##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
 Form 20-F
 o
    
    REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR(g) OF THE SECURITIES EXCHANGE ACT OF 1934
 OR
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission file number 333-14194
 GRUPO TMM, S.A.B.
 (Exact name of Registrant as specified in its charter)
 TMM GROUP  (Translation of Registrants name into English)
 United Mexican States  (Jurisdiction of incorporation or organization)
 Avenida de la Cúspide, No. 4755
Colonia Parques del Pedregal,
 14010 México City, D.F., México  (Address of principal executive offices)
 Securities registered or to be registered pursuant to Section 12(b) of the Act:
 Title of Each Class
    
    Name of Each Exchange on Which RegisteredAmerican Depositary Shares (ADSs), each representing 
five Ordinary Participation Certificates(Certificados de Participación Ordinaria)
(CPOs)
    
    New York Stock ExchangeCPOs, each representing one nominative common share, 
without par value (Share)
    
    New York Stock Exchange (for listing purposes only)Shares
    
    New York Stock Exchange (for listing purposes only)
 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
    o þ
  o þ
 þ o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
  o þ o
  o o
  o þ
   o o




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##### 



TABLE OF CONTENTS
  
 PagePART I
    
    
    2ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS
    
    
    2ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE
    
    
    2ITEM 3. KEY INFORMATION
    
    
    2ITEM 4. INFORMATION ON THE COMPANY
    
    
    19ITEM 4A. UNRESOLVED STAFF COMMENTS
    
    
    39ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS
    
    
    39ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES
    
    
    64ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
    
    
    70ITEM 8. FINANCIAL INFORMATION
    
    
    72ITEM 9. THE OFFER AND LISTING
    
    
    74ITEM 10. ADDITIONAL INFORMATION
    
    
    78ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
    
    89ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES
    
    
    91PART II
    
    
    92ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES
    
    
    92ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS
    
    
    93ITEM 15. CONTROLS AND PROCEDURES
    
    
    93ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT
    
    
    95ITEM 16B. CODE OF ETHICS
    
    
    95ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES
    
    
    95ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES
    
    
    96ITEM 16E. PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS
    
    
    96ITEM 16F. CHANGE IN REGISTRANTS CERTIFYING ACCOUNTANT
    
    
    96ITEM 16G. CORPORATE GOVERNANCE
    
    
    96PART III
    
    
    97ITEM 17. FINANCIAL STATEMENTS
    
    
    97ITEM 18. FINANCIAL STATEMENTS
    
    
    97ITEM 19. EXHIBITS
  EX-6.1: COMPUTATION OF EARNINGS PER SHAREEX-7.1: COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGESEX-8.1: LIST OF SUBSIDIARIESEX-12.1: CERTIFICATIONEX-12.2: CERTIFICATIONEX-13.1: CERTIFICATIONEX-13.2: CERTIFICATION
 -ii-




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Grupo
TMM, S.A.B. and Subsidiaries
 Introduction
  Sociedades Anónimas Bursátiles Ley del Mercado de
Valores Sociedad Anónima Bursátil
 Presentation of Financial Information
  Forward-Looking Information
   §
    
    our ability to generate sufficient cash from operations to meet our obligations,
including the ability of our subsidiaries to generate sufficient distributable cash flow
and to distribute such cash flow in accordance with our existing agreements with our
lenders and strategic partners and applicable law;§
    
    Mexican, U.S. and global economic, political and social conditions;§
    
    the effect of the North American Free Trade Agreement (NAFTA) on the level of
U.S.-Mexico trade;§
    
    conditions affecting the international shipping and transportation markets;§
    
    our ability to reduce corporate overhead costs;§
    
    the availability of capital to fund our expansion plans;§
    
    our ability to utilize a portion of our current and future tax loss carryforwards (Net
Operating Losses or NOLs);§
    
    changes in fuel prices;




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§
    
    changes in legal or regulatory requirements in Mexico or the United States;§
    
    market and interest rate fluctuations;§
    
    competition in geographic and business areas in which we conduct our operations;§
    
    the adverse resolution of litigation and other contingencies;§
    
    the ability of management to manage growth and successfully compete in new businesses;
and§
    
    the ability of the Company to repay, restructure or refinance its indebtedness.
  
 PART I
 
 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS
  
 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE
  
 ITEM 3. KEY INFORMATION
 Selected Financial Data
   GRUPO TMM, S.A.B. AND SUBSIDIARIES UNDER IFRS
 SELECTED CONSOLIDATED FINANCIAL DATA  ($ in millions, except per share data)
 Year Ended December 31,2010
    
    2009
    
    2008
    
    2007
    
    2006CONSOLIDATED INCOME STATEMENT DATA:Transportation revenues
    
    $
    305.4
    
    
    $
    308.4
    
    
    $
    362.9
    
    
    $
    303.3
    
    
    $
    248.1Other (Expense) Income  Net (a)
    
    
    (5.1
    )
    
    
    (5.7
    )
    
    
    8.7
    
    
    
    (4.4
    )
    
    
    (24.1
    )Operating Income (Loss) (b)
    
    
    30.0
    
    
    
    23.8
    
    
    
    19.9
    
    
    
    19.3
    
    
    
    (12.9
    )Interest Income
    
    
    8.2
    
    
    
    7.4
    
    
    
    13.1
    
    
    
    5.6
    
    
    
    4.6Interest Expense  Net
    
    
    78.2
    
    
    
    95.1
    
    
    
    83.0
    
    
    
    55.6
    
    
    
    60.0
 2




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Year Ended December 31,2010
    
    2009
    
    2008
    
    2007
    
    2006Exchange Gain (Loss)
    
    
    (38.1
    )
    
    
    (30.7
    )
    
    
    145.5
    
    
    
    1.4
    
    
    
    (0.4
    )Income (Loss) before benefit from (provision for) Income
Taxes
    
    
    (78.1
    )
    
    
    (94.6
    )
    
    
    95.5
    
    
    
    (29.2
    )
    
    
    (68.8
    )Benefit from (provision for) Income Taxes
    
    
    (0.8
    )
    
    
    (1.1
    )
    
    
    (20.1
    )
    
    
    0.8
    
    
    
    27.8Net Income (Loss) from continuing operations for the Year
    
    
    (78.9
    )
    
    
    (95.7
    )
    
    
    75.4
    
    
    
    (28.3
    )
    
    
    (40.9
    )Net Income (Loss) from discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (38.6
    )
    
    
    111.4Net Income (Loss) for the year
    
    
    (78.9
    )
    
    
    (95.7
    )
    
    
    75.4
    
    
    
    (66.9
    )
    
    
    70.4Attributable to Non-controlling interest
    
    
    1.6
    
    
    
    1.4
    
    
    
    0.5
    
    
    
    0.2
    
    
    
    0.5Attributable
to stockholders of Grupo TMM, S.A.B.
    
    
    (80.6
    )
    
    
    (97.1
    )
    
    
    74.9
    
    
    
    (67.1
    )
    
    
    69.9Earnings (Loss) per Share from continuing operations (c)
    
    
    (0.774
    )
    
    
    (1.682
    )
    
    
    1.343
    
    
    
    (0.498
    )
    
    
    (0.719
    )Earnings (Loss) per Share from discontinued operations (c)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (0.677
    )
    
    
    1.955Earnings (Loss) per Share from Net Income (Loss)
for the year (c)
    
    
    (0.774
    )
    
    
    (1.682
    )
    
    
    1.343
    
    
    
    (1.175
    )
    
    
    1.236Earnings (Loss) per Share attributable to stockholders of
Grupo TMM, S.A.B. (c)
    
    
    (0.790
    )
    
    
    (1.706
    )
    
    
    1.334
    
    
    
    (1.177
    )
    
    
    1.227Book value per share (d)
    
    
    .941
    
    
    
    1.103
    
    
    
    2.990
    
    
    
    1.983
    
    
    
    3.207Weighted Average Shares Outstanding (000s)
    
    
    102,007
    
    
    
    56,894
    
    
    
    56,189
    
    
    
    56,962
    
    
    
    56,963BALANCE SHEET DATA (at end of period):Cash and cash equivalents
    
    $
    89.9
    
    
    $
    20.0
    
    
    $
    39.9
    
    
    $
    14.7
    
    
    $
    21.7Restricted cash
    
    
    52.4
    
    
    
    64.2
    
    
    
    128.5
    
    
    
    37.5
    
    
    
    17.0Total Current Assets
    
    
    212.6
    
    
    
    173.6
    
    
    
    260.4
    
    
    
    142.3
    
    
    
    168.7Property, machinery and equipment-Net
    
    
    761.6
    
    
    
    688.4
    
    
    
    687.7
    
    
    
    351.1
    
    
    
    282.8Concessions  Net
    
    
    2.8
    
    
    
    3.1
    
    
    
    3.4
    
    
    
    3.7
    
    
    
    4.0Total Assets
    
    
    1,075.9
    
    
    
    1,002.5
    
    
    
    1,088.0
    
    
    
    662.2
    
    
    
    635.5Current portion of long term debt (e)
    
    
    23.7
    
    
    
    16.0
    
    
    
    21.1
    
    
    
    10.5
    
    
    
    27.6Obligations for sale of receivables short term (e)
    
    
    11.2
    
    
    
    7.9
    
    
    
    15.0
    
    
    
    13.5
    
    
    
    16.7Long-term debt (e)
    
    
    836.6
    
    
    
    748.5
    
    
    
    680.4
    
    
    
    310.5
    
    
    
    141.4Obligations for sale of receivables long term (e)
    
    
    0.6
    
    
    
    12.0
    
    
    
    101.0
    
    
    
    113.4
    
    
    
    172.6Capital stock
    
    
    155.2
    
    
    
    155.2
    
    
    
    114.1
    
    
    
    121.1
    
    
    
    121.2Stockholders Equity (Deficiency) attributable to
Stockholders of Grupo TMM, S.A.B.
    
    
    96.0
    
    
    
    112.5
    
    
    
    165.1
    
    
    
    113.0
    
    
    
    182.7Non-controlling equity interest in subsidiaries
    
    
    8.9
    
    
    
    7.3
    
    
    
    6.1
    
    
    
    5.9
    
    
    
    8.7Total Stockholders Equity
    
    
    104.9
    
    
    
    119.8
    
    
    
    171.2
    
    
    
    118.9
    
    
    
    191.3OTHER DATA:Incremental Capital Investments (f)
    
    $
    32.1
    
    
    $
    73.5
    
    
    $
    401.8
    
    
    $
    104.5
    
    
    $
    184.3Depreciation and Amortization
    
    
    57.4
    
    
    
    42.5
    
    
    
    31.1
    
    
    
    25.7
    
    
    
    16.5
 
 (a)
    
    Includes mainly: (i) in the year ended December 31, 2010: loss from the sale of
subsidiaries and shares of subsidiaries; (ii) in the year ended December 31, 2009: goodwill
impairment charges and equipment lease expenses; (iii) in the year ended December 31, 2008: a
gain from the sale of certain non-strategic subsidiaries, partially offset by goodwill
impairment charges and equipment lease expenses; (iv) in the year ended December 31, 2007: a
non-recurring restructuring cost, a loss from the sale of non-productive assets and leases of
related equipment, partially offset by a gain from recoverable taxes net of expenses and a
gain from the sale of subsidiaries; (v) in the year ended December 31, 2006: impairment
charges related to long-lived assets, provision for the management fee to SSA Mexico, Inc.
(SSA), provision for the labor contingencies and credit related to the recognition of the
participation in unconsolidated subsidiaries.(b)
    
    Includes the reclassification of income (expense)  net in accordance
with International Accounting Standard (IAS) No.1: Presentation of Financial Statements.(c)
    
    As of December 31, 2006 the number of Shares outstanding was 56,963,137, as of
December 31, 2007 the number of Shares outstanding was 56,933,137, as of December 31, 2008 the
number of Shares outstanding was 55,227,037, as of December 31, 2009 the number of Shares
outstanding was 102,024,441 and as of December 31, 2010 the number of Shares outstanding was
101,994,641. See Item 4. Information on the Company  History and Development of the
Company.(d)
    
    Book value per Share: results from dividing total shareholders equity attributable
to stockholders of Grupo TMM by the outstanding Shares at the end of each period.(e)
    
    Proceeds received as borrowings are net of transaction costs incurred in accordance
with IAS No. 39: Financial Instruments Recognition and Measurement. 3




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(f)
    
    See Item 5. Operating and Financial Review and Prospects  Liquidity and Capital
Resources  Capital Expenditures and Divestitures. GRUPO TMM S.A.B. AND SUBSIDIARIES
SELECTED CONSOLIDATED OPERATING DATA  ($ in millions)
 Year Ended December 31,2010
    
    2009
    
    2008
    
    2007
    
    2006TRANSPORTATION REVENUES:Ports and Terminals Operations (a)
    
    
    10.3
    
    
    
    6.6
    
    
    
    8.0
    
    
    
    8.5
    
    
    
    8.1Maritime Operations (b)
    
    
    200.6
    
    
    
    199.6
    
    
    
    206.8
    
    
    
    179.0
    
    
    
    146.4Logistics Operations (c)
    
    
    89.6
    
    
    
    95.4
    
    
    
    134.3
    
    
    
    115.9
    
    
    
    93.9Intercompany revenues (d)
    
    
    4.9
    
    
    
    6.8
    
    
    
    13.8
    
    
    
    (0.1
    )
    
    
    (0.3
    )Total
    
    $
    305.4
    
    
    $
    308.4
    
    
    $
    362.9
    
    
    $
    303.3
    
    
    $
    248.1INCOME ON TRANSPORTATION:Ports and Terminals Operations
    
    
    3.7
    
    
    
    1.4
    
    
    
    1.6
    
    
    
    1.4
    
    
    
    1.2Maritime Operations
    
    
    59.8
    
    
    
    55.7
    
    
    
    42.0
    
    
    
    44.1
    
    
    
    30.5Logistics Operations
    
    
    (13.5
    )
    
    
    (9.9
    )
    
    
    (12.0
    )
    
    
    (3.4
    )
    
    
    (6.1
    )Shared corporate costs
    
    
    (14.8
    )
    
    
    (17.7
    )
    
    
    (20.4
    )
    
    
    (18.4
    )
    
    
    (14.5
    )Total
    
    $
    35.2
    
    
    $
    29.5
    
    
    $
    11.2
    
    
    $
    23.7
    
    
    $
    11.1
 
 (a)
    
    Ports and Terminals Operations consist of a port in Acapulco, Mexico, a terminal at Tuxpan,
Mexico, loading and unloading operations at the port of Tampico, Mexico, and the operation of
shipping agencies at numerous ports in Mexico.(b)
    
    Maritime Operations primarily consist of offshore vessels, product tankers, parcel tankers
and tugboats.(c)
    
    Logistics Operations consist of trucking and intermodal transport, warehousing, container
maintenance and repair and intermodal terminal operations.(d)
    
    Represents intercompany transactions between segments, and certain new businesses which are
in the development process. Average Shares Outstanding
  Dividends
  Exchange Rates
  4




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Exchange RatesEnd ofYear Ended December 31,
    
    High(1)
    
    Low(1)
    
    Average(2)
    
    Year(3)2006
    
    
    11.48
    
    
    
    10.43
    
    
    
    10.90
    
    
    
    10.812007
    
    
    11.27
    
    
    
    10.66
    
    
    
    10.93
    
    
    
    10.912008
    
    
    13.92
    
    
    
    9.92
    
    
    
    11.14
    
    
    
    13.772009
    
    
    15.36
    
    
    
    12.60
    
    
    
    13.51
    
    
    
    13.042010
    
    
    13.18
    
    
    
    12.16
    
    
    
    12.64
    
    
    
    12.38
 Exchange RatesMonthly,
    
    High(4)
    
    Low(4)
    
    Average(5)
    

End of Month(6)Year 2011January
    
    
    12.35
    
    
    
    12.02
    
    
    
    12.14
    
    
    
    12.12February
    
    
    12.19
    
    
    
    11.99
    
    
    
    12.07
    
    
    
    12.12March
    
    
    12.11
    
    
    
    11.92
    
    
    
    12.01
    
    
    
    11.92April
    
    
    11.91
    
    
    
    11.53
    
    
    
    11.72
    
    
    
    11.53May
    
    
    11.77
    
    
    
    11.50
    
    
    
    11.65
    
    
    
    11.61June(7)
    
    
    11.96
    
    
    
    11.58
    
    
    
    11.79
    
    
    
    11.78
 
 (1)
    
    The highest and lowest of the Noon Buying Rates for the Peso per U.S. dollar reported by
Banco de México on the last business day of each month during the relevant year.(2)
    
    The average of the Noon Buying Rates on the last day of each month during the relevant year.(3)
    
    The Noon Buying Rates on the last day of each relevant year.(4)
    
    The highest and lowest of the Noon Buying Rates of each day in the relevant month.(5)
    
    The average of the Noon Buying Rates of each day in the relevant month.(6)
    
    The Noon Buying Rates on the last day of each relevant month.(7)
    
    Through June 23, 2011.  Risk Factors
 Risks Relating to our Indebtedness
 Our substantial indebtedness could adversely affect our financial condition and impair our ability
to operate our business, and we may not be able to pay the interest on and principal amount of our
indebtedness.
  5




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
    
    limiting cash flow available for capital expenditures, acquisitions, working capital and
other general corporate purposes because a substantial portion of our cash flow from
operations must be dedicated to servicing debt;
    
    increasing our vulnerability to a downturn in economic or industry conditions;
    
    exposing us to risks inherent in interest rate fluctuations because future borrowings
may be at interest rates that are higher than current rates, which could result in higher
interest expenses;
    
    limiting our flexibility in planning for, or reacting to, competitive and other changes
in our business;
    
    placing us at a competitive disadvantage compared to our competitors that have less debt
and greater operating and financing flexibility than we do;
    
    limiting our ability to engage in activities that may be in our long-term best interest;
and
    
    limiting our ability to borrow additional money to fund our working capital and capital
expenditures or to refinance our existing indebtedness, or to enable us to fund the
acquisitions contemplated in our business plan.
   Grupo TMM is primarily a holding company and depends upon funds received from its operating
subsidiaries to make payments on its indebtedness.
  (fondo de reserva)
  6




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Restrictive covenants in our financing agreements, including the Securitization Facility, the Trust
Certificates Program and our ship financings, may restrict our ability to pursue our business
strategies.
  
    
    incur additional indebtedness;
    
    create or suffer to exist liens;
    
    make certain restricted payments, including the payment of dividends;
    
    engage in certain transactions with shareholders and affiliates;
    
    use assets as security in other transactions;
    
    issue guarantees to third parties; and
    
    engage in certain mergers and consolidations or in sale-leaseback transactions.
    We have to service our peso-denominated debt with revenues generated in dollars, as we do not
generate sufficient revenue in pesos from our operations to service all of our peso-denominated
debt. This could adversely affect our ability to service our debt in the event of a devaluation or
depreciation in the value of the dollar against the Mexican peso.
   7




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Risks Relating to our Business
 Uncertainties relating to our financial condition in our recent past and other factors raised
substantial doubt about our ability to continue as a going concern and could have resulted in our
dissolution under Mexican corporate law.
   If our time charter arrangements are terminated or expire, our business could be adversely
affected.
  Our results from operations are dependent on fuel expenses.
  Downturns in the U.S. economy, trade between the United States and Mexico and in the international
markets adversely affect our business and results of operations.
  8




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We may be unable to successfully expand our business.
  
    
    the continued identification, evaluation and participation in niche markets;
    
    the identification of joint venture opportunities or acquisition candidates;
    
    our ability to enter into acquisitions on favorable terms;
    
    our ability to finance any expansion of our business;
    
    our ability to hire and train qualified personnel, and to maintain our existing
managerial base;
    
    the successful integration of any acquired businesses with our existing operations; and
    
    our ability to manage expansion effectively and to obtain required financing.
  Significant competition could adversely affect our future financial performance.
   Downturns in certain cyclical industries in which our customers operate could have adverse effects
on our results of operations.
  9




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Grupo TMM is a party to a number of arrangements with other parties as joint investors in
non-wholly owned subsidiaries.
  Over time, vessel values may fluctuate substantially and, if these values are lower at a time when
we are attempting to dispose of a vessel, we may incur a loss.
  
    
    prevailing economic conditions in the market;
    
    a substantial or extended decline in world trade;
    
    increases in the supply of vessel capacity;
    
    prevailing charter rates; and
    
    the cost of retrofitting or modifying existing ships, as a result of technological
advances in vessel design or equipment, changes in applicable environmental or other
regulations or standards, or otherwise.
  Our growth depends upon continued growth and demand for the liquid bulk and offshore vessel
industries which may have been at or near the peak of their upward trend and charter hire rates
have already been at or near historical highs. These factors may lead to reductions and volatility
in charter hire rates and profitability.
   
    
    supply and demand for products suitable for shipping by our vessels;
    
    changes in global production of products transported by our vessels;
    
    the distance cargo products are to be moved by sea;
    
    the globalization of manufacturing;
 10




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
    
    global and regional economic and political conditions;
    
    changes in seaborne and other transportation patterns, including changes in the
distances over which cargoes are transported;
    
    environmental and other regulatory developments;
    
    currency exchange rates; and
    
    weather.
  
