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Transcription
Vivir mejor
onectado+Vivi ado. Vivir_me ejor Conectado onectado”Vivir ado_Vivir mej r Conectado#V ir mejor Conec ejor Conectado o.Vivir mejor C r mejor Conect jor Conectado Vivir mejor Co Company Identification_ BASIC INFORMATION ADDRESS Company Name Empresa Nacional de Telecommunicaciones S.A (Entel Chile S.A.) Address Casilla 4254-Santiago Registered Address Santiago, Chile Tax ID Number 92.580.000-7 Type of Entity Public Limited Company, registered with the Chilean Securities and Insurance Supervisor (No. 0162), and governed by the provisions of Act 18,046 and its supporting legislation. Telephone +56 2 360 0123 Fax +56 2 360 3424 General Management Avenida Andrés Bello 2687, 14th floor, Las Condes, Santiago de Chile. Administration and Finance Management Avenida Andrés Bello 2687, 14th floor, Las Condes, Santiago de Chile. Investor Relations: Carmen Luz De La Cerda Castro [email protected] Filing Office Avenida Andrés Bello 2687, 9th floor, Las Condes, Santiago de Chile. Website www.entel.cl *National subsidiaries have the same address and telephone number as the parent company. Company Identification Chairman’s Letter 11 Company Information 51 Market Segments 95 Subsidiaries 12 Profile 52 Industry 14 History 56 Regulatory Framework 16 Landmarks 58 Consumers Segment 20 Corporate Governance 64 Enterprise Segment 22 Board of Directors 68 Corporate Segment 108 Constituting documents 24 Management 72 Wholesale Segment 108 Company Ownership 114 Company Structure 115 Dividend policy 117 Investment Policy 118 Financing Policy 119 Distributable Profits Results 119 Dividends per Share 86 Consolidated Results 120 Summary of Transactions 88 Mobile Services 121 Financial Activities 90 Wireline Services 122 Risk Factors 91 Wireline Revenue by Segment 125 Comparative Share Price Performance 125 Shareholder Comments Structure Chart Top Level Executives 77 78 28 32 38 42 46 85 Entel Call Center 105 Company Information Todo Chile Comunicado Project ARTEnas for Chile Corporate Image 37 Strategic Foundations 100 Policy and Actions Human Resources 82 Americatel Perú Corporate Social Responsibility Workforce 80 96 Infrastructure Customer Service Innovation 126 Material Events and Essential Information 131 Insurance Commitments 133 Declaration of Responsibility 135 Subsidiary and Associate Companies 137 Independent Auditor Report 138 Consolidated Financial Statements 144 Notes to the Consolidated Financial Statements 219 Certificate of Accounts Inspectors 221 Subsidiary and Associate Companies 222 Consolidated Balance Sheets for Subsidiaries contents_ Juan José Hurtado Vicuña Chairman Chairman’s Letter__ Dear shareholders As you will be able to see in this Annual Report, on behalf of the Entel Board, I have the pleasure to present excellent results for 2011, a year that marked the beginning of a new stage in our company’s history. Our Ability to Adapt to Changes Fixed-mobile convergence, the exponential growth in connectivity, the development of new IT and cloud services, the enormous penetration of services, and the fast and strong adoption of technologies across all customer categories made the time right to restructure our business around an integrated vision of technologies and markets. We needed an increasingly agile and flexible organization to service different types of increasingly demanding customers with ever more complex and specific requirements. It is a world in which applications can be used on many devices, and both applications and data are stored “in the cloud,” on shared infrastructure housed in large data centers. In this context, it was necessary to make a number of changes in order to continue carrying out our mission. From an organization structured around two business units (wireline and mobile), we have transformed into one based around business units for each market: Consumers, Entreprises, Corporations, and Wholesale. Each unit has a holistic vision of its customer and is responsible for the commercialization and sale of products, as well as setting prices, and customer service. Cross-cutting units, such as Technology and Operations, IT Services, Strategy and Innovation, Human Resources, and Administration were established to support the core business focus on market segments. This also presented the opportunity to complement the restructuring of our organization with a new slogan: “Live better connected.” The concept was launched in 2011 and we are convinced it reflects Entel’s spirit and role when it comes to current uses of technology in people’s lives and day-to-day business activities. Strong Commercial Performance The restructuring and changes made this year an enormously challenging one. However, Entel rose to the occasion, delivering a strong performance across all areas. The mobile area saw a good combination of factors. Mobile broadband (MBB) and the use of mobile Internet from smartphones were two of the most significant drivers of growth in the industry, reaching 23.6 million customers in Chile during 2011, a market penetration of around 137%. In light of this change in the market, one of Entel’s main achievements in this area was the significant growth in the number of MBB customers (including data cards for business applications), reaching 945,429 users in December (72% more than in 2010). Furthermore, the number of contract customers with mobile Internet enabled smartphones rose from 17% to 28% of the customer base during 2011. Together with strong results in the traditional mobile voice business, this allowed Entel to increase the total mobile customer base to 9,347,434 (as of December 2011), a 24% increase with respect to the end of 2010, gaining almost three additional percentage points of market share to reach around 39% of active customers, 2.8 million of which have a contract (around 30%). The wireline business also delivered solid performance. Entel is currently a market leader in the enterprise segment for wireline services, providing integrated voice, data, Internet, and IT outsourcing services focused on data center and cloud/on-demand services. Total revenue from the wireline business rose by 9% in 2011, increasing by 7% for the aforementioned business services (excluding long distance). Similarly, the Americatel Perú and Entel Call Center subsidiaries both displayed solid results, in alignment with the company strategy. Americatel strengthened its focus on business services, whose contribution increased to 48% of its total revenue. On the other hand, with three new centers in Chile and the country’s first COPC certification, Entel Call Center has consolidated its excellent Contact Center and technical support platform, both in Chile and Peru, providing the market with an excellent quality of service. The business represents an important contribution to the Group in terms of its strategy of providing its customers with first class service. 5 Report 2011 Connectivity is no longer a luxury; today it is essential. Today’s market is dominated by data connectivity: customers now need access to voice and Internet services on multiple devices (including telephones, computers, tablets and cameras), services that must be appropriately tailored to the capabilities of each, delivering a network experience that provides access to mobile, fixed, and wireless services, and allows users to switch between them almost imperceptibly, without any interruption to services or applications. CONSOLIDATED REVENUE DISTRIBUTION OF CONSOLIDATED REVENUE BY BUSINESS Values calculated under IFRS In CLP$ million 1% INTERNATIONAL OPERATIONS 1,400,000 1,240,914 1,300,000 2% OTHER WIRELINE BUSINESS 1,200,000 1,100,000 19% 1,086,405 994,671 14% 1,000,000 78% 900,000 Report 2011 6 65% 800,000 MOBILE BUSINESS 700,000 2009 2010 2011 Results Customer Focus Strong management across all areas of the business resulted in consolidated revenue of CLP $1,240,914 million, a 14% increase from 2010. Entel is committed to providing first class service and continuous improvement. Its efforts in this area have been recognized by the market in the results of two prestigious surveys: the National Customer Satisfaction Survey, run by the organization ProCalidad, which ranked Entel first among mobile telephone service providers for the ninth year in a row, and the Best Customer Experience award for 2011, run by the Ibero-American Association for Company-Customer Relations following an exhaustive study of 32 mobile telephone service providers in countries including Spain, Mexico and Brazil. Together with the focus on services with higher profit margins, this increase represents a rise of 16% and 14% in EBITDA and Operating Income, reaching CLP $515,200 million and CLP $238,227 million, respectively. Entel’s final profit for 2011 was CLP $180,767 million, representing an increase of 5% on 2010 levels. This figure is a product of increased non-operating costs, principally associated with charges in the valuation of derivative instruments, together with greater tax expenditure as a result of an increase in corporation tax and the absence of the extraordinary tax credit included in the previous year’s accounts. Customer behavior after the introduction of number portability for mobile telephone services on January 16, 2012, also affirmed our company’s excellent standing. According to official statistics, one month after the launch, 39% of customers who had switched companies chose Entel as their new supplier. Perhaps more significantly, 51% of contract customers who switched suppliers moved to Entel. Ebitda 2009 to 2011 reported under IFRS In CLP$ million 600,000 515,200 500,000 401,358 446,018 16% Corporate Social Responsibility 400,000 300,000 Our corporate social responsibility policy forms part of our business strategy. It covers all our investments in connectivity, such as the Todo Chile Comunicado project, and our support to rural schools through the provision of technology. 65% 200,000 100,000 In addition to this, USD $230 million was invested in mobile equipment for contract customers in 2011. This is closely related to the company’s drive to promote the use of mobile Internet on smartphones, a strategy that requires greater investment in devices that will in turn translate into increases in revenue further down the line. 0 2010 2011 Investments At Entel, we believe our services are differentiated by our network and technology infrastructure, which are both resilient and deliver national coverage. This priority is reflected in our challenging and significant investment plan. In order to provide our customers with the best experiences in the services they use, we have the best possible network, data center, and technology infrastructure, a fundamental aspect of our strategy. We continue to make significant investments in our infrastructure, with investments for 2011 totaling USD $502 million (not including handsets for postpaid customers). Of this, USD $300 million (equivalent to 60%) was spent on development for mobile services and the remainder on projects for corporate and wholesale customers, platforms, infrastructure, and fiber optic networks to provide advanced connectivity, alongside expanding our data centers and cloud service platforms. A significant part of this investment is related to the Todo Chile Comunicado project, delivered through the Telecommunications Development Fund. We began work on the project in 2010 and it will see Internet access provided to 1,474 rural areas. By the end of 2011, the project was 91% complete, thanks to the enormous feats of technology and engineering in which more than 630 people have taken part and in which Entel’s technology partner, Ericsson, has played a significant role. The Todo Chile Comunicado project, a large-scale publicprivate initiative launched in 2010, meets our fundamental commitment to connect Chile, in this case helping to close the digital gap that exists between urban and rural areas in order to facilitate new economic and social development, and ultimately improve the quality of life of the country’s inhabitants. Another important CSR initiative involves making our tower and antennae infrastructure more appealing in terms of its presence in the city. Our networks form an integral part of the urban environment and in response to this responsibility, we have anticipated the requirements to be introduced by the new ruling legislation to better integrate our mobile telephone antennae with the city. Our first efforts in this area will see the participation of distinguished architects and artists who will transform a number of antennae throughout the country into works of art that will contribute to the urban environment. We plan to invest USD $45 million in this and other initiatives that will run throughout 2012. The consistency between the CSR policy and the company’s actions was once again recognized by its high ranking among the most distinguished companies in this area in the MORI CRS survey for 2011. 7 Report 2011 2009 CONSOLIDATED OPERATING INCOME ANNUAL PROFIT Values reported under IFRS In CLP$ million Values reported under IFRS In CLP$ million 250,000 200,000 208,130 14% 238,227 180,000 160,000 180,767 172,971 200,000 300,000 5% 142,260 140,000 184,580 120,000 100,000 150,000 80,000 100,000 40,000 65% 50,000 60,000 20,000 0 0 2009 Report 2011 8 2010 2011 2009 2010 2011 Innovation Financing Innovation plays a central role in Entel’s growth, not only in the development of products and services, but in the creation of channels, service models, and business models. In 2011 we created a Strategy and Innovation Department to consolidate and manage the process of innovation distributed throughout the company, generating management information and promoting a culture of innovation. In December, Entel signed an international bank loan for USD $200 million with the Bank of Tokio-Mitsubishi and Scotiabank. The loan consists in the payment of a single amortization in December 2014 and an annual variable interest rate based on the Libor rate with a 0.95% annual spread, payable quarterly or half-yearly. The entirety of the loan is for the advanced payment of the first installment of an existing syndicated loan whose first capital payment is due in June 2012. This will allow the company to improve its liquidity. Entel was recognized as the most innovative business in the telecommunications industry in a study carried out by the Business School at Universidad de los Andes (ESE) in 2011. The ranking shows that the company has systematically managed to establish innovation as part of its culture. Entel has an “innovation factory” to take ideas and transform them into valuable products and services. In 2011 it released 65 innovations onto the market. Part of this innovative spirit and culture is reflected in the Entel Visa credit card developed jointly with Banco de Chile, having a long-term strategic partnership that will ensure the credit card achieves a significant market position. The company’s gross debt only increased by 10%, largely as a result of the 11% fluctuation in the CLP–USD exchange rate, although this was partially offset by regular payments of bank debt and leasing. The risk ratings from the international agencies Standard & Poors and Moody’s remained at BBB+ and BAA1, respectively. It is notable that the company has succeeded in maintaining its high level of solvency and liquidity in a year in which, in addition to the highly significant investments that were made, CLP $140 billion was paid out in dividends, equivalent to CLP $595 per share or a dividend yield of 6.12%. This gives a clear indication of the company’s ability to generate operational cash. Challenges Going Forward In 2012, two new mobile companies with their own 3G networks, VTR and Nextel, will enter the market, causing supply and competition to increase in the industry. Similarly, virtual mobile operators (companies who use the networks of other operators to deliver their services) will also enter the market. The Department of Telecommunications has awarded 22 virtual mobile operator licenses and Virgin Mobile and Falabella Móvil have publicly announced their intention to enter the market. Our focus remains in our customers: by understanding them, building close relationships, and providing first class service, we seek to ensure an integrated, world-class experience from end to end. All company activities are focused on this goal and we are convinced it remains the best way to meet the challenges of competitive markets like the one in which we operate. In closing, I would like to offer my sincerest gratitude for the important support of our shareholders and the financial markets, the loyalty of our customers, and the commitment shown by Entel staff. Facing these challenges requires the firm commitment and capability of people satisfied with their role in a company that creates opportunities. I dare to say our organization is well equipped for the future. The new Entel, a business made up of more than 7,000 people, is a vehicle to allow us to transform our dreams of leading the market, of exploring and taking advantage of new business opportunities, of providing services of the highest quality, and of ensuring our customers believe and trust us, of feeling fulfilled and passionate in our work, of being able to take pride in all of this and, in doing so, making Chile live better connected. 9 Report 2011 In addition to the above, we have also considered the requirement to strengthen our wholesale networks provision, in this case by providing roaming mobile and mobile virtual network operator (MVNO) services. We believe a strategy correctly focused on wholesale services can ensure part of the competitive value of other operators can be delivered and captured through our network. Another challenge for 2012 will be the introduction of LTE networks, recently announced as 4G. Last December, the Department of Telecommunications launched the public tender process for 2600 MHz spectrum that will allow the new technology to be deployed, resulting in a considerable increase in browsing speeds on mobile devices. Entel is in a strong position to face these changes. In 2011, we became the first operator in Latin America to implement HSPA+ Dual Carrier, a new technological landmark in the evolution of our network, providing our users with maximum download speeds of up to 24 Mbps, almost double the existing speed. This technology is in fact a step to pave the way for 4G networks, which we will being hearing more about in the near future. Juan José Hurtado Vicuña Chairman of the Board Chapter 1 Company infOrmation_ (*) profile_ Report 2011 12 Entel provides integrated telecommunications and IT services for Consumers, Enterprises and Corporates segments, as well as the leasing of network services for wholesalers. The company operates in Chile, where it leads the industry, and Peru through its subsidiaries Americatel Perú and Servicios de Call Center del Perú. The company provides call center services, remote contact services, and technical support desks in both countries. Backed by the best network and data center infrastructure in Chile, Entel offers integrated solutions with high standards of service. NET REVENUE: CLP $1,241,000 million EBITDA: CLP $515,000 million CONSUMERS SEGMENT* ENTERPRISE SEGMENT* CORPORATE SEGMENT* WHOLESALE (58% of total) (21% of total) (13% of total) (4% of total) AMERICATEL* (2% of total) CALL CENTER* (2% of total) *Distribution of gross revenue by Segment KEY FIGURES 2011 2009 2010 2011 Change 2010-2011 % Revenue 994,671 1,086,405 1,240,914 14% EBITDA 401,358 446,018 515,200 16% Operating Profit 184,580 208,130 238,227 14% In CLP$ million Annual Profit Total Assets Total Liabilities Minority Stock Total Equity Total Liabilities and Net Equity 142,260 172,971 180,767 5% 1,365,390 1,489,274 1,558,014 5% 704,538 767,900 784,937 2% 0 0 0 660,852 721,375 773,077 7% 1,365,390 1,489,275 1,558,014 5% Report 2011 With a market capitalization of USD $4,428 million at the end of 2011 (equivalent to 3% of Chile’s IPSA national share index) Entel Chile S.A. is one of the largest public limited companies in the country. Its stock is distributed among 2,134 shareholders and its controller, which holds a 54.8% share, is Altel Inversiones Ltda., a subsidiary of Almendral S.A., an investment company owned by six business groups. AT DECEMBER 31, 2011 33,5% ALTEL INVERSIONES LTDA. 54,8% 11,7% 13 129,530,284 54,8% PENSION FUNDS 27,605,905 11,7% FOREIGN/RETAIL FUNDS 79,387,506 33,5% 236,523,695 histOry_ Report 2011 14 Entel has successfully adapted to major changes in terms of competitiveness, securing its development through innovation and a focus on service quality. Origins Empresa Nacional de Telecomunicaciones Entel S.A., was formed by the Chilean government in 1964 to connect the country through a secure and modern long-distance communication system. During its first two decades, the company installed microwave networks throughout a large part of the national territory, as well as the first Latin American satellite station and the National Telecommunications Center, also known as the Entel Tower, the core of the country’s communications system. At the start of the 1990s, it consolidated its technological leadership with the digitalization of its network and the installation of an extensive fiber-optic network, which now provides coverage from Arica to Puerto Montt. ;) For 30 years, Entel remained the country’s only long-distance operator, however, in 1994, reforms to the national telecommunications market made it possible for new players to enter the industry and for the company to diversify into other highgrowth segments, such as mobile telephony. Transformation Maintaining the vision upon which it was founded, Entel restructured its business model to operate in highly competitive markets, basing its strategy on three fundamental aspects: high service quality, infrastructure, and innovation. In 1994, it installed the first GSM network in Latin America, followed by the first commercial network in Latin America with ATM technology, which became the current multiservice IP network for fixed broadband solutions in 1997, and the first mobile broadband service delivered over the GPRS platform on the 1,900 MHz spectrum in 2001. In 2005, Entel became the first company in Chile to offer a service providing users email access from a mobile handset, and in 2006, it became the first operator in Latin America to launch a 3.5G network on a commercial scale, followed by its HSDPA+ network in 2009. In 2011, it continued to make progress in this area with the introduction of HSPA+ Dual Carrier technology, being one of the first companies in the world to offer this standard. To strengthen and increase innovations of this nature, Entel has formed strategic partnerships with technological leaders such as Vodafone, Samsung, and Ericsson. Ownership Entel remained a state-owned company until 1986, when the government began the privatization process that was completed in 1992. In 1993, through a series of stock-market transactions, Chilquinta (today Almendral), acquired 19.9% of the company’s stock. In June 1996, a meeting of Entel shareholders authorized an increase in capital to allow the entry of Stet International Netherlands N.V. (later to be taken over by Telecom Italia), which shared control with Chilquinta through a shareholder agreement. In March 2001, Telecom Italia purchased the shares owned by Chilquinta and Grupo Matte, increasing its stake in the Company to 54.76%. The Italian group maintained its stock until March 2005, when Almendral S.A. re-purchased the stock, which it retained to the end of 2011. Report 2011 15 landmArks_ 1964 1968 1974 1977 CREATION FIRST SATELLITE STATION Entel installs Latin America’s first satellite station In Longovilo COMMISSIONING OF THE ENTEL TOWER SATELLITE EXPANSION Empresa Nacional de Telecomunicaciones (Entel) was founded on December 30 by a treasury decree in order to provide long-distance national and international telephony and telegraph services to businesses. 1987 Report 2011 16 Structure with a height of 127 m and operates the National Telecommunications Center. Construction of new satellite stations to provide coverage throughout mainland Chile, completed in 1985. 1990 1992 1993 DIGITIZATION OF NETWORK FIBER OPTIC NETWORK PRIVATIZATION INTERNATIONAL EXPANSION Entel consolidates its technological leadership with the digitization of its long-distance national and international network. Start of the development of the fiber optic network which currently provides coverage from Arica to Puerto Montt. Completion of the transfer of Entel to private ownership, which was started in 1986. Entel begins its expansion abroad with the creation of Americatel Corp for the provision of longdistance services in the United States. The following year it takes over Americatel Centroamerica. Both were sold in 2006. 1994 1995 1996 MULTICARRIER SYSTEM INTERNET SERVICES LOCAL TELEPHONE SERVICE With multicarrier code 123, Entel begins to compete with other operators in its original business area, long-distance telephone services. Entel starts to provide Internet connection services. The company begins its operations in this area through the subsidiary Entel Telefonía Local. ANALOG CELL TELEPHONE SERVICE Entel takes over Telecom Celular S.A., a company providing analog cell telephone services with coverage throughout various regions of the country. 1997 1998 2000 2001 PCS MOBILE TELEPHONE SERVICE DIGITAL MOBILE TELEPHONE SERVICE CALL CENTER EXPANSION IN PERU After being awarded two PCS (Personal Communication Service) licenses, Entel begins to offer a mobile telephone service throughout the entire country. Entel begins to offer digital mobile telephone services on the 1900 MHz spectrum. In order to provide its customers with better service through the promotion of remote channels, the company creates the Entel Call Center subsidiary. Services are subsequently expanded into Peru. Entel creates Americatel Perú to provide long-distance and traffic termination services in the country. 2003 2005 2001 17 ENTEL WILL Entel PCS launches the first Mobile Broadband service in Latin America, with the implementation of the first 1900 MHz GPRS platform, providing Internet access from mobile handsets. EntelPhone obtains WILL license on the 3,500 MHz frequency band for the provision of wireless fixed telephone services, and two licenses with a total capacity of 100 MHz for the provision of broadband for Internet and local telephone access (Entel Will). 2005 2006 2008 LAUNCH OF BLACKBERRY LAUNCH OF 3.5 G PARTNERSHIP WITH VODAFONE PURCHASE OF CIENTEC Entel PCS becomes the first company to offer BlackBerry technology, providing access to email and web-browsing from a mobile handset. Entel becomes the first Latin American operator to launch a commercial mobile network based on 3.5G technology. Creation of a strategic partnership with Vodafone, the world’s leading mobile telephone operator. Entel takes over Cientec Computación S.A., consolidating its strategy in the IT market. 2009 2010 FIRST COMMERCIAL HSPA+ NETWORK TODO CHILE COMUNICADO NEW DATA CENTER PURCHASE OF TRANSAM AND WILL Completion of the first phase of the Bicentenary project, Todo Chile Comunicado, a public-private initiative involving national and regional government, and Entel, to roll out mobile broadband (MBB) to 1,474 rural areas throughout the country. Entel launches the first phase of the largest and most modern data center in Chile in Ciudad de Los Valles. Entel acquires all shares in Transam, which provides intermediary telecommunications services and operates a long-distance service, and Will, which provides local wireless telephony and data transmission. With the operation of the first commercial HSPA+ network in Latin America, Entel PCS is able to offer the fastest broadband access on the market. NEW SERVICES: MMS AND HOME AUTOMATION Entel adds the following to its range of mobile value added services: MMS (Multimedia Messaging Services), Mobile Office, and Intelligent Home (remote monitoring of houses over a mobile phone). IT SERVICES Entel expands the areas in which it operates in order to offer IT services. Memoria 2011 MOBILE BROADBAND landmArks 2011_ September NUMBER ONE FOR SERVICE QUALITY APRIL For the ninth year in a row, Entel was ranked number one in the National Customer Satisfaction Survey in the mobile telephone services category. The ranking, which has been carried out for 10 years by the organization ProCalidad and Revista Capital magazine, is the only survey to measure customer satisfaction among service companies and has a sample of 28,000 surveys. DUAL CARRIER PIONEER Report 2011 18 Entel became the first operator in Latin America to implement HSPA+ Dual Carrier, a landmark technology in the evolution of its 3G HSDPA+ network, providing users with maximum download speeds of up to 24 Mbps, almost double the existing capacity. COPC CERTIFICATION Entel Servicios de Call Center obtained COPC® certification, the management standard that defines contact center best practices on a global level. The only company in Chile with this certification, which covers the following services: Mobile Billing, Premium Telebilling, Entel Businesses, and BlackBerry Service Center. June August RESTRUCTURING OF ENTEL SECOND PHASE OF TODO CHILE COMUNICADO In order to build closer relationships with its customers, Entel restructured the organization, integrating the fixed and mobile businesses. Under this new structure, the activities of the business are organized into units grouped by market segments, and these are supported by cross-cutting units such as Technology and Operations, IT Services, and Strategy and Innovation. The Chilean government and Entel launch the second phase of the Todo Chile Comunicado project, sponsored by the Telecommunications Development Fund and which will provide mobile broadband coverage to 587 new rural areas throughout the country, benefiting 991,357 people in 1342 total areas in the country. October TIER3 CERTIFICATION Uptime Institute, the only body in the world to award the Tier 3 certification, which accredits the most stringent infrastructure, security, and availability standards, awarded the certification to the second phase of Entel’s data center in Ciudad de Los Valles that was launched in October. This certification strengthens Entel’s position as the country’s leading provider of data center services. December ENTEL VISA CARD ISSUED TENDER FOR 4G SERVICES As part of a long-term partnership with Banco de Chile saw the company launch the Entel Visa Credit Card, attracting 10,000 customers in the first month. The new Entel Visa includes telecommunications related benefits, such as discounts on handsets, increased top ups, the ability to accumulate Entel Zone points, and the extension of the features of Banco de Chile credit cards. Both companies have set themselves the challenge of making this the leading card on the telecommunications market. The Department of Telecommunications launched the public tender process for 2600 MHz spectrum, which will permit the deployment of 4G networks throughout the country, providing a considerable boost in browsing speeds for mobile devices. LAUNCH OF NUMBER PORTABILITY Starting in Arica, and rolled out gradually across the country, the fixed number portability program was launched in line with Act 20,471, giving users the right to retain their number when switching companies. Mobile number portability will be rolled out simultaneously throughout the country from January 2012. BEST FINANCIAL CONTENT IN 2010 REPORT IBEROAMERICAN PRIZE FOR BEST CUSTOMER EXPERIENCE The Ibero-American Association for CompanyCustomer Relations awarded Entel the prize for Best Customer Experience for 2011 in the mobile telephone services category. The Best Customer Experience survey involves more than 13,000 customers in different parts of Brazil, Chile, Colombia, Spain, Mexico, and Venezuela, who are asked about their experience of factors such as brand, products and services, and communication channels. For 16 years, PwC and the business newspaper Estrategia have been awarding the efforts made in the preparation of annual reports. Chile’s most prestigious companies took part in the competition and on this occasion Entel received the award for the report with the best financial content for 2010. 19 INTERNATIONAL CREDIT Entel signed an international bank loan for USD $200 million with the Bank of TokioMitsubishi and Scotiabank. The loan entails the payment of quarterly or half-yearly interest, with a single amortization in December 2014 and an annual dollar interest rate of 1.65% for the initial period, including spread, commissions and transaction costs. The funds are wholly destined for the advanced payment of the first installment of a syndicated loan, allowing the company to improve its liquidity. Report 2011 November Since 2009, Entel has had a Code of Conduct and Ethics in place that covers both the company itself as well as its partners and contractors. The document guides the link between the company and its shareholders, founded on the principles of preventing discrimination and the acceptance of pressure from one group of shareholders over another. cOrporate goveRnance_ Report 2011 20 The aim of Entel’s Corporate Structure Governance system is to create value Entel’s Corporate Governance is led by a Board of Directors composed of nine members who do not hold executive positions in the company and are appointed terms of two years, with the possibility of being re-elected for another term. The current board was elected in 2010 and will be renewed in 2012. Three of its members make up the Committee of Directors. for its shareholders and the company by making a relevant contribution to the development of telecommunications in Chile. The values of excellence, integrity and responsibility are essential in The Committee of Directors is composed by: Luis Felipe Gazitúa Achondo (Chairman of the Committee), Alejandro Jadresic Marinovic (Independent), Alejandro Pérez Rodríguez (Independent). delivering on this commitment. The main roles of the committee are: to examine the reports prepared by the external auditors, the balance sheet, and any other financial statements; to propose the external auditors and private ratings agencies to the Board of Directors; and to review transactions between related parties. Principles The Board of Directors nominates a Chief Executive Officer, who has all the powers and responsibilities corresponding to the position. In line with legal requirements, this position is incompatible with being a Chairman, Director, Auditor, or Accountant at the company. The principles of Entel’s Corporate Governance are: protecting the rights of shareholders, ensuring all receive equal treatment; the timely and accurate disclosure of any relevant information regarding the company; and the responsibility of the Board of Directors in approving strategic directives, executive management control, and matters related to its interest groups (shareholders, employees, customers, suppliers, and the community). Additionally, Entel has an Internal Audit division that checks the Internal Control System operates effectively and efficiently, identifying potential risks and recommending actions for their mitigation in a timely manner. our valuEs_ Contribute to our customers’ success through their use of our products and services, making a commitment to the continuous pursuit of innovation, excellence, service quality, and teamwork. Responsibility and Sensitivity Integrity and Fulfillment Committed to transparency, integrity, professionalism, and fairness in our actions. We commit to being efficient and responsible in the delivery of our Company’s services, in the manner and timeliness in which they are provided. Act responsibly and sensitively with respect to our customers’ requirements, the wider community, employees of the Entel Group, and all those involved with. Also ensure that our services have the highest level of geographic connectivity. In 2011, the total value of remunerations to key executives of equivalent level at Entel was CLP $7,315,163,954, spread over an average of 84 people (taking into account Entel S.A. and its subsidiaries). Bonuses payments made over the year totaled CLP$ 4,717,974,918. Severance merts for 2011 was CLP$ 1,854,820,592, paid to a total of 12 executives. During the financial year, the Committee of Directors did not incur in any expenses or consultants fees. Investor Relationship The company has an investor relationship area for servicing requirements for information from the financial markets and publishing information about the company in line with the regulations established by the current standards. Remuneration 21 World Class Suppliers Once a year, the remuneration of the directors is approved at the Ordinary General Shareholders Meeting (detailed in the table below). None of the members of the Board of Directors or the executives of the organization are paid in shares or stock in the company’s equity, nor for being directors in subsidiary companies. Board of Directors Remuneration Tax ID Nº 2011 2010 Th. CLP$ Th. CLP$ Juan Hurtado Vicuña 5.715.251-6 73,646 77,968 Luis Felipe Gazitúa Achondo 6.069.087-1 63,174 61,261 Raúl Alcaíno Lihn 6.067.858-8 34,458 21,456 Juan Bilbao Hormaeche 6.348.511-K 33,483 32,479 Juan Claro González 5.663.828-8 29,625 27,821 Andrés Echeverria Salas 9.669.081-9 20,276 - Alejandro Jadresic Marinovic 7.746.199-K 45,945 44,553 Juan José Mac-Auliffe Granello 5.543.624-K 34,459 33,415 Bernardo Matte Larraín 6.598.728-7 12,286 30,614 Alejandro Pérez Rodriguez 5.169.389-2 53,407 33,415 Total 400,759 362,982 Entel’s main suppliers are: Ericsson Chile S.A, Huawei Chile SA, RaylexDiginet S.A, Cisco systems S.A, Sice agencia Chile S.A, Samsung Electronics Chile Ltda, Nokia Inc. and Apple Inc. Entel’s purchasing policy is expressly set out in its Code of Ethics. In summary, it states that relationships with suppliers are governed by the principles of transparency, integrity, honesty and mutual benefit. The selection of a supplier is based on the principles of merit and ability, in line with the quality and cost of their product or service. Similarly, all potential suppliers have identical access to information to allow them to prepare their offers. Equal opportunities are offered to all qualified companies wishing to establish a business relationship with Entel. Tenders are analyzed and awarded based on objective procedures. Employees activities must avoid any situation that may give rise to a conflict of interest or represent misconduct. Report 2011 To be the best board of dirEctors_ Report 2011 22 Juan José Hurtado Vicuña Chairman Civil Engineering Universidad de Chile Tax ID No: 5.715.251-6 Luis Felipe Gazitúa Achondo Vice-Chairman Business Engineering Universidad de Chile Tax ID No: 6.069.087-1 Juan Bilbao Hormaeche Director Business Engineering Universidad Católica de Chile Masters in Business Administration The University of Chicago Tax ID No: 6.348.511-K Juan José Claro González Director Entrepreneur with degree in Civil Engineering and a Masters in Physics Universidad Católica de Chile Tax ID No: 5.663.828-8 Report 2011 23 Raúl Alcaíno Lihn Director Civil Industrial Engineering Universidad de Chile Tax ID No: 6.067.858-8 Juan José Mac-Auliffe Granello Director Business Engineering Universidad Católica de Chile Tax ID No: 5.543.624-K Alejandro Pérez Rodríguez Director Civil Industrial Engineering Universidad de Chile Masters in Economics The University of Chicago Tax ID No: 5.169.389-2 Andrés Echeverría Salas Director Business Engineering Universidad Católica de Chile Masters in Business Administration The Anderson School (UCLA) Tax ID No: 9.669.081-9 Alejandro Jadresic Marinovic Director Industrial Engineering Universidad de Chile PhD in Economics Harvard University Tax ID No: 7.746.199-K managEment_ Report 2011 24 Entel’s mobile and wireline businesses were integrated in June 2011. The company adapted its organization and business processes to successfully meet growing competition in the markets in which it operates, both in terms of customer requirements and the technologies present in the telecommunications market and the associated IT services. Entel was restructured to reach new levels of innovation and service, and deliver closer relationships with our customers New Structure Organizational Change In its current organizational structure, Entel’s operations are based around market segments: Consumers, Enterprises, and Corporations. Each of these units has its own teams for innovation and product development, prices, marketing, sales, and customer service. On March 1, 2011, Richard Buchi Buc resigned from the role of Corporate CEO to take up the position of Executive ViceChairman of the Entel Group. On the same date, Antonio Büchi assumed the position of CEO for both the wireline (Entel S.A.) and mobile (Entel PCS) businesses. Both positions will be merged on completion of the integration program. Traditional technology activities (networks, internal systems, and operations), together with wholesale services, are grouped under a convergent Technology and Operations area. IT services is responsible for managing, operating and running processing, transaction, and connectivity technology platforms (cloud services, data center, outsourcing). Antonio Büchi, who holds a degree in Civil Engineering from Universidad Católica and a Masters in Economics from the University of Chicago, has worked for Entel for the last 12 years. He joined the company in 2000 as Planning and New Business Executive. All cross-cutting units operate under a single leadership. The structure was designed in line with international best practices, envisaging close integration among different areas as a result of increasing technological synergies. Report 2011 25 Structure Chart_ RICHARD BÜCHI B. Executive Vice-Chairman ANTONIO BÜCHI B. Chief Executive Officer FELIPE URETA P. Corporate Finance and Financial Planning JUAN BARAQUI A. RAFAEL LE-BERT M. CRISTIÁN MATURANA M. Management Executive Corporate Human Resources Legal Executive José luis poch P. mario núñez P. JuLIÁN san martín A. Alfredo parot D. Vice-Chairman Consumers Market Vice-Chairman Enterprises Market Vice-Chairman Corporate Market Vice-Chairman Technology and Operations MANUEL ARAYA A. Regulatory and Corporate Affairs Executive Luis Cerón P. Internal Auditing Executive Víctor HUGO muñoz A. Sebastián domínguez P. IT Services Executive Strategy and Innovation Executive Richard Büchi Buc Executive Vice-Chairman Civil Engineering Universidad de Chile MBA, Wharton School of Business, University of Pennsylvania. ID No. 6.149.585-1 _Top Level Executives Antonio Büchi Buc Chief Executive Officer Civil Industrial Engineering Universidad Católica de Chile Masters in Economics, The University of Chicago. ID No. 9.989.661-2 Memoria 2011 26 Felipe Ureta Prieto Corporate Finance and Financial Planning Business Engineering Universidad Católica de Chile ID No. 7.052.775-8 Juan Baraqui Ananía Management Executive Business Engineering Universidad de Santiago de Chile ID No. 7.629.477-1 Rafael Le-Bert Montaldo* Corporate Human Resources Executive Civil Engineering Universidad de Chile ID No. 6.245.545-4 Cristián Maturana Miquel Legal Executive Law Universidad de Chile ID No. 6.061.194-7 Manuel Araya Arroyo Regulatory and Corporate Affairs Executive Civil Industrial Engineering Universidad Católica de Chile ID No. 10.767.214-1 Luis Cerón Puelma Internal Auditing Executive Accountancy Universidad Católica de Chile ID No. 6.271.430-1 José Luis Poch Piretta Vice-Chairman Consumers Market Business Engineering Universidad Católica de Chile ID No. 7,010,335-4 Mario Núñez Popper Vice-Chairman Enterprises Market Civil Industrial Engineering Universidad Católica de Chile ID No. 8.165.795-5 Julián San Martin Arjona Vice-Chairman Corporate Market Civil Industrial Engineering Universidad de las Américas Software Engineering Universidad de Chile ID No. 7.005.576-7 Alfredo Parot Donoso Vice-Chairman Technology and Operations Civil Industrial Engineering Universidad Católica de Chile ID No. 7.003.573-1 Víctor Hugo Muñoz Álvarez IT Services Executive Civil Industrial Engineering Universidad Técnica Federico Santa María ID No. 7.479.024-0 Sebastián Domínguez Philippi Strategy and Innovation Executive Civil Industrial Engineering Universidad Católica de Chile Masters in Economics, University of Cambridge. ID No. 10.864.289-0 Álvaro García Leiva CEO Entel Call Center Business Engineering, Universidad Católica de Chile ID No. 6.920.404-4 Eduardo Bobenrieth Giglio CEO Americatel Perú S.A. Civil Engineering, Universidad de Chile. Executive MBA, London Business School, U.K. ID No. 5.801.691-8 *Stop exercising office in November 2011. “ workForce*_ Professional and technicians Employees Total Parent Company Mobile Call Center Other Subsidiaries Transam–Will Call Center Perú Americatel Perú Total 47 55 7 2 1 1 7 120 1,515 1,002 138 66 - 143 45 2,909 685 886 648 373 20 1,158 210 3,980 2,247 1,943 793 441 21 1,302 262 7,009 *Workforce in equivalent hours Memoria 2011 Executive 27 “ huMan resOurces_ 28 Report 2011 The company’s integration and cultural transformation determined its activities in terms of human resource management for 2011. Consolidating a new organization focused on various market segments implies technical challenges and adaptation. Integration Strategy The new stage embarked upon by Entel with the restructuring of the organization in 2011 made it necessary to develop a human resources strategy specifically focused on creating an environment to make the cultural change required by this transformation possible. This implied strengthening the area with the creation of an Integration and Cultural Change Department to provide cross-cutting support to this process through specific actions, such as a complete communications plan that involved more than 25 meetings between the CEO and executives and managers from all areas of the business, and the 72 projects were undertaken by Human Resources Management to facilitate the integration process. design and application of integration surveys throughout the year to measure and analyze the evolution of the areas in terms of different aspects related to the integration. One of the most significant achievements in this respect was the creation of a portal on the company Intranet to allow management to respond to concerns and receive suggestions. The integration process will continue with a number of initiatives scheduled for 2012. Training Out of a workforce of 4,764 employees (excluding subsidiaries), 79% took part in training and educational activities throughout the year. This represents a total of 134,000 man hours of training and an investment of CLP $1,000 million. The training programs provided included: Integrated Induction, to provide new-starts with a general overview of the company. Management, a successful program that has been running for five years in partnership with Universidad de Chile. In 2011, 440 employees participated. Leadership, a program to promote the capacities and beliefs that facilitate the process of integrating teams and business areas among Entel’s leaders. Postgraduate Scholarships, to promote the development of specific skills. In 2011, 47 employees received this benefit. Academic Certification Program, delivered in partnership with Uniacc, the program offers e-learning diplomas every year, targeting employees who have contact with customers in the Consumers Market. Upon completion, employees obtain a higher technical qualification in marketing and sales. General Training, in partnership with Universidad Adolfo Ibáñez, this 88-hour program aims to provide employees, managers, directors, and executives with a global and integrated vision of the business, as well as an understanding of the importance of its people in obtaining results. 29 Organizational Development The organizational development areas were vitally important in transforming the corporate culture. A central objective of this area was to stimulate the working environment to create motivated and high performing teams. This saw the development of the Integrated Competencies Management Model (corporate and functional) to facilitate the evolution of the new corporate identity in line with the business requirements and the company’s strategic objectives. An integrated performance evaluation system was designed based on this model, with a progressive implementation aligned with the cultural impact process. To strengthen trust, close relationships, knowledge, and commitment in new teams, 32 integration activities took place, independently designed for each group in line with their specific requirements. However, the majority of these were based on three stages: getting to know each other outside the workplace; revising the historical contributions of each subgroup; and aligning the group with future challenges. The Great Place to Work survey was used to gather information about the working environment in the new organization in order to provide a basis on which to measure progress from 2012 onwards. * * * * * Report 2011 * Selection Salaries In 2011, the company consolidated new recruitment channels that provide it with more direct access to potential candidates, taking advantage of the use of social networking platforms. In parallel to this, it continued to take part in careers fairs to ensure Entel is regarded as an attractive company, especially among young professionals. Furthermore, the focus was on delivering projects that facilitate the company’s integration, paying particular attention to the definition of the internal recruitment policy and the implementation of a single portal for job applications in order to promote personal development opportunities within Entel. Entel has a salary management model that integrates processes for the analysis and description of internal positions and the determination of salary and incentive structures in line with market rates as part of the company’s plan for excellence. Similarly, the company has created a structured compensation system based on management by targets, which applies to directors, executives and area managers and seeks to align compliance with the objectives set at these levels with those of the company, helping to maintain a coherent vision. Staff Management Report 2011 30 One of the largest human resources management challenges for 2011 was the integration of systems required to ensure the correct management of policies and procedures throughout the integrated company, guaranteeing that labour legislation was respected, together with employment contracts, collective bargaining agreements, and the efficient and timely payment of salaries. To deliver this, the human resources platforms were integrated and unified on a SAP-based system. Improvements were made to this platform, implementing the SAP electronic medical license process and initiating the project for the electronic signing of contracts and addendums. For 2011, the main challenges were related to the creation of the integrated structure of the new company, the development of new job descriptions aligned with the new Entel, as well as variable salary consultants and salary scales. Belonging Entel has supported its workers in a number of aspects outside the workplace, fostering a strong sense of belonging, motivation, and commitment. In 2011, various activities and events took place for Entel employees and their families, such as the National Independence Celebrations for all staff in Santiago, the Family Christmas Party, the Male and Female Football Championship, and the delivery of gifts for Children’s’ Day and Christmas. Occupational Health and Safety The accident rate at Entel was 1.47% in 2001. In line with information recorded by the Chilean Health and Safety Association (ACHS), this figure was far below the average for the telecommunications industry (4.84%) and the Transport and Telecommunications sector (7.88%). This strong result is complemented by the Annual Safety Distinction awarded by ACHS to the subsidiary Entel Servicios Telefónicos S.A. and the “Acción Pariraria Prize” awarded by this institution to the General Mackenna facility Committee. Entel has a permanent goal to achieve high standards of excellence in risk prevention and occupational health and safety. In addition to optimizing its operations and promoting productivity, it seeks to contribute to the quality of wellbeing of its employees and contracted workers, understanding that the concern for their life and physical integrity is the most significant sign of respect towards them. Integration Party, July, 29. More than 4,000 people from the Entel Team throughout the country attended the Integration Party, which took place in Santiago to involve workers in progress at various stages of this corporate project in a positive way. This was one of the most important and symbolic events. Report 2011 31 :) corpOrate imAge_ 32 Report 2011 Trust, leadership, and a strong corporate reputation make the Entel brand one of the company’s main assets. “Live better connected” Communication Based on our customers’ requirements and usage patterns, in 2011, Entel launched its new tagline “Live better connected”. This tagline retains the promise of “Being the first to live the future,” but is also an invitation to enjoy not only voice connectivity but data connectivity. During 2011, in the Consumers Market, the company focused its effort on communicating its range of contract and prepaid plans, especially for mobile Internet and smartphones, focusing attention on improvements to the browsing experience using mobile broadband. The quality of Entel’s infrastructure, its ability to innovate, and its first class service stand behind this concept. The marketing strategy also focused on providing benefits valued by users through the Entel Zone, the program that allows Entel users to accumulate points and exchange them for packs of minutes, top ups, technical support, and equipment. In this respect, a landmark for 2011 was the incorporation of our own points program, since up to 2010 customers accumulated points through the Cencosud Nectar system. Entel sponsored the Sensation and Creamfields festivals, and the U2 concert, which drew landmark crowds to Chile’s National Stadium. As part of the benefits of the Entel Zone, Entel offered its customers a 20% discount on tickets to 33 concerts in 2011. Its traditional New Year celebration on the Entel Tower attracted a crowd of over 450,000. Report 2011 33 The change allowed Entel Zone users to combine points and money. The Zone also offers discounts, mainly for cinema tickets, football matches, pubs, restaurants, festivals, and concerts. In 2011, some of the most exciting shows for which we offered our customers cut-price tickets included the U2 concert, and the Sensation, Creamfields, and Mystery land festivals, reinforcing our brand leadership at these events. As part of our efforts to strengthen ties with customers, the Entel Visa credit card was launched in partnership with Banco de Chile, becoming the card of the Entel Zone. In the Businesses and Corporate Market, we focused on consolidating the company’s position as an integrated supplier of solutions that help build on the success of our customers’ businesses. Entel reinforced the association of its brand with the concepts of innovation and supporting the competitiveness of its customers, holding the fourth Entel Summit in partnership with its technology partners. The event brought Gary Hamel, recognized by Fortune magazine as one of the world’s leading experts in business strategy, to Chile and was attended by more than 1,700 people. To support sport and the family life of the company’s customers, Entel ran its successful Entel Mountain Bike Challenge for the third time. The competition took place at Lago Peñuelas in the Fifth Region, and brought together more than 3,000 participants. Entel carried out a tour in nine regions to promote entrepreneurship, beginning in Antofagasta, with a presentation by Raúl Bustos, a survivor from the collapse of the San José mine, discussing how to survive in adverse situations, the role of leaders, and the importance of communication in these challenges. Report 2011 34 Corporate Reputation Awarded Campaigns Climbing eight points with respect to its ranking in 2010, Entel was among the group of companies with a “robust reputation” in Chile, according to the VI Corporate Reputation Pulse Study run by the Communications Faculty at Universidad Católica and the Reputation Institute. In 2011, Entel received 12 awards for communications and advertising. Effie Awards ACHAP Festival IAB Awards The 2011 ranking was led by Apple, with 78 points. Entel is the only telecommunications company in the group of high reputation companies, with 71 points. Festival awarding great ideas giving rise to marketing strategies with outstanding creativity and whose results are successful in practice. Annual competition that awards creativity in advertising in Chile The study defines reputation as the level of attraction people feel for an organization, taking into account its message, direct experience when interacting with the company or its employees, and what third parties say about it, as well as communication methods. Gold Award for categoryLaunch of Services I Multimedia Plans Campaign IAB Chile award, an association that brings together the leading web, on-line, and creative agencies, for Internet media, awarding the best work in this area. Ninth Place in Merco Ranking Entel once again stood out from the country’s companies with the best corporate reputations, coming ninth in the Merco Ranking during the second year it has been run in Chile. The study is carried out by means of surveys sent to 5,200 senior managers of companies with a revenue of more than USD $30 million. The evaluation process was run by financial analysts, consumer associations, non-profit organizations, unions, and media organizations. Silver | Viral Marketing | Entel - New Year Tweet Silver | Mobile Marketing | Entel - Ikwest Bronze | Technological Innovation | Entel - Ikwest AMRO Chile Prize awarded by the Chilean Association of Marketing and Promotional Agencies that analyzes and gives awards for the best strategies, creative insight, and measurable objectives for sales, branding, and customer loyalty. Silver | Best Use of Social Media | Entel - New Year Tweet Advisor of the Year | Entel Best Innovation of the Year | Entel - Ikwest Best Use of Technology | Entel - Ikwest Best Viral | New Year Tweet Gran Ego 2011 Best Mass-Market, Cultural, or Sports Event Gold Ego I Entel Regional Tour Best Mobile Initiative of the Year in Geolocalization | Entel Ikwest “Live better connected” Campaign Top of Mind Awareness and Brand Preference Scan QR code to see the advert. In 2011, Entel consolidated its position as the top of mind and favorite mobile telephony brand. TOM First mobile telephone brand that comes to mind. 100% 80% 60% 35 40% The Copa América took place in 2011, and as the country was gripped by football fever, Entel, in its capacity as official sponsor of the national team, made the dreams of its fans reality through Chile vs Chile. The promotion invited Entel customers to send one or more text messages to win one of 22 places in a match with the historical Chilean side, joining idols such as Iván Zamorano, Elías Figueroa, and Patricio Yañez on the pitch. It was an unforgettable experience. Professionals and fans played in a full stadium and were watched live throughout the country on public television. 