2,972 
                            
Joint ventures                           
Equion Energía Limited U.S. dollar 51% Exploration, exploitation and production of hydrocarbons United Kingdom Colombia  1,939,686   421,511   2,567,950   628,264 
Offshore International Group U.S. dollar 50% Exploration, exploitation and production of hydrocarbons United States Peru  771,492   (322,969)  1,878,508   1,107,016 
Ecodiesel Colombia S.A. Colombian peso 50% Production, commercialization and distribution of biofuels and oleochemicals Colombia Colombia  82,608   12,846   119,991   37,383 

 

(1)Information available as of November 30, 2018.

(*) Information available as of November 30, 2017

(2)Information available as of September 30, 2018.

 

F-112

F-107

 

 

Ecopetrol S.A.

Notes to the consolidated financial statements

(Figures expressed in millions of Colombian pesos, unless otherwise stated)

 

Exhibit 2 - Conditions of the most significant loans

  

Class of
credit
 Group Initial Date Expiry Date Currency Original/nominal
value in original
currency
  Outstanding
balance
Dec 31, 2017
  Outstanding
balance
Dec 31, 2016
  Type of
interest
 Amortization
of the
principal
 Payment of
interest
    Dec-10 Dec-20 COP  479,900   479,900   479,900  Floating Bullet Half-yearly
    Dec-10 Dec-40 COP  284,300   284,300   284,300  Floating Bullet Half-yearly
Banks,   Aug-13 Aug-18 COP  120,950   120,950   120,950  Floating Bullet Half-yearly
domestic Ecopetrol S.A. Aug-13 Aug-23 COP  168,600   168,600   168,600  Floating Bullet Half-yearly
currency   Aug-13 Aug-28 COP  347,500   347,500   347,500  Floating Bullet Half-yearly
    Aug-13 Aug-43 COP  262,950   262,950   262,950  Floating Bullet Half-yearly
Local  Ecopetrol S.A. May-13 May-25 COP  1,839,000   1,532,500   1,736,833  Floating Half-yearly Half-yearly
Currency  Bicentenario SAS Jul-12 Jul-24 COP  2,100,000   1,373,750   1,549,625  Floating Quarterly Quarterly
syndicated loan  ODL Finance SA Aug-13 Aug-20 COP  800,000   352,000   480,000  Floating Quarterly Quarterly
    Jul-09 Jul-19 USD  1,500**  1,500   1,500  Fixed Bullet Half-yearly
    Sept-13 Sept-18 USD  350**  350   350  Fixed Bullet Half-yearly
    Sept-13 Sept-23 USD  1,300**  1,300   1,300  Fixed Bullet Half-yearly
    Sept-13 Sept-43 USD  850   850   850  Fixed Bullet Half-yearly
Bonds, foreign Ecopetrol S.A. May-14 May-45 USD  2,000**  2,000   2,000  Fixed Bullet Half-yearly
currency   Sept-14 May-25 USD  1,200**  1,200   1,200  Fixed Bullet Half-yearly
    June-15 June-26 USD  1,500**  1,500   1,500  Fixed Bullet Half-yearly
    June-16 Sept-23 USD  500**  500   500  Fixed Bullet Half-yearly
   Oleoducto Central S.A. May-14 May-21 USD  500   500   500  Fixed Bullet Half-yearly
    Feb-15 Feb-20 USD  1,925**  -   1,925  Floating Bullet Half-yearly
    Jul-13 Jul-23 USD  245**  147   171  Floating Half-yearly Half-yearly
International Ecopetrol S.A. Jul-13 Jul-19 USD  151**  35   66  Floating Half-yearly Half-yearly
commercial   May-16 May-21 USD  300**  -   300  Floating Bullet Half-yearly
credits   Feb-16 Feb-21 USD  175   -   175  Floating Half-yearly Half-yearly
    Dec-11 Dec-27 USD  2,747   2,012   2,177  Fixed Half-yearly Half-yearly
  Ecopetrol S.A. Dec-11 Dec-27 USD  310   227   246  Floating Half-yearly Half-yearly
    Dec-11 Dec-25 USD  440   344   374  Floating Half-yearly Half-yearly