    
    the number of newbuilding deliveries;
    
    the scrapping rate of older vessels similar to our vessels;
    
    the price of steel and other raw materials;
    
    changes in environmental and other regulations that may limit the useful life of
vessels;
    
    the number of vessels that are out of service; and
    
    port congestion.
  Our growth depends on our ability to expand relationships with existing charterers and to obtain
new charterers, for which we will face substantial competition.
  
    
    shipping industry relationships and reputation for customer service and safety;
    
    shipping experience and quality of ship operations (including cost effectiveness);
    
    quality and experience of seafaring crew;
    
    the ability to finance vessels at competitive rates and financial stability in general;
    
    relationships with shipyards and the ability to get suitable berths;
    
    relationships with ship owners and the ability to obtain suitable second-hand vessels;
    
    construction management experience, including the ability to obtain on-time delivery of
new ships according to customer specifications;
 11




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##### Table of Contents




    
    willingness to accept operational risks pursuant to the charter, such as allowing
termination of the charter for force majeure events, among others; and
    
    competitiveness of the bid in terms of overall price.
  The aging of our fleet may result in increased operating costs in the future, which could adversely
affect our earnings.
  Our results of operations may be adversely affected by operational risks inherent in the
transportation and logistics industry.
    12




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##### Table of Contents



Our operations are subject to extensive environmental and safety laws and regulations and we may
incur costs that have a material adverse effect on our financial condition as a result of our
liabilities under or potential violations of environmental and safety laws and regulations.
 Procuraduría Federal de Protección al Ambiente Secretaría
del Medio Ambiente y Recursos Naturales
      13




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##### Table of Contents



Potential labor disruptions could adversely affect our financial condition and our ability to meet
our obligations under our financing arrangements.
  Continuing world tensions, including as the result of wars, other armed conflicts and terrorist
attacks could have a material adverse effect on our business.
  Our customers may take actions that may reduce our revenues.
  Our financial statements may not give you the same information as financial statements prepared
under United States accounting rules.
  14




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##### Table of Contents



Risks Relating to Mexico
 Economic, political and social conditions may adversely affect our business.
  
    
    significant governmental influence over local economies;
    
    substantial fluctuations in economic growth;
    
    high levels of inflation;
    
    changes in currency values;
    
    exchange controls or restrictions on expatriation of earnings;
    
    high domestic interest rates;
    
    wage and price controls;
    
    changes in governmental economic or tax policies;
    
    imposition of trade barriers;
    
    unexpected changes in regulation; and
    
    overall political, social and economic instability.
 Mexico is an emerging market economy, with attendant risks to our results of operations and
financial condition.
 (1)
 
 (1)
    
    The Mexico Consensus Board is formed by six
internationally recognized firms (American Chamber Mexico, Banamex, UTEP Border
Region, Wells Fargo, Center for Economic Forecasting and Latin Source Mexico). 15




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##### Table of Contents



Currency fluctuations or the devaluation and depreciation of the Peso could limit the ability of
the Company and others to convert Pesos into U.S. Dollars or other currencies which could adversely
affect our business, financial condition and results of operations.
   High interest rates in Mexico could increase our financing costs.
   Developments in other emerging market countries or in the United States may affect us and the
prices of our securities.
   16




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##### Table of Contents



Mexico may experience high levels of inflation in the future, which could adversely affect our
results of operations.
 Banco de México
 2006
    
    
    4.05
    %2007
    
    
    3.76
    %2008
    
    
    6.53
    %2009
    
    
    3.57
    %2010
    
    
    4.40
    %2011 (five months ended May 31)
    
    
    0.30
    %
  Political events and declines in the level of oil production in Mexico could affect the Mexican
economy and our business, financial condition and results of operations.
   Mexican antitrust laws may limit our ability to expand through acquisitions or joint ventures.
 Comisión Federal de Competencia
 Investors may not be able to enforce judgments against the Company.
  17




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##### Table of Contents



Risks Relating to Ownership of our Equity
 The protection afforded to minority shareholders in Mexico is different from that afforded to
minority shareholders in the United States.
  The Company is controlled by the Serrano Segovia family.
  A change in control may adversely affect us.
  Holders of ADSs may not be entitled to participate in any future preemptive rights offering, which
may result in a dilution of such holders equity interest in our company.
   18




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##### Table of Contents



If we cannot meet the New York Stock Exchange (NYSE) continued listing requirements, the NYSE may
delist our ADSs.
   
 ITEM 4. INFORMATION ON THE COMPANY
 History and Development of the Company
 (sociedad anonima de capital variable)
  escisión) escisión
 (sociedad anonima)
 19




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##### Table of Contents



Sociedades Anónimas Bursátiles Ley
del Mercado de Valores. Sociedad Anónima Bursátil
 (Bolsa Mexicana
de Valores) Ley General de Sociedades Mercantiles
 Business Overview
 General
  Maritime Operations.
 Ports and Terminals Operations.
 Logistics Operations.
  20




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##### Table of Contents



Consolidated Transportation Revenues($ in millions)Years Ended December 31,2010
    
    2009
    
    2008Maritime Operations
    
    $
    200.6
    
    
    $
    199.6
    
    
    $
    206.8Ports and Terminals Operations
    
    
    10.3
    
    
    
    6.6
    
    
    
    8.0Logistics Operations
    
    
    89.6
    
    
    
    95.4
    
    
    
    134.3Intercompany Revenues*
    
    
    4.9
    
    
    
    6.8
    
    
    
    13.8Total
    
    $
    305.4
    
    
    $
    308.4
    
    
    $
    362.9
 
 *
    
    Represents the elimination of intercompany transactions between segments.  Recent Developments
 Mexican Peso-Denominated Trust Certificates Program
    Purchase of Two Tugboats
  Vessels Purchased through our Trust Certificates Program
 PSV Isla Monserrat
 AHTS Isla Leon (formerly Sea Wolverine)
 21




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##### Table of Contents



Two AHT
 Three Mini PSVs Isla Blanca, Isla Ciari and Isla Janitzio
 Two FSIV Isla San Gabriel and Isla San Luis. .
 FPSO Vessel ECO III.
 Mini PSV Isla San Ignacio
 Purchase of Auto Haulage Business Assets
  Sale of Five Vessels
  SSA Claims
   22




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##### Table of Contents



Restructuring of Receivables Securitization Facility and Associated Capital Increase
     Comisión Nacional Bancaria y de Valores
  23




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##### Table of Contents



Sale of Investment in Grupo Seglo
  The Mexican Market
  Foreign Trade 2008-2010(a)As of December 31,(in millions of Dollars)2010
    
    2009
    
    2008Total Exports
    
    $
    298,361
    
    
    $
    229,708
    
    
    $
    291,806Total Imports
    
    $
    301,482
    
    
    $
    234,385
    
    
    $
    308,644Total Trade Flows
    
    $
    599,843
    
    
    $
    464,093
    
    
    $
    600,450Growth RateExports
    
    
    29.8
    %
    
    
    (21.2
    %)
    
    
    7.2
    %Growth RateImports
    
    
    28.6
    %
    
    
    (24.0
    %)
    
    
    9.5
    %Growth RateTotal
    
    
    29.2
    %
    
    
    (22.6
    %)
    
    
    8.4
    %Growth RateGDP(b)
    
    
    5.5
    %
    
    
    (6.5
    %)
    
    
    1.3
    %
 
 (a)
    
    The figures include the in-bound (maquiladora) industry.(b)
    
    The methodology for calculating Growth Rate-GDP was modified by the Instituto Nacional de
Estadistica, Geografia e Informatica(INEGI) and is based on 1993 prices. Banco de México
 Discontinued Operations
  NYSE Continued Listing Standards; Reverse Split of ADSs
  24




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##### Table of Contents



Business Strategy
  Expansion of our Maritime Operations
       Ports Operations
  25




---



##### Table of Contents



Reducing Corporate Overhead and Other Operating Costs
     Sources of Financing
  Debt Refinancing
  Certain Competitive Advantages
  
    
    no other company offers a similar breadth and depth of services as a third-party
logistics provider in Mexico;
    
    the ability to contract for the transportation of large amounts of cargo by sea, as well
as transport by truck, enables us to provide value-added door-to-door service to our
customers. The value of our transportation service is further enhanced by our ability to
provide warehousing services for some types of cargo. This ability to provide integrated
services gives us a competitive advantage over companies that provide only maritime
transportation to, or overland transportation within, Mexico; and
    
    we are a Mexican-owned and Mexican-operated company, a distinction that allows us
marketing and operational advantages and, in certain cases, preferential treatment in
certain niche markets within Mexico. Mexican law provides that cabotage (intra-Mexican
movement between ports) is reserved for ships flying the Mexican flag.
 26




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##### Table of Contents



Maritime Operations
  Fleet Management
   Total Dead
    
    Total CubicNumber of
    
    Weight Tons
    
    Meter CapacityVessel Type
    
    Vessels
    
    (in thousands)
    
    (in thousands)
    
    BHP(*)Offshore vessels
    
    
    28
    
    
    
    36.3
    
    
    
    
    **
    
    
    5,116Product tankers
    
    
    6
    
    
    
    277.3
    
    
    
    303.6
    
    
    
    
    **Parcel tankers
    
    
    3
    
    
    
    41.0
    
    
    
    44.3
    
    
    
    
    **Tug boats
    
    
    5
    
    
    
    2.2
    
    
    
    
    **
    
    
    4,409Total
    
    
    42
    
    
    
    356.8
    
    
    
    347.9
 
 *
    
    Average Brake Horse Power.**
    
    Not applicable. Offshore Vessels
   Product Tankers
  27




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##### Table of Contents



BeamVessel
    
    Year
    
    Flag
    
    Hull
    
    DWT(1)
    
    LOA(3)
    
    (m)(4)
    
    (m)
    
    ChartererVeracruz
(formerly Amatlan
II)
    
    
    2002
    
    
    Mexico
    
    DH(2)
    
    
    45,467
    
    
    
    
    
    189
    
    
    
    32
    
    
    PemexPalenque II
(formerly Choapas
II)
    
    
    1992
    
    
    Mexico
    
    DH(2)
    
    
    44,646
    
    
    
    
    
    182
    
    
    
    30
    
    
    PemexTajin
    
    
    2003
    
    
    Mexico
    
    DH(2)
    
    
    47,147
    
    
    
    
    
    183
    
    
    
    32
    
    
    PemexTula
    
    
    2005
    
    
    Marshal Islands
    
    DH(2)
    
    
    46,955
    
    
    
    
    
    183
    
    
    
    32
    
    
    PemexTulum
    
    
    2000
    
    
    Marshal Islands
    
    DH(2)
    
    
    47,131
    
    
    
    
    
    183
    
    
    
    32
    
    
    PemexSeven Express
    
    
    2007
    
    
    Panama
    
    DH(2)
    
    
    45,998
    
    
    
    
    
    180
    
    
    
    32
    
    
    Pemex
 
 (1)
    
    Dead weight tons.(2)
    
    Double hull.(3)
    
    Overall length.(4)
    
    Meters.   Parcel Tankers
   Capacity M3Vessel
    
    Flag
    
    Year
    
    LOA
    
    Beam
    
    Draft
    
    DWT(1)
    
    Total(m)(2)
    
    (m)
    
    (m)Olmeca
    
    Marshall Islands
    
    
    2003
    
    
    
    130.0
    
    
    
    22.4
    
    
    
    12.0
    
    
    
    15,200
    
    
    
    16,800Maya
    
    Marshall Islands
    
    
    2002
    
    
    
    123.0
    
    
    
    20.0
    
    
    
    8.7
    
    
    
    12,451
    
    
    
    14,102Lynx
    
    Marshall Islands
    
    
    2008
    
    
    
    128.6
    
    
    
    20.4
    
    
    
    8.7
    
    
    
    13,000
    
    
    
    13,379Total
    
    
    40,651
    
    
    
    44,281
 
 (1)
    
    Dead weight tons.(2)
    
    Meters. 28




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##### Table of Contents



Harbor Towing
  Customers and Contractual Arrangements
    Markets
  §
    
    expectations as to future oil and gas commodity prices;§
    
    customer assessments of offshore drilling prospects compared to land-based
opportunities;§
    
    customer assessments of cost, geological opportunity and political stability in host
countries;§
    
    worldwide demand for oil and natural gas;§
    
    the ability of the Organization of Petroleum Exporting Countries (OPEC) to set and
maintain production levels and pricing;§
    
    the level of production of non-OPEC countries;§
    
    the relative exchange rates for the U.S. dollar; and§
    
    various government policies regarding exploration and development of their oil and gas
reserves.
 Ports and Terminals Operations
  29




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##### Table of Contents



Port
    
    Concession
    
    Date Awarded
    
    DurationAcapulco
    
    Integral port administration
    
    June 20, 1996
    
    25 years (with the
possibility of
extension)Tuxpan
    
    Approximately 1,300 meters of waterfront
    
    September 25, 2000
    
    20 years (with the
possibility of
extension)Approximately 0.8 hectares of land
    
    April 7, 1997
    
    20 years (with the
possibility of
extension)Stevedoring Services
    
    August 4, 1999
    
    10 years.
(extension for
additional 10 years
was exercised in
2009).Tampico
    
    Permit for loading and unloading operations
    
    July 9, 2010
    
    2 years (with the
possibility of
extension)
 Acapulco
     Tuxpan
  30




---



##### Table of Contents



Tampico
  Shipping Agencies
  Logistics Operations
  Automotive Services
  Trucki n g Services
   Container Repair and Maintenance
  31




---



##### Table of Contents



TMM Plus
  Warehousing Services
  Auto Haulage
     Grupo TMMs Strategic Partners
  Business
    
    PartnerPorts (Acapulco)
    SSA Mexico, Inc.
 Disposition of Grupo TMMs interest in Grupo TFM to KCS
 General
  32




---



##### Table of Contents



Sales and Marketing
   Systems and Technology
   Competition
 Maritime Operations
      33




---



##### Table of Contents



Logistics Operations
       Regulatory Framework
 Ley de
Navegación y Comercio Marítimos
  (cláusula de exclusión de
extranjeros) Ley de Caminos, Puentes y Autotransporte
Federal Ley de Vias Generales de Comunicacion.
 Ley de Puertos. Ley de Puertos Ley de Puertos Ley de Puertos
 34




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##### Table of Contents



Mexican Navigation Law
 Ley de Navegación y Comercio Marítimos
   §
    
    customary provisions enabling authorities to carry out inspections of vessels and
investigations of incidents;§
    
    regulations concerning registration of vessels and waivers allowing Mexican companies to
operate foreign flag vessels in otherwise reserved domains;§
    
    foreign vessels are obliged to designate a shipping agent in order to call at Mexican
ports;§
    
    Mexican flag vessels are required to operate with Mexican crews only and cabotage is in
principle reserved for Mexican vessels;§
    
    when a foreign vessel is abandoned by the owners with cargo on board, provisions of the
legislation coordinate repatriation and temporary maintenance of the crew which the law
deems ultimately to be the joint and several liability of the owner and agent;§
    
    the carriage of passengers, cargo and towage in ports and pilotage are also regulated;§
    
    captains are responsible for damage and loss caused to vessels or ports due to
negligence, lack of proper qualification, carelessness or bad faith, but are not
responsible for damages caused by an act of God or force majeure;§
    
    companies providing towage services must carry insurance to cover their liabilities to
the satisfaction of the authorities;§
    
    pollution is regulated by international treaties; however this only covers CLC-type
liabilities. Pollution in respect of other substances is dealt with under local legislation
which has no limitation. This is irrespective of any criminal proceedings or sanctions
against the party responsible for the incident; and§
    
    maritime privileges are also considered within the law.
  §
    
    bareboat charter;§
    
    time charter;§
    
    voyage charter;
 35




---



##### Table of Contents



§
    
    carriage of goods;§
    
    passengers;§
    
    salvage; and§
    
    towage.
 Environmental Regulation
 Ley
General de Equilibrio Ecológico y Protección al Ambiente Ley General de Prevención y Gestión Integral del Residuos
     36




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##### Table of Contents



Insurance
   Organizational Structure
  Country of
    
    Ownership
    
    VotingName
    
    Incorporation
    
    Interest
    
    InterestAdministración Portuaria Integral de Acapulco S.A. de C.V. (Ports)*
    
    Mexico
    
    
    51
    %
    
    
    51
    %Lacto Comercial Organizada, S.A. de C.V. (Trucking)
    
    Mexico
    
    
    100
    %
    
    
    100
    %Autotransportación y Distribución Logística, S.A. de C.V.(Logistics)
    
    Mexico
    
    
    100
    %
    
    
    100
    %Transportación Marítima Mexicana, S.A. de C.V. (formerly Naviera del
Pacífico, S.A. de C.V.) (Product and Parcel Tankers, Offshore vessels
and harbor tugboat operations)
    
    Mexico
    
    
    100
    %
    
    
    100
    %Terminal Marítima de Tuxpan, S.A. de C.V. (Ports)
    
    Mexico
    
    
    100
    %
    
    
    100
    %TMM Logistics, S.A. de C.V. (Logistics)
    
    Mexico
    
    
    100
    %
    
    
    100
    %TMM Agencias, S.A. de C.V. (Shipping agencies)
    
    Mexico
    
    
    100
    %
    
    
    100
    %TMM División Marítima, S. A. de C. V. (Offshore vessels)
    
    Mexico
    
    
    100
    %
    
    
    100
    %TMM Remolcadores, S. A. de C. V. (Tugboat vessels)
    
    Mexico
    
    
    100
    %
    
    
    100
    %TMM Parcel Tankers, S. A. de C. V. (Tanker vessels)
    
    Mexico
    
    
    100
    %
    
    
    100
    %Almacenadora de Deposito Moderno, S. A. de C. V. (Warehousing)
    
    Mexico
    
    
    100
    %
    
    
    100
    %
 
 (*)
    
    Less than wholly owned by the Company. 37




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##### Table of Contents



Property, Plant and Equipment
    Years Ended December 31,
    
    Estimated Amortization Life2010
    
    2009
    
    (Years)(In thousands of Dollars)API Acapulco
    
    $
    6,783
    
    
    $
    6,783
    
    
    10Tugboats in the port of Manzanillo
    
    
    2,170
    
    
    
    2,170
    
    
    *8,953
    
    
    
    8,953Accumulated amortization
    
    
    (6,104
    )
    
    
    (5,833
    )Concession rights and related assetsnet
    
    $
    2,849
    
    
    $
    3,120
 
 (*)
    
    Fully amortized. 38




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##### Table of Contents



Estimated TotalYears Ended December 31,
    
    Useful Lives2010
    
    2009
    
    (Years)(In thousands of Dollars)Vessels
    
    $
    576,568

    
    $
    511,691

    
    
    25Dry-docks (major vessel repairs)
    
    
    5,811

    
    
    6,327

    
    
    2.5Buildings and installations
    
    
    15,895

    
    
    10,964

    
    20 and 25Warehousing equipment
    
    
    914

    
    
    1,094

    
    
    10Computer equipment
    
    
    600

    
    
    865

    
    3 and 4Terminal equipment
    
    
    738

    
    
    885

    
    
    10Ground transportation equipment
    
    
    26,638

    
    
    27,308

    
    4, 5 and 10Other equipment
    
    
    1,089

    
    
    1,179628,253

    
    
    560,313Land
    
    
    106,866

    
    
    20,552Construction in progress
    
    
    26,523

    
    
    107,563Total Property, Plant and Equipmentnet
    
    $
    761,642

    
    $
    688,428
 Banco Nacional de
Comercio Exterior
 
 ITEM 4A. UNRESOLVED STAFF COMMENTS
 None.
 
