Enel Americas Annual Report 2012

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FY2012 Annual Report · Enel Americas

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Brasil

Pe rú

Argentin a

Colombi a

Chile

Pe rú

Colombia

Chile

Pe rú

Colombia

Perú

Colombi a

Brasi l

Chile

Brasi l

Colombia

Perú

Argentin a 12

Brasi l

Chile

Santiago Stock Exchange
ENERSIS

New York Stock Exchange
ENII

Madrid Stock Exchange
XENI

Enersis S.A. was incorporated, initially, with the name Compañía Metropolitana de
Distribución Eléctrica S.A., and changed its name to Enersis S.A. on August 1, 1988. Its
corporate capital is ThCh$2,824,882,835, divided into 32,651,166,465 shares. Its shares are
quoted on the Chilean exchanges, on the New York Stock Exchange in the form of American
Depositary Receipts (ADR) and on the Latin American Securities Exchange of the Madrid
Stock Exchange (Latibex).

Its main business is the exploitation, development, operation, generation, distribution,
transmission, transformation and/or sale of energy in any of its forms or nature, directly
or through other companies, and also businesses in telecommunications and engineering
consultancy services, in Chile and abroad, in addition to investing and managing its
investments in subsidiaries and associate companies.

Its total assets amounted to ThCh$13,317,833,640 as of December 31, 2012. Enersis controls
and manages a group of companies that operate in the electricity markets of five countries in
Latin America (Argentina, Brazil, Chile, Colombia and Peru). In 2012, net income attributable
to the dominant company amounted to MCh$377,350 and operating income amounted
to MCh$1,496,964. At the end of 2012, it provided direct jobs to 11,087 people through its
subsidiaries in South America.

Memoria Anual 2012 Resultados del ejercicio

2012 Annual Report

2 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

p. 4
Chairman´s Letter

p. 13
Highlights

p. 21
Main financial
and operational
indicators

p. 25
Identification of
the Company and
Documents of
Incorporation

p. 33
Administration

p. 49
Human resources

p. 29
Ownership and
control

p. 61
Dividends

p. 93
Risk factors

p. 67
Investment and
financing policy
2012

p. 99
Regulatory
framework of the
industry

p. 71
The Company’s
businesses

p. 115
Description of
the electricity
business by
country

p. 169
Identification
of subsidiaries
and associate
companies

p. 149
Diagram of
shareholdings

p. 157
Significant events
of the entity

p. 55
Stock
transactions

p. 81
Investments
and financing
activities

p. 145
Other
businesses

p. 190
Declaration of
responsibility

p. 193
Estados
financieros
consolidados

p. 353
Análisis razonado
y hechos
relevantes
consolidados

p. 393
Estados
financieros
resumidos de
empresas filiales

Enersis 2012 Annual Report 3

2012 Annual Report Chairman´s Letter to Shareholders

Carta del Presidente

Dear shareholders,

Once more I direct myself to you to offer an
assessment of our main accomplishments
with the objective of delivering quality electric
services, safely and at competitive prices in the
five countries of which the Group operates in
South America. In 2012, we exceeded more than
15,000 MW in installed capacity and 14 million
clients, being the main private electric company
in the Southern Cone. Our strategy seeks to
make each operation profitable, maintain a solid
financial position, add value to the investments
of our shareholders, and deepen our integration
in the communities we are present in.

The year 2012 was marked by external events that
influenced our performance, to greater and lesser
extent, such as the drought that has afflicted the
center and southern parts of Chile for the past
three years, regulatory changes, and the events
that have taken place in the European Economies.
In this context, and before venturing into the
regional analysis of the results corresponding
to this period, I would like to highlight a matter
that is shaping the future of Enersis: the capital
increase proposed by our controlling shareholder,
Endesa (Spain) that was released to the market on
July 25th of this past year.

When this annual report becomes public, the
operation will be in its final stages. The period of
preemptive rights in the local market and in the
United States will be closed. It is also to be noted
that by this time we will have already announced
to the market the fulfillment of the condition
precedent to which the increase in capital was
tied to, declaring it a success.

Throughout this annual report, esteemed
shareholder, there are several chapters that address
the capital increase proposal. We even present a
review dedicated in its entirety to this transaction,
describing the transaction in fine detail from a legal

4 Enersis 2012 Annual Report

and financial standpoint. For more information,
you can access a complete report in our website
(www.enersis.cl) or in the company’s offices. Taking
this into consideration, in the following exposition
I will only explore the key aspects for the future of
the company, after the operation was approved by
a vast majority in the Extraordinary Shareholder
Meeting that took place on December 20th of 2012.