40 20% 0% 37 23 entel Company B Company C BRAND PREFERENCE First brand mentioned spontaneously to the interviewer as a preference 100% 80% The results exceeded all expectations. The campaign generated 106,000 text messages, 353% more than expected. The activity attracted the attention of media organizations with free publications, exceeding the total invested in the activity by 65%. In addition to this, visits to the website www.elhincha.cl, through which Entel maintains a permanent relationship with fans, increased by 81% during the campaign. 60% 40% 41 20% 38 21 0% entel Company B Company C These measurements were taken throughout the year by means of a semi-structured questionnaire completed by 1,400 people on a monthly basis (16,850 people each year). Source: Kronos Chile Markets Research, 2011 Report 2011 Chile vs Chile Report 2011 36 Chapter 2 Strategic fouNdations_ infrastructurE_ 38 Report 2011 Entel’s growth and support to the country’s development is based on the deployment and operation of the best telecommunications and IT infrastructure. With annual infrastructure investment in the region of USD $500 million over the last three years, the company has led Latin America in the introduction of new network technologies and the mass-market adoption of telecommunications services in Chile through the expansion of its coverage. Entel spent USD $502 million on the development of its technology and support infrastructure and customer projects in 2011. One of Entel’s main strategic Entel in 2011 objectives is to ensure its infracapacity and coverage as it forms As of December 2011, as part of the Todo Chile Comunica* do project, broadband and mobile telephony coverage had been provided to 1,342 rural areas representing 91% of the full project. This network consists of a series of base stations distributed in cell configuration and operating on the 1,900 MHz frequency band, providing continuous coverage in rural areas designated as Compulsory Service Zones. The network is fully digital and uses Wideband Code Division Multiple Access (WCDMA) technology. an essential part of providing customers with the best service experience. introduction of HSPA+ Dual Carrier technology, the most * The advanced in Latin America, to the country’s biggest 20 cities. Of this investment, 60% or USD $300 million was destined for mobile communication technology. Most notably, USD $270 million was spent on network infrastructure, with emphasis on the 3G network, expanding coverage, and the Telecommunications Development Fund project. Entel also invested USD $20 million in improving its systems, focusing on the changes required for portability. Investments in business services, including IT and wholesale services, totaled USD $160 million. In addition to this, approximately USD $20 million was invested in the new corporate headquarters. Investment in handsets increased as a result of a shift in the mix towards smartphones, totaling USD $232 million at the end of December. The deployment of 600 new mobile points of presence, con* solidating our 7,600 base stations with 2G and 3G technology, and giving our network the best coverage and capacity in Chile. ENTEL GROUP INVESTMENTS 2011 0.5% Continuation of the deployment of the GPON network, provi* ding a fiber optic service to customers in the Business Market throughout 12 districts of the country. * Incorporation of an optical MPLS/ROADM grid transmission and switching system in Santiago, with dynamic restoration. americatel perú 0.6% LD & Call Center 4.2% 3.4% CORPORATE SUPPORT Network INFRASTRUCTURE & others 2.1% 41.0% LOCAL TELEPHONY & NGN MOBILE INFRASTRUCTURE * Deployment of the 900 MHz Transam network across more than 1,000 points of presence. * Increase in the capacity of our short messaging service (SMS) in the event of catastrophes, improvement in the energy redundancy of critical mobile network sites, and implementation of the alert messaging system, among other actions related to commitments required following the earthquake on February 27, 2010. 16.6% Total USD$ 733.5 million DATA, INTERNET & IT 31.6% MOBILE TERMINALS 39 Report 2011 structure is of the highest quality, 40 Faster Mobile Connection Entel Data Center Entel became the first Latin American operator to implement HSPA+ Dual Carrier at the start of 2011. This technology will make it possible to provide users with maximum theoretical download speeds of up to 42 Mbps, practically double the speed available prior to the introduction of this technology. Entel has six data centers interconnected by fixed and mobile networks. They are named according to their location: Amunátegui, Pedro de Valdivia, Ñuñoa, Longovilo, Vicuña Mackenna, and Ciudad de los Valles. Expansion of the 3G network is considered a stepping stone to the arrival of 4G technology. Report 2011 Forthcoming Evolution to 4G In December 2011, the Department of Telecommunications launched a new public tender process for the 2,600 MHz spectrum, which will allow the deployment of 4G networks throughout the country. The capacity of these new networks will allow the use of applications such as high definition television (which requires considerable bandwidth to provide high image and sound quality) on mobile devices, and in general will improve the browsing experience of mobile broadband users, absorbing the growing demand of mobile Internet traffic with higher service quality. Entel has been testing this technology since the end of 2009 in strategic partnership with Ericsson and Universidad de Chile. Through performance evaluations, it has been able to determine that in real operating conditions, customers can obtain mobile broadband speeds of up to 50 Mbps using 2 x 10 MHz paired spectrum. These data centers have a combined surface area of 5,660 m² that has already been fitted out, and a master plan for growth of up to 11,660 m². From these Data Centers, Entel provides outsourcing services for IT operations, ranging from housing all the way to more complicated services that involve the operation and running of the platforms that support our customers’ business applications. Tier 3 Certified Design The design of phase two of the Ciudad de Los Valles data center, whose construction began in September 2011 and is due for completion in May 2012, was awarded Tier 3 certification by the Uptime Institute. Recognition by this body confirms that the planned infrastructure is suitable for providing high-quality uninterrupted services, with an availability of 99.982% and high standards of construction, sustainability and security. The first phase of construction of this data center was unveiled in May 2010 and by October 2011, its occupation rate was already over 90%. The next phase will add another 2,000 m² of surface area for servers and a generating capacity of 4 MW, allowing a high degree of energy autonomy. The Ciudad de Los Valles development plan is for 8,000 m² constructed in four phases. The second of these entails investment of USD $35 million. Entel’s has positioned itself as the country’s leading data center service provider. Satellite Fiber Optic Backbone Network with 30 land-based stations distributed throughout Chile, including in isolated areas. The network uses the capacity of the Intelsat and Telesat satellite systems to provide data and telephone services, in addition to the transportation of television and digital audio signals. The trunk network extends from Arica to Puerto Montt with 3,450 km of fiber optic backbone, using DWDM technology that can reach transport speeds of up to 400 Gbps. Entel also operates a VSAT platform for traffic from private LAN/IP and Internet networks. In 2011, the company modernized and expanded its VSAT platform to support growth in traffic and services, allowing point of presence connectivity for 2G and 3G mobile In the Metropolitan Region, the backbone has 2,126 km of fiber optic cable deployed in the main districts of Santiago, with a grid topology that can reach up to 400 Gbps, based on ROADM optic nodes with 1 and 10 Gbps. Metro Ethernet ring connections. This transportation network, which is mainly used for the IP/MPLS network, moves around 190 Gbps originating from access and mobile and fixed service aggregation networks, in addition to interconnecting our various data centers. In terms of data, the 3G network supports the mobile broadband and Internet access service for smartphone users. In 2011, more than 500 new sites were added to existing points of presence on the network. Furthermore, around 1,000 3G sites were added on the 900 MHz frequency band for Transam using existing points of presence. Important increases in capacity were made to meet the continually growing customer base and traffic demand, making our network the best in the country in terms of quality. Microwaves This technology is used for the traffic branching and aggregation network, made up of more than 3,500 links that make it possible to connect many rural and isolated areas to the fiber optic trunk network. The network is primarily used nationally for regional transmission and as an access network for mobile telephone and wireless data services. The migration process from SDH to IP/Ethernet technology capable of reaching speeds of up to 1 Gbps is currently under way. access networks_ 3G Mobile Network Entel has the most advanced 3G network in the country. It supports voice and data traffic, with Full IP and HSPA+ technology at all points of presence and Dual Carrier technology in the country’s main cities. This technology allows for theoretical peak data transmission speeds of 42 Mbps for downloading and 5.7 Mbps for uploading. transport networks_ 2G Mobile Network IP/MPLS The 2G network is implemented using GSM/ GPRS/EDGE technology at all points of presence. It is designed and configured to support voice and data services to meet the highest international quality standards, allowing data connection speeds of up to 100 kbps. The network is made up of 864 nodes spread across 331 points of presence for the aggregation of access traffic. It has evolved to Gigabit Ethernet connections throughout the national territory, making it possible to provide dedicated and high-availability services for voice and data for the fixed and mobile businesses. In 2011, the company added almost 570 new points of presence. This investment provided coverage to previously isolated rural areas and strengthened the signal in urban areas. Furthermore, it provided around 100 new 2G sites on the 900 MHz frequency band for Transam using existing points of presence. This network increases coverage in tourist areas and on major routes. GPON Network In 2010, Entel launched an urban fiber optic network based on GPON technology in order to connect businesses to data, Internet and telephone services. In 2011, 459 km of fiber optic cable was deployed, representing an investment of around USD $10 million, with coverage in nine districts throughout the country. 41 Report 2011 entel nEtworks_ custOmer serVice_ 42 Report 2011 The management of service quality as a continuous and cross-cutting process is one of the main focuses of Entel’s strategy. The company has an integrated approach to quality that makes use of various analysis and management methods, from customer perception all the way to the execution and support of service channels. Entel in 2011 again, the company led the ProCalidad National Con* Once sumer Satisfaction Survey in the mobile telephony category. was distinguished in an Ibero-American study (AIAREC) for * Itachieving the “Best Customer Experience.” became the first Latin American company to imple* Entel ment Mobile Supportware, an innovative customer service technology. It began the implementation of the most modern technology * for managing interactions between customers and contact centers. reformulated its Contact Center strategy to achieve world* Itclass performance levels. company created closer customer relationships through * The increased connectivity and innovation at service centers. The formation of teams dedicated First in National Ranking New Service Technology For the ninth year in a row, Entel came first in the Mobile Telephony category of the National Customer Satisfaction Survey, carried out by ProCalidad, a non-profit organization with the participation of Adimark GFK, Praxis, and Universidad Adolfo Ibáñez. Entel signed an agreement with the Danish company WorldManuals, a specialist in mobile supportware solutions that will allow us to provide a world-class standard of online support tools for use on mobile equipment. Using this technology, Entel customers will be able to access self-services to help them operate their mobile phones, allowing them to quickly clear up problems, concerns and doubts regarding the operation of their equipment. to redesigning service experience self-service capacities through IVR (Interactive Voice Recognition) and Internet channels. In 2011, Entel also received the Award for Consistence in Service Excellence, for being the only company that consistently ranked among the top-performing companies during the last five years. Improved Customer Experience Entel came first among 32 Ibero-American companies for providing the Best Customer Experience for 2011 in the mobile telephony category. The company was recognized by the Ibero-American Association for Company-Customer Relations (AIAREC), on account of the Best Customer Experience (BCX) study carried out by the consultancy firm IZO for telecommunications companies in Brazil, Colombia, Spain, Mexico, Venezuela and Chile. The distinction is the result of research that gathered more than 13,000 customer opinions on around 130 companies in different areas, considering experiences in terms of brand, products and services, and interaction with distribution channels. This will see Entel become the first Latin American company to implement mobile supportware, a technology currently in use by large world-class operators such as Vodafone. Contact Center Modernization In 2011, the company implemented a new Contact Center technology that provides it with greater control over calls and records all calls so as to be able to analyze them at a later date and make the required corrections to processes and people through specific coaching. This new technology also provides greater flexibility for the development of new centers and skills. 43 Report 2011 has led to significant progress in Consultancy, good practices and the international contact network provided by Vodafone through the renewal of its strategic partnership with Entel in 2011 allowed the Chilean company to face the challenges of efficiently delivering excellent customer service. Report 2011 44 New Service Strategy Increased Market Presence Entel reformulated its Contact Center strategy to strengthen its leadership in service quality through the incorporation of world-class best practices in handling telephone service. This includes demand analysis and forecasting processes, human resources and selection, having suitable profiles and in the required quantity, and supervision and coaching to ensure the quality of service and continuous improvement. This will result in greater accessibility and higher quality solutions that will in turn deliver high levels of customer satisfaction. In order to bring the company closer to its customers and increase its presence in commercial affairs, Entel periodically held the successful Agent Fairs throughout the country in the busiest streets of cities with the highest population densities. These activities were geared around providing an informal and intimate format to showcase smartphone equipment being promoted, as well as its ease of use and convenience. Similarly, and in order to create closer relationships through our stores and the express channel, Entel held “E-days”, a service and sales initiative similar to the best practice in the retail industry, whereby special solutions and promotions are offered to customers once a month. Customer Satisfaction Understanding our customers and increasing their satisfaction are structural priorities of Entel’s management. Organizing the business by market segment (Consumers, Enterprises, and Corporations) has made it possible to build closer customer relationships and hence better meet their needs. One of the management indicators that measures performance across the company is the degree of customer satisfaction, whose monitoring is undertaken on a monthly basis and which forms the basis of continuous improvement in all areas that contribute to delivering global service to our customers. In the Corporate Market, service quality is evaluated by means of periodical satisfaction surveys covering the full value chain of the various services provided by Entel, from the process for detecting new business opportunities all the way through to the operation and maintenance of products. In order to achieve evaluations that genuinely represent the perception of service qua- lity, the company has a number of formats and levels of depth for obtaining information from customers. These include telephone surveys and focus groups to study service experience. A number of initiatives were implemented to consolidate the gap between customer satisfaction levels at Entel and those of our competitors, including those designed to redesign the customer experience for the most important processes throughout the life cycle, such as Technical Service and the Theft/Loss of equipment. These redesign seek to optimize customer experience as part of a multichannel vision, given that today customers make complementary use of all available channels when interacting with the company: telephone (Contact Center and IVR), Entel and Express stores, the web, department stores, account managers, and agents. 45 Report 2011 NET CUSTOMER SERVICE SATISFACTION Postpaid voice customers for consumers market. 70% 68 59 60% 18 49 50% 49 45 58 40% 34 23 32 29 30% 26 20% 25 17 10% 16 Entel Customers recognize gap between Source: Internal study, tracking consumer satisfaction - Adimark GFC. DEC ‘11 JUL ‘11 DEC ‘10 JUL ‘10 gap 65% Nearest competitor 0% DEC ‘09 Entel and its competitors in service. innovAtion_ Innovation has been fundamental to the business since its inception. In 2011, the 46 company reinforced this essential aspect Report 2011 with a structure that consolidates innovation as an activity inherent to all processes and assumed by the whole organization. Entel in 2011 * * Creation of a Strategy and Innovation Department to institutionalize innovation and consolidate it as part of the corporate culture. First place in the telecommunications category in the annual ranking of Innovative Companies carried out by Universidad de Los Andes. Winner of the “Technology Excellence Partners of the Year * Award for Virtualization” for the Southern Cone of Latin America, awarded by the multinational Cisco. This award highlights the company’s innovative vision and its status as a leader in the regional industry for Cloud Computing services. How Entel Innovates Entel has settled seven key principles to ensure innovation is manageable and systematic, establishing how value is to be created through this activity. At Entel, innovation: * Is undertaken as part of a team and is a collaborative activity. * Efforts are focused. * Begins with problems and challenges. * Is a discipline that requires knowledge, practice and determination. * Is continuous. * Conceives of errors as part of the process (Fail Fast, Fail Cheap, Fail Often). * Is incentivized and recognized. Innovators Ecosystem 65 new products and services In addition to the formal structure of its Innovation system, Entel is promoting the creation of an ecosystem of innovators grouped around tackling a specific challenge. were launched by Entel in 2011. The company believes all workers have the potential to innovate and, as such, it is necessary to create organizational conditions that promote and facilitate this activity. There are two programs to achieve this: participative innovation and managed innovation. novations, Entel maintains strategic partnerships with Vodafone, Samsung, and Ericsson, which have provided it with access to information on the best practices at world-class companies. For Entel, innovation is all about creation, change, and improvements that create value through the use of knowledge, regardless of whether it is supported by In 2011, and for the second year running, Entel was recognized as the most innovative company in the Telecommunications industry, according to a study carried out by Universidad de Los Andes, ESE. The ranking shows that the company has systematically managed to establish innovation as part of its culture. In 2011, Entel took another step in this area, with the creation of a Strategy and Innovation Department reporting directly to the CEO. The department coordinates the activities of professionals that developed products in different commercial areas for Consumers, Enterprise and Corporate segments based on specific customer requirements. It also organizes teams activities that research trends and evaluate advances in technology. technology. The Innovation Department supports the execution of projects by providing workshops and clear methodologies to facilitate creativity and discipline, two key factors in achieving innovation. It also contributes to the Entel Innovation Center, which has been in operation since 2010. Designed under the Living Lab concept, it has spaces designed to facilitate the processes of innovation and knowledge/technology transfer in a collaborative environment. The second innovation program for managed innovation seeks to support previously established teams within the organization, providing the methodologies and tools required for innovation. This program begins with the identification of projects and teams upon which innovation may have a significant impact. The activity is then promoted through workshops and innovative methodologies. 47 Report 2011 Innovation System To strengthen and expand its in- The former identifies the main challenges facing the various areas of the company and invites all workers to propose ideas for solutions. The innovation teams are then formed based on proposals and include the workers who proposed the ideas. All those who participate in an innovation process obtain the e-Maker distinction, which denotes an innovative person able to replicate this experience in their day-to-day work. I-factory Entel has created the i-Factory (Innovation Factory) to transform ideas into valuable products and services. The i-Factory is a team of around 30 professionals responsible for the design, development, implementation, and release of innovations onto the market. Report 2011 48 The i-Factory includes professionals from various specialties and different areas of the company in a matrix organization designed in 2011 as part of the corporate restructure. The department has offices covering all the specialist technical areas (equipment, networks, systems, operations, IT), as well as managers for each segment (Consumers, Enterprises and Corporations). This allows the company to ensure the products that are developed are the best technological and economical fit for a given requirement detected in the market. Strategic Partnership and Innovation Data Transformation Start of the program that seeks to *transform operator capacity into a data company. This entails the complete transformation from network to systems, the services offered by the company, through the profitability of the different plans and services, all the way to the preparation of the company’s human resources. Portability Project Supports and contributes to the porta*bility strategy. Online Strategy To transform Entel into a leader in digital *marketing and the use of online tools in Chile. Customer Value Management (CVM) Administration and *supply to customers throughout the life cycle, understanding the various stages and the value that must be provided at each of these. The Strategic Partnerships that have driven Entel in recent years are a key aspect of the ecosystem of innovation. The most important of these are our partnerships with Vodafone, Ericsson, and Samsung, which allows the continuous transfer of knowledge and best practices. Best Network Use of the most advanced tools available to *support and ensure the service quality of our network for cus- As an example, this year Entel renewed its partnership with Vodafone for the next four years. This allowed the company to take advantage of the innovative capability of this world-class leader in technological advances and the development of products and services. In 2011, various projects were undertaken with different areas of the company, such as: including LTE. tomers. LTE & Technical Evolution Participation of our technology *teams in the state of the art evolution of the future network, Workshops Various workshops and activities for customer *care, network, consumer forum, business forum, roaming etc. The various projects and activities carried out with Vodafone supports the company’s strategic and tactical objectives, providing access and visibility to the cutting edge of the industry at a global level. Report 2011 49 ;) Market Segments_ Chapter 3 industrY_ The dynamic nature of the market 52 and recent regulatory changes are Report 2011 driving the reconfiguration of the telecommunications industry, which is progressively tending towards consolidation and fixed-mobile convergence to meet the needs of increasingly complex, informed, and demanding customers. Connectivity is no longer a luxury; today it is essential. Profile In line with the figures available for 2010, sales in the telecommunications industry in Chile totaled CLP $3,968,000 million. Mobile telephony represented around 51% of this value, followed by IT services (outsourcing) at 12%, and fixed local telephony at 11%. At the end of 2011, there were four mobile companies operating cellular networks in Chile: Movistar (a subsidiary of Telefónica, Spain), Claro (a subsidiary of América Móvil, Mexico), Nextel, and Entel. In 2012, the industry will see the entry of a new mobile operator, VTR, and the expansion of Nextel’s 3G services. As of 2011, the Department for Telecommunications has authorized 22 licenses for virtual mobile operators (companies who use the networks of other operators to deliver their services). These include Virgin Mobile, Falabella Móvil, and GTD Mobile, who have all publicly announced their intention to enter the market. In terms of local telephony, there are 18 companies operating, present in various regions throughout the country, such as VTR and GTD. REVENUE FOR CHILEAN TELECOMMUNICATIONS INDUSTRY (distribution by business area, December 2010) The trends observed in 2011 confirm the industry’s status as one of the economy’s most dynamic sectors. However, without doubt, the area that best reflects the changes of the industry in Chile is mobile telephony, which has seen high growth in customer numbers, the progressive adoption of data services, the entry of new operators, the start of the 4G tender process, and the implementation of number portability. 12% IT 6% OTHER Total Th. CLP$ 3,968 million LOCAL TEL. 3% 51% MOBILE TELEPHONY LD 8% INTERNET 10% PAY TV A highly competitive marketplace has led to the adoption of the most advanced technology and the strengthening of the Chilean market with technical quality standards, penetration, and coverage for mobile communications being similar to levels in developed countries. Source: Pukará and internal estimates The Growth of Communications GDP With an annual compound growth of 9.9% between 2003 and 2010, the telecommunications industry represents an increasingly significant part of the country’s GDP. GDP OF COMMUNICATIONS AND %GDP (in CLP$ million, 2003) CAGR* 9.9% 25,000 3.4% 2.8% 20,000 15,000 2.3% 2.4% 2.4% 2.4% 3.2% 2.6% 1,000 500 0 2003 2004 2005 2006 2007 2008 2009 2010 Source: Central Bank *Compound annual growth rate. Mobile broadband (MBB) and the use of mobile Internet have been the main drivers of growth in the industry, which reached an estimated total of 23,573,041 subscribers in 2011, representing a market penetration of 137%. It is estimated that there are around 1.6 million MBB connections in the industry, with an approximate annual growth rate of 67% and a market penetration of 9%, practically reaching the level for fixed broadband connections. The expansion of MBB throughout the country will permit the provision of Internet access in areas with low population density, the aim of the Telecommunications Development Fund public-private partnership project being undertaken by Entel. In line with the global trend, mobile broadband is expected to reach the same level of subscribers as fixed broadband in 2012. In addition to this, the progressive expansion of mobile Internet and the increasing penetration of smartphones is also highly significant both in Chile and beyond. 53 Report 2011 11% Evolution Service Trends in Chile Information Technology Similar to the rest of the world, mobile broadband leads growth in the sector in Chile, together with fixed broadband and television. Mobile voice continues to grow, but at a slower rate. According to IDC estimates, the IT services industry reached total sales of USD $1,137 million in 2011, representing an increase of 12.2% with respect to the previous year. SERVICE TRENDS IN CHILE An annual average growth rate of above 10% has been forecast for the IT industry for the period 2011–2014. (in millions of subscribers) Entel has been involved in the industry since 2008, focusing on IT outsourcing services, providing data center and IT operations, on-demand solutions,and technology platforms, offering an integrated service related to communications and information. 25 20 15 10 5 11 20 09 10 20 08 20 07 20 20 06 05 20 04 20 20 03 02 20 penet 2010 cagr* 08-11 MOBILE VOICE 116% 12% FIXED VOICE 70% 0% MBB 6% 93% FBB 39% 13% tv 39% 13% Source: Subtel and operator’s report, December 2011 * CAGR: Compound annual growth rate. GLOBAL SERVICE TRENDS (in millions of subscribers) Global Trends The first great milestone in telecommunications history was connecting people by means of a voice service; the second step will entail the mass-adoption of data services. Data connectivity dominates the outlook today: customers require data connectivity across various devices (including smartphones, tablets, computers, and cameras). The next trend will be connecting things, or rather using existing technology, to establish communication between devices, allowing them to interact with and complement each other. 7.000 6.000 5.000 GLOBAL PENETRATION AND SALES OF SMARTPHONES 4.000 (2008 – 2014) 1.000 1 20 1 10 20 9 8 20 0 20 0 20 07 20 06 20 05 04 20 03 20 20 02 01 20 00 0 penet 2010 % MOBILE T. 76 PAY TV 67 FIXED T. 70 FBB 28 MBB 8 Source: Ericsson, Merril Lynch, first quarter 2011. 40% 35% 30% 25% 20% 15% 10% 5% 0% 600 500 400 300 200 100 0 2008 2009 Smartphones 2010 2011 2012 2013 Smartphones/total units sold 2.000 Smartphone sales (in millions) 3.000 20 Report 2011 54 20 20 20 00 01 0 2014 Source: Forester and IDC, March 2010. The superimposition of products and collaboration between the telecommunications industry and other industries such as finance, health, advertising, entertainment, IT, transport, and safety, was notable in 2011. Major operators shifted their strategic focus from connection and traditional services to vertical operations encompassing these industries. Health is a good example of this trend: even if, at a mass-market level, the trend has been centered around being able to download health applications on smartphones and tablet devices that make it possible to monitor pulse or different stages of sleep, the trend is advancing towards the interconnection of machinery and measurement devices with central monitoring sites. It is a type of communication that will make it possible to offer alert and patient-hospital interaction services, representing a considerable benefit that can provide peace of mind to patients suffering from chronic illnesses that need to be continuously monitored. Furthermore, this type of connectivity will make it possible to store and manage data from medical facilities with greater precision, facilitating access to patient files and histories. Connected Cars Market leaders in the automotive industry have already developed connectivity solutions and applications for the dashboards of some of their models. In 2011 a number of brands made use of this technology to offer customers remote safety services which, in the event of a vehicle being stolen, made it possible to block the car and indicate its location. The idea is that in the near future, cars will be able to connect to each other and interact with sensors located on roads. The Phone as a Payment Method The high penetration of mobile telephony and the growing use of smartphones throughout the world have created a potential new use for these devices. In 2011, industry world leaders such as Vodafone came together to launch the use of phones a new payment method. In doing so, it was promoted the acceleration of the development and entry of Near Field Communication (NFC), a shortrange, high-frequency, wireless communication technology that makes it possible to exchange data between devices at distances of less than 10 cm using compatible phones and readers at sales points. Following this trend, another major technology player developed a product that does not require a SIM card and, as such, fits with the direct management model of banks or cards over terminals. Mobile payments are expected to be launched in Europe and the United States in 2012. Growth of Multi-Screen Services This year took place the merger of content delivery in homes and over mobile devices, with major international telecommunications providers incorporating multi-screen video services into the range of services they offer, in addition to a series of innovations designed to maintain customers within their packages in the home. Online Information as a Reference for Making Decisions Offline The vision of the mobile platform as a marketing method that allows companies direct access to customers was consolidated in 2011. The use of social networks by users to report their satisfaction or dissatisfaction with the products they have used and their favorite brands illustrated how the online platform can be an efficient and direct shop window. This makes it easier for businesses to segment customers and be aware of their customers using direct sources. Customers were willing to share their content online, to reward products that were environmentally responsible while punishing others that were not, and to pay for the real value they perceive even when items are available freely on the web. Conscious of this change in customer behavior, Entel developed a strategy to allow it to secure its position among the most followed brands on social networking platforms, according to the Soy Digital study for 2011, carried out by the consultancy firm Ayer Viernes. 55 Report 2011 Connectivity Breaking Down Barriers Between Industries ... regulatoRy fraMework_ Report 2011 56 Telecommunications services in Chile are governed by the General Telecommunications Act (Act 18,168), and its complementary regulations. The legislation establishes the general principle of free competition with concessions being awarded based on pre-established and objective regulations, without limits on quantity, service type, and geographic location. Public and intermediate telecommunications services that need radio electric spectrum and which for technical reasons only allow for participation of a limited number of companies are subject to a public tender process in line with the terms set out in the specific technical regulations. However, the conditions for awarding concessions are essentially related to the duration and coverage of the service to be provided. The interconnection of public and intermediate telecommunications services is mandatory and public tariffs are freely fixed by the service provider, except where the Tribunal for the Defense of Free Competition intervenes, such as in situations where market conditions do not make it possible to guarantee a free pricing regime. In the past, the tribunal has only subjected fixed telephony companies classified as dominant in certain geographic sectors to tariff regulations. Authorities The Department of Telecommunications is the authority responsible for establishing and enforcing technical regulations, promoting the development of the sector, and allocating concessions for the use of the radio electric spectrum through public tenders when there are limitations on the quantity of frequencies. Responsibility for the respective tariff decrees falls jointly to the Ministry for the Economy, Growth and Reconstruction, and the Ministry of Transport and Telecommunications. The Tribunal for the Defense of Free Competition must ensure the competitiveness of the sector, identify monopoly situations that require the establishment of tariffs for legally mandated services, issue judgments on company mergers in the sector, and prevent or sanction behavior that harms free competition. Termination Rates Current legislation makes provisions for the authority to regulate the tariffs of services provided through interconnections between concession holders every five years by means of a regulated technical and economic process in line with the criteria established by the General Telecommunications Act. Of these tariffs, the connection charge corresponds to payments for use of networks of different concession holders and applies to any operator, regardless of whether they are a long-distance operator accessing a network to originate or terminate a call, or a fixed/mobile concession holder accessing another network to terminate a communication. The current tariff decrees for mobile companies established by the Ministry of Transport and Telecommunications came into force on January 24, 2009 and will run until 2014, meaning that towards the end of 2012, the process for determining the new tariffs for the following five year period will begin. The tariffs set out in this legislation only apply to charges provided through interconnections services for which charges are made between telecommunications companies. Long-Distance Reforms Towards the end of 2010, the primary zones for long-distance national communications were restructured, reducing the number of zones from 24 to 13 from October 2011. This is the first stage of a legal change that will eventually see the longdistance national category eliminated altogether, 37 months from enactment of the legislation (subject to a favorable report from the Tribunal for the Defense of Free Competition). As December 5, 2011 Fixed Number Portability in Arica. January 16, 2012 Simultaneous launch of Mobile Number Portability throughout the country. March 12, 2012 Fixed Number Portability in Santiago. April 16, 2012 Fixed Number Portability in Iquique, Antofagasta, and Temuco. May 14, 2012 Fixed Number Portability in Curicó, Talca, Linares, Chillán, Concepción, and Los Angeles. July 23, 2012 August 27, 2012 Fixed Number Portability in Valparaíso, Los Andes, Quillota, and San Antonio. Fixed Number Portability in Valdivia, Osorno, Puerto Montt, Copiapó, La Serena, and Ovalle. such, from this date, fixed local telephony will operate in the same way as mobile telephony (i.e. without the requirement to use a carrier for calls between different geographic regions of the country). Network Neutrality The concept of network neutrality came into effect in the second half of 2011 as a result of an amendment to the General Telecommunications Act (2010) requiring companies that provide Internet access to make more information available on their websites and undertake quarterly monitoring of technical service indicators to allow users to make comparisons between different providers and make informed decisions. Number Portability The fixed number portability program was launched in Arica on December 5, 2011, and will be progressively rolled out across the country in line with Act 20,471, giving users the right to keep their number when switching companies. Mobile number portability will be rolled out simultaneously across the country from January 16, 2012. greater exclusion zones for towers close to sensitive areas such as hospitals, schools, nursing homes, and nurseries. This legal initiative will incentivize adapting towers to the urban and architectural environment of their site, the installation of smaller antennas, as well as shared infrastructure or colocation, carbon mitigation measures, and compensation to preserve the extra value of districts with tax incentives. The construction of antenna support towers and radiating systems for telecommunications 12 m or higher requires planning permission from the appropriate public works department, with a requirement to inform neighbors 30 days in advance by means of a letter certified in front of a notary containing the plans for the development to allow neighbors to express their opinions and take part in the process. 4G Services In December 2011, the Department of Telecommunications launched the public tender process for 2,600 MHz spectrum, which will permit the deployment of 4G or LTE networks throughout the country, providing a considerable increase in the browsing speeds of mobile devices. Antenna Act Following 10 years of debate in Congress, the Telecommunications Antenna Act was approved by the Senate on January 11, 2012. In terms of health, it stipulates that the regulations for controlling emissions are to be established as part of the Environmental Act and in line with the recommendations of the World Health Organization, setting a level that must be equally rigorous or more so than the average of the five OECD countries with the strictest standards in this area. The new law will also establish stricter conditions for the construction of new telecommunications towers, alongside The tender is for three blocks of 40 MHz frequency and applicants are only entitled to one block. Furthermore, the regulator entail a requirement to provide coverage to 181 rural areas and offer facilities for the service provided by this frequency band. Applications may be presented until April 19, 2012. 57 Report 2011 June 18, 2012 Fixed Number Portability in Rancagua, Coyhaique, and Punta Arenas. (*) Achievements in 2011 Consumers Segment_ Recognizing the requirements and behavior of our users, Entel offers communication and connectivity solutions with high service standards in an approach that has allowed us to consistently increase our market share and secure high levels of customer loyalty and permanency. *Significant growth in postpaid and prepaid customers. growth in contract customers with integrated *Strong connectivity solutions (smartphones and multimedia plans) adoption of mobile *Mass-market postpaid and prepaid segments. broadband for both of Entel Visa credit card in partnership with Banco *Launch de Chile. of online management to position Entel as a leading *Creation brand on digital media and social networking platforms. *Expansion groups. of services to include C3–D socio-economic of coverage *Increase distribution channels. through the development of new place in the mobile telephony category of the National *First Consumer Satisfaction Survey for the ninth year. of 91% in the “Todo Chile Comunicado” rural digital *Advance connectivity project. CONSUMERS SEGMENT SHARE OF TOTAL CONSUMERS SEGMENT SHARE OF TOTAL ENTEL REVENUE ENTEL SERVICES FIXED SERVICES 14% 74% MOBILE SERVICES 58% CONSUMERS SEGMENT 42% OTHER SEGMENTS 0% 20% 40% 60% 80% 100% CONSUMERS SEGMENT SERVICES 59 OTHER SEGMENTS SERVICES In 2011, Entel’s active customer base for mobile telephony grew to 9,347,434 users, an increase of 24% with respect to the previous year, representing a market share of around 39% (three percentage points higher than in 2010). Around 89% of these customers are serviced by the Consumers Market Division. Through innovation, service quality, and providing best telecommunications network in the country, Entel meets the challenges of this demanding market, whose underlying characteristic is a requirement to provide services to customers who are increasingly adept at using new technologies and make continuous usage of the Internet and multiple connection devices. In line with its objectives, Entel increased the proportion of postpaid clients to 30% of its total subscriber base. Similarly, there was strong growth in the number of customers with smartphone handsets. In 2011, the company has focused its efforts on capturing customers with multimedia plans, obtaining an increase of 10 percentage points in its market penetration for the postpaid base of the Consumers Segment. The postpaid voice segment grew 17% in 2011, largely driven by an increased share in the capture of gross sales and migrations from prepaid to postpaid. During the last year, Entel has made a special effort to expand its brand to all socio-economic segments, targeting C3 and D groups by means of marketing events and neighborhoods sales (E-Days), and the installation of stores for three or four days in areas of high public concurency (Entel Fairs). The company has also focused on increasing customer loyalty by promoting the Entel Zone, relaunched as our own customer club in July 2010. The strategic objectives for the club in 2011 were to optimize the transparency of member segmentation, to recognize customer purchase patterns and how long they remain with the company, and make use of the club as a channel to secure customers. As of December 31, 2011, the Entel Zone had approximately 5 million members. Report 2011 Customers Solutions Even if mobile communications make up the bulk of the services offered by Entel in the Consumers Segment, long-distance services from fixed phones are also significant. In summary, at the end of 2011, Entel offered the following services with various pricing plans: Report 2011 60 Mobile telephony * Postpaid * Prepaid Mobile Services Customer Telephone Access Centers * Account Management (e.g. Reversed Charges, Balance Alert) * Social Networking * Value Added Content (e.g. CDF Premium Football, Video Gol) * PENETRATION OF SMARTPHONES In total base of Entel mobile subscribers JANUARY 2011 DECEMBER 2011 6% 13% 0% 20% 40% 60% 80% 100% Smartphones such as the iPhone, the BlackBerry and the Samsung Galaxy are owned by a increasing number of customers (Consumers, Enterprise, and Corporate Segments). In 2011, the market penetration of these handsets increased from 6% to 13% of the total number of mobile voice subscribers with Entel. Mobile Internet * Broadband * Mobile Internet Long Distance Long-Distance International from Mobile Phones * Long-Distance National and International from Fixed Phones * International Mobile Roaming # 945,429 subscribers MBB services (including data cards for mobile applications) Entel, December 2011 (2010: 550,879) Net Customer Satisfaction Entel Visa Card TELEPHONY SERVICE The new Entel Visa credit card was launched onto the market in November 2011, a product that is the result of a long-term partnership between the company and Banco de Chile. 100% +24 pp 80% +40 pp 60% 40% 68% 44% 20% In 2011, the quality of Entel’s mobile telephony service was rec- 28% 0% entel COMPANY B COMPANY C ognized by two important prizes: first place in its category in the National Customer Satisfaction Survey, run by ProCalidad, for Consumers Segment SIZE OF GAP Internal Customer Satisfaction Tracking GFK - Adimark the ninth year running, and Best Customer Expedience for 2011, awarded by the Ibero-American Association for Company-Customer Relations. Entel achieved a net satisfaction level of 68% in the August 2011 customer satisfaction tracking in a study that gathered opinions from mobile telephone customers with postpaid contracts throughout the country, considering signal, coverage, and quality of communication. This result represents a gap of 24 percentage points between Entel and the second-highest ranking company. The product will help Entel to reinforce and promote the commercial offer. At the end of the year, there were already 13,000 cardholders, with the card being promoted in the 32 Entel´s stores and through remote service channels such as its website and call centers. The principal aim of the new card is to ensure the loyalty of Entel customers by providing benefits associated with both Entel and Banco de Chile services. These include the ability to collect Entel Zone points and qualify for special discounts on events sponsored by Entel, as well as benefits associated with Banco de Chile cards. Both companies, backed by the value of their brands, have set out to make the card the most important in the telecommunications industry. 61 Report 2011 Consumers Postpaid Segment (August 2011) Percentage of customer satisfaction Report 2011 62 Online Department Channels Development In order to secure Entel’s position as a leading and innovative brand in online media and the national leader in e-commerce and e-care, the company created an Online Department reporting to the Consumers Market, although it is also available to the Enterprises and Corporates divisions. In 2011, Entel continued expanding its customer sales and service channels with the launch of new Entel Express stores, a franchise format that creates the potential for fast and efficient growth while ensuring high levels of service, with these points of sale making it possible for customers to carry out common operations (equipment purchase, exchange, and repair) in just a few minutes. This new department also has responsibility for providing customers with excellent online service through the leading website in the industry, which provides the best user experience throughout the full customer life cycle, facilitates knowledge and the purchase of additional products and services, and promotes strengthening usage. In recognition of this strategy and its digital media activities, in 2011 Entel was awarded the IAB Chile (Interactive Advertising Bureau) prize for Best Advertiser of the Year, as well as a number of other acknowledgements. At the close of the year, the company had 75 Entel Express stores and 57 of its own stores, where it also helps customers to optimize their plans and provides post-sales service and contracts changes. The call center was also an important channel during 2011 and was used to carry out successful sales campaigns and contributed to high levels of service, principally through the technical support desks, such as the BlackBerry Telephone Service Center. The activities carried out by the department include El Crack, the first web series made in Chile, whose success on online media led to it being broadcast on public television as a telefilm. Activity for the distributors, department stores, and wholesalers channel grew during the year, driven by new products associated with mobile broadband. Similarly, in the context of number portability, the department developed a mini-site to provide portability instructions delivered by the two characters Professor Rosa and Guru Guru, who subsequently became icons for portability in Chile. In addition to all these channels, in 2011, the company launched Entel Fairs, an innovative method of capturing new customers through a sales format with limited days in areas with a high public concurrency. In terms of social networking, Entel has consolidated its position as the preferred brand among Chileans (Source: Soy Digital study, 2011), with activities ranging from customer service to the promotion of product services and events, activities that have been responsible for the significant increase in the number of our Twitter and Facebook followers (over 240% and 100%, respectively), leading the industry in terms of the number of followers on the latter platform. Innovations 2011 The new products and services launched for the Consumers Segment by Entel included: A service that makes it possible to synchronize, backup, and recover contacts and content stored on a customer’s mobile phone and the handset SIM card, such as music (polyphonic ringtones, realtones), calendars, notes, tasks, videos, and images. Content Provides customers with a personalized service through subscriptions to different categories that allow them to download daily content. Entel Visa Card Credit card created as a result of a partnership between Entel and Banco de Chile that aims to become one of the most popular cards on the market. 