 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS
 Executive Overview
    §
    
    Reducing our corporate overhead: Over the last few years, we have significantly
reduced our operating costs by reducing our corporate executive headcount from 222 to 97
full-time equivalent positions, through the elimination of redundant functions and the
transfer of certain employees to other business areas within the Company. For 2011, no
further reductions are contemplated. However, as part of our business strategy, we intend
to maintain our corporate expenses at a level no greater than 5% of our revenues. See 
Business Strategy  Reducing Corporate Overhead and Other Operating Costs.§
    
    Introducing cost-saving technology: We have developed TMM Plus, an
Internet-based information systems platform that integrates logistics services, thereby
increasing the efficiency of our logistics operations. The information systems platform
supports dedicated logistics contracts and yard management. The systems
 39




---



##### Table of Contents



platform allows our customers to access information regarding the location and status of
their cargo via computer. See  Logistics Operations  TMM Plus.§
    
    Extending the maturity of our debt: During 2006, we repaid in full all of our
public debt, including the Grupo TMM 10 1/4% Senior Notes due 2006 (the 2006 Notes) and the
Grupo TMM Senior Secured Notes due 2007 (the 2007 Notes). In September 2006, we also
entered into (i) a $200 million receivables securitization facility with Deutsche Bank AG
that matures in September 2012, which was successfully restructured in December 2009 and
prepaid in full in May 2011, and (ii) other credit agreements to finance the acquisition of
offshore vessels, parcel tanker and tugboats. We continue to review and analyze
alternatives to refinance our debt to extend the maturity and reduce the interest expense
thereof. See Item 4. Information on the Company  Recent Developments  Mexican
Peso-Denominated Trust Certificates Program and  Restructuring of Receivables
Securitization Facility and Associated Capital Increase.§
    
    Our Trust Certificates Program: On April 30, 2007 we established a Mexican
Peso-Denominated Trust Certificates Program for the issuance of trust certificates, which
are securities secured by trust assets and denominated in Mexican Pesos, for an aggregate
amount of Ps. 9 billion. We closed our first, second, and third issuances of trusts
certificates under the program on July 19, 2007, April 30, 2008, and July 1, 2008,
respectively, in an amount of Ps. 3 billion, Ps. 1.55 billion, and Ps. 4.39 billion,
respectively. Our first issuance was used primarily to refinance existing vessel
indebtedness. Our second issuance was primarily used to finance the acquisition of five
new and used vessels for an approximate aggregate amount of $111.4 million. Our third
issuance was used to acquire new and used vessels. We closed our fourth issuance of trust
certificates under the program on July 29, 2010 in an amount of 10.5 billion Pesos. This
issuance was used primarily to repay the previous three issuances, thereby consolidating
the debt under the program, and to refinance existing vessel indebtedness.§
    
    Purchase of 100% Almacenadora de Depósito Moderno, S.A. de C.V. Organización
Auxiliar de Crédito (ADEMSA): On December 13, 2006, the Company purchased 100% of
ADEMSAs shares. ADEMSA currently operates over 480,000 square meters of warehousing space
throughout Mexico, including 68,000 square meters of direct warehouse (the largest of which
is located in northern Mexico City). Due to its regulated nature, ADEMSA is one of a
limited number of warehousing companies authorized by the Mexican Government to provide
bonded warehousing services and to issue negotiable certificates of deposit.§
    
    Purchase of Assets from Autoconvoy Mexicano, S.A. de C.V.: On July 19, 2007,
Grupo TMM acquired from Autoconvoy Mexicano, S.A. de C.V., operating assets including a
fleet of 228 trucks and 423 haul-away trailers, each equipped with a satellite tracking
system. We have our own yards in Puebla, Aguascalientes and Cuernavaca, equipped with all
the necessary facilities for the operation of the newly formed TMM Logistics haul-away
division (management offices, repair shops, shelter yards, security, warehouses, etc).
Since July 19, 2007, Grupo TMM has been coordinating and distributing vehicles on a
national level, from the main automotive manufacturers plants, to the national dealers or
borders for export purposes.§
    
    Sale of Certain Subsidiaries: During 2008, Grupo TMM, in an effort to
streamline its operations and reduce operating costs, sold certain non-strategic
subsidiaries and recognized a $17.7 million gain on the sale of such subsidiaries. On
April 20, 2010, Grupo TMM agreed to sell its stockholdings in the companies that comprised
Grupo Seglo to its partner for $4.9 million (Ps. 60 million) (See Note 1 to the
accompanying Audited Consolidated Financial Statements contained elsewhere herein).
 Operating Results
  40




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##### Table of Contents



General
  Year Ended December 31,2010
    
    
    2009
    
    
    2008(In millions of Dollars)Consolidated Transportation RevenuesMaritime Operations
    
    $
    200.6
    
    
    $
    199.6
    
    
    $
    206.8Ports and Terminals Operations
    
    
    10.3
    
    
    
    6.6
    
    
    
    8.0Logistics Operations
    
    
    89.6
    
    
    
    95.4
    
    
    
    134.3Intercompany revenues
    
    
    4.9
    
    
    
    6.8
    
    
    
    13.8Total
    
    $
    305.4
    
    
    $
    308.4
    
    
    $
    362.9Income on TransportationMaritime Operations
    
    $
    59.8
    
    
    $
    55.7
    
    
    $
    42.0Ports and Terminals Operations
    
    
    3.7
    
    
    
    1.4
    
    
    
    1.6Logistics Operations
    
    
    (13.5
    )
    
    
    (9.9
    )
    
    
    (12.0
    )Shared corporate costs
    
    
    (14.8
    )
    
    
    (17.7
    )
    
    
    (20.4
    )Total
    
    $
    35.2
    
    
    $
    29.5
    
    
    $
    11.2
 Fiscal Year ended December 31, 2010 Compared to Fiscal Year ended December 31, 2009
  Consolidated Transportation Revenues($ in millions)Years Ended December 31,Y2010 vs.% of Net
    
    
    
    
    
    
    % of Net
    
    
    Y20092010
    
    
    Revenues
    
    
    2009
    
    
    Revenues
    
    
    % ChangePorts and Terminals Operations
    
    $
    10.3
    
    
    
    3.4
    %
    
    $
    6.6
    
    
    
    2.1
    %
    
    
    56.1
    %Maritime Operations
    
    
    200.6
    
    
    
    65.7
    
    
    
    199.6
    
    
    
    64.7
    
    
    
    0.5
    %Logistics Operations
    
    
    89.6
    
    
    
    29.3
    
    
    
    95.4
    
    
    
    30.9
    
    
    
    (6.1
    )%Intercompany Revenues (*)
    
    
    4.9
    
    
    
    1.6
    
    
    
    6.8
    
    
    
    2.3
    
    
    
    (27.9
    )%Total
    
    $
    305.4
    
    
    
    100.0
    %
    
    $
    308.4
    
    
    
    100.0
    %
    
    
    (1.0
    )%
 
 (*)
    
    Represents the elimination of intercompany transactions between segments. Ports and Terminals Operations
  Maritime Operations
  41




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##### Table of Contents



Logistics Operations
  Income on Transportation
    Grupo TMM OperationsIncome on Transportation(1)(2)($ in millions)Year Ended December 31,Y2010 vs.Y2009%2010
    
    
    2009
    
    
    ChangePorts and Terminals Operations
    
    $
    3.7
    
    
    $
    1.4
    
    
    
    164.3
    %Maritime Operations
    
    
    59.8
    
    
    
    55.7
    
    
    
    7.4
    %Logistics Operations
    
    
    (13.5
    )
    
    
    (9.9
    )
    
    
    (36.4
    )%Shared Corporate Costs
    
    
    (14.8
    )
    
    
    (17.7
    )
    
    
    16.4
    %Total
    
    $
    35.2
    
    
    $
    29.5
    
    
    
    19.3
    %
 
 (1)
    
    Operating results are reported as Income on Transportation in our Financial
Statements included elsewhere in this Annual Report.(2)
    
    To better reflect Grupo TMMs corporate costs, the Company modified the presentation
of its corporate expenses as of December 31, 2009 and 2010, separating human resources and
information technology costs to be allocated to each business unit in accordance with their
use. Income on transportation includes the following allocated total administrative costs: In
2010: $1.1 million in Ports and Terminals Operations, $5.8 million in Maritime Operations,
$12.0 million in Logistics Operations and $15.1 million in shared corporate costs. In 2009:
$1.1 million in Ports and Terminals Operations, $5.8 million in Maritime Operations, $12.0
million in Logistics Operations and $15.1 million in shared corporate costs. Ports and Terminals Operations
  42




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##### Table of Contents



Maritime Operations  
 Logistics Operations  Net Financing Cost
 ($ in millions)Year Ended December 31,Y2010vs.Y20092010
    
    2009
    

%
ChangeNet Financing Cost
    
    $
    108.1
    
    
    $
    118.4
    
    
    
    8.7
    %
  Other (Expenses) Income -Net
 ($ in millions)Year Ended December 31,Y2010vs.Y20092010
    
    2009
    

%
ChangeOther (expenses) income  net
    
    $
    (5.1
    )
    
    $
    (5.7
    )
    
    
    10.5
    %
  Expenses (Benefit) from Income Taxes
 ($ in millions)Year Ended December 31,Y2010vs.Y20092010
    
    2009
    

%
ChangeExpenses (Benefit) from income taxes
    
    $
    0.8
    
    
    $
    1.1
    
    
    
    (27.3
    %)
 43




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##### Table of Contents



Non-controlling Interest
 ($ in millions)Year Ended December 31,Y2010vs.Y20092010
    
    2009
    

%
ChangeNon-controlling interest
    
    $
    1.6
    
    
    $
    1.4
    
    
    
    14.3
    %
  Net (Loss) Income for the year attributable to stockholders of Grupo TMM
 ($ in millions)Year Ended December 31,Y2010vs.Y20092010
    
    2009
    

%
ChangeNet (Loss) Income for the year
attributable to stockholders of Grupo TMM
    
    $
    (80.6
    )
    
    $
    (97.1
    )
    
    
    17.0
    %
  Fiscal Year ended December 31, 2009 Compared to Fiscal Year ended December 31, 2008
  Consolidated Transportation Revenues($ in millions)Years Ended December 31,Y2009 vs.% of Net
    
    
    
    
    
    
    % of Net
    
    
    Y20082009
    
    
    Revenues
    
    
    2008
    
    
    Revenues
    
    
    % ChangePorts and Terminals Operations
    
    $
    6.6
    
    
    
    2.1
    %
    
    $
    8.0
    
    
    
    2.2
    %
    
    
    (17.5
    )%Maritime Operations
    
    
    199.6
    
    
    
    64.7
    
    
    
    206.8
    
    
    
    57.0
    
    
    
    (3.5
    )%Logistics Operations
    
    
    95.4
    
    
    
    30.9
    
    
    
    134.3
    
    
    
    37.0
    
    
    
    (29.0
    )%Intercompany Revenues (*)
    
    
    6.8
    
    
    
    2.3
    
    
    
    13.8
    
    
    
    3.8
    
    
    
    (50.7
    )%Total
    
    $
    308.4
    
    
    
    100.0
    %
    
    $
    362.9
    
    
    
    100.0
    %
    
    
    (15.0
    )%
 
 (*)
    
    Represents the elimination of intercompany transactions between segments. Ports and Terminals Operations
  44




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##### Table of Contents



Maritime Operations
  Logistics Operations
  Income on Transportation
   Grupo TMM OperationsIncome on Transportation (1)(2)($ in millions)Year Ended December 31,Y2009 vs.Y2008%2009
    
    
    2008
    
    
    ChangePorts and Terminals Operations
    
    $
    1.4
    
    
    $
    1.6
    
    
    
    (12.5
    )%Maritime Operations
    
    
    55.7
    
    
    
    42.0
    
    
    
    32.6
    %Logistics Operations
    
    
    (9.9
    )
    
    
    (12.0
    )
    
    
    17.5
    %Shared Corporate Costs
    
    
    (17.7
    )
    
    
    (20.4
    )
    
    
    13.2
    %Total
    
    $
    29.5
    
    
    $
    11.2
    
    
    
    163.4
    %
 
 (1)
    
    Operating results are reported as Income on Transportation in our Financial
Statements included elsewhere in this Annual Report.(2)
    
    To better reflect Grupo TMMs corporate costs, the Company modified the presentation
of its corporate expenses as of December 31, 2008 and 2009, separating human resources and
information technology costs to be allocated to each business unit in accordance with its use.
Income on transportation includes the following allocated total administrative costs: In 2009:
$1.1 million in Ports and Terminals Operations, $5.8 million in Maritime Operations, $12.0
million in Logistics Operations and $15.1 million in shared corporate costs. Income on
transportation includes the following allocated total administrative costs: In 2008: $1.6
million in Ports and Terminals Operations, $6.8 million in Maritime Operations, $14.6 million
in Logistics Operations and $19.9 million in shared corporate costs. 45




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##### Table of Contents



Ports and Terminals Operations
  Maritime Operations
  Logistics Operations
  Net Financing Cost
 ($ in millions)Year Ended December 31,Y2009vs.Y20082009
    
    2008
    
    % ChangeNet Financing Cost
    
    $
    118.4
    
    
    $
    (75.6
    )
    
    
    256.6
    %
  Other (Expenses) Income -Net
 ($ in millions)Year Ended December 31,Y2009vs.Y20082009
    
    2008
    
    % ChangeOther (expenses) income  net
    
    $
    (5.7
    )
    
    $
    8.7
    
    
    
    (165.5
    )%
  46




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##### Table of Contents



Expenses (Benefit) from Income Taxes
 ($ in millions)Year Ended December 31,Y2009vs.Y20082009
    
    2008
    
    % ChangeExpenses (Benefit) from income taxes
    
    $
    1.1
    
    
    $
    20.1
    
    
    
    (94.5
    )%
  Non-controlling Interest
 ($ in millions)Year Ended December 31,Y2009vs.Y20082009
    
    2008
    
    % ChangeNon-controlling interest
    
    $
    1.4
    
    
    $
    0.5
    
    
    
    180
    %
  Net (Loss) Income for the year attributable to stockholders of Grupo TMM
 ($ in millions)Year Ended December 31,Y2009vs.Y20082009
    
    2008
    
    % ChangeNet (Loss) Income for the year
attributable to stockholders of Grupo TMM
    
    $
    (97.1
    )
    
    $
    74.9
    
    
    
    (229.6
    )%
  Critical Accounting Policies
   47




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##### Table of Contents



Revenue Recognition.
 Financial Statement Translations into U.S. Dollars.
 Deferred Income Taxes.
 Impairment of Long-Lived Assets.
    48




---



##### Table of Contents



Financial instruments.
 Financial assets
  
    
    loans and receivables
    
    financial assets at fair value through profit or loss
    
    held-to-maturity investments
    
    available-for-sale financial assets.
  Financial liabilities
  Derivative financial instruments
  49




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Recent Accounting Pronouncements IFRS
  
    
    IAS 23 Borrowing Costs (Revised 2007); and
    
    Amendments to IFRS 7 Financial Instruments: Disclosures  improving disclosures about
financial instruments
  Borrowing Costs (Revised)
 Adoption of amendments to IFRS 7 Financial Instruments: Disclosures  improving disclosures
about financial instruments.
   IFRS 3 Business Combinations (Revised 2008) (effective from July 1, 2009).
 IAS 27 Consolidated and Separate Financial Statements (Revised 2008) (effective from July 1,
2009).
 Annual Improvements 2009 (effective from July 1, 2009 and later). Improvements for International Financial Reporting Standards 2009 Leases
 50




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##### Table of Contents



IFRS 9 Financial Instruments (effective from January 1, 2013). Financial Instruments: Recognition and Measurement
 
   Annual Improvements 2010 (effective from July 1, 2010/January 1, 2011).
 Liquidity and Capital Resources
     TMM División Marítima, S. A. de C. V.
    
    $
    803,889TMM Parcel Tankers, S.A. de C.V.
    
    
    31,816Transportación Maritima Mexicana, S.A. de C.V.
    
    
    11,773Lacto Comercial Organizada, S.A. de C.V.
    
    
    8,694Proserpec, S.A.P.I de C.V.
    
    
    7,629Grupo TMM, S.A.B.
    
    
    6,731TMM Logistics, S.A de C.V.
    
    
    1,521Total
    
    $
    872,053
  51




---



##### Table of Contents



(fondo de reserva)
             52




---



##### Table of Contents



Information on Cash Flows
  53




---



##### Table of Contents



Years Ended December 31,2010
    
    
    2009
    
    
    2008($ in thousands)Operating activities
    
    
    96,068
    
    
    
    124,262
    
    
    
    (50,609
    )Investing activities
    
    
    (22,748
    )
    
    
    (57,874
    )
    
    
    (384,948
    )Financing activities
    
    
    (7,818
    )
    
    
    (91,330
    )
    
    
    509,045Currency exchange effect on cash
    
    
    4,416
    
    
    
    5,053
    
    
    
    (48,303
    )Net decrease in cash and cash equivalents
    
    
    69,918
    
    
    
    (19,889
    )
    
    
    25,185Cash and cash equivalents at beginning of year
    
    
    20,018
    
    
    
    39,907
    
    
    
    14,722Cash and cash equivalents at end of year
    
    $
    89,936
    
    
    $
    20,018
    
    
    $
    39,907
    Our Cash Flows from Operating Activities
   Years Ended December 31,2010
    
    
    2009
    
    
    2008($ in thousands)Net (Loss) Income for the year
    
    $
    (78,916
    )
    
    $
    (95,670
    )
    
    $
    75,440Depreciation and amortization and other amortization
    
    
    67,008
    
    
    
    51,489
    
    
    
    35,263(Provision) benefit for income taxes
    
    
    819
    
    
    
    1,087
    
    
    
    20,094Gain on sale of fixed assetsnet
    
    
    679
    
    
    
    (3,267
    )
    
    
    (19,130
    )Impairment test in long-lived assets
    
    
    
    
    
    
    3,485
    
    
    
    4,653(Increase) decrease in restricted cash
    
    
    11,843
    
    
    
    64,314
    
    
    
    (91,027
    )Provision for interests on debt
    
    
    66,148
    
    
    
    81,542
    
    
    
    80,948Exchange loss (gain) -Net
    
    
    37,936
    
    
    
    27,392
    
    
    
    (143,530
    )Total changes in operating assets and liabilities
    
    
    (9,449
    )
    
    
    (6,110
    )
    
    
    (13,320
    )Net cash provided by (used in) operating activities
    
    $
    96,068
    
    
    $
    124,262
    
    
    $
    (50,609
    )
 Our Cash Flows from Investing Activities
  54




---



##### Table of Contents



Our Cash Flows from Financing Activities
    Business Plan
  Maritime Operations
 Ports and Terminals Operations
 Logistics Operations
  55




---



##### Table of Contents



Our Ability to Continue as a Going Concern
   FPSO Vessel ECO III
     56




---



##### Table of Contents



Capital Expenditures and Divestitures
  Our Principal Capital Expenditures for the Last Three Years
($ in millions)
 Years Ended December 31,2010 (a)
    
    
    2009 (b)
    
    
    2008 (c)Capital Expenditures by Segment:Ports and Terminals Operations
    
    $
    2.5
    
    
    $
    0.5
    
    
    $
    0.5Maritime Operations
    
    
    14.7
    
    
    
    67.2
    
    
    
    371.5Logistics Operations
    
    
    5.5
    
    
    
    1.4
    
    
    
    17.7Corporate
    
    
    9.4
    
    
    
    4.4
    
    
    
    12.1Total
    
    $
    32.1
    
    
    $
    73.5
    
    
    $
    401.8
 
 (a)
    
    In 2010, capital expenditures included: (i) Ports and Terminals Operations: $2.5 million in
construction in process for the expansion and maintenance of port and terminal facilities;
(ii) Maritime Operations: $6.0 million in acquisition of vessels, $7.5 million in equipment
improvements, and $1.2 million in construction projects; (iii) Logistics Operations: $2.8
million in operating equipment and related fixed assets, and $2.7 million in construction
projects; and (iv) Corporate: $9.4 million in fixed assets and other strategic corporate
projects.(b)
    
    In 2009, capital expenditures included: (i) Ports and Terminals Operations: $0.5 million in
construction in process for the expansion and maintenance of port and terminal facilities;
(ii) Maritime Operations: $30.1 million in acquisition of vessels, $7.3 million in advances
toward the construction of vessels, $28.5 million in equipment improvements, and $1.3 million
in construction projects; (iii) Logistics Operations: $0.5 million in operating equipment and
related fixed assets, $0.9 million in construction projects; and (iv) Corporate: $4.4 million
in fixed assets and other strategic corporate projects.(c)
    
    In 2008, capital expenditures included: (i) Ports and Terminals Operations: $0.5 million in
construction in process for the expansion and maintenance of port and terminal facilities;
(ii) Maritime Operations: $282.4 million in acquisition of vessels, $81.1 million in advances
toward the construction of vessels, $6.0 million in equipment improvements and $2.0 million in
construction projects; (iii) Logistics Operations: $11.9 million in operating equipment and
related fixed assets, $5.8 million in construction projects; and (iv) Corporate: $12.1 million
in fixed assets and other strategic corporate projects. Our Principal Capital Divestitures for the Last Three Years
($ in millions)
 Years Ended December 31,2010 (a)
    
    
    2009 (b)
    
    
    2008 (c)Capital Divestitures:Sale of shares of subsidiaries
    
    $
    4.1
    
    
    $
    (0.2
    )
    
    $
    14.8Other assets
    
    
    5.3
    
    
    
    15.8
    
    
    
    2.1Total
    
    $
    9.4
    
    
    $
    15.6
    
    
    $
    16.9
 
 (a)
    
    In 2010, capital divestitures included $5.3 million from the sale of other fixed assets.(b)
    
    In 2009, capital divestitures included $15.8 million from the sale of other fixed assets.(c)
    
    In 2008, capital divestitures included $2.1 million from the sale of other fixed assets. Outlook on Capital Expenditures
  57




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##### Table of Contents



Securitization Facility
          58




---



##### Table of Contents



Product Tanker and Offshore Vessel Financings
  Capital Leases
  Transportation Equipment and Other Operating Leases
  Grupo TMM 9 1/2% Notes due 2003 and Grupo TMM 10 1/4% Senior Notes due 2006
 1 2 1 2 pari passu
 1 4 th th pari passu
  59




---



##### Table of Contents



Grupo TMM Senior Secured Notes due 2007
    Purchase of Two Chemical Tankers
  60




---



##### Table of Contents



Mexican Peso-Denominated Trust Certificates Program
   Auto Haulage Financing
    Other Debt
    61




---



##### Table of Contents



Foreign Currency Risk
   62




---



##### Table of Contents



Trend Information
     Off-Balance Sheet Arrangements
  Contractual Obligations
  Less than
    
    
    
    
    
    
    
    
    
    
    More thanIndebtedness (1)
    
    1 year
    
    
    1-3 years
    
    
    3-5 years
    
    
    5 years
    
    
    Total(Dollars in thousands, unless noted otherwise)Mexican Trust Certificates (2)
    
    
    10,837
    
    
    
    
    
    
    
    
    