Capital increase

Endesa (Spain) proposed the capital increase
in Enersis, which it would subscribe, in the
proportion of its current shares, paying said
subscription through the transfer to Enersis of
the entirety of the shares it possesses in different
companies it operates in the electricity industry
of South America. Said shares have been grouped
into a new company, named Cono Sur, whose only
assets are these shares; while the rest of Enersis
shareholders could subscribe to their proportional
part of the increase in capital in the form of cash.

2012 Annual Report Chairman´s Letter to Shareholders

Within this framework, the Board strove to
create a project that would achieve, on the basis of
Endesa’s (Spain) proposal, the greatest benefit to
all of its shareholders, under market parameters
and conditions that were beneficial for the future
of Enersis. This was not exempt of discrepancies
within the Board, a normal situation – which
was resolved – and that ultimately enriched the
process to reach, as I mentioned, an operation that
would benefit every shareholder of the company.

Enersis’ Board is convinced that using Enersis is
the best choice for growth, as it has an attractive
asset base at a regional level, unrepeatable and
diversified, with a privileged organizational
structure.

Additionally, the increase of Enersis’ capital is of
great significance for the market and the interests
of Chile, which, apart from being the largest
capital increase to take place in our country, it also
places our nation in a relevant position to serve as
a center of operations for the development of new
investments in South America.

The objectives of the capital increase proposed
by Endesa (Spain) are fundamentally two: unify
in Enersis all the shares of Endesa (Spain) in
South America, excluding Enel Green Power,
subsidiary dedicated to the development of
renewable energy; and secondly, equip Enersis
with the necessary resources to carry through a
significant growth and expansion plan.

The independent evaluators, the Directors
Committee, and the Board agreed in that by
completing certain conditions, the capital increase
is positive from a strategic point of view and also
contributes to the social interest of Enersis.

The project in itself represents a great
opportunity, not only to incorporate valuable
assets, but also to grow healthily within the
region, without increasing debt and maintaining
Enersis’ financial strength.

In conclusion, the operation that was passed on
December 20th by a wide margin of shareholders,
brings assets to Enersis that the company, in its
majority, already manages; it ensures the control
of the Colombian firms Emgesa and Codensa, and
makes Enersis the only vehicle of expansion for
Endesa (Spain) and Enel in South America.

With this operation, the company will receive
benefits by increasing its subsidiaries’ input
towards Enersis, simplifying the organizational
structure, and could reduce the holding
discount effect.

The addition of Eepsa, for example, implies an
increase in presence in the generation sector in
Peru, through a high quality asset that presents
attractive growth opportunities. Said society is
currently building a power plant with a capacity
of 200 MW, launching its operations during 2013.

If we compare the amount contributed with
the net result after taxes that the new shares of
Enersis would provide, this would have a positive
effect on Enersis’ current shareholders in terms of
each share’s profit for this year and those to come.

Additionally, and to give the proposal more
soundness, the Board requested that Enel and
Endesa (Spain) complete a series of commitments,
which were accepted and ratified by the
controlling shareholders at the Extraordinary
Shareholders Meeting on December 20th. These
commitments are as follow: have representatives
and a guarantee for all the added societies that
are currently not included under Enersis, being
Eepsa, Yacylec, and Central Dock Sud; with the
expressed condition that Enersis will be the sole
vehicle of investment of Enel Group in South
America, with the exception of Enel Green Power;
the commitment to protect Enersis, in a time
frame of five years, regarding tax contingencies
derived from the structure of the operation, and
maintaining the commitment to not promote,

Enersis 2012 Annual Report 5

2012 Annual Report Chairman´s Letter to Shareholders

within a period of two years, an excessive
distribution of dividends as a result of the capital
increase underway.

On December 20th the Extraordinary
Shareholders Meeting approved, with a majority
of nearly 86% of the shareholders with the right
to vote attending the assembly, the equivalent
of 81.94% of all shares, the capital increase
proposal, which can be synthesized as follows:

• A maximum of 16,441,606,297 shares will be

issued.

• The price per share will be $173.
• Endesa (Spain) will endorse a split in its
shares at a total of 9,967,639,058 shares
(paying said endorsement through the
transfer of its shareholdings in thirteen
companies grouped in Cono Sur).
• Minority shareholders will be able to

subscribe a total of 6,473,976,239 shares.