Class of credit Company Initial date Expiry date Currency Disbursement  Outstanding
balance
Dec 31, 2018
  Outstanding
balance
Dec 31, 2017
  Typo de
interest
 Amortization of
the principal
 Payment of
interest
                        
    dec-10 dec-20 COP  479,900   479,900   479,900  Floating Bullet Half-yearly
    dec-10 dec-40 COP  284,300   284,300   284,300  Floating Bullet Half-yearly
Bonds, domestic Ecopetrol S.A. aug-13 aug-23 COP  168,600   168,600   168,600  Floating Bullet Half-yearly
currency   aug -13 aug-28 COP  347,500   347,500   347,500  Floating Bullet Half-yearly
    aug -13 aug-43 COP  262,950   262,950   262,950  Floating Bullet Half-yearly
Local currency
syndicated
 Oleoducto Bicentenario
ODL - Oleoducto de los
 jul-12 jul-24 COP  2,100,000   1,191,050   1,373,750  Floating Quarterly Quarterly
loan Llanos Orientales S.A. aug -13 aug-20 COP  800,000   224,000   352,000  Floating Quarterly Quarterly
    sep-13 sep-23 USD  1,300**  1,300   1,300  Fixed Bullet Half-yearly
    sep-13 sep-43 USD  850   850   850  Fixed Bullet Half-yearly
Bonds, foreign Ecopetrol S.A. may-14 may-45 USD  2,000   2,000   2,000  Fixed Bullet Half-yearly
currency   sep-14 may-25 USD  1,200   1,200   1,200  Fixed Bullet Half-yearly
    jun-15 jun-26 USD  1,500   1,500   1,500  Fixed Bullet Half-yearly
    jun-16 sep-23 USD  500   500   500  Fixed Bullet Half-yearly
  Oleoducto Central S.A. may-14 may-21 USD  500   500   500  Fixed Bullet Half-yearly
International   dec-17 dec-27 USD  2,001   1,742   1,941  Fixed Half-yearly Half-yearly
commercial credits -   dec-17 dec-27 USD  76   66   73  Floating Half-yearly Half-yearly
Refinería de Ecopetrol S.A. dec-17 dec-27 USD  73   63   71  Fixed Half-yearly Half-yearly
Cartagena   dec-17 dec-27 USD  159   138   154  Floating Half-yearly Half-yearly
    dec-17 dec-25 USD  359   321   344  Floating Half-yearly Half-yearly

 

**Financial debt designated as hedging instrument (See(see Note 30.2)28.1).

 

F-113


9.Signature Page

 

SIGNATURES

 

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

        

 Ecopetrol S.A.
   
By:/s/ María Fernanda Suárez
Name:María Fernanda Suárez
Title:Chief Financial Officer
 
 By:/s/ Felipe Bayón Pardo
    Name:Felipe Bayón Pardo
    Title:Chief Executive Officer
By:/s/ Jaime Caballero Uribe
Name:Jaime Caballero Uribe
Title:Chief Financial Officer

 

Dated: April 19, 20185, 2019

 

153


10.Exhibits

 