    
    
    775,535
    
    
    
    786,372Parcel Tanker Vessels Financings (3)
    
    
    3,483
    
    
    
    6,667
    
    
    
    5,000
    
    
    
    16,666
    
    
    
    31,816Land and Logistics Equipment Financing (4)
    
    
    1,496
    
    
    
    2,283
    
    
    
    6,436
    
    
    
    
    
    
    
    10,215
 63




---



##### Table of Contents



Less than
    
    
    
    
    
    
    
    
    
    
    More thanIndebtedness (1)
    
    1 year
    
    
    1-3 years
    
    
    3-5 years
    
    
    5 years
    
    
    Total(Dollars in thousands, unless noted otherwise)Refinancing Acquisition ADEMSA(5)
    
    
    1,631
    
    
    
    3,400
    
    
    
    1,700
    
    
    
    
    
    
    
    6,731Working Capital PROSERPEC (6)
    
    
    5,604
    
    
    
    2,025
    
    
    
    
    
    
    
    
    
    
    
    7,629Other Debt (7)
    
    
    
    
    
    
    
    
    
    
    17,517
    
    
    
    
    
    
    
    17,517Total
    
    $
    23,051
    
    
    $
    14,375
    
    
    $
    30,653
    
    
    $
    792,201
    
    
    $
    860,280
 Less than
    
    
    
    
    
    
    
    
    
    
    More thanOperating Lease Obligations (8)
    
    1 year
    
    
    1-3 years
    
    
    3-5 years
    
    
    5 years
    
    
    TotalVessel, Transportation Equipment and
Other Operating Leases
    
    $
    3,953
    
    
    $
    8,260
    
    
    $
    8,076
    
    
    $
    22,596
    
    
    $
    42,885Total
    
    $
    3,953
    
    
    $
    8,260
    
    
    $
    8,076
    
    
    $
    22,596
    
    
    $
    42,885
 Less than
    
    
    
    
    
    
    
    
    
    
    More thanOther (9)
    
    1 year
    
    
    1-3 years
    
    
    3-5 years
    
    
    5 years
    
    
    TotalSecuritization Facility
    
    $
    9,963
    
    
    $
    1,364
    
    
    $
    446
    
    
    $
    
    
    
    $
    11,773Total
    
    $
    9,963
    
    
    $
    1,364
    
    
    $
    446
    
    
    $
    
    
    
    $
    11,773
 
 (1)
    
    These amounts include principal payments and accrued and unpaid interest as of December 31,
2010.(2)
    
    Debt allocated in one special purpose company in connection with the financing of tanker
vessels, offshore vessels and tugboats denominated in Mexican Pesos (Trust Certificates
Program).(3)
    
    Debt allocated in one special purpose company in connection with the financing of two parcel
tanker vessels.(4)
    
    Debt in connection with the Land & Logistics equipment financing, denominated in Mexican
Pesos.(5)
    
    Debt in connection with ADEMSA acquisition refinancing.(6)
    
    Debt allocated in one special purpose company for working capital.(7)
    
    Debt allocated in two special purpose companies for working capital and letter of credit
issuances.(8)
    
    These amounts include the minimum lease payments.(9)
    
    These amounts include principal payments and accrued and unpaid interest as of December 31,
2010 under the Securitization Facility. 
 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES
 Directors and Senior Management
 Board of Directors
 Estatutos Sociales
  Years as aDirector orAlternateName
    
    Principal Occupation
    
    Director
    
    AgeDirectorsJosé F. Serrano Segovia
    
    Chairman of the Board of Grupo TMM
    
    39
    
    70Ramón Serrano Segovia
    
    First Vice-chairman of Grupo TMM
    
    20
    
    64Maria Josefa Cuevas de Serrano
    
    Second Vice-chairman of Grupo TMM
    
    5
    
    65José Luis Salas Cacho
    
    Private Investor
    
    6
    
    57Ignacio Rodríguez Rocha
    
    Attorney
    
    20
    
    75Lorenzo Cué Sánchez Navarro
    
    Private Investor
    
    20
    
    45Luis Martínez Argüello
    
    Private Investor
    
    6
    
    70
 64




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##### Table of Contents



Years as aDirector orAlternateName
    
    Principal Occupation
    
    Director
    
    AgeSergio Chedraui Eguia
    
    Private Investor
    
    5
    
    35José Luis Ávalos del Moral
    
    Private Investor
    
    4
    
    68Miguel Alemán Velasco
    
    Private Investor
    
    2
    
    79Miguel Alemán Magnani
    
    Private Investor
    
    2
    
    45Manuel Rodríguez de Castro
    
    Private Investor
    
    2
    
    47Alternate DirectorsJosé Francisco Serrano Cuevas
    
    President Deputy Director
    
    10
    
    30
  Position in the Board of Directors
    
    TermChairman
    
    7 yearsFirst Vice-Chairman
    
    7 yearsSecond Vice-Chairman
    
    Between 3 and 7 years (As determined by
the General Shareholders Meeting that
elects him/her.)Other Directors
    
    1 year
 José F. Serrano Segovia
  Ramón Serrano Segovia
  Maria Josefa Cuevas de Serrano
  José Luis Salas Cacho
  65




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Ignacio Rodríguez Rocha
  Lorenzo Cué Sánchez-Navarro
  Luis Martínez Argüello
  Sergio Chedraui Eguia
  José Luis Avalos del Moral
  Miguel Alemán Velasco
  Miguel Alemán Magnani
  66




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##### Table of Contents



Manuel Rodríguez de Castro
  José Francisco Serrano Cuevas
   Executive Officers
  Years of
    
    ExecutiveName
    
    Position
    
    Service
    
    OfficerCorporate DirectorsJosé F. Serrano Segovia
    
    Chairman of the Board and Chief Executive Officer
    
    39
    
    19Jacinto David Marina Cortés
    
    Deputy Chief Executive Officer
    
    20
    
    20Carlos Pedro Aguilar Mendez
    
    Chief Financial Officer, Corporate
Administrative Director and Finance Director
    
    21
    
    4Agustín Salinas Gonzalez
    
    Corporate Human Resources Director
    
    14
    
    4Elvira Ruiz Carreño
    
    Corporate Audit Director
    
    15
    
    8Business Unit DirectorsLuis Manuel Ocejo Rodriguez
    
    Director, Maritime Transportation
    
    28
    
    4Roberto Martínez Ríos
    
    Director, Ports and Terminals
    
    2
    
    2
  Compensation
  67




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##### Table of Contents



Pension, Retirement or Similar Benefits
   Board Practices
  Audit and Corporate Practices Committee
  §
    
    overseeing the accounting and financial reporting processes of the Company; discussing
the financial statements of the Company with all parties responsible for preparing and
reviewing such statements, and advising the Board of Directors on their approval thereof;§
    
    overseeing compliance with legal and regulatory requirements and overseeing audits of
the financial statements of the Company;§
    
    evaluating the performance of the Companys external auditor and its independent status;§
    
    advising the Board of Directors on the compliance of the Companys or any of its
subsidiaries internal controls, policies and in-house auditing, and identifying any
deficiencies in accordance with the Bylaws of the Company and applicable regulations;§
    
    providing sufficient opportunity for a private meeting between members of our internal
and external auditors and the Audit Committee, who may also request additional information
from employees and legal counsel;§
    
    providing support to the Board of Directors in supervising and reviewing the Companys
corporate accounting and disclosure policies and discussing guidelines and policies to
govern the process of risk assessment with management;§
    
    advising the Board of Directors on any audit-related issues in accordance with the
Bylaws of the Company and applicable regulations;§
    
    assisting the Board of Directors in the selection of the external auditor (subject to
approval by vote of the shareholders);
 68




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§
    
    reviewing the financial statements and the external auditors report. The Committee may
request that the external auditor be present when reviewing such reports, in addition to
the Committees mandatory meeting with the external auditor at least once a year;§
    
    preparing the board of directors opinion on the Chairmans annual report and submitting
it at the Shareholders Meeting for its approval; and§
    
    overseeing compliance by the Companys chief executive officer with decisions made at a
Shareholders Meeting or a Board of Directors meeting.
 Corporate Practices responsibilities:
 §
    
    requesting an opinion from independent experts as the Committee might see fit, in
accordance with applicable regulations;§
    
    calling Shareholders Meetings and reviewing the agenda;§
    
    supporting the Board of Directors in preparing its reports in accordance with the Bylaws
of the Company and applicable regulations;§
    
    suggesting procedures for hiring the Companys chief executive officer, chief financial
officer and senior executive officers;§
    
    reviewing human resources policies, including senior executive officers
performance evaluation policies, promotions and structural changes to the Company;§
    
    assisting the Board of Directors in evaluating senior executive officers performance;§
    
    evaluating executive officers compensation. The Company is not required under Mexican
law to obtain shareholder approval for equity compensation plans; the Board of Directors is
required to approve the Companys policies on such compensation plans;§
    
    reviewing related party transactions; and§
    
    performing any activity set forth in the Mexican Securities Law.
 Code of Ethics
 www.grupotmm.com
 Statutory Auditor
  69




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Employees
  Share Ownership
  (certificados de participación
ordinarios no amortizables)
 
 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
 Major Shareholders
  Percentage ofNumber
    
    
    SharesShareholder
    
    of Shares
    
    
    Outstanding(c)José F. Serrano Segovia (a)(b)
    
    
    36,632,809
    
    

    35.9%
 
 a)
    
    Based upon information made known to the Company and reports of beneficial ownership
filed with the SEC, José F. Serrano Segovia beneficially owns 36,632,809 Shares, including
28,359,964 Shares held by 70




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VEX, a Mexican corporation in which José F. Serrano Segovia holds 100% of the voting stock,
and 561,350 Shares beneficially owned by Promotora Servia, S.A. de C.V. (Promotora), a
Mexican corporation controlled by José F. Serrano Segovia. Of the 561,350 Shares
beneficially owned by Promotora, 560,850 Shares are owned directly by its subsidiary,
Servicios Directivos Servia, S.A. de C.V. (Servicios), a Mexican corporation.b)
    
    Members of the Serrano Segovia family have pledged an aggregate of 7,513,867 Shares to
IXE Banco, S.A. (IXE), to secure a loan in the principal amount of $0.8 million.c)
    
    Based upon information made known to the Company and reports of beneficial ownership
filed with the SEC, Ramón Serrano Segovia beneficially owns 4,584,384 Shares (4.5%),
compared to 5,145,734 Shares (5.0%) reported as of June 25, 2010. Change in Percentage Ownership
  Voting Rights and Control
   Related Party Transactions
  Comisión Nacional Bancaria y de Valores
 71




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ITEM 8. FINANCIAL INFORMATION
  Legal Proceedings
 Dispute with Kansas City Southern
    SSA Claims
     72




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##### Table of Contents



Refined Product Services (RPS) Claim
   Mutual Claims Between Worldwide Services, Ltd. (WWS) and TMM
  Mutual Claims Between Pacific Richfield Marine Pte. Ltd. (PRM) and Grupo TMM
   Other Legal Proceedings
  73




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Dividends
  Significant Changes
  
 ITEM 9. THE OFFER AND LISTING
 Trading
 sociedad anónima
    74




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##### Table of Contents



Limitations Affecting ADS Holders and CPO Holders
    Mexican Stock Exchange
Price per Share
(Pesos)
 Shares(*)Previous five years:
    
    High
    
    Low2006
    
    
    54.00
    
    
    
    29.102007
    
    
    37.60
    
    
    
    25.002008
    
    
    25.00
    
    
    
    8.332009
    
    
    14.75
    
    
    
    9.082010
    
    
    10.63
    
    
    
    5.02
 
 (*)
    
    As of December 20, 2006, the Series A Shares were replaced by nominative common shares,
without par value. Mexican Stock Exchange
Price per Share
(Pesos)
 SharesPrevious two years (by quarter):
    
    High
    
    Low2009:First Quarter
    
    
    14.75
    
    
    
    9.54Second Quarter
    
    
    14.50
    
    
    
    10.05Third Quarter
    
    
    14.00
    
    
    
    10.01Fourth Quarter
    
    
    10.86
    
    
    
    8.302010:First Quarter
    
    
    10.63
    
    
    
    7.10Second Quarter
    
    
    8.00
    
    
    
    5.14Third Quarter
    
    
    8.05
    
    
    
    5.02Fourth Quarter
    
    
    7.67
    
    
    
    6.102011:First Quarter
    
    
    6.70
    
    
    
    5.53
 75




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Mexican Stock Exchange
Price per Share
(Pesos)
 SharesPrevious six months:
    
    High
    
    LowDecember 31, 2010
    
    
    6.90
    
    
    
    6.10January 31, 2011
    
    
    6.50
    
    
    
    6.05February 28, 2011
    
    
    6.60
    
    
    
    5.75March 31, 2011
    
    
    6.70
    
    
    
    5.53April 30, 2011(2)
    
    
    6.03
    
    
    
    5.03May 31, 2011
    
    
    5.70
    
    
    
    4.29
 
 Source: InfoSel Financiero New York Stock Exchange
Price per ADS
(Dollars)
 ADS(*)(**)Previous five years:
    
    High
    
    Low2006
    
    
    28.50
    
    
    
    11.852007
    
    
    19.80
    
    
    
    10.702008
    
    
    12.00
    
    
    
    1.552009
    
    
    5.75
    
    
    
    2.652010
    
    
    4.00
    
    
    
    1.87
 
 (*)
    
    As of December 20, 2006, the Series A Shares were replaced by nominative common
shares, without par value.(**)
    
    Effective August 24, 2009, the ADS to CPO ratio changed from 1:1 to 1:5. New York Stock Exchange
Price per ADS
(Dollars)
 ADS(*)Previous two years (by quarter):
    
    High
    
    Low2009:First Quarter
    
    
    5.25
    
    
    
    2.65Second Quarter
    
    
    5.00
    
    
    
    2.85Third Quarter
    
    
    5.75
    
    
    
    3.25Fourth Quarter
    
    
    4.08
    
    
    
    2.822010:First Quarter
    
    
    4.00
    
    
    
    2.67Second Quarter
    
    
    3.03
    
    
    
    1.87Third Quarter
    
    
    3.20
    
    
    
    1.89Fourth Quarter
    
    
    3.25
    
    
    
    2.312011:First Quarter
    
    
    2.78
    
    
    
    2.19
 
 (*)
    
    Effective August 24, 2009, the ADS to CPO ratio changed from 1:1 to 1:5. 76




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New York Stock Exchange
Price per ADS
(Dollars)
 ADSPrevious six months:
    
    High
    
    LowDecember 31, 2010
    
    
    2.66
    
    
    
    2.36January 31, 2011
    
    
    2.70
    
    
    
    4.40February 28, 2011
    
    
    2.75
    
    
    
    2.31March 31, 2011
    
    
    2.78
    
    
    
    2.19April 30, 2011
    
    
    2.65
    
    
    
    2.09May 31,2011
    
    
    2.50
    
    
    
    1.70
 
 Source: NYSE  Price history composite Share Repurchase Program
   The NYSE Continued Listing Standards; Reverse Split of ADSs
  
    
    its average global market capitalization is less than $50 million over a 30 trading-day
period and its stockholders equity is less than $50 million;
    
    its average global market capitalization is less than $15 million over a 30 trading-day
period, which would result in immediate initiation of suspension and delisting procedures;
or
    
    its average closing price of a listed security is less than $1.00 over a consecutive 30
trading-day period.
     1.
    
    At the end of their respective six-month cure period, as established prior to
this rules suspension, they have a $1.00 closing share price on both the last trading
day of the period and based on the preceding 30 trading days; and/or2.
    
    At the end of any calendar month during the suspension they have a $1.00
closing share price on both the last trading day of such month and based on the 30
trading days preceding the end of such month.
 77




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ITEM 10. ADDITIONAL INFORMATION
 Share Capital
  Memorandum and Articles of Association
 Estatutos Sociales Ley General de Sociedades
Mercantiles Ley del Mercado de Valores
 Organization and Register
 sociedad anónima,
    Board of Directors
  78




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Position in the Board of Directors
    
    TermChairman
    
    7 yearsFirst Vice-Chairman
    
    7 yearsSecond Vice-Chairman
    
    Between 3 and 7 years (As determined by the General Shareholders Meeting that elects him/her.)Other Directors
    
    1 yearExcept that in no event whatsoever shall more than one third (1/3) of the member directors be replaced for any fiscal year of the Company.
      79




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1.
    
    The approval and/or modification of the annual budget, which must be approved for each
fiscal year of the Company;2.
    
    The imposition or creation of any lien on any of the assets of the Company and/or of
the corporations controlled by the Company, or the resolution of the Company and/or of the
corporations controlled by the Company, to guarantee obligations of the Company and/or of
its subsidiaries, or to guarantee obligations of third parties, in all of said cases, when
the value of any of said transactions involves in a single act or in a series of related
acts, an amount equal to or higher than five percent of the total consolidated assets of
the Company during a calendar year;3.
    
    The decision to begin a new business line or the suspension of any business line
developed by the Company or by any corporation in which the Company participates, either
directly or indirectly;4.
    
    Any decision related to the acquisition or sale of assets (including shares or equity
interests or their equivalent, in any corporation controlled or not controlled by the
Company or in which the Company has a significant share, or to any financing and/or the
creation of any liens, when the value of any of said transactions involves in a single act
or in a series of related acts, an amount equal to or higher than five percent of the total
consolidated assets of the Company during a calendar year;5.
    
    The determination of the manner in which the Company shall exercise its voting rights
regarding shares or equity interests (or their equivalent) issued by its subsidiaries or
entities in which the Company owns at least 20% of the capital stock thereof; and6.
    
    The establishment of any committee of the Company other than the Audit and Corporate
Practices Committee.
  General Director
   Audit and Corporate Practices Committee
   80




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Capital Stock
   Registration and Transfer
  Shareholders Meetings
      81




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Limitation on Share Ownership
   (Fideicomiso
Maestro de Inversion Neutra) (certificados de participación
ordinarios no amortizables)
   Minority Rights
 Acquisition of Share Capital
  82




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Rights
 1. Applicable to Shareholders, CPOs holders and the CPO Trustee
   2. Applicable to Shareholders
      83




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Limitation of Officers and Directors Liability
   (i)
    
    They fulfill the requirements that the Bylaws and the applicable laws may stipulate for
the approval of matters to be dealt with by the Board of Directors or, as the case may be,
by committees of which they are members.(ii)
    
    They make decisions or vote at the meetings of the Board of Directors or, as the case
may be, committees to which they belong, based on the information provided by the relevant
managers, the corporation providing the external audit services or the independent experts,
whose capacity and credibility do not offer a cause for reasonable doubt.(iii)
    
    They have selected the most suitable alternative, to the best of their knowledge and
belief, or negative property damages had not been foreseeable, in both cases, based on the
information available at the time of the decision.(iv)
    
    They fulfill the resolutions of the Shareholders Meeting, provided these do not
violate the law.
  84




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Liquidation Rights
  Dividends
  Certain Voting Rights
  Preemptive and Other Rights
  Material Contracts
  Exchange Controls
  United States Federal Income and Mexican Federal Taxation
     85




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Secretaría de Hacienda y Crédito Público
 General
     Certain Mexican Federal Tax Consequences
  Dividends
 Capital Gains
  86




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Impuesto
Empresarial a Tasa Unica
  Other Mexican Taxes
 Certain United States Federal Income Tax Consequences
 U.S. Holders
  Each U.S. holder should consult such U.S. holders own tax advisor with respect to the current
and, possibly future, U.S. federal, state, local and foreign tax consequences to such U.S. holder
of the acquisition, ownership and disposition of ADSs.
   Distributions
  87




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Capital Gains
 The rules governing foreign tax credits are complex and U.S. holders should consult their own
tax advisors regarding the application of these rules in their particular circumstances.
 PFIC
  Information Reporting and Backup Withholding
 88




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Non-U.S. Holders
    Documents On Display
 http://www.sec.gov
 
 ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   Foreign Currency Risk
   89




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December 31,(in thousands of Dollars)2010
    
    
    2009Assets
    
    $
    134,519
    
    
    $
    111,035Liabilities
    
    
    (875,427
    )
    
    
    (761,310
    )$
    (740,908
    )
    
    $
    (650,275
    )
  Interest Rate Risk
   Breakdown of Fixed and Variable Rates of Financial Obligations(1)Expected MaturityLiabilities
    
    2011
    
    2012
    
    2013
    
    2014
    
    Thereafter
    
    Total
    
    Fair Value(in thousands of Dollars)Long-Term DebtFixed Rate
    
    $
    16,854
    
    
    $
    8,572
    
    
    $
    7,286
    
    
    $
    7,162
    
    
    $
    19,715
    
    
    $
    59,589
    
    
    $
    59,589Average Interest Rate
    
    
    9.45
    %
    
    
    8.84
    %
    
    
    8.72
    %
    
    
    8.43
    %
    
    
    7.84
    %
    
    
    8.84
    %
    
    
    
    **Variable Rate
    
    $
    6,323
    
    
    $
    3,593
    
    
    $
    1,568
    
    
    $
    1,568
    
    
    $
    867,925
    
    
    $
    880,977
    
    
    $
    880,977Average Interest Rate
    
    
    7.48
    %
    
    
    7.46
    %
    
    
    7.44
    %
    
    
    7.44
    %
    
    
    7.44
    %
    
    
    7.45
    %
    
    
    
    **
 
 (1)
    
    Information as of December 31, 2010**
    
    Not applicable  90




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Commodity Price Risk
  Inflation Rate Risk
  Derivative Instruments
  
 ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES
 American Depositary Shares
  91




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Persons depositing or withdrawing CPOs must pay:
    
    For:$5.00 (or less) per 100 ADSs (or portion
of 100 ADSs)
    
          Issuance of ADSs, including issuances
resulting from a distribution of CPOs or rights
or other property      Cancellation of ADSs for the purpose of
withdrawal, including if the deposit agreement
terminates$.02 (or less) per ADS
    
          Any cash distribution to ADS registered
holders$.02 (or less) per ADSs per calendar year
    
          Depositary servicesA fee equivalent to the fee that would
be payable if securities distributed to
holders had been CPOs and the CPOs had
been deposited for issuance of ADSs
    
          Distribution of securities distributed to
holders of deposited securities which are
distributed by the depositary to ADS registered
holdersRegistration or transfer fees
    
          Transfer and registration of CPOs on the
register to or from the name of the depositary or
its agent when a holder deposits or withdraws
CPOsExpenses of the depositary
    
          Cable, telex and facsimile transmissions
as expressly provided in the deposit agreement      Converting foreign currency to U.S.
dollarsTaxes and other governmental charges the
depositary or the custodian have to pay
on any ADS or CPO underlying an ADS, for
example, stock transfer taxes, stamp
duty or withholding taxes
    
          As necessaryAny charges incurred by the depositary 
or its agents for servicing the 
deposited securities
    
          As necessary
 Fees payable by the depositary
  
 PART II
 
 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES
  92




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ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE
OF PROCEEDS
  
 ITEM 15. CONTROLS AND PROCEDURES
        93




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94




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##### Table of Contents



ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT
  
 ITEM 16B. CODE OF ETHICS
   
 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES
  GRUPO TMM, S. A. B.
Summary of Auditors Payments
(in thousands of Dollars)
 As of December 31,2010
    
    
    2009Audit Fees(a)
    
    $
    1,111.9
    
    
    $
    992.4Audit-Related Fees(b)
    
    
    118.9
    
    
    
    Tax Fees(c)
    
    
    60.5
    
    
    
    Total(d)
    
    $
    1,291.3
    
    
    $
    992.4
 
 (a)
    
    Audit FeesFees relate to the review of our Annual Financial Statements and Annual Report
filed with the SEC and review of other SEC filings.(b)
    
    Audit-Related FeesFees relate to due diligence services.(c)
    
    Tax FeesFees relate to specific tax issues, in compliance with the applicable tax laws.(d)
    
    Total does not include Mexican tax (Impuesto al Valor Agregado or IVA).  95




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##### Table of Contents



ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES
  
 ITEM 16E. PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS
  
 ITEM 16F. CHANGE IN REGISTRANTS CERTIFYING ACCOUNTANT
 None.
 