The money provided by minority shareholders
separate from their respective shares,
complemented by the contribution made by
Endesa (Spain), will be used for the company’s
growth, for the purchase of minority interests
and for the acquisition (M&A) of new firms in
the region. Each minority interest purchase
operation and M&A will be previously approved,
on an individual basis, by Enersis’ Board in the
time and way they are presented, being analyzed
by the company’s administration, a task of
which the managerial team at Enersis is already
performing under the Board’s instruction.

Enersis will be the main private investor in the
electricity market in the region, having its base in
Chile. We will be able to launch a new expansion
process without having to acquire greater debt
and with sufficient resources to increase our
presence in the markets in which we operate.

Enersis will be larger, more robust, and will have
the muscle to allow it to continue to lead the
energy industry in South America.

Growth Prospects

The new expansion process we are launching
in the main countries in which we operate, are
based on the current positive macroeconomic
prospects for the region. Despite a complex global
setting, South America continues to offer solid
foundations and growth prospects.

In 2013, we are expecting a GDP growth of
approximately 4.3% in the five countries in which
we are present, far above the 1.9% forecast for
North America and the 0.1% in Western Europe.
For the 2013-2017 quinquennium regional
economic growth will be on average (CARG)
4.2%, while electricity demand will grow 4.8% on
average (CARG).

South America stands favorably in terms of
growth potential, due to its demographic and
macroeconomic factors, in comparison to other
regions in which Enel currently operates, Enel
being one of the more important utilities at a
global level. Present in forty countries, Enel
generates, distributes and commercializes
energy to over 60 million customers, while
respecting communities and the environment.

In this context of growth and with the support
provided by a world-class energy group such
as Enel, we have the certainty and tranquility
that we have the necessary tools to confront
the day-to-day challenges posed by the regional
electricity sector and society in general.

Results 2012

During 2012, a large increase in electricity demand
was confirmed in the markets in which we operate,
especially in: Peru, Chile, and Brazil, exhibiting
increases of 5.9%, 5.2%, and 4.5%, respectively.
Our client base in the distribution sector rose by
approximately 360 thousand, which ratified the
natural growth in this segment, an important
factor of stability within this line of business.

6 Enersis 2012 Annual Report

2012 Annual Report Chairman´s Letter to Shareholders

On December 31st the number of customers
in the distribution sector reached 14 million,
representing a rise of 2.6% with respect to the
13.66 million at December, 2011.

Installed capacity went from 11,832 MW in 2011 to
15,173 MW, a 2.3%increase. The observed growth
during that period came from the startup of
commercial operation of the power plant Bocamina
II (350 MW) in Chile towards the end of October.

Revenue amounted to $6,577,667 million, which
represented a rise of 0.7%, equivalent to $42,787
million. This slight increase offset a portion of
the 5.1% rise in the cost of supplies and services,
which reached a total of $3,717,125 million.

The EBITDA exceeded, for its fourth consecutive
year, the US$4,000 million bar, by reaching
$1,982,924 million (about US$4,075 million),
confirming an effective strategy and balanced
portfolio of assets that the company owns in
the business of generation, transmission, and
distribution of electricity.

Thanks to a diversified presence in South
America, the Group maintained the contribution
to EBITDA balanced by its type of business:
generation and transmission with a 52% and
distribution with 48%.

The operating result (EBIT) went from $1,566,311
million to $1,496,965 million, a decrease of
$69,346 million, or the equivalent to 4.4%.

The net benefit attributable to the dominating
company equaled $377,351 million, a figure
that represented a 0.5% rise with respect to the
$375,471 million from 2011. The Group’s result
after taxes from reached $893,562 million, 2.4%
greater than the $872,540 million from the
previous year.

From a financial viewpoint, during this period,
Moody’s ratified the corporate listing at Baa2
with stable prospects, Standard & Poor’s, on
their part, confirmed the rating of international

credit risk as BBB+ with stable prospects, and
Humphrey’s awarded the grade of AA to local
bonds, AA level 1 to the commercial paper
program and 1° class level 1 to the company’s
shares. On January 15th of 2013, Feller Rate
confirmed the current local mark at AA for the
bonds, shares, and commercial papers, ratifying
stable prospects.

Projects

With the objective of confronting the energy
needs in the countries in which we operate, in
keeping our leading position, and adding value
to the investments of our shareholders, the
Group possesses 11,400 MW of new capacity in
different evaluation stages, as well as 545 MW
under construction. These will begin operations
between 2014 and 2015.