Exhibit No. Description
1.1 Amended and Restated Bylaws of Ecopetrol S.A., dated March 23, 201829, 2019 (English Translation).
4.1 Transportation Agreement between Ecopetrol S.A. and Oleoducto Central S.A., dated March 31, 1995 (incorporated by reference to Exhibit 4.1 on Form 20-F filed with the U.S. Securities and Exchange Commission on September 12, 2008 (File No. 001-34175)) (English Translation).
4.2 Supplementary Agreement to Transportation Agreement between Ecopetrol S.A. and Oleoducto Central S.A., dated January 17, 2013 (incorporated by reference to Exhibit 4.2 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 29, 2013 (File No. 001-34175)) (English Translation).
4.3 Natural Gas Transportation Agreement between Ecopetrol S.A. and Transportadora de Gas del Interior S.A. ESP, dated October 1, 2008 (incorporated by reference to Exhibit 4.3 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 29, 2013 (File No. 001-34175)) (English Translation).
4.4 Supplementary Agreement No. 1, dated December 5, 2008, to the Natural Gas Transportation Agreement between Ecopetrol S.A. and Transportadora de Gas del Interior S.A. ESP, dated October 1, 2008 (incorporated by reference to Exhibit 4.4 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 29, 2013 (File No. 001-34175)) (English Translation).
4.5 Supplementary Agreement No. 2, dated April 11, 2012, to the Natural Gas Transportation Agreement between Ecopetrol S.A. and Transportadora de Gas Internacional S.A. E.S.P., dated October 1, 2008 (incorporated by reference to Exhibit 4.5 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 29, 2013 (File No. 001-34175)) (English Translation).
4.6 Crude Oil Transportation Services Agreement between Ecopetrol S.A. and Cenit Transporte y Logística de Hidrocarburos S.A.S., dated April 1, 2013 (incorporated by reference to Exhibit 4.6 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 29, 2013 (File No. 001-34175)) (English Translation).
4.7 Refined Products Transportation Services Agreement between Ecopetrol S.A. and Cenit Transporte y Logística de Hidrocarburos S.A.S., dated April 1, 2013 (incorporated by reference to Exhibit 4.7 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 29, 2013 (File No. 001-34175)) (English Translation).
4.8 Indenture, dated as of July 23, 2009, between the Company and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Form F-4 filed with the U.S. Securities and Exchange Commission on July 31, 2009 (File No. 333-160965)).
4.9 Bicentenario Transport Contract between Oleoducto Bicentenario de Colombia S.A.S. and Ecopetrol S.A., dated June 20, 2012 (incorporatedincorporated by reference to Exhibit 4.9 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 25, 2014 (File No. 001-34175)) (English Translation)).
4.10 Amendment No. 1 to the Indenture, dated as of June 26, 2015, between the Company and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.10 on Form 6-K of the Company furnished to the U.S. Securities and Exchange Commission on June 25, 2015 (File No. 001-34175)).
4.11 Supplementary Agreement No. 2, dated March 28, 2014, to the Bicentenario Transport Contract between Oleoducto Bicentenario de Colombia S.A.S. and Ecopetrol S.A., dated June 20, 2012 (incorporated by reference to Exhibit 4.11 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 28, 2016 (File No. 001-34175)) (English Translation).
4.12 Supplementary Agreement No. 4, dated April 6, 2015, to the Bicentenario Transport Contract between Oleoducto Bicentenario de Colombia S.A.S. and Ecopetrol S.A., dated June 20, 2012 (incorporated by reference to Exhibit 4.12 on Form 20-F filed with the U.S. Securities and Exchange Commission on April 28,2016 (File No. 001-34175)) (English Translation).
4.13 Amendment No. 6, dated April 25, 2016, to the Crude Oil Transportation Services Agreement between Ecopetrol S.A. and Cenit Transporte y Logística de Hidrocarburos S.A.S., dated April 1, 2013 (incorporated by reference to Exhibit 4.13 on Form 20-F filed with the U.S. Securities and Exchange Commission on May 31, 2017 (File No. 001-34175)) (English Translation).

154

4.14 Amendment No. 7, dated December 28, 2016, to the Crude Oil Transportation Services Agreement between Ecopetrol S.A. and Cenit Transporte y Logística de Hidrocarburos S.A.S., dated April 1, 2013 (incorporated by reference to Exhibit 4.14 on Form 20-F filed with the U.S. Securities and Exchange Commission on May 31, 2017 (File No. 001-34175)) (English Translation).
8.1 List of subsidiaries of Ecopetrol S.A.
12.1 Section 302 Certification of the Chief Executive Officer.

12.2 Section 302 Certification of the Chief Financial Officer.
13.1 Section 906 Officer Certification.
23.1Consent of Ernst & Young Audit S.A.S.
23.2Consent of Ryder Scott LP.
23.3Consent of Sproule International Limited.
23.4Consent of DeGolyer and MacNaughton.
23.5Consent of Gaffney, Cline & Associates.
99.1 Third-Party Reserve Report of Ryder Scott Company, L.P.
99.2 Third-Party Reserve Report of Sproule International Limited.
99.3Third-Party Reserve Report of DeGolyer and MacNaughton.
101*99.4 The following materials from the Ecopetrol S.A. AnnualThird-Party Reserve Report on Form 20-F for the year ended December 31, 2017 formatted in Extensible Business Reporting Language (XBRL):  (i) the Consolidated Statements of Financial Position, (ii) the Consolidated Statements of Profit or Loss, (iii) the Consolidated Statements of Other Comprehensive Income, (iv) the Consolidated Statements of Changes in Equity, (v) the Consolidated Statements of Cash Flows and (vi) related notes to the Consolidated Financial Statements.Gaffney, Cline & Associates.
101.INSXBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema Document

101.CAL

101.DEF
101.LAB

XBRL Taxonomy Extension Calculation Linkbase Document
XBRL Taxonomy Extension Definition Linkbase Document

XBRL Taxonomy Extension Labels Linkbase Document

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document

* To be filed by amendment.