 ITEM 16G. CORPORATE GOVERNANCE
 NYSE Corporate Governance Comparison
  NYSE Standards
    
    Our Corporate Governance PracticesDirector
Independence. Majority
of board of directors
must be independent.
    
    Pursuant to the Mexican Securities Law, the
Companys shareholders are required to appoint a
Board of Directors of not more than 21 directors,
25% of whom must be independent within the
meaning of the Mexican Securities Law, which
differs from the definition of independent under
the rules of the New York Stock Exchange.
Pursuant to the Companys Bylaws, shareholders
are required to appoint a Board of Directors of
not more than 21 directors and not fewer than
seven.Our current Board of Directors consists of twelve
directors and one alternate director. Six of our
directors are independent directors within the
meaning of the Mexican Securities Law.Executive Sessions.
Non-management
directors must meet
regularly in executive
sessions without
management. Independent
directors should meet
alone in an executive
session at least once a
year.
    
    There is no similar requirement under our Bylaws.
However, the Mexican Securities Law provides that
the Audit and Corporate Practices Committee,
within its audit functions, must meet regularly
with directors.Audit committee. Audit
committee 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.
    
    We have an Audit and Corporate Practices
Committee composed of four independent directors,
one of whom has accounting and related financial
management expertise in compliance with NYSE
standards and Mexican Securities Law.Nominating/corporate
governance committee.
Nominating/corporate
governance committee of
independent directors
is required.
    
    Our Audit and Corporate Practices Committee is
composed of four independent directors and
carries out the functions of the
nominating/corporate governance committee.Compensation committee.
Compensation committee
of independent
directors is required,
which must approve
executive officer
compensation.
    
    Our Compensation Committee is composed of the
same members as our Audit and Corporate Practices
Committee and is responsible for evaluating and
approving executive officers compensation.
 96




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##### Table of Contents



NYSE Standards
    
    Our Corporate Governance PracticesEquity compensation
plans. Equity
compensation plans
require shareholder
approval, subject to
limited exemptions.
    
    We are not required under Mexican law to obtain
shareholder approval for equity compensation
plans. Our Board of Directors is required to
approve the Companys policies with respect to
such compensation plans.Code of Ethics.
Corporate governance
guidelines and a code
of business conduct and
ethics is required,
with disclosure of any
waiver for directors or
executive officers.
    
    We have adopted a code of ethics in alignment
with U.S. standards, which has been accepted by
all of our directors and executive officers and
other personnel. We are required by Item 16B of
this Form 20-F to disclose any waivers granted to
our chief executive officer, chief financial
officer, principal accounting officer and persons
performing similar functions.
 
 PART III
 
 ITEM 17. FINANCIAL STATEMENTS
  
 ITEM 18. FINANCIAL STATEMENTS
  Contents
    
    PageReport of Independent Registered Public Accounting Firm
    
    
    F-3Consolidated Statements of Financial Position
    
    
    F-4Consolidated Statements of Operations
    
    
    F-5Consolidated Statements of Comprehensive (Loss) Income
    
    
    F-6Consolidated Statements of Changes in Stockholders Equity
    
    
    F-7Consolidated Statements of Cash Flows
    
    
    F-8Notes to the Consolidated Financial Statements
    
    
    F-9
 97




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##### Table of Contents



ITEM 19. EXHIBITS
  ExhibitNo.
    
    Exhibit1.1
    
    
    Amended and Restated Bylaws of Grupo TMM, S.A.B., as
registered with the Public Registry of Commerce on January 15,
2010, together with an English translation (incorporated
herein by reference to Exhibit 1.1 of the Companys Form 20-F
filed on June 30, 2010).2.1
    
    
    Specimen Ordinary Participation Certificate, together with an
English translation (incorporated herein by reference to
Exhibit 4.1 of the Registration Statement on Form F-1 
Registration No. 33-47334).2.2
    
    
    Form of Amended and Restated Deposit Agreement (the Deposit
Agreement) among the Company, The Bank of New York Mellon, as
depositary and all owners and holders of American Depositary
Shares (incorporated by reference to Exhibit 1 of the
Companys Registration Statement on Form F-6  Registration
No. 333-163562).2.3
    
    
    Trust Agreement, dated November 24, 1989 (the CPO Trust
Agreement), between Nacional Financiera, S.N.C., as grantor,
and as CPO Trustee, together with an English translation
(incorporated herein by reference to Exhibit 2 of the
Companys Registration Statement on Form F-6  Registration
No. 333-163562).2.4
    
    
    Public Deed, dated January 28, 1992, together with an English
translation (incorporated herein by reference to Exhibit 4.5
of the Registration Statement on Form F-1  Registration No.
33-47334).4.1
    
    
    Certificate Purchase Agreement, dated December 18, 2009,
between the Company and Vex Asesores Corporativos, S.A.P.I. de
C.V., together with an English translation (incorporated
herein by reference to Exhibit 4.1 of the Companys Form 20-F
filed on June 30, 2010).6.1*
    
    
    Computation of earnings per share under IFRS.7.1*
    
    
    Computation of ratio of earnings to fixed charge under IFRS.8.1*
    
    
    List of Main Subsidiaries.12.1*
    
    
    Section 302 Certification of Chief Executive Officer.12.2*
    
    
    Section 302 Certification of Chief Financial Officer.13.1*
    
    
    Section 906 Certification of Chief Executive Officer.13.2*
    
    
    Section 906 Certification of Chief Financial Officer.
 
 *
    
    Filed herewith.




---



##### Table of Contents



SIGNATURES
  GRUPO TMM, S.A.B.By:
    /s/  Carlos Pedro Aguilar MendezCarlos Pedro Aguilar MendezChief Financial Officer




---



##### Table of Contents



Consolidated Financial Statements,
Report of Independent Registered Public Accounting Firm
 Grupo TMM, S.A.B. and Subsidiaries
December 31, 2008, 2009 and 2010




---



##### 



GRUPO TMM, S.A.B. AND SUBSIDIARIES
  
 Contents
    
    PageReport of Independent Registered Public Accounting Firm
    
    
    F-3Consolidated Statements of Financial Position
    
    
    F-4Consolidated Statements of Operations
    
    
    F-5Consolidated Statements of Comprehensive (Loss) Income
    
    
    F-6Consolidated Statements of Changes in Stockholders Equity
    
    
    F-7Consolidated Statements of Cash Flows
    
    
    F-8Notes to the Consolidated Financial Statements
    
    
    F-9
  F-2




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##### Table of Contents



Report of Independent Registered Public Accounting Firm
 
       
 F-3




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##### Table of Contents



Consolidated
Statements of Financial Position
 December 31, 2009 and 2010
 (amounts in thousands of US dollars)
 2009
    
    
    2010AssetsCurrentCash and cash equivalents
    
    $
    20,018
    
    
    $
    89,936Restricted cash (Notes 14 and 15)
    
    
    64,226
    
    
    
    52,383Accounts receivable  Net of allowance for doubtful accounts
of $5,202 in 2009 and $3,730 in 2010
    
    
    47,553
    
    
    
    37,594Related parties (Note 16)
    
    
    2,251
    
    
    
    408Tax credits (Note 5)
    
    
    7,132
    
    
    
    6,775Other accounts receivable  Net (Note 6)
    
    
    21,902
    
    
    
    13,687Materials and supplies
    
    
    8,578
    
    
    
    9,597Other current assets (Note 7)
    
    
    1,356
    
    
    
    1,519Non-current assets held for sale
    
    
    
    
    
    
    717Total current assets
    
    
    173,016
    
    
    
    212,616Concession rights  net (Note 8)
    
    
    3,120
    
    
    
    2,849Property, machinery and equipment  Net (Note 9)
    
    
    688,428
    
    
    
    761,642Prepaid expenses and other (Note 10)
    
    
    10,817
    
    
    
    7,617Investments in associates (Note 11)
    
    
    3,570
    
    
    
    Intangible assets (Note 12)
    
    
    25,713
    
    
    
    23,646Deferred income taxes (Note 21)
    
    
    97,274
    
    
    
    67,492Total assets
    
    $
    1,001,938
    
    
    $
    1,075,862Current liabilities:Current portion of long-term debt (Notes 13 and 15)
    
    $
    16,043
    
    
    $
    23,672Suppliers
    
    
    27,387
    
    
    
    23,181Accounts payable and accrued expenses (Note 17)
    
    
    44,156
    
    
    
    46,988Obligations from sale of receivables (Note14)
    
    
    7,869
    
    
    
    11,223Total current liabilities
    
    
    95,455
    
    
    
    105,064Long-term debt (Notes 13 and 15)
    
    
    748,494
    
    
    
    836,608Dividends payable  Net
    
    
    14,187
    
    
    
    14,187Employee obligations (Note 23)
    
    
    11,947
    
    
    
    14,583Obligations from sale of receivables (Note 14)
    
    
    12,047
    
    
    
    550Total non-current liabilities
    
    
    786,675
    
    
    
    865,928Total liabilities
    
    
    882,130
    
    
    
    970,992Stockholders equity (Note 18):Equity capital, 103,760,541 shares authorized and issued
    
    
    158,931
    
    
    
    158,931Treasury shares (1,765,900 shares)
    
    
    (3,691
    )
    
    
    (3,754
    )Revaluation surplus (Notes 3i and 9)
    
    
    
    
    
    
    64,097Statutory reserve
    
    
    15,554
    
    
    
    15,554Accrued losses
    
    
    (35,529
    )
    
    
    (118,115
    )Capital premium
    
    
    5,528
    
    
    
    5,528Initial cumulative translation loss (Note 3)
    
    
    (17,757
    )
    
    
    (17,757
    )Translation balance (Note 3)
    
    
    (10,489
    )
    
    
    (8,522
    )112,547
    
    
    
    95,962Non-controlling interest (formerly, minority interest) (Note 3s)
    
    
    7,261
    
    
    
    8,908Total stockholder equity
    
    
    119,808
    
    
    
    104,870Total liabilities and stockholder equity
    
    $
    1,001,938
    
    
    $
    1,075,862
  F-4




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##### Table of Contents



Consolidated Statements of Operations
 Years ended December 31, 2008, 2009 and 2010
 (amounts in thousands of US dollars except per share amounts)
 2008
    
    
    2009
    
    
    2010Transportation revenues
    
    $
    362,955
    
    
    $
    308,394
    
    
    $
    305,398Costs and expenses:Salaries, wages, and employee benefits
    
    
    105,850
    
    
    
    79,470
    
    
    
    67,262Leases and other rents
    
    
    99,265
    
    
    
    67,431
    
    
    
    57,355Purchased services
    
    
    52,230
    
    
    
    46,082
    
    
    
    43,820Fuel, materials, and supplies
    
    
    39,631
    
    
    
    30,441
    
    
    
    25,512Other costs and expenses
    
    
    23,624
    
    
    
    12,961
    
    
    
    18,872Depreciation and amortization
    
    
    31,119
    
    
    
    42,493
    
    
    
    57,394351,719
    
    
    
    278,878
    
    
    
    270,215Income on transportation
    
    
    11,236
    
    
    
    29,516
    
    
    
    35,183Other income (expense)  Net (Note 19)
    
    
    8,656
    
    
    
    (5,745
    )
    
    
    (5,146
    )Operating income
    
    
    19,892
    
    
    
    23,771
    
    
    
    30,037Interest income
    
    
    13,123
    
    
    
    7,410
    
    
    
    8,151Interest expense
    
    
    82,986
    
    
    
    95,051
    
    
    
    78,167Gain (loss) on exchange  Net (Note 20)
    
    
    145,505
    
    
    
    (30,713
    )
    
    
    (38,118
    )Comprehensive financing cost
    
    
    75,642
    
    
    
    (118,354
    )
    
    
    (108,134
    )Income (loss) before taxes
    
    
    95,534
    
    
    
    (94,583
    )
    
    
    (78,097
    )Provision for income taxes (Note 21)
    
    
    (20,094
    )
    
    
    (1,087
    )
    
    
    (819
    )Net income (loss) for the year
    
    $
    75,440
    
    
    $
    (95,670
    )
    
    $
    (78,916
    )Attributable to:Non-controlling interest (formerly, minority interest)
    
    
    507
    
    
    
    1,380
    
    
    
    1,647Grupo TMM, S.A.B. Stockholders
    
    $
    74,933
    
    
    $
    (97,050
    )
    
    $
    (80,563
    )Net earnings (losses) for the year,
per share
    
    $
    1.343
    
    
    $
    (1.682
    )
    
    $
    (0.774
    )Weighted average of shares outstanding for the period
    
    
    56,189
    
    
    
    56,894
    
    
    
    102,007
  F-5




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##### Table of Contents



Consolidated Statements of Comprehensive Income (Loss)
 Years ended December 31, 2008, 2009 and 2010
 (amounts in thousands of US dollars except per share amounts)
 2008
    
    
    2009
    
    
    2010Net profit (loss) for the year
    
    $
    75,440
    
    
    $
    (95,670
    )
    
    $
    (78,916
    )Other comprehensive income (loss) entries:Stock repurchase
    
    
    1,396
    
    
    
    
    
    
    
    50Translation balance
    
    
    (11,049
    )
    
    
    2,823
    
    
    
    1,967Provision for employee benefits
    
    
    (3,870
    )
    
    
    488
    
    
    
    (2,073
    )Spin off and sale of subsidiaries
    
    
    (2,229
    )
    
    
    
    
    
    
    Revaluation surplus
    
    
    
    
    
    
    
    
    
    
    64,097Other comprehensive results for the year, net of taxes
    
    
    (15,752
    )
    
    
    3,311
    
    
    
    64,041Total profit (loss) for the year
    
    $
    59,688
    
    
    $
    (92,359
    )
    
    $
    (14,875
    )Attributable to:Non-controlling interest (formerly, minority interest)
    
    
    507
    
    
    
    1,380
    
    
    
    1,647Grupo TMM, S.A.B. Stockholders
    
    
    59,181
    
    
    
    (93,739
    )
    
    
    (16,522
    )$
    59,688
    
    
    $
    (92,359
    )
    
    $
    (14,875
    )
  F-6




---



##### Table of Contents



Consolidated Statements of Changes in Stockholder Equity
 Years ended December 31, 2008, 2009 and 2010
 (amounts in thousands of US dollars except number of shares)
 InitialNumber of shares
    
    
    
    
    
    
    Cumulative
    
    
    
    
    
    
    cumulative
    
    
    
    
    
    
    Non-controlling
    
    
    Totalissued and
    
    
    Common
    
    
    earnings
    
    
    Capital
    
    
    translation
    
    
    
    
    
    
    interest (formerly,
    
    
    stockholderoutstanding
    
    
    stock
    
    
    (deficit)
    
    
    Premium
    
    
    loss
    
    
    Subtotal
    
    
    Minority Interest)
    
    
    equityBalances as of January 1, 2008
    
    
    56,933,137
    
    
    $
    121,094
    
    
    $
    4,094
    
    
    $
    5,528
    
    
    $
    (17,757
    )
    
    $
    112,959
    
    
    $
    5,903
    
    
    $
    118,862Purchase of treasury shares during 2008
    
    
    (1,706,100
    )
    
    
    (3,627
    )
    
    
    1,396
    
    
    
    
    
    
    
    
    
    
    
    (2,231
    )
    
    
    
    
    
    
    (2,231
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    (11,049
    )
    
    
    
    
    
    
    
    
    
    
    (11,049
    )
    
    
    
    
    
    
    (11,049
    )Provision for employee benefits
    
    
    
    
    
    
    
    
    
    
    (3,870
    )
    
    
    
    
    
    
    
    
    
    
    (3,870
    )
    
    
    
    
    
    
    (3,870
    )Total year expenses recognized
directly in the capital
    
    
    
    
    
    
    
    
    
    
    (13,523
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Reduction of capital in subsidiaries
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (333
    )
    
    
    (333
    )Spin off and sale of subsidiary
    
    
    
    
    
    
    (3,407
    )
    
    
    (2,229
    )
    
    
    
    
    
    
    
    
    
    
    (5,636
    )
    
    
    
    
    
    
    (5,636
    )Net income for the year
    
    
    
    
    
    
    
    
    
    
    74,933
    
    
    
    
    
    
    
    
    
    
    
    74,933
    
    
    
    507
    
    
    
    75,440Comprehensive income for the year
    
    
    
    
    
    
    
    
    
    
    59,181Balances as of December 31, 2008
    
    
    55,227,037
    
    
    
    114,060
    
    
    
    63,275
    
    
    
    5,528
    
    
    
    (17,757
    )
    
    
    165,106
    
    
    
    6,077
    
    
    
    171,183Capital increase
    
    
    46,797,404
    
    
    
    41,180
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,180
    
    
    
    
    
    
    
    41,180Translation adjustment
    
    
    
    
    
    
    
    
    
    
    2,823
    
    
    
    
    
    
    
    
    
    
    
    2,823
    
    
    
    
    
    
    
    2,823Provision for employee benefits
    
    
    
    
    
    
    
    
    
    
    488
    
    
    
    
    
    
    
    
    
    
    
    488
    
    
    
    
    
    
    
    488Total year expenses recognized
directly in capital
    
    
    
    
    
    
    
    
    
    
    3,311Reduction of capital in subsidiaries
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (196
    )
    
    
    (196
    )Spin off and sale of subsidiaryNet loss for the year
    
    
    
    
    
    
    
    
    
    
    (97,050
    )
    
    
    
    
    
    
    
    
    
    
    (97,050
    )
    
    
    1,380
    
    
    
    (95,670
    )Comprehensive loss for the year
    
    
    
    
    
    
    
    
    
    
    (93,739
    )Balances as of December 31, 2009
    
    
    102,024,441
    
    
    
    155,240
    
    
    
    (30,464
    )
    
    
    5,528
    
    
    
    (17,757
    )
    
    
    112,547
    
    
    
    7,261
    
    
    
    119,808Repurchase of treasury shares during 2010
    
    
    (29,800
    )
    
    $
    (63
    )
    
    $
    50
    
    
    
    
    
    
    
    
    
    
    $
    (13
    )
    
    
    
    
    
    $
    (13
    )Revaluation surplus
    
    
    
    
    
    
    
    
    
    
    64,097
    
    
    
    
    
    
    
    
    
    
    
    64,097
    
    
    
    
    
    
    
    64,097Translation adjustment
    
    
    
    
    
    
    
    
    
    
    1,967
    
    
    
    
    
    
    
    
    
    
    
    1,967
    
    
    
    
    
    
    
    1,967Provision for employee benefits
    
    
    
    
    
    
    