63 Report 2011 Diary Backup + entErprise segmEnt_ Achievements in 2011 In 2011, the enterprise segment was dominated by the integration of the fixed and mobile operations. This made it possible to consolidate a range of innovative, integrated, and convergent products that allow enterprises of all sizes to manage their business processes efficiently and be connected everywhere 100% of the time. # ... *Market leadership in the large companies, with a market share of over 50% for mobile telephony and over 60% for mobile broadband. *Successful integration of mobile, fixed, and IT services to customers in the segment. *High market penetration for products that includes data onto mobile devices (mobile Internet). *Significant fiber-optic deployment. ENTERPRISE SEGMENT SHARE OF TOTAL ENTERPRISE SEGMENT SHARE OF TOTAL ENTEL REVENUE ENTEL SERVICES 21% ENTERPISE SEGMENT 3% IT SERVICES 39% FIXED SERVICES 79% OTHER SEGMENTS 21% MOBILE SERVICES 0% 20% 40% 60% 80% 100% 65 ENTERPRISE SEGMENT SERVICES Report 2011 OTHER SEGMENTS SERVICES Customers The Enterprise Segment provides a wide range of solutions to satisfy the communications requirements of independent professionals at small- and medium-sized businesses, as well as large companies. In 2011, its customer base increased to almost 100,000 companies. The year was notable for the development of special projects for the County of Viña del Mar, where an MPLS network with 57 public and private telephony sites covering 1,500 users, and Internet was installed. In the Municipality of María Elena, the LAN network was extended across 12 sites using dark fiber, providing telephony to 150 subscribers, alongside secure Internet, and Wi-Fi. Major projects were also undertaken for MIMET, ACB Ingeniería, and TJC Chile, involving the implementation of MPLS networks, Internet access, and telephony, together with the provision of other IT services. During the period, one of the main achievements for the SME segment was the launch of multimedia plans, a new product that shifts the traditional focus from voice plans to a vision satisfying the mobility requirements of companies, connecting them to the Internet via mobile devices 100% of the time, regardless of location, as well as mobile productivity tools such as e-mail, information, and GPS maps. In terms of image, intensive work was carried out to force closer relationships in the segment through active participation in some of the main SME events and conferences. Effort was also made to raise awareness of the wide range of fixed and mobile solutions, previously only accessible to large companies, and which are now accessible to smaller ones. All this was accompanied by a painstaking revision of our processes and structures to ensure our key priority of providing the customer with an excellent experience. Solutions Smartphones Mobile Communications In 2011 there was an explosive increase in the market share of *Web Mail, Business SMS, Entel GPS, BlackBerry®, Superchip 3.5G, Mobile Business Solutions: Purchase Order, MSeries Field Sales, Mobile Management of Online Sales, Mobile Report 2011 66 Charging Management, Mobile Sales Force Operation, Bi- smartphones. As the functionality of smartphone is similar to that of a computer, more intensive use of the devices resulted in significant results in the market penetration of value added services. narioSales, BinarioServices, BinarioWorkflow, BinarioLogis- Smartphones are a tool that allows businesses to increase tics, BinarioDataCapture. their productivity, allowing executives who work on site to be Connectivity *Traditional Telephony, IP Telephony, Long-Distance Tele- phony, Internet, Data Solutions, Call Center Services. IT On-Demand in constant contact, replying to emails, checking their agendas, or dealing with outstanding tasks. Instant messaging allows them to stay connected to their team, performing tasks such as coordinating times and orders. The mass-market adoption of smartphone equipments fosters potential growth in terms of new revenue, such as the use of * Virtual Dedicated Server, Email Service, Net Billing, Housing, Hosting, Instant Messaging and Presence Service, Collabo- new business and management applications for doing business. rative Internet Services, Web Hosting, SAP and SAP Basis Hosting, Server Monitoring, Administration of Operating Systems, Database Administration, Backup Administration and Monitoring, On-demand Online Service Chat, Workstation Support. (...) +50% market share in mobile services for large companies in the segment mobile operations was one of the major management challenges Expansion of GPON Network Entel has had an urban fiber optic network based on GPON Email, Dedicated Virtual Server and Mobile Applications for the Enterprise Segment in technology since 2010, providing businesses with first-class Major investments were made to upgrade two email platforms 2011, with effort being focused connectivity and access to a wide range of new services for in 2011. One of these was the migration from HMC to Exchan- on offering integrated solutions data, video, and Cloud Computing tools with fast, high-quality ge 2010, ensuring Entel to provide an attractive email service that help customers optimize service. for large companies. The other investment was the updating their business. Entel continued this deployment throughout 2011 and currently provides coverage to 17% of companies throughout the country through the Entel GPON network. The companies are of the Iplanet platform, which provides an email service with mobility and synchronization for freelancers, as well as smalland medium-size companies. distributed throughout nine districts (Antofagasta, Las Condes, Another notable development was the launch of dedicated Providencia, Vitacura, Lo Barnechea, Conchalí, Rancagua, and virtual servers. This service allows companies to deal with Puerto Montt). Levels of coverage vary depending on the area, periods of high demand without needing to invest in physical with the highest level being in Vitacura (81%). servers, since they can increase their storage and processing The complete project aims to cover the majority of enterprises in the most densely populated districts of the country through three projects with similar features between 2011 and 2012, implying investment of around USD $100 million. 67 capacity by contracting a virtual server when they need it and only pay for the time used. All this translates into an increase in working capital for enterprises. In terms of mobile applications, in 2011 work was undertaken on an application to allow companies to collect information through their smartphone. It is hoped that this initiative will boost the penetration of smartphones and mobile Internet sales. Report 2011 The convergence of fixed and cOrporate segmEnt_ Entel’s objective in the Corporate Segment is to provide integrated technology solutions that ensure the operational continuity of its customers’ businesses, allowing them to focus on their core activities. It provides integrated solutions for connectivity requirements for fixed, mobile, and IT solutions, supported by its own worldclass data center and expert staff. Achievements in 2011 increase in the level of sales contracts with respect * 9.5% to 2010. of convergent business model for mobile, *Consolidation fixed, and IT solutions services. in market share in the IT Outsourcing market * Increase to 22%, making Entel the third largest provider in this segment. 3 certification for the design of the second phase of *Tier construction of the Ciudad de Los Valles data center. of the IT on-demand platform that provides *Consolidation companies access to the capacity they require in line with their activities. level of customer satisfaction for mobile * High communications services (77%), and an increase of 13 percentage points in the satisfaction level for fixed services. of a new data center for Banco de Chile in *Launch Longovilo. CORPORATE SEGMENT SHARE OF TOTAL ENTEL REVENUE CORPORATE SEGMENT SHARE OF TOTAL ENTEL SERVICES 13% CORPORATE SEGMENT 97% IT SERVICES 47% FIXED SERVICES 87% OTHER SEGMENTS 5% MOBILE SERVICES 0% 20% 40% 60% 80% 100% 69 CORPORATE SEGMENT SERVICES Report 2011 OTHER SEGMENTS SERVICES Business Areas The revenue structure of the Corporate Segment is composed of three main business areas: mobile services, wireline services, and IT services. Market share for each of these services in terms of total revenue for the segment is 32%, 46%, and 22%, respectively. Finally, IT services grew by 13%. The strong performance of the IT outsourcing business and the considerable increase in data center service sales were offset by a fall in equipment sales. In 2011, revenue from the Corporate Segment rose by 23% with respect to 2010. Half of this growth came from a change in segmentation criteria, which resulted in an increase in the Corporate customer base; the other half of this growth was a result of the strong performance of all its business areas. Customers Revenue from mobile services grew by 36% in 2011. Even if there was strong growth in voice and Value Added Services, it should also be noted that mobile Internet and blackberry services grew by 60%, with a strong increase in penetration above voice areas. The wireline business grew by 18%, largely as a result of the strong performance of data services. The remainder of the wireline business, mainly long distance and local telephony, followed the market trend. Entel’s customers in the Corporate Market are characterized by their requirement for specific, individual, and specialized solutions, both in terms of technologies and services, since these are largely responsible for supporting the strategic processes of their operations. There are around 600 conglomerates or large companies in Chile, representing around 80% of total expenditure on ITC services. Entel provides various services, such as mobile, fixed, and IT services, to around 50% of these conglomerates. Due to the scope and depth of the services provided to these customers, the company has adopted an integrated approach. * Some of Entel’s major customers include Banco de Chile, CCAF Los Héroes, Banco Internacional, Colbún, AMSA, the Chilean Health Service, the Department of Libraries, Archives, and Museums, and the Judiciary. Report 2011 70 In 2011, in partnership with Los Héroes, Entel developed a technology project to provide connectivity to 212 branches throughout the country, the administration of all technology infrastructure, and transaction processing for the payment of pensions and benefits for the Department of Social Security. Los Héroes formed a strategic partnership with Entel, placing its trust in Entel’s telecommunications and IT solutions to enable it to provide the best possible service to more than 2 million beneficiaries from Arica to Porvenir. Similarly, during the last year, Entel signed a contract with the Santiago Stock Exchange Market to provide an integrated service that includes the hosting of technology equipment at its Ciudad de Los Valles data center, continuous monitoring and operation, and latest generation technology connectivity between the site and the stock market’s data centers in Santiago. This solution will allow the stock market to ensure its operational continuity, increase levels of security, and improve the service it offers its users. to also provides high capacity for growth in technology infrastructure using ondemand services. Solutions Entel has structured the services it offers to the Corporate Segment in a broad portfolio of services to provide solutions that meet the various needs of its customers and the level of complexity of their operations: Cloud Computing Services IT Infrastructure *On-demand Cloud Telecommunications * Demand Cloud) Services (Private and On- Information Technology Equipment and Services (Equipment *Engineering Expert Services and Outsourcing of IT Staff) Sales, Center: Housing, IT Operation Services, Application *Data Solutions (Microsoft Hosted Messaging and Collaboration, SAP Hosting), End-User Solutions (PC and Printers Delivered through Leasing, Thin Client Virtual Applications and Desktops, and Technical Helpdesk and On-Site Support). Telecommunications In addition to this, the company developed major technology solutions for the Ministry of Public Works, the Department of Social Security, ABC DIN, SAAM, Ultramar, and Presto, in addition to implementing on-demand services for Scotiabank. Data *Private Telephony (Full IP, Hybrid IP, SIP Trunk, Host IP PBX) * Audiovisual (Digital Transmissions Services with *Radio and TVSolutions Transmitters and Video Conferencing) Corporate Internet (Interconnection and Dedicated Access) * Local *Long Telephony Distance (National and International, ISDN Services, *I80 0 Service, N600 and N800 Services) Infrastructure Email Solutions (Windows Mobile, BlackBerry–Entel, *Mobile BlackBerry Enterprise Server, BlackBerry Enterprise Server To deliver the most secure and advanced cloud computing services, Entel has a network of six interconnected data centers, with a total floor space of 5,660 m² and a worldclass on-demand service platform. In 2010, it launched the first phase of its latest data center located in Ciudad de Los Valles as part of a master plan to provide flexible growth in line with the forecast demand, with a total floor space of 8,000 m² and an investment of USD $35 million for the first phase. The design of phase two of the Ciudad de Los Valles data center, whose construction began in September 2011 and is due for completion in July 2012, obtained the Tier 3 certification from the Uptime Institute, an award that affirms the planned infrastructure is suitable for providing highquality, uninterrupted services, since it has an availability level of 99.982% and high standards of construction, sustainability, and security. Express, BlackBerry Internet Service) Entel GPS Mobile Broadband Mobile Internet Unified Communications M2M Data Plans Mobile Enterprise Applications (e.g. Sales Force Solutions, Field Services, CRM) * * * * * * Service Quality Studies carried out by specialist companies show Entel to be a leader in service quality for the Corporate Segment. In 2011, its customer satisfaction level was 77% for mobile services and it was also highly ranked for telecommunications and IT services. The portion of customers who ranked Entel above its competitors increased by 10% with respect to 2010. For the provision of IT services, the Group has 800 experts employed by the parent company and around 250 specialists working at the technical support desks IT services provided by Entel are evaluated as per Service Level Agreements (SLAs). Each SLA signed with our customers establishes parameters related to significant aspects determined by the nature of the service (e.g. the criticality of the equipment or service provided, the geographic location, resolution time). of the Entel Call Center subsidiary, as well as around 50 subcontracted staff. In terms of operational continuity, Entel’s results for 2011 are 30% higher than those obtained in 2010. Service levels (number of calls taken by the helpdesk) reached the target of 95%, service response (total calls answered within 15 seconds) reached 95%, and resolution on first contact for helpdesk services (total calls solved in the first instance) was 80%. In addition to this, in 2011 Entel added a new data center room for Banco de Chile at its Longovilo site, which was incorporated into Ciudad de Los Valles and included in the process for consolidating the bank’s sites into two centers. 71 Report 2011 Mobile Services whOlesaLe segmEnt_ Achievements in 2011 Owning its own network infrastructure *15% growth in total revenue. has provided Entel access to new *Increase of 18% in revenue from leasing to other operators. opportunities for growth through the provision of services to other national and international operators. ... *27% increase in wholesale traffic business. with Nextel to provide national roaming in areas *Agreement without coverage. Business Expansion In 2011, Entel’s gross revenue (including inter-company revenue) for the Wholesale Market increased by 15% with respect to the previous year to a total of CLP $131,347 million. Services for network leasing to other telecommunications companies contributed CLP $99,260 million, a 12% increase from 2010, and the wholesale traffic business added CLP $32,087 million, an increase of 27%. It is important to note the growth of 18% in revenue from leasing infrastructure to third parties, which includes services provided to national and international fixed and mobile operators. One of the most important events in 2011 in this area was the national roaming agreement signed with Nextel Chile, which will enter the Chilean market with latest generation mobile communication services. This agreement will provide Nextel Chile access to its network in areas of the country where the operator does not have coverage with its own infrastructure. The agreement covers both voice and data traffic. ;) 73 Report 2011 The majority of new coming players in the telecommunications industry do not have their own network, or have not established commercial agreements with other operators for national and international services. This situation provides opportunities for Entel to grow, due to its robust infrastructure. 15 % annual growth in Wholesale Segment revenue NET REVENUE FROM NETWORK LEASING INFRASTRUCTURE TO THIRD PARTIES (in CLP$ million) (values reported under IFRS) 30,000 22,500 20,246 17,191 17,191 18% Distinguished Position in International Voice Traffic Entel is one of the most important international traffic brokers in Latin America. It operates in New York, Los Angeles, Rio de Janeiro, and Lima, processing millions of minutes to destinations across the globe through its international networks using traditional PSTN and IP protocols. 15,000 7,500 65% Report 2011 74 0 2009 2010 NETWORK LEASING INFRASTRUCTURE TO THIRD PARTIES 2011 In terms of the wholesale data business, the company has positioned itself as one of the most important operators in the industry, with a wide range of national coverage and subsea cables. Its network topology and infrastructure allow it to transport different latest generation services, practically covering the whole world. Similarly, with 17 years of experience in successful multiregional projects, Entel has consolidated its position as a market leader for wholesale value added services in the region through three lines of products (premium voice, mobile, and Internet). Memoria 2011 75 Business Areas Segment Customers Services Data Network Wholesale Business Long-distance companies, local fixed and mobile telephony operators, Internet service providers (ISPs), network providers and international carriers (e.g. Claro, Movistar, VTR, Telsur, Chile.com, AT &T Corp, Telecom Italia, GTD , LANautilus, Global Crossing) National and international transport of voice, data and Internet services. International carriers and mobile roaming partners: e.g. AT &T Corp, Verizon, IDT , US Sprint, Telecom Italia, Deutsche Telekom, British Telecom, Cables & Wireless, Orange, grupo Vodafone, Alianza Latinoamericana. International roaming traffic. Full range of wholesale customers. Premium Voice: Entertainment or voice content services transmitted over traditional telephony networks. Traffic Wholesale Business Value Added Wholesale Business Premium Mobile: Entertainment services based on mobile technology protocols accessed using a mobile phone. Premium Internet: Digital entertainment services based on IP protocols and accessed through websites on the Internet. National Roaming and MVNO Wholesale Business Virtual mobile operators (MVNOs). Leasing of mobile network and infrastructure required to enter the industry with quality services for end users. ... Chapter 4 corporAte sOcial responsibilitY_ pOlicy and actiOns_ Report 2011 78 Corporate social responsibility forms Commitment part of Entel’s business strategy The strategic planning of each of Entel’s business areas takes into account each of their stakeholders, ensuring that the company complies with its duty to provide value to its customers and new opportunities in the community. and this is evident in the company’s willingness to listen , understand, and satisfy the legitimate expectations and interests of its various stakeholders. Its goal is to ensure sustainability, contributing to the development and well-being of Chilean society. Entel makes a significant contribution to the technological development of the country through network and data center infrastructure. In recent years, it has made a firm commitment to the challenge of eliminating the digital gap for Internet access in rural and urban areas through the expansion of its networks and mobile broadband services. As part of its growth, the company has responsibly deployed its mobile and data network, respecting and adapting to natural and urban environments, and complying with the most stringent environmental standards in the construction of its new data centers and corporate buildings. Top 10 in CSR Entel was ranked eighth in general and first for its industry in the MORI 2011 CSR monitor, the longest running study that has been identifying the country’s most socially responsible companies and highlighting trends in the field since 2000. The ranking is prepared using spontaneous answer questionnaires completed by 1,200 people over the age of 18 resident in rural and urban areas between Arica and Punta Arenas. The challenges and commitments made by Entel with respect to each of its stakeholders are aligned with its business strategy. # AREA GOALS FOR 2011 ACTIONS Community Participate in activities to support the community, related to the deployment of networks and telecommunications to improve quality of life and access to ITC technology. Regional CSR seminars in 14 regional capitals, connectivity projects for schools, publishing of CSR book, regional CSR journalism award. Environment To care for the environment with an emphasis on activities related to the business. Base line study for energy consumption, company paper recycling campaign, Gonzalo plan promoting mobile equipments recycling. Staff Guarantee and promote workers’ rights in a safe working environment, providing tools for their development and promoting equal opportunities in an environment of diversity free from discrimination. Coordination of volunteer work by staff with participation of 15% of staff throughout the country. Published the summary of third sustainability report for workers and their families. Suppliers Develop a transparent and equitable acquisitions policy and make suppliers aware of the company’s values, principles and ethics. Partnership with Ericsson for CSR Book partnerships, regional CSR seminars and regional CSR journalism awards. Shareholders Provide objective and timely information about the economic, environmental, and social performance of the company. Publication of third sustainability report for 2010. Report 2011 79 In August 2011, the second stage of the Todo Chile Comunicado project to provide Internet and mobile telephone services to 1,474 rural areas from Arica to Punta Arenas was launched in the area of Huape, 33 km from Valdivia The initiative will contribute to the quality of life of more than 3 million Chileans, connecting them to the rest of the country and the world beyond. tOdo Chile Comunicado projEct_ 80 Report 2011 Closing the Gap Todo Chile Comunicado is a public-private initiative that aims to provide Internet access to more than 3 million Chilean citizens in 1,474 of the country’s rural areas. The project is made up of three phases that will be fully operational during the first half of 2012. It constitutes the most significant connectivity challenge the country has ever seen and has been made possible thanks to a partnership between Entel and the Chilean government. Todo Chile Comunicado requires investment of USD $110 million, USD $65 million of which is provided by Entel and USD $45 million financed in equal parts by the Telecommunications Development Fund, administered by the Department of Telecommunications, and the country’s 15 regional governments. By the end of 2011, the project was 91% complete, thanks to the enormous feats of technology and engineering in which more than 630 people have taken part and in which Entel’s technology partner, Ericsson, has played a major role. 1,474 areas will have MBB and Mobile Internet connections as a result of the plan. 91% progress on the project by the end of 2011. + 3 million people will benefit when the project is completed in 2012. Report 2011 81 (*) Participants in Entel’s Artennas for Chile project included the painters Ximena Mandiola and Ismael Frigerio, architect and design students Pezo Von Ellrichshausen, Sebastián Errázuriz y Daw, and LyonBosch, the advertising and design collective Grupo Grifo, and the sculptors Claudio Correa and Cristián Salineros, who worked for over two months on the development of their respective proposals. ARTEnas fOr Chile_ 82 Report 2011 City-Friendly Infrastructure ARTEnas for Chile is the name given to an initiative by Entel aiming to provide a new face for mobile telephone towers through the work of eight national artists, designers, and architects. This project aims to make the presence of towers and antennae infrastructure in the city more appealing. The first phase of the project will see the company transform a number of antennas located in different areas of the country into works of art. Alongside other initiatives, the project will involve investments of USD $45 million, and will start during 2012. The first phase of the project met the participation of distinguished artists and architecture, collectives designers under the curatorship of gallery manager Patricia Ready and the architect Pablo Allard, who selected the proposals based on their technical and economic feasibility, and aesthetic quality. The work will come to fruition in the first half of 2012 in districts such as Valparaíso, La Florida, San Bernardo, and Pudahuel. USD$ 45 million Entel’s investment in transforming antennas into works of art. resUlts_ Chapter 5 (*)... consOlidated resultS_ 86 Entel captured a significant part of Report 2011 the industry growth during 2011, especially in terms of mobile telephony and broadband, helping it to consolidate its leadership in the high-value customer segment. The increase in revenue from mobile services, Entel’s main source of growth, contributed to a 16% EBITDA increase from 2010. 2011 2010 Annual Change 1,240,914 1,086,405 14 % EBITDA (CLP$ million) 515,200 446,018 16 % Operating Profit (CLP$ million) 238,227 208,130 14 % Annual Profit (CLP$ million) 180,767 172,971 5% 764,26 731,31 5% 6,12 5,47 65 pp 24,19 25,03 -85 pp Consolidated Revenue (CLP$ million) Profit per Share (CLP$) Dividend Yield (%) Return on Equity (%) DISTRIBUTION OF CONSOLIDATED REVENUE BY BUSINESS 1% 2% INTERNATIONAL OPERATIONS OTHER 19% 78% MOBILE BUSINESS Entel’s mobile business contributed 78% of consolidated revenue in 2011 87 Report 2011 WIRELINE BUSINESS Change in Revenue by Service 2011 (CLP$ million) 2010 2010 (CLP$ million) Change % 966,709 840,056 15 Data Services (including IT services) 93,703 85,090 10 Local Telephony (including NGN–IP) 41,705 39,677 5 Long Distance 30,687 33,761 -9 Internet 16,585 15,885 4 Service to other Telecommunication Companies 20,246 17,191 18 Traffic Business 31,696 24,965 27 Americatel Perú 19,147 19,410 -1 Call Center and Other 10,319 7,560 36 Other Revenue – Non Core 10,117 2,810 260 1,240,914 1,086,405 14 Mobile Services Total Revenue mobile bUsiness_ Report 2011 88 Market share rises to over 39% Entel holds a strong market position for mobile services, a product of its successful business strategy and recognized service quality. GROWTH IN MOBILE SUBSCRIBERS BY SERVICE (in millions) 24% In 2011, its market share increased to over 39% of active customers, representing an increase of three percentage points with respect to the end of 2010. 5.64 4.11 Prepaid and postpaid customers (voice + MBB) grew by 26% and 17%, respectively, when compared to last year. 0.78 3.33 24% annual growth in the total customer base for mobile services. 5.01 1.03 3.98 0.04 6.00 0.13 6.46 0.25 1.45 1.66 1.77 4.15 4.21 4.44 7.57 0.95 0.55 2.34 2.01 5.00 200520062007200820092010 PREPAID VOICE POSTPAID VOICE MBB (INC. DATA) 9,347,434 customers at the end of 2011. 9.35 Entel’s contract customers represent 30% of its customer base. 6.06 2011 72% annual growth in the mobile broadband customer base Total Revenue Net revenue recorded for the mobile business in 2011 totaled CLP $988,836 million, an increase of 16% over the 2010 figure. Mobile Broadband TOTAL NET REVENUE (includes data cards for business applications). Entel’s business policies have resulted in the progressive growth in the number of mobile broadband subscribers, which exceeded 945,000 contracts as of December 2011 (including cards for business applications). (reported under IFRS) (in CLP$ million) 250,000 749,529 200,000 854,922 16% 988,836 150,000 MOBILE BROADBAND (MBB) CUSTOMERS 100,000 89 50,000 1,100,000 945,429 990,000 2009 2010 2011 72% 880,000 550,879 660,000 550,000 440,000 330,000 220,000 126,442 EBITDA 248,097 110,000 0 20082009 20102011 Value Added Services (VAS) Report 2011 770,000 Mobile services recorded EBITDA of CLP $396,348 million for 2011, a figure that represents annual growth of 19%, mainly associated with an increase in the service profit margin and partially offset by equipment margin contraction, in line with higher sales that made it possible to increase market share. There were also increases in the administration and sales costs directly associated with the increased customer base. Revenue from value added services such as mobile Internet and mobile broadband increased 41% from CLP $148,108 million in 2010 to CLP $208,310 million in 2011. EBITDA REVENUE FROM VALUE ADDED SERVICES (VAS) (reported under IFRS) (in CLP$ million) (reported under IFRS) (in CLP$ million) 250,000 208,310 200,000 148,108 150,000 100,000 420,000 387,500 41% 303,714 334,038 19% 396,348 355,000 99,505 322,500 50,000 2009 2010 2011 290,000 2009 2010 2011 wirEline businEss_ Focus on Business Segments CLP $316,824 million revenue for wireline business (including Entel’s wireline business is made up of integrated voice, data and Internet services, with a strong focus on enterprise segments and services associated with IT and infrastructure network leasing to other companies in the sector. WIRELINE BUSINESS REVENUE inter-company sales) 9% annual growth (2010: CLP $289,380 million) DISTRIBUTION OR REVENUE BY MARKET (reported under IFRS) (in CLP$ million) (including inter-company) 7% RESIDENTIAL MARKET 350,000 300,000 284,790 316,824 289,380 18% 9% ENTERPRISE MARKET 250,000 200,000 42% 150,000 WHOLESALE AND OTHER MARKET 100,000 50,000 65% Report 2011 90 33% 0 2009 2010 2011 CORPORATE MARKET wirEline revenUe by seGment_ Corporate Market Enterprise Market Revenue growth was driven by the strong performance of all services, particularly integrated data and IT services. It was also affected by the change in customer segmentation criteria in 2011. Reduction in revenue associated with the new customer segmentation applied in 2011, which affected a proportion of large companies covered by this market transferred to the Corporate Market. NET REVENUE FOR CORPORATE MARKET NET REVENUE FOR Enterprises MARKET (including small and medium companies) (reported under IFRS) (in CLP$ million) 100,000 86,224 105,753 88,578 19% 80,000 70,000 60,000 64,229 40,000 40,000 0 30,000 2009 2010 2011 91 20,000 0 LONG DISTANCE LOCAL TELEPHONY 2009 DATA & IT DATA & IT LONG DISTANCE Internet NGN Residential Segment LOCAL TELEPHONY The segment revenue decreased associated with long-distance services, that was partially offset by increased revenue in local telephony in-line with the consolidation of Transam operations. NET REVENUE FOR RESIDENTIAL SEGMENT (reported under IFRS) (in CLP$ million) 22,500 increased 5% during the period 15,000 to reach CLP $114,301 million. 58,229 10,000 Internet EBITDA for the wireline business -11% 50,000 20,000 30,000 65,545 60,000 23,678 21,726 20,667 -5% 7,500 0 2009 LOCAL TELEPHONY Internet LONG DISTANCE 2010 2011 2010 2011 Report 2011 120,000 (reported under IFRS) (in CLP$ million) wirEline revenUe by services_ Data and IT Services Long Distance The greatest sales in this area were for data and IT services, with revenue of CLP $110,346 million, representing an increase of 9% with respect to 2010. This reflects the solid position in data services and the strong market position as a provider of data center and technology integration services. Entel’s revenue from long-distance services totaled CLP $30,875 million, representing a decrease of 9% with respect to the previous year, as a result of lower traffic activity and a decline in domestic tariffs, partly due to the reduction in the number of primary zones. DATA, INTERNET & IT SERVICES REVENUE LONG DISTANCE REVENUE (reported under IFRS) (in CLP$ million) (reported under IFRS) (in CLP$ million) 92 110,346 120,000 107,500 95,482 Report 2011 95,000 100,977 9% 35,547 36,000 33,761 -9% 30,875 27,000 18,000 82,500 9,000 70,000 0 2009 2010 2011 2009 2010 2011 Local Telephony Wholesale Traffic and Network Leasing Entel’s revenue for local telephony increased by 3% to CLP $41,917 million. The wholesale traffic business showed significant expansion, contributing CLP $32,087 million with growth of 27%, while network leasing services to other telecommunications companies generated revenue of CLP $99,260 million, a 12% increase on the 2010 figure. LOCAL TELEPHONY REVENUE (reported under IFRS) (in CLP$ million) 42,200 43,000 40,734 3% 41,917 39,750 WHOLESALE SEGMENT REVENUE (reported under IFRS) (in CLP$ million) 36,500 33,250 30,000 2009 2010 2011 140,000 120,000 100,000 80,000 60,000 40,000 20,000 0 91,797 2009 114,242 2010 15% 131,347 2011 TRAFFIC BUSINESS AND OTHER INFRASTRUCTURE LEASING Source: Entel # ... # Chapter 6 subsidiAries_ Americatel pErú_ Report 2011 96 Aligned with the strategic definitions of its parent company in Chile, Americatel Perú has grown towards enterprise markets, with these contributing 48% of its revenue in 2011. Americatel Perú in 2011 *Revenue of USD $43 million (8% increase over 2010). *Promoted satellite services growth. *11% increase in customer base in the enterprise segment. Address: Canaval y Moreyra 480, 20th floor, San Isidro, Lima, Perú. 120% growth in EBITDA (USD $4 million in 2011). Strategy Americatel is focused on the Corporate and SME segments of the market, for which it has specific goals: Businesses and SMEs, continue increasing the number of accesses and turnover with bundles that include telephony, Internet, data and other value-added services. Corporations, focus on maintaining its turnover and customer portfolio for fixed telephony, broadband, and data links, as well as increasing average revenue per user (ARPU), offering new IT and satellite services throughout the country. Market Description Products and Services Corporate 1,600 companies in the country, with annual revenue over USD $10 million. Long Distance, Digital Fixed Telephony, Dedicated Internet, 0800 Lines, Data Links, NGN (Service Bundling) and Satellite Services for Internet & Data, and IT Outsourcing Services (Housing, Dedicated Hosting, IaaS and SaaS). Businesses and SMEs Small- and medium-size companies in Lima Metropolitan Area who use telecommunications services over USD $100 per month (70,000 points in Lima). Data Solutions, Voice and Internet (NGN), Fixed Analog Telephony and ADSL Internet, Long Distance. Mass-Market People in A, B, and C segments throughout the country. Fixed and Mobile Long-Distance Direct Dial, Contracted Products (LongDistance International Plans for Fixed and Mobile Origin, and LongDistance National Plans for Fixed Origin). Wholesale National and International Operators. Termination of Traffic for Peru and RoW, and 0800 Services. For Local Operators: Data Links, Internet Access and Datacenter Services (Use of Infrastructure and Housing). Report 2011 97 Report 2011 98 Results Americatel’s revenue for 2011 was USD$ 43 million, representing an increase of 8% over the previous year. The Enterprise Market revenue posted an increase of 21% with respect to the previous year. The company managed to grow its customer base for the SME segment by 11%, increasing to 4,923 businesses. This was largely a result of its NGN services, with a total of 7,604 points and 80% usage of capacity on the Wimax network. Satellite Services now represent 9% of revenue for the Businesses Market, while revenue from broadband Internet and data services has risen as a result of increased demand for bandwidth among enterprises. The profit margin of long-distance products stabilized in 2011 as a result of a combination of the stability of revenue and a cost optimization policy. At the end of 2011, revenue originating from long-distance products totalled USD $10 million, a decrease of 13% with respect to 2010. In the Wholesale Segment (traffic business) revenue from minutes terminated in provinces increased by 12% in 2011, representing an increase of 59% from 2010. REVENUE DISTRIBUTION BY SEGMENT AMERICATEL PERÚ GROSS REvENUE (in USD$ thousand) 45,000 40,000 38,973 39,360 42,696 8% 48% CORPORATE & SME SERVICES 25% LD 35,000 99 30,000 25,000 20,000 Report 2011 15,000 10,000 5,000 0 2009 2010 2011 CORPORATE & SME SEGMENT WHOLESALE SEGMENT MASS-MARKET SEGMENT EBITDA EVOLUTION, AMERICATEL PERÚ (in USD$ thousand) 5,000 3,982 4,000 120% 3,000 1,807 2,000 1,097 1,000 0 2009 27% TRAFFIC BUSINESS 2010 2011 Entel call cEnter_ The flexibility and competitiveness of its services form a vital part of the Group’s remote service strategy. With three new 100 call centers in Chile and the first COPC Report 2011 certification in the country, in 2011 Entel Call Center consolidated a new platform for its contact center and technical helpdesk operations. Entel Call Center in 2011 company in Chile to obtain the international COPC® *First certification for four different services and the first in Latin America to certify its technical helpdesks. new centers in Chile; two in Santiago (Amunátegui *Three and General Mackenna) and one in the Valparaíso Region (Curauma). *Operating income increased by 67% from 2010. the tender for customer service and document *Awarded support platforms for Banco de Crédito del Perú (BCP), the largest bank in the country. This is the first time it has outsourced its services. The Amunátegui center, located beside the Entel Tower in Santiago, is specially designed for technical helpdesk and social networking services. (*) 2,536 active positions active positions (2010: 2,047). Entel Call Center in Chile and Perú. Strategy The mission of Entel Call Center is to provide end users (its clients’ customers) with a fast and accurate solution to ensure high levels of satisfaction. It’s goal is to be the leading call center in terms of innovation, productivity, and service quality, both for its own customers and end users. Entel Call Center operates internationally, with four centers in Chile and two in Peru, all built and equipped to the highest international standards for contact centers, especially with respect to comfort, lighting and climate, all of which are necessary to guarantee a good working environment for the 4,506 staff in both countries. 101 Report 2011 24% annual growth The company’s centers are interconnected by a high-availability system with load and call-flow balancing. The company’s growth has been accompanied by its geographic diversification to achieve high levels of support and service in the face of events such as the earthquake that struck Chile on February 27, 2010. In terms of the number of active positions (desks attended by staff), Entel Call Center is second in Chile behind Atento, and third in Peru, where competes with Atento and GSS. Report 2011 102 Services Description Service Desk Technical help desks for Entel Group and external customers. The goal is to provide support to remote users with the highest FCR rate (First Call Resolution) to achieve high levels of user satisfaction and allow significant cost optimization through the recovery of availability and avoiding site visits. Customer Service Multichannel service for inbound and outbound calls, chat, social networks, IVR or Click to Call, for companies seeking to provide more comprehensive and personalized service. Sales Campaigns Complements face-to-face customers sales channel, through a platform made up of highly-trained agents who act as remote salespeople. Technology Services Administration of technical and management platforms related to call centers. COPC® Certification Results In April 2011, Entel Call Center obtained the international COPC® (Customer Operations Performance Center) certification for four of its services: Mobile Billing, Premium Telebilling, Entel´s Enterprise segment services and BlackBerry Technology Service Center. It is the first company to obtain this award in Chile for four contact center services, and the first in Latin America for technical helpdesk (BlackBerry CAT). In 2011, revenue from Entel Call Center totaled CLP $26,562 million, an increase of 23% over the 2010 figure. This increase in activity, both in Chile and Peru, resulted in operating income of CLP $1,698 million, representing an increase of 67% with respect to the previous year. CONSOLIDATED REVENUE CONSOLIDATED OPERATING INCOME (reported under IFRS) (reported under IFRS) (in CLP$ million) Consolidated EBITDA reached CLP $2,733 million, representing an increase of 37% over 2010. (in CLP$ million, including inter-company figures) 30,000 26,562 2,000 1,698 103 25,000 21,557 1,500 18,520 15,000 1,017 67% 1,000 Report 2011 20,000 23% 10,000 500 358 5,000 0 0 200920102011 200920102011 CONSOLIDATED EBITDA (reported under IFRS) (in CLP$ million) 3,000 2,733 2,250 1,500 1,988 37% 1,355 750 0 200920102011 Chapter 7 compAny infOrmation_ compAny and fiNancial information_ conStituting documEnts_ Entel Chile S.A. was incorporated as a public limited company by public deed, notarized before the Santiago Notary Jaime García Palazuelos on August 31, 1964. The company and its articles of incorporation were approved by Supreme Decree 5,487, issued by the Ministry of the Treasury on December 30, 1964. Report 2011 108 The relevant extract is recorded on page 381 No. 191, and the aforementioned decree on page 384, No. 192, of the Santiago Trade Register, dated January 18, 1965, published in the state gazette on January 20, 1965. The company was declared legally established by Supreme Decree 1,088 issued by the Ministry of the Treasury on April 4, 1966. Following this date, the Name or Company Name Inv Altel Ltda Banco de Chile por cuenta de terceros no residentes company statutes have undergone a range of modifications to ensure compliance with Executive Order 3,500 (1980) regarding the number and nationality of directors, the existence of alternate directors, increases in capital, and extensions to the company’s business areas. compAny ownErship_ As of December 31, 2011, the capital stock of Empresa Nacional de Telecomunicaciones S.A. was distributed in 236,523,695 single series shares, fully subscribed and paid in by its 2,134 shareholders. The list of the twelve largest shareholders of Entel S.A., together with the number of shares held and the percentage of their stock is given in the following table: Stocks as of 12/31/2011 % Stocks 129,530,284 54.76% 27,143,237 11.48% Banco Itau por cuenta de inversionistas 16,657,395 7.04% Banco Santander por cuenta de inv extranjeros 10,976,825 4.64% AFP Habitat S.A. 8,048,927 3.40% AFP Cuprum S.A. 6,191,161 2.62% AFP Capital S.A. 6,185,298 2.62% AFP Provida S.A. 6,010,248 2.54% BanChile C de B S.A. 2,426,146 1.03% Larrain Vial S.A. Corredora de Bolsa 2,118,427 0.90% Penta C de B S.A. 1,667,503 0.71% Santander S.A. C de B Others (*) With shares held by brokers Does not include shares catalogued as financial investments 1,215,817 0.51% 18,352,427 7.75% 236,523,695 100.00% } In compliance with General Regulation No. 30, it is reported that the only controlling company remains to be Inversiones Altel Ltda., Tax ID 76.242.520-3, with 129,530,284 shares representing a 54.7642% ownership of Entel. Inversiones Altel Ltda. is owned by Almendral Telecomunicaciones S.A. (Tax ID 99.586.130-5), with a share of 99.99%, and Almendral S.A. (Tax ID 94.270.000-8) with a share of 0.01%. The individuals and legal entities that directly and indirectly form part of the controlling group are as follows: Information as per Shareholder Register, December 31, 2011. Tax ID No. Shareholders Quantity of Shares 96.969.110-8 Forestal Cañada S.A. 561,429,758 96.895.660-4 Inversiones El Raulí S.A. 703,849,544 96.878.530-3 Inversiones Nilo S.A. (*) 926,012,160 96.656.410-5 Bice Vida Compañía de Seguros 16,424,086 94.645.000-6 Inmobiliaria Ñagué S.A. 358,008,491 90.412.000-6 Minera Valparaíso S.A. 281,889,680 81.358.600-2 Cominco S.A. 154,795,552 81.280.300-K Viecal S.A. 95,058,166 79.770.520-9 Forestal y Pesquera Copahue S.A. 454,057,900 79.621.850-9 Forestal Cominco S.A. 78,666,592 77.320.330-K Inversiones Coillanca Limitada 50,500,000 96.791.310-3 Inmobiliaria Teatinos S. A. 215,905,538 96.800.810-2 Inmobiliaria Canigue S. A. 287,874,051 96.878.540-0 Inversiones Orinoco S. A. 143,937,025 Patricia Matte Larraín 4,842,182 4.333.299-6 4.436.502-2 Eliodoro Matte Larraín (*) 3,696,822 6.598.728-7 Bernardo Matte Larraín (*) 3,696,695 Grupo Matte (17) 4,340,644,242 Inversiones Los Andes Dos Limitada 312,672,052 77.677.870-2 77.302.620-3 Inversiones Teval S.A. 1,290,595,292 Grupo Fernández León (2) 1,603,267,344 96.950.580-0 Inversiones Huildad S.A. 1,129,980,943 96.502.590-1 Inversiones Metropolitana Ltda. 49,000,000 89.979.600-4 Inversiones Paso Nevado Ltda. 262,000,000 Grupo Hurtado Vicuña (3) 1,440,980,943 * % Stock 109 4.15% 5.20% 6.84% 0.12% 2.64% 2.08% 1.14% 0.70% 3.35% 0.58% 0.37% 1.59% 2.13% 1.06% 0.05% 0.03% 0.03% 32.07% 2.31% 9.53% 11.84% 8.35% 0.36% 1.94% 10.64% Report 2011 Controllers Information as per Shareholder Register, December 31, 2011. Tax ID No. 110 Shareholders % Stock 99.012.000-5 Cía. De Seguros de Vida Consorcio 405,540,420 3.00% 79.619.200-3 Consorcio Financiero S.A. (*) 894,655,313 6.61% Grupo Consorcio (2) 1,300,195,733 9.60% 96.927.570-8 Los Peumos S.A. 264,803,356 1.96% 79.937.930-9 Inmobiliaria Santoña Ltda 105,809,865 0.78% 85.127.400-6 Inmobiliaria Escorial Ltda. 347,973,232 2.57% 79.942.850-4 Inversiones El Manzano Ltda. 79,280,486 0.59% 79.933.390-2 Andacollo de Inversiones Ltda. 38,996,296 0.29% 96.928.240-2 Santo Domingo de Inversiones S. A. 3,079,761 0.02% 79.937.090-8 Andromeda Inversiones Ltda. 102,372,197 0.76% 78.136.230-1 Santa Rosario de Inversiones Ltda. 63,260,509 0.47% 77.740.800-3 Inversiones La Estancia Ltda. 30,805,638 0.23% 77.174.230-0 Inversiones Los Ciervos Ltda. 5,936,539 0.04% Valdes Covarrubias Maria Teresa 2,471,777 0.02% 4.431.346-4 Report 2011 Quantity of Shares 96.962.800-7 Inmobiliaria Estoril II S.A. 93,631 0.001% 79.934.710-5 Comercial Marchigue S.A. (*) 42,090,874 0.31% 76.072.917-5 Inversiones El Manzano II S. A. 3,079,761 0.02% 76.072.983-3 Andaluza de Inversiones II S. A. 3,079,761 0.02% 76.072.985-K Inversiones La Estancia II S. A. 3,079,761 0.02% 76.073.008-4 La Esperanza S. A. 3,079,761 0.02% 96.932.040-1 Los Boldos 3,124,495 0.02% 79.966.130-6 Inmobiliaria e Inversiones Santa Sofía Ltda. 3,079,761 0.02% 79.757.850-9 Asturiana de Inversiones Ltda. 3,079,761 0.02% 77.863.390-6 Cerro Colorado de Inversiones Ltda. 3,079,761 0.02% 17.456.060-9 Vicente Izquierdo Toboada 32,300 0.0002% Grupo Izquierdo Menéndez (23) 1,111,689,283 8.21% 96.949.800-6 Inversiones Green Limitada 371,005,336 2.74% 96.949.780-8 Las Bardenas Chile S.A. 371,005,336 2.74% Grupo Gianoli (2) 742,010,672 5.48% Controlling Group (48) 10,538,788,217 77.85% Minority (1,861) 3,000,833,815 22.15% Total (1,909) 13,539,622,032 100.00% (*) With shares held by brokers Does not include shares catalogued as financial investments The individual members of the controlling group are as follows: Grupo Matte Patricia Matte Larraín (Tax ID 4.333.299-6), Eliodoro Matte Larraín (Tax ID 4.436.502-2), and Bernardo Matte Larraín (Tax ID 6.598.728-7), who, directly and indirectly, and in equal proportions, control the companies through which Grupo Matte acts as a controlling member of Almendral S.A. Grupo Fernández León a) Inversiones Los Andes Dos Ltda., whose ultimate controllers are Eduardo Fernández León (Tax ID 3.931.817-2), Valeria Mac Auliffe Granello (Tax ID 4.222.315-8), Eduardo Fernández Mac Auliffe (Tax ID 7.010.379-6), and Tomás Fernández Mac Auliffe (Tax ID 7.010.380-K), with 37.97%, 25.24%, 18.38%, and 18.41% direct and indirect shares of capital stock, respectively. b) Inversiones Teval S.A., whose controlling group is made up of the following: _Grupo Fernández León, composed of Eduardo Fernández León (Tax ID 3.931.817-2), Valeria Mac Auliffe Granello (Tax ID 4.222.315-8), Eduardo Fernández Mac Auliffe (Tax ID 7.010.379-6), and Tomás Fernández Mac Auliffe (Tax ID 7.010.380-K) with 4.735%, 3.615%, 20.78%, and 20.87% indirect share of capital stock, respectively; Grupo Garcés Silva, made up of José Antonio Garcés Silva (Tax ID 3.984.154-1), María Teresa Silva Silva (Tax ID 3.717.514-5), María Paz Garcés Silva (Tax ID 7.032.689-2), María Teresa Garcés Silva (Tax ID 7.032.690-6), José Antonio Garcés Silva (Tax ID 8.745.864-4), Matías Alberto Garcés Silva (Tax ID 10.825.983-3), and Andrés Sergio Garcés Silva (Tax ID 10.828.517-6), with 1.71%, 0.32%, 9.594%, 9.594%, 9.594%, 9.594%, and 9.594% of indirect shares of capital stock, respectively. Grupo Hurtado Vicuña José Ignacio Hurtado Vicuña (Tax ID 4.556.173-9), María Mercedes Hurtado Vicuña (Tax ID 4.332.503-5), María Victoria Hurtado Vicuña (Tax ID 4.332.502-7), Juan José Hurtado Vicuña (Tax ID 5.715.251-6), José Nicolás Hurtado Vicuña (Tax ID 4.773.781-8), and Pedro José Hurtado Vicuña (Tax ID 6.375.828-0), who control, directly and indirectly, and in equal proportions, the companies through which Grupo Hurtado Vicuña acts as member of the controlling group of Almendral S.A. Grupo Consorcio a) Consorcio Financiero S.A., whose ultimate controllers are: _P&S S.A., with a 47,7% share of capital stock. Additionally, P&S S.A. is controlled, in equal parts, directly and indirectly, with a share of 82% of capital stock, by José Ignacio Hurtado Vicuña (Tax ID 4.556.173-9), María Mercedes Hurtado Vicuña (Tax ID 4.332.503-5), María Victoria Hurtado Vicuña (Tax ID 4.332.502-7), Juan José Hurtado Vicuña (Tax ID 5.715.251-6), José Nicolás Hurtado Vicuña (Tax ID 4.773.781-8), and Pedro José Hurtado Vicuña, Tax ID 6.375.828-0). Banvida S.A., with a 47,7% share of capital stock, controlled by Inversiones Teval S.A., with an 80.3% share of capital stock. b) Compañía de Seguros de Vida Consorcio Nacional de Seguros S.A., whose controlling group is the same as that of Consorcio Financiero S.A., through which it holds 99.826227% of capital stock of the former. Grupo Izquierdo a) Los Peumos S.A., whose ultimate controllers are Santiago Izquierdo Menéndez (Tax ID 5.742.959-3), and Bárbara Larraín Riesco (Tax ID 6.448.657-8), with a 97.04% and 2.96% direct and indirect share of capital stock, respectively. b) Inmobiliaria Santoña Ltda., whose ultimate controllers are Vicente Izquierdo Menéndez (Tax ID 5.741.891-5) and María Virginia Taboada Bittner (Tax ID 6.834.545-6), with a 93.02% and 6.98% direct share of capital stock, respectively. 111 Report 2011 On January 24, 2005, the board of directors of Almendral S.A. took control of the company through various shareholders who signed a joint interest agreement for the company, to allow them to obtain control, thereby forming the controlling group of Almendral S.A. and each becoming a member of the group. c) Inmobiliaria Escorial Ltda., whose ultimate controllers are Fernando Izquierdo Menéndez (Tax ID 3.567.488-8) and Ida Ester Etchebarne Jaime (Tax ID 5.418.932-K), with a 59.7640% and 39.2460% share of capital stock, respectively. d) Inversiones El Manzano Ltda., whose ultimate controllers are Diego Izquierdo Menéndez (Tax ID 3.932.428-8) and María Isabel Reyes (Tax ID 5.748.650-3), with a 99% and 1% share in capital stock, respectively. e) Andacollo de Inversiones Ltda., whose ultimate controllers are Gonzalo Izquierdo Menéndez (Tax ID 3.567.484-5) and Luz María Irarrázaval Videla (Tax ID 5.310.548-3), with a 99.99% and 0.01% direct share of capital stock, respectively. Report 2011 112 f) Santo Domingo de Inversiones S.A., whose ultimate controllers are Rosario Izquierdo Menéndez (Tax ID 5.548.438-4) and Santiago Izquierdo Menéndez (Tax ID 5.742.959-3), with a 99.79% and 0.21% direct share of capital stock, respectively. g) Andrómeda Inversiones Ltda., whose ultimate controllers are Roberto Izquierdo Menéndez (Tax ID 3.932.425-3), with 86.9720%, María Teresa Valdés Covarrubias (Tax ID 4.431.3464), with 0.3920%, Roberto Izquierdo Valdés (Tax ID 9.099.5383), with 2.1060%, Francisco Rodrigo Izquierdo Valdés (Tax ID 9.099.540-5), with 2.1060%, Luis Eduardo Izquierdo Valdés (Tax ID 9.099.537-5), with 2.1060%, José Manuel Izquierdo Valdés (Tax ID 9.968.191-8), with 2.1060%, María Teresa Izquierdo Valdés (Tax ID 9.099.215-5), with 2.1060%, María Josefina Izquierdo Valdés (Tax ID 9.099.218-K), with 2.1060% of capital stock. h) Santa Rosario de Inversiones Ltda., whose ultimate controllers are Rosario Izquierdo Menéndez (Tax ID 5.548.438-4) and Santiago Izquierdo Menéndez (Tax ID 5.742.959-3), with a 99.79% and 0.21% direct share of capital stock, respectively. i) Inversiones La Estancia Ltda., whose ultimate controller is María del Carmen Izquierdo Menéndez (Tax ID 5.548.409-0) with a 99.99% of capital stock. j) Inversiones Los Ciervos Ltda., whose ultimate controller is Diego Izquierdo Menéndez (Tax ID 3.932.428-8), with 99%, and Doña María Isabel Reyes (Tax ID 5.748.650-3), with 1% of capital stock. k) Inmobiliaria Estoril II S.A., controlled 100% by Inmobiliaria Estoril I S.A. and ultimate controllers are the Izquierdo Menéndez family who hold the capital stock in equal proportions: Matías Izquierdo Menéndez (Tax ID 3.674.298-7), Vicente Izquierdo Menéndez (Tax ID 5.741.891-5), Santiago Izquierdo Menéndez (Tax ID 5.742.959-3), Roberto Izquierdo Menéndez (Tax ID 3.932.425-3), Gonzalo Izquierdo Menéndez (Tax ID 3.567.484-5), Fernando Izquierdo Menéndez (Tax ID 3.567.488-8), Diego Izquierdo Menéndez (Tax ID 3.932.428-8), Rosario Izquierdo Menéndez (Tax ID 5.548.438-4), Gracia Izquierdo Menéndez (Tax ID 5.742.317-K), Alejandra Izquierdo Menéndez (Tax ID 5.020.827-3) Carmen Izquierdo Menéndez (Tax ID 5.548.409-0). l) Comercial Marchigue S.A., whose ultimate controllers are Fernando Izquierdo Menéndez (Tax ID 3.567.488-8) and Ida Ester Etchebarne Jaime (Tax ID 5.418.932-K), with a 76.1172% and 8.1950% share of capital stock, respectively. m) Los Boldos S.A., whose ultimate controllers are Rosario Izquierdo Menéndez (Tax ID 5.548.438-4) and Santiago Izquierdo Menéndez (Tax ID 5.742.959-3), with a 99.77% and 0.23% direct and indirect share of capital stock, respectively. n) San Bonifacio S.A., whose ultimate controllers are Roberto Izquierdo Menéndez (Tax ID 3.932.425-3) with 86.9720%, María Teresa Valdés Covarrubias (Tax ID 4.431.346-4) with 0.3920%, Roberto Izquierdo Valdés (Tax ID 9.099.538-3), with 2.1060%, Francisco Rodrigo Izquierdo Valdés (Tax ID 9.099.540-5), with 2.1060%, Luis Eduardo Izquierdo Valdés (Tax ID 9.099.537-5), with 2.1060%, José Manuel Izquierdo Valdés (Tax ID 9.968.1918), with 2.1060%, María Teresa Izquierdo Valdés (Tax ID 9.099.215-5), with 2.1060%, María Josefina Izquierdo Valdés (Tax ID 9.099.218-K), with 2.1060% of capital stock. o) Inversiones El Manzano II Ltda., whose ultimate controllers are Diego Izquierdo Menéndez, Tax ID 3.932.428-8) and María Isabel Reyes (Tax ID 5.748.650-3), with a 99% and 1% share in capital stock, respectively. p) Andaluza de Inversiones II S.A., whose ultimate controller is María Alejandra Izquierdo Menéndez (Tax ID 5.020.827-3), with 99.99% of capital stock. r) La Esperanza S.A., whose ultimate controller is Gracia Inés Izquierdo Menéndez (Tax ID 5.742.317-K), with 99.99% of capital stock. s) Inmobiliaria e Inversiones Santa Sofía Ltda., whose ultimate controller is Matías Izquierdo Menéndez (Tax ID 3.674.298-4), with 99.91% of capital stock. t) Asturiana de inversiones Ltda., whose ultimate controllers are Santiago Izquierdo Menéndez (Tax ID 5.742.959-3), and Bárbara Larraín Riesco (Tax ID 6.448.657-8), with a 97.04% and 2.96% direct and indirect share of capital stock, respectively. u) Cerro Colorado de Inversiones Ltda., whose ultimate controllers are Gonzalo Izquierdo Menéndez (Tax ID 3.567.4845) and María Irarrázaval Reyes (Tax ID 5.310.548-3), with a 99.50% and 0.50% direct share of capital stock, respectively. Grupo Gianoli a) Inversiones Green Ltda., whose ultimate controller is Elina Patricia Gianoli Gainza (Tax ID 2.942.054-8), with 100% of capital stock. b) Las Bardenas Chile S.A., whose ultimate controller is Sergio Pedro Gianoli Gainza (Tax ID Rep. of Uruguay 1.088.599-5) with 100% of company stock. 