-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JcXjK+dhKqZ2p2AXGBM9YXF4kmdjdPdiQFIr+KLN5F2EqrSawNq33HS71OCurUzm x9TTYepIoBlYvQqKiHKSbA== 0001005150-97-000479.txt : 19970630 0001005150-97-000479.hdr.sgml : 19970630 ACCESSION NUMBER: 0001005150-97-000479 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970627 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AES CORPORATION CENTRAL INDEX KEY: 0000874761 STANDARD INDUSTRIAL CLASSIFICATION: COGENERATION SERVICES & SMALL POWER PRODUCERS [4991] IRS NUMBER: 541163725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12291 FILM NUMBER: 97631539 BUSINESS ADDRESS: STREET 1: 1001 N 19TH ST CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 7035221315 11-K 1 FORM 11-K ================================================================================ SECURITES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT Pursuant to Section 15(d) of the Securities Exchange Act of 1934 [Fee Waived] For the Fiscal Year Ended December 31, 1996 Commission File Number 0-1928 Full Title of the Plan: THE AES CORPORATION PROFIT SHARING AND STOCK OWNERSHIP PLAN Name of Issuer of the Securities Held Pursuant to the Plan and the Address of its Principal Executive Office: THE AES CORPORATION 1001 North 19th Street Arlington, VA 22209 ================================================================================ Page 1 of [16] sequentially numbered pages. The Exhibit Index is on Page [15]. THE AES CORPORATION PROFIT SHARING AND STOCK OWNERSHIP PLAN INDEX TO FINANCIAL STATEMENTS, SCHEDULES AND EXHIBIT FILED AS REQUIRED BY ITEM 4 OF FORM 11-K. - -------------------------------------------------------------------------------- PAGE INDEPENDENT AUDITOR'S REPORT 3 FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994. Statement of Net Assets Available for Participants' Benefits 4 Statement of Changes in Net Assets Available for Participants' Benefits 5 Notes to Financial Statements 6 - 11 FINANCIAL STATEMENT SCHEDULES Item 27a - Assets Held for Investment Purposes 12 Item 27d - Schedule of Reportable Transactions 13 SIGNATURE 14 EXHIBIT - CONSENT OF INDEPENDENT AUDITORS 16 2 INDEPENDENT AUDITORS' REPORT The AES Corporation Profit Sharing and Stock Ownership Plan: We have audited the accompanying statements of net assets available for participants' benefits of The AES Corporation Profit Sharing and Stock Ownership Plan (the Plan) as of December 31, 1996 and 1995, and the related statements of changes in net assets available for participants' benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. 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. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the net assets available for participants' benefits of the Plan at December 31, 1996 and 1995, and the changes in net assets available for participants' benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules listed in the Table of Contents are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The schedules are the responsibility of the Plan's management. Such supplemental schedules have been subjected to the auditing procedures applied in our audit of the basic 1996 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. June 5, 1997 3 THE AES CORPORATION PROFIT SHARING AND STOCK OWNERSHIP PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PARTICIPANTS' BENEFITS DECEMBER 31, 1996 AND 1995 - -------------------------------------------------------------------------------- ASSETS 1996 1995 Cash $ 17,525 $ 88,899 Investments, at fair value (Notes 2 and 3): Common stock - The AES Corporation 127,310,932 70,098,422 Money market fund 13,383,048 5,316,301 Mutual funds 22,268,825 14,783,726 ------------- ----------- Total 162,980,330 90,287,348 Participant loans (Note 5) 3,918,608 3,402,561 ------------- ----------- Total investments 166,898,938 93,689,909 ------------- ----------- RECEIVABLES: Employer contributions 3,077,968 2,890,737 Employee contributions 123,464 117,345 ------------- ----------- Total receivables 3,201,432 3,008,082 ------------- ----------- NET ASSETS AVAILABLE FOR PARTICIPANTS' BENEFITS $ 170,100,370 $96,697,991 ============= =========== See notes to financial statements. 4 THE AES CORPORATION PROFIT SHARING AND STOCK OWNERSHIP PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PARTICIPANTS' BENEFITS YEARS ENDED DECEMBER 31, 1996 AND 1995 - -------------------------------------------------------------------------------- 1996 1995 ADDITIONS TO NET ASSETS: Investment income: Net appreciation in fair value of investments (Note 3) $ 67,091,692 $ 11,498,468 Interest and dividends 2,293,450 1,642,485 Contributions: Employer 4,433,845 4,976,064 Employee 2,167,694 2,068,884 ------------- ----------- Total additions 75,986,681 20,185,901 DEDUCTIONS FROM NET ASSETS: Withdrawals and distributions (2,584,302) (2,568,456) ------------- ----------- NET INCREASE 73,402,379 17,617,445 NET ASSETS AVAILABLE FOR PARTICIPANTS' BENEFITS: Beginning of year 96,697,991 79,080,546 ------------- ----------- End of year $ 170,100,370 $96,697,991 ============= =========== See notes to financial statements. 