    
    
    
    (2,073
    )
    
    
    
    
    
    
    
    
    
    
    (2,073
    )
    
    
    
    
    
    
    (2,073
    )Total year
expenses recognized directly in capital
    
    
    
    
    
    
    
    
    
    
    64,041
    
    
    
    Reduction of capital in subsidiariesNet loss for the year
    
    
    
    
    
    
    
    
    
    
    (80,563
    )
    
    
    
    
    
    
    
    
    
    
    (80,563
    )
    
    
    1,647
    
    
    
    (78,916
    )Comprehensive loss for the year
    
    
    
    
    
    
    
    
    
    (16,522
    )Balances as of December 31, 2010
    
    
    101,994,641
    
    
    $
    155,177
    
    
    $
    (46,986
    )
    
    $
    5,528
    
    
    $
    (17,757
    )
    
    $
    95,962
    
    
    $
    8,908
    
    
    $
    104,870
 F-7




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##### Table of Contents



Consolidated Statements of Cash Flows
 Years ended December 31, 2008, 2009 and 2010
 (amounts in thousands of US dollars)
 2008
    
    
    2009
    
    
    2010Cash flows from operating activities:Net profit (loss) for the year:
    
    $
    75,440
    
    
    $
    (95,670
    )
    
    $
    (78,916
    )Adjustments to reconcile net loss (profit) to cash provided by
operating activities:Depreciation and amortization
    
    
    31,119
    
    
    
    42,493
    
    
    
    57,394Other amortizations
    
    
    4,144
    
    
    
    8,996
    
    
    
    9,614Provision for taxes
    
    
    20,094
    
    
    
    1,087
    
    
    
    819Gain on sale of property, machinery, and equipment Net
    
    
    (488
    )
    
    
    (3,267
    )
    
    
    (335
    )(Gain) loss on sale of subsidiary shares
    
    
    (18,642
    )
    
    
    
    
    
    
    1,014Impairment of long-lived assets
    
    
    4,653
    
    
    
    3,485
    
    
    
    Provision for interests on debt
    
    
    80,948
    
    
    
    81,542
    
    
    
    66,148Exchange (gain) loss -Net
    
    
    (143,530
    )
    
    
    27,392
    
    
    
    37,936Changes in assets and liabilities:Restricted cash
    
    
    (91,027
    )
    
    
    64,314
    
    
    
    11,843Accounts receivable
    
    
    (11,736
    )
    
    
    8,995
    
    
    
    9,959Other accounts receivable and related parties
    
    
    5,018
    
    
    
    (6,796
    )
    
    
    10,058Materials, supplies, and inputs
    
    
    (1,730
    )
    
    
    (461
    )
    
    
    (1,019
    )Other current assets
    
    
    6,513
    
    
    
    841
    
    
    
    194Other accounts payable and cumulative expenses
    
    
    (12,581
    )
    
    
    (6,440
    )
    
    
    (40,114
    )Other non-current assets
    
    
    392
    
    
    
    (895
    )
    
    
    8,837Long term liabilities
    
    
    804
    
    
    
    (1,354
    )
    
    
    2,636Total adjustments
    
    
    (126,049
    )
    
    
    219,932
    
    
    
    174,984Cash (used in) provided by operating activities
    
    
    (50,609
    )
    
    
    124,262
    
    
    
    96,068Cash flows from investment activities:Sale of property, machinery, and equipment
    
    
    2,104
    
    
    
    15,784
    
    
    
    5,313Acquisition of property, machinery, and equipment
    
    
    (401,820
    )
    
    
    (73,456
    )
    
    
    (32,123
    )Sale (acquisition) of subsidiary shares
    
    
    14,768
    
    
    
    (202
    )
    
    
    Sale of associate companies
    
    
    
    
    
    
    
    
    
    
    4,062Cash used in investment activities
    
    
    (384,948
    )
    
    
    (57,874
    )
    
    
    (22,748
    )Cash flows from financing activities:Proceeds from financial debt
    
    
    539,285
    
    
    
    (35,585
    )
    
    
    982Cash paid from sale of accounts
receivable Net
    
    
    (29,010
    )
    
    
    (56,388
    )
    
    
    (8,787
    )Dividends from unconsolidated associates
    
    
    1,001
    
    
    
    643
    
    
    
    Purchase of common stock
    
    
    (2,231
    )
    
    
    
    
    
    
    (13
    )Cash provided by (used in) financing activities
    
    
    509,045
    
    
    
    (91,330
    )
    
    
    (7,818
    )Effect on cash from currency fluctuation
    
    
    (48,303
    )
    
    
    5,053
    
    
    
    4,416Net increase (decrease) in cash and cash equivalents
    
    
    25,185
    
    
    
    (19,889
    )
    
    
    69,918Cash and cash equivalents at the beginning of the year
    
    
    14,722
    
    
    
    39,907
    
    
    
    20,018Cash and cash equivalents at the end of the year
    
    $
    39,907
    
    
    $
    20,018
    
    
    $
    89,936Supplemental cash disclosures:Interest paid
    
    $
    56,105
    
    
    $
    53,192
    
    
    $
    29,754Income tax and
corporate flat tax paid
    
    $
    2,262
    
    
    $
    3,343
    
    
    $
    1,049
  F-8




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##### Table of Contents



1 Nature of operations and general information:
     F-9




---



##### Table of Contents



2009
    
    
    2010Servicios Corporativos TMM, S.A. de C.V.
    
    
    100
    %
    
    
    a
    )Inmobiliaria TMM, S.A. de C.V. and subsidiaries
    
    
    100
    %
    
    
    100
    %Operadora Marítima TMM, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Transportación Marítima Mexicana, S.A. de C.V. and subsidiaries
    
    
    100
    %
    
    
    100
    %TMM Logistics, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Operadora Portuaria de Tuxpan, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Terminal Marítima de Tuxpan, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Transportes Líquidos Mexicanos, LTD
    
    
    100
    %
    
    
    100
    %Personal Marítimo, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %TMM Agencias, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Servicios de Logística de México, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Servicios en Operaciones Logísticas, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Lacto Comercial Organizada, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Marmex Marine Mexico, Inc. and subsidiary
    
    
    100
    %
    
    
    100
    %Autotransportación y Distribución Logística, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Almacenadora de Depósito Moderno, S. A. de C. V.
    
    
    100
    %
    
    
    100
    %Repcorp, S.A. de C.V. and subsidiary
    
    
    100
    %
    
    
    100
    %TMM Parcel Tankers, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %TMM División Marítima, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %TMM Remolcadores, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Inmobiliaria Ikusi, S.A.P.I. de C.V.
    
    
    100
    %
    
    
    100
    %Ficorsa Corporate Services, S.A.P.I. de C.V.
    
    
    100
    %
    
    
    100
    %Sedirsa Promotora, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Promotora Satuiza, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %Promotora Satco, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %TMM New Proyects, S.A. de C.V.
    
    
    100
    %
    
    
    100
    %
  2009
    
    
    2010Administración Portuaria Integral de Acapulco, S.A. de C.V.
    
    
    51
    %
    
    
    51
    %Servicios Administrativos API Acapulco, S.A. de C.V.
    
    
    51
    %
    
    
    51
    %Seglo Operaciones Logísticas, S.A. de C.V.
    
    
    50
    %
    
    
    d
    )Seglo Servicios Especializados, S.A. de C.V.
    
    
    50
    %
    
    
    d
    )Comercializadora y Distribuidora Milgret, S.A.P.I. de C.V.
    
    
    b)  99
    %
    
    
    b)  99
    %Nicte Inmobiliaria, S.A.P.I. de C.V
    
    
    99
    %
    
    
    99
    %Proserpec Servicios Administrativos, S.A.P.I. de C.V.
    
    
    99
    %
    
    
    99
    %Servicios Directivos Sedise, S.A.P.I. de C.V.
    
    
    99
    %
    
    
    99
    %
 F-10




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##### Table of Contents



2009
    
    
    2010Seglo, S.A. de C.V.
    
    
    39
    %
    
    
    d
    )Seglo Mexicana, S.A. de C.V.
    
    
    c) 39
    %
    
    
    d
    )Procesos Operativos de Materiales, S.A. de C.V.
    
    
    39
    %
    
    
    d
    )
 
 a)
    
    On June 30, 2010, Servicios Corporativos TMM, S.A. de C.V. merged with TMM Agencias, S.A. de
C.V., the latter being the surviving entity.b)
    
    On December 13, 2007, the company Comercializadora y Distribuidora Milgret, S.A.P.I. de C.V.,
whose business activity is the trading of real estate, properties, and property rights, was
formed. On December 31, 2009, ten shares were sold to an unrelated party and Grupo TMM no
longer holds control of this company.c)
    
    On May 20, 2009, the companies Seglo Servicios Especializados, S.A. de C.V. and Seglo
Mexicana, S.A. de C.V. were formed with the corporate purposes of the assembly, sub-assembly,
and provision of logistics and consulting services in the areas of materials handling,
distribution, deposit, and supply of materials for the automotive industry.d)
    
    On April 20, 2010, Grupo TMM sold its shareholdings in the companies that comprised Grupo
Seglo to its partner, for $4.8 million (Ps. 60 million pesos).
 2 Changes
in accounting policies:
  
    
    IFRS 3 Business Combinations(Revised 2008)
    
    IAS 27 Consolidated and Individual Financial Statements(Revised 2008)
    
    Improvements to the IFRSs2009
  a.
    
    IFRS 3 Business combinations (2008 Revised)
 F-11




---



##### Table of Contents




    
    acquisition-related costs of the combination are recorded as an expense in the statement
of operations. Previously, these costs would have been accounted for as part of the
acquisition costs.
    
    any contingent consideration is measured at fair value at the acquisition date. If the
contingent consideration arrangement gives rise to a financial liability, any subsequent
change is generally recognized in the profit or loss. Previously, contingent consideration
was recognized only once its payment was probable and the changes were recognized as an
adjustment to goodwill.
    
    the measurement of assets acquired and liabilities assumed at their acquisition-date fair
values is retained. However, IFRS 3R includes certain exceptions and provides specific
measurement rules.
   b.
    
    IAS 27 Consolidated and Individual Financial Statements (Revised 2008)
  c.
    
    Adoption of Improvements to the IFRS 2009 (issued in April 2009)
  d.
    
    Standards, modifications, and interpretations for existing standards that are not yet
effective and have not been adopted early by Grupo TMM.
  F-12




---



##### Table of Contents



Annual Improvements 2010 (effective July 1, 2010 and later)
 The Improvements to the IFRS 2010
 IFRS 9 Financial Instruments (effective from January 1, 2013)
 Financial Instruments: Recognition and Measurements
  3 Summary of significant accounting policies:
 Comisión Nacional Bancaria y de
Valores CNBV
    F-13




---



##### Table of Contents



Presentation of
Financial Statements (Revised 2007)
    Subsidiaries
    Associates
   F-14




---



##### Table of Contents



F-15




---



##### Table of Contents



g
    
    Materials and supplies-
  h
    
    Concession rights-
  i
    
    Properties, machinery, and equipment, net-
     j
    
    Prepaid expenses-
  k
    
    Goodwill-
  F-16




---



##### Table of Contents



l
    
    Income tax and corporate flat tax, prepaid or deferred-
  or its Spanish acronym IETU IETU
   m
    
    Employees statutory profit sharing-
  n
    
    Loans-
  o
    
    Labor Obligations-
  F-17




---



##### Table of Contents



p
    
    Revenue recognition-
    q
    
    Impairment of intangible assets and long-lived assets-
  r
    
    Leases-
   s
    
    Non-controlling interest (formerly, Minority interest)-
 F-18




---



##### Table of Contents



t
    
    Segments-
    u
    
    Non-current assets held for sale and discontinued operations-
  v
    
    Use of estimates -
  w
    
    Capital shares -
   x
    
    Obligations from sale of receivables -
 F-19




---



##### Table of Contents



y
    
    Provisions, contingent liabilities, and contingent assets -
       z
    
    Reclassifications -
  4 Going concern:
  F-20




---



##### Table of Contents



5 Taxes receivable:
  2009
    
    
    2010Income and Value Added Tax
    
    $
    6,466
    
    
    $
    5,993Tax on assets
    
    
    496
    
    
    
    449Corporate Flat Tax
    
    
    83
    
    
    
    280Special tax on production and services
    
    
    44
    
    
    
    41Other
    
    
    43
    
    
    
    12$
    7,132
    
    
    $
    6,775
 6 Other accounts receivable:
  2009
    
    
    2010Services for port, maritime, and other operations
    
    $
    13,762
    
    
    $
    6,597Insurance claims
    
    
    3,660
    
    
    
    2,650Employees
    
    
    2,038
    
    
    
    2,852Other
    
    
    2,442
    
    
    
    1,588$
    21,902
    
    
    $
    13,687
 7 Other current assets:
  2009
    
    
    2010Prepaid expenses
    
    $
    651
    
    
    $
    593Fleet insurance
    
    
    442
    
    
    
    643Prepaid insurance premiums
    
    
    263
    
    
    
    283$
    1,356
    
    
    $
    1,519
 8 Concession rights:
  F-21




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##### Table of Contents



Years left to2009
    
    
    2010
    
    
    amortizeAdministración Portuaria Integral de Acapulco (1)
    
    $
    6,783
    
    
    $
    6,783
    
    
    
    11Transportación Marítima Mexicana (see Note 1) (2)
    
    
    2,170
    
    
    
    2,170
    
    
    
    8,953
    
    
    
    8,953Accumulated amortization
    
    
    (5,833
    )
    
    
    (6,104
    )Concession rights  net
    
    $
    3,120
    
    
    $
    2,849
  
 (1)
    
    Concession expires June 2021.(2)
    
    Concession expires January 2015. In January 2007, the total value of this concession has been
fully amortized. 9 Property, machinery, and equipment, net:
  2009NetNet
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    balances
    
    
    Estimatedbalances at
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    at year
    
    
    useful lifeyear start
    
    
    Additions
    
    
    Disposals
    
    
    Transfers and others
    
    
    Depreciation
    
    
    end
    
    
    (years)Vessels
    
    $
    500,296
    
    
    $
    5,426
    
    
    $
    1,077
    
    
    $
    34,741
    
    
    $
    27,695
    
    
    $
    511,691
    
    
    
    25Dry-docks:
(major vessel repairs)
    
    
    5,135
    
    
    
    7,273
    
    
    
    
    
    
    
    (1,016
    )
    
    
    5,065
    
    
    
    6,327
    
    
    
    2.5Buildings and installations
    
    
    11,402
    
    
    
    3
    
    
    
    
    
    
    
    738
    
    
    
    1,179
    
    
    
    10,964
    
    
    
    20 & 25Warehousing equipment
    
    
    1,075
    
    
    
    
    
    
    
    
    
    
    
    302
    
    
    
    283
    
    
    
    1,094
    
    
    
    10Computer equipment
    
    
    334
    
    
    
    48
    
    
    
    1
    
    
    
    745
    
    
    
    261
    
    
    
    865
    
    
    
    3 & 4Terminal equipment
    
    
    1,194
    
    
    
    7
    
    
    
    
    
    
    
    127
    
    
    
    443
    
    
    
    885
    
    
    
    10Ground transportation equipment
    
    
    33,153
    
    
    
    509
    
    
    
    6,003
    
    
    
    3,389
    
    
    
    3,740
    
    
    
    27,308
    
    
    
    4.5 & 10Other equipment
    
    
    1,203
    
    
    
    153
    
    
    
    2
    
    
    
    90
    
    
    
    265
    
    
    
    1,179553,792
    
    
    
    13,419
    
    
    
    7,083
    
    
    
    39,116
    
    
    
    38,931
    
    
    
    560,313Land
    
    
    19,688
    
    
    
    139
    
    
    
    196
    
    
    
    921
    
    
    
    
    
    
    
    20,552Constructions in progress
    
    
    114,260
    
    
    
    59,898
    
    
    
    7,303
    
    
    
    (59,292
    )
    
    
    
    
    
    
    107,563$
    687,740
    
    
    $
    73,456
    
    
    $
    14,582
    
    
    $
    (19,255
    )
    
    $
    38,931
    
    
    $
    688,428
 F-22




---



##### Table of Contents



2010NetNet
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    balances
    
    
    Estimatedbalances at
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    at year
    
    
    useful lifeyear start
    
    
    Additions
    
    
    Disposals
    
    
    Transfers and others
    
    
    Depreciation
    
    
    end
    
    
    (years)Vessels
    
    $
    511,691
    
    
    $
    2,588
    
    
    $
    106
    
    
    $
    95,282
    
    
    $
    32,887
    
    
    $
    576,568
    
    
    
    25Dry-docks:
(major vessel repairs)
    
    
    6,327
    
    
    
    7,342
    
    
    
    
    
    
    
    540
    
    
    
    8,398
    
    
    
    5,811
    
    
    
    2.5Buildings and facilities
    
    
    10,964
    
    
    
    
    
    
    
    686
    
    
    
    6,767
    (1)
    
    
    1,150
    
    
    
    15,895
    
    
    
    20 & 25Warehousing equipment
    
    
    1,094
    
    
    
    58
    
    
    
    
    
    
    
    18
    
    
    
    256
    
    
    
    914
    
    
    
    10Computer equipment
    
    
    865
    
    
    
    96
    
    
    
    
    
    
    
    147
    
    
    
    508
    
    
    
    600
    
    
    
    3 & 4Terminal equipment
    
    
    885
    
    
    
    65
    
    
    
    34
    
    
    
    92
    
    
    
    270
    
    
    
    738
    
    
    
    10Ground transportation equipment
    
    
    27,308
    
    
    
    2,922
    
    
    
    2,370
    
    
    
    2,381
    
    
    
    3,603
    
    
    
    26,638
    
    
    
    4.5 & 10Other equipment
    
    
    1,179
    
    
    
    91
    
    
    
    
    
    
    
    59
    
    
    
    240
    
    
    
    1,089560,313
    
    
    
    13,162
    
    
    
    3,196
    
    
    
    105,286
    
    
    
    47,312
    
    
    
    628,253Land
    
    
    22,086
    
    
    
    
    
    
    
    1,738
    
    
    
    86,518
    (1)
    
    
    
    
    
    
    106,866Constructions in progress
    
    
    106,029
    
    
    
    18,961
    
    
    
    
    
    
    
    (98,467)
    (1)
    
    
    
    
    
    
    26,523$
    688,428
    
    
    $
    32,123
    
    
    $
    4,934
    
    
    $
    93,337
    
    
    $
    47,312
    
    
    $
    761,642
  
 (1)
    
    The Company is adopting the revaluation method for one class of its assets (properties) in
accordance with IAS 16, recognizing a Revaluation Surplus in the fixed assets as follows: Land for
$88.9 million, Buildings and facilities for $4.7 million, and Constructions in
progress for $(0.2) million, giving a total of $93.4 million
(see Note 3i).  10 Prepaid expenses and other:
  2009
    
    
    2010Prepaid expenses
    
    $
    5,967
    
    
    $
    4,784Other share investments (1)
    
    
    2,057
    
    
    
    2,057Security deposits
    
    
    2,793
    
    
    
    776$
    10,817
    
    
    $
    7,617
 
 (1)
    
    Includes investments in companies where the Company does not have a significant
influence or voting rights. F-23




---



##### Table of Contents



11 Investments in associates:
  Percentage ofinterest
    
    2009
    
    2010 (1)Seglo, S.A. de C.V.
    
    
    39
    %
    
    $
    3,385
    
    
    $
    Procesos Operativos de Materiales, S.A. de C.V.
    
    
    39
    %
    
    
    (7
    )
    
    
    Seglo Mexicana, S.A. de C.V.
    