During 2012, we took relevant steps towards
the construction of the hydroelectric power
plant El Quimbo (400 MW), in Colombia. We
concluded the construction of a deviation
tunnel, the evacuation for the same facility, and
the cofferdam. In terms of the fulfillment of
responsibilities derived from the environmental
license, we have advanced in the development
of the Social Environmental Management
Plan, carrying out, among other means, the
preparation of collective resettlement, the
realization of four individual relocations, and
compensating 118 families with ownership of
land within an area of less than five hectares.

Another project under construction is the
Salaco chain, also located in Colombia. Through
this initiative the smaller plants San Antonio,
Limonar, and La Tinta-La Junca will be
modernized, which for Emgesa implies a growth
in installed capacity of an additional 144.8 MW,
as well as an average energy increase of 482 Gwh.

Another relevant milestone was reached by
our subsidiary Edegel, which obtained the

Enersis 2012 Annual Report 7

2012 Annual Report Chairman´s Letter to Shareholders

environmental approval for the hydroelectric
plant in Curicamba in Peru. The plant will be
located in the basin of the Tulumayo river, in the
province of Jauja, located in the Region of Junín
(about 360 kilometers from Lima), and will have
an installed capacity of 188 MW.

The main objective will be to take full advantage
of the hydroelectric potential from the Comas
and Uchubamba rivers, found in the Tulumayo
river basin. The plant will have a designed
maximum flow volume of 86 m3/s, a gross drop
height of 259 meters, and an average generation
of 1,010 Gwh/year.

In Chile, in December, after the refusal of the
Environmental Evaluation Commission(CEA)
in the Atacama Region in June of 2012,
the Committee of Ministers approved the
Environmental Impact Assessment of the
thermoelectric project Punta Alcalde (740
MW), accepting an appeal placed by Endesa
Chile that claimed that the decision made by the
CEA in Atacama was based on non-technical
parameters and did not take into account all the
records presented by the company during the
evaluation process, which took place for over a
period of three years.

The Punta Alcalde project, which will be located
thirteen kilometers from the city of Huasco,
will adopt the highest standards in technology,
efficiency, and environmental commitment,
heeding to international levels of emissions and
operations. The initiative will be one of the most
efficient electricity plants in Chile and South
America.

As part of the additional commitments
acquired by Endesa Chile while processing the
environmental standards for the project, an
agreement was reached with the Compania
de Aceros del Pacifico, CAP, to install an
electrostatic precipitator in the chimney of the
Pellets plant that CMP, a subsidiary of CAP, has
in Huasco, and that will be financed by both
parties. This ensures the complete reduction of

the equivalent emissions of the project in Punta
Alcalde and generates a greater effect on the
improvement of air quality in the Huasco area.

In this same plant, the company voluntarily
assumed the responsibility to establish the
maximum level of MP emissions at 27 mg/Nm3,
or in other words, 10% below what is normally
required by the emissions standard. Moreover,
the coal field will be completely isolated by
domes, eliminating any fugitive particles that
could be carried by wind.

Regarding the HidroAysen project, we maintain
the firm conviction that this initiative must
be understood as an essential project for the
country, and that Chile cannot afford to waste
a priori a resource such as water, that is clean,
available in nature, renewable, and offering low
cost operations.

In April of 2012, the Supreme Court ruled in
favor of HidroAysen, rejecting the appeals
presented. Said actions had already been
reviewed by the Court of Appeals of Coyhaique
and later by its equal in Puerto Montt, also ruling
in favor of HidroAysen.

Our partner in the HidroAysen project, Colbun,
presented in May an essential fact before the
Superintendence of Securities and Insurance
(SVS), proposing that the Board of HidroAysen
postpone the environmental processes of
the transmission line until consensus was
attained concerning the country’s energy policy.
Subsequently, HidroAysen, by the means of a press
release, indicated that the Board of the company
entrusted senior management to direct a series of
evaluations of the resolution suggested by Colbun.

The project is still underway, advancing slower
than what we had hoped. We are working in
tandem to the pace of the relative outlines
established by the Electricity Highway Law
project, which is currently under review by
Congress and the Committee of Ministers, which
must resolve the appeals presented by both

8 Enersis 2012 Annual Report

2012 Annual Report Chairman´s Letter to Shareholders

HidroAysen and environmental organizations
opposing the Environmental Qualification
Resolution (RCA), granted favorably to the
generation project on June 9th of 2011.