5 THE AES CORPORATION PROFIT SHARING AND STOCK OWNERSHIP PLAN NOTES TO FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 1996 AND 1995 - -------------------------------------------------------------------------------- 1. PLAN DESCRIPTION The AES Corporation Profit Sharing and Stock Ownership Plan (the Plan) was established on April 1, 1989, as the successor plan to the Applied Energy Services, Inc. Employee Profit Sharing Plan, the Applied Energy Services, Inc. Employee Stock Ownership Plan, the AES Deepwater Division Employee Profit Sharing Plan, the AES Beaver Valley Division Employee Profit Sharing Plan, and the BV Partners Employee Profit Sharing Plan. The Plan was subsequently amended and restated, effective January 1, 1994. The following description of the Plan provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. General - The Plan is a defined contribution plan. All regularly scheduled full-time and part-time employees are eligible to participate in the Plan on the entry date following employment. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Contributions - Participants may make pre-tax contributions to the Plan up to an annual maximum determined by the Internal Revenue Service. During 1996 and 1995, The AES Corporation (the Company) matched participant pre-tax contributions up to 5.0% of compensation as defined in the Plan, on a one for one basis. Matching contributions made by the Company are paid in common stock of The AES Corporation. Participants may also make post-tax contributions of up to 10% of compensation. In addition, the Company may make profit sharing contributions to the Plan that are allocated to the participants on the basis of each participant's base compensation. Profit-sharing contributions are made in the Company's common stock. During 1996 and 1995, the Company contributed 11% and 10.75% of base contribution as profit sharing allocations. Participant Accounts - Each participant's account is credited with the participant's and the employer's contributions and an allocation of the Plan's earnings. Allocations are based on the balance of each investment type in the participant's account. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account. Participants can choose to invest their contributions in the following six Merrill Lynch funds: Growth Fund, Global Allocation Fund, Federal Securities Trust Fund, Capital Fund, Basic Value Fund, Retirement Preservation Trust Fund, or in any combination thereof in increments of 10% at their discretion. The Funds are selected by the Investment Committee appointed by the Board of Directors of the Company. Vesting - Participants are immediately vested in their pre-tax and post-tax contributions and AES matching contributions plus actual earnings thereon. Vesting in profit sharing contributions is based on years of continuous service. A participant vests 20% per year and is fully vested after five years of credited service. Withdrawals and Distributions - The value of the participant's contributions plus the value of all vested Company contributions is payable to the participant upon retirement or upon termination of 6 employment with the Company. At each participant's election, the entire distribution may be made as a single lump sum payable in AES Common Stock, cash, or a combination of both. The participant also has the option of receiving the value of their Plan account in substantially equal cash installments. Forfeitures - Participants who leave the Company who have not completed five years of credited service forfeit the value of the Company's profit sharing contributions in which they are not then vested. Forfeitures are applied to reduce AES contributions in subsequent years. Administration - The plan is administered by an Administrative Committee appointed by the Board of Directors of the Company. Merrill Lynch Trust Company is the Plan Trustee. Administrative, legal, and all other expenses of the plan are paid by the Company. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES General - The Plan's financial statements are prepared on the accrual basis of accounting. Valuation of Investments - All money market and other mutual funds are stated at their fair value as determined by Merrill Lynch Trust Company, Somerset, New Jersey. All participant loans are valued at cost, which approximates fair value. The Company's stock is traded on the New York Stock Exchange (NYSE). The Plan's investment in the Company's stock is stated at quoted market value. At December 31, 1996 and 1995, the quoted market value of the Company's common stock was $46.50 and $23.88 per share, respectively. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ from those estimates. Reclassifications - Certain reclassifications have been made to 1995 amounts to conform with the 1996 presentation. 3. INVESTMENTS The participants' and the Company's cash contributions to the Plan and Plan earnings are invested in various money market or mutual funds at the direction of the participants. The following tables present the fair values of investments at December 31, 1996 and 1995. Fair Value of Investments at December 31, 1996 Cash $ 17,525 Investments at quoted market value: The AES Corporation common stock 127,310,932 * Money market funds: Merrill Lynch Retirement Preservation Fund 13,383,048 * Mutual funds: Merrill Lynch Growth Fund 12,867,091 * Basic Value Fund 3,592,239 Other 5,809,495 Participant loans 3,918,608 ------------- Total investments at fair value $ 166,898,938 ============= 7 Fair Value of Investments at December 31, 1995 - ---------------------------------------------- Cash $ 88,899 Investments at quoted market value: The AES Corporation common stock 70,098,422 * Money market funds: Merrill Lynch Retirement Preservation Fund 5,316,301 * Mutual funds: Merrill Lynch Growth Fund 8,451,193 * Basic Value Fund 2,220,096 Other 4,112,437 Participant loans 3,402,561 ------------ Total investments at fair value $93,689,909 ============ The above investments indicated with an "*" represent 5% or more of the Plan's net assets as of December 31, 1996 and 1995, respectively. Net Appreciation in Fair Value During the Year Ended December 31, 1996 - ---------------------------------------------------------------------- During the year ended December 31, 1996, the Plan's investments (including investments sold, withdrawn, and held during the period) at quoted market value appreciated in value by $67,091,692 as follows: The AES Corporation common stock $65,149,990 Mutual funds 1,941,702 ------------ Net appreciation in fair value $67,091,692 ============ Net Appreciation in Fair Value during the Year Ended December 31, 1995 - ---------------------------------------------------------------------- During the year ended December 31, 1995, the Plan's investments (including investments sold, withdrawn, and held during the period) at quoted market value appreciated in value by $11,498,468 as follows: The AES Corporation common stock $ 9,551,532 Mutual funds 1,946,936 ------------ Net appreciation in fair value $ 11,498,468 ============ 8 4. INFORMATION REGARDING NET ASSETS AVAILABLE FOR BENEFIT BY FUND December 31, 1996
MERRILL LYNCH FUNDS ----------------------------------------------------------------------- AES GLOBAL FEDERAL COMMON GROWTH ALLOCATION SECURITIES CAPITAL STOCK FUND FUND TRUST FUND FUND ------------ -------------- ------------- --------------- -------------- ADDITIONS TO NET ASSETS: Investment Income: Interest and dividends $ 49,455 $ 1,040,871 $ 218,983 $ 134,967 $ 154,382 Net appreciation in fair value of investments 65,149,990 1,663,463 48,101 (32,338) 24,450 ------------ -------------- ------------- --------------- -------------- Total investment income 65,199,445 2,704,334 267,084 102,629 178,832 ------------ -------------- ------------- --------------- -------------- Contributions: Employer 4,433,845 - - - - Participants 357,688 655,387 162,627 152,878 142,203 ------------ -------------- ------------- --------------- -------------- Total contributions 4,791,533 655,387 162,627 152,878 142,203 ------------ -------------- ------------- --------------- -------------- TOTAL ADDITIONS 69,990,978 3,359,721 429,711 255,507 321,035 DEDUCTIONS FROM NET ASSETS: (Transfers out) transfers in (11,201,466) 1,293,803 320,981 442,678 176,439 Withdrawals and distributions (1,389,769) (237,626) (158,282) (49,222) (41,791) ------------ -------------- ------------- --------------- -------------- NET INCREASE (DECREASE) 57,399,743 4,415,898 592,410 648,963 455,683 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 72,989,157 8,451,193 1,511,091 1,498,776 1,102,572 ------------ -------------- ------------- --------------- -------------- NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $130,388,900 $ 12,867,091 $ 2,103,501 $ 2,147,739 $ 1,558,255 ------------ -------------- ------------- --------------- --------------