    
    39
    %
    
    
    192
    
    
    
    $
    3,570
    
    
    $
    
 
 (1)
    
    See Note 1d 12 Intangible assets:
  2009Net balances at
    
    
    
    
    
    
    
    
    
    
    
    
    
    Amortization /
    
    Net balances at year
    
    Estimated usefulyear start
    
    Additions
    
    Disposals
    
    Transfers and others
    
    impairment
    
    end
    
    life (yearsSoftware
    
    $
    
    
    
    $
    126
    
    
    $
    
    
    
    $
    (18
    )
    
    $
    
    
    
    $
    108
    
    
    
    3 & 5Goodwill (Ademsa) (1)
    
    
    10,425
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,425Goodwill (ACM) (2 )
    
    
    1,591
    
    
    
    
    
    
    
    
    
    
    
    1,894
    
    
    
    3,485
    
    
    
    Trademarks (3)
    
    
    9,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,000Non-competition rights (4)
    
    
    8,240
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,060
    
    
    
    6,180
    
    
    
    5$
    29,256
    
    
    $
    126
    
    
    $
    
    
    
    $
    1,876
    
    
    $
    5,545
    
    
    $
    25,713
 2010Net balances at
    
    
    
    
    
    
    
    
    
    
    
    
    
    Amortization /
    
    Net balances at year
    
    Estimated usefulyear start
    
    Additions
    
    Disposals
    
    Transfers and others
    
    impairment
    
    end
    
    life (yearsSoftware
    
    $
    108
    
    
    $
    46
    
    
    $
    
    
    
    $
    37
    
    
    $
    90
    
    
    $
    101
    
    
    
    3 & 5Goodwill (Ademsa) (1)
    
    
    10,425
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,425Trademarks (3)
    
    
    9,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,000Non-competition rights (4)
    
    
    6,180
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,060
    
    
    
    4,120
    
    
    
    5$
    25,713
    
    
    $
    46
    
    
    $
    
    
    
    $
    37
    
    
    $
    2,150
    
    
    $
    23,646
 
 (1)
    
    This goodwill arises from the purchase of the Ademsa subsidiary. The value of the
intangible asset for customer relations could not be reasonably estimated, therefore it is
included in the value for this goodwill. F-24




---



##### Table of Contents



(2)
    
    The goodwill arises from the purchase of identifiable operating assets for the transportation
of automotive vehicles. An impairment for $3,485 for 2009 was determined
based on the result of the calculation of the value in use (discounted cash flows).(3)
    
    On December 31, 2004, Grupo TMM acquired the Marmex trademark rights from its former partner
Seacor Marine International, LLC, for the amount of $9,000, which was presented as
an item deducting the non-controlling interest amount. Grupo TMM acquired such non-controlling
interest and therefore the trademark rights are now classified within intangible assets.(4)
    
    A stockholder with significant influence in the business decision making of Grupo TMM decided
to sell her interest. In view that this individual also had knowledge of business plans,
market condition, as well as relationships with customers and vendors of Grupo TMM, the Board
of Directors approved the Company on November 20, 2007, to enter into a non competition
agreement for a 5 year period with this individual; this agreement provides for a penalty of
$14.3 million in the event of non-compliance.  13 Financing:
  2009
    
    2010Short term debt:DVB Bank América (1)
    
    $
    4,834
    
    
    $
    4,167Autofin México (8)
    
    
    
    
    
    
    5,593DC Automotriz Servicios (2)
    
    
    3,306
    
    
    
    998DEG-Deutsche Investition (3)
    
    
    1,700
    
    
    
    1,700Banco Mercantil del Norte (7)
    
    
    1,309
    
    
    
    Natixis (4)
    
    
    992
    
    
    
    Pure Leasing (5)
    
    
    401
    
    
    
    423Interests payable
    
    
    3,613
    
    
    
    11,086Transaction cost
    
    
    (112
    )
    
    
    (295
    )$
    16,043
    
    
    $
    23,672Long term debt:Trust Certificates Program
(See note 15)
    
    $
    677,520
    
    
    $
    775,536DVB Bank América (1)
    
    
    31,355
    
    
    
    27,486Bancomext, S.N.C. (6)
    
    
    14,770
    
    
    
    17,743Natixis (4)
    
    
    8,839
    
    
    
    DC Automotriz Servicios (2)
    
    
    7,772
    
    
    
    7,627DEG-Deutsche Investition (3)
    
    
    6,800
    
    
    
    5,100Autofin México (8)
    
    
    
    
    
    
    2,024Pure Leasing (5)
    
    
    1,438
    
    
    
    1,092$
    748,494
    
    
    $
    836,608
 F-25




---



##### Table of Contents



(1)
    
    In 2007, Grupo TMM Grupo TMM entered into two lines of credit in dollars with DVB Bank
to acquire two chemical vessels (Maya and Olmeca). The first, with a loan facility for
$25.0 million (approximately $309.5 million pesos), with an average
interest rate of 7.42%, the senior note with a fixed rate of 6.88%, and the junior note with a
fix rate of 11.365%. The second vessel loan facility for the amount of $27.5 million
(approximately $340.5 million pesos), with an average interest rate of 7.78%, the
senior note with a fixed rate of 7.21%, and the junior note with a fixed interest rate of
11.7025%. Both loans are payable in monthly installments of principal and interest, maturing
May 25, 2017, and June 19, 2017, respectively. Both facilities were contracted through the
subsidiary TMM Parcel Tankers.The Company began negotiations with the bank early in 2010 to improve the amortization profile
for these loans, and also to reduce the effective rate. On March 30, 2011, the restructuring
with DVB Bank was finalized with the signing of two new loans, which were opened April 4, 2011.
The first is a bridge loan for $3.5 million (approximately $43.3 million
pesos) with draws during the first twenty-four months, and monthly payments on principal
starting month twenty-five, quarterly payments of interest at and AIRrate (bank available
funds interbank rate) plus four hundred basis points, maturing June 2017.This line of credit will reduce payment on the senior notes by approximately $150,000
during the first eighteen months, and $133,000 during the following six months.The second is a loan for $4.0 million (approximately $49.5 million pesos)
that was used, together with Company cash, to prepay all the junior notes mentioned previous;
this is a single draw loan with payment on principal due June 2017 and quarterly interest
payments at an AIRrate (bank available funds interbank rate) plus four hundred basis points.(2)
    
    This loan is comprised of different contracts made with DC Automotriz Servicios as follows: a.
    
    On July 19, 2007, the Company entered into a loan facility in Mexican pesos as part
of the Forced Assignment of Rights Agreement entered into with DC Automotriz Servicios S.
de R.L. de C.V. (now Daimler Financial Services México, S. de R.L. de C.V. Daimler) for
the acquisition of automotive transportation assets for approximately $9.5
million ($117.6 million pesos ) at a variable rate of the 91-day TIIE rate plus
200 basis points, through its subsidiary Lacto Comercial Organizada, S.A. de C.V.
(Lacorsa). Payment of which is made through 84 consecutive monthly payments on the
principal plus interests on outstanding balances, commencing January 2008 and maturing in
December 2014.A debt recognition and restructure agreement was signed on this loan on December 1, 2010,
for $96.7 million pesos (approximately $7.8 million) at a variable rate
of the 28-day TIIE plus 3.5 percentage points, through Lacorsa. Payment for which is made
on 72 consecutive monthly payments on the principal plus interests on outstanding balances
starting January 1, 2011 and maturing in December 2016.b.
    
    On June 4, 2008, the Company entered in a loan facility in Mexican pesos with
Daimler for the acquisition of 31 transportation units for approximately $1.5
million ($18.6 million pesos) at a fixed rate of 12.85%, through its subsidiary
Lacorsa; payment for which is made on 60
 F-26




---



##### Table of Contents



consecutive monthly payments on the principal plus interests on outstanding balances,
maturing in June 2013.On September 26, 2008, the Company entered into a loan facility in Mexican pesos with
Daimler for the acquisition of 8 transportation units for approximately $0.4
million ($4.9 million pesos) at a fixed rate of 13.56%, through its subsidiary
Lacorsa; payment for which is made on 60 consecutive monthly payments on the principal plus
interests on outstanding balances, maturing in September 2013.In June 2010, the two previous loans were restructured into a single $1.7 million
(approximately $21.7 million pesos) loan at a fixed rate of 14.8%, through its
subsidiary Lacorsa; payment for which is made on 60 consecutive monthly payments on the
principal plus interests on outstanding balances, maturing in May 2015.c.
    
    On October 31, 2008, the Company entered into a loan facility in Mexican pesos with
Daimler for the acquisition of 30 transportation units for approximately $2.5
million ($30.9 million pesos) at a fixed rate of 13.56%, through its subsidiary
Lacorsa; payment for which is made on 60 consecutive monthly payments on the principal
plus interests on outstanding balances, maturing in October 2013.On November 3, 2008, the Company entered into a loan facility in Mexican pesos with
Daimler for the acquisition of 15 transportation units (refuelers) for approximately
$1.4 million ($17.3 million pesos) at a fixed rate of 13.56%, through
its subsidiary Lacorsa; payment for which is made on 60 consecutive monthly payments on the
principal plus interests on outstanding balances, maturing in November 2013.The balance on the two previous loans was canceled by a satisfaction through equipment
contract with Daimler, formalized in August 2009, with which approximately $3.0
million ($37.2 million pesos) was prepaid.
 
 (3)
    
    On January 11, 2008, Grupo TMM entered into a loan facility listed in dollars to refinance
the purchase of ADEMSA for $8.5 million (approximately $105.2 million
pesos), at a fixed rate of 8.01%, payment on which is to be made in 14 consecutive semiannual
payments on principal plus interests on outstanding balances, with a two year grace period on
the principal and maturing in July 2014.(4)
    
    In January 2008, the Company entered into a loan facility in dollars, through its subsidiary
TMM Remolcadores, S.A. de C.V., to finance the purchase of two tugboats (TMM Tepalcates and
TMM Cuyutlán) for $11.9 million (approximately $147.3 million pesos), at a
fixed rate of 6.35%, with quarterly payments on principal and interests on outstanding
balances, and maturing in January 2015. The Company established a Trust for this loan
facility, securing the vessels as collateral. The total balance on the principal and interests
were prepaid on July 29, 2010. F-27




---



##### Table of Contents



(5)
    
    In September 2009, the Company secured with Pure Leasing, S.A. de C.V. through its subsidiary
TMM Logistics, S.A. de C.V., a line of credit in Mexican pesos for working capital and/or
current accounts for approximately $2.1 million ($26.2 million pesos) at a
fixed rate of 14.25% with monthly payments on principal and interest on outstanding balances,
maturing in September 2014.(6)
    
    In June 2009, the Company secured with Banco Nacional de Comercio Exterior, S.N.C.,
Institución de Banca de Desarrollo, through its subsidiary TMM División Marítima, S.A. de
C.V., a line of credit in dollars for working capital and/or current accounts for
$25.0 million (approximately $309.5 million pesos) at a variable rate,
maturing in June 2015, monthly interest payments on outstanding balances and principal at
maturity, drawing both dollars and pesos with the possibility of making prepayments on
principal without penalty.In July 2009, a first draw was made on the line of credit for $6.9 million
(approximately $85.4 million pesos) at a variable rate of the 30-day Libor plus 600
basis points, with monthly interest payments. On July 30, 2010, the principal balance was
prepaid in full on this draw and interests.In November 2009, a second draw was made on the line of credit for approximately
$10.7 million ($132.9 million pesos) at a variable rate of the 28-day TIIE
plus 400 basis points, with monthly interest payments. As of December 31, 2010, the effective
rate for this draw on the line of credit was 8.8850% with an outstanding balance of
$8.1 million (approximately $100.0 million pesos).In December 2009, a third draw was made on the line of credit for approximately $1.0
million ($11.9 million pesos) at a variable rate of the 28-day TIIE plus 400 basis
points, with monthly interest payments. As of December 31, 2010, the effective rate for this
draw on the line of credit was 8.8850% with an outstanding balance of approximately
$1.0 million (approximately $11.9 million pesos).In November 2010, the Company secured with Banco Nacional de Comercio Exterior, S.N.C.,
Institución de Banca de Desarrollo, through its subsidiary TMM División Marítima, S.A. de C.V.,
a new line of credit in US dollars for working capital and/or current accounts for
$15.0 million (approximately $185.7 million pesos), at a variable rate,
maturing in June 2015, with monthly interest payments on outstanding balances and principal on
maturity, with the possibility of making prepayments without penalty. The balance on both lines
of credit, together, cannot exceed US $25.0 million, or the equivalent in Mexican
pesos.In November 2010, a first draw was made on the new line of credit for approximately
$9.3 million ($115.0 million pesos) at a variable rate of the 28-day TIIE
plus 425 basis points, with monthly interest payments. As of December 31, 2010, the effective
rate on this draw on the line of credit was 9.1350% with an outstanding balance of
approximately $9.3 million ($115.0 million pesos).(7)
    
    In November 2009, the Company secured with Banco Mercantil del Norte, S.A., Institución de
Banca Múltiple, through its subsidiary Ficorsa Corporate Services, S.A.P.I de C.V., a line of
credit in Mexican pesos for working capital (portion B) and issuance of letters of credit
(portion A) for a total of approximately $17.4 million ($215.0 million
pesos), maturing in November 2012, at a variable rate with monthly interest payments on
outstanding balances and principal at different terms, with the possibility of making
prepayments on principal without penalty. F-28




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##### Table of Contents



In December 2009, a first draw was made on portion B of the line of credit for approximately
$1.4 million ($17.1 million pesos) at a variable rate of the 28-day TIIE
plus 4.00%, with monthly interest payments. This draw on portion B was paid in full on February
2, 2010.Also in December 2009, a first draw was made on portion A of the line of credit for the issue
of a letter of credit for $1.9 million (approximately $25.3 million pesos)
maturing February 11, 2010. The issuance of this letter of credit does not create any payment
obligation for the borrower until the holder of the documents presents this for enforcement.
This first draw on portion A was settled on February 11, 2010.In February 2010, a second draw was made on portion A of the line of credit for the issue of
the letter of credit for approximately $1.1 million ($13.6 million pesos)
maturing December 31, 2010. The issuance of this letter of credit does not create any payment
obligation for the borrower until the holder of the document presents this for enforcement.
Therefore, no balance or effective rate for this portion A of the line of credit is reported as
of December 31, 2010.In 2010, various draws were made on portion B of the line of credit for $8.8 million
(approximately $109 million pesos), which accrued interest at a variable rate of the
28-day TIIE plus 400 basis points, with monthly interest payments. These draws were settled in
full in 2010. Therefore no balance or effective rate for portion B of the line of credit is
reported as of December 31, 2010.(8)
    
    In July 2010, the Company secured with Autofin México, through its subsidiary Proserpec
Servicios Administrativos, S.A.P.I. de C.V., a line of credit in Mexican pesos for working
capital and treasury obligations for approximately $8.1 million ($100.0
million pesos), at a variable rate of the 28-day TIIE plus 4.5 points, secured with fixed
assets and the assignment of collection rights on contracts with some clients; payment for
which is made on 24 consecutive monthly payments on the principal plus interest on outstanding
balances, starting July 2010 and maturing in June 2012.     2009
    
    2010Maturity
    
    Loans - net
    
    Loans - net2010
    
    $
    9,335
    
    
    $
    2011
    
    
    8,974
    
    
    
    10,2052012
    
    
    7,978
    
    
    
    6,8452013
    
    
    6,825
    
    
    
    6,3222014 and thereafter
    
    
    715,382
    
    
    
    813,236$
    748,494
    
    
    $
    836,608
 F-29




---



##### Table of Contents



2009
    
    2010Book
    
    Fair
    
    Book
    
    Fairvalue
    
    value
    
    value
    
    valueShort term debt:Fixed rate
    
    $
    8,567
    
    
    $
    8,567
    
    
    $
    6,558
    
    
    $
    6,558Variable rate
    
    
    3,975
    
    
    
    3,975
    
    
    
    6,323
    
    
    
    6,323Transaction costs
    
    
    (112
    )
    
    
    
    
    
    
    (295
    )
    
    
    Interest payable
    
    
    3,613
    
    
    
    
    
    
    
    11,086
    
    
    
    $
    16,043
    
    
    $
    12,542
    
    
    $
    23,672
    
    
    $
    12,881
 Book
    
    Fair
    
    Book
    
    Fairvalue
    
    value
    
    value
    
    valueLong term debt:Fixed rate
    
    $
    761,315
    
    
    $
    761,315
    
    
    $
    883,906
    
    
    $
    883,906Variable rate
    
    
    20,463
    
    
    
    20,463
    
    
    
    26,628
    
    
    
    26,628Transaction costs
    
    
    (35,972
    )
    
    
    
    
    
    
    (90,180
    )
    
    
    Interest payable
    
    
    2,688
    
    
    
    
    
    
    
    16,254
    
    
    
    $
    748,494
    
    
    $
    781,778
    
    
    $
    836,608
    
    
    $
    910,534
 14 Obligations from sale of receivables:
     F-30




---



##### Table of Contents



2009
    
    20102006 Series
    
    $
    200,000
    
    
    $
    200,0002006 Series  A Restructuring of certificates  B
    
    
    6,000
    
    
    
    6,000Payments made
    
    
    (181,827
    )
    
    
    (188,849
    )24,173
    
    
    
    17,151Interest payable
    
    
    106
    
    
    
    924Transaction cost
    
    
    (4,363
    )
    
    
    (6,302
    )Current portion
    
    
    (7,869
    )
    
    
    (11,223
    )Obligations from the sale of receivables, long term
    
    $
    12,047
    
    
    $
    550
  2009
    
    2010Maturity
    
    Loans  net2010
    
    $
    7,763
    
    
    $
    2011
    
    
    9,558
    
    
    
    10,2992012
    
    
    1,450
    
    
    
    1,4502013
    
    
    2,434
    
    
    
    2,4342014 and thereafter
    
    
    2,968
    
    
    
    2,968$
    24,173
    
    
    $
    17,151
 F-31




---



##### Table of Contents



15 Trust certificates program:
 First tranche -
      Second tranche -
  F-32




---



##### Table of Contents



Third tranche -
     Fourth Tranche -
 F-33




---



##### Table of Contents



2009
    
    
    2010First Tranche
    
    $
    233,061
    
    
    $
    848,026Second Tranche
    
    
    128,674
    
    
    
    Third Tranche
    
    
    365,729
    
    
    
    Payments made
    
    
    (18,242
    )
    
    
    709,222
    
    
    
    848,026Interest payable
    
    
    2,688
    
    
    
    16,254Transaction cost
    
    
    (34,390
    )
    
    
    (88,744
    )Trust Certificates, long term
    
    $
    677,520
    
    
    $
    775,536
 16 Balances and transactions with related parties:
  2009
    
    
    2010Accounts receivable:Seglo Operaciones Logísticas (1)
    
    $
    29
    
    
    $
    SSA México, S.A. de C.V. (2)
    
    
    2,222
    
    
    
    408$
    2,251
    
    
    $
    408
 F-34




---



##### Table of Contents



1)
    
    Seglo Operaciones Logísticas, S.A. de C.V. (Joint investment in the Logistics Division)
Company with which Grupo TMM and its subsidiaries conduct supply and logistics operations for the
automotive industry, and in which a 50% interest is held.2)
    
    SSA México, S.A. de C.V.
Company with which Grupo TMM, S.A.B. and Administración Portuaria Integral de Acapulco, S.A. de
C.V. conduct leasing operations, consulting, and interests.  2008
    
    
    2009
    
    
    2010Income:Management fees (1)
    
    $
    110
    
    
    $
    666
    
    
    $
    739Leases (2)
    
    
    38
    
    
    
    34
    
    
    
    61Interests (3)
    
    
    295
    
    
    
    294
    
    
    
    294Expenses:Management expenses (4)
    
    $
    4,370
    
    
    $
    2,693
    
    
    $
    1,628Other expenses (5)
    
    
    310
    
    
    
    309
    
    
    
    309Fees (6)
    
    
    132
    
    
    
    116
    
    
    
    107
 
 (1)
    
    Includes principally management consulting fees billed by Servicios Corporativos TMM, S.A. de
C.V. and Servicios Directivos Sedise, S.AP.I. de C.V. to Seglo, S.A. de C.V., for
$58, $91, and $24 for the years ended December 31, 2008, 2009,
and 2010, respectively, and also includes Seglo Operaciones Logísticas, S.A. de C.V. billing
to Seglo, S.A. de C.V., as of December 2008, 2009, and 2010 for $52, $575,
and $715 respectively.(2)
    
    Grupo TMM, S.A.B. billing to SSA México, S.A. de C.V. (Lease).(3)
    
    Administración Portuaria Integral de Acapulco, S.A. de C.V. billing to SSA México, S.A. de
C.V. (Interests)(4)
    
    Management consulting and trade commission between Seglo, S.A. and Seglo Operaciones
Logísticas, S.A. de C.V., in addition to management consulting on recovery of Grupo TMM,
S.A.B. expenses from Comercializadora y Distribuidora Milgret, S.A.P.I. de C.V. F-35




---



##### Table of Contents



(5)
    
    Management consulting that SSA México, S.A. de C.V. billed to Administración Portuaria
Integral de Acapulco, S.A. de C.V.(6)
    
    Trade commissions that Seglo, S.A. billed to Seglo Operaciones Logísticas, S.A. de C.V.  2008
    
    
    2009
    
    
    2010Short term employee benefitsSalaries
    
    $
    4,306
    
    
    $
    4,445
    
    
    $
    5,339Social security costs
    
    
    113
    
    
    
    82
    
    
    
    102$
    4,419
    
    
    $
    4,527
    
    
    $
    5,441
 17 Accounts payable and accrued expenses:
  2009
    
    
    2010Taxes payable
    
    $
    14,581
    
    
    $
    9,258General expenses
    
    
    17,318
    
    
    
    25,747Operating expenses
    
    
    6,295
    
    
    
    5,454Salaries and wages
    
    
    4,094
    
    
    
    3,554Purchased services
    
    
    1,661
    
    
    
    2,601Other
    
    
    207
    
    
    
    374$
    44,156
    
    
    $
    46,988
 18 Stockholder equity:
 Capital stock -
  Comisión Nacional Bancaria y de Valores
 F-36




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##### Table of Contents



Dividends-
 (CUFIN)
   Capital premium -
  19 Other income (expense), net:
  2008
    
    
    2009
    
    
    2010Amortization of non-competition rights
    
    $
    (2,060
    )
    
    $
    (2,060
    )
    
    $
    (2,060
    )Sale of shares in subsidiaries
    
    
    
    
    
    
    
    
    
    
    (1,555
    )Sale of subsidiaries, Northarc Express,S.A. de C.V., in 2008 and Grupo Seglo in 2010
    
    
    17,726
    
    
    
    
    
    
    
    (1,027
    )Provision for consulting payments
    
    
    (310
    )
    
    
    (309
    )
    
    
    (309
    )Taxes recovered, net of expenses incurred
    
    
    2,821
    
    
    