113 Report 2011 ] q) Inversiones La Estancia II S.A.,whose ultimate controller is María del Carmen Izquierdo Menéndez (Tax ID 5.548.409-0), with 99.99% of capital stock. PARENT COMPANY cOmpany strUcture_ Entel chile s.a. 99,990 ENTEL INVERSIONES S.A. HOLDING 100,000 ENTEL INTERNACIONAL BVI CORP. 0,010 100,000 ENTEL PCS TELECOMUNICACIONES S.A. 99,990 SOCIEDAD DE TELECOMUNICACIONES INSTA BEEP LTDA. Report 2011 114 ENTEL COMERCIAL S.A. 50,000 BUENAVENTURA S.A. 0,001 0,010 10,000 ENTEL CALL CENTER S.A. 8,580 ENTEL SERVICIOS TELEFÓNICOS S.A. 91,420 0,010 MI CARRIER TELECOMUNICACIONES S.A. 99,990 0,100 SATEL TELECOMUNICACIONES S.A. 99,900 0,015 ENTEL SERVICIOS EMPRESARIALES S.A. 99,985 1,000 ENTEL TELEFONÍA LOCAL S.A. 99,000 99,000 1,000 EUSA Wholesale inc. 90,000 53,433 99,997 AMERICATEL PERÚ S.A. 46,567 SERVICIOS DE CALL CENTER DEL PERÚ S.A. 0,003 OPERATING COMPANIES 99,999 99,999 0,001 TRANSAM COMUNICACIÓN S.A. 99,886 0,114 WILL S.A. COMPANIES In Chile MOBILE BUSINESS CompaNIeS abroaD WIrelINe buSINeSS aND otHerS divideNd pOlicy_ The dividend policy, approved by the Board of Directors and communicated at the Ordinary General Shareholders Meeting on April 26, 2011 is as follows: The policies for the determination of the liquid distributable profit for the handling of adjustments for the initial application of IFRS for the 2009 financial year are maintained as follows: Dividend policy a.- As policy to determine the liquid distributable profit for the financial year, it was agreed to consider the net effect, taking into account positive and negative variations from changes in the fair value of assets and liabilities. In accordance with the regulations set out by the Chilean Securities and Insurance Supervisor, the board of directors must approve the company’s dividend policy for future years. For 2011 and subsequent years the board intends to keep a stable dividend policy and proposes to distribute up to 80% of the profits earned during each financial year as a dividend and also, where applicable, to capitalize part of these profits accrued at the end of each period. It is proposed to pay the final dividend on or before 31 May of each year. The intention is to pay an interim dividend in the final quarter of 2011 with the value of this payment to be based on the company’s performance during the first three quarters of this period. In the event of a net positive effect (profit), this will be deducted from the financial profit in order to calculate the liquid distributable profit. In the event of a negative effect (loss), this will not be added to the distributable liquid profit. It is expressly stated that this policy relates to adjustments for the purpose of financial derivative contracts, since at the date of writing, the company has no recorded assets or liabilities subject to adjustment to market values as per IFRS. In determining the percentage of profit and the dates on which proposed final dividends will be paid, the company seeks to ensure financial stability while adhering to the established distribution policy. In particular, specific attention has been paid to safeguards in terms of debt, liquidity, and finance budgeting, and possible covenants that may arise in public supply contracts and credit agreements entered into by the company. b.- As policy for handling adjustments for the first-time adoption of IFRS, losses incurred for the first-time adoption of IFRS will be managed in an equity account. As such, it has been decided not to absorb them by decreasing paid-in capital. At all times, the board’s intended dividend payments depend on the results and investment requirements as stated in the forecasts made regularly by the company. It is also noted that the policy was communicated to the Chilean Securities and Insurance Supervisor in a timely manner and that However, a decision may be taken to absorb this balance by allocating it against profits for future financial years. 115 Report 2011 :) it has been acknowledged at the meeting in line with the provisions of Circular 1945 of the Securities and Insurance Supervisor. Report 2011 116 This policy will regulate future financial years in the above manner. Dividend Payment Procedure Upon written request from any shareholder, dividends will be deposited in the shareholder’s current or savings account on the date established for payment. To do so, the shareholder must communicate the name of the bank, the branch or office, and the number of their current or savings account at least 24 hours before the close of the register. The shareholder will remain bound by this payment method unless written instructions to the contrary are received. In addition to this, and in line with shareholders’ wishes, they must also communicate any requirement for the dividend to be paid via check in their name and dispatched by recorded post at least 24 hours before the close of the register. The company will provide shareholders with forms, available upon request, to allow them to select one of the established payment methods. For shareholders who have not selected one of the aforementioned payment methods, dividends will be paid at a bank in Chile’s Metropolitan Region, as selected by the company, or at the address indicated in the notification referred to below. Dividends that have not been collected within 60 days of the due date, will remain available in the at the offices of the administrator of the register of shareholders. Parties who wish to withdraw their dividends from a commercial bank or the from the company’s designated offices, must do so in person or by a legally authorized representative with the relevant powers, as stipulated in public law or a private contract legalized by a public notary. For the latter, either the original document or a duly certified photocopy should be left with the company. The payment of dividends will be communicated through a national newspaper as chosen at the general shareholders meeting. } The objective of the business is to maximize return on equity through the analysis, construction, and operation of telecommunications and IT systems and the provision of related services both in Chile and abroad. To ensure compliance with this objective, the company makes investments to meet the demands of its customers and users as a way of maintaining efficiency, both technically and financially, and at levels conducive to supporting the maintenance of its facilities and the development of its operations to ensure they meet the needs of Chile’s telecommunications sector. Consequently, the company will ensure its investments have a stable rate of return over time and that this is at least equal to the capital cost of their financing structure. In 2011, in line with the investment and finance budgets, annual investment in fixed assets for a value that does not exceed the debt ratio permitted by the finance policy was authorized. The investments correspond to company projects both within the country and abroad. In line with the rules approved at the general shareholders meeting, the board must provide details of specific investments to be made by the company in companies, works, and studies. Essentially, the values of these investments will depend on the programs to be undertaken throughout the calendar year. The company will be authorized to make contributions to subsidiaries and associates within the of this policy. In order to maximize yields from cash surpluses, the company will invest in financial assets and/or market securities, in line with the portfolio selection and diversification criteria. These criteria will take into consideration liquidity, security, and profitability factors. * 117 Report 2011 invEstment pOlicy_ finaNcing pOlicy_ 118 The company’s financing policy primarily involves the following resources: Report 2011 *Own resources. derived from the increase in capital stock by *Resources issuing and placing shares, both in Chile and abroad. *Supplier credit *Loans from banks and financial institutions *Deferred customs duties *Offer of public and private bonds *Leasing and leaseback The policy sets a maximum debt level based on the greater of: (Current Liabilities) / (Equity plus Minority Interest), equal to 1.5 (one point five); or (Current Liabilities / EBITDA for last 12 months), equal to 3.0 (three point zero). The current liabilities will be considered net of financial investments for this purpose. This level is justified taking into account the changes for IFRS applied since 2009 and because it allows flexibility in the management of finances, as well as the development of new telecommunications projects both in Chile and abroad. It should be remembered that the company management cannot agree to specific dividend restrictions with creditors or grant guarantees of any nature to third parties or other companies or enterprises that are not affiliates or associates. ( Additionally, all assets held by the company used for the operation of national public service contracts that are owned by Entel and are essential in the provision of its services are classified as essential to the company’s operations. Such assets, however, may be changed or replaced, if they become technically or financially obsolete; they may also be transferred in the event that they are no longer necessary to provide a service. The consolidated income statements for the 2011 financial year show a profit of CLP $180,766,658,842. For the purposes of determining the liquid distributable profit to be considered in the calculation of the minimum compulsory and supplementary dividend, the company has established a policy of deducting profits originating from the adjustment of assets and liabilities to fair value while these have still not been undertaken. In line with this policy, during the previous financial year, CLP $885,992,024 was deducted for unrealized profits; in 2011, CLP $434,369,663 of these profits materialized, a value that must be reinstated to determine the profit to be distributed for 2011. Consequently, the liquid distributable profit for the 2011 financial year is CLP $181,201,028,505. An interim dividend of CLP $150 per share, equivalent to a total of CLP $35.478.554.250 was allocated against these profits, payable on December 12, 2011. The dividend was agreed at the meeting of the company’s board of directors that took place on November 7, 2011 and represents 19.58 % of liquid distributable profits for the financial year. Profits are not subject to any other deductions for distribution. dividEnds peR shAre_ Year Nominal Dividend (in CLP$) 1997 55,67 1998 20,00 1999 10,00 2000 40,00 2001 40,00 2002 43,38 2003 65,00 2004 90,00 2005 895,00 2006 290,00 2007 338,00 2008 443,00 2009 443,00 2010 450,00 2011 545,00 119 Report 2011 ) distribuTable pRofits_ sumMary of transactiOns_ Summary share transactions of Empresa Nacional de Telecomunicaciones S.A. over the last three years: Santiago Stock Exchange Report 2011 120 Chilean Electronic Stock Exchange Stock Exchange Quantity Traded Value Traded (CLP$) Average Price (CLP$) Quantity Traded Value Traded (CLP$) Average Price (CLP$) Quantity Traded Value Traded (CLP$) Average Price (CLP$) Quarter 1, 2009 14,502,454 99,061,631,096 6,791 692,358 4,685,454,476 6,756 15,298 106,429,737 6,957 Quarter 2, 2009 20,155,709 146,927,393,588 7,288 1,731,992 12,660,407,486 7,233 65,177 476,923,975 7,317 Quarter 3, 2009 14,275,269 103,834,085,297 7,279 691,801 5,054,328,090 7,272 30,098 220,508,780 7,326 Quarter 4, 2009 19,176,490 135,660,828,421 7,069 7,193,299 51,817,772,057 7,104 27,684 197,375,119 7,130 Quarter 1, 2010 22,608,351 167,919,256,265 7,500 2,177,001 16,343,504,979 7,503 44,473 331,190,839 7,447 Quarter 2, 2010 15,357,515 110,810,176,951 7,211 1,935,426 14,227,081,279 7,262 31,763 229,475,540 7,225 Quarter 3, 2010 16,870,066 131,896,627,021 7,819 2,138,772 16,649,199,323 7,784 90,600 718,469,812 7,930 Quarter 4, 2010 14,362,661 115,509,854,377 8,051 906,176 7,262,801,043 8,069 44,706 366,111,817 8,189 Quarter 1, 2011 15,957,457 126,648,587,797 7,937 1,028,126 8,149,829,990 7,927 26,166 205,368,620 7,849 Quarter 2, 2011 26,293,805 232,657,810,841 8,848 2,501,652 22,374,195,749 8,944 38,985 337,663,018 8,661 Quarter 3, 2011 23,082,175 221,781,884,732 9,608 1,992,263 18,966,299,783 9,520 15,672 146,602,858 9,354 19,554,883 190,830,226,753 9,759 2,413,875 23,484,695,759 9,729 4,202 41,229,141 9,812 222,196,835 1,783,538,363,139 8,027 25,402,741 201,675,570,014 7,939 434,824 3,377,349,256 7,767 Quarter 4, 2011 Totals Share Transactions In compliance with the directives set out in General Regulation 269 of the Chilean Securities and Insurance Supervisor, it is expressly stated that in 2011, in line with our records, the following share transactions were carried out by the related shareholders. Name/Trading As Type of Relationship Transaction Date Transaction Type Purchase/ Sale Place No. of Shares Unit Price (CLP$) Value Traded (CLP$) Tomás Hurtado Cruzat With owning director 12/21/11 Financial investment Sale Stock Exchange 5,907 9,949.98 58,774,517 Yelcho Inmobiliaria S.A. With owning director 12/12/11 Financial investment Sale Stock Exchange 436,755 9,700.10 4,236,567,176 Yelcho Inmobiliaria S.A. With owning director 12/06/11 Financial investment Sale Stock Exchange 32,002 9,708.79 310,700,896 The maturity of the first installment of the syndicated loan for USD $200,000,000 in June 2012, together with the associated short-term accounting requirement and impact on liquidity indicators, made it favorable for Entel to enter the debt markets during the financial year. To increase financing options and sources, the company signed two series of local bonds with the Chilean Securities and Insurance Supervisor in August for a total value of UF 5 million, with three series in UF and CLP being registered for each. The three current registers have a joint limit of UF 5 million and an expiry date for the payment of capital of between 5 and 21 years. The bonds may be placed on the market within 36 months following registration. After evaluating the market and the various options, a decision was taken to postpone the placement of these securities and give priority to bank finance instead. In November, a loan was structured on the international debt market and full payment of the facility was obtained in December from TokioMitsubishi and Scotiabank. This is a three-year loan with a single amortization in 2014 and was used for the advanced payment of the full amortization installment of the current syndicated loan of equal value, which has remaining amortizations of equal value in 2013 and 2014. The financial conditions of this new loan were attractive when compared with similar placements during the year, both in the local bond market and in bank loans provided by financial institutions in Chile. As a result of the above, the company’s debt structure remained long-term at the end of the year. In short-term financial activities, occasional use was made of overdrafts and commercial bills to finance temporary cash deficits. In October, the final payment was made for the purchase of Transam, bringing the total for the year to CLP $3,564,609,540, in addition to the payment made in 2010. Similarly, the financing requirements arising from the investment in the new company headquarters in Parque Titanium were covered from our own resources and totaled CLP $10,094,608,084 for the year. In March, advanced payments were made for loans of the acquired company, Transam, as well as for the costs of rescinding associated derivatives. During the year, Entel continued its strategy of contracting derivative contracts that cover its full net exposure to exchange rate fluctuations arising from debt liabilities in dollars and obligations to pay suppliers in foreign currencies. This has been balanced by structuring forwards, options, and cross currency swaps. The latter have also partly covered the risks associated with fluctuations in the Libo interest rates upon which international credit is based. With respect to exchange rate hedges provided by forward contracts, the Group has retained an average purchase portfolio of approximately USD $360 million with a range of terms based on the best rate prevailing at the close. Cash surplus balances continued to be invested in line with a strict investment policy and risk classification for issuers. 121 Report 2011 “ finAncial activitIes_ riSk factoRs_ Report 2011 122 The Risk of Technological Change Regulatory Risks Changes in telecommunications technology make it necessary to continuously review investment plans to ensure that met our goal of responding to changes in connectivity requirements adopted by markets. Changes in technology can arise from both modifications in demand patterns and the development of new forms of communication associated with applications and speeds. The periods of obsolescence for investments in new technology may be less than those estimated when the investment is made, meaning that the initial estimates of expected profitability may not be met. Regulation plays an important role in the telecommunications industry. Stable regulations and criteria allow for the suitable evaluation of projects and the reduction of the risk inherent in investments, although this means it is important to closely monitor regulatory changes. In this respect, 2011 saw the implementation of the various regulatory directives published at the end of 2010. This makes the risk of technological change an inherent part of the industry in which Entel operates and the company’s position at the cutting edge of technological development means it is essential that it actively manages technological risk for it to maintain this position and remain competitive. Accordingly, Entel has an active and continuous policy of adopting cutting-edge technology as a strategic part of its growth and development, although always subject to a continuous review of its profitability. This has allowed Entel to position itself at the forefront of technology, adapting to the use of new technologies and making the transition from offering a single product to becoming an integrated connectivity provider and constantly offering new ways of doing business. The appearance and development of new technologies has enabled Entel to grow, integrate, and diversify, reducing its exposure to individual business areas and segments. In January 2011, the Entel Phone tariff process to fix access charges and the costs of other facilities provided to other telecommunications concession holders was completed and will run for five years from this date. However, at the end of 2011, the decree was still being processed and will be applied retrospectively from January 2011 when it is finalized and published. The introduction of network neutrality into the General Telecommunications Act, the main function of which is to establish requirements to provide users with better information, will affect the market by making it possible to compare different operators and make better informed decisions as a result of the new information. In 2011, the initiative was complemented by a regulation requiring companies providing Internet access to make certain information available on their websites and undertake quarterly measurements of technical indicators for services providing access to the Internet. The regulation is already in operation and its first impact will be felt during the coming year, with the publication of the figures for the technical indicators. In addition to this, the company has continued to pay attention to the telecommunications convergence process promoted by the new government through initiatives seeking to increase the diversity of uses of the radio electric spectrum for telecommunications services. This is in addition to communications from the industry regulator regarding new spectrum to be tendered in the medium term. This is of fundamental importance for the expansion of the company’s operations and in December 2011, the Ministry of Transport and Telecommunications published the call to tender for spectrum on the 2,600 MHz band, used in the majority of countries for the development of LTE technology (Long Term Evolution or 4G). In addition to this, in line with legal modifications made at the end of 2010, in 2011, the first steps were taken in the implementation of number portability, taking effect throughout the country from January 16, 2012, and allowing subscribers from different fixed and mobile telephone companies to switch supplier while keeping the same number. In the first phase, changes are only possible between companies operating within an equivalent network (e.g. from one mobile line to another). This new competitive scenario was initially launched in Arica’s primary fixed telephony zone in December 2011. It was then followed by mobile telephone services (national) on January 16, 2012, and fixed telephone services for the Metropolitan Region in March, after which point it will be progressively rolled-out to incorporate new primary zones. The intention is that the gradual implementation of the system for the wireline network will be complete on a national scale during the second quarter of 2012. There is also currently an investigation under taken by the Tribunal for the Defense of Free Competition to review telephone services tariffs for on-net calls, the provision of telecommunications services in bundles products is also being analyzed. In this process, presentations are already being made by all stakeholders, and the tribunal is considering the information in order to issue a resolution with respect to the material. Similarly, during 2011, and following a number of years of processing, the legislative debate in congress to regulate the installation of antennae for the emission and transmission of telecommunications services was completed. In its legislative process, the mixed commission approved a bill of law with favorable votes in both chambers at the start of January for subsequent enactment and publication in the official gazette, subject to procedures by the constitutional court for its constitutional organic regulations. This initiative regulates the installation of antennas in order to tackle the impact of developments on the urban environment through stricter requirements at a municipal level, as well as the regulation of other aspects relating to the installation of antennas, such as colocation, and compensation for those living nearby in certain areas, something which may have an impact on the development of telecommunications networks and imply additional investments. All these regulatory changes being introduced by the authority provide new business opportunities. Additionally, the diversity and relative size of Entel cushion it from the effects of adverse or inadequate regulation, reducing the risk created for its operations, cash flows, wealth creation for shareholders, and contribution to the community. However, within a regulated industry such as that in which Entel operates, changes in regulations or in the policies of legal and regulatory authorities cannot be ruled out and have the potential to impact negatively upon the results of the company or restrict its possibility for growth. Exchange Rate Risks Entel’s financing is largely in foreign currency. Furthermore, a proportion of Entel’s suppliers permanently generate obligations for foreign currency payments. Both represent liabilities whose value changes on a daily basis as a result of exchange rate fluctuations. As a result of this, Entel takes out short- and long-term contracts in foreign currency assets (hedge derivatives) to protect against such variations and thus eliminate risk from exchange rate fluctuations. 123 Report 2011 In the national long-distance business, the number of primary geographical areas defined for national communications was reduced from 24 to 13 in October 2011. It is estimated that this legal modification will have no significant effects, however, the regulations stipulate that 37 months after the law has come into force (i.e. the second half of 2014), and subject to a favorable report from the Tribunal for the Defense of Free Competition, the national long -distance category will be eliminated. As such, from this date, fixed local telephone services will operate in the same way as mobile telephone services, without a requirement to use a carrier for calls between different geographical areas within the country. Interest Rate Risks The company’s policy partially covers risks from interest rate fluctuations and has contracted the corresponding financial instruments to comply with it. The proportions of variable-rate debt exposed to fluctuations in the estimated rate behave in a manner sufficiently similar to business assets and reflects EBITDA generated during each financial year. As of December 31, 2011, the Group had credits in foreign currency to the value of USD $600 million, accruing interest based on the variable Libo rate and impacting on financial expenses in the income statements. In order to mitigate the effects of these variations, the management takes out financial contracts for rate derivatives (Cross Currency Swap), hence fixing a significant proportion of the interest paid. 124 When there is a rise in the Libo base rate according to market forecasts, the Group’s annual financing costs increase, although they are still within the limits established by the management and the financial safeguards guaranteed to its creditors. Report 2011 Credit risk Credit risk derived from the balances of accounts held with banks, financial instruments, negotiable stocks, and derivatives is managed by the Finance Division in line with investment capital policies. These policies ensure the diversification of risk by means of pre-established limits for the duration of the placement, percentage by institution, and the risk of instruments in which cash surpluses are invested. The investment instruments approved for use are those issued by the Central Bank of Chile or banking subsidiaries with high risk ratings. Investments may be denominated in the national currency or the main foreign currencies. Risk exposure associated with the recovery of accounts receivable originating from business operations is derived from the terms of payment that must be offered as a result of the nature of the telecommunications industry to direct customers, intermediaries, and other national and international operators with whom reciprocal connection agreements are held. Risk management for accounts receivable is designed to minimize exposure, insofar as possible given market conditions. Risk management processes are differentiated according to debtors’ profiles in line with segmented portfolio controls: these include consumers, enterprises, corporations, telecommunications companies, correspondence, distributors, large retailers, and other channels for the distribution of goods and services. For each segment, there are prospective and predictive models that make it possible to devise policies depending on the origin of the debt. These range from the prepaid services used for the highest risk customer/product combinations, all the way to the establishment of credit limits, with and without collateral guarantees, credit insurance, and other alternatives, evaluated on a case-by-case basis. Liquidity Risk In terms of providing the required liquidity to meet financial obligations in a timely manner, Entel pays future expiries in advance, seeking options on the market that can provide funds in a timely manner. As such, during 2011, the amortization installment of the syndicated loan due in June 2012 was paid in advance, thus avoiding the potential risks of the debt market around the due date. # ;) perfOrmance comparEd with sHare pricE_ Evolution of EntEl’s RElativE shaRE PRicE v. iPsa MaRkEt indEx (%) for last 24 months 150 132 125 Report 2011 114 96 78 60 E-10M-10 J-10 S-10 D-10 ipsa entel sharEholder comMents_ During the last financial year, the company did not receive requests with comments or proposals related to the course of its business to be included in this report. M-11 J-11 S-11 D-11 “ consolidAted materiAl evEnts 2011_ Report 2011 126 In compliance with the current legal and regulatory framework, during 2011 the Group Companies informed the Chilean Securities and Insurance Supervisor of the following material events or relevant information: II. Parent Company Approval of 2010 Report, Dividend Distribution, and Other Matters Shareholders Meeting By Letter 4, dated April 26, 2011, communicated that at the Ordinary Shareholders Meeting held on the same date, agreement was reached to: By Letter 3, dated April 4, 2011 communicated that at the board meeting held on April 4, 2011, agreement was reached to: a.-Approve the Annual Report, Balance Sheet, and Income Statement for 2010. _Schedule an Ordinary Shareholders Meeting for April 26, 2011 and send out the notification and supporting papers in a timely manner to shareholders and other bodies as required by legal regulations. b.- Pay a final dividend of CLP $545 per share, equivalent to 74.52% of net profits for the year. The sum of CLP $100 was paid in December 2010 as an interim dividend, leaving a dividend of CLP $445 per share, payable on May 24, 2011. _Propose at the Ordinary Shareholders Meeting the payment of a final dividend of CLP $545 per share from the profits made during the financial year, from which the sum of CLP $100 per share should be deducted for the interim dividend paid in December 2010, leaving a dividend of CLP $445 payable on a date to be agreed at the Ordinary Shareholders Meeting. c.- Approve the investment and financing policy and communicate the dividend policy. I. Parent Company d.- Maintain the remuneration of directors and the directors committee, as approved at the previous Ordinary Shareholders Meeting, and establish the committee’s annual budget in line with the minimum legal requirement. Approve the appointment of KPMG as external auditors and retain the appointed and reserve accounts inspectors, alongside the risk rating agencies Feller Rate (S&P) and Fitch Ratings, and retain the newspaper El Mercurio de Santiago for the publication of company notices and related operations. Management Changes By Letter 6, dated June 6, 2011, communicated that at the board meeting held on the same date, agreement was reached to: _Acknowledge and accept the resignation tendered by Bernardo Matte Larraín as director of Empresa Nacional de Telecomunicaciones S.A. _Appoint Andrés Echeverría Salas as replacement for the post of director of Empresa Nacional de Telecomunicaciones S.A. IV. Parent Company on that date between the controller of Entel, Inversiones Altel Limitada (Altel), subsidiary company of Almendral S.A. and Inmobiliaria e Inversiones El Coigüe Limitada (Coigüe), affecting Entel as follows (Memorandum of Intent). 1) Non-Binding Agreement for Merger by Absorption of GTD with Entel The Memorandum of Intent reflects the willingness of Coigüe, in its capacity as controller of GTD Grupo Teleductos S.A. (GTD) and Altel to undertake the merger by absorption of GTD (merged party) and Entel (acquiring party), through the absorption of the former (the Merger), however this does not constitute a legally binding contract for either the parties or Entel. Distribution of Dividend By Letter 19, dated November 7, 2011, communicated that at the board meeting held on the same date, agreement was reached to: Pay an interim dividend of CLP $150 per share, payable on December 12, 2011 and allocated against the profits for the third quarter of this year. The total payment for this interim dividend was to be Th.CLP $35,478,554, representing 23.65% of profits as of the third quarter 2011. V. Parent Company Merger by Absorption of GTD In a letter dated November 28, 2011, it was communicated that the board of directors, in extraordinary session 942/2011 held on the same date, acknowledged on behalf of the representatives of the controller, the Memorandum of Intent signed For the purposes of the merger, GTD will be dissolved and its subsidiary companies, GTD Teleductos S.A., GTD Telesat S.A., GTD Internet S.A., GTD Larga Distancia S.A. (reporting company with registration number 33 in the Special Register of Reporting Entities), GTD Imagen S.A., and GTD Manquehue S.A. (all private limited companies), and Compañía Nacional de Teléfonos, Telefónica del Sur S.A. and Compañía de Teléfonos de Coyhaique S.A. (both public limited companies, with registration numbers 167 and 238, respectively, in the Trade Register of the Chilean Securities and Insurance Supervisor, will become subsidiaries of Entel and controlled by it. GTD and its subsidiaries (GTD Group) had a turnover of approximately Th.CLP $150,000,000 for the 2010 financial year. The business areas in which they operate include the provision of business services such as Internet, data, and local telephony, in addition to the residential provision of Internet and paid television focusing on specific geographic regions, all this delivered over a platform of fiber-optic and copper access networks. 127 Report 2011 III. Parent Company 2) Shareholding of Coigüe in Entel Following the Merger Report 2011 128 As a product of the Merger and subject to legally required expert reports and the agreements that must be passed by extraordinary shareholder meetings for Entel and GTD in which the Merger will be approved, the direct and indirect shareholding of Coigüe in Entel stock will be 9.8% (Coigüe Shareholding Following the Merger). The Coigüe Shareholding Following the Merger may only be altered: (i) as a result of a due diligence process by the GTD group and Entel and its subsidiaries (Entel Group), whose scope and limitations will be established in the final contracts; or (ii) by any dividend payment or reduction in capital agreed after June 30, 2011, the date of the financial information used to determine the Coigüe Shareholding Following the Merger. The board agreed that the due diligence process for Entel should be carried out after adopting all the safeguards for access to information and confidentiality established by current legislation and the regulations of the Chilean Securities and Insurance Supervisor (SIS), authorizing the executive management and Entel attorney to prepare the information and sign the contracts guaranteeing its provision. 3) Conditions of the Merger The Memorandum of Intent stipulates that the Merger must meet the following conditions, in addition to any that may be present in the final contracts: a) All the licenses and authorizations required to complete the Merger are obtained in a timely manner, including approval from the boards of directors, shareholder meetings, creditors, inscriptions and registrations with SIS other and regulatory bodies, as well as any other requirements from laws, regulations, company statutes, and contracts signed by the companies being merged. b) The merger satisfies the consultations, authorizations, or approvals of the bodies, which, in line with DL–211 of the Defense of Free Competition, must be declared for it, insofar as it is necessary to carry out or make such consultations or requests. c) An agreement will be signed by shareholders that will not represent a joint action agreement with respect to Entel and will govern matters covered by this type of shareholder agreement, mainly related to the assignability of shares and other items regarding relationships between Altel y Coigüe in their capacity as parties to the agreement (Agreement), which contains the following items relevant to Entel: _The right of Coigüe to choose one (1) director from the nine (9) directors of Entel with the support of Altel, provided it maintains a minimum percentage of stock or meets a threshold granting it access to this right, this being established by mutual agreement in the Agreement. _For a period of two years, and in order to facilitate the execution of the Merger, the provision will be made for Coigüe to have the right to select, subject to third-party ratification and in line with the Agreement, two (2) directors of the seven _Other provisions that aim to facilitate the integration of the Entel Group and the GTD Group, product of the Merger. 4) Transitional Period The Memorandum of Intent establishes that between its date and the shareholder meetings to decide on the Merger, Entel and GTD must make their best efforts to ensure the GTD Group and the Entel Group carry on business as usual and abstain from undertaking or participating in any activity beyond the remit of their businesses and the ordinary course of business. 5) Merger Contract Altel and Coigüe declare they will make their best efforts to execute the Merger as soon as possible and, for this purpose, in the Memorandum of Intent, they undertake to sign a definitive and legally binding ratification (Merger Contract), by December 23, 2011 at the latest, although this date may be postponed by mutual agreement between Altel and Coigüe. The board of directors agrees to begin to process the Memorandum of Intent insofar as it concerns Entel, especially regarding the provision of and handling of information, reports, invitations to the board, and the next extraordinary shareholders meetings that must agree the Merger, and other steps and stages required, without affecting this material being definitive and binding, for the effective signing of the announced Merger Contract. Regarding the financial effects of the material event disclosed, with respect to the assets, liabilities, or income of Entel, the board of directors agrees that these will be reported upon execution of the Merger, once the steps and activities in the Memorandum of Intent and the Merger Contract have been completed, permitting all the information required to determine it appropriately. 129 VI. Parent Company Merger by Absorption of GTD By letter No. 26, dated December 23, 2011, communicates that it has been acknowledged by the representatives of the controller that on this date, Inversiones Altel Limitada (Altel), controller of Entel, and Inmobiliaria e Inversiones El Coigüe Limitada (Coigüe), have agreed to modify the Memorandum of Intent, signed between them on November 28, 2011, and reported as a material event on the same date (Memorandum of Intent). In light of its relevance, it is deemed the agreed modification constitutes a material event for Entel, as detailed below: 1) The Memorandum of Intent reflects the willingness of Coigüe in its capacity as controller of GTD Grupo Teleductos S.A. (GTD) and Altel, to undertake the merger by absorption of GTD, which will be dissolved, with Entel, which will remain, (the Merger) however it does not constitute a legally binding contract. 2) In the Memorandum of Intent, the parties are required to make their best efforts to execute the Merger as soon as possible, and to this effect, must sign a final and binding Report 2011 ] (7) that make up the board of directors of Telsur and Telcoy, subsidiaries of GTD. Report 2011 130 “ agreement before December 23, 2011, although this deadline may be extended by mutual agreement. VII. Parent Company 3) The modification agreed by Altel and Coigüe consists of extending the deadline set out in the Memorandum of Intent for signing the final and binding contract for the Merger to January 13, 2012. By Letter 2, dated January 10, 2012, communicated that at the board meeting held on January 9, 2012, agreement was reached to: With respect to the financial effects of the material event being disclosed on the assets, liabilities, or income for Entel, these were discussed in the material event dated November 28, 2011. Merger by Absorption of GTD 1°.- Acknowledge the communication by the CEO of Almendral S.A., which, as a material event, will refer the company to the Chilean Securities and Insurance Supervisor, reporting that Juan Manuel Casanueva Préndez, representative and controller of Inmobiliaria e Inversiones El Coigüe Limitada (Coigüe), which controls GTD Grupo Teleductos S.A. (GTD), retracts its commitment to comply with the Memorandum of Intent signed between Inversiones Altel Limitada, subsidiary of Almendral Telecomunicaciones S.A. and controller of Entel S.A., and Coigüe, through a private instrument dated November 28, 2011, reported as a material event on the same date, and its extension, reported as a material event on December 23, 2011. Consequently Almendral Telecomunicaciones S.A. reports as a material event that the merger between Entel S.A. and GTD will not go ahead as previously reported to the market, exclusively due to the unilateral retraction of Juan Manuel Casanueva Préndez, representative and controller of GTD 2°.- Classify the information received from Almendral S.A. as a material event, authorizing the CEO to communicate it in this manner to the respective organizations without affecting the requirement to notify the National Economic Prosecutor and the Tribunal for the Defense of Free Competition, aware of the possible merger in uncontested proceedings. insuranCe commitmeNts_ Entel has insurance contracts for all its companies to cover possible events that might affect its assets, equity, and cash flow by causes losses or reductions in value. In addition to this, the strategy for contracting insurance policies attempts to cover, insofar as possible, risks that would conduct to significant losses while excluding certain minor risks with minimal financial impact in order to balance low premium costs with high risk coverage. 131 Report 2011 The contracts for the various insurance policies are based on a previously defined policy which places special emphasis on events whose occurrence could have a strong impact on the economic and financial position of the Group and its relationships to third parties; the latter as a result of damages caused accidentally as a result of the activities of the various businesses. (*) The main policies, covered in the Entel insurance program are: a) Physical Risks to Assets and Losses Arising from Stoppages. This insures against all risks to all the assets owned by Group companies and the loss of net income resulting from potential stoppages caused by sinister. Report 2011 132 b) Civil Liability. This covers group companies against potential pecuniary demands for damage caused to third parties or their assets while carrying out business activities whether at their facilities, in public areas, or in third-party premises. c) Directors and Officers Liability (D&O). This protects directors and executives of Group companies from claims that may be made against them by third parties, aiming to compensate for losses to their equity as a result of decisions taken by others. d) International Transport. Protects against possible damages to equipment and material imported by land, sea, and air transportation. e) Credit. Protects against possible net losses or deteriorations in Entel’s net equity as a result of third parties failing to comply with obligations contracted in funds originating from credit sales. f) Miscellaneous. Insurance for vehicles, mobile equipment, travel, personal accidents, health and life for company staff, shipping, etc. g) Insurance program for contractors (OCIP). Provides civil responsibility and personal accident coverage for contractors and subcontractors of Group companies to protect the equity of contractors and their workers. Insurance Settlement for Property and Damages Due to Stoppage for the Earthquake on February 27, 2010. The earthquake that occurred on February 27, 2010, had a significant effect on the policy for physical assets and losses arising from stoppages. The event caused material damages to more than one thousand of the company’s network sites located between the V and VIII regions in the country, in addition to damage caused to equipment in storage and a number of buildings. Together these damages represented losses in the region of UF 1 million, which was covered by the policy in force at the time of the event with the RSA insurance group, coinsured by Chartis. The settlement for this event was the responsibility of the insurance loss adjuster Juan Pablo Valdivieso y Asociados, who provided the definitive settlement for the event on December 30, 2011, which totaled UF 818,102. deClaration of reSponsibility_ Report Signatories Sworn Declaration of Truth In compliance with General Regulation 283 of the Chilean Securities and Insurance Supervisor, of February 5, 2010, this report is signed by the absolute majority of the members of the company’s board of directors and the CEO of Empresa Nacional de Telecomunicaciones S.A. The undersigned, directors and CEO of Empresa Nacional de Telecomunicaciones S.A. declare under oath to be responsible for the truth of the information provided in this Annual Report for 2011. Juan José Hurtado Vicuña Chairman ID Nº 5.715.251-6 Luis Felipe Gazitúa Achondo Vice Chairman ID Nº 6.069.087-1 Juan Bilbao Hormaeche Director ID Nº 6.348.511-K Juan Claro González Director ID Nº 5.663.828-8 Raúl Alcaíno Lihn Director ID Nº 6.067.858-8 Andrés Echeverría Salas Director ID Nº 9.669.081-9 Juan José Mac-Auliffe Granello Director ID Nº 5.543.624-K Alejandro Pérez Rodríguez Director ID Nº 5.169.389-2 Alejandro Jadresic Marinovic Director ID Nº 7.746.199-K Antonio Büchi Buc CEO ID Nº 9.989.661-2 Report 2011 133 ] Consolidated Financial Statements Report 2011 136 Independent Auditor Report Independent Auditor Report, Dear shareholders and directors of Empresa Nacional de Telecommunicaciones S.A We have undertaken an audit of the consolidated balance sheets for Empresa Nacional de Telecomunicaciones S.A. and its subsidiary companies, dated December 31, 2011 and 2010, and the corresponding consolidated statements for comprehensive income, changes to equity and cash flows for the years ending on these dates. The preparation of the financial statements (including the corresponding notes) is the responsibility of Empresa Nacional de Telecomunicaciones S.A. Our responsibility consists of expressing an opinion regarding the consolidated financial statements based on the audits we have undertaken. In our opinion, the financial statements mentioned above present fairly and in all significant aspects, the financial position of Empresa Nacional de Telecomunicaciones S.A. and its subsidiaries as of December 31, 2011 and 2010, together with the income from their operations and cash flows for the years ending on these dates, in accordance with the International Financial Reporting Standards (IFRS). Alejandro Espinosa G. Santiago, January 30, 2012. KPMG Ltda. KPMG Auditores Consultores LTDA., a Chilean limited liability company and an independant member firm of KPMG affiliates to KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. 137 Report 2011 Our audits were carried out in accordance with generally accepted auditing standards in Chile. Those standards require that we plan and undertake our work so as to obtain reasonable assurance as to whether the consolidated financial statements are free from significant misrepresentations. An audit entails examining the evidence supporting the values and information disclosed in the financial statements on the basis of tests. It also includes an evaluation of the accounting principles used and the significant estimates made by the management of the Company, as well as an assessment of the general presentation of the consolidated financial statements. We believe that our audits are a reasonable basis upon which to form our opinion. ConsolidAted financiAl stAtements_ EMPRESA NACIONAL DE TELECOMUNICACIONES S.A. & SUBSIDIARIES CONSOLIDATED BALANCE SHEET December 31, 2011 and 2010 ASSETS Report 2011 138 Number Note 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ Cash and cash equivalents 5 23,064,067 75,272,215 Other current financial assets 6 5,407,220 870,798 CURRENT ASSETS Other current non-financial assets 7 16,754,397 13,145,025 Commercial debtors and other accounts receivable 8 251,229,640 236,011,842 Accounts receivable from related entities 9 722,752 469,192 Inventory 10 63,091,800 36,799,196 Current tax assets 14 5,465,298 17,108,315 365,735,174 379,676,583 Total Current Assets NONCURRENT ASSETS Other noncurrent financial assets 6 5,800,553 6,057,517 Other noncurrent non-financial assets 7 4,718,678 3,935,778 Noncurrent rights receivable Intangible assets 8 5,324,234 2,807,389 11 31,118,433 32,665,098 Goodwill 12 45,895,283 45,821,474 Property, plant and equipment 13 1,056,555,054 978,457,143 Deferred tax assets 14 42,866,597 39,853,167 Total Noncurrent Assets 1,192,278,832 1,109,597,566 Total Assets 1,558,014,006 1,489,274,149 The attached notes, numbered 1–33, form an integral part of these Consolidated Financial Statements EMPRESA NACIONAL DE TELECOMUNICACIONES S.A. & SUBSIDIARIES CONSOLIDATED BALANCE SHEET December 31, 2011 and 2010 Number Note 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 139 CURRENT LIABILITIES Other current financial liabilities 15 18,584,041 14,570,686 Commercial accounts payable and other accounts payable 16 326,224,772 319,275,469 Other provisions 17 578,262 689,270 Current tax liabilities 14 7,951,010 201,105 Other current non-financial liabilities 18 40,923,365 41,634,759 394,261,450 376,371,289 Total Current Liabilities NONCURRENT LIABILITIES Other noncurrent financial liabilities 15 353,504,014 350,331,042 Other long-term provisions 17 5,123,356 4,001,616 Deferred tax liabilities 14 11,708,289 21,345,618 Noncurrent provisions for employee benefits 19 7,718,074 8,257,812 Other noncurrent non-financial liabilities 18 Total Noncurrent Liabilities EQUITY 12,621,732 7,592,249 390,675,465 391,528,337 522,667,566 522,667,566 20 Issued capital Cumulative earnings (losses) 310,971,878 261,715,066 Other reserves (60,562,353) (63,008,109) Equity attributable to owners of the controller 773,077,091 721,374,523 Non-controlling stock Total Equity Total Liabilities and Equity The attached notes, numbered 1–33, form an integral part of these Consolidated Financial Statements. - - 773,077,091 721,374,523 1,558,014,006 1,489,274,149 Report 2011 Liabilities and Equity EMPRESA NACIONAL DE TELECOMUNICACIONES S.A. & SUBSIDIARIES CONSOLIDATED INCOME STATEMENT For the years ending December 31, 2011 and 2010 Income statement Cumulative Number Note 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Revenue from ordinary 22 1,230,798,252 1,083,595,141 Other revenue 22 11,572,942 4,303,159 Expenditure for employee benefits 19 (125,278,220) (112,119,823) (269,798,674) (233,199,472) Cost of depreciation and amortization 140 Impairment losses (reversals), net Report 2011 Other expenditure 22 Other profit (loss) (38,803,907) (29,542,543) (568,806,105) (503,413,628) (1,456,948) (1,493,117) Financial revenue 22 3,059,293 1,381,288 Financial expenditure 22 (10,315,663) (9,900,811) Foreign exchange gains (losses) 24 (6,349,377) 1,296,277 Income from currency indexes 24 (5,295,078) (3,337,075) 219,326,515 197,569,396 (38,559,856) (24,598,187) 180,766,659 172,971,209 - - 180,766,659 172,971,209 180,766,659 172,971,209 - - 180,766,659 172,971,209 764,26 731,31 - - 764,26 731,31 Earnings (losses) before tax Revenue (expenditure) for income tax 14 Earnings (losses) from continued activities after tax Earnings (Loss) from discontinued operations after tax Earnings (losses) Earnings (losses) attributable to shareholders with stock in controlling stockholder equity and minority Earnings (losses) attributable to holders of stock instruments in controlling shareholder equity Earnings (losses) attributable to minority shareholders Earnings (losses) Earnings per share Earnings per basic share Earnings (losses) per basic share for continued operations Earnings (losses) per basic share for discontinued operations Basic earnings (losses) per share The attached notes, numbered 1–33, form an integral part of these Consolidated Financial Statements EMPRESA NACIONAL DE TELECOMUNICACIONES S.A. & SUBSIDIARIES CONSOLIDATED INCOME STATEMENT (Continued) For the years ending December 31, 2011 and 2010 Income statement Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ 180,766,659 172,971,209 1,618,714 (479,497) Earnings (losses) for cash flow hedging 1,002,475 4,096,169 Other components of other consolidated income, before tax 2,621,189 3,616,672 (175,433) (686,279) Number Note CONSOLIDATED income statement Earnings (losses) Components of other consolidated income, before tax Foreign currency translation Earnings (losses) for foreign currency translation 141 Income tax related to components of other CONSOLIDATED income Income tax related to cash flow hedging of other consolidated income Other consolidated income 2,445,756 2,930,393 Total consolidated income 183,212,415 175,901,602 183,212,415 175,901,602 CONSOLIDATED income attributable to Controlling owners Non-controlling stock Total consolidated income The attached notes, numbered 1–33, form an integral part of these Consolidated Financial Statements. - - 183,212,415 175,901,602 Report 2011 Cash flow hedging EMPRESA NACIONAL DE TELECOMUNICACIONES S.A. & SUBSIDIARIES STATEMENT OF CHANGE IN STOCKHOLDER EQUITY December 31, 2011 and 2010 Other Reserves Issued capital Reserves for foreign exchange currency Reserves for cash flow hedging Other reserves Earnings (cumulative losses) Equity attributable to controlling owners Non-controlling stock Total equity Th.CLP$ Th.CLP$ Th.CLP$ Th.CLP$ Th.CLP$ Th.CLP$ Th.CLP$ Th.CLP$ 522,667,566 (581,746) (1,661,482) (60,764,881) 261,715,066 721,374,523 - 721,374,523 Earnings (losses) - - - - 180,766,659 180,766,659 - 180,766,659 Other consolidated income - 1,618,714 827,042 - - 2,445,756 - 2,445,756 Consolidated income - - - - - 18,212,415 - 183,212,415 Dividends - - - - (131,509,847) (131,509,847) - (131,509,847) Increase (reduction) for transfers and other changes - - - - - - - - Total changes in equity - 1,618,714 827,042 - 49,256,812 51,702,568 - 51,702,568 Final balance for current period 12/31/2011 522,667,566 1,036,968 (834,440) (60,764,881) 310,971,878 773,077,091 - 773,077,091 Initial balance for previous period 01/01/2010 522,667,566 (102,249) (5,071,372) (60,764,881) 204,122,838 660,851,902 - 660,851,902 Initial balance for current period 01/01/2011 CoNSOLIDATED income Report 2011 142 CoNSOLIDATED income Earnings (losses) - - - - 172,971,209 172,971,209 - 172,971,209 Other consolidated income - (479,497) 3,409,890 - - 2,930,393 - 2,930,393 Consolidated income - - - - - 175,901,602 - 175,901,602 Dividends - - - - (115,378,981) (115,378,981) - (115,378,981) Increase (reduction) for transfers and other changes - - - - - - - - - (479,497) 3,409,890 - 57,592,228 60,522,621 - 60,522,621 522,667,566 (581,746) (1,661,482) (60,764,881) 261,715,066 721,374,523 - 721,374,523 Total changes in equity Final balance for previous period 12/31/2010 The attached notes, numbered 1–33, form an integral part of these Consolidated Financial Statements EMPRESA NACIONAL DE TELECOMUNICACIONES S.A. & SUBSIDIARIES CONSOLIDATED CASH FLOW STATEMENT For the years ending December 31, 2011 and 2010 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Amount charged to customers 1,418,482,609 1,244,486,693 Payments to suppliers (694,217,932) (546,939,360) Payments to and on behalf of employees (131,338,793) (105,102,929) (53,373,227) (61,226,536) Number Note Other payments for operating activities Amounts received for interest classified as operating 1,263,873 1,409,859 Tax on earnings reimbursed (paid) (30,701,356) (41,438,730) Net cash flows used in operating activities 510,115,174 491,188,997 (3,565,222) (8,078,310) Cash flows used to obtain control of subsidiaries Amounts received from the sale of property, plant and equipment Purchases of property, plant and equipment Purchases of intangible assets Dividends received 1,819,380 636,328 (407,532,346) (321,172,106) (3,820,678) (5,128,947) 1,217 981 Interest received 3,059,293 970,282 Government subsidies 5,193,680 15,220,600 Other cash entries (outgoings) Net cash flows used in investment activities Amounts proceeding from long-term loans Amounts proceeding from short-term loans Loan payments Payments of liabilities for financial leases Dividends paid Interest paid Other cash entries (outgoings) Net cash flows used in financing activities Net increase (decrease) in cash and cash equivalents Effects of foreign currency variations on cash and cash equivalents - 39,785 (404,844,676) (317,511,387) 102,536,000 - 448,197 19,953,797 (106,277,554) (40,286,051) (1,403,422) (2,974,161) (140,527,007) (106,391,186) (9,211,469) (9,018,815) (4,210,322) (23,074,929) (158,645,577) (161,791,345) (53,375,079) 11,886,265 1,166,931 22,808 Cash and cash equivalents at start of period 75,272,215 63,363,142 Cash and cash equivalents at end of period 23,064,067 75,272,215 The attached notes, numbered 1–33, form an integral part of these Consolidated Financial Statements. 