MERRILL LYNCH FUNDS ------------------------------ BASIC RETIREMENT VALUE PRESERVATION PARTICIPANT FUND TRUST LOANS OTHER TOTAL ------------- ------------- ------------- ------------- ------------- ADDITIONS TO NET ASSETS: Investment Income: Interest and dividends Net appreciation in fair $ 247,915 $ 445,088 $ -- $ 1,789 $ 2,293,450 value of investments 238,026 -- -- -- 67,091 692 ------------- ------------- ------------- ------------- ------------- Total investment income 485,941 445,088 -- 1,789 69,385,142 ------------- ------------- ------------- ------------- ------------- Contributions: Employer -- -- -- -- 4,433,845 Participants 213,539 359,908 -- 123,464 2,167,694 ------------- ------------- ------------- ------------- ------------- Total contributions 213,539 359,908 -- 123,464 6,601,539 ------------- ------------- ------------- ------------- ------------- TOTAL ADDITIONS 699,480 804,996 -- 125,253 75,986,681 DEDUCTIONS FROM NET ASSETS: (Transfers out) transfers in 731,629 7,703,461 532,475 Withdrawals and distributions (58,966) (441,710) (16,428) (190,508) (2,584,302) ------------- ------------- ------------- ------------- ------------- NET INCREASE (DECREASE) 1,372,143 8,066,747 516,047 (65,255) 73,402,379 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 2,220,096 5,316,301 3,402,561 206,244 96,697,991 ------------- ------------- ------------- ------------- ------------- NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $ 3,592,239 $ 13,383,048 $ 3,918,608 $ 140,989 $ 170,100,370 ============= ============= ============= ============= =============
9
December 31, 1995 MERRILL LYNCH FUNDS ----------------------------------------------------------------------- AES GLOBAL FEDERAL COMMON GROWTH ALLOCATION SECURITIES CAPITAL STOCK FUND FUND TRUST FUND FUND ------------ -------------- ------------- --------------- -------------- ADDITIONS TO NET ASSETS: Investment Income: Interest and dividends $ 37,815 $ 775,043 $ 128,553 $ 115,974 $ 119,213 Net appreciation in fair value of investments 9,551,532 1,179,619 151,512 96,152 119,896 ------------ -------------- ------------- --------------- -------------- Total investment income 9,589,347 1,954,662 280,065 212,126 239,109 ------------ -------------- ------------- --------------- -------------- Contributions: Employer 4,976,064 - - - - Participants - 653,894 175,408 180,004 154,886 ------------ -------------- ------------- --------------- -------------- Total contributions 4,976,064 653,894 175,408 180,004 154,886 ------------ -------------- ------------- --------------- -------------- TOTAL ADDITIONS (DEDUCTIONS) 14,565,411 2,608,556 455,473 392,130 393,995 DEDUCTIONS FROM NET ASSETS: (Transfers out) transfers in (3,614,755) 1,213,331 166,220 9,445 318,802 Withdrawals and distributions (1,211,663) (397,668) (74,951) (75,464) (44,979) ------------ -------------- ------------- --------------- -------------- NET INCREASE (DECREASE) 9,738,993 3,424,219 546,742 326,111 667,818 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 63,250,166 5,026,974 964,349 1,172,663 434,754 ------------ -------------- ------------- --------------- -------------- NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $ 72,989,159 $ 8,451,193 $ 1,511,091 $ 1,498,774 $ 1,102,572 ============ ============== ============= =============== ==============
MERRILL LYNCH FUNDS ------------------------------ BASIC RETIREMENT VALUE PRESERVATION PARTICIPANT FUND TRUST LOANS OTHER TOTAL ------------- ------------- ------------- ------------- ------------- ADDITIONS TO NET ASSETS: Investment Income: Interest and dividends Net appreciation in fair $ 119,454 $ 320,957 $ -- $ 25,476 $ 1,642,485 value of investments 399,757 -- -- -- 11,498,468 ------------- ------------- ------------- ------------- ------------- Total investment income 519,211 320,957 -- 25,476 13,140,953 ------------- ------------- ------------- ------------- ------------- Contributions: Employer -- -- -- -- 4,976,064 Participants 210,110 377,756 379,334 (62,508) 2,068,884 ------------- ------------- ------------- ------------- ------------- Total contributions 210,110 377,756 379,334 (62,508) 7,044,948 ------------- ------------- ------------- ------------- ------------- TOTAL ADDITIONS (DEDUCTIONS) 729,321 698,713 379,334 (37,032) 20,185,901 DEDUCTIONS FROM NET ASSETS: (Transfers out) transfers in 418,243 1,488,714 - - - Withdrawals and distributions (258,847) (301,957) (172,490) (30,437) (2,568,456) ------------- ------------- ------------- ------------- ------------- NET INCREASE (DECREASE) 888,717 1,885,470 206,844 (67,469) 17,617,445 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 1,331,379 3,430,831 3,195,717 273,713 79,080,546 ------------- ------------- ------------- ------------- ------------- NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $ 2,220,096 $ 5,316,301 $ 3,402,561 $ 206,244 $ 96,697,991 ============= ============= ============= ============= =============