 

11.Cross-reference to Form 20-F

 

    Sections
Item 1. Identity of Directors, Senior Management and Advisers N/A
Item 2. Offer Statistics and Expected Timetable N/A
Item 3. Key Information  
  A. Selected Financial Data 1.3
  B. Capitalization and Indebtedness N/A
  C. Reasons for the Offer and Use of Proceeds N/A
  D. Risk Factors 5.1
Item 4. 

Information on the Company

 Note 1 to the consolidated financial
statements
  A. History and Development of the Company 2.1; 3.1; Note 1 to the consolidated financial statements
  B. Business Overview 2; 3.3 – 3.9; 4.5.1
  C. Organizational Structure 3.2
  D. Property, Plants and Equipment 3.4 – 3.6; 4.6.2; Notes 15, 1613, 14 and 1715 to the consolidated financial statements
  E. Oil and Gas Disclosures 3.3 – 3.6; Notes 15, 1613, 14 and Supplemental information on Oil and Gas producing activities (unaudited by EY) to the consolidated financial statements
Item 4A. Unresolved Staff Comments None
Item 5. Operating and Financial Review and Prospects  
  A. Operating Results 3.8; 4; 5.1; 5.2
  B. Liquidity and Capital Resources 2.1; 4.6; 4.8; Consolidated statements of cash flow and Notes 9, 20, 2918, 27 and 30.628.5 to the consolidated financial statements
  C. Research and development, Patents and Licenses, etc. 3.7; Note 1715 to the consolidated financial statements
  D. Trend Information 4.10
  E. Off-Balance Sheet Arrangements 4.9
  F. Tabular Disclosure of Contractual Obligations 4.8
  G. Safe Harbor 1.2

Item 6. Directors, Senior Management and Employees  
  A. Directors and Senior Management 7.3; 7.5

155

  B. Compensation 7.6; Notes 4, 2220 and 3129 to the consolidated financial statements
  C. Board Practices 7.3
  D. Employees 3.12
  E. Share Ownership 7.7
Item 7. Major Shareholders and Related Party Transactions  
  A. Major Shareholders 6.3; 6.8; 7.7
  B. Related Party Transactions 3.10; Note 3129 to the consolidated financial statements
  C. Interests of Experts and Counsel N/A
Item 8. Financial Information  
  A. Consolidated Statements and Other Financial Information 4; 5.3; 6.2; 8
  B. Significant Changes 7.8; Note 35 to the consolidated financial statements
Item 9. The Offer and Listing  
  A. Offer and Listing Details 6.3
  B. Plan of Distribution N/A
  C. Markets 6.3
  D. Selling Shareholders N/A
  E. Dilution N/A
  F. Expenses of the Issue N/A
Item 10. Additional Information  
  A. Share Capital N/A
  B. Memorandum and Articles of Association 7.1
  C. Material Contracts 3.4.4; 4.8; Exhibits 4.1 – 4.124.14
  D. Exchange Controls 5.1.4; 6.6
  E. Taxation 4.2.1; 6.5; Note  10  to the consolidated financial statements
  F. Dividends and Paying Agents N/A
  G. Statements by Experts N/A
  H. Documents On Display 1.1
  I. Subsidiary Information N/A
Item 11. Quantitative and Qualitative Disclosures About Market Risk 4.10; 5.1.1; 5.2.1; 5.2.3; Note 3028 to the consolidated financial statements
Item 12. Description of Securities Other than Equity Securities  
  A. Debt Securities N/A
  B. Warrants and Rights N/A
  C. Other Securities N/A
  D. American Depositary Shares 6.4
Item 13. Defaults, Dividend Arrearages and Delinquencies None
Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds None
Item 15. Controls and Procedures 5.2; 7.8
Item 16A. Audit Committee Financial Expert 7.3.2
Item 16B. Code of Ethics 7.2; 7.4
Item 16C. Principal Accountant Fees and Services 7.8
Item 16D. 

Exemptions from the Listing Standards for Audit Committees

 N/A
Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchases N/A
Item 16F. Changes in Registrant’s Certifying Accountant 7.8
Item 16G. Corporate Governance 7.4
Item 16H. Mine Safety Disclosure N/A
Item 17. Financial Statements N/A
Item 18. Financial Statements 8
Item 19. Exhibits 10

156