143 Report 2011 DIRECT CASH FLOW STATEMENT notes to the consolidated financial statements_ EMPRESA NACIONAL DE TELECOMUNICACIONES S.A. & SUBSIDIARIES 1. COMPANY INFORMATION a) Entel Group Empresa Nacional de Telecomunicaciones S.A. (Entel–Chile S.A.), is constituted and domiciled in the Republic of Chile, with Tax ID 92.580.000-7. Its head office is Avenida Andrés Bello 2687, piso 14, Las Condes, Santiago, Chile. 144 This is the parent company of the companies of the Entel Group included in these consolidated financial statements. Report 2011 It is a public limited company, subject to regulation by the Chilean Securities and Insurance Supervisor, with which it is registered under number 0162. Its shares are listed in the Register of Securities and traded on the national stock market. The controlling shareholder of Entel–Chile S.A. is Altel Ltda. (Tax ID 76.242.520-3), which owns 54.76% of currently issued stock. Altel Ltda. is 99.99% controlled by Almendral Telecomunicaciones S.A. (Tax ID 99.586.130-5) and 0.01% by Almendral S.A. (Tax ID 94.270.000-8). The subsidiary companies included in the consolidated financial statements are domiciled both in Chile and abroad, and details are provided in note 3a. Subsidiaries based in Chile are represented by private limited companies that are not subject to regulation by the Chilean Securities and Insurance Supervisor; as such, their shares are not traded or registered with the Registry of Securities. However, as holders of public telecommunications concessions and in line with legal requirements, the subsidiaries Entel PCS Telecomunicaciones S.A., Micarrier Telecomunicaciones S.A., and Transam Telecomunicaciones S.A. are registered in the Chilean Securities and Insurance Supervisor Special Register, with registration numbers 33, 247 and 232, respectively. Companies registered in this special register are subject to the same regulations as public limited companies in terms of market information and circulation, except for the requirement to provide intermediate financial statements on a quarterly basis. The Group’s workforce totaled 7,009 as of December 31, 2011 and averaged 6,792 throughout 2011. b) Business Activities The activities undertaken by the companies that make up the Group involve mobile telecommunication services, including voice, value added services, data, broadband, and mobile Internet. The companies also provide wireline services for the provision of integrated solutions of data network services, local telephone services, Internet access, long distance public telephone services, IT services (data center, business process outsourcing, and business continuity), network leasing, and wholesale traffic. The Group also provides call center services both for the enterprise market and its subsidiary companies. These activities are primarily undertaken in Chile. Activities outside of Chile are carried out by two companies operating in Peru that provide wireline services and call center services. 2. BASIS FOR THE PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS a) Declaration of Compliance The consolidated financial statements, dated December 31, 2011, have been prepared in line with the International Financial Reporting Standards (IFRS) published by the International Accounting Standards Board (IASB). On the date on which these consolidated financial statements were published, the IASB had issued the following directives, each with mandatory adoption starting from the annual periods indicated for each case: Standards and amendments Application required by: NEW IFRS IFRS 9 – Financial Instruments Annual periods starting February 1, 2015 IFRS 10 – Consolidated Financial Statements Annual periods starting January 1, 2013 IFRS 11 – Joint Arrangements Annual periods starting January 1, 2013 IFRS 12 – Disclosure of Interests in Other Entities Annual periods starting January 1, 2013 IFRS 13 – Fair Value Measurement Annual periods starting January 1, 2013 145 AMENDMENTS TO IFRS Presentation of Other Components of Comprehensive Income Annual periods starting July 1, 2012 IAS 12 – Income Taxes Deferred Tax: Recovery of Underlying Assets Annual periods starting July 1, 2012 IAS 19 – Employee Benefits Elimination of Corridor Approach for Defined Benefits Annual periods starting January 1, 2013 IAS 32 – Financial Instruments Presentation Offsetting Financial Assets and Financial Liabilities Annual periods starting January 1, 2014 IRFS 1 – First-time adoption of IFRS (i) Removal of Fixed Dates for First-time Adopters (ii) Severe Hyperinflation Annual periods starting January 1, 2011 Amendment to IFRS 7 Financial instruments: Information to Disclose Disclosures of Transfers of Financial Assets Annual periods starting January 1, 2011 At the time of writing, no decision has been made to bring forward the adoption of any of these regulatory changes. Furthermore, it is estimated they will not have a significant impact on the Group’s consolidated financial statements for the initial period in which their application becomes compulsory. The consolidated financial statements for Entel Chile S.A. for the year ending December 31, 2011, were approved and authorized for publication at the board meeting held on January 30, 2012. Report 2011 IAS 1 – Presentation of Financial Statements b) Measurement Bases The consolidated financial statements have been prepared based on historical cost, except for the following essential items in the balance sheet: _Derivative financial instruments measured at fair value _Interest accruing loans measured using amortized cost _Staff obligations for specific post-employment benefits measured at present value and taking into account actuarial variables. c) Working and Reporting Currency Figures in these financial statements and accompanying notes are expressed in thousands of Chilean Pesos (Th.CLP), the Group’s working currency. d) Use of Estimates and Accounting Judgments Estimates determined based on the best information available at the close of each financial year have been used in the preparation of the consolidated financial statements. The estimates affect the valuation of certain assets, liabilities, incomes, and cash flows, and hence there may be significantly affected when new events result in variations to any assumptions made and other sources of uncertainty assumed on the date. 146 The main estimates are: Report 2011 _Actuarial assumptions considered when calculating employee separation obligations _The valuation of assets and goodwill originating from the acquisition of companies that can affect the determination of losses due to impairment in their value. _The useful life of property, plant and equipment, and intangible assets. _Assumptions made when determining the fair value of financial instruments. _Assumptions regarding the generation of future taxable revenue, whose tax would be deductible from assets as deferred tax. _In establishing the cost of decommissioning installations. e) Changes to Accounting Policies Accounting principles have been consistently applied throughout the course of the financial years covered by these consolidated financial statements. 3. SUMMARY OF ACCOUNTING POLICIES a) Consolidation Bases The financial statements of subsidiaries are included in the consolidated financial statements from the date control starts until the date it ends. Control exists when Entel S.A., has a direct or indirect majority of voting rights or has the power to determine (also through agreements) the financial and operating policies of a company to derive profit from its activities. In the preparation of these consolidated financial statements, the assets, liabilities, revenues, and costs for the consolidated companies are consolidated line for line. All direct and indirect subsidiaries of Entel S.A. are 100% controlled and as such there are no non-controlling shares in the consolidated financial statements of the Entel Group. For consolidation purposes, significant transactions and balances between consolidated companies have been removed in addition to any balances owed. The book value of the investment in each subsidiary is offset against its equity, after adjustment to its fair value on the date control was acquired (where applicable). Goodwill from intangible assets is recorded on this date, as described further on, while any earnings from the purchase of a business or negative goodwill are recorded in the comprehensive income statement. The assets and liabilities of consolidated foreign subsidiaries expressed in currencies other than Chilean Pesos are converted using the exchange rate on the date of the statement; revenue and costs are converted at the average exchange rate for the period covered by the financial statements. Exchange rate variations resulting from this method are classified under equity until disposal of the investment. 147 The subsidiary companies included in the consolidated financial statements are domiciled in Chile and abroad: Report 2011 The extension provided by IFRS 1 (First-time adoption) for annulling exchange rate differences accumulated at the date of transition to IFRS was not adopted. a) Summary of accounting policies (continued) Tax ID Report 2011 148 Company name Country of origin Working Currency Percentage of stock 12/31/2011 12/31/2010 Direct Indirect Total Total 99.999 0.001 100.000 100.000 CLP - 100.000 100.000 100.000 CLP 99.990 0.010 100.000 100.000 CHILE CLP 91.420 8.580 100.000 100.000 CHILE CLP 90.000 10.000 100.000 100.000 ENTEL TELEFONIA LOCAL S.A. CHILE CLP 99.000 1.000 100.000 100.000 MICARRIER TELECOMUNICACIONES S.A. CHILE CLP 99.990 0.010 100.000 100.000 96.553.830-5 SATEL TELECOMUNICACIONES S.A. CHILE CLP 99.900 0.100 100.000 100.000 96.672.640-7 ENTEL SERVICIOS EMPRESARIALES S.A. CHILE CLP 99.985 0.015 100.000 100.000 79.637.040-8 SOC.DE TELECOMUNICACIONES INSTABEEP LTDA CHILE CLP 99.990 0.010 100.000 100.000 96.682.830-7 CIENTEC COMPUTACION S.A. CHILE CLP - - - 100.000 96.652.650-5 TRANSAM COMUNICACIÓN S.A. CHILE CLP - 100.000 100.000 100.000 96.833.480-8 WILL S.A. CHILE CLP - 100.000 100.000 100.000 0-E AMERICATEL PERU S.A. PERU PEN 46.570 53.430 100.000 100.000 0-E SERVICIOS DE CALL CENTER DEL PERÚ S.A. PERU PEN 0.004 99.996 100.000 100.000 0-E EUSA WHOLESALE INC. USA CLP - 100.000 100.000 100.000 0-E ENTEL INTERNACIONAL B.V.I. CORP. BRITISH VIRGIN ISLANDS CLP 100.000 - 100.000 100.000 96.806.980-2 ENTEL PCS TELECOMUNICACIONES S.A. CHILE CLP 76.479.460-5 ENTEL COMERCIAL S.A. CHILE 96.561.790-6 ENTEL INVERSIONES S.A. CHILE 96.554.040-7 ENTEL SERVICIOS TELEFONICOS S.A. 96.563.570-K ENTEL CALL CENTER S.A. 96.697.410-9 96.548.490-6 The subsidiary Cientec Computación S.A. was taken over by Entel S.A. on August 1, 2011 by means of a merger by absorption that included the totality of all assets, liabilities, rights, and obligations, and as such did not cause changes in equity at Group level. Similarly, the merger has not had any impact on consolidated income and cash flow. b) Transactions and Balances in Foreign Currencies Transactions made by Entel S.A. and its subsidiaries in a different currency than their working currency are treated as foreign currency transactions and recorded using the exchange rate on the date of the transaction. The balances of monetary assets and liabilities denominated in foreign currencies are presented using the values of the exchange rates at the end of each financial year. The variation calculated between the original value and the value at the end of the period is allocated to income under Foreign Currency Translation. Assets and liabilities that should be expressed at fair value (essentially those arising from derivative financial contracts) are exempt from the above. The differences between the exchange rate at the end of the period and the fair value of these contracts are also allocated against income under Foreign Currency Translation, except for cash flow hedge contracts whose differences are allocated against equity. b) Transactions and Balances in Foreign Currencies, Continued Assets and liabilities in foreign currencies or expressed in currency indexes have been converted using the following rates: Exchange Rates Rate at close of period 12/31/2011 CLP$ 12/31/2010 CLP$ US Dollar USD 519.20 468.01 Euro EUR 672.97 621.53 Nat. Curr. Idx UF 22,294.03 21,455.55 Peruvian Sol PEN 193.27 166.79 c) Financial Instruments For valuation purposes, the group classifies its financial assets under the following categories: financial assets at fair value with changes in income; accounts receivable; and loans. The classification depends on the purpose for which the financial assets are obtained. The assets are dropped upon their expiry or upon expiry of contractual rights to their cash flows. _Financial Assets at Fair Value with Changes in Income Financial assets at fair value with changes in income are financial assets held for trading. The Group companies use this category for derivative instruments that do not comply with the requirements for the application of hedge accounting. Contracts classified as assets at the end of the period are presented on the balance sheet under Other Financial Assets, whereas liabilities are presented under Other Financial Liabilities. _Accounts Receivable and Loans These correspond to financial assets with fixed determinable payments that do not have a price on the active market. These assets are initially recorded at fair value plus directly attributable transaction costs. After being recorded in this way, they are valued at their amortized cost using the effective interest rate method, subtracting losses from impairment. Commercial accounts receivable are registered using invoice values and making the corresponding adjustment where there is evidence that payment from the client is at risk (impairment). Short-term commercial accounts are recorded at current value without discounting to present value. The company has determined that the amortized cost calculation does not differ from the invoice value since the transaction does not have significant associated costs. _Cash and Cash Equivalents Covers highly liquid and extremely short-term holdings or investments where the risks of a change in value are not deemed significant. In addition to cash balances and those held in current accounts it also includes the following: short-term deposits in the financial market; placements for fixed income mutual funds paid in 149 Report 2011 Financial Assets installments; and operations with buyback and resale options with an original expiry of three months or less. These assets are recorded at their nominal value or amortized cost, depending on their nature, and recording changes in their values under income. Their valuation includes interest and accrued adjustments at the end of the financial year. Financial Liabilities In the first instance, the Group records issued debt securities on the date they originate. All other financial liabilities (including liabilities at fair value with changes in income) are initially recorded on the date contracted, this being the date on which the Group becomes related by the instrument’s contractual provisions. The Group classifies non-derivative financial liabilities under Other Financial Liabilities. These assets are initially recorded at fair value plus any directly attributable transaction costs. After this initial recording, financial liabilities are valued at their amortized cost using the effective interest method. Other financial liabilities include loans and obligations, the use of overdraft facilities, and commercial accounts payable and others. Financial liabilities covered by derivative instruments designated for managing exposure to variations in cash flows (cash flow hedges), are measured at their amortized cost in line with IAS 39. Derivatives financial instruments Report 2011 150 The Entel Group contracts derivative financial instruments to cover its exposure to foreign currencies and interest rates. In the event that implicit derivative contracts coexist in certain contracts, these are separated from the principal contract and accounted for separately. This procedure is applied if the financial conditions and risks of the principal contract and the implied derivative are not closely related, if an independent instrument with similar conditions as the implied derivative would meet the definition of a derivative, and if the combined instrument is not measured at fair value with changes in income. In line with IAS 39, financial derivative instruments only qualify for hedge accounting if: * at the start of the hedge, the hedge relationship is formally designated and documented * it is expected the hedge will be highly effective * its effectiveness can be reliably measured * the hedge is highly effective for all periods in which the financial statements are reported for which it is designated All derivatives are measured at fair value in line with IAS 39. When a derivative financial instrument qualifies for hedge accounting, the following accounting procedures apply: Cash Flow Hedge – When a derivative financial instrument is classified as a hedge against exposure to the variability of cash flows for an asset *or liability, or a highly probable planned transaction, the effective proportion of any profit or loss from the derivative financial instrument is directly recorded under the equity reserve (Cash Flow Hedge Reserve). The cumulative income is removed from equity and recorded under income when the hedged transaction affects incomes. The earnings or losses associated with the ineffective part of the hedge are immediately recognized under income. Where hedge operations are no longer probable, the cumulative earnings or losses from the equity reserve are immediately recorded under income. Where hedges may follow risk management strategies without necessarily satisfying the requirements and tests for effectiveness required by the accounting regulations for the application of hedge accounting, variations in the values of the instruments are allocated to income. d) Inventory Goods destined to be sold are valued using the lowest of their weighted average cost and net sale value. Mobile telephone units for prepaid customers are included in this classification. In this case, possible subsidies when transferring equipment to the customer are allocated against income as sales costs at that point. e) Impairment Non-Derivatives Financial Assets A financial asset not measured at fair value with changes in income is evaluated for each reporting date to determine if there is objective evidence of impairment. A financial asset is compromised if there is proof that a loss-causing event has occurred since the asset was first recorded and the event has a negative effect on the estimated cash flows of the asset for the future and can be reliably estimated. Differentiated percentages determined by factors such as the age of the debt and possible collection handling costs for different levels of customers are used to calculate the impairment of accounts receivable. Similarly, a distinction is made between current debts, and renegotiated and documented debts. 151 The discounted values of accounts receivable and loans are not considered when calculating their impairment since they will be paid in the short term, and as such the difference between their current value and the discounted value is not significant. Non-Financial Assets The book value of the Group’s non-financial assets, in contrast to inventories and deferred tax assets, is revised for each date on which the financial statements are reported to determine if there are any signs of impairment. Where evidence exists, the recoverable value of the asset is then estimated. For goodwill and intangible assets with an indefinite useful life or still unavailable for use, the recoverable value is calculated at the end of each year. The loss due to impairment is recorded when the book value of an asset exceeds the estimated recoverable value. The recoverable value of an asset is the greater of its use value and its fair value minus sales costs. In order to evaluate use value, current value is subtracted from estimations of future cash flows using a net discounting rate that reflects current market variations to the time value of money and the specific risks of the asset. In order to verify impairment, assets that cannot be individually tested are grouped as part of a smaller group of assets that generate incoming cash due to their continued operation and are independent from payments from other assets. The test, as a limit to determine use value, is applied to the business segment in order to calculate impairment of goodwill. Losses from impairment are allocated to the income for the period. Reversals are not applied if they correspond to goodwill. In terms of other assets, losses from impairment recorded in previous financial years are evaluated for each date of reporting when there are signs the loss has decreased or no longer exists. A loss from impairment is reverted when there has been a change in the estimates used to determine the recoverable value. A loss from impairment is reverted only insofar as the accounting value of the asset does not exceed the book value that has been determined, net of depreciation or amortization, without considering the loss of the recorded value. Report 2011 The factors mentioned above are used to determine estimates for billed services. f) Property, Plant and Equipment The acquisition value is recorded, minus cumulative depreciation and the cumulative value of losses from impairment in value. The acquisition value considers the price of the acquisition of goods and services, including irrecoverable duties and customs obligations. Similarly, placement and commissioning costs are also included until reaching operational conditions, in addition to estimates of the costs of dismantling and withdrawal. Net interest for loans directly related to financing construction work accrued during the period of execution until the date on which the work is available for use is capitalized. This does not apply to projects with a development period of less than six months. g) Depreciation of Property, Plant and Equipment Depreciations are applied linearly, considering the useful life of each type of asset in line with technical studies. These studies take into account both an annual study of technological and commercial developments that make change recommendable, and the final residual value of the assets when decommissioned. Procedures are also applied to evaluate any signs of depreciation in the value of assets. When the value of assets exceeds their market value or capacity for the generation of net revenue, adjustments are made for depreciation and allocated against income for the period. Telephone equipment provided to customers with postpaid mobile telephony services without transfer of ownership is depreciated for the average estimated length of the relationship with these customers. 152 Report 2011 h) Financial Leasing Leasing contracts in which the risks and returns of a property or asset are substantially transferred to the Group’s companies are recorded as leased assets. Under such circumstances consideration is given to factors such as the transfer of the asset at the end of the contract, the value of the final purchase option, the proportion of the economic life of the asset covered by the term of the contract, and the degree of equivalence between the present value of the minimum contract payments and the fair value of the asset. The valuation is given by the present value of the agreed installments and the value to be paid to exercise the purchase option. Depreciation of these assets is carried out in line with the general regulations for property, plant and equipment. Assets are only legally acquired upon exercising the purchase option and thus cannot be freely disposed of in the meantime. Assets leased under contracts with the aforementioned properties are considered as sold for accounting purposes, with the consequent reduction in inventory. Income from these transactions is determined based on the present value of the receivable installments with respect to the acquisition or construction value of the assets sold. i) Intangible Assets This category includes usage rights for fiber optic cable capacity (IRUs), the costs of obtaining licenses and operating concessions, in addition to easements and other usage rights in favor of Group companies. IRUs are linearly amortized and allocated against costs during the period of the respective agreements. Licenses and concessions are amortized according to the lower of the estimated period of operation and the period of the award, which can range from 4 to 10 years, with easements for the period in which the contract remains in force being granted for a maximum of 20 years. Costs for the acquisition of software are represented as assets and amortized every 4 years. j) Goodwill In the case of the complete or partial acquisition of company rights, the acquisition method is applied, establishing the fair value of the assets and liabilities identified for the acquired company, registering any increases values for the acquisition as goodwill. This value is subject to testing for impairment in value at the close of each financial year to record possible losses of this nature. k) Income Tax and Deferred Taxes The cost of income tax is determined based on the financial statements. Temporary tax differences between the financial and tax bases are recorded as noncurrent assets or liabilities as applicable. Independent of the estimated recovery period, these values are recorded at current value without being discounted to present value. Deferred tax assets and liabilities are recorded in line with the tax rates effective during the periods that they are expected to be realized or settled. l) Employee Benefits This covers compensation for years of service payable to employees with a permanent contract with Entel–Chile S.A. and who are members of the mutual corporation with eight years of continuous membership. 153 These obligations are accounted for at present value, discounting long-term interest rates and using actuarial forecasts of staff turnover, life expectancy, and salary projections for prospective beneficiaries. Report 2011 _Defined Benefits Plan (Post-Employment Benefits) To determine the net value of the liability recorded, the fair value of the cumulative salaries of employees is calculated in line with payments that must be made to certain funds according to current agreements. Changes in the obligation due to accruals associated with increases in the number of attributable periods, new or leaving employees, and earnings or losses due to actuarial effects are allocated against remuneration costs, whereas those for the accrual of implied interest are allocated against financial income. _Severance Benefits Severance pay, in contrast to post-employment benefits, is recognized as a cost when the Group has a clear commitment, without the possibility to withdraw the offer, to a formal and detailed plan upon termination of employment before the normal date of retirement or to pay compensation for termination as part of an offer to encourage voluntary retirements. Where benefits are due more than 12 months after the date of reporting, they are adjusted to present value. _Short-Term Benefits The values of obligations for short-term employee benefits are not discounted and are recorded as costs when the corresponding services are provided. A liability is recorded for the value expected to be paid in short-term cash bonuses or share plans for benefits where the Group has a current legal or implied obligation to pay out the sum as a result of past services provided by the employee and the obligation can be reliably estimated. The cost of employees vacations are accounted for in the financial year in which the right is accrued, independent of the year in which it is exercised. m) Revenue Revenue is recorded based on the criteria of accrual, that is to say, upon the right to receive values or the obligation to make a payment. As such, the date of the delivery or receipt of goods or services is considered, regardless of when the corresponding cash flow will be received (in advance, simultaneously, or within a given term). With respect to revenue, the following specific policies are observed for the cases set out: _Aggregate supplies The components of supplies are bundled as part of commercial packages that determine the properties of each package. Based on this information, revenue for the bundle is distributed to each component, applying the corresponding individual revenue recognition regulations. Bundled sales that cannot be broken down are treated as a single transaction. In the event that only one or some of the elements can be confidently assigned a value, the residual value is attributed to the remaining elements. The value assigned to a given component is limited to the price of the transaction for its sale not subject to the delivery of other items. _Equipment sales In line with the general regulations, revenue is recorded when the equipment is passed to the customer. 154 Revenue received for equipment directly received and which, technically or contractually, can be used only for services provided by the company, is deferred and recorded when the contract is expected to come to an end. Report 2011 Where the sale includes a complementary activity (installation, configuration, set-up, etc.) the sale is recorded upon satisfactory receipt by the customer. For equipment provided without transfer of ownership (free loan, loan, lease etc.), no sales revenue is recorded. Equipment meeting this condition remains included as inventory assets in use and is subject to the corresponding depreciation. _Access charges revenue Revenue from access charges is deferred and recorded as revenue throughout the period for which the contract is valid, or the expected customer retention period, whichever of the two is smaller. The customer retention period is estimated based on historical experience, churn, or an understanding of market behavior. Connections where the direct cost of carrying out work is greater than or equal to the charge made to the customer are exempt from the previous procedure. In such cases, revenues received for connection charges are recorded when the customer is connected in order to maintain symmetry between revenue and costs. Connection costs take into account the following: installation work and the management of orders placed with third parties, commissions made to distributors, and the cost of SIM cards. Connections that represent an independent transaction that cannot be rescinded and is not subject to the obligatory provision of other assets and services are excluded from the general procedure. _Customer Loyalty Programs The award of future benefits, with respect to service usage levels or current and past purchases. Any revenue received should be distributed based on the fair value of the services already provided and those to be provided in the future; revenue assigned to the latter should be handled as projected revenue for future sales. In addition to this, provision is made for marginal costs associated with the goods and services to be provided fully or partially free of charge. Isolated campaigns for the introduction of new products or the relaunch of existing ones are excluded when their duration is less than three months and they do not represent more than 1% of total sales in the last 12 months. Such programs include: calling credit, product discounts, benefits for meeting targets, and the accumulation of redeemable points for goods or services provided both by the company and third parties. In cases where expiry or cancellation clauses come into effect, the respective unused balances are transferred to revenue. These procedures are only applied when it is possible to make reliable estimates of benefits obtained by customers. _Sales discounts Revenues are recorded net of any discounts provided to customers. _Third Party Sales Where the company acts as a representative, agent, or dealer for the sale of goods and services produced by other agents, the net revenue from the activities is recorded, i.e. the company only records the margin received for these services that represents the commission or share received. To be classed as a representative, consideration is given to: if the product is explicitly sold under the supplier’s name; if the risks and responsibilities associated with the product are assumed; and setting the price. _Prepayment of Mobile Services Revenue received from customers for the prepayment of mobile services through cards or other means is recorded under income in the month in which the users make use of the services for which the payment is destined or in which the prepayment expires, whichever occurs first. _Services Spanning Accounting Periods The provision of services whose activity spans more than one accounting period is recorded as a percen- 155 n) Financing Expenses The initial costs for commissioning, consultancy, and taxes for contracting credit are handled using the amortized cost method. Using this method, these costs form part of the effective interest rate and amortization is consequently determined in line with the contractual interest applicable to the credit. o) Provisions Liabilities are recognized for all legal obligations for third parties, derivative transactions made, or future events with a high probability of generating payment flows. These provisions are recorded insofar as their values can be determined in line with the risks identified, and based upon best estimates. The value is discounted where it is estimated the effect of the time value of money is significant. p) Dividends Dividends to be paid to third parties are reported as a change in net equity for the year the obligation for their distribution arises, either because they are declared at the shareholders meeting or because they correspond to a legal obligation for minimum dividend payments. Report 2011 tage at the close of the period. This value is determined in line with the percentage of consumables supplied with respect to the budget. q) Financial Information by Segment An operating segment is a component of the Group that conducts business activities for which it may receive ordinary revenue and incur costs, including revenue and costs for transactions with any other components of the Group. All income from operating segments is periodically reviewed by Group executive management to determine the resources to assign to the segment and evaluate its performance. Reported income for segments includes elements directly attributable to the segment, in addition to those which can be fairly allocated to it. Capital expenditure for a segment (capex.) is the total expenditure incurred during the year for the acquisition of property, plant and equipment, and intangible assets. r) State Subsidies State subsidies for financing investments are allocated at the lower of the cost of acquisition or construction for the associated assets. s) Revenue and Access charge Report 2011 156 Values accrued for or against Group companies are recorded based on the agreements and measurements for traffic switched with other operators, both nationally and internationally. 4. FINANCIAL ASSETS AND LIABILITIES a) Determination of Fair Values Certain of the Group’s accounting policies and disclosures require the calculation of fair values for both financial and non-financial assets and liabilities. Fair values are calculated for measurement and/or disclosure based on the following methods. Derivatives Financial Instruments The fair value of derivatives contracts not quoted on an active market is obtained from the difference between cash flows from rights and obligations arising from the contracts, adjusted according to the corresponding interest rate. The rates used for discounting are risk free and zero coupon, with the Libor rate used for dollars. For a currency forward contract, this corresponds to the difference between the value of the currency to be purchased according to the contract, discounted at the rate of the dollar for the remaining period and expressed in pesos according to the exchange rate at the close of the accounting period, minus the debt in pesos agreed in the contract discounted at the valid rate for pesos for the remaining period of the contract. For contracts to hedge against exchange and interest rates (CCS), it is determined by the difference in flows, including notional capital, discounted from each contract component. Non-Derivatives Financial Instruments The fair value used for the purposes of disclosures is calculated based on the present value of future capital and cash flows from interest, discounted at market interest rates at the close of the accounting period. For financial leasing, both as leasing party and lease holder, the interest rate is determined by referring to the current market rates for leasing agreements of a similar nature. In terms of current corporate assets and liabilities, their fair value is deemed to be the same as their present value, and they are thus are handled as short-term flows. Non-Derivatives Financial Liabilities The fair value calculated for the purposes of disclosure is calculated based on the present value of future capital and cash flows from interest, discounted at the market interest rate on the date of reporting. For financial leasing, the market interest rate is calculated by referring to similar leasing agreements. b) Fair Value Hierarchies _Level 2: Inputs that differ to the quoted prices included in level 1 and are observable for assets or liabilities, either directly (i.e. as a price) or indirectly (i.e. derived from a price). _Level 3: Inputs for assets or liabilities not based on observable market information (non-observable inputs). The following table shows the total values of assets and liabilities for financial instruments, measured and reported at fair value: HIERARCHY OF FAIR VALUES 12/31/2011 Level 2 Th.CLP$ 12/31/2010 Level 2 Th.CLP$ 4,509,615 8,139 Non-hedge derivatives 15,799,808 14,116,323 Hedge derivatives 33,994,498 56,994,899 Assets Non-hedge derivatives Liabilities Report 2011 157 The different levels are defined as follows: _Level 1: Quoted (without adjustment) prices in active markets for identical assets or liabilities. c) Categories of Financial Assets and Liabilities The following table shows the different categories of financial assets and liabilities, comparing the values recorded in the accounts at the close of each accounting period to their respective fair values CATEGORIES OF FINANCIAL ASSETS AND LIABILITIES 12/31/2011 in Th.CLP$ At fair value Note with change in income - negotiable Hedge derivatives Loans and accounts receivable Other financial liabilities Currency or Adjustment Unit Total at accounting value Total at fair value - - 23,064,067 - CLP/USD/PEN 23,064,067 23,064,067 Assets Cash and cash equivalents 5 Other financial assets 6 Debtors for financial leasing Derivatives Other 4,824,425 - UF 4,824,425 4,714,429 - - - USD 4,509,615 4,509,615 - - 1,873,733 - CLP 1,873,733 1,873,733 251,229,640 Commercial debtors and others 8 - - 251,229,640 - CLP/USD/PEN 251,229,640 9 - - 722,752 - CLP 722,752 722,752 286,224,232 286,114,236 312,409,700 312,172,486 10,831,165 4,509,615 281,714,617 Liabilities Other financial liabilities 15 Interest accruing loans Report 2011 - Accounts receivable from related entities Total assets 158 4,509,615 - Creditors for financial leasing Derivatives Commercial accounts payable and other Total liabilities 16 - - 312,409,700 - - - 9,884,049 9,884,049 15,799,808 33,994,498 - - 49,794,306 49,794,306 - - - 326,224,772 326,224,772 326,224,772 15,799,808 33,994,498 648,518,521 698,312,827 699,022,729 CATEGORIES OF FINANCIAL ASSETS AND LIABILITIES 12/31/2010 in Th.CLP$ At fair value Note with change in income - negotiable Assets Hedge derivatives Loans and accounts receivable Other financial liabilities Currency or Adjustment Unit Total at accounting value Total at fair value CLP/USD/PEN 75,272,215 75,272,215 - UF 5,134,028 5,797,623 - negotiable Cash and cash equivalents 5 Other financial assets 6 - Debtors for financial leasing Derivatives 8,139 8 Accounts receivable from related entities 9 Total assets 75,272,215 - 5,134,028 - - - USD 8,139 8,139 - 1,786,148 - CLP 1,786,148 1,786,148 - - 236,011,842 - CLP/USD/PEN 236,011,842 236,011,842 - - 469,192 - CLP Other Commercial debtors and others - 8,139 318,673,425 469,192 469,196 318,681,564 319,345,163 159 Liabilities 15 Interest accruing loans - - - 282,814,590 282,814,590 279,076,263 Creditors for financial leasing - - - 10,975,916 10,975,916 12,437,442 14,116,323 56,994,899 - - 71,111,222 71,111,222 - - - 319,275,469 319,275,469 319,275,469 14,116,323 56,994,899 613,065,975 684,177,197 681,900,396 Derivatives Commercial accounts payable and other Total liabilities 16 Report 2011 Other financial liabilities 5. CASH AND CASH EQUIVALENTS Cash and cash equivalents is composed of the following: 12/31/2011 Th.CLP$ Residual cash 12/31/2010 Th.CLP$ 72,757 440,447 Bank account balances 6,423,113 4,723,985 Short-term deposits 8,419,033 65,236,149 Central bank placements 7,752,676 4,870,306 396,488 1,328 23,064,067 75,272,215 CLP 21,245,742 73,377,594 USD 1,023,299 1,045,108 Other cash and cash equivalents Total Total by Currency PEN 785,715 836,143 EUR 9,311 13,370 Total 23,064,067 75,272,215 Report 2011 160 Short-term deposits originally valid for less than three months are registered at their amortized cost. The breakdown as of December 31, 2011 and 2010, is as follows: Institution Currency Date placement Date expiry Days Value Th.CLP$ Days accrued Interest accrued Th.CLP$ Total 12/31/2011 Th.CLP$ Banco BBVA CLP 12/27/11 01/09/12 13 2,000,000 4 1,307 2,001,307 Banco Corpbanca CLP 12/27/11 01/03/12 7 2,000,000 4 1,200 2,001,200 Banco HSBA CLP 12/30/11 01/06/12 7 2,334,000 1 366 2,334,366 Banco Santander CLP 12/30/11 01/06/12 7 1,438,000 1 220 1,438,220 Banco Santander CLP 12/03/11 01/02/12 30 52,759 28 212 52,971 Banco de Credito del Perú (BCP) PEN 12/27/11 01/03/12 7 75,375 4 33 75,408 Interbank PEN 12/27/11 01/03/12 7 38,655 4 16 38,671 Banco de Credito del Perú (BCP) PEN 12/29/11 01/03/12 5 38,654 2 8 38,662 Banco de Credito del Perú (BCP) PEN 12/29/11 01/05/12 7 342,088 2 75 342,163 Banco de Credito del Perú (BCP) PEN 12/30/11 01/09/12 10 96,055 1 Total 8,415,586 10 96,065 3,447 8,419,033 Currency Date placement Date expiry Days Value Th.CLP$ Days accrued Interest accrued Th.CLP$ Total 12/31/2010 Th.CLP$ Banco de Chile CLP 11/18/10 01/11/11 54 3,180,000 43 13,674 3,193,674 Banco de Chile CLP 12/06/10 02/01/11 57 4,479,103 25 11,571 4,490,674 Banco de Crédito Inversiones CLP 12/15/10 02/21/11 68 2,400,000 16 4,224 2,404,224 Banco de Crédito Inversiones CLP 12/27/10 03/01/11 64 2,420,605 4 1,130 2,421,735 Banco de Crédito Inversiones CLP 12/27/10 03/01/11 64 2,000,000 4 933 2,000,933 Banco de Crédito Inversiones CLP 12/28/10 03/24/11 86 4,216,856 3 1,560 4,218,416 Banco de Crédito Inversiones CLP 12/28/10 03/28/11 90 4,200,000 3 1,554 4,201,554 Banco Santander CLP 12/01/10 01/24/11 54 2,000,000 30 6,200 2,006,200 Banco Santander CLP 12/14/10 02/15/11 63 4,300,000 17 8,041 4,308,041 Banco Santander CLP 12/28/10 03/28/11 90 3,333,000 3 1,200 3,334,200 Banco Santander CLP 12/30/10 01/29/11 30 50,000 1 574 50,574 Banco Security CLP 12/09/10 01/24/11 46 1,876,000 22 4,265 1,880,265 Banco Security CLP 12/10/10 02/08/11 60 3,500,000 21 8,085 3,508,085 Banco Security CLP 12/27/10 03/08/11 71 4,000,000 4 1,813 4,001,813 Corpbanca CLP 11/16/10 01/04/11 49 2,567,651 45 11,940 2,579,591 Corpbanca CLP 11/24/10 01/18/11 55 2,265,000 37 8,381 2,273,381 Corpbanca CLP 12/02/10 01/25/11 54 2,000,153 29 5,800 2,005,953 Corpbanca CLP 12/15/10 02/24/11 71 3,000,000 16 5,600 3,005,600 Corpbanca CLP 12/17/10 02/22/11 67 2,240,172 14 3,554 2,243,726 Corpbanca CLP 12/27/10 03/21/11 84 4,000,000 4 1,867 4,001,867 Scotiabank CLP 11/29/10 01/20/11 52 2,300,529 32 7,362 2,307,891 Scotiabank CLP 12/27/10 03/15/11 78 4,000,000 4 1,813 4,001,813 Banco de Credito del Perú (BCP) PEN 12/20/10 01/05/11 16 78,128 11 59 78,187 Banco de Credito del Perú (BCP) PEN 12/22/10 01/11/11 20 20,015 9 12 20,027 Banco de Credito del Perú (BCP) PEN 12/23/10 01/04/11 12 100,074 8 54 100,128 Banco de Credito del Perú (BCP) PEN 12/23/10 01/11/11 19 84,396 8 46 84,442 Banco de Credito del Perú (BCP) PEN 12/27/10 01/04/11 8 33,358 4 10 33,368 Banco de Credito del Perú (BCP) PEN 12/28/10 01/07/11 10 130,096 3 27 130,123 Banco de Credito del Perú (BCP) PEN 12/29/10 01/12/11 14 40,030 2 5 40,035 Banco de Credito del Perú (BCP) PEN 12/30/10 01/14/11 15 30,022 1 2 30,024 Banco de Credito del Perú (BCP) PEN 12/30/10 01/03/11 4 25,019 1 2 25,021 Interbank PEN 12/28/10 01/12/11 15 22,350 3 5 22,355 Scotiabank PEN 12/23/10 01/07/11 15 31,690 8 15 31,705 Scotiabank PEN 12/27/10 01/11/11 15 16,679 4 5 16,684 Scotiabank PEN 12/28/10 01/11/11 14 46,201 3 8 46,209 Scotiabank PEN 12/29/10 01/07/11 9 58,377 2 8 58,385 Scotiabank PEN 12/30/10 01/07/11 8 42,698 1 3 42,701 Scotiabank USD 12/28/10 01/07/11 10 36,543 2 Total 65,124,745 2 36,545 111,404 65,236,149 161 Report 2011 Institution Financial placements in Central Bank instruments correspond to financial placements with rights receivable for commitments to the sale of financial instruments on the balance sheets, recorded at their amortized cost. The breakdown is as follows: On 12/31/2011 Code Dates Counterpart Currency Origin Subscribed value Th.CLP$ Rate Period Final value Th.CLP$ Identification of Instrument Value Accounting Th.CLP$ 01/03/2012 Scotia C. de Bolsa CLP 1,800,000 0,45% 1,801,548 PACTO 1,800,774 01/03/2012 Scotiabank CLP 1,700,000 0,42% 1,701,428 PACTO 1,700,714 12/28/2011 01/03/2012 Banco de Chile CLP 1,624,000 0,41% 1,625,332 PACTO 1,624,666 12/28/2011 01/03/2012 Banco de Chile CLP 1,194,000 0,34% 1,194,816 PACTO 1,194,326 12/30/2011 01/04/2011 Banco de Chile CLP 1,432,000 0,34% 1,432,979 PACTO 1,432,196 Start End CRV 12/28/2011 CRV 12/28/2011 CRV CRV CRV Total 7,750,000 7,756,103 7,752,676 On 12/31/2010 Code 162 Dates Counterpart Currency Origin Subscribed value Th.CLP$ Rate Period Final value Th.CLP$ Identification of Instrument Value Accounting Th.CLP$ 01/03/2011 Banco BBVA CLP 3,400.000 0,29% 3,400,306 PACTO 3,400,306 01/05/2011 Bancoestado S.A. Corredores de Bolsa CLP 734,000 0,04% 734,306 PACTO 734,000 01/05/2011 Bancoestado S.A. Corredores de Bolsa CLP 736,000 0,04% 736,319 PACTO Start End CRV 12/30/2010 CRV 12/30/2010 CRV 12/30/2010 Report 2011 Total 4,870,000 4,870,931 736,000 4,870,306 In line with working capital policies, the maturity date of all deposits in financial markets does not exceed 90 days and they have been contracted from reputable banks and financial institutions with a high rating, primarily based in Chile. 6. OTHER FINANCIAL ASSETS The breakdown of this item as of December 31, 2011 and 2010, is as follows: Other financial assets 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 4,509,615 8,139 Current Non-hedge derivatives Debtors for financial leasing Current subtotal 897,605 862,659 5,407,220 870,798 3,926,820 4,271,369 Non current Debtors for financial leasing Term deposits 1,873,733 1,786,148 Noncurrent subtotal 5,800,553 6,057,517 11,207,773 6,928,315 Total other financial liabilities The derivatives category applies to all contracts with positive balances for the Group companies. Those representing credits of balances against the Group, as well as the notional values of contracts, are included under Other Financial Liabilities (Note 15). Debtors for Financial Leasing reflects balances related to the current contract with Telmex S.A. and corresponds to capital installments to be received in more than one year’s time for the long term lease of telecommunications infrastructure. The contract comprises 19 equal annual payments of UF 40,262.12 each, the last of which is due on January 10, 2017, and a final installment (the purchase option) of UF 30,196.59 due on January 10, 2018. This value is shown net of non-accrued interest determined on the basis of the interest rate included in the contract, equivalent to an annual rate of 8.7%. The expiry profile of this contract is as follows: Minimum leasing payments Less than one year Between one and five years More than five years Total 12/31/2011 12/31/2010 Gross Interest Present value Gross Interest Present value 897,605 - 897,605 862,659 - 862,659 4,301,024 ( 1,028,674 ) 3,272,350 4,164,971 ( 1,113,993 ) 3,050,978 860,205 ( 205,735 ) 654,470 1,665,988 ( 445,597 ) 1,220,391 6,058,834 ( 1,234,409 ) 4,824,425 6,693,618 ( 1,559,590 ) 5,134,028 163 Report 2011 7. OTHER NON-FINANCIAL ASSETS This item principally corresponds to prepaid expenses, detailed in the table below. Other non-financial assets Current Non current 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 9,910,532 9,196,422 1,844,952 2,031,806 484,867 759,537 926,686 1,425,177 Insurance 1,921,027 563,591 - - Marketing 1,045,807 370,603 1,836,256 - Other services 3,240,495 1,573,851 66,182 397,094 151,669 500,318 35,337 72,422 - 180,703 9,265 9,279 16,754,397 13,145,025 4,718,678 3,935,778 Prepaid Expenses Leasing, land, property Leasing, capacity Deferred costs for customer installations Other Total 8. COMMERCIAL DEBTORS AND OTHER ACCOUNTS RECEIVABLE The breakdown of these balances is as follows: 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 246,720,094 230,816,266 Accounts receivable for personnel, net, current 1,156.766 1,146,455 Other accounts receivable, net, current 3,352,780 4,049,121 Accounts receivable for personnel, net, noncurrent 3,987,177 918,670 Commercial debtors and other accounts receivable, net Commercial debtors, net, current Other accounts receivable, net, noncurrent 1,337,057 1,888,719 256,553,874 238,819,231 319,406,050 296,686,885 Accounts receivable for personnel, gross, current 1,156,766 1,146,455 Other accounts receivable, gross, current 3,417,428 4,113,769 Accounts receivable for personnel, gross, noncurrent 3,987,177 918,670 Other accounts receivable, gross, noncurrent 1,337,057 1,888,719 329,304,478 304,754,498 Total Commercial debtors and other accounts receivable, gross Commercial debtors, gross, current Report 2011 164 Total These balances include values with an expiry date greater than one year (noncurrent), the net value of which corresponds to Th.CLP $5,324,234 and Th.CLP $2,807,389 for each period, included under Rights Receivable for Noncurrent Assets. The breakdown of commercial debtors for current and expired debts, including impairment, is as follows: 12/31/2011 Debt Gross Th.CLP$ Not expired Not expired - Renegotiated Impairment Th.CLP$ 198,251,370 Debt Net Th.CLP$ Hedge Risk 198,251,370 2,599,116 1,059,449 1,539,667 40.8% Less then three months 50,271,213 9,643,286 40,627,927 19.2% Between three and six months 13,976,949 10,344,959 3,631,990 74.0% Between six and twelve months 24,251,785 22,128,098 2,123,687 91.2% Expired Over twelve months 30,055,617 29,510,164 545,453 98.2% Subtotal expired 118,555,564 71,626,507 46,929,057 60.4% Total commercial debtors 319,406,050 72,685,956 246,720,094 22.8% Debt Gross Th.CLP$ Impairment Th.CLP$ Debt Net Th.CLP$ Hedge Risk 12/31/2010 Not expired - Renegotiated 202,094,959 202,094,959 5,003,363 5,003,363 Expired Less then three months 30,928,459 10,587,004 20,341,455 34.2% Between three and six months 8,745,345 6,726,235 2,019,110 76.9% Between six and twelve months 16,922,204 15,705,288 1,216,916 92.8% Over twelve months 32,992,555 32,852,092 140,463 99.6% 89,588,563 65,870,619 23,717,944 73.5% 296,686,885 65,870,619 230,816,266 22.2% Subtotal expired Total commercial debtors 165 Report 2011 Not expired Variation in impairment provision. Correction account for credit losses 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ Initial balance 65,935,267 63,406,868 Increase for impairment recorded under income 31,630,145 24,670,091 (25,078,979) (22,141,692) 264,171 - 72,750,604 65,935,267 Decrease in impaired financial assets Increase (decrease) in foreign currency translation Total The value of services provided but not invoiced is included under Commercial Debtors for Th.CLP $73,677,483 and Th.CLP $75,513,057 for the periods in question. Guarantees. Real guarantees are requested or credit insurance is contracted for customers or segments where there is a high risk of having to write off debt. At present, in the case of intermediaries for electronic charges of mobile service usage rights (indirect channel), these risks are mitigated using guarantee letters and credit insurance contracts with accredited insurance companies. Report 2011 166 Compliance Incentive (Improving Credit) – In the Corporate & SME segments, customers’ motivation to meet payment terms is influenced by whether they will appear on public or private registers for poor payment practices (DICOM, Transunion – formerly Databusiness, and SIISA). Additionally, for all segments (People and Corporate & SME), differentiated service cut-offs are made, and telephone and in-person collection activities are undertaken before the company prohibits renewal of the contract. 