Today, more than ever before, it is absolutely
necessary and fundamental to count on clear
guidelines to develop long-term investment
projects. During 2012 we witnessed a substantial
shift in the relationship between companies
and communities, between communities and
the authorities, a change that we are not foreign
to and to which we feel a part of, as a company
responsible for the surroundings we operate in.

A New Scenario

The year 2012 was not easy for productive
firms in Chile. The cases of Freirina and
the rejection by the Supreme Court of the
Castilla project after being approved by
environmental authorities are still in our retina.
The greater social demand, profuse judicial
process of projects, and the lack of clarity in
certain matters have led to the paralysis of
investments or halting them until the rules
of the game normalize. This all instills an
amount of risk in the future for the supply of
electricity, particularly if one considers the
greater dynamism that the Chilean economy is
displaying.

We experienced a process of great change.
Numerous communities no longer want
industrial projects in their areas. The few
times these were accepted, they demanded
that the companies insert themselves as good
neighbors from the very first moment, and that
the benefits be shared between the company
and the people. A symptom of change? Yes. The
economies of the region reflect a continuous
dynamism, never seen before, and seem
isolated from the turbulence that shook
developed countries with the subprime crisis,
and now, Europe with its debt crisis.

Situations such as the opposition of hydroelectric
projects in Chile, Colombia, and Brazil, or
claims stemming from indigenous issues in Peru
and Chile, are expressions of the new scenario
brewing in South America. As a company and
Group with the vocation to remain in the region,
we must be a part of this new configuration and
must improve our efforts to adjust to it.

The challenge is even greater: we must be capable
of combining the authorities’ expectations,
needs of the community, and the legitimate
interests of the companies. We want to be a
part of the solution and not the problem, due
to this, and going along the same lines as last
year, we have arranged a new way to relate to
our surroundings, by the means of projects that
integrate, since their inception comments made
by communities (design through mitigation),
sharing with our neighbors (early immersion),
looking after their needs and demands.

But we also have another challenge: be capable of
satisfying the growing needs of our customers.

Innovation

In the segment of electricity distribution we
have launched innovative ideas such as the
Full Electric and Solar Electric solutions. We
have seen significant progress in the telemetry
projects and took a great step towards officially
inaugurating the first smart city in South
America in Buzios, Brazil.

Cidade Inteligente Búzios, located in ArmaÇão
dos Búzios, in the state of Rio de Janeiro, is
designed to be the model in terms of applications
and technologies of smart networks and efficient
consumption of electricity.

The smart city is based on the experience and
success of other initiatives developed by Enel
and Endesa, such as Smartcity Málaga (2009),
which has transformed the city into one of the

Enersis 2012 Annual Report 9

2012 Annual Report Chairman´s Letter to Shareholders

smartest in the distribution of electricity at an
international level. Furthermore, the Group also
accounts for Smartcity Barcelona in Spain, and
three projects in Italy, located in Turin, Genova,
and Bari.

The Brazilian initiative, developed through
the subsidiary Ampla, will allow the city and
its residents the application, among others, of
different tariffs according to consumption hours,
the use of sustainable systems of public lighting,
and the development of energy efficiency in
public buildings and residences, allowing the
control of consumption in real-time.

In this same field, this past January 7th
our subsidiary Chilectra, alongside Ciudad
Empresarial, placed the first brick for “Smartcity
Santiago”, the first prototype of a smart city in
Chile. This model permits the incorporation
of electric mobility projects, telemetry, home
automation operations, photovoltaic generation
through solar energy, automation of the
electric grid, public lighting using LED, remote
monitoring, among others.

We have also progressed in fulfilling our
commitment to lead electric mobility in the
markets in which we operate, placing new
recharging docks for electric vehicles at our
users’ disposition.

An example of this was developed by our
subsidiary Codensa in Colombia. During 2012,
fifteen electric vehicles were incorporated to
the transportation fleets of the firms owned by
the Group; a pilot plan launched of fifty taxis
using the business model structure, and thirty-
four electric motorcycles were incorporated
in the operation as a pilot plan to evaluate its
performance.

I cannot omit two milestones in the generation
business. On one hand, the certification for the
use of an Energy Management System SGE)

based on the international norm ISO 50001,
Energy Management Systems, achieved by the
Quintero thermoelectric plant, located in the
Region of Valparaiso, Chile.

The approval of Quintero, an open-cycle unit
that uses natural gas as fuel, was outstanding.
The plant became the first open-cycle unit in
the Group to receive this validation, making
Endesa Chile the first utilities company in South
America to carry ISO 50001 certification.