10 5. PARTICIPANT LOANS Participants may take loans from the Plan in aggregate amounts up to the lesser of (a) $50,000 or (b) 50% of the participant's vested account balance. Loans are repayable over periods up to five years (ten years for loans to purchase a principal residence) and bear a fixed interest rate, at prime + 1/2% determined at the commencement of the loan. Interest on all loans is allocated to the participant's account from which the loan was extended. 6. PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to terminate the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). In the event of a termination, the assets of the Plan will first be used to pay the liabilities (if any) of the Plan. The remaining assets will then be distributed to the participants in proportion to their respective interest in the Funds. 7. INCOME TAXES The Plan obtained its latest determination letter on January 31, 1996, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan's financial statements. 8. PLAN AMENDMENTS The Plan was amended effective as of January 1, 1995, to increase the Company's employer contribution maximum from 4.5% to 5.0% for the plan year commencing January 1, 1995, and for each subsequent plan year thereafter. The Plan was also amended, effective January 1, 1996 to clarify certain definitions and to simplify the method to pay out excess contributions. 9. SUBSEQUENT EVENT The Plan was amended, effective as of May 1, 1997, to allow for an immediate distribution to an alternate payee pursuant to a QDRO (Qualified Domestic Relations Order). Previously, an alternate payee was restricted to the same distribution options as the participant. * * * * * * 11 THE AES CORPORATION PROFIT SHARING AND STOCK OWNERSHIP PLAN ITEM 27a - SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1996 - --------------------------------------------------------------------------------
NUMBER FAIR OF SHARES COST VALUE ------------ ------------- -------------- Cash $ 17,525 $ 17,525 The AES Corporation common stock - 2,740,985 shares at $46.50 per share 2,740,985 23,411,422 127,310,932 Merrill Lynch Retirement Preservation Trust Fund 13,383,048 13,383,048 13,383,048 Merrill Lynch Growth Fund 492,426 9,963,336 12,867,091 Merrill Lynch Global Allocation Fund 144,571 2,001,795 2,103,501 Merrill Lynch Federal Securities Trust Fund 224,190 2,168,149 2,147,739 Merrill Lynch Capital Fund 50,185 1,464,793 1,558,255 Merrill Lynch Basic Value Fund 115,879 3,021,963 3,592,239 Participant loans (Interest 6.5 % - 12%) 3,918,608 3,918,608 3,918,608 ------------- ------------- TOTAL $ 59,350,639 $ 166,898,938 ============= =============
Transactions in these investments are considered to be party-in-interest transactions under Department of Labor regulations. 12 THE AES CORPORATION PROFIT SHARING AND STOCK OWNERSHIP PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS DECEMBER 31, 1996 - --------------------------------------------------------------------------------
TOTAL NUMBER OF COST/BOOK PROCEEDS OF REALIZED PURCHASES SALES DESCRIPTION VALUE SALE GAIN/(LOSS) 173 - The AES Corporation Common Stock $ 5,706,880 $ - $ - 238 - Merrill Lynch Retirement Preservation Trust 10,270,088 - - - 174 The AES Corporation Common Stock 3,430,324 14,485,893 11,055,569
NOTES: (1) The items listed above represent all transactions or series of transactions that are reportable under Section 2520.103-6, as amended, of the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. All purchases are stated at cost. (2) There were no single transactions in excess of 5% for the year ended December 31, 1996. 13 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. THE AES CORPORATION BY: /s/ Barry J. Sharp ---------------------- Barry J. Sharp Vice President and Chief Financial Officer Date: June 27, 1997 14 EXHIBIT INDEX EXHIBIT 23.1 PAGE Independent Auditors' Consent 16 15 EX-23.1 2 EXHIBIT 23.1 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 33-49262 of The AES Corporation on Form S-8 of our report dated June 5, 1997 on the financial statements and supplemental schedules of The AES Corporation Profit Sharing and Stock Ownership Plan (the Plan) appearing in this Annual Report on Form 11-K of the Plan for the year ended December 31, 1996. /s/ Deloitte & Touche LLP Deloitte & Touche LLP Washington, D.C. June 27, 1997 16 -----END PRIVACY-ENHANCED MESSAGE-----