9. ACCOUNTS RECEIVABLE WITH RELATED ENTITIES The transactions and balances with persons and legal entities related to the aforementioned controlling companies, together with benefits received by directors and key members of the Entel Group are detailed below. a) Accounts receivable Company Country of origin Nature of relationship Currency Current 12/31/2011 12/31/2010 Th.CLP$ Th.CLP$ 21,561 6,420 78.549.280-3 Envases Roble Alto S.A. Chile Shared director CLP 79.818.600-0 CMPC Papeles S.A. Chile Shared director CLP - 88 79.943.600-0 Propa S.A. Chile Shared director CLP 3,175 2,003 84.552.500-5 Portuaria CMPC S.A. Chile Shared director CLP 4,597 3,914 86.359.300-K Sociedad Recuperadora de Papel S.A. Chile Shared director CLP 9,175 4,633 86.457.100-K Sociedad Estacionamientos Américo Vespucio Ltda Chile Shared director CLP 51 - 88.566.900-K Empresa Distribuidora de Papeles y Cartones S.A. Chile Shared director CLP 2,911 1,618 89.201.400-0 Envases Impresos S.A. Chile Shared director CLP 3,965 4,243 89.696.400-3 Empresa de Residuos Resiter S.A. Chile Shared director CLP 9,257 80 90.940.000-7 Inmobiliaria e Inversiones Varco S.A. Chile Shared director CLP 59 - 91.440.000-7 Forestal Mininco S.A. Chile Shared director CLP 100,811 79,395 91.656.000-1 Industrias Forestales S.A. Chile Shared director CLP 10,669 7,805 92.177.000-6 Le Grand Chic S.A. Chile Shared director CLP 1,340 90 93.658.000-9 Chilena de Moldeados S.A. Chile Shared director CLP 1,159 825 95.304.000-K CMPC Maderas S.A. Chile Shared director CLP 63,578 71,520 96.500.110-7 Forestal y Agrícola Monte Aguila S.A. Chile Shared director CLP - 1,090 96.529.310-8 CMPC Tissue S.A. Chile Shared director CLP 40,467 32,121 96.532.330-9 CMPC Celulosa S.A. Chile Shared director CLP 71,294 59,833 96.656.410-5 BICE Vida Compañía de Seguros S.A. Chile Shared director CLP 7,867 4,606 96.757.710-3 CMPC Productos de Papel S.A. Chile Shared director CLP 107 240 96.768.750-2 Servicios Compartidos CMPC S.A. Chile Shared director CLP 259,033 156,019 96.778.980-1 Soc. Administradora Plaza Central S.A. Chile Shared director CLP 2,880 286 96.853.150-6 Papeles Cordillera S.A. Chile Shared director CLP 10,047 4,863 96.889.540-0 Dorin Ltda. Chile Shared director CLP 599 - 97.080.000-K Banco BICE Chile Shared director CLP 46,268 20,497 96.731.890-6 Cartulinas CMPC S.A. Chile Shared director CLP 50,911 7,003 99.513.410-1 SMB Factoring S.A. Chile Shared director CLP 19 - 99.544.240-K Inmobiliaria Suecia S.A. Chile Shared director CLP 10 - 99.563.840-1 Las Garzas S.A. Chile Shared director CLP Total 942 - 722,752 469,192 167 Report 2011 Tax ID b) Transactions Companies for which transactions have been made with Chile as country of origin. Tax ID Report 2011 168 Company Nature of relationship Description of transaction 12/31/2011 31/12/2010 Value Th.CLP$ Effect on income (charge/credit) Value Th.CLP$ Effect on income (charge/credit) 78.549.280-3 Envases Roble Alto S.A. Shared director Services provided 52,101 52,101 47,220 47,220 79.818.600-0 CMPC Papeles S.A. Shared director Services provided 892 892 1,093 1,093 79.943.600-0 PROPA S.A. Shared director Services provided 19,410 19,410 30,165 30,165 84.552.500-5 Portuaria CMPC S.A. Shared director Services provided 20,808 20,808 23,021 23,021 86.359.300-K SOREPA S.A. Shared director Services provided 54,281 54,281 62,893 62,893 88.566.900-K EDIPAC S.A. Shared director Services provided 17,601 17,601 20,309 20,309 89.201.400-0 Envases Impresos S.A. Shared director Services provided 34,076 34,076 40,151 40,151 89.696.400-3 Empresa de Residuos Resiter S.A. Shared director Services provided 100,461 100,461 106,298 106,298 91.440.000-7 Forestal Mininco S.A. Shared director Services provided 229,372 229,372 245,472 245,472 91.656.000-1 Industrias Forestales S.A. Shared director Services provided 16,764 16,764 26,805 26,805 92.177.000-6 Le Grand Chic S.A. Shared director Services provided 16,605 16,605 17,821 17,821 93.658.000-9 Chilena de Moldeados S.A. Chimolsa Shared director Services provided 9,115 9,115 13,469 13,469 95.304.000-K CMPC Maderas S.A. Shared director Services provided 213,342 213,342 251,376 251,376 96.529.310-8 CMPC Tissue S.A. Shared director Services provided 222,790 222,790 302,640 302,640 96.532.330-9 CMPC Celulosa S.A. Shared director Services provided 294,478 294,478 341,315 341,315 96.656.410-5 BICE Vida Compañia de Seguros Shared director Services provided 38,419 38,419 86,581 86,581 96.731.890-6 Cartulinas CMPC S.A. Shared director Services provided 118,496 118,496 130,772 130,772 96.757.710-3 CMPC Productos de Papel S.A. Shared director Services provided 3,041 3,041 3,393 3,393 96.768.750-2 Servicios Compartidos CMPC S.A. Shared director Services provided 1,098,524 1,098,524 1,017,998 1,017,998 96.778.980-1 Soc. Administradora Plaza Central S.A. Shared director Services provided 8,795 8,795 9,184 9,184 96.853.150-6 Papeles Cordillera S.A. Shared director Services provided 44,395 44,395 55,341 55,341 96.889.540-0 Dorin Ltda. Shared director Services provided 5,894 5,894 4,706 4,706 97.080.000-K Banco Bice Shared director Services provided 188,218 188,218 198,644 198,644 97.080.000-K Banco Bice Shared director Services received - - 72,495 ( 72,495 ) 99.513.410-1 SMB Factoring S.A. Shared director Services received 201 (201) 226 ( 226 ) 99.563.840-1 Las Garzas S.A. Shared director Services received 6,644 ( 6,644 ) 2,806 ( 2,806 ) c) Remuneration and Benefits Received by Directors and Group Executives: The parent company is managed by a board of directors of nine members whose remunerations for 2011 and 2010 were Th.CLP $400,759 and Th.CLP $362,982, respectively. For the same period, remuneration of key members was Th.CLP $7,297,889 and Th.CLP $6,339,410, respectively. The periods account for 23 and 37 executives, respectively. 10. INVENTORY Inventory is primarily composed of mobile telephone handsets and their accessories. These are valued according to the accounting criteria described in note 3d. The breakdown is as follows: 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ Merchandise 308,000 744,920 Work in progress 583,440 206,145 62,166,064 35,831,167 Equipment and accessories for mobile telephone services Other Inventory Total 34,296 16,964 63,091,800 36,799,196 At the close of each period there were no duties on any of the items that make up the stock. During the periods covered by these financial statements, allocations were made to income for the cost of sales or the consumption of materials for Th.CLP $101,624,554 and Th.CLP $73,643,311, respectively. During the course of these periods, there have been no allocations against stock for adjustments to sale value. 11. INTANGIBLE ASSETS 169 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ Total intangible assets, net 31,118,433 32,665,098 Intangible assets with finite life, Net 31,118,433 32,665,098 Identifiable intangible assets, net 31,118,433 32,665,098 Patents trademarks and other rights, net 13,141,890 9,837,016 Other identifiable intangible assets, net 17,976,543 22,828,082 Total intangible assets, gross 60,546,713 57,825,211 Identifiable intangible assets, gross 60,546,713 57,825,211 Patents trademarks and other rights, gross 39,148,124 31,809,365 Other identifiable intangible assets, gross 21,398,589 26,015,846 ( 29,428,280 ) ( 25,160,113 ) Cumulative amortization and impairment, identifiable intangible assets (29,428,280) ( 25,160,113 ) Cumulative amortization and impairment, patents trademarks and other rights (26,006,234) ( 21,972,349 ) (3,422,046) ( 3,187,764 ) Total cumulative amortization and impairment, intangible assets Cumulative amortization and impairment, other identifiable intangible assets Cumulative losses for impairment included in the above table mainly affect assets for usage rights for fiber optic cable capacities. For this item, cumulative losses were Th.CLP $2,507,281 as of December 31, 2011. These losses originated in previous years and were a product of adjustments to the recoverable value of these assets affected by a decrease in market demand. No fully-amortized intangible assets are kept in use. Report 2011 Assets represented by licenses, easements, and others items, detailed in the following tables: 11. INTANGIBLE ASSETS (Continued) There are no intangible assets with a restriction on ownership and for which full or partial guarantees have been made. As of December 31, 2011 there are no commitments for acquisitions of intangible assets. Changes in the values of intangible assets for 2011 and 2010 are as follows: Changes 2011 Patents trademarks and other rights, net Other identifiable intangible assets, net Total Identifiable intangible assets, Net Initial balance 9,837,016 22,828,082 32,665,098 Additions Amortization Increase (decrease) in foreign currency translation Other increases (decreases) 2,057,201 (4,272,324) - 647,140 647,140 6,428,576 (6,407,258) 21,318 13,141,890 17,976,543 31,118,433 Changes 2010 Patents trademarks and other rights, net Other identifiable intangible assets, net Total Identifiable intangible assets, Net Initial balance 6,692,984 12,294,339 18,987,323 Additions 5,640,390 252,721 5,893,111 989,158 11,873,271 12,862,429 Amortization ( 2,192,351 ) ( 875,186 ) ( 3,067,537 ) Loss for impairment recorded on income statement ( 1,218,000 ) ( 507,390 ) ( 1,725,390 ) Increase (decrease) in foreign currency translation Report 2011 1,919,527 (1,010,948) Final balance Acquisitions through business mergers 170 137,674 (3,261,376) Other increases (decreases) Final balance - ( 193,193 ) ( 193,193 ) ( 75,165 ) ( 16,480 ) ( 91,645 ) 9,837,016 22,828,082 32,665,098 Losses allocated against costs for the 2010 financial year for the impairment of intangible assets refer to adjustments to book values that have their origins in lower market prices and insufficient recovery flows with respect to certain usage rights for fiber optic cables (Th.CLP $1,218,000) and operating licenses (Th. CLP $507,390). For these purposes, the current market values and/or recovery values have been taken into account in line with the expected generation of flows. Impairment has not been allocated against income for the current year. Intangible assets are amortized in accordance with the following time scales: Assets Min rate or life (years) Max rate or life (years) 4 20 Patents trademarks and other rights IT Programs 4 4 Other identifiable intangible assets 10 10 Usage rights for fiber optic cables 15 15 12. GOODWILL Changes to balances for goodwill are as follows: Entel PCS Telecomunicaciones S.A. Segment Initial balance 01/01/2011 Th.CLP$ Additions Final balance 12/31/2011 Th.CLP$ Mobile Network 43,384,200 - 43,384,200 2,402,281 Cientec Computación S.A. Wireline network 2,402,281 - Will S.A. Wireline network 156 - 156 Transam Comunicación S.A. Wireline network 34,837 73,809 108,646 45,821,474 - 45,895,283 Segment Initial balance 01/01/2010 Th.CLP$ Other Increases Final balance 12/31/2010 Th.CLP$ Mobile Network 43,384,200 - 43,384,200 Wireline network 2,402,281 - 2,402,281 Final balance, net Company Entel PCS Telecomunicaciones S.A. Cientec Computación S.A. Will S.A. Wireline network - 156 156 Transam Comunicación S.A. Wireline network - 34,837 34,837 45,786,481 34,993 45,821,474 Final balance, net Goodwill balances are subject to testing for impairment at the close of each accounting period, although no such signs have been observed since the date on which they were acquired. 171 Report 2011 Company 13. PROPERTY, PLANT AND EQUIPMENT The breakdown of the gross values, depreciation, and net values of the items which made up this category at each close of period are as follows: 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 1,056,555,054 978,457,143 184,179,818 89,515,774 9,110,466 9,222,010 95,373,297 101,723,566 735,495,111 736,360,830 15,862,972 22,618,177 6,241,078 7,872,004 281,591 375,868 Improvements to leased assets, net 3,629,586 5,222,790 Other property, plant and equipment, net 6,381,135 5,546,124 2,723,582,450 2,585,265,799 184,179,818 89,515,774 Total property, plant and equipment, net Current construction, net Land, net Property, net Plant and equipment, net IT equipment, net Fixed installations and accessories, net Motor vehicles, net Total property, plant and equipment, gross Current construction, gross Land, gross 172 Property, gross Plant and equipment, gross Report 2011 IT equipment, gross Fixed installations and accessories, gross Motor vehicles, gross Improvements to leased assets, gross Other property, plant and equipment, gross Total cumulative depreciation and impairment, property, plant and equipment Cumulative depreciation and impairment, property Cumulative depreciation and impairment, plant and equipment Cumulative depreciation and impairment, IT equipment 9,110,466 9,222,010 209,991,460 211,767,053 2,072,673,714 2,018,914,771 78,358,535 87,737,647 133,543,606 133,751,057 837,744 1,044,590 16,181,942 15,950,435 18,705,165 17,362,462 ( 1,667,027,396 ) ( 1,606,808,656 ) (114,618,163) ( 110,043,487 ) (1,337,178,603) ( 1,282,553,941 ) (62,495,563) ( 65,119,470 ) (127,302,528) ( 125,879,053 ) (556,153) ( 668,722 ) Cumulative depreciation and impairment, improvements to leased assets (12,552,356) ( 10,727,645 ) Cumulative depreciation and impairment, other (12,324,030) ( 11,816,338 ) Cumulative depreciation and impairment, fixed installations and accessories Cumulative depreciation and impairment, motor vehicles Transactions in 2011 for property, plant and equipment items are as follows: Initial balance Transactions Additions Current Construction Land Property, net Plant and equipment, net IT equipment, net Fixed installations and accessories, net Motor vehicles, net Improvements to leased assets, net Other property, plant and equipment, net Property, plant and equipment, net 89,515,774 9,222,010 101,723,566 736,360,830 22,618,177 7,872,004 375,868 5,222.790 5,546,124 978,457,143 126,818,750 - 308,641 231,668,740 2,923,206 378,404 19,985 6,744 1,687,725 363,812,195 Removals - - - ( 13,900,090) ( 85) - (95,291) - ( 4,572) ( 14,000,038) Depreciation Costs - - ( 5,449,281) (244,803,492) ( 9,866,679) (1,776,949) (126,356) (2,293,898) (1,209,695) (265,526,350) Loss for impairment recorded on income statement - - - ( 6,416,111) ( 624) - - - - ( 6,416,735) Increase (decrease) in foreign currency exchange - 60,831 80,012 730,922 40,603 102,951 730 - (453,761) 562,288 Other increases (decreases) Transactions, total Final balance (32,154,706) (172,375) (1,289,641) 31,854,312 148,374 (335,332) 106,655 693,950 815,314 ( 333,449) 94,664,044 (111,544) (6,350,269) ( 865,719) (6,755,205) (1,630,926) (94,277) (1,593,204) 835,011 - Transactions, total 9,110,466 95,373,297 735,495,111 15,862,972 6,241,078 281,591 3,629,586 6,381,135 1,056,555,054 Property, net Plant and equipment, net IT equipment, net Fixed installations and accessories, net Motor vehicles, net Improvements to leased assets, net Other property, plant and equipment, net Property, plant and equipment, net Transactions in 2010 for property, plant and equipment items are as follows: Additions Acquisitions through business mergers Removals 67,580,935 9,284,444 105,869,420 708,618,878 21,927,706 9,583,832 354,936 4,100,303 4,772,011 932,092,465 72,173,877 - - 211,597,341 10,119,389 186,304 137,855 1,914,771 1,440,910 297,570,447 509,238 - - 77,509 - - - - 484,921 1,071,668 (155,948) - - ( 8,340,035) ( 17,404) - (6,667) - ( 22,429) (8,542,483) Depreciation Costs - - ( 5,619,161) (206,671,025) (10,416,188) (4,369,121) (123,396) (1,895,019) (1,038,025) (230,131,935) Loss for impairment recorded on income statement - - - (3,072,736) ( 2,956) - - - 112,450 (2,963,242) Increase (decrease) in foreign currency exchange - (20,353) ( 26,924) (180,821) ( 6,635) (26,493) 523 - ( 77,689) (338,392) (50,592,328) (42,081) 1,500,231 34,331,719 1,014,265 2,497,482 12,617 1,102,735 (126,025) (10,301,385) 21,934,839 (62,434) (4,145,854) 27,741,952 690,471 (1,711,828) 20,932 1,122,487 774,113 - 89,515,774 9,222,010 101,723,566 736,360,830 22,618,177 7,872,004 375,868 5,222,790 5,546,124 978,457,143 Other increases (decreases) Transactions, total Final balance Land 173 Report 2011 Initial balance Transactions Current Construction During 2011 and 2010, no interest to be charged for work in progress and associated materials has been generated, in line with the policy described in note 3f. The net balances for property, plant and equipment acquired by financial leasing are set out below. Property under financial leasing, net 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 14,903,504 15,531,560 31,846 534,973 14,935,350 16,066,533 IT equipment under financial leasing, net Total property, plant and equipment under financial leasing, net Leased real estate is represented by real estate lease contracts for the real estate covering the main Group offices. The terms of lease agreements for leased assets are as follows: Edificio Pacífico (Floors 9, 10, 12, 13, 14) Stores Edificio Costanera (Floor 15) 174 Edificio Costanera (Floors 12–14) Start date End date May 1995 April 2015 February 1998 February 2018 September 1998 August 2018 December 1998 November 2018 Report 2011 The Group companies have procedures designed to detect possible impairment in the value of their property, plant and equipment assets. Policies for determining impairment in the value of property, plant and equipment are based on a continuous analysis of impairment indexes. Where these are positive, the recovery values of the affected assets are estimated. The business makes use of asset control systems with varying degrees of component detail and integration with service technology platforms. The values allocated as losses for this category throughout 2011 and 2010 originate from the removal of customer equipment with a very low probability of reuse or of transfer, items damaged by the earthquake in February 2010, equipment whose remaining useful life is greater than the estimated periods of financial usage, and equipment affected by technological change or decreases in recoverable value owing to decreases in the prices of certain services. Impairment in the value of property, plant and equipment that has affected income is as follows: Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Losses from deterioration, property, plant and equipment 6,416,735 2,963,242 Total losses from deterioration 6,416,735 2,963,242 Components affected by impairment are detailed below: Cumulative Asset description Customer installations Assets in warehouse 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ 973,000 1,226,446 5,019,000 1,025,840 Equipment 104,601 2,956 Network components 320,134 708,000 6,416,735 2,963,242 Total Average depreciations applied are as follows: Assets Property Min rate or life (years) Max rate or life (years) 20 50 10 20 3 7 Plant and equipment Subscriber equipment IT equipment 3 4 Fixed installations and accessories 3 10 Motor vehicles 3 7 Improvements to leased assets 5 5 Other property, plant and equipment 5 10 In terms of assets that have reached the end of their useful accounting life, recovery or final return values for transfer have not been calculated as it is difficult to predict the additional period of economic efficiency, primarily since technological risk has risen with their age. There are no assets with restrictions on ownership, except for those normal for assets under financial leasing, nor have full or partial guarantees been made on these. Commitments for the acquisition of property, plant and equipment as of December 31, 2011 and 2010, including purchase orders with suppliers and contracts for civil engineering works, were Th.CLP $20,792,266 and Th.CLP $30,709,321, respectively. Within this category there are no elements of significant value that are out of service. The gross value of inactive materials that, while being fully depreciated are still to some extent in use, is Th.CLP $556,077,830. In general, these correspond to assets with high technological obsolescence, whose withdrawal or replacement becomes economically feasible upon termination of the services for which they are being used, increases in failure rates, the withdrawal of technological support from the manufacturer, or other circumstances. Valuations at use value have not been undertaken for these assets due to the uncertainty surrounding the remaining periods of use. At the end of 2009, the Telecommunications Development Fund, administered by the Ministry of Transport and Telecommunications, awarded the Digital Infrastructure Project for Competitiveness and Innovation to Entel, which will see mobile Internet delivered to 1,400 areas throughout Chile. In the context of this project, at the close of the 2011 financial year, work had been carried out to the value of Th.CLP $63,582,694. In line with the agreement signed with the state, subsidies of Th.CLP $20,414,280 had been received. Of this value, Th.CLP $16,459,928 has been allocated as the lowest value of the works carried out and Th.CLP $3,920,940 has been retained as advance payments for work to be executed or currently being received. 175 Report 2011 External plant 14. INCOME TAX AND DEFERRED TAX a) General Information Income tax provisions by each Group company for income up to December 31, 2011 and 2010, are offset against the obligatory provisional monthly tax payments (PPM) made by these companies. The cumulative payments of these companies with credit balances are Th.CLP $596,566 and Th.CLP $11,884,354 as of December 2011 and 2010, respectively. These values are listed under current assets and categorized as tax assets. The total of negative balances was Th.CLP $7,951,010 and Th.CLP $201,105 at the end of each period and these are listed under current liabilities as tax liabilities. Positive balances for the Group companies in their Taxable Profits ledger as of December 31, 2011, are detailed below alongside the tax credits to be awarded to shareholders when the dividend is paid. Companies Empresa Nacional de Telecomuncaciones S.A. Entel Inversiones S.A. Profits (with credit) 20% Profits (with credit) 17% Profits (without credit) Value of credit 35,385,061 130,630,521 9,546,252 35,601,889 582,498 11,799,398 126,332 1,662,459 39,431 1,798,397 275,280 378,135 165,656,101 152,688,874 41,778,835 72,687,656 1,770,225 1,224,957 442,556 693,450 881,685 1,045,614 176,777 426,608 - 2,520,907 294 451,174 204,315,001 301,708,668 52,346,326 111,901,371 Entel Servicios Telefónicos S.A. Entel PCS Telecomunicaciones S.A. 176 Entel Comercial S.A. Satel Telecomunicaciones S. A. Report 2011 Transam S.A. Totals b) Deferred tax Deferred taxes established in line with the policy described in note 3k are detailed in the following table.: 12/31/2011 Item Depreciation property, plant and equipment Intangible amortizations Accumulations (or accruals) Provisions Impairment property, plant and equipment Impairment accounts receivable (unrecoverable) Adjustment of derivative contracts to market value Assets/liabilities at amortized cost 12/31/2010 Asset Th.CLP$ Liability Th.CLP$ Asset Th.CLP$ Liability Th.CLP$ 2,750,929 3,281,395 1,318,416 13,025,794 752,329 3,647,395 905,523 3,473,886 2,837,911 - 3,731,942 - 766,421 - 1,032,034 - 8,101,744 - 6,720,980 - 12,938,968 - 11,437,654 - 182,748 865,869 422,953 901,147 - 425,978 - 298,958 Deferred revenue 6,861,072 - 6,373,255 - Assets acquired under financial leasing 1,610,623 2,539,010 1,796,579 2,686,236 417,293 841,956 460,818 921,695 Assets sold under financial leasing Tax losses 989,424 - 1,283,008 - Other 4,657,135 106,686 4,370,005 37,902 Totals 42,866,597 11,708,289 39,853,167 21,345,618 c) Unrecognized Deferred Tax Assets For some subsidiaries, deferred tax assets associated with the application of tax losses that do not have a period of expiry have not been recorded. The unrecognized tax assets for this concept are Th.CLP $4,809,577 and Th.CLP $1,075,571, as of 31 December for each year. d) Expenditure (Revenue) for Income Tax by Current and Deferred Parts Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ 51,859,909 30,800,536 (679,713) 71,078 Current income tax expenditure Expenditure for current tax Adjustments to current tax from the previous period Other current tax expenditure Current tax expenditure, net, total 205,852 1,827,664 51,386,048 32,699,278 (11,682,825) (7,045,565) - (1,955,526) Deferred income tax expenditure Expenditure (revenue) for taxes related to changes in the tax structure or new taxes - 900,000 (1,143,367) - (12,826,192) (8,101,091) 38,559,856 24,598,187 Expenditure for reductions in the value of assets during the evaluation of their use Other expenditure (revenue) for deferred taxes Deferred tax expenditure (revenue), net, total Total expenditure (revenue) for income tax e) Expenditure (Revenue) for Income Tax by Foreign and National Parts, Net Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Current tax expenditure by foreign and national parts, net Current tax expenditure, net, foreign 323,159 (8,837) Current tax expenditure, net, national 51,062,889 32,708,115 Current tax expenditure, net, total 51,386,048 32,699,278 (255,997) (31,914) Deferred income tax expenditure by foreign and national parts, net Deferred tax expenditure, net, foreign Deferred tax expenditure, net, national (12,570,195) (8,069,177) Deferred tax expenditure, net, total (12,826,192) (8,101,091) 38,559,856 24,598,187 Total expenditure (revenue) for income tax 177 Report 2011 Deferred expenditure (revenue) for tax related to the creation and reversal of time differences f) Reconciliation of Income Tax As of December 31, 2011 and 2010, the expense reconciliation using the legal rate and the effective rate is as follows: Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ 43,892,380 33,586,797 (26,225) 842,118 2,144,983 577,228 Own capital currency correction (7,159,204) (4,113,299) Tax effects from subsidiary merger (1,143,367) (6,386,501) Cost of tax using legal rate Tax effect of rates in other jurisdictions Tax effect of permanent differences Adjustments/fluctuation of tax investments Report 2011 178 Non tax deductible expenditure - 1,904,134 Changes to tax structure for deferred taxes - (1,955,526) Evaluation of assets for recorded deferred tax - 900,000 Tax effect of excess tax paid in previous years (226,552) 31,980 Tax contribution calculated with applicable rate 1,674,936 (218,431) Other increases (decreases) in expenditure for legal taxes (597,095) (570,313) Adjustments to cost of tax using legal rate, total (5,332,524) (8,988,610) Cost of tax using effective rate 38,559,856 24,598,187 g) Reconciliation of Legal and Effective Tax Rates Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Legal tax rate 20.00% 17.00% Tax effect of rates in other jurisdictions -0.01% 0.53% 0.98% 0.29% Own capital currency correction -3.26% -2.08% Tax effects from subsidiary merger Effect on tax rate of Adjustments/fluctuation of tax investments -0.52% -3.23% Non tax deductible expenditure - 0.96% Changes to tax structure for deferred taxes - -0.99% Evaluation of assets for recorded deferred tax - 0.46% Tax effect of excess tax paid in previous years -0.10% 0.02% 0.76% -0.21% Tax contribution calculated with applicable rate Other increases (decreases) in expenditure for legal taxes -0.26% -0.30% Adjustments to the legal tax rate, total -2.42% -4.55% Effective tax rate 17.58% 12.45% 15. OTHER FINANCIAL LIABILITIES The breakdown of this category for each period is given in the following table. 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 987,193 433,723 Current Interest accruing loans Creditors for financial leasing Non-hedge derivatives Hedge derivatives Current subtotal 1,644,813 1,494,233 15,799,808 12,427,560 152,227 215,170 18,584,041 14,570,686 311,422,507 282,380,867 8,239,236 9,481,683 Noncurrent Interest accruing loans Creditors for financial leasing Non-hedge derivatives - 1,688,763 33,842,271 56,779,729 Noncurrent subtotal 353,504,014 350,331,042 Total other financial liabilities 372,088,055 364,901,728 Hedge derivatives _a) Loans Accruing Interest – As of December 31, 2011, the current values of the following bank loans were: 179 _Credit provided by Scotiabank & Trust (Cayman) Ltd. and The Bank of Tokyo-Mitsubishi UFJ, Ltd. Joint loan for USD $200,000,000, at Libor USD 90 day + 0.95% _b) Hedge Derivatives – Cash flow - This balance corresponds to the market value of derivative contracts classified as hedges against exchange and interest rate risks, Cross Currency Swap (CCS), with respect to the syndicated loan administered by Citibank N.A. These CCS contracts include the substitution of obligations for USD $173 million at a rate of Libor 90 day + 0.275% for UF 4,491,000, and obligations in Chilean pesos for Th.CLP $22,600,000, both rates fluctuating between 2.95% and 5.58%. _c) Derivatives at Fair Value with Change in Income – This item includes foreign exchange futures contracts (FR), with a purchase obligation of USD $411 million and EUR €3 million, in a total of Th.CLP $222,023,105. It also includes CCS contracts due to expire in June 2012, with a purchase obligation of USD $67 million, in UF 2,246,000. The interest rate for these CCS contracts is the Libor USD 90 day + 0.275% for components in dollars, with rates fluctuating between 2.95% and 3.05% for the UF component. Report 2011 _Syndicated Loan administered by Citibank N.A. Balance of USD $400,000,000, at Libor USD 90 day + 0.275%. In calculating the market value of derivative instruments flows are discounted considering variables quoted on active markets (interest rates). Consequently, the market values determined are classified under the second level of the IFRS 7 hierarchy. The expiry profile of the nominal flows for other financial liabilities is presented in the following table. For the purposes of calculating values, capital and interest payment flows (without discounting values) have been considered for financial debts and the compensation value of financial derivatives with favorable balances, according to the current exchange rates at the close of the period. On 12/31/2011 Report 2011 180 Creditor Class of Liability Banco de Crédito e Inversiones Citibank N.A. (syndicated) Current (term in days) Total debt Th.CLP$ 0–90 days Loans 448,197 448,197 - Loans 211,306,353 506,934 1,360,268 The Bank of Tokyo-Mitsubishi UFJ, Ltd (deal) Loans 53,293,443 136,209 340,067 Scotiabank & Trust (Cayman) Ltd (deal) Loans 53,293,443 136,209 340,067 Banco de Crédito e Inversiones Loans 341,752 29,292 Claro Comunicaciones S.A. (Telmex S.A.) Loans 3,305,099 472,157 Deutsche Bank (Chile) Hedge derivatives 17,622,114 Banco Santander - Chile Hedge derivatives 8,863,497 Banco de Chile Hedge derivatives 91 days – 1 year Total Current Th.CLP$ Noncurrent (term in years) More than 5 Total Noncurrent Th.CLP$ 1-3 3–5 448,197 - - - - 1,867,202 209,439,151 - - 209,439,151 476,276 52,817,167 - - 52,817,167 476,276 52,817,167 - - 52,817,167 87,878 117,170 224,582 - - 224,582 - 472,157 944,314 944,314 944,314 2,832,942 344,410 885,165 1,229,575 16,392,539 - - 16,392,539 173,675 446,361 620,036 8,243,461 - - 8,243,461 1,506,385 120,646 307,908 428,554 1,077,831 - - - Scotiabank Chile Hedge derivatives 8,910,091 181,357 433,424 614,781 8,295,310 - - - Scotiabank Chile Hedge derivatives 2,341,189 176,306 449,520 625,826 1,715,363 - - - Deutsche Bank (Chile) Non-hedge derivatives 7,947,800 172,205 7,775,595 7,947,800 - - - - Banco Santander - Chile Non-hedge derivatives 3,996,417 86,837 3,909,580 3,996,417 - - - - Scotiabank Chile Non-hedge derivatives 4,104,206 90,678 4,013,528 4,104,206 - - - - Banco Bice Non-hedge derivatives 49,000 - 49,000 49,000 - - - - Banco de Crédito e Inversiones Non-hedge derivatives 1,059,480 184,000 875,480 1,059,480 - - - - Banco Bilbao Vizcaya Argentaria, Chile Non-hedge derivatives 244,250 76,050 168,200 244,250 - - - - Corpbanca Non-hedge derivatives 140,725 63,225 77,500 140,725 - - - - Banco de Chile Non-hedge derivatives 162,780 98,280 64,500 162,780 - - - - Banco Santander - Chile Non-hedge derivatives 1,800 1,800 - 1,800 - - - - Banco del Estado de Chile Non-hedge derivatives 352,950 - 352,950 352,950 - - - - HSBC Bank (Chile) Non-hedge derivatives 190,700 - 190,700 190,700 - - - - JP Morgan Chase Bank, N.A. Non-hedge derivatives 89,400 7,500 81,900 89,400 - - - - Banco de Crédito e Inversiones Non-hedge derivatives 1,140 1,140 - 1,140 - - - - Banco Bilbao Vizcaya Argentaria, Chile Non-hedge derivatives 4,600 4,600 - 4,600 - - - - Corpbanca Non-hedge derivatives 500 500 - 500 - - - - Deutsche Bank (Chile) Non-hedge derivatives 30,000 30,000 - 30,000 - - - - Banco del Estado de Chile Non-hedge derivatives 6,780 6,780 - 6,780 - - - - HSBC Bank (Chile) Non-hedge derivatives 21,150 21,150 - 21,150 - - - - Scotiabank Chile Non-hedge derivatives 11,240 11,240 - 11,240 - - - - Consorcio Nacional de Seguros S.A. Financial Leasing 9,447,934 497,248 1,396,275 1,893,523 3,723,401 2,108,482 1,722,528 7,554,411 Chilena Consolidada Seguros de Vida S.A. Financial Leasing 1,455,908 54,597 163,790 218,387 436,772 436,772 363,977 1,237,521 Banco Bice Financial Leasing 1,023,873 41,508 124,525 166,033 332,067 332,067 193,706 857,840 Bice Vida Cía. de Seguros de Vida S.A. Financial Leasing 454,968 23,533 70,598 94,131 188,263 172,574 - 360,837 Commercial accounts payable and other Commercial credit Total 326,224,772 326,224,772 - 326,224,772 - - - - 718,253,936 330,423,035 23,964,779 354,387,814 356,647,388 3,994,209 3,224,525 363,866,122 On 12/31/2010 Noncurrent (term in years) 91 days – 1 year Total Current Th.CLP$ 1-3 475,490 1,239,429 1,714,919 28,191 84,574 112,765 454,399 - 454,399 3-5 More than 5 Total Noncurrent Th.CLP$ 189,476,381 93,874,601 - 283,350,982 225,530 103,370 - 328,900 908,798 908,798 1,363,197 3,180,793 307,497 345,797 - 653,294 19,286,529 8,704,715 - 27,991,244 9,693,773 4,373,936 - 14,067,709 1,482,487 826,890 - 2,309,377 1,077,822 9,938.706 4,477,192 - 14,415,898 486,775 703,867 2,324,392 1,358,820 - 3,683,212 933,145 1,040,485 1,302,985 - - 1,302,985 746,460 1,880,430 2,626,890 857,385 - - 857,385 - 485,100 485,100 404,700 - - 404,700 1,605,955 528,260 825,845 1,354,105 251,850 - - 251,850 Non-hedge derivatives 2,607,630 728,885 1,800,160 2,529,045 78,585 - - 78,585 Non-hedge derivatives 1,981,535 575,630 1,405,905 1,981,535 - - - - Scotiabank Chile Non-hedge derivatives 1,789,720 133,920 960,845 1,094,765 694,955 - - 694,955 Banco Security Non-hedge derivatives 735,540 - 735,540 735,540 - - - - Nbank of America N.A. Non-hedge derivatives 1,354,555 278,245 1,076,310 1,354,555 - - - - Rabobank Chile Non-hedge derivatives 283,200 283,200 - 283,200 - - - - JP Morgan Chase Bank, N.A. Non-hedge derivatives 843,930 205,920 638,010 843,930 - - - - Banco Bilbao Vizcaya Argentaria, Chile Non-hedge derivatives 109,160 109,160 - 109,160 - - - - Corpbanca Non-hedge derivatives 51,870 51,870 - 51,870 - - - - Banco de Chile Non-hedge derivatives 32,625 32,625 - 32,625 - - - - Banco Santander - Chile Non-hedge derivatives 13.930 13,930 - 13,930 - - - - Deutsche Bank (Chile) Non-hedge derivatives 77,550 77,550 - 77,550 - - - - Banco del Estado de Chile Non-hedge derivatives 53,375 53,375 - 53,375 - - - - HSBC Bank (Chile) Non-hedge derivatives 389,120 389,120 - 389,120 - - - - Scotiabank Chile Non-hedge derivatives 103,555 103,555 - 103,555 - - - - Consorcio Nacional de Seguros S.A. Financial Leasing 10,853,655 447,920 1,343,762 1,791,682 3,583,364 2,958,542 2,520,067 9,061,973 Chilena Consolidada Seguros de Vida S.A. Financial Leasing 1,611,322 52,543 157,629 210,172 420,345 420,345 560,460 1,401,150 Banco Bice Financial Leasing 1,145,154 39,947 119,842 159,789 319,578 319,578 346,209 985,365 Bice Vida Cía. de Seguros de Vida S.A. Financial Leasing 528,447 22,648 67,943 90,591 181,182 181,182 75,492 437,856 Banco de Crédito e Inversiones Financial Leasing 217,127 104,362 112,765 217,127 - - - - Banco Security Financial Leasing 21 21 - 21 - - - - Scotiabank Chile Financial Leasing 200,660 60,199 140,461 200,660 - - - - Commercial accounts payable and other Accounts payable Creditor Class of Liability Total debt Th.CLP$ 0–90 days Citibank N.A. Banco de Crédito e Inversiones Loans 285,065,901 Loans 441,665 Claro Comunicaciones S.A. (ex Telmex S.A.) Loans 3,635,192 Banco Santander - Chile Loans 730,165 25.625 51,246 76,871 Deutsche Bank (Chile) Hedge derivatives 30,047,846 636,492 1,420,110 2,056,602 Banco Santander - Chile Hedge derivatives 15,103,963 320,676 715,578 1,036,254 Banco de Chile Hedge derivatives 2,786,700 147,062 330,261 477,323 Scotiabank Chile Hedge derivatives 15,493,720 333,378 744,444 Scotiabank Chile Hedge derivatives 4,387,079 217,092 Banco de Crédito e Inversiones Non-hedge derivatives 2,343,470 107,340 Banco Bilbao Vizcaya Argentaria, Chile Non-hedge derivatives 3,484,275 Corpbanca Non-hedge derivatives 889,800 Banco de Chile Non-hedge derivatives Banco Santander - Chile HSBC Bank (Chile) Total 319,275,469 319,275,469 - 319,275,469 - - - - 710,274,881 327,060,559 17,756,109 344,816,668 241,739,022 118,853,766 4,865,425 365,458,213 181 Report 2011 Current (term in days) Group companies with debts are listed below, together with the respective creditor, the countries of origin, and financial conditions of these liabilities: On 12/31/2011 Report 2011 182 Debtor Tax ID Debtor Entity Country of debtor Creditor Tax ID 92.580.000-7 Creditor Entel S.A. Chile 97.006.000-6 92.580.000-7 Entel S.A. Chile 0-E Citibank N.A. (sindicado) 92.580.000-7 Entel S.A. Chile 0-E The Bank of Tokyo-Mitsubishi UFJ, Ltd 92.580.000-7 Entel S.A. Chile 0-E Scotiabank & Trust (Cayman) Ltd (deal) Banco de Crédito e Inversiones Country of creditor Foreign Type of Amortization Rate Cash Nominal rate Chile CLP Monthly 6.37% Corriente + 1.2% USA USD Deferred annual 4.86% Libor USD90 d + 0.275% USA USD Deferred annual 1.70% Libor USD90 d + 0.95% Cayman Islands USD Deferred annual 1.70% Libor USD90 d + 0.95% 92.580.000-7 Entel S.A. Chile 97.006.000-6 Banco de Crédito e Inversiones Chile UF Monthly 5.41% 5.41% 92.580.000-7 Entel S.A. Chile 88.381.200-K Claro Infraestructura S.A. (Telmex S.A.) Chile UF Annual 9.12% 8.70% 92.580.000-7 Entel S.A. Chile 96.929.050-2 Deutsche Bank (Chile) Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.036.000-K Banco Santander - Chile Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.004.000-5 Banco de Chile Chile CLP Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.018.000-1 Scotiabank Chile Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.018.000-1 Scotiabank Chile Chile CLP Deferred annual - - 92.580.000-7 Entel S.A. Chile 96.929.050-2 Deutsche Bank (Chile) Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.036.000-K Banco Santander - Chile Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.018.000-1 Scotiabank Chile Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.080.000-K Banco Bice Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.006.000-6 Banco de Crédito e Inversiones Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.032.000-8 Banco Bilbao Vizcaya Argentaria, Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.023.000-9 Corpbanca Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.004.000-5 Banco de Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.036.000-k Banco Santander - Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.030.000-7 Banco del Estado de Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.951.000-4 HSBC Bank (Chile) Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.043.000-8 JP Morgan Chase Bank, N.A. Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.006.000-6 Banco de Crédito e Inversiones Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.032.000-8 Banco Bilbao Vizcaya Argentaria, Chile Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.023.000-9 Corpbanca Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 96.929.050-2 Deutsche Bank (Chile) Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.030.000-7 Banco del Estado de Chile Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.951.000-4 HSBC Bank (Chile) Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.018.000-1 Scotiabank Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 99.012.000-5 Consorcio Nacional de Seguros S.A. Chile UF Monthly 8.03% 8.03% 92.580.000-7 Entel S.A. Chile 99.185.000-7 Chilena Consolidada Seguros de Vida S.A. Chile UF Monthly 8.43% 8.43% 92.580.000-7 Entel S.A. Chile 97.080.000-K Banco Bice Chile UF Monthly 8.32% 8.32% 92.580.000-7 Entel S.A. Chile 96.656.410-5 Bice Vida Cía. de Seguros de Vida S.A. Chile UF Monthly 7.52% 7.52% On 12/31/2010 Debtor Entity Country of debtor Creditor Tax ID Creditor Citibank N.A. Country of creditor Foreign Type of Amortization Rate Cash Nominal rate Libor USD90 d + 0.275% 92.580.000-7 Entel S.A. Chile 0-E USA USD Deferred annual 4.86% 96.682.830-7 Cientec S.A. Chile 97.006.000-6 Banco de Crédito e Inversiones Chile UF Monthly 0.43% 0.43% 92.580.000-7 Entel S.A. Chile 94.675.000-k Claro Comunicaciones S.A. (Telmex S.A.) Chile UF Annual 9.12% 8.70% 96.652.650-5 Transam S.A. Chile 97.036.000-k Banco Santander - Chile Chile UF Monthly 6.90% 6.90% 92.580.000-7 Entel S.A. Chile 96.929.050-2 Deutsche Bank (Chile) Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.036.000-k Banco Santander - Chile Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.004.000-5 Banco de Chile Chile CLP Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.919.000-k Scotiabank Chile Chile UF Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.919.000-k Scotiabank Chile Chile CLP Deferred annual - - 92.580.000-7 Entel S.A. Chile 97.006.000-6 Banco de Crédito e Inversiones Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.032.000-8 Banco Bilbao Vizcaya Argentaria, Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.023.000-9 Corpbanca Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.004.000-5 Banco de Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.036.000-k Banco Santander - Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.951.000-4 HSBC Bank (Chile) Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.018.000-1 Scotiabank Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.053.000-2 Banco Security Chile CLP - - - 92.580.000-7 Entel S.A. Chile 0-E Nbank of America N.A. Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.949.000-3 Rabobank Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 97.043.000-8 JP Morgan Chase Bank, N.A. Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.032.000-8 Banco Bilbao Vizcaya Argentaria, Chile Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.023.000-9 Corpbanca Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.004.000-5 Banco de Chile Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.036.000-k Banco Santander - Chile Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 96.929.050-2 Deutsche Bank (Chile) Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97..030.000-7 Banco del Estado de Chile Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.951.000-4 HSBC Bank (Chile) Chile CLP - - - 96.806.980-2 Entel PCS S.A. Chile 97.018.000-1 Scotiabank Chile Chile CLP - - - 92.580.000-7 Entel S.A. Chile 99.012.000-5 Consorcio Nacional de Seguros S.A. Chile UF Monthly 8.03% 8.03% 92.580.000-7 Entel S.A. Chile 99.185.000-7 Chilena Consolidada Seguros de Vida S.A. Chile UF Monthly 8.43% 8.43% 92.580.000-7 Entel S.A. Chile 97.080.000-k Banco Bice Chile UF Monthly 8.32% 8.32% 92.580.000-7 Entel S.A. Chile 96.656.410-5 Bice Vida Cía. de Seguros de Vida S.A. Chile UF Monthly 7.52% 7.52% 96.682.830-7 Cientec S.A. Chile 97.006.000-6 Banco de Crédito e Inversiones Chile UF Monthly 4.50% 4.50% 96.682.830-7 Cientec S.A. Chile 97.053.000-2 Banco Security Chile UF Monthly 5.30% 5.30% 96.682.830-7 Cientec S.A. Chile 97.018.000-1 Scotiabank Chile Chile UF Monthly 6.91% 6.91% 183 Report 2011 Debtor Tax ID Liquidity risks are controlled by financial planning that takes into account debt policies and potential third party financing sources. The low level of debt held by the Group’s companies and access to national and international finance through bank loans and placing debt securities secures allows it to reduce long term liquidity risks, with the exception of systematic alterations in the financial markets. In the previously included tables of expiry dates, a range of obligations for financial leasing contracts are included, whose specific expiry profiles are as follows: Minimum leasing payments 12/31/2011 Gross Interest 12/31/2010 Present Value Th.CLP$ Gross Interest Present Value Th.CLP$ Less than one year 2,372,074 ( 727,261 ) 1,644,813 2,318,955 ( 824,722 ) 1,494,233 Between one and five years 7,730,398 ( 1,600,915 ) 6,129,483 8,384,115 ( 2,023,573 ) 6,360,542 More than five years 2,280,211 ( 170.458 ) 2,109,753 3,502,229 ( 381,088 ) 3,121,141 12,382,683 ( 2,498,634 ) 9,884,049 14,205,299 ( 3,229,383 ) 10,975,916 Total On June 24, 2011, the parent company signed two contracts to issue dematerialized bearer debt securities up to a maximum of UF 5,000,000 each, equivalent to Th.CLP $111,470,150, with terms of 10 and 30 years. On this date, the complementary deeds were also issued for the contracts, destined to establish the individual conditions of their placement. 184 These contracts for issuing securities represented a strong alternative to the refinancing of liabilities undertaken by the company during the last quarter of the current year. Finally, due to the prevailing economic and market conditions at the time of carrying out the refinancing, another source was chosen. Report 2011 16. COMMERCIAL CREDITORS AND OTHER ACCOUNTS PAYABLE Covers the items set out in the table below: 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ Commercial accounts payable Foreign correspondents Telecommunications suppliers 2,759,304 4,190,709 36,753,378 42,336,029 Foreign suppliers 28,478,857 29,305,174 National suppliers 205,252,293 177,040,728 Other accounts payable Personnel obligations 16,067,996 19,311,786 Dividends payable 19,375,846 28,393,006 Others (VAT debit, retained taxes) Total 17,537,098 18,698,037 326,224,772 319,275,469 17. OTHER PROVISIONS The breakdown of noncurrent provisions is as follows: 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ Legal claims 287,566 409,427 Decommissioning, restoration and renovation costs 239,008 239,008 51,688 40,835 578,262 689,270 Provisions, current Other provisions Total current provisions Provisions, noncurrent Decommissioning, restoration and renovation costs 5,123,356 4,001,616 Total noncurrent provisions 5,123,356 4,001,616 The changes in these provisions during the periods covered by the current financial statements are as follows: Other provisions Th.CLP$ Total Th.CLP$ 4,240,624 450,262 4,690,886 Increase (decrease) in existing provisions 413,626 4,370 417,996 Increase for time value of money adjustment 569,001 - 569,001 Total provisions, initial balance (01/01/2011) Increase (decrease) in foreign currency translation 12,654 6,483 19,137 Other increases (decreases) 126,459 (121,861) 4,598 Changes in provisions, total 1,121,740 ( 111,008 ) 1,010,732 Total provisions, final balance (12/31/2011) 5,362,364 339,254 5,701,618 Decommissioning and restoration costs Th.CLP$ Other provisions Total Th.CLP$ Th.CLP$ 3,313,148 - 3,313,148 Increase (decrease) in existing provisions 627,253 450,262 1,077,515 Increase for business merger 239,008 - 239,008 Total provisions, initial balance (01/01/2010) Increase for time value of money adjustment Changes in provisions, total Total provisions, final balance (12/31/2010) 61,215 - 61,215 927,476 450,262 1,377,738 4,240,624 450,262 4,690,886 In determining provisions for restoration and renovation costs, the estimated value of the construction, demolition, or any other required activity is considered. These costs are discounted in line with the estimated terms of the contracts with the owners of the properties or sites on which installations are located, in line with termination and renewal forecasts. These values are discounted using the cost of capital rates for each company. 