    1,480
    
    
    
    Goodwill impairment, transportation of vehicles
operation
    
    
    (4,653
    )
    
    
    (3,485
    )
    
    
    Surplus from equipment leasing
    
    
    (3,821
    )
    
    
    (1,172
    )
    
    
    Recovery from the tanker vessel construction project
    
    
    1,128
    
    
    
    
    
    
    
    Loss on Repcorp shares purchase
    
    
    (1,058
    )
    
    
    
    
    
    
    Consulting expenses for corporate restructuring
    
    
    (363
    )
    
    
    
    
    
    
    Other  Net
    
    
    (754
    )
    
    
    (199
    )
    
    
    (195
    )$
    8,656
    
    
    $
    (5,745
    )
    
    $
    (5,146
    )
 F-37




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##### Table of Contents



20 Gain (loss) on exchange, net:
  Item
    
    2008
    
    
    2009
    
    
    2010Cash and cash equivalents
    
    $
    (1,460
    )
    
    $
    1,540
    
    
    $
    88Short term investments
    
    
    (48,303
    )
    
    
    5,053
    
    
    
    4,416Accounts receivable
    
    
    (4,136
    )
    
    
    622
    
    
    
    1,044Other accounts receivable
    
    
    (591
    )
    
    
    436
    
    
    
    1,486Prepaid expenses
    
    
    (459
    )
    
    
    311
    
    
    
    389Suppliers
    
    
    2,943
    
    
    
    (560
    )
    
    
    (884
    )Accounts payable and accrued expenses
    
    
    8,222
    
    
    
    (3,325
    )
    
    
    (3,321
    )Debt
    
    
    201,283
    
    
    
    (39,184
    )
    
    
    (41,479
    )Assets and liabilities denominated in pesos
    
    
    (11,994
    )
    
    
    4,394
    
    
    
    143Gain (loss) on exchange, net
    
    $
    145,505
    
    
    $
    (30,713
    )
    
    $
    (38,118
    )
 21 Income tax, tax loss carryforwards, and corporate flat tax:
 Income Tax-
     2008
    
    
    2009
    
    
    2010Current income tax
    
    $
    (1,332
    )
    
    $
    (443
    )
    
    $
    (678
    )Deferred income tax
    
    
    (18,542
    )
    
    
    
    
    
    
    Corporate flat tax
    
    
    (220
    )
    
    
    (644
    )
    
    
    (141
    )Provision for income taxes
    
    $
    (20,094
    )
    
    $
    (1,087
    )
    
    $
    (819
    )
 F-38




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##### Table of Contents



2008
    
    
    2009
    
    
    2010Income (loss) before taxes
    
    $
    95,534
    
    
    $
    (94,583
    )
    
    $
    (78,097
    )Income tax
    
    
    (26,750
    )
    
    
    26,483
    
    
    
    23,429(Decrease) increase from:Difference in depreciation and amortization
    
    
    (46,520
    )
    
    
    2,896
    
    
    
    (12,017
    )Revaluation surplus
    
    
    
    
    
    
    
    
    
    
    29,311Income recognized in advance
    
    
    64,199
    
    
    
    (13,114
    )
    
    
    (17,808
    )Inventories
    
    
    94
    
    
    
    1,333
    
    
    
    (1,278
    )Inflationary and currency exchange effects on monetary
assets and liabilities, net
    
    
    34,444
    
    
    
    (6,561
    )
    
    
    (260
    )Cumulative income from trust certificates
    
    
    (2,806
    )
    
    
    
    
    
    
    Effects related to the peso/dollar exchange
in tax loss carryforwards, net
    
    
    (132,394
    )
    
    
    12,282
    
    
    
    28,335Provisions and allowance for doubtful accounts
    
    
    4,850
    
    
    
    (1,718
    )
    
    
    (39
    )Sale of assets
    
    
    2,158
    
    
    
    (2,886
    )
    
    
    (466
    )Valuation allowance for tax losses
    
    
    79,625
    
    
    
    (16,536
    )
    
    
    (47,385
    )Non-taxable revenue
    
    
    3,446
    
    
    
    502
    
    
    
    7Sale of shares
    
    
    3,809
    
    
    
    (100
    )
    
    
    (872
    )Non-deductible expenses
    
    
    (3,957
    )
    
    
    (3,666
    )
    
    
    (1,961
    )Other, net
    
    
    (292
    )
    
    
    (2
    )
    
    
    185Provision for income tax
    
    $
    (20,094
    )
    
    $
    (1,087
    )
    
    $
    (819
    )
   2008
    
    
    2009
    
    
    2010Tax loss carryforwards
    
    $
    122,337
    
    
    $
    154,767
    
    
    $
    198,486Valuation allowance for tax losses
    
    
    (8,657
    )
    
    
    (25,193
    )
    
    
    (72,578
    )113,680
    
    
    
    129,574
    
    
    
    125,908Inventories and provisions  Net
    
    
    6,391
    
    
    
    6,872
    
    
    
    6,978Income recognized in advance
    
    
    64,199
    
    
    
    51,085
    
    
    
    37,987Concession rights and property, machinery,
and Equipment
    
    
    (86,994
    )
    
    
    (90,257
    )
    
    
    (103,381
    )Total deferred tax assets
    
    $
    97,276
    
    
    $
    97,274
    
    
    $
    67,492
  F-39




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##### Table of Contents



Corporate flat tax -
 (Impuesto Empresarial a Tasa Única (IETU)) IETU IETU
 IETU IETU
 IETU (ISR)
 a
    
    If the IETUexceeds the Income Tax for the same period, the Company will pay IETUon
the portion exceeding the income tax. Pursuant to the foregoing, the Company will reduce
Income Tax paid in the same period from the IETUfor the period.b
    
    If the IETUis less than the Income Tax for the same period, the Company will not pay
IETUfor the period.c
    
    If the IETUbase is negative due to deductions that exceed taxable income, there will
be no IETUdue. In addition, the amount of that base multiplied by the IETUrate results
in an IETUcredit that can be offset until December 31, 2009 against the Income Tax for
the same period, and as of 2010, may only be credited against the IETUfor subsequent
periods.
 IETU IETU
 Tax loss carryforwards -
  Inflation restatedamounts up to June 2010,Year in which the
    
    in thousands of US
    
    
    Year ofloss was incurred
    
    dollars
    
    
    expiration2005
    
    $
    117,615
    
    
    
    20152006
    
    
    50,565
    
    
    
    20162007
    
    
    10,351
    
    
    
    20172009
    
    
    62,289
    
    
    
    20192010
    
    
    43,303
    
    
    
    2020$
    284,123
 F-40




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##### Table of Contents



22 Financial information by segment:
   EliminationbetweenSpecialized
    
    
    
    
    
    
    Ports and
    
    
    segments andmaritime
    
    
    Logistics
    
    
    terminals
    
    
    shared
    
    
    TotalDecember 31, 2008
    
    division
    
    
    division
    
    
    division
    
    
    accounts
    
    
    consolidatedTransportation revenues
    
    $
    206,818
    
    
    $
    134,315
    
    
    $
    8,032
    
    
    $
    13,790
    
    
    $
    362,955Costs and expenses
    
    
    (141,691
    )
    
    
    (140,103
    )
    
    
    (5,322
    )
    
    
    (33,484
    )
    
    
    (320,600
    )Depreciation and amortization
    
    
    (23,039
    )
    
    
    (6,255
    )
    
    
    (1,098
    )
    
    
    (727
    )
    
    
    (31,119
    )Earnings from transportation
    
    $
    42,088
    
    
    $
    (12,043
    )
    
    $
    1,612
    
    
    $
    (20,421
    )
    
    $
    11,236Costs, expenses, and revenues
not allocated
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    63,697Net earnings for the year attributable to
Grupo TMM, S.A.B. stockholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    74,933Total assets by segment
    
    $
    858,052
    
    
    $
    124,578
    
    
    $
    32,796
    
    
    $
    
    
    
    $
    1,015,426Shared assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    72,584
    
    
    
    72,584Total assets
    
    $
    858,052
    
    
    $
    124,578
    
    
    $
    32,796
    
    
    $
    72,584
    
    
    $
    1,088,010Total liabilities by segment
    
    $
    814,528
    
    
    $
    116,863
    
    
    $
    3,995
    
    
    $
    
    
    
    $
    935,386Shared liabilities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (18,559
    )
    
    
    (18,559
    )Total liabilities
    
    $
    814,528
    
    
    $
    116,863
    
    
    $
    3,995
    
    
    $
    (18,559
    )
    
    $
    916,827Total capital expenditures by segment
    
    $
    371,501
    
    
    $
    17,675
    
    
    $
    553
    
    
    $
    
    
    
    $
    389,729Shared capital expenditures
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12,091
    
    
    
    12,091Total capital expenditures
    
    $
    371,501
    
    
    $
    17,675
    
    
    $
    553
    
    
    $
    12,091
    
    
    $
    401,820
 EliminationbetweenSpecialized
    
    
    
    
    
    
    Ports and
    
    
    segments andmaritime
    
    
    Logistics
    
    
    terminals
    
    
    shared
    
    
    TotalDecember 31, 2009
    
    division
    
    
    division
    
    
    division
    
    
    accounts
    
    
    consolidatedTransportation revenues
    
    $
    199,646
    
    
    $
    95,417
    
    
    $
    6,568
    
    
    $
    6,763
    
    
    $
    308,394Costs and expenses
    
    
    (109,741
    )
    
    
    (100,806
    )
    
    
    (4,129
    )
    
    
    (21,709
    )
    
    
    (236,385
    )Depreciation and amortization
    
    
    (34,238
    )
    
    
    (4,486
    )
    
    
    (1,042
    )
    
    
    (2,727
    )
    
    
    (42,493
    )Earnings from transportation
    
    $
    55,667
    
    
    $
    (9,875
    )
    
    $
    1,397
    
    
    $
    (17,673
    )
    
    $
    29,516
 F-41




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##### Table of Contents



EliminationbetweenSpecialized
    
    
    
    
    
    
    Ports and
    
    
    segments andmaritime
    
    
    Logistics
    
    
    terminals
    
    
    shared
    
    
    TotalDecember 31, 2009
    
    division
    
    
    division
    
    
    division
    
    
    accounts
    
    
    consolidatedCosts, expenses, and revenues
not allocated
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (126,566
    )Net earnings for the year attributable to
Grupo TMM, S.A.B. stockholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    (97,050
    )Total assets by segment
    
    $
    815,991
    
    
    $
    119,418
    
    
    $
    34,596
    
    
    $
    
    
    
    $
    970,005Shared assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    31,933
    
    
    
    31,933Total assets
    
    $
    815,991
    
    
    $
    119,418
    
    
    $
    34,596
    
    
    $
    31,933
    
    
    $
    1,001,938Total liabilities by segment
    
    $
    814,329
    
    
    $
    127,326
    
    
    $
    3,091
    
    
    $
    
    
    
    $
    944,746Shared liabilities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (62,616
    )
    
    
    (62,616
    )Total liabilities
    
    $
    814,329
    
    
    $
    127,326
    
    
    $
    3,091
    
    
    $
    (62,616
    )
    
    $
    882,130Total capital expenditures by segment
    
    $
    67,234
    
    
    $
    1,356
    
    
    $
    442
    
    
    $
    
    
    
    $
    69,032Shared capital expenditures
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,424
    
    
    
    4,424Total capital expenditures
    
    $
    67,234
    
    
    $
    1,356
    
    
    $
    442
    
    
    $
    4,424
    
    
    $
    73,456
 EliminationbetweenSpecialized
    
    
    
    
    
    
    Ports and
    
    
    segments andmaritime
    
    
    Logistics
    
    
    terminals
    
    
    shared
    
    
    TotalDecember 31, 2010
    
    division
    
    
    division
    
    
    division
    
    
    accounts
    
    
    consolidatedTransportation revenues
    
    $
    200,570
    
    
    $
    89,619
    
    
    $
    10,305
    
    
    $
    4,904
    
    
    $
    305,398Costs and expenses
    
    
    (100,181
    )
    
    
    (88,185
    )
    
    
    (5,624
    )
    
    
    (18,831
    )
    
    
    (212,821
    )Depreciation and amortization
    
    
    (40,578
    )
    
    
    (14,940
    )
    
    
    (1,028
    )
    
    
    (848
    )
    
    
    (57,394
    )Earnings from transportation
    
    $
    59,811
    
    
    $
    (13,506
    )
    
    $
    3,653
    
    
    $
    (14,775
    )
    
    $
    35,183Costs, expenses, and revenues
not allocated
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (115,746
    )Net earnings
for the year attributable to Grupo TMM, S.A.B. stockholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    (80,563
    )Total assets by segment
    
    $
    858,808
    
    
    $
    123,213
    
    
    $
    113,315
    
    
    $
    
    
    
    $
    1,095,336Shared assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (19,474
    )
    
    
    (19,474
    )Total assets
    
    $
    858,808
    
    
    $
    123,213
    
    
    $
    113,315
    
    
    $
    (19,474
    )
    
    $
    1,075,862Total liabilities by segment
    
    $
    884,713
    
    
    $
    138,632
    
    
    $
    36,472
    
    
    $
    
    
    
    $
    1,059,817Shared liabilities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (88,825
    )
    
    
    (88,825
    )Total liabilities
    
    $
    884,713
    
    
    $
    138,632
    
    
    $
    36,472
    
    
    $
    (88,825
    )
    
    $
    970,992Total capital expenditures by segment
    
    $
    14,679
    
    
    $
    5,508
    
    
    $
    2,484
    
    
    $
    
    
    
    $
    22,671Shared capital expenditures
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,452
    
    
    
    9,452Total capital expenditures
    
    $
    14,679
    
    
    $
    5,508
    
    
    $
    2,484
    
    
    $
    9,452
    
    
    $
    32,123
 23 Employee benefits:
   F-42




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2008
    
    
    2009
    
    
    2010Labor cost
    
    $
    477
    
    
    $
    604
    
    
    $
    490Financial cost
    
    
    (73
    )
    
    
    1,695
    
    
    
    1,541Returns on plan assets
    
    
    (266
    )
    
    
    (101
    )
    
    
    (15
    )Amortization of the transitory obligation
and variations in assumptions
    
    
    
    
    
    
    (227
    )
    
    
    Effect from the reduction of personnel
    
    
    (640
    )
    
    
    
    
    
    
    Net cost for the period
    
    $
    (502
    )
    
    $
    1,971
    
    
    $
    2,016
  2008
    
    
    2009
    
    
    2010Labor cost
    
    $
    181
    
    
    $
    478
    
    
    $
    207Financial cost
    
    
    (1,429
    )
    
    
    315
    
    
    
    204Amortization of the transitory obligation
and variations in assumptions
    
    
    395
    
    
    
    (247
    )
    
    
    Effect from the reduction of personnel
    
    
    45
    
    
    
    
    
    
    
    Net cost for the period
    
    $
    (808
    )
    
    $
    546
    
    
    $
    411
  2008
    
    
    2009
    
    
    2010Defined benefit obligations (DBO)
    
    $
    12,667
    
    
    $
    12,010
    
    
    $
    13,012Plan assets
    
    
    (1,486
    )
    
    
    (1,535
    )
    
    
    (961
    )Reserve for pensions and seniority premiums
    
    $
    11,181
    
    
    $
    10,475
    
    
    $
    12,051
 F-43




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##### Table of Contents



2008
    
    
    2009
    
    
    2010DBO at year start
    
    $
    9,179
    
    
    $
    12,667
    
    
    $
    12,010Labor cost
    
    
    477
    
    
    
    604
    
    
    
    490Financial cost
    
    
    (73
    )
    
    
    1,695
    
    
    
    1,541Benefits paid
    
    
    (914
    )
    
    
    (446
    )
    
    
    (1,094
    )Miscellaneous
    
    
    (2,334
    )
    
    
    (2,088
    )
    
    
    (161
    )Severance transfer
    
    
    5,017
    
    
    
    
    
    
    
    Actuarial losses (gains)
    
    
    1,315
    
    
    
    (422
    )
    
    
    226DBO at year end
    
    $
    12,667
    
    
    $
    12,010
    
    
    $
    13,012
  2008
    
    
    2009
    
    
    2010Value of the fund at year start
    
    $
    4,210
    
    
    $
    1,486
    
    
    $
    1,535Return on plan assets
    
    
    266
    
    
    
    101
    
    
    
    15Plan contributions
    
    
    550
    
    
    
    585
    
    
    
    Benefits paid
    
    
    (601
    )
    
    
    (699
    )
    
    
    (671
    )Actuarial losses (gains)
    
    
    (2,939
    )
    
    
    62
    
    
    
    82Value of the fund at year end
    
    $
    1,486
    
    
    $
    1,535
    
    
    $
    961
  2008
    
    
    2009
    
    
    2010DBO
    
    $
    2,120
    
    
    $
    1,472
    
    
    $
    2,532Severance reserve
    
    $
    2,120
    
    
    $
    1,472
    
    
    $
    2,532
  2008
    
    
    2009
    
    
    2010DBO at year start
    
    $
    8,446
    
    
    $
    2,120
    
    
    $
    1,472Labor cost
    
    
    181
    
    
    
    478
    
    
    
    207Financial cost
    
    
    (1,429
    )
    
    
    315
    
    
    
    204Benefits paid
    
    
    (361
    )
    
    
    (1,760
    )
    
    
    (744
    )Miscellaneous
    
    
    (176
    )
    
    
    (230
    )
    
    
    Transfer to pensions and seniority Premium
    
    
    (5,017
    )
    
    
    
    
    
    
    Actuarial losses (gains)
    
    
    476
    
    
    
    549
    
    
    
    1,393DBO at year end
    
    $
    2,120
    
    
    $
    1,472
    
    
    $
    2,532
 F-44




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##### Table of Contents



2008
    
    
    2009
    
    
    2010Reserve for obligations at year start
    
    $
    12,497
    
    
    $
    13,301
    
    
    $
    11,947Cost for the year
    
    
    (1,311
    )
    
    
    2,517
    
    
    
    2,427Changes in personnel
    
    
    (532
    )
    
    
    (590
    )
    
    
    Miscellaneous
    
    
    
    
    
    
    
    
    
    
    (161
    )Plan contributions
    
    
    (550
    )
    
    
    (585
    )
    
    
    Benefits paid charged to the reserve
    
    
    (673
    )
    
    
    (2,208
    )
    
    
    (1,702
    )Provision for indemnities recognized in capital
    
    
    3,870
    
    
    
    (488
    )
    
    
    2,072Reserve for obligations at year end
    
    $
    13,301
    
    
    $
    11,947
    
    
    $
    14,583
   24 Earnings (losses) per share:
  2008
    
    
    2009
    
    
    2010Earnings (losses) for the year
    
    $
    75,440
    
    
    $
    (95,670
    )
    
    $
    (78,916
    )Weighted average number of
shares outstanding, thousands
per year
    
    
    56,189
    
    
    
    56,894
    
    
    
    102,007Earnings (losses) per share
    
    $
    1.343
    
    
    $
    (1.682
    )
    
    $
    (0.774
    )
 25 Commitments and contingencies:
 a) Commitments-
 Concession fees -
  Leases and charters -
   F-45




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##### Table of Contents



Year
    
    20082008
    
    $
    2009
    
    
    3,4372010
    
    
    2,7512011
    
    
    2,0672012 and thereafter
    
    
    3,231$
    11,486
  b) Contingencies-
 I) SSA Claims-
 .
     F-46




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##### Table of Contents



II) RPS Claim-
    III) Mutual claims between WWS and TMM-
   IV) Mutual loans between Pacific Richfield Marine Pte. Ltd. (PRM) and Grupo TMM-
   V) Other legal proceedings-
 a.
    
    The Company is party to various other legal proceedings and administrative actions,
all of which are of an ordinary or routine nature and incidental to its operations.
Although it is impossible to predict the outcome of any legal proceeding, in the opinion
of the Companys
 F-47




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##### Table of Contents



management, such proceedings and actions should not, individually or in the aggregate, have
a material adverse effect on the Companys financial condition, results of operations or
liquidity.b.
    
    The Company has significant dealings and relationships with related parties. Because
of these relationships, in accordance with the Mexican Income Tax Law, the Company has
documentation for the transactions that took place during 2008 and 2009 that confirms that
the terms of these transactions are the same as those that would result from transactions
between wholly unrelated parties. The Company is in the process of completing this study
for 2010.
 26 Financial risk management, objectives and policies:
       F-48




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##### Table of Contents



Fair value of financial instruments
   ,
 Cash flow risk
   Foreign currency risk
   F-49




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##### Table of Contents



2008
    
    
    2009
    
    
    2010Assets in Mexican pesos
    
    $
    164,334
    
    
    $
    110,199
    
    
    $
    133,979Assets in other currencies
    
    
    398
    
    
    
    836
    
    
    
    540Liabilities in Mexican pesos
    
    
    (692,034
    )
    
    
    (759,416
    )
    
    
    (874,506
    )Liabilities in other currencies
    
    
    (5,742
    )
    
    
    (1,894
    )
    
    
    (921
    )$
    (533,044
    )
    
    $
    (650,275
    )
    
    $
    (740,908
    )
  Commodity prices risk
  Interest rate risks
    Credit risk
   F-50




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##### Table of Contents



Concentration of risk
   Liquidity risk
  Capital management
  27 Subsequent event:
  F-51