The second milestone is linked to the agreement
endorsed by both Endesa Chile and Crystal
Lagoons to carry out research regarding the
utilization of cooling pools for thermal plants as
an alternative to conventional cooling systems.
This project will be employed in the San Isidro
thermoelectric plant, located in the Region of
Valparaiso, Chile.

Endesa Chile undertook this project as a
research and trial initiative, which aims to
determine its viability as an alternative to
conventional processes, such as cooling towers.
We seek to understand the empirical details
of this technology, which eventually would be
an environmentally-friendly solution and, in
theory, requires less water. This pilot pool, being
a research initiative, will only use 1% of the
water currently used by San Isidro for cooling
purposes.

Plan 2013-2017

Esteemed shareholder, for the upcoming
years our strategy will focus on the generation
business with the following characteristics: a
demand that is supported by solid economic
performance, an increase in installed capacity,
greater efficiency in our generation plants, and
starting new businesses. The objective is to rise
the production of electricity and the amount of
energy sold in 2017 vs. 2012, having a portfolio

10 Enersis 2012 Annual Report

2012 Annual Report Chairman´s Letter to Shareholders

of projects that generate over 11,000 MW, and
improve load factors during period, and gas
supply.

In the distribution business, our actions will
cater to: new connections, the development of
new projects, reduction of energy losses, and
regulatory management. The objective is to
increase our customer base by nearly 400,000
new clients a year, implementing digital meters,
improvements in energy losses in Brazil, and the
conservation of margins in Argentina.

The ever-increasing challenges in the electricity
industry in South America require firms capable
of facing energy requirements, environmental
care, and respect towards communities.

Enersis and its subsidiaries possess the
necessary tools, knowledge, support of the
Enel Group, and the commitment of its more
than 11,000 employees to lead and face these
challenges. Trust that we will do everything
necessary to keep our leading position in South
America and will continue to provide safe,
reliable, and competitive electricity to over 50
million people.

Best regards,

Pablo Yrarrázaval Valdés
Chairman

Enersis 2012 Annual Report 11

Memoria Anual 2012 Resultados del ejercicio

12 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

highlights

Enersis 2012 Annual Report 13

2012 Annual Report Highlights 2012

Highlights 2012

Chilectra inaugurates electric car charging stations
With the objective to facilitate and promote electric
vehicles, Chilectra and the Municipality of Vitacura
inaugurated the first electric car charging station.
The station is located in the public parking area of the
Municipality building, becoming the third station of this
nature in Santiago.

Emgesa accomplishes significant milestone in the Project
El Quimbo with the course diversion of the Magdalena River
After ensuring that the required conditions of the tributary
guaranteed safe activity, the company successfully
diverted the course of the Magdalena River. By achieving
this milestone, Emgesa can continue its construction work
for the Hydroelectric El Quimbo Project in Colombia, a unit
that will have a capacity of 400 MW.

Endesa Chile signs an agreement with Contac
The technology firm Contac and the University of Chile
will develop a technology-based application that will use
mathematical models to predict and contribute to the
monitoring of electricity generating equipment that the
company has in the country

Santiago Stock Exchange recognizes both Enersis and
Endesa Chile
The Santiago Stock Exchange gave recognition to Enersis
and Endesa Chile for being among the companies in the
Selected Share Price Index (IPSA in its Spanish acronym),
an index that ranks the 40 organizations with the greatest
stock-market presence in the local stock exchange in 2012.

EEnersis and Endesa Chile participate in the LirA 2011
awards
Being recognized in 9 out of the 12 categories of the
competition, Enersis and Endesa Chile had a strong
participation in the first version of the Latin America’s
Investor Relations Awards 2011 (LirA’11). The Latin America´s
Investor Relations Awards 2011 are the only awards in the
region that recognize excellence in investor relations and
communication of corporate governance of companies with
stock-market presence in Chile, Colombia, and Peru.

January

February

March

Symphony for Peru
Edelnor and the Association Sinfonía por el Perú, signed an
agreement for the creation of a children’s orchestra. This
inclusive social project aims to train, prevent, and aid in
the recovery of vulnerable groups, specifically low-income
children and youths

Open Doors Program of Ampla is extended
In 2012 the program “Ampla de Puertas Abiertas” went on
to establish meetings with clients in other municipalities
of the concession area in addition to the head office in
Niterói. The main objective of this program is to promote
the integration of the firm with its customers, aiming to
strengthen relationships and build bonds based on trust,
with transparency and respect

The water footprint in power plants and in the corporate
headquarters was measured
Due to the importance of water as the main natural
resource, Endesa Chile strove to create methods to
calculate the Water Footprint, which represents the total
volume used in each facility to produce electricity in a
determined period of time. A pilot phase was developed
in the thermal generating power plants Bocamina and San
Isidro, the hydraulic plant Rapel, the wind park Canela, and
at the corporate building.