185 Report 2011 Decommissioning and restoration costs Th.CLP$ 18. OTHER NON-FINANCIAL LIABILITIES Mainly corresponds to deferred revenue, detailed for each period in the table below. Current 12/31/2011 Th.CLP$ Noncurrent 12/31/2010 Th.CLP$ 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ Deferred revenue Prepaid cards 11,292,574 8,328,466 - - Access charges 23,640,939 21,383,249 717,068 653,939 Customer loyalty programs - - 6,526,611 2,197,340 176,650 165,047 937,885 1,046,851 Other 2,864,599 2,166,529 - 898,270 Advances of applicable state subsidies 2,948,603 9,591,468 972,337 - Leasing of underwater cables Other deferred liabilities Total - - 3,467,831 2,795,849 40,923,365 41,634,759 12,621,732 7,592,249 19. STAFF BENEFITS AND EXPENSES 186 a) Workforce Costs Report 2011 Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Salaries 87,409,174 78,345,395 Short-term benefits for employees 12,444,218 13,990,210 643,884 ( 2,093,086 ) Costs of post-employment benefit obligations Severance benefits Other staff costs Total 7,401,724 5,488,944 17,379,220 16,388,360 125,278,220 112,119,823 b) Compensation for Years of Service (Post-Employment and Severance Benefits) The Parent company retains the most significant agreements for compensation for years of service with employee and executive segments. The right to receive this benefit and the determination of its value are regulated by the respective agreements, taking into account factors such as years of service, permanency, and remuneration. The benefit is provided to staff through the Entel–Chile Mutual Corporation, jointly financed by both employees through a monthly contribution of 2.66% of their base salary, and by the company, which must contribute supplementary funds required on an annual basis as required to meet payment of compensation to a maximum of 3% of the workforce. Liabilities recorded as of December 31, 2011 and 2010, designated for post-employment benefits were Th.CLP $7,651,126 and Th.CLP $8,182,456, respectively, representing the current value of severance pay accrued on those dates after deducting the values available from the Mutual Corporation. In addition to agreements held by the parent company, the subsidiaries Entel Call Center S.A. and Cientec S.A. have agreements to cover severance pay for years of service in the case of redundancy, which have been designated as Severance Benefits. The total accrued by these subsidiaries for each period is Th.CLP $66,948 and Th.CLP $75,356, respectively. The change in balances of post-employment obligations for the parent company is as follows: 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 8,182,456 9,663,719 Cost of current service 643,884 480,264 Cost for obligation Interest 485,950 611,823 - ( 2,051,137 ) ( 1,661,164 ) ( 522,213 ) Present value of obligation, initial balance Current losses (earnings) of obligation Contributions paid to plan Present value of obligation, final balance 7,651,126 8,182,456 12/31/2011 12/31/2010 Discount rate 6.90% 6.50% Salary increment rate 1.00% 1.00% Turnover rate 6.29% 6.29% RV-2004 RV-2004 Death rate 20. EQUITY Changes in equity throughout 2011 and 2010 are detailed in the Statement of Changes in Shareholder Equity _Capital The Company maintains a series of shares without nominal value in circulation which are fully paid-in. This number of shares corresponds to the capital authorized by the Company. Class SINGLE No. subscribed shares Th.CLP$ No. paid-in shares No. shares with voting rights Subscribed capital Th.CLP$ Paid-in capital Th.CLP$ 236,523,695 236,523,695 236,523,695 522,667,566 522,667,566 187 Report 2011 Transactions Between January 1, 2010 and December 31, 2011, no changes were recorded for issuing, surrenders, reductions, or any other circumstances. The portfolio does not contain shares in its own companies. There are no reserves or commitments to issue shares to cover option and sale contracts. _Cumulative Earnings (Losses) As of December 31, 2011 and 2010, these suffered decreases of Th.CLP $54,229,998 and Th.CLP $51,625,565, respectively. These values correspond to the provisional dividends paid out for these years, plus the provision for the remaining distribution for compliance with the legal minimum dividend. The remaining provisions to meet the legal minimum dividend are CLP $12.61 and CLP $100 per share for the respective years. _Dividend Policy In line with Act 18,046, and except when another agreement has been reached at the shareholders meeting by unanimity of shares issued, at least 30% of any profit made by public limited companies must be paid as a dividend. Report 2011 188 The company’s dividend distribution policy that is currently in force establishes dividends in excess of the legal minimums. However these limits set maximums and as such any dividends paid in excess of the legal minimum are discretionary. With respect to the above, the company does not make dividend provisions in excess of the legal minimum. The policy communicated at the most recent ordinary shareholders meeting held on April 26, 2011, will consider proposing payments of up to 80% of profits for each financial year, conditional on the company’s annual results, investment requirements, and the safeguards established in long term bank loan agreements to which the Company is committed with respect to debt, liquidity and financing. The Chilean Securities and Insurance Supervisor requires the parent company to define a policy for handling income originating from the adjustment of assets and liabilities to fair value. As such, the company has established a policy of deducting the unrealized profits that would have been generated from the income to be distributed. In terms of profits for the 2010 financial year, this corresponded to a reduction of Th.CLP $885,992 for the adjustment of non-hedge financial derivative contracts to fair value. With respect to the profits for 2011, no adjustments are required to be made in this respect. Except for the conditions referred to in the previous paragraphs, the company is not subject to additional restrictions for the payment of dividends. _Dividend payments At the ordinary shareholders meeting, held on April 26, 2011, it was agreed to make a final dividend payment of CLP $445 per share, equivalent to Th.CLP $105,253,044. The dividend was payable on May 24, 2011. At the ordinary shareholders meeting, held on April 29, 2010, it was agreed to distribute a final dividend payment of CLP $350 per share, equivalent to Th.CLP $82,783,293. The dividend was payable on May 25, 2010. At the board meeting held on November 7, 2011, the board agreed to pay an interim dividend of CLP $150 per share, equivalent to a total of Th.CLP $35,478,554. The dividend was payable on December 12, 2011. At the board meeting held on November 9, 2010, the board agreed to pay an interim dividend of CLP $100 per share, equivalent to a total of Th.CLP $23,652,370. The dividend was payable on December 13, 2010. _Other reserves The other reserves present in the Statement of Changes in Equity are of the following nature: Reserves for Foreign Currency Translation – This value reflects the cumulative results of exchange rate fluctuations when converting the financial statements of subsidiaries based outside of Chile from their working currency to the Group’s reporting currency (Chilean Pesos). Cash Flow Hedge Reserve – Corresponds to the difference between the spot and fair values of cash flow hedge contracts (CCS) classified as effective. Net of deferred tax. These values are transferred to income upon maturity of the contract. Other Reserves – Charges and credits to equity for the adjustments to be made for the first-time application of the International Financial Reporting Standards (IFRS), effective from January 1, 2008. The main balances for controlled adjustments in this reserve correspond to deferred tax liabilities and prepaid revenue from customers not recorded on this date for Th.CLP $10,866,212 and Th.CLP $8,215,281, respectively. Additionally, in accordance with Act 18,046, Article 10, , and Circular 456 of the Chilean Securities and Insurance Supervisor, the revaluation of paid-in capital for 2008 must be listed under this item. 21. EARNINGS PER SHARE 189 Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Earnings (losses) attributable to holders of stock instruments in controlling shareholder equity 180,766,659 172,971,209 Income available to ordinary shareholders, basic 180,766,659 172,971,209 Weighted average of no. of shares, basic 236,523,695 236,523,695 764,26 731,31 Basic earnings (losses) per share The calculation of basic earnings per share for 2011 and 2010 is based on profit attributable to shareholders and the number of single class shares. The company has not issued convertible debt or other equity instruments. Consequently there are no factors that could cause the dilution of the company’s earnings per share. Report 2011 Earnings per share are as follows: 22. INCOME AND EXPENDITURE a) Ordinary Revenue The Group’s revenue is principally derived from services. Sales of goods are not significant and are viewed as accessories to services. Breakdown by type of service is as follows: Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Provision of mobile services 966,400,498 839,622,831 Provision of wireline services 234,933,530 217,019,496 Other services Total ordinary revenue 190 29,464,224 26,952,814 1,230,798,252 1,083,595,141 b) Other Revenue The breakdown of this item for each year is as follows: Report 2011 Cumulative 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ Revenue from commercial interests 1,263,873 998,853 Revenue from leasing 2,895,881 1,840,554 Net revenue from insurance settlement 6,920,792 - 492,396 1,463,752 11,572,942 4,303,159 Other revenue Total other revenue The item Net Revenue for Insurance Settlement records the net effect of charges and credits to income for the earthquake that affected the central zone of Chile at the start of 2010. For 2010, the charges for deterioration in value, write-offs, and the costs of repairing assets were Th.CLP $7,646,329. This value was offset by provisions made in the estimation of insurance compensations to the same value. The repair work to facilities and valuation of damages were completed in 2011. Similarly, the insurance loss adjuster issued the final settlement for damages to assets and facilities, and losses for stoppage. The valuation of the damages was adjusted based on this information, with an allocation against income for Th.CLP $1,085,315 and a credit for Th.CLP $8,006,107 was recorded to adjust the estimates of compensation provisions from the previous year to the value of the final settlement. c) Ordinary Expenditure The breakdown of other expenses for each year is as follows: Cumulative Access charges and shares to correspondents Outsourcing and materials Marketing, commissions and sales costs 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ (182,665,119) (170,820,924) (26,321,220) (25,596,064) (180,048,248) (139,265,121) Leasing and maintenance (90,090,676) (81,161,819) Other (89,680,842) (86,569,700) (568,806,105) (503,413,628) Total other expenditure d) Financial Revenue and Expenditure The breakdown of financial revenue and expenditure for each year is as follows: Cumulative Interests on financial leases provided 01/01/2010 12/31/2010 Th.CLP$ 2,673,162 970,282 386,131 411,006 3,059,293 1,381,288 (2,050,654) (2,381,578) (806,643) (682,529) (4,907,068) (4,434,627) (53,732) (80,345) Expenditure on interest, financial leasing (837,835) (986,016) Expenditure on interest, post-employment benefit plans (485,950) (611,823) Expenditure on Interest, other (905,708) (584,021) Total financial revenue Expenditure on interest, loans (liabilities at amortized cost) Amortization of expenditure for the credit contracts Rate hedges (CCS) Non-hedge rate derivatives Other financial costs (268,073) (139,872) Total financial costs (10,315,663) (9,900,811) (7,256,370) (8,519,523) Total financial income, net The net financial income includes the following interest with respect to assets and liabilities not measured at fair value with change in income: Total revenue for interest from financial assets Total expenditure for interest from financial liabilities 3,059,293 1,381,288 (5,086,790) (5,245,967) 191 Report 2011 Interest on term deposits (loans and accounts receivable) 01/01/2011 12/31/2011 Th.CLP$ 23. ASSETS AND LIABILITIES IN FOREIGN CURRENCIES The information regarding balances of assets and liabilities in foreign currencies is provided below. Class of asset Currency Cash and cash equivalents Dollars Peruvian Sol Euro Values not discounted according to expiries 1–90 days 91 days – 1 year 1–3 years 1,023,299 1,023,299 - - 3–5 years - 785,715 785,715 - - - 9,311 9,311 - - - Other current financial assets Dollars 250,068,924 64,108,792 185,960,132 - - Other current non-financial assets Dollars 128,446 128,446 - - - 14,143 14,143 - - - Peruvian Sol Commercial debtors and other accounts receivable, current 192 12/31/2011 Th.CLP$ Dollars 6,865,546 6,865,546 - - - Peruvian Sol 1,670,175 1,670,175 - - - Euro 4,139,857 4,139,857 - - - 1,066,064 - 1,066,064 - - 89,664,668 - - 89,664,668 - Peruvian Sol 476,023 - - 476,023 - Peruvian Sol 4,845,860 - - - - Property, plant and equipment Peruvian Sol 10,192,789 - - - - Deferred tax assets Peruvian Sol 1,267,102 - - - - Current tax assets Peruvian Sol Other noncurrent financial assets Dollars Noncurrent rights receivable Intangible assets Total assets in foreign currency 372,217,922 Dollars 347,750,883 Report 2011 Peruvian Sol 20,317,871 Euro Class of liabilities Currency 4,149,168 12/31/2011 Th.CLP$ Values not discounted according to expiries 1–3 years 3–5 years Other financial liabilities, current Dollars 730,964 179,752 551,212 - - - Commercial accounts payable and other accounts payable Dollars 40,008,963 40,008,963 - - - - 6,566,918 6,566,918 - - - - 767,997 767,997 - - - - 309,312,292 - - 309,312,292 - - Euro Peruvian Sol Other financial liabilities, noncurrent Dollars Provisions, noncurrent Dollars Deferred tax liabilities Peruvian Sol Total liabilities in foreign currency 91 days – 1 year More than 5 years 92,360 - - - - - 419,487 - - - - - 357,898,981 Dollars 1–90 days 350,144,579 Peruvian Sol 1,187,484 Euro 6,566,918 Class of asset Currency Cash and cash equivalents 12/31/2011 Th.CLP$ 1–90 days 91 days – 1 year 1–3 years 3–5 years 1,045,108 1,045,108 - - - 836,143 836,143 - - - 13,370 13,370 - - - 151,428,667 51,976,542 99,452,125 - - 932,295 932,295 - - - 67,647 67,647 - - - Dollars Peruvian Sol Euro Other current financial assets Dollars Euro Other current non-financial assets Dollars 554,981 554,981 - - - Dollars 6,514,665 6,514,665 - - - Peruvian Sol Commercial debtors and other accounts receivable, current Values not discounted according to expiries Peruvian Sol 3,243,623 3,243,623 - - - Inventory Peruvian Sol 2,251 - - - - Current tax assets Peruvian Sol Other noncurrent financial assets Dollars Noncurrent rights receivable 975,198 - 975,198 - - 153,282,795 - - 69,450,127 83,832,668 Peruvian Sol 1,140,802 - - 1,140,802 - Intangible assets Peruvian Sol 4,336,547 - - - - Property, plant and equipment Peruvian Sol 7,627,769 - - - - 332,001,861 Dollars 312,338,882 Peruvian Sol 18,717,314 Euro Class of liabilities Moneda Extranjera Report 2011 Total assets in foreign currency 193 945,665 12/31/2010 Th.CLP$ Values not discounted according to expiries 1–90 days 91 days – 1 year 1–3 years 3–5 years More than five years Other current financial liabilities Dollars 68,580 68,580 - - - - Commercial accounts payable and other Dollars 34,479,913 34,479,913 - - - - Euro 1,004,053 1,004,053 - - - - Peruvian Sol 1,757,041 1,453,728 303,313 - - - Deg Other noncurrent financial liabilities Dollars Deferred tax liabilities Peruvian Sol Other noncurrent non-financial liabilities Dollars Total liabilities in foreign currency 133,652 133,652 - - - - 279,337,934 - - 93,112,645 186,225,289 - 339,769 - - - - - 11,456 - - 11,456 - - 317,132,398 Dollars 313,897,883 Peruvian Sol 2,096,810 Euro 1,004,053 Deg 133,652 At the end of each accounting period, the Group companies hold derivative contracts for exchange rate protection (foreign currency forwards) and the substitution of obligations in dollars at variable interest rates for obligations in the national currency index at a fixed rate (Cross Currency Swap - CCS). In the previous tables, only the foreign currency element of these contracts is included. 24. FOREIGN CURRENCY TRANSLATION AND INCOME FROM INDEXES The origins of effects on income from currency translation and the application of currency indexes throughout the indicated periods are as follows: Cumulative Foreign currency translation Cash and equivalents Commercial debtors and other accounts receivable 1,166,794 95,331 (24,352) 7,624 1,955,144 (31,876,000) 23,454,000 Derivative instruments, effect rates at close (FW) 21,230,796 ( 16,606,292 ) Derivative instruments, effect rates at close (CCS) 12,285,600 ( 9,102,500 ) Derivative instruments, effect rates at close (Call) 117,350 - (7,520,400) 1,590,982 Interest accruing loans Report 2011 01/01/2010 12/31/2010 Th.CLP$ (2,243,298) Commercial creditors and other accounts payable 194 01/01/2011 12/31/2011 Th.CLP$ Derivative instruments, effect fair value (FW) Derivative instruments, effect fair value (CCS) (31,056) 74,966 Derivative instruments, effect fair value (Call) (174,050) ( 140,669 ) 719,239 ( 32,309 ) ( 6,349,377 ) 1,296,277 Other liabilities Total foreign currency translation Income from currency indexes Other assets 367,061 213,628 Interest accruing loans (13,451) ( 22,871 ) (5,648,688) ( 3,526,819 ) Derivative instruments, effect rates at close (CCS) Other liabilities Results for currency indexes - ( 1,013 ) ( 5,295,078 ) ( 3,337,075 ) 25. OPERATIONAL LEASES The main operational leasing agreements as lease holder refer to contracts for telecommunication signal transmission capacities, vehicle floats, the provision of cables to third party carriers, leases, and usage rights for urban and rural real estate for the installation of technical nodes. Minimum future payments Up to one year 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ 56,230,306 44,225,492 Between one and five years 167,868,731 100,392,198 Total 224,099,037 144,617,690 Cumulative 01/01/2010 12/31/2010 Th.CLP$ 51,549,703 46,177,214 Operational leases in the capacity of leasing party refer to contracts associated with the leasing of networks to other telecommunications operators and data center services (housing, hosting, virtual servers, etc.). Minimum future payments 12/31/2011 Th.CLP$ 12/31/2010 Th.CLP$ Up to one year 176,650 174,384 Between one and five years 706,600 648,395 More than five years 231,284 398,456 1,114,534 1,221,235 Total Cumulative Leasing installations recognized in income As of December 31, 2011, there are no contingent installments to be recorded as paid. 01/01/2011 12/31/2011 Th.CLP$ 01/01/2010 12/31/2010 Th.CLP$ 176,650 165,047 195 Report 2011 Leasing installations recognized in income 01/01/2011 12/31/2011 Th.CLP$ 26. FINANCIAL INFORMATION BY SEGMENT The Entel Group has developed management information systems that can provide financial information broken down into fine degrees of separation in order to make decisions for the allocation of resources and performance evaluation. The most relevant segmentation used for decision making purposes uses subgroups of operating companies which operate in the following business areas: 1. Telecommunications over Mobile Networks This operating segment is represented by a group of subsidiaries that deploy and operate networks and licenses for the provision of mobile telecommunication services. These services include voice, value added services, data, broadband, and mobile Internet. 2. Telecommunications and Other Services over a Fixed Network This segment is represented by a group of companies focused on the operation of fixed telecommunications service networks and concessions. It provides the following services: data networks, local telephone services, Internet access, long distance public telephone services, integration of IT services (data center, BPO and operational continuity), network leasing, and wholesale traffic services. 196 Report 2011 3. International Operations and Other Activities This essentially corresponds to the company’s operations in Peru, which include the provision of business services, as well as long distance and wholesale traffic services. It also includes the operations of subsidiaries providing call center services to the corporate market and Group companies. The information relative to each of these segments as of December 31, 2011 and 2010, is as follows: Transactions between segments are recorded for the periods in which services were provided or assets were transferred, taking into account market prices. International operations delivered through subsidiaries in Peru generated revenue of Th.CLP $22,179,440 for the 2011 financial year, equivalent to 1.8% of Group revenue from ordinary activities. Segment Description Mobile network Th.CLP$ Fixed network Th.CLP$ Abroad Companies and Other Businesses Th.CLP$ 966,400,498 234,933,530 29,464,224 - 8,351,596 81,287,816 16,053,257 (105,692,669) - 819,764 14,913,447 273,315 (12,947,233) 3,059,293 Costs from interest, segment (12,527,494) (10,560,714) (174,688) 12,947,233 (10,315,663) Revenue from interest, net, segment (11,707,730) 4,352,733 98,627 - (7,256,370) Income from ordinary activities from external customers Income from ordinary activities between segments Revenue from interest, segment Removals Th.CLP$ Total Th.CLP$ 1,230,798,252 Depreciation and amortization, segment ( 202,689,865 ) (64,135,736) (3,080,648) 107,575 (269,798,674) Significant revenue and expenditure items ( 586,759,498 ) (212,963,805) (40,278,484) 105,585,094 (734,416,693) Segment earnings (loss) above that reported 173,595,001 43,474,538 2,256,976 - 219,326,515 ( 33,595,452 ) (4,748,591) (215,813) - (38,559,856) Segment earnings (loss) above that reported, total 139,999,549 38,725,947 2,041,163 - 180,766,659 Assets for segments 964,428,805 935,200,783 66,579,911 (408,195,493) 1,558,014,006 Disbursements of non-monetary assets for segment 252,030,535 109,794,457 4,044,404 - 365,869,396 Liabilities for segments 559,619,404 602,545,329 26,322,938 (403,550,756) 784,936,915 Expenditure (revenue) for income tax General information on income, assets and liabilities, 12/31/2010 Income from ordinary activities from external customers Income from ordinary activities between segments Revenue from interest, segment Costs from interest, segment Revenue from interest, net, segment Segment Description Mobile network Th.CLP$ Fixed network Th.CLP$ Abroad Companies and Other Businesses Th.CLP$ 839,622,831 217,019,496 11,904,019 73,168,843 197 Removals Th.CLP$ Total Th.CLP$ 26,952,814 - 1,083,595,141 13,250,454 (98,323,316) - 54,422 12,608,595 218,468 (11,500,197) 1,381,288 (11,628,968) (9,556,678) (207,508) 11,492,343 (9,900,811) (11,574,546) 3,051,917 10,960 - (8,519,523) Depreciation and amortization, segment (168,024,671) (62,376,632) (2,916,029) 117,860 (233,199,472) Significant revenue and expenditure items (523,026,621) (181,965,747) (37,527,692) 98,213,310 (644,306,750) 148,901,012 48,897,877 (229,493) - 197,569,396 Segment earnings (loss) above that reported Expenditure (revenue) for income tax (22,022,265) (1,983,179) (592,743) - (24,598,187) Segment earnings (loss) above that reported, total 126,878,747 46,914,698 (822,236) - 172,971,209 Assets for segments 884,085,283 801,808,450 61,118,296 (257,737,880) 1,489,274,149 Disbursements of non-monetary assets for segment 206,107,116 109,051,639 2,238,900 - 317,397,655 Liabilities for segments 483,168,232 513,158,862 24,555,997 (252,983,465) 767,899,626 The charges against income for impairment to noncurrent assets during 2011 were Th.CLP $6,416,735, mainly affecting the wireline business segment. Charges for this concept in the same period of the previous year were Th.CLP $4,688,632, with Th.CLP $3,924,840 charged against the wireline business and Th.CLP $763,792 against international companies. Results for both 2011 and 2010 have not been affected by the discontinuation of any kind of operations. Report 2011 General information on income, assets and liabilities, 12/31/2011 27. RISK MANAGEMENT _The Risk of Technological Change Changes in telecommunications technology make it necessary to continuously review investment plans to ensure they are aligned with our goal of responding to changes in connectivity requirements adopted by markets. Changes in technology can be caused both by modifications to patterns of demand and the development of new forms of communication associated with their applications and the speeds used. The periods of obsolescence for investments in new technology may be less than those taken into account when the investment is made, meaning that the initial estimations of expected profitability may not be met. This makes the risk of technological change an inherent part of the industry in which Entel operates and the company’s position at the cutting edge of technological development means it is essential for it to actively manage technological risk for it to maintain this position and remain competitive. Accordingly, Entel has an active and continuous policy of adopting cutting-edge technologies as a strategic part of its growth and development, although always subject to a continuous review of their profitability. This has allowed Entel to position itself at the forefront of technology, adapting to the use of new technologies and making the transition from offering a single product to becoming integrated connectivity provider and continuously offering new ways of doing business. The appearance and development of new technologies has enabled Entel to grow, integrate, and diversify, reducing its exposure to individual business areas and segments. _Regulatory Risks Report 2011 198 Regulation plays an important role in the telecommunications industry. Stable regulations and criteria allow for the adequate evaluation of projects and the reduction of the risk inherent in investments, making close monitoring of regulatory changes important. In this respect, 2011 saw the implementation of the various regulatory directives published at the end of 2010. However, in January 2011, the Entel Phone tariff restructuring process to fix access charges and other facilities provided to other telecommunications concession holders should have been complete, having been planned to last for five years from this date. As of the end of 2011, the decree was still being processed, however when it has been finalized and published, it will be applied retrospectively from January 2011. The introduction of network neutrality into the General Telecommunications Act, the main function of which is to establish requirements to provide users with better information, will affect the market by making it possible to carry out comparisons between different operators and make more informed decisions as a result of the new information. In 2011, the initiative was complemented by a regulation requiring companies providing Internet access to make certain information available on their websites and undertake quarterly measurements of technical indicators for services providing access to the Internet. The regulation is already in operation and its first impact will be felt during the coming year with the publication of the figures for the technical indicators. In the national long distance business the number of primary geographical areas defined for national communications was reduced from 24 to 13 in October 2011. It is estimated that this legal modification will have no relevant effects on Entel’s revenue for the coming three years, however, the regulations stipulate that 37 months after the law has come into force (i.e. the start of 2015), and subject to a favorable report from the Tribunal for the Defense of Free Competition, the national long distance category will be removed. As such, from this date, fixed local telephone services will operate in the same way as mobile telephone services, without a requirement to make use of a carrier for calls between different geographical areas within the country. In addition to this, in line with legal modifications made at the end of 2010, in 2011, the first steps will be taken in the implementation of number portability, taking effect throughout the country from January 16, 2012 and allowing subscribers from different fixed and mobile telephone companies to switch supplier while keeping the same number. In the first phase, changes are only possible between companies operating within the same type of network (e.g. from one mobile to another). This new competitive scenario was first rolled out in Arica’s primary fixed telephony zone during December 2011. It was then followed by mobile telephone services (national) on January 16, then fixed telephone services for the Metropolitan Region in March, after which point it will be rolled-out progressively to incorporate new primary zones. The intention is that the gradual implementation of the system for the wireline network will be complete on a national scale during the second quarter of 2012. Similarly, during 2011, and following a number of years of processing, the legislative debate in congress to regulate the installation of antennae for the emission and transmission of telecommunications services was completed. In its third stage, the mixed commission approved a bill of law with favorable votes in both chambers at the start of January for subsequent enactment and publication in the Official Gazette, subject to procedures by the Constitutional Court regarding its constitutional organic regulations. This initiative regulates the installation of antennae in order to tackle the impact of development on the urban environment through stricter requirements at a municipal level, as well as the regulation of other aspects relating to the installation of antennae, such as co-location, and compensation for those living nearby in certain areas, something which may have an impact on the development of telecommunications networks and imply additional investments. In addition to this, the company has continued to pay attention to the telecommunications convergence process driven by the new government through initiatives seeking to increase the diversity of uses of the radio electric spectrum for telecommunications services. This is in addition to communications from the industry regulator regarding new spectrum to be tendered in the medium term, something of fundamental importance to the expansion of the company’s operations. In this respect, during December 2011, the Ministry of Transport and Telecommunications published the invitation for a new tender for spectrum on the 2600 MHz band, used in the majority of countries for the development of LTE technology (Long Term Evolution or 4G). There is also currently an investigation under way by the Tribunal for the Defense of Free Competition to review telephone services that have different tariffs for calls to other networks; similarly, the provision of telecommunications services in product bundles is also being analyzed. In this process, presentations are already being made by all stakeholders, and the tribunal is considering the information in order to issue a resolution with respect to the material. All these regulatory changes being introduced by the authority provide new business opportunities. Additionally, the diversity and relative size of Entel cushion it from the effects of adverse or inadequate regulation, reducing the risk created for its operations, cash flows, wealth creation for shareholders, and contribution to the community. However, within a regulated industry such as the one in which Entel operates, changes in regulations or in the policies made by legal and regulatory authorities cannot be ruled out and have the potential to impact negatively upon the results of the company or restrict its possibility for growth. Entel’s financing is largely denominated in foreign currencies as a result of signing a syndicated loan and another credit agreement provided by two banks in December 2011 (Tokio-Mistubishi and Scotiabank). Furthermore, a proportion of Entel’s suppliers permanently generate obligations for foreign currency payments. Both components represent liabilities whose value changes on a daily basis as a result of exchange rate fluctuations. As a result of this, Entel takes out short- and longterm contracts in foreign currency assets (hedge derivatives) to protected the value against these variations and thus eliminate risk from exchange rate fluctuations. _Interest Rate Risks The company’s policy establishes that the debt structure must be held with a maximum of 60% at variable interest rates. In the event that debts rise above this limit, the company will structure the corresponding financial instruments to ensure compliance with this policy. The proportions of variable-rate debt exposed to fluctuations in the estimated rate behave in a manner sufficiently similar to the assets of the business and reflects the EBITDA generated during each financial year. As of December 31, 2011, the Group had credit in foreign currency to the value of USD $600 million, accruing interest based on the variable Libor rate and impacting on the fluctuations of the financial expenditure in the Income Statements. In order to mitigate the effects of these variations, the management takes out financial contracts for rate derivatives (Cross Currency Swap), hence fixing a significant proportion of the interest paid. When there is a rise in the Libor base rate according to market forecasts, the Group’s annual financing costs increase, although they are still within the limits established by the management and the financial safeguards guaranteed to its creditors. _Credit Risk The credit risk related to the balances of accounts held with banks, financial instruments, negotiable stocks, and derivatives is managed by the finance area in line with the policies devised to maintain the invested capital. These policies insure the diversification of risk through pre-established limits for duration of placement, percentage by institution, and risk of the instruments in which cash surpluses are invested. The investment instruments approved for use are those issued by the Chilean Central Bank or banking subsidiaries with high risk ratings. Investments may be denominated in the local currency or in main foreign currencies. 199 Report 2011 _Exchange Rate Risks Risk exposure associated with the recovery of accounts receivable originating from commercial operations, is derived from the terms of payment that must be offered, due to the nature of the telecommunications industry, to direct customers, intermediaries, and other national and international operators with whom reciprocal connection agreements are held. Risk management for accounts receivable is designed to minimize exposure, insofar as possible given market conditions. Risk management processes are differentiated according to debtors profiles, in line with segmented portfolio controls: these include people, businesses, corporations, telecommunications companies, correspondence, distributors, large retailers, and other channels for the distribution of goods and services. For each segment, there are prospective and predictive models that make it possible to devise policies depending on the origin of the debt. These range from the prepaid services used for the highest risk customer/product combinations, all the way to the establishment of credit limits, with and without collateral guarantees, credit insurance, and other alternatives, evaluated on a case-by-case basis. _Liquidity Risk In terms of providing the required liquidity to meet financial obligations in a timely manner, Entel pays future expiries in advance, seeking an option on the market that can provide funds in a timely manner. During 2011, the amortization installment due in June 2012 was paid in advance, thus avoiding the potential risks of the debt market. For more detail, the expiry dates of financial liabilities are detailed in note 15. 200 28. CONTINGENCIES, LITIGATION AND FINANCIAL RESTRICTIONS Report 2011 Contingencies for the direct commitments of the Group companies as of December 31, 2011 and 2010. are related to: a. Contingencies for direct commitments from international purchase orders of Th.CLP $50,356,114 and Th.CLP $6,516,278 for each period. The totality of these purchase orders are recorded in foreign currencies and have been converted according to the current exchange rates at each end of period. b. Contingency for bank guarantee deposits provided to guarantee faithful contract compliance, the award of 900 MHz frequencies, and the replacement of public usage assets for the construction and maintenance of networks. The values of current invoices for each period were Th.CLP $17,584,416 and Th.CLP $15,533,597, respectively. c. As of December 31, 2011, lawsuits and legal action of a significant nature that may represent a contingency of loss for the Company are as follows: _Bordachar v. Entel S.A. Court: Civil Court No. 6, Santiago de Chile. Case No.: 9088-2005. Notification: September 6, 2005. Matter: Ordinary large claims trial. Compensation for damages. Claimant: Gerard Phillippe Bordachar Sotomayor. Request: Payment of compensation for moral damages to the claimant and his daughters, as represented by the claimant, for a total of CLP $225,000,000. Cause of action: Publication of information regarding an investigation by television channel Canal 13 into Universidad Católica on the Entel website. Current procedural stage: Sentence dated June 3, 2010, rejects claim with costs. August 2, 2010, claimant files appeal. Pending review of case. Case No. 5293-2010. On September 8, 2011 the claimant filed an Inapplicability Requirement with the Constitutional Court for Article 2,331 of the Civil Code, Case No. 2085-2011. Pending examination of requirement. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Grupo Consultor en Telecomunicaciones Ltda. v. Entel S.A. and Entelphone S.A. Grupo Consultor en Telecomunicaciones Ltda. v. Entel S.A. and Entelphone S.A. Court: Civil Court No. 7 Santiago de Chile. Case No.: 7749-2010. Notification: August 11, 2010. Matter: Compliance with contract, including compensation for damages. Claimant: Grupo Consultor en Telecomunicaciones Ltda. Request: Compliance with contract, including compensation for damages of CLP $150,177,002. Cause of action: Alleged non-compliance of accused. Current procedural stage: On September 1, 2010, Entel and Entelphone raise objection of gross incompetence. On September 6, claimant complied with transfer granted. Pending resolution of objection lodged. File No: 551-2010. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Asistencia Electrónica v. Entel S.A. _José Miguel Muñoz Díaz v. Entel. Court: Civil Court No. 15, Santiago de Chile. Case No.: 12006-2005. Notification: August 6, 2008. Matter: ordinary large claims trial. Indemnity for damages. Claimant: José Miguel Muñoz Díaz. Request: Damages, compensation for CLP $100,000,000. Cause of action: The provision of incomplete and erroneous information regarding remunerations of the claimant. It is alleged this would have resulted in receiving less benefits as an exonerated politician. Current procedural stage: Sentence dated May 25, 2010 rejects case and acquits Entel S.A. Notification of sentence on October 14, 2010. Claimant files appeal. Case no. 6661-2010. Pending review of case. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Promotora Promout v. Entel y Entelphone S.A. Court: Civil Court No.18, Santiago de Chile. Case No.: 1250-2006. Notification: March 17, 2006. Defendants: Entel S.A. and Entelphone. Request: Compensation of UF 46,000 for consequential and moral damages. Cause of action: Alleged damages due to non-compliance with telemarketing contract. Current procedural stage: On May 11, 2009, the case entered the discovery stage. Pending notification. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Agrícola El Carrizal v. Entel S.A. Court: Civil Court No. 25, Santiago de Chile. Case No.: 36,055-2009. Notification: January 22, 2010. 201 Report 2011 Court: Civil Court No. 8, Santiago de Chile. Case No.: 26,542-2009. Notification: November 4, 2009. Matter: Ordinary case for compensation of damages. Claimant: Sociedad Asistencia Electrónica S.A. represented by Ismael Jara Gallardo. Request: Damages of CLP $100,000,000. Cause of action: Publishing arrears in trade registers. Current procedural stage: Entel objects, claiming incompetence in principal and subsequently contesting on January 22, 2010; notification of incompetence served although still not resolved. File No: 278-2009. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. Matter: Termination of easement contract with compensation for damages. Substitute claim for extracontractual liability. Claimant: Agrícola El Carrizal S.A. Defendant: Empresa Nacional de Telecommunicaciones S.A. Request: Termination of easement contract and Entel to pay CLP $1,374,188,309 for consequential and moral damages, and loss of earnings. Cause of action: Alleged damages caused by fire on premises of claimant’s property. Current procedural stage: Case filed by insurance (Luís Sandoval Olivares). Discussion stage complete. Ordinary evidence stage closed. Pending review of evidence. _Treasury v. Entel S.A. Court: Civil Court No. 16, Santiago de Chile. Case No.: 23,740-2006. Notification: January 8, 2007. Matter: Ordinary Treasury Lawsuit for payment of CLP $996,711,294 plus adjustments for inflation and interest. Claimant: State Defense Council. Request: Reimbursement of a sum paid by the Ministry of Public Works to move telecommunications cables. Cause of action: Payment made in error by the Treasury in January, 2002. Current procedural stage: On August 31, 2009 ruling made accepting lawsuit against Entel. Ruling confirmed by Appeal Court (Case No.: 7,445-2009). On October 29, 2010, Entel filed for cassation in form and content, which was granted on November 9. Pending review of resource in Supreme Court. Supreme Court Case No.: 286-2011. Inapplicability requirement presented May 30, 2011, Case No. 1993-2011. December 1 2011, proceeded to hear case, agreement reached for this date. Probable outcome: It is believed that the Supreme Court should accept the motion, without affecting consideration of exercising of other actions. _Ceballos v. Entel S.A. Report 2011 202 Court: Civil Court No. 27, Santiago de Chile. Case No.: 9,893-2007. Notification: July 13, 2007. Matter: Ordinary case for termination of contract and compensation for damages. Claimant: Doris Yanet Ceballos Pilcol. Request: Contractual responsibility and compensation for damages of approx CLP $150,000,000. Cause of action: Non-fulfillment of contract. Current procedural stage: Discussion stage completed. Pending notification of parties to produce evidence. Archival of file at court, from August 6, 2010. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Treasury v. Entel S.A. Court: Civil Court No. 16, Santiago de Chile. Case No.: 19,384-2008. Notification: October 23, 2008. Matter: Ordinary Treasury Lawsuit for payment of CLP $242,844,230 plus adjustments for inflation and interest. Claimant: State Defense Council. Request: Reimbursement of a sum paid by the Ministry of Public Works to move telecommunications cables. Cause of action: Erroneous payment made by Autopista Central. Current procedural stage: Conviction dated December 20, 2011. Pending notification. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Treasury v. Entel S.A.. Court: Civil Court No. 16, Santiago de Chile. Case No.: 23,840-2008. Notification: January 5, 2009. Matter: Ordinary Treasury lawsuit for payment of CLP $112,675,303 plus adjustments for inflation and interest. Claimant: State Defense Council. Cause of action: Erroneous payment made by Autopista Central. Current procedural stage: Conviction dated November 28, 2011. Pending notification. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Treasury v. Entel S.A. Court: Civil Court No. 16, Santiago de Chile. Case No.: 29,989-2008. Notification: January 21, 2009. Matter: Ordinary Treasury Lawsuit for payment of CLP $193,689,026 plus adjustments for inflation and interest. Claimant: State Defense Council. Request: Reimbursement of a sum paid by the Ministry of Public Works to move telecommunications cables. Cause of action: Erroneous payment made by Autopista Central. Current procedural stage: Discussion stage completed. Discovery stage closed. With summons from October 17, 2011. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Chilean Treasury v. Entel S.A. Court: Civil Court No. 16, Santiago de Chile. Case No.: 25,651-2009. Notification: November 3, 2009. Matter: Ordinary Treasury Lawsuit for payment of CLP $109,316,067 plus adjustments for inflation and interest. Claimant: State Defense Council. Request: Reimbursement of a sum paid by the Ministry of Public Works to move telecommunications cables. Cause of action: Erroneous payment made by Autopista Central. Current procedural stage: Conviction dated December 23, 2011. Pending notification. Probable outcome: It is considered likely that the case will be rejected on poor legal grounds. Court: Civil Court No. 16, Santiago de Chile. Case No.: 7756-2010. Notification: August 11, 2010. Matter: Ordinary Treasury Lawsuit for payment of CLP $133,676,138 plus adjustments for inflation and interest. Claimant: State Defense Council. Request: Reimbursement of a sum paid by the Ministry of Public Works to move telecommunications cables. Cause of action: Erroneous payment made by the company Autopista Vespucio Sur. Current procedural stage: Conviction dated December 26, 2011. Pending notification. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Martínez Basoalto Florencia v. Ilustre Municipalidad de Estación Central and Entel S.A. Court: Civil Court No. 27, Santiago de Chile. Case No.: 24,789-2008. Notification: June 27, 2009. Matter: Ordinary case for compensation of damages. Claimant: Florencia Martínez Basoalto. Request: Extracontractual responsibility and compensation for damages of approx. CLP $290,000,000. Cause of action: Joint responsibility of Entel for an accident on the public highway. Current procedural stage: Lawsuit presented by insurance (Marcelo Nasser Olea). Discussion stage completed. Discovery stage closed. Pending summons for parties to hear sentence. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Manufacturas Keylon S.A. v. Entelphone Court: Local Police Courts, San Miguel, Santiago de Chile. Case No.: 2741-2002. Claimant: Manufacturas Keylon S.A. Request: CLP $267,200,000. Cause of action: Alleged non-compliance with Consumer Rights Act. 203 Report 2011 _Chilean Treasury v. Entel S.A. Current procedural stage: Ruling for sentence on February 11, 2005. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _IBM de Chile S.A.C v. Cientec Integración S.A. Court: Civil Court No. 28, Santiago de Chile. Case No.: 4190-2010. Notification: August 5, 2010. Matter: Notification of payment of invoice. Claimant: IBM DE CHILE S.A.C. Request: Preparation for enforcement. Notification of payment of invoices for CLP $145,297,453 ordered. Cause of action: Alleged unpaid invoices. Current procedural stage: On August 6, 2010 Cientec Computación S.A. lodges procedural annulment for having been erroneously notified of preparatory proceedings as Cientec Integración should have been notified instead. On August 24, 2010, court rules alleged annulment invalid since Cientec Computación is not part of case. On March 11, 2011, the court ruling annuls the ruling requiring certification that defendant has not discredited the invoices as false and instead orders claimant to accredit CEO of defendant company Cientec Integración. Case archived with date December 1, 2011. File No. 642-2011. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Ferrand y Compañía v. Entel Telefonía Local Report 2011 204 Court: Civil Court No. 23. Case No.: 36,415-2009. Notification: May 17, 2010. Matter: Ordinary lawsuit Ordinary case for compensation of damages. Claimant: Ferrand y Compañía Limitada. Request: Damages of CLP $250,000,000. Current procedural stage: Discussion stage closed, end of evidence stage. With summons from December 6, 2011. Pending notification of sentence. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Manzano v. Empresa Nacional de Telecomunicaciones S.A. Court: Civil Court No. 1, Puerto Montt. Case No.: 6286-2010. Notification: December 27, 2010. Matter: Compensation for damages. Claimant: Federico Isaías Manzano Vera Request: Compensation of damages for CLP $100,808,000. Cause of action: Legal non-compliance having falsely attributed a crime to the defendant. Current procedural stage: Discussion stage completed. Court accepts objection of gross incompetence. Claimant lodges appeal. Case No. 384-2011. On July 25, 2011, court revokes appealed ruling declaring it rejects exception. Enforcement ordered August 2. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. _Reuquen v. Servicios Generales. Court: Employment Tribunal, Valparaiso. Internal Case No.: 0-766-2011. Unique Case No.: 11-4-0035252-8. Notification: September 30, 2011. Matter: Compensation for workplace accident. Claimant: Eduardo Andrés Reuquen Ortiz. Request: Compensation of approximately CLP $272,850,000. Cause of action: Compensation for workplace accident. Current procedural stage: Pre-trial hearing takes place November 21, call for conciliation, although this did not occur. Court hearing fixed for March 30, 2012, 11.00 AM. Probable outcome: It is considered likely the case will be rejected on poor legal grounds. d. Tax Adjustment _The Parent Company has been notified by the Inland Revenue Service of the following settlements: 1) Settlements 4 and 5, April 25, 2007. These settlements request the repayment of Th.CLP $2,641,281 plus adjustments for inflation, interest and fines, derived from allocations and adjustments made by the company in calculating its profits for the 2004 and 2005 tax years and judged as improper by the service. The final stage in this process corresponds to the filing of a claim against the tax court, dated November 7, 2007 which is currently awaiting judgment. 2) Adjustments 33 to 36, September 1, 2009. These adjustments request the payment of Th.CLP $4,657,018 of tax plus adjustments for inflation, interest and fines, derived from allocations and adjustments made by the company in calculating its profit for the 2007 and 2008 tax years and judged as improper by the service. The service issued resolution 59-2010, dated January 7, 2011, which only partially accepted the request for the revision of the tax audit presented on November 13, 2009. A claim was made against this resolution in the tax courts arguing it must be fully accepted given the arguments put forward. _The subsidiary Call Center S.A. was notified on April 30, 2008 by the Inland Revenue Service as per summons No. 26, April 29, 2008. This summons challenges the tax losses declared by the company for the 2005 tax year for a total of Th.CLP $11,599,818. If this challenge is successful, it will not be possible to present these losses against future earnings. 205 _For the subsidiary Satel S.A., refunds of provisional tax payments have been accrued for Th.CLP $103,109 and Th.CLP $81,510 for the 2004 tax year. Currently waiting for the court to receive evidence for case. f. Management Processes During the final quarter of 2011, the Department for Telecommunications and Sernac, the Chilean consumer office, initiated processes for the inspection and investigation of events that affected service standards and/or their conditions of sale for services provided by Entel PCS. The results of these processes may lead to some form of sanctions. While it is not possible to determine their effects at this moment in time, it is estimated that the effect on the company’s income will be minimal. A summary of these events follows: i) In the second week of October, the supplier BlackBerry experienced an international problem with its network for certain users in various countries, including Chile. The problem resulted in delays to its services and also affected our mobile subsidiary concession holder for around three days. ii) Suppliers of complementary services operating in the mobile market and providing information services to customers through received messages are under investigation. In this case, and given that the messaging service generated charges for each message received, it is being verified if the conditions under which they were contracted complied with the basic information required to allow customers to make a correctly informed decision. An agreement has been reached through a mediation process with Sernac to reimburse certain sums to customers who received complementary services they did not contract within a period of 90 days. Compliance will then be accredited by Sernac through a report prepared by an external auditing firm determined by the company. iii) The interruption experienced in the provision of the messaging service provided through the mobile network during a general power cut that affected a large part of the country. During this period backup equipment failed to function correctly, however the interruption did not affect public mobile telephone services and the mobile service network for Internet access, and lasted for less than two hours. Charges have been prepared by the Ministry of Transport and Telecommunications and the company has presented its defense claiming these should be rejected for a number of reasons. For the first two events, the company has made provisions for the estimated compensation to be paid to customers (Th.CLP $450,000 and Th.CLP $115,000, respectively). For the third event, no provisions have been made since the duration of the interruption was less than the time established for sanctions to be applicable. Report 2011 The service issued resolution 59-02, dated August 31, 2009, which only partially accepts the request for the revision of the tax audit presented on September 9, 2009. A claim was made against this resolution in the tax courts arguing it must be fully accepted given the arguments put forward. g. There are management restrictions and limits on financial indicators imposed by the syndicated loan contract led by Citibank Citibank, N.A., credit contracts with Scotiabank & Trust (Cayman) Ltd. and The Bank of Tokyo-Mitsubishi UFJ, Ltd., and the contracts for issuing the dematerialized debt certificates. The most significant of these stipulate that: _No merger or consolidation with another company is allowed unless the company survives and none of the restrictions established in debt covenants are exceeded. _The company or its subsidiaries may not sell assets without considering: i) The asset’s fair value. ii) Sales or leasing operations for assets must not exceed 35% of assets in each year, except when dealing with obsolete or unnecessary inventory, cash or cash equivalent operations, customer agreements, and other operations in the normal course of business. iii) 206 _Assets must not be pledged, with the exception of existing pledges as of August 13, 2007 that do not exceed USD $60 million, for securing operations, leasing or credit letters, deferred taxes, duties on new acquisitions, or projects in excess of certain amounts specified for each case. Report 2011 Any sale of shares in the subsidiary Entel Telefonia Personal S.A. must guarantee retention of at least 50% of the shares and the possibility of having a majority on the board of directors. _The consolidated debt ratio must not exceed 4.0:1. In order to determine the ratio, only financial debt is taken into account (excluding debts arising from goods and services in the line of business) in relation to total operating revenue for each period, plus depreciation, amortization, and other expenses that do not represent cash flows (EBITDA). _The consolidated interest hedge ratio must not be less than 3.0:1. For this purpose, the relationship between the EBITDA and net financial expenditure is considered, both being calculated for the twelve months preceding the end of each quarter. In the event of non-compliance with any of these requirements, creditors may demand payment of all amounts owed, without the possibility of complaint, lawsuit, or protest on the part of the debtor. As of December 31, 2011, the company has satisfied all these requirements. 29. THIRD PARTY GUARANTEES The Group’s companies have not received any sureties from third parties for assets, loan operations, or to guarantee any other type of obligation. 30. ENVIRONMENT The company has not made any disbursements for environmental regulations. 31. RESEARCH AND DEVELOPMENT The Group companies have not undertaken any activities of this nature during the periods covered by the financial statements considered in this report. However the parent company maintains a valid contract with the principal public agency responsible for the promotion of innovation (Corfo Innova Chile Committee) to promote business innovation, innovative entrepreneurship, technology diffusion and transfer, and public innovation. The expenses incurred to this date in the context of this initiative do not yet qualify as research and development expenditure as such. In the context of this contract a modern Innovation Center was launched at the end of 2010, focusing on the creation of high-tech projects with the joint participation of customers and technology partners. 32. SANCTIONS 207 33. SUBSEQUENT EVENTS On January 9, 2012, the unilateral retraction of the controller of GTD Teleductos S.A. to merge the company with Entel S.A. was acknowledged in line with the Memorandum of Intent signed on November 28, 2011. Between January 1, 2012 and the date on which these financial statements are published, no subsequent events have occurred that could significantly affect the values contained therein. Report 2011 The Group companies and their directors and managers have not been subject to sanctions of any nature by the Chilean Securities and Insurance Supervisor or any other regulatory authorities. Ratio analYsis of consOlidated finAncial statemEnts_ December 31, 2011 FINANCING STRUCTURE, REVENUE GROWTH, COSTS, AND PROFITABILITY FINANCIAL RATIOS Report 2011 208 The changes in the most relevant financial indicators during the last twelve months are detailed below. For the purposes of analysis, the reader should bear in mind that the information has not been adjusted in line with purchasing power parity since, the IFRS standards adopted by the company from 2008 do not require figures to be corrected from this date. The change in the consumer price index between December 31, 2008 and 2011, was 13.6%. 12/31/2011 12/31/2010 Current liquidity (Current Assets / Current Liabilities) 0.93 1.01 Quick Ratio (Cash and Cash Equivalents / Current Liabilities) 0.06 0.20 LIQUIDITY RATIOS DEBT RATIOS 101.53 106.45 Proportion of Short-Term Debt (%) (Current Liabilities / Total Debt) Debt Ratio (Total Debt / Equity) 50.23 49.01 Proportion of Long-Term Debt (%) (Noncurrent Liabilities / Total Debt) 49.77 50.99 Hedging of Financial Expenditure (Income Before Taxes and Interest / Financial Expenditure) 22.26 20.95 Profit Margin (Profit over Revenue) 14.69 15.96 Return on Equity (%) (Profit from Period over Average Equity) 24.19 25.03 Return on Assets (%) (Net Profit from Period over Average Assets) 11.86 12.12 764.26 731.31 EFFICIENCY AND PROFITABILITY RATIOS PROFITABILITY AND VALUE PER SHARE Profit per Share (CLP$) Dividend Yield (%) Dividend over Last Twelve Months / Share Price at Close ) 6.12 5.47 Book Value (Equity / Number of Shares) (CLP$) 3,268.50 3,049.90 Market Value (According to Price) (CLP$) 9,719.30 8,232.90 Ebitda (Income before taxes, interest, adjustments and exchange rate fluctuations, depreciations, amortizations, and extraordinary items). Ebitda rose from CLP $466,018 million to CLP $515,200 million between 2010 and 2011. This represents an increase of 15.5%. Evolution in Financial Ratios Over the last two financial years, the financial ratios of the Entel Group have remained within ranges that indicate an extremely solid financial position. The debt ratio at the end of 2011 was 101.53%, remaining within levels that tend to balance internal and external sources of finance. The improvement observed with respect to the end of 2010 is a result of a 7.1% increase in equity while total debt has decreased by 2.2%. Neither debt levels or financing costs have been affected by the volatility of the exchange rate during the last two years, this being neutralized by the Group’s exchange rate hedge policies. The policy is based on using derivative instruments to hedge exposure. The value of the US Dollar has seen both positive and negative variations during each of the last 24 months, with an annual variation of -7.71% for 2010 and 10.94% for 2011. Liquidity ratios have also remained stable, with a one to one relationship between current assets and liabilities. There have been no significant variations in the composition and level of debt, as well as the ratio for short-term and long-term debt at the end of the annual periods. 209 However there is a slight decrease in profitability between the 2010 and 2011 figures, essentially caused by market conditions that resulted in an increase in market share for the mobile businesses within a highly dynamic industry. Ebitda, as mentioned above, increased by 15.5% from one year to the other. The ratio of financial expenditure hedging remained at a high level of solvency: hedges of this expenditure for income before taxes increased from 20.95 to 22.26 times in the last 12 months. The performance of this ratio is even more significant when the net financial cost is taken into account (i.e. compensating revenue and financial expenditure), since when measured in this way, it has risen from 24.19 to 31.23. Similarly, if the calculation is carried out based on cash flows, considering income before depreciation, the value increases from 52.11 to 69.39. The following are taken into account when calculating the ratios for the hedging of financial expenditure: interest from bank loans, differences in rates from the application of interest rate hedge contracts, and interest from financial leasing contracts. The interest calculations are carried out based on effective rates, in line with the procedures of the amortized cost method (IAS 39). The Group’s total assets have increased by 4.6% between 2010 and 2011, equivalent to Th.CLP $69 million. The largest change is in Property, Plant and Equipment, with a net increase of Th.CLP $79 million. This rise corresponds to an increase in investment over and above depreciation for the period. For the 2011 financial year, gross investment was Th.CLP $358 million, including postpaid customer handsets. Report 2011 Efficiency and profitability ratios remained at satisfactory levels, both in terms of profitability and return on equity and assets. Investments were mainly focused on more advanced services, such as mobile telephony, data center platforms, networks for wholesalers services provided over the wireline network, operational continuity service platforms, and broadband Internet. Of the total investment made, almost 70% was focused on subsidiaries providing mobile services. The subsidiaries invested Th.CLP $139 million in network infrastructure and Th.CLP $112 million in handsets provided to postpaid subscribers. The investment over the last twelve months includes investments for the Digital Infrastructure for Competitiveness and Innovation project, designated for promotional initiatives such as Todo Chile Conectado. Almost Th.CLP $64 million was invested in this project, Th.CLP $16 million of which came from government subsidies. Entel was awarded the project at the end of 2010 by the Telecommunications Development Fund Council and aims to provide Internet access in approximately 1,500 rural areas with state subsidies applicable to areas with low coverage. The 3.5G network will be used for these purposes since it is already in operation in the majority of the areas to be covered. Investments made during the last twelve months include Th.CLP $15 million in real estate for advanced payments for work on one of the Parque Titanium towers that will house the Group’s headquarters. In terms of current inventories, these are mainly made up of mobile handsets for prepaid customers. Their level, activity and rotation are determined based on growth projections of the portfolio in addition to requirements for the renewal of equipment. Market Analysis 210 The Entel Group operates in a highly competitive market for the various services it provides. Report 2011 There have been no major changes in terms of the large number of active competitors in the telecommunications market during the last year. The starting operations by VTR and Nextel, the two new mobile operators with frequencies for 3G telephone services in 2010, has yet to have no significant effect. Once these new operators are fully active, in combination with the recent implementation of number portability, the range and depth of competition for services will increase. Effects on the market and prices are difficult to predict, especially given the requirement that new operators ensure the profitability of any resources deployed, both their own and subcontracted. Their networks will have to compete with current operators in terms of scale and coverage and they will need to undertake significant marketing activities to attract customers. The Entel Group recently signed a domestic “roaming” agreement with Nextel, which it will provide with access to its mobile networks in regions where it has no coverage. The Group is favorably positioned to deal with the challenges that lie ahead. In terms of mobile services, which represented almost 78% of revenue in 2011 and have a market share of almost 40% of active subscribers, the Entel brand maintains a strong position, with high levels of customer preference. To the present date, these factors have been decisive in determining policies regarding market share and composition of the customer portfolio (postpaid and prepaid). This was confirmed during the first nine days of number portability, which came into effect on January 16, 2012. The behavior observed among mobile users during this period was highly positive. There was a positive balance of net movement, with Entel recording 60% more incoming customers than outgoing ones; the situation was the opposite for the remainder of the industry. It should be noted that in the mobile services area Entel has been ranked first for nine years in a row in the Mobile Services Customer Satisfaction index, organized by the organization Procalidad and Capital magazine. Entel has also been recognized by Cisco as Service Partner of the Year for the Southern Cone of Latin America for the leadership that has secured its position as the leading supplier and system integrator in Chile. The market policies employed have been successful in providing differentiated service to postpaid customers whose service level usage (MOU) and average revenue (ARPU) are greater than those of prepaid customers. Similarly, the policies employed have driven the increase in the number of subscribers to Mobile Broadband (MBB) services, which exceeded 945,000 contracts in December 2011, including cards for business applications, an increase of 72% with respect to the same month of the previous year. In general and in line with the market share analyses carried out by Group companies over the last twelve months, some variations have been observed in the companies’ market share for both mobile and wireline services. The most significant variation corresponds to the increase in the Group’s share of active mobile customers from 37% to 40% during 2011. New business activities being developed by the Group have continued to see improvements in its position, especially with its focus on the business segment and the provision of integrated voice, data and Internet solutions, and IT services. The migration from national and international long distance services to mobile and IP services has continued although the reduction in the number of primary areas from 24 to 13 in October had limited impact on volumes of traffic. These services represented 2.5% of the Group’s revenue for 2011. In its international operations, the Group currently has presence in Peru, whose markets, resource requirements, and management activities are aligned with current strategic goals. In Peru, the Group’s business activities are focused on wireline services for enterprise customers in Lima, as well as domestic and international Call Center services. The most significant variations in volumes and prices will be discussed further on in reference to changes in sales revenue. 211 The market risks faced by the Group companies are discussed in note 27 to the consolidated financial statements. The note comments on the technological, regulatory, exchange rate, credit, interest, and liquidity risks, in addition to the control and mitigation policies employed. The permanent analysis of technological and market trends continued to benefit from a partnership with the UK-based operator Vodafone Group, a world leader in mobile telecommunications. Through this partnership, the Group’s mobile subsidiaries are able to share best practices in customer services, access new voice and data products with international access, are able to expand the coverage and quality of their roaming services, and maintain leadership in the development of value added services for Advanced Digital Mobile Telephony, also known as 3G. As has been previously observed, Entel’s market recognition is shown by it having come first in the Mobile Services Customer Satisfaction ranking organized by the organization Procalidad and Capital magazine for nine years in a row, and having been recognized by Cisco as Service Provider Partner of the Year for the Southern Cone of Latin America for the leadership that secured its position as the leading supplier and systems integrator in Chile. In terms of regulatory material for the services the Group provides at a domestic level, a range of reforms that will affect competition, accelerate Internet penetration, and control the deployment of antennas in urban areas have been enacted or are in the advanced stages of the legislative process. As noted in the notes to the financial statements, these reforms include the establishment of mechanisms to provide improved information to allow users to compare the market for Internet services, the elimination of the national long distance category, the uniformity of telephone numbers, number portability for mobile and fixed services, the incorporation of infrastructure suppliers, and the stimulation of increased broadband access by means of demand subsidies. In December 2011, the Ministry of Transport and Telecommunications published the invitation for a new tender for spectrum on the 2600 MHz band, used in the majority of countries for the development of LTE technology (Long Term Evolution or 4G). Report 2011 Analysis of Market Risk In consideration of the aforementioned regulatory changes, the diversity and scale of the Entel Group allows it to mitigate against the consequences of potentially adverse regulations as well as create new business opportunities. Overall however, in the context of a regulated industry, it is impossible to rule out changes that may impact on income or limit possibilities for growth. Evolution in Sales Revenue In the Income Statement, The Group’s revenue is represented by Revenue from Ordinary Activities, Other Revenue, and Other Earnings (Losses). Revenue increased by 14% between 2010 and 2011, as per the following breakdown: Mobile telephony 212 2010 M.CLP$ Change % 966,709 840,056 15 Private services (including IT services) 93,703 85,090 10 Local telephony (Includes NGN–IP) 41,705 39,677 5 Long distance 30,687 33,761 -9 Internet 16,585 15,885 4 Services to other operators 20,246 17,191 18 Traffic business 31,696 24,965 27 Americatel Perú 19,147 19,410 -1 Call center and other services 10,319 7,560 36 10,117 2,810 260 1,240,914 1,086,405 14 Other revenue Total operational income Report 2011 2011 M.CLP$ As can be observed, the growth of mobile services continues to represent the main source of increases in the Group’s revenue. The above, together with the focus on services with increased margins caused Ebitda to increase by Th.CLP $49 million pesos (equivalent to 15.5%). The increase in sales mobile services was in line with growth in the customer base, both in terms of voice services and innovative value added services (VAS), and Mobile Broadband (MBB). For mobile services, the Group maintained its strong position sustained by higher commercial activity and service quality that helped to secure the preference of its users. As of December 31, 2011, the customer base had 9,347,434 users, an increase of 24% with respect to the same date for the previous year. The number of mobile broadband customers grew to 945,429, an increase of 72% over the last twelve months. Call Center services grew as a result of increased activity, both in Chile and Peru. Revenue from integrated voice, Internet and data networks provided to the business segment, together with IT services, have shown strong growth driven by new customer contracts. The reduction in long distance services was due to drop in the level of traffic and the reduction in tariffs for national services. Costs, Expenses and Profitability The following information represents the most significant costs and expenses for 2011 and 2010: Operating costs 2011 M.CLP$ 2010 M.CLP$ Change % (1,002,687) (878,275) 14 Operational earnings (EBIT) 238,227 208,130 14 – Net financing costs, adjustments and others (18,901) (10,560) 79 Net profit 180,767 172,971 5 The growth in operating costs is largely a result of growth in the customer base and higher operations volume. The increase in charges for depreciation is particularly relevant to mobile customers and related to strong growth in postpaid customers, as well as increased investment in the 3.5G mobile networks, sales costs for prepaid equipment (whose numbers also saw significant growth) access charges and correspondence services associated with the increase in the level of traffic for mobile services, and sales commissions. There was also higher expenses on staffing costs, particularly in the context of severance payments arising from the integration of the mobile and wireline areas. Pre-Tax Profit COMMENTS ON CASH FLOW STATEMENT Cash generation sources have exhibited the following trends during 2010 and 2011 for each of the financial activities examined: Operating activities saw strong growth in net revenue cash flow, rising by Th.CLP $19 million from Th.CLP $491 million to Th.CLP $510 million. Growth in operating activities was largely a result of the item Amount Charged to Customers, which grew by 14%. This was partially offset by the increase in payments to suppliers and employees. Investments showed an increase of Th.CLP $87 million in net outward flows from Th.CLP $318 million to Th.CLP $405 million. This increase is concentrated on purchases of Property, Plant, and Equipment, and largely stems from investments in infrastructure and handsets for mobile services. Finally, in terms of financing activities, there was no significant change in the net outward flows, which remained around Th.CLP $160 million. These flows tended to compensate for the increase of Th.CLP $34 million in Dividends Paid with the reduction in flows for Net Debt and Other Cash Outgoings. As a consequence of these changes, the final available balance at the end of each of the periods for Cash and Cash Equivalents decreased from Th.CLP $75 million to Th.CLP $23 million, remaining at a level that satisfactorily meets the Group’s cash flow forecast. FULFILLMENT OF COMMITMENTS The Group companies are up to date in terms of the fulfillment of all commitments to third parties. 213 Report 2011 The increase in pre-tax profits is the result of the previously discussed trends in revenue and costs. consolidAted materiAl evEnts In compliance with the current legal and regulatory framework, during 2011 the Group Companies informed the Chilean Securities and Insurance Supervisor of the following material events or relevant information: I. Parent Company – Shareholders Meeting Letter 3, dated April 4, 2011 communicated that at the board meeting held on April 4, 2011, agreement was reached to: Schedule an Ordinary Shareholders Meeting for April 26, 2011 and send out the notification and supporting papers in a timely manner to shareholders and other *bodies as required by legal regulations. at the Ordinary Shareholders Meeting the payment of a final dividend of CLP $545 per share from the profits made during the financial year, from which *thePropose sum of CLP $100 per share should be deducted for the interim dividend paid in December 2010, leaving a dividend of CLP $445 payable on a date to be agreed at the Ordinary Shareholders Meeting. 214 Report 2011 II. Parent Company – Approval of 2010 Report, Dividend Distribution, and Other Matters Letter 4, dated April 26, 2011, communicated that at the Ordinary Shareholders Meeting held on the same date, agreement was reached to: a.- Approve the Annual Report, Balance Sheet, and Income Statement for 2010. b.- Pay a final dividend of CLP $545 per share, equivalent to 74.52% of net profits for the year. The sum of CLP $100 was paid in December 2010 as an interim dividend, leaving a dividend of CLP $445 per share, payable on May 24, 2011. c.- Approve the investment and financing policy and communicate the dividend policy. d.- Maintain the remuneration of directors and the directors committee, as approved at the previous Ordinary Shareholders Meeting, and establish the committee’s annual budget in line with the minimum legal requirement. Approve the appointment of KPMG as external auditors and retain the appointed and reserve accounts inspectors, alongside the risk rating agencies Feller Rate (S&P) and Fitch Ratings, and retain the newspaper El Mercurio de Santiago for the publication of company notices and related operations. III. Parent Company – Management Changes Letter 6, dated June 6, 2011, communicated that at the board meeting held on the same date, agreement was reached to:: * Acknowledge and accept the resignation tendered by Bernardo Matte Larraín as director of Empresa Nacional de Telecomunicaciones S.A. * Appoint Andrés Echeverría Salas as replacement for the post of director of Empresa Nacional de Telecomunicaciones S.A. IV. Entel PCS Telecomunicaciones S.A. – Management Changes In a letter dated March 2, 2011, it was communicated that at the board meeting held on March 1, 2011, agreement was reached to: Acknowledge and accept the resignation of Antonio Büchi Buc from the board of directors, appointing Alfredo Parot Donoso as replacement until the next Ordinary *Shareholders Meeting when the board would be fully re-elected. * Acknowledge the resignation of CEO Hernán Marió Lores, appointing Antonio Büchi Buc as the new CEO. V. TRANSAM Comunicaciones S.A. - Management Changes In a letter dated March 2, 2011, it was communicated that at the board meeting held on March 1, 2011, agreement was reached to: Acknowledge and accept the resignation of Hernán Marió Lores from the board of directors, appointing Alfredo Parot Donoso as his replacement until the next *Ordinary Shareholders Meeting, when the board would be fully re-elected. VI. Parent Company – Distribution of Dividend Letter 19, dated November 7, 2011, communicated that at the board meeting held on the same date, agreement was reached to: Pay an interim dividend of CLP $150 per share, payable on December 12, 2011 and allocated against the profits for the third quarter of this year. 215 VII. Parent Company – Merger by Absorption of GTD In a letter dated November 28, 2011, it was communicated that the board of directors, in extraordinary session 942/2011 held on the same date, acknowledged on behalf of the representatives of the controller, the Memorandum of Intent signed on that date between the controller of Entel, Inversiones Altel Limitada (Altel), subsidiary company of Almendral S.A. and Inmobiliaria e Inversiones El Coigüe Limitada (Coigüe), affecting Entel as follows (Memorandum of Intent). 1) Non-Binding Agreement for Merger by Absorption of GTD with Entel The Memorandum of Intent reflects the willingness of Coigüe, in its capacity as controller of GTD Grupo Teleductos S.A. (GTD) and Altel to undertake the merger by absorption of GTD (merged party) and Entel (acquiring party), through the absorption of the former (the Merger), however this does not constitute a legally binding contract for either the parties or Entel. For the purposes of the merger, GTD will be dissolved and its subsidiary companies, GTD Teleductos S.A., GTD Telesat S.A., GTD Internet S.A., GTD Larga Distancia S.A. (reporting company with registration number 33 in the Special Register of Reporting Entities), GTD Imagen S.A., and GTD Manquehue S.A. (all private limited companies), and Compañía Nacional de Teléfonos, Telefónica del Sur S.A. and Compañía de Teléfonos de Coyhaique S.A. (both public limited companies, with registration numbers 167 and 238, respectively, in the Trade Register of the Chilean Securities and Insurance Supervisor, will become subsidiaries of Entel and controlled by it. GTD and its subsidiaries (GTD Group) had a turnover of approximately Th.CLP $150,000,000 for the 2010 financial year. The business areas in which they operate include the provision of business services such as Internet, data, and local telephony, in addition to the residential provision of Internet and paid television focusing on specific geographic regions, all this delivered over a platform of fiber-optic and copper access networks. Report 2011 The total payment for this interim dividend was to be Th.CLP $35,478,554, representing 23.65% of profits as of the third quarter 2011. 2) Shareholding of Coigüe in Entel Following the Merger As a product of the Merger and subject to legally required expert reports and the agreements that must be passed by extraordinary shareholder meetings for Entel and GTD in which the Merger will be approved, the direct and indirect shareholding of Coigüe in Entel stock will be 9.8% (Coigüe Shareholding Following the Merger). The Coigüe Shareholding Following the Merger may only be altered: (i) as a result of a due diligence process by the GTD group and Entel and its subsidiaries (Entel Group), whose scope and limitations will be established in the final contracts; or (ii) by any dividend payment or reduction in capital agreed after June 30, 2011, the date of the financial information used to determine the Coigüe Shareholding Following the Merger. The board agreed that the due diligence process for Entel should be carried out after adopting all the safeguards for access to information and confidentiality established by current legislation and the regulations of the Chilean Securities and Insurance Supervisor (SIS), authorizing the executive management and Entel attorney to prepare the information and sign the contracts guaranteeing its provision. 3) Conditions of the Merger The Memorandum of Intent stipulates that the Merger must meet the following conditions, in addition to any that may be present in the final contracts: a) All the licenses and authorizations required to complete the Merger are obtained in a timely manner, including approval from the boards of directors, shareholder meetings, creditors, inscriptions and registrations with SIS other and regulatory bodies, as well as any other requirements from laws, regulations, company statutes, and contracts signed by the companies being merged. 216 b) The merger satisfies the consultations, authorizations, or approvals of the bodies, which, in line with DL–211 of the Defense of Free Competition, must be declared for it, insofar as it is necessary to carry out or make such consultations or requests. Report 2011 c) An agreement will be signed by shareholders that will not represent a joint action agreement with respect to Entel and will govern matters covered by this type of shareholder agreement, mainly related to the assignability of shares and other items regarding relationships between Altel y Coigüe in their capacity as parties to the agreement (Agreement), which contains the following items relevant to Entel: I.The right of Coigüe to choose one (1) director from the nine (9) directors of Entel with the support of Altel, provided it maintains a minimum percentage of stock or meets a threshold granting it access to this right, this being established by mutual agreement in the Agreement. II.For a period of two years, and in order to facilitate the execution of the Merger, the provision will be made for Coigüe to have the right to select, subject to thirdparty ratification and in line with the Agreement, two (2) directors of the seven (7) that make up the board of directors of Telsur and Telcoy, subsidiaries of GTD. III.Other provisions that aim to facilitate the integration of the Entel Group and the GTD Group, product of the Merger. 4) Transitional Period The Memorandum of Intent establishes that between its date and the shareholder meetings to decide on the Merger, Entel and GTD must make their best efforts to ensure the GTD Group and the Entel Group carry on business as usual and abstain from undertaking or participating in any activity beyond the remit of their businesses and the ordinary course of business. 5) Merger Contract Altel and Coigüe declare they will make their best efforts to execute the Merger as soon as possible and, for this purpose, in the Memorandum of Intent, they undertake to sign a definitive and legally binding ratification (Merger Contract), by December 23, 2011 at the latest, although this date may be postponed by mutual agreement between Altel and Coigüe. The board of directors agrees to begin to process the Memorandum of Intent insofar as it concerns Entel, especially regarding the provision of and handling of information, reports, invitations to the board, and the next extraordinary shareholders meetings that must agree the Merger, and other steps and stages required, without affecting this material being definitive and binding, for the effective signing of the announced Merger Contract. Regarding the financial effects of the material event disclosed, with respect to the assets, liabilities, or income of Entel, the board of directors agrees that these will be reported upon execution of the Merger, once the steps and activities in the Memorandum of Intent and the Merger Contract have been completed, permitting all the information required to determine it appropriately. Letter 26, dated December 23, 2011, communicates that it has been acknowledged by the representatives of the controller that on this date, Inversiones Altel Limitada (Altel), controller of Entel, and Inmobiliaria e Inversiones El Coigüe Limitada (Coigüe), have agreed to modify the Memorandum of Intent, signed between them on November 28, 2011, and reported as a material event on the same date (Memorandum of Intent). In light of its relevance, it is deemed the agreed modification constitutes a material event for Entel, as detailed below: 1) The Memorandum of Intent reflects the willingness of Coigüe in its capacity as controller of GTD Grupo Teleductos S.A. (GTD) and Altel, to undertake the merger by absorption of GTD (being dissolved) with Entel (remaining) (the Merger) however it does not constitute a legally binding contract. 2) In the Memorandum of Intent, the parties are required to make their best efforts to execute the Merger as soon as possible, and to this effect, must sign a final and binding agreement before December 23, 2011, although this deadline may be extended by mutual agreement. 3) The modification agreed by Altel and Coigüe consists of extending the deadline set out in the Memorandum of Intent for signing the final and binding contract for the Merger to January 13, 2012. With respect to the financial effects of the material event being disclosed on the assets, liabilities, or income for Entel, these were discussed in the material event dated November 28, 2011. 217 Report 2011 VIII. Parent Company – Merger by Absorption of GTD IX. Parent Company – Merger by Absorption of GTD Letter 2, dated January 10, 2012, communicated that at the board meeting held on January 9, 2012, agreement was reached to: 1°.- Acknowledge the communication by the CEO of Almendral S.A., which, as a material event, will refer the company to the Chilean Securities and Insurance Supervisor, reporting that Juan Manuel Casanueva Préndez, representative and controller of Inmobiliaria e Inversiones El Coigüe Limitada (Coigüe), which controls GTD Grupo Teleductos S.A. (GTD), retracts its commitment to comply with the Memorandum of Intent signed between Inversiones Altel Limitada, subsidiary of Almendral Telecomunicaciones S.A. and controller of Entel S.A., and Coigüe, through a private instrument dated November 28, 2011, reported as a material event on the same date, and its extension, reported as a material event on December 23, 2011. 2°.- Classify the information received from Almendral S.A. as a material event, authorizing the CEO to communicate it in this manner to the respective organizations without affecting the requirement to notify the National Economic Prosecutor and the Tribunal for the Defense of Free Competition, aware of the possible merger in uncontested proceedings. Report 2011 218 cErtificate of accounts inspEctors Dear Shareholders Empresa Nacional de Telecomunicaciones S.A. 219 Report 2011 We have reviewed the Individual and Consolidated Financial Statements of Empresa Nacional de Telecomunicaciones S.A. for the twelve month period ending December 31, 2011. There are no remarks to be made following our review. Our examination and review as Account Inspectors included verification of the account balance in the General Ledger and summary sheet of the Consolidated Financial Statements with the corresponding accounts on the Balance Sheet and the Income Statement on this date. MANUEL ONETO FAURE GUSTAVO MATURANA RAMIREZ Accounts Inspector Accounts Inspector Santiago, January 30, 2012. sUbsidiaries and associAte cOmpanies_ CONSOLIDATED BALANACE SHEET OF SUBSIDIARIES At December 31, 2011 and 2010 (Th.CLP$) Entel Pcs Telecomunicaciones S.A. Y Filial 12/31/2011 Entel Telefonía Local S.A. Y Filiales 12/31/2010 12/31/2011 Entel Servicios Telefónicos S.A. 12/31/2010 12/31/2011 Satel Telecomunicaciones S.A. 12/31/2010 12/31/2011 Micarrier Telecomunicaciones S.A. 12/31/2010 12/31/2011 12/31/2010 ASSETS Current assets 264,915,449 227,847,436 13,611,659 13,550,150 1,491,526 1,532,697 972,219 1,212,309 392,119 300,730 Non current assets 652,149,359 607,895,327 20,385,410 21,995,130 18,739 18,176 3,403,749 2,395,130 1,791,273 1,791,773 TOTAL ASSETS 917,064,808 835,742,763 33,997,069 35,545,280 1,510,265 1,550,873 4,375,968 3,607,439 2,183,392 2,092,503 Current liabilities 284,786,089 314,810,684 11,753,751 13,977,789 248,616 195,851 38,939 105,657 163,912 108,267 Non current liabilities 274,833,315 199,406,852 15,478,291 16,359,609 1,051,814 1,233,672 - - - - TOATAL LIABILITIES 559,619,404 514,217,536 27,232,042 30,337,398 1,300,430 1,429,523 38,939 105,657 163,912 108,267 4,141,580 LIABILITIES STOCKHOLDER EQUITY Report 2011 222 Paid-in capital 128,398,586 128,398,586 29,603,142 29,603,142 1,413,277 1,413,277 3,560,075 3,560,075 4,141,580 Other reserves (10,526,899) (47,773,888) (2,419,357) (2,419,357) (115,502) (115,502) (290,952) (290,952) (338,476) (338,476) Accrued Income (Accumulated Losses) 239,554,326 240,892,578 (20,419,768) (21,976,516) (1,087,940) (1,176,425) 1,067,906 232,659 (1,783,624) (1,818,868) Non controlling stock 19,391 7,951 1,010 613 - - - - - - Conversion reserves - - - - - - - - - - 917,064,808 835,742,763 33,997,069 35,545,280 1,510,265 1,550,873 4,375,968 3,607,439 2,183,392 2,092,503 Total Liabilities And Stockholder Equity SUMMARIZED INCOME STATEMENTS FOR SUBSIDIARIES For the years ending December 31, 2011 and 2010 (Th.CLP$) Entel PCS Telecomunicaciones S.A. y Filial 12/31/2011 Operating Revenues 12/31/2010 Entel Telefonía Local S.A. y Fililaes 31/12/2011 Entel Servicios Telefónicos S.A. 12/31/2010 12/31/2011 Satel Telecomunicaciones S.A. 12/31/2010 12/31/2011 Micarrier Telecomunicaciones S.A. 12/31/2010 12/31/2011 12/31/2010 974,752,094 846,594,495 48,933,015 47,984,316 2,357,847 984,968 1,111,595 1,155,359 134,273 158,193 14,903,178 9,683,622 (125,444) 163,286 (22,103) 164,559 24,697 35,616 78,503 55,371 (45,862,733) (44,251,501) (2,546,085) (3,262,626) (1,181,855) (85,934) - - Depreciation and amortization (202,689,865) (168,020,594) (3,965,635) (2,962,692) - (100,273) (100,273) Other operating expenses (567,507,673) (498,434,448) (40,385,382) (39,241,780) (1,055,086) (1,326,853) (24,675) (96,977) (199,565) (239,871) Other Revenues Salaries and Expenses - Income (loss) before tax 173,595,001 145,571,574 1,910,469 2,680,504 98,803 (263,260) 1,011,344 993,725 13,211 (26,307) Income tax (33,595,452) (21,412,557) (353,325) (770,113) (10,318) (353,892) (176,097) (159,700) 22,033 16,133 Income (Loss ) 139,999,549 124,159,017 1,557,144 1,910,391 88,485 (617,152) 835,247 834,025 35,244 (10,174) Income (loss) attributable to stockholders of controlling stockholder equity 139,981,504 124,156,632 1,556,747 1,910,451 88,485 (617,152) 835,247 834,025 35,244 (10,174) 18,045 2,385 397 (60) - - - - - - 139,999,549 124,159,017 1,557,144 1,910,391 88,485 (617,152) 835,247 834,025 35,244 (10,174) 1,745,79 1,548,43 89,66 110,01 27,310,18 (190,479) 835,247,00 834,025,00 3,524,40 (1,017,4) Incomes attributable to non controlling stock Income (Loss) EARNINGS PER SHARE Common shares NOTE (1): The subsidiary Cientec Computación S.A. was taken over by Entel Chile S.A. on July 31, 2011, by a merger through absorption as a product of the company restructuring exercise undertaken by the Group, which concluded on December 31, 2011. Entel Servicios Empresariales ( Ex - Red De Entel Inversiones S.A. Y Filial Entel Call Center S.A. Y Filial Cientec Computación S.A. (1) 12/31/2011 12/31/2011 12/31/2011 Entel Internacional Bvi Corp. Y Filial Empresa De Radiocomunicaciones Insta Transacciones Electrónicas S.A.) 12/31/2011 Beep Ltda. 12/31/2010 12/31/2010 12/31/2010 12/31/2010 12/31/2011 12/31/2010 12/31/2011 12/31/2010 3,132 350,967 5,451,393 7,627,091 9,061,829 6,448,904 - 3,447,855 42,100 42,110 3,574 3,437 560,708 8,095 40,057,356 36,213,434 12,361,538 11,193,428 - 13,101,328 210,381 189,851 - - 563,840 359,062 45,508,749 43,840,525 21,423,367 17,642,332 - 16,549,183 252,481 231,961 3,574 3,437 193,981 85,020 4,686,666 7,310,110 5,954,494 3,637,527 - 1,199,306 36,383 34,220 708,006 680,292 - 90,551 4,547,742 2.923.138 11,249,073 10,851,155 - 3,823,775 - - - - 193,981 175,571 9,234,408 10,233,248 17,203,567 14,488,682 - 5,023,081 36,383 34,220 708,006 680,292 737,071 737,071 2,870,848 2,870,848 13,867,175 13,867,175 - 3,756,870 25,211,353 25,211,353 2,969,432 2,969,432 125,983 - 55,556 (784,068) (1,128.189) (1,165,112) - 8,980 4,949 4,865 (242,681) (242,681) (493,195) (553,580) 28,050,829 26,929,723 (8,422,644) (9,527,165) - 7,760,252 (25,000,204) (25,018,477) (3,431,183) (3,403,606) - 5,297,108 4,590,774 20 6 - - - - - - - - - (96,562) (21,254) - - - - - - 359,062 45,508,749 43,840,525 21,423,367 17,642,332 - 16,549,183 252,481 231,961 3,574 3,437 223 Report 2011 563,840 Red de Transacciones Electrónicas S.A. Entel Inversiones S.A. y filial Entel Call Center S.A. y filial Cientec Computación S.A. (1) 12/31/2011 12/31/2011 12/31/2011 Entel Internacional BVI Corp. y filial Empresa de Radiocomunicaciones Insta Beep Ltda. 12/31/2011 12/31/2010 12/31/2010 12/31/2010 12/31/2010 12/31/2011 12/31/2010 12/31/2011 12/31/2010 2,273,021 1,081,020 20,109,586 19,948.526 26,508,639 21,503.952 - 10,701,856 - - - - - - 591,593 521,220 53,489 52,603 - 50,772 - - - - (2,074,856) (956,597) (3,427,839) (3,328,504) (11,050,662) (8,775,584) - (1,811,845) - - - - - - (2,045,975) (1,947,428) (1,034,673) (968,601) - (4,530,196) - - - - (23,434) (17,209) (14,065,637) (16,038,616) (13,217,463) (11,138,101) - (5,089,616) 18,273 (83,622) (27,577) (16,203) 174,731 107,214 1,161,728 (844,802) 1,259,330 674,269 - (679,029) 18,273 (83,622) (27,577) (16,203) 11,636 3,782 (61,039) 21,231 (154,774) (613,974) - 99,645 - - - - 186,367 110,996 1,100,689 (823,571) 1,104,556 60,295 - (579,384) 18,273 (83,622) (27,577) (16,203) 186,367 110,996 1,121,108 (87,049) 1,104,563 60,291 - (579,384) 18,273 (83,622) (27,577) (16,203) - - (20,419) (736,522) (7) 4 - - - - - - 186,367 110,996 1,100,689 (823,571) 1,104,556 60,295 - (579,384) 18,273 (83,622) (27,577) (16,203) 5,414,66 3,224,85 99,250,59 (74,262,49) 116,26 6,35 - (1,866,76) 0,30 (1,38) - - SUMMARIZED CASH FLOW STATEMENTS FOR SUBSIDIARIES At December 31, 2011 and 2010 (Th.CLP$) Entel PCS Telecomunicaciones S.A y Filiales. Entel Telefonía Local S.A. y Fililaes Satel Telecomunicaciones S.A. Micarrier Telecomunicaciones S.A. 12/31/2011 12/31/2010 12/31/2011 12/31/2010 12/31/2011 12/31/2010 12/31/2011 12/31/2010 12/31/2011 12/31/2010 Cash flows provided by operating activities 501,634,262 391,314,649 8,826,001 5,498,167 549,764 48,597 968,344 325,506 (58,812) 71,727 Cash flows provided by other operational activities (45,682,600) (44,052,615) (447,725) (90,117) 9,168 (39,859) 20,740 211 " - Net cash flows provided by operating activities 455,951,662 347,262,034 8,378,276 5,408,050 558,932 8,738 989,084 325,717 (58,812) 71,727 Net cash flows used in investment activities (258,538,353) (164,393,123) (5,707,995) (8,954,051) " " (323) (340) 57,697 (79,728) Net cash flows used in financing activities (199,903,282) (181,500,971) (2,647,239) 3,196,456 (546,904) (11,594) (988,125) (325,718) " - (2,489,973) 1,367,940 23,042 (349,545) 12,028 (2,856) 636 (341) (1,115) (8,001) (7,557) 101,204 - - - (290) 80 (101) - (30) - - - - - - - - - - Cash and cash equivalents, cash flow statement, initial balance 3,796,548 2,327,404 565,159 914,704 495 3,641 334 776 3,247 11,278 Cash and cash equivalents, cash flow statement, final balance 1,299,018 3,796,548 588,201 565,159 12,523 495 1,050 334 2,132 3,247 Net increase (decrease) in cash and cash equivalents Effect of exchange rate variations on cash and cash equivalents Effects of changes in the scope of consolidation on cash and cash equivalents 224 Entel Servicios Telefónicos S.A. STATEMENT OF CHANGE IN NET STOCKHOLDER EQUITY FOR SUBSIDIARIES At December 31, 2011 and 2010 Report 2011 (Th.CLP$) Entel PCS Telecomunicaciones S.A. y Filiales Entel Telefonía Local S.A. Entel Servicios Telefónicos S.A. Satel Telecomunicaciones S.A. Initial balance for current period 01/01/2011 321,525,227 5,207,270 121,350 3,501,782 Income from consolidated revenue and costs 139,999,549 1,556,747 88,485 835,247 Payment of dividends (99,325,305.0) - - - Increase (decrease) for distribution to shareholders (12,379,484.0) - - - 7,625,417 1,010 - - Final balance for current period 12/31/2011 357,445,404 6,765,027 209,835 4,337,029 Initial balance for previous period 01/01/2010 296,114,885 3,296,817 738,502 2,667,757 Income from consolidated revenue and costs 124,159,016 1,910,451 (617,152) 834,025 (98,395,319.0) - - - 13,799,528 - - - Other increases (decreases) in stockholder equity (14,152.883.0) 2 - - Final balance at 12/31/2010 321,525,227 5,207,270 121,350 3,501,782 Other increases (decreases) in stockholder equity Payment of dividends Increase (decrease) for distribution to shareholders NOTE (1): The subsidiary Cientec Computación S.A. was taken over by Entel Chile S.A. on July 31, 2011, by a merger through absorption as a product of the company restructuring exercise undertaken by the Group, which concluded on December 31, 2011. Entel Servicios Empresariales (Red de Transacciones Electrónicas S.A.) 12/31/2011 12/31/2010 Entel Inversiones S.A. y filial 12/31/2011 Entel Call Center S.A. y filial 12/31/2010 12/31/2011 Cientec Computación S.A. (1) 12/31/2010 12/31/2011 Entel Internacional BVI Corp. y filial 12/31/2010 12/31/2011 12/31/2010 Empresa de Radiocomunicaciones Insta Beep Ltda. 12/31/2011 12/31/2010 (3,161,651) (85,499) 4,300,160 2,001,924 1,837,292 2,339,187 - 2,107,503 (3,773) (67,302) (1,087) (2,317,772) - - - - - - (81,143) (493) (530) - (37) (5,479,423) (85,499) 4,300,160 2,001.924 1,837,292 2,339,187 " 2,026,360 (4,266) (67,832) (1,087) - - (4,436,341) (1,172,274) (1,820,825) (741,892) - (1,126,604) - (2,626) - 5,479,423 85,507 (39,863) (339,865) 26,510 (1,568,720) - (887,292) - 101,407 1,087 37 0 8 (176,044) 489,785 42,977 28,575 - 12,464 (4,266) 30,949 0 0 - - - - - - - (2,568) 4,256 2,465 - - - - - - - - - - - - - - 8 - 1,027,574 537,789 182,787 154,212 - 4,349 42,110 8,696 - - 8 8 851,530 1,027,574 225,764 182,787 - 14,245 42,100 42,110 0 0 (37) Micarrier Telecomunicaciones S.A. Entel Servicios Empresariales ( Ex Red de Transacciones Electrónicas S.A.) Entel Inversiones S.A. y filial Entel Call Center S.A. y filial Cientec Computación S.A. (1) Entel Internacional BVI Corp. y filial Empresa de Radiocomunicaciones Insta Beep Ltda. 1,984,236 183,491 33,607,277 3,153,650 - 197,741 (676,855) 35,244 186,367 1,121,108 1,104,549 - 18,273 (27,577) - - - - - - - - - - - - - - - 1 1,545,956 (38,399) - 84 - 2,019,480 369,859 36,274,341 4,219,800 - 216,098 (704,432) 1,994,410 72,497 47,899,593 3,092,755 12,105,485 282,690 (660,652) (10,174) 110,996 (87,049) 60,299 (579,384) (83,622) (16,203) - - - - - - - - - - - - - - - (2) (14,205,267) 596 1 (1,327) - 1,984,236 183,491 33,607,277 3,153,650 11,526,102 197,741 (676,855) Report 2011 225 Subsidiaries of Entel S.A. Entel PCS Telecomunicaciones S.A. and Subsidiaries Entel Telefonía Local S.A. o Entel Phone S.A. and Subsidiaries Legal Status Private limited company, registered in the Special Register of Reporting Entities (No. 33.). Private Corporation. Constituting Documents Entel PCS Telecomunicaciones S.A. was incorporated as a limited company by public deed on October 3, 1996, in accordance with the laws of the Republic of Chile. EntelPhone S.A. was incorporated as a limited company by public deed on April 29, 1994, in accordance with the laws of the Republic of Chile. On December 20, 1994, by Supreme Decree 450, the Ministry of Transport and Telecommunications awarded a public telephone services concession to the company to install, operate, and run a local telephone system. Business Purpose The purpose of the company is: the study, construction and operation of a system to provide all types of transmission, switching, communication, metering, billing and charging services for mobile telecommunications; to import and export, market, distribute, sell, lease, and provide in any other manner, all types of equipment required for the provision of mobile communications and complementary/supplementary services; and in general, to undertake all types of activities, agree, sign and execute all types of contracts required for the provision of any type of mobile communications services. The company meets the telephone communications, multimedia and infrastructure needs of high-use consumers, and provides marketing and dealership of equipment and devices and undertakes all telecommunications related business activities. Subscribed and Paid-in Capital on December 31, 2011 The company’s subscribed Th.CLP $128,398,586. The company’s subscribed Th.CLP $29,603,142. Direct and Indirect Stock Entel S.A. Entel Chile S.A.: 99.999% Entel Chile S.A. 99,000% Entel Inversiones S.A. 1,000% Percentage of Investment of Entel S.A. Assets 26.03% 0.49% Income for 2011 Financial Year Th.CLP $139,999,549 Th.CLP $1,557,144 Board of Directors Richard Büchi B., Chairman Juan Hurtado V., Vice-Chairman Luis Felipe Gazitúa A., Director Alfredo Parot D., Director Felipe Ureta P., Director Richard Büchi B., Chairman Antonio Büchi B., Director Alfredo Parot D., Director José Luis Poch P., Director Felipe Ureta P., Director CEO Antonio Büchi B. Marío Nuñez P. Positions Held at Entel S.A. Richard Büchi B., Executive Vice-President Alfredo Parot D., Vice-Chairman of Technology and Operations Felipe Ureta P., Corporate Finance and Financial Planning Antonio Büchi B., CEO Richard Büchi B., Executive Vice-Chairman Antonio Büchi B., CEO. Alfredo Parot D., Vice-Chairman Technology and Operations José Luis Poch P., Vice-Chairman Consumers Market Felipe Ureta P., Corporate Finance and Financial Planning Mario Nuñez P., Vice-Chairman Enterprise Market Commercial Relationship with Entel Chile S.A. Entel Telefonía Personal provides Entel Chile S.A. network infrastructure to broaden the coverage of its fixed telecommunications services. Entel Chile S.A. provides Entel Telefonía Personal with telecommunications services to support its mobile communications operations. EntelPhone S.A. provides Chile Entel S.A. with the services required to complement its integrated communications and operational continuity services. Entel Chile S.A. provides EntelPhone S.A. with the operation and maintenance of network platforms to support its business activities. Agreements and Contracts Entel PCS S.A. contracted national signal transport services in dedicated and switched mode from Entel S.A. for Th.CLP $71,114,574. It also leased and-subleased physical space in buildings, stores, and radio stations owned by Entel PCS S.A. or third parties to Entel Chile S.A. Finally, it contracted marketing consultancy services, telephone technical services, and Data Center services for Th.CLP $7,072,225. Entel Chile S.A. contracted leased infrastructure, telecommunications services, and the payment of access charges from Entel PCS S.A. for Th.CLP $7,208,407. Entel Chile S.A. leases telecommunications infrastructure and installation services, provides the operation and maintenance of networks, the lease or sublease of physical space in buildings and commercial branches, IT data processing services, network administration and administration services to EntelPhone S.A. for Th.CLP $22,303,153. EntelPhone S.A. provided Entel Chile S.A. with telecommunications services and access charges for Th.CLP $3,926,432. Report 2011 226 Company Name and paid-in capital is and paid-in capital is Subsidiaries of Entel S.A. Company Name Entel Servicios Telefónicos or Entelfónica S.A. Satel Telecomunicaciones S.A. or Satel S.A. Legal Status Private limited company. Private limited company. Constituting Documents Entelfónica S.A. was originally incorporated as a private limited company by public deed on March 13, 1989, in accordance with the laws of the Republic of Chile under the name Global Telecomunicaciones S.A. On June 24, 1993, the company statutes were modified to establish the current name and nature of the company. Satel was incorporated as a joint stock company by public deed on March 13, 1989, in accordance with the laws of the Republic of Chile. Business Purpose The company provides telecommunications services, marketing, distribution and dealership of equipment, and any other telecommunications related business activities. The company provides high- and low-speed corporate telephony and data transmission services using satellite technology at a national and international level. Subscribed and Paid-in Capital on December 31, 2011 The company’s subscribed Th.CLP $1,413,277. The company’s subscribed Th.CLP $3,560,075. Direct and Indirect Stock of Entel Chile S.A. Entel Chile S.A.: 91.420% Entel Inversiones S.A.: 8.580% Entel Chile S.A.: 99.9% Entel Inversiones S.A.: 0.1% Percentage of Investment in Chile Entel S.A. Assets 0.01% 0.32% Income for 2011 Financial Year Th.CLP $88,485 Th.CLP $835,247 Board of Directors José Luis Poch P., Chairman Juan Baraqui A., Director Felipe Ureta P., Director Antonio Büchi B., Chairman Alfredo Parot D., Director Felipe Ureta P., Director CEO Pablo Pfingsthorn O. Pablo Pfingsthorn O. Positions Held at Entel Chile S.A. José Luis Poch P., Vice-Chairman Consumers Market Juan Baraqui A., Administration Executive Felipe Ureta P., Corporate Finance and Financial Planning Pablo Pfingsthorn O., Financial Planning & Control Support Executive Antonio Büchi B., CEO Alfredo Parot D., Vice-Chairman of Technology and Operations Felipe Ureta P., Corporate Finance and Financial Planning Pablo Pfingsthorn O., Financial Planning & Control Support Executive Commercial Relationship with Entel Chile S.A. Entelfónica S.A. provides administration services for the service centers used by Entel Chile S.A. customers. Entel Chile S.A. provides Entelfónica S.A. with the operation and maintenance of the public telephone network. Satel S.A. provides satellite transmission services to complement the Entel Chile S.A. telecommunications businesses. Entel Chile S.A. provides the company with the operation and maintenance of its satellite network. Agreements and Contracts Entelfónica S.A. contracted national and international signal transport services from Chile Entel S.A. It also received administration and computing services, and leased and subleased physical space in buildings and commercial branches for Th.CLP $228,171. Entelfónica S.A. provided advertising and services to Entel Chile S.A. for Th.CLP $1,691,993. Satel S.A. contracted international signal transport, administration services and installation, and service operation and maintenance from Entel Chile S.A. for Th.CLP $99,931. Satel S.A. provides Entel Chile S.A. with communications services for Th.CLP $523,457. paid-in capital is and paid-in capital is 227 Report 2011 and Subsidiaries of Entel S.A. Report 2011 228 Company Name Micarrier Telecomunicaciones S.A. or Micarrier S.A. Entel Servicios Empresariales S.A. (Formerly Red de Transacciones Telefónicas S.A.) Legal Status Private Corporation. Private Corporation. Constituting Documents Micarrier was incorporated as a limited company by public deed on December 30, 1988, in accordance with the laws of the Republic of Chile. The company initially traded under the name Entel Servicios de Datos S.A. until March 26, 1996 when it was agreed to amend the articles of incorporation to establish the current name of the company. Entel Servicios Empresariales S.A. was incorporated as a limited company by public deed on June 9, 1993, in accordance with the laws of the Republic of Chile. Business Purpose The company installs, operates, runs and provides public and private telecommunications services at national and international level, both directly and through third parties. The company provides: software analysis, design, development, operation and maintenance, consultancy services and technical support; third-party administration services for infrastructure, systems and business processes; e-commerce, business and accounting transactions using all electronic media; representation of national and international suppliers for software, hardware, and other tools and equipment related to IT, telephone support, and the continuity of technology platforms. Subscribed and Paid-in Capital on December 31, 2011 The company’s subscribed and paid-in capital is Th.CLP $4,141,581. The company’s subscribed and paid-in capital is Th.CLP $737,071. Direct and Indirect Stock of Entel S.A. Entel Chile S.A.: 99.990% Entel Inversiones S.A.: 0.010% Entel Chile S.A.: 99.9855% Entel Inversiones S.A.: 0.0145% Percentage of Investment in Entel Chile S.A. Assets 0.15% 0,03% Income for 2011 Financial Year Th.CLP $35,244 Th.CLP $186,367 Board of Directors Richard Büchi B., Chairman Antonio Büchi B., Director Alfredo Parot D., Director José Luis Poch P., Director Felipe Ureta P., Director Felipe Ureta P., Chairman Julian San Martín A., Director Victor Hugo Muñoz A., Director CEO Pablo Pfingsthorn O. Pablo Pfingsthorn O. Positions Held at Entel S.A. Richard Büchi B., Executive Vice-Chairman Antonio Büchi B., CEO Alfredo Parot D., Vice-Chairman of Technology and Operations José Luis Poch P., Vice-Chairman Consumers Market Felipe Ureta P., Corporate Finance and Financial Planning Pablo Pfingsthorn O., Financial Planning & Control Support Executive Felipe Ureta P., Corporate Finance and Financial Planning Julian San Martín A., Vice-Chairman Corporations Market Victor Hugo Muñoz A., IT Services Executive Pablo Pfingsthorn O., Financial Planning & Control Support Executive Commercial Relationship with Entel Chile S.A. Micarrier S.A. provides long distance national and international services to Entel Chile S.A. In return Entel Chile S.A. provides Micarrier S.A. with the administration, operation and maintenance of its networks. Entel Servicios Empresariales S.A. provides technology platform continuity services to Entel Chile S.A. to support customers operations. Agreements and Contracts Micarrier S.A. contracted operation and maintenance services for telephone exchanges and switching equipment, administration and computer services and leases offices from Entel for the value of Th.CLP $25,930. Entel Chile S.A. contracted the leasing of telecommunications from Micarrier S.A. for Th.CLP $31,316. Entel Servicios Empresariales S.A. provides services in the field of technology platform continuity to Entel S.A. to support the customers operations for Th.CLP $2,271,303. Subsidiaries of Entel S.A. Company Name Entel Inversiones S.A. and Subsidiaries Entel Call Center S.A. and Subsidiaries Legal Status Private Corporation. Private Corporation. Constituting Documents Entel Inversiones S.A. was incorporated as a limited company by public deed on August 8, 1989, in accordance with the laws of the Republic of Chile. Entel Call Center S.A. (formerly Entel Internacional S.A.) was incorporated as limited company by public deed on September 12, 1989, in accordance with the laws of the Republic of Chile. Its initial purpose was to provide consultancy services for the development of telecommunications and IT projects. Its business purpose was amended on March 29, 2000. Business Purpose The company makes investments considered strategically appropriate to corporate goals, regardless of whether these are related to the telecommunications industry. The company develops, installs, operates and runs both its own and third-party telecommunications platforms in Chile and abroad, and in general, undertakes any activity or provides services through telecommunications equipment or installations served by operators or automated operations. Subscribed and Paid-in Capital on December 31, 2011 The company’s subscribed Th.CLP $2,870,848. The company’s subscribed Th.CLP $13,867,175. Direct and Indirect Stock of Entel Chile S.A. Entel Chile S.A.: 99.990% Entel International Bvi Corp.: 0.010% Entel Chile S.A. 90,000% Entel Inversiones S.A. 10,000% Percentage of Investment in Entel Chile S.A. Assets 1.98% 0,28% Income for 2011 Financial Year Th.CLP $1,100,689 Th.CLP $1,104,556 Board of Directors Richard Büchi B., Chairman Antonio Büchi B., Director Alfredo Parot D., Director Antonio Büchi B., Chairman Richard Büchi B., Director Alfredo Parot D., Director José Luis Poch., Director Felipe Ureta P., Director Chief Executive Officer Felipe Ureta P. Álvaro García L. Positions Held at Entel S.A. Richard Büchi B., Executive Vice-Chairman Antonio Büchi B., CEO Alfredo Parot D., Vice-Chairman of Technology and Operations Felipe Ureta P., Corporate Finance and Financial Planning Antonio Büchi B., CEO Richard Büchi B., Executive Vice-Chairman Alfredo Parot D., Technology and Operations Executive José Luis Poch P., Vice-Chairman of Consumers Market Felipe Ureta P., Corporate Finance and Financial Planning Commercial Relationship with Entel Chile S.A. None. Entel Call Center S.A. currently provides the required infrastructure for service via remote channels for customers of subsidiaries of the Entel Group. Entel Chile S.A. provides the company with telecommunications services to support its call center business. Agreements and Contracts Entel Chile S.A. provided Entel Invesiones S.A. and Subsidiaries international data transportation and traffic termination services for Th.CLP $625,254. Entel Inversiones S.A. and subsidiaries provide Entel Chile S.A. with international traffic termination services for Th.CLP $803,487. Entel Chile S.A. provided Entel Call Center S.A. telecommunications, administration and IT services, and the leasing of office space for Th.CLP $461,612. Entel Call Center S.A. provided Entel with inbound and outbound call services for the value of Th.CLP $6,137,222. paid-in capital is and paid-in capital is 229 Report 2011 and Subsidiaries of Entel S.A. Company Name Entel International B.V.I. Corp. and Subsidiary. Legal Status Foreign subsidiary Constituting Documents The company was incorporated as a limited company on February 12, 1993, in Tortola, British Virgin Islands. Business Purpose Report 2011 230 Subscribed and Paid-in capital on December 31, 2011 The company’s subscribed Th.CLP $25,211,353. and paid-in capital is Direct and Indirect Stock of Entel S.A. Entel Chile S.A.: 100.00% Percentage of Investment in Entel Chile S.A. Assets 0.02% Income for 2011 Financial Year Th.CLP $18,273 Board of Directors Richard Büchi B., Chairman Antonio Büchi B., Director Felipe Ureta P., Director CEO Felipe Ureta P. Positions Held at Entel S.A. Richard Büchi B., Executive Vice-Chairman Antonio Büchi B., CEO Felipe Ureta P., Corporate Finance and Financial Planning Commercial Relationship with Entel Chile S.A. None. Agreements and Contracts There were no agreements or contracts with significant effects on operations and income. Subsidiaries of Entel S.A. Company Name Sociedad de Telecomunicaciones Instabeep Ltda. Legal Status Limited company. Constituting Documents The company was incorporated as a limited liability company by public deed on November 4, 1985, in accordance with the laws of the Republic of Chile. Business Purpose The company undertakes business activities related to electrical and electronics engineering, especially those relative to the establishment, operation and running of communications services and any other related activity agreed by the partners. Subscribed and Paid-in Capital on December 31, 2011 The company’s subscribed and paid-in capital is Th.CLP $2,969,432 Direct and Indirect Stock of Entel Chile S.A. Entel Chile S.A.: 99.990% Entel PCS Telecomunicaciones S.A.: 0.010% Percentage of Investment in Entel Chile S.A. Assets 0,00% Income for 2011 Financial Year Th.CLP $(27,577) Board of Directors None. CEO José Luis Poch P. Positions held at Entel S.A. José Luis Poch P., Vice-Chairman Consumers Market Commercial Relationship with Entel Chile S.A. None. Agreements and Contracts There were no agreements or contracts with significant effects on operations and income. Report 2011 231 Printing FYRMA GRÁFICA Design PAPER MAGNOMATT / MAGNOSTAR 130 gr onectado+Vivi ado. Vivir_me ejor Conectado onectado”Vivir ado_Vivir mej r Conectado#V Report 2011 232 ir mejor Conec ejor Conectado o.Vivir mejor C r mejor Conect jor Conectado Vivir mejor Co Report 2011 233