Endesa Chile launches corporate optimization
The Board of Endesa Chile agreed to begin a corporate
optimization program of certain Chilean subsidiaries
through a process of successive multi-step merges.
This operation seeks to simplify corporate structure and
involves merging Ingendesa, Compania Electrica San
Isidro, Central Electrica Tarapacá, Inversiones Endesa
Norte, Endesa Eco, Enigesa, and Empresa Electrica
Pangue into Endesa Chile.

14 Enersis 2012 Annual Report

2012 Annual Report Highlights 2012

Edesur successfully manages extreme contingency in
Buenos Aires
After extreme weather conditions that registered gusts of
wind that reached a speed of 113 kilometers that affected
most of the metropolitan area of Buenos Aires - causing
the destruction of 6,000 electric posts in the concession
area – Edesur launched its Contingency Plan, restoring
service to 90% of its customers within the first 48 hours
and completed full infrastructure reconstruction in a week.

ANEEL bestows honor to Coelce
The National Agency of Electricit y (ANEEL in its
Portuguese acronym) published a ranking placing
Coelce as the electricity distribution company with the
best service quality in Brazil. The study evaluated 63
companies throughout the country between January
and December of 2011.

Endesa Chile received the award for the “Greatest Value
Creation 2011, Utilities Sector”
A ranking showing the companies that led in sales, profits,
and value creation, was performed by the Equity Research
Department of Santander Global Banking and Markets,
recognizing Endesa Chile with the award “Greatest Value
Creation 2011, Utilities Sector”. The ranking was formulated
by following a series of methodological steps with the
objective to ascertain the final winner.

Supreme Court approves the HidroAysén project
The Third Chamber of the Supreme Court dismissed the
appeal presented by ecological groups regarding the
environmental procedures for the hydroelectric project.
This ruling confirmed that the process of environmental
assessment fulfilled the country’s requirements for current
regulations and corroborates the verdict given by Puerto
Montt’s Court of Appeals

Edegel is recognized for its Good Corporate Governance
The Lima Stock Exchange (BVL in its Spanish acronym)
acknowledged 24 publicly traded companies for their
practices in Good Corporate Governance (IBGC). The 10
companies that will be part of IBGC’s new portfolio for the
2012-2013 period were disclosed, and after a process of
approval by Pacific Credit Rating (PCR), Edegel was selected
to be part of the portfolio for the fifth consecutive year.

Endesa Chile shines in EVA Ranking 2012
Endesa Chile received the award for best firm in the
Electricity-Generation sector in the EVA Ranking 2012,
granted by Econsult and the magazine Qué Pasa. This
distinction measures the companies with the greatest
generation of value added for its shareholders. The
measurement is performed since 2003 and quantifies the
Economic Value Added (EVA) of 132 firms in the country.

April

May

June

Inauguration of the Bicentenario Substation
In order to satisfy and cover the growing electricity demand
in greater Santiago, specifically the southwest area of the
capital, Chilectra connected the Bicentenario Substation
to its electric system, located in Maipú. The new facilities,
at their initial phase, have a 25 MVA capacity and supply
electricity to approximately 30,000 homes.

Ecoelce awarded by the Federal Government of Brasilia
The Ecoelce Program received an award from the General
Secretariat of the Presidency of the Republic for its best
practices that contribute to the country’s development at
a formal ceremony that was attended by President Dilma
Rousseff. The program was ranked among the 51 best
practices in Brazil.

Quintero Power Plant was certified under the norm ISO
50001
Endesa Chile is the first utility in Latin America to
receive certification for the application of the Electricity
Management System (SGE in its Spanish acronym) based
on the international norm ISO 50001. The Quintero Plant,
located in the Region of Valparaíso, successfully passed
the certification audit performed by the specialized
certifying entity AENOR.

Enersis 2012 Annual Report 15

2012 Annual Report Highlights 2012

Endesa Chile appeals to the Committee of Ministers to
approve the EIA of Punta Alcalde
The company petitioned the appeal to receive approval
for the construction of the Punta Alcalde project, after
being initially rejected by the Environmental Assessment
Commission of the Atacama Region, due to non-
technical parameters and background information from
the company’s three year assessment process that were
not considered.

Endesa (Spain) proposes a capital increase at Enersis
Through a Significant Event sent to the Superintendence
of Securities and Insurance (SVS) the Enersis Board of
Directors informed the local market of the decision to
convene the Extraordinary Shareholders Meeting on
September 13th, in order to release Endesa’s (Spain)
proposal to increase the capital of the company in Chilean
peso to in an amount equivalent to US$8,020 million or
the sum agreed upon by the Extraordinary Shareholders
Meeting. On June 22nd, 2012 the Chairman of the Enersis
Board received a letter dated June 18th, 2012, from Endesa
Latinoamérica, S.A. (controlling shareholder), proposing
the Capital increase to the Board.

Endesa Chile signed agreement with Crystal Lagoons
The agreement seeks to research the application of cooling
pool technology for thermal power plants as an alternative
to conventional cooling systems. The project consists of
several experiments directed towards the verification and
improvement of the dissipating capacities of bodies of
water, using part of the refrigerating water from the San
Isidro plant in a trial pool with a surface area of 5,000 m2
that will be built

Chilectra and Ciudad Empresarial sign agreement to launch
the Smartcity project
The agreement aims to develop the first prototype of a
Smart City in Chile, appropriately named “Smartcity
Santiago”. This model will incorporate electric mobility,
telemetry, units of domotic operations, photovoltaic
generation through solar energy, automation of the
electric network, public lighting using LED lights, remote
monitoring, among others.

SVS considers the capital increase operation to be a
transaction among related parties
The SVS stated that the Board of Directors of Enersis must
inform, within 5 business days, the measures it will adopt
to ensure compliance with the regulations stipulated in
articles 15, 67 and the Title XVI of Law 18,046 (Corporations
Law) given that these are complementary and must be
applied jointly. These dispositions regard the capital
increase operation and operations among relates parties,
respectively.

Endesa Chile settles disagreements with Tricahue in
Pehuenche
The Boards of Inversiones Tricahue and Endesa Chile
approved, respectively, an agreement that will allow signing
a new electricity supply contract between Endesa Chile
and Empresa Eléctrica Pehuenche S.A., replacing the
current contract which has been in place since 2007. With
this initiative, disagreements between both shareholders
of Pehuenche have been settled, concluding the arbitral
process that was taking place.

July

August

Chilectra powered 800
The company powered and started up the second banco
de autotransformadores of 400 MVA, 220/110 KV in the
substation El Salto, becoming Chilectra’s first facility to
have an installed capacity of 800 MVA.

Enersis accepts SVS’ instructions and proceeds with
capital increase
A f t e r a n a l y z i n g t h e s t a t e m e n t d e c r e e d b y t h e
Superintendence of Securities and Insurance (SVS),
the Board of the company decided to proceed with
the capital increase, applying the norms of Title XVI of
the Corporations Law. Additionally, the Board chose
to postpone the Extraordinary Shareholders Meeting,
originally scheduled for September 13th, to a later date
that is yet to be determined, as well as the summoning of
a new Board Meeting on August 22nd, with the purpose
to define the company’s next steps.

Enersis begins search for an independent evaluator
The Board of Directors agreed to proceed with Endesa’s
(Spain) proposal for the Capital increase, for which it
launched the search for an independent evaluator, without
regard to Directors Committee resolution. The Board
noted that it had received a letter from the controlling
shareholder, through which Endesa (Spain) expresses its’
interest in proceeding with the capital increase process
suggested, requesting to convene a Shareholders Meeting
taking into consideration the norms of the Title XVI of the
Corporations Law, and to do so leaving enough time for
all Enersis shareholders to participate.

Chilectra and Endesa Chile recognized for their CSR policies
Within the framework of the VIII National Ranking on
Corporate Social Responsibility, that is performed each
year by the PROhumana Foundation, Qué Pasa Magazine,
and the CPC, Chilectra and Endesa Chile were ranked
in the first and seventh place, respectively. In this study,
the firms were ranked through an integral evaluation that
analyzes their CSR policies and programs.

16 Enersis 2012 Annual Report

2012 Annual Report Highlights 2012

Endesa Chile begins commercial operation of Bocamina II
After a startup period, the company began placed the
power plant at the disposal of the Central Interconnected
System (SIC in its Spanish acronym), with an installed
capacity of 350 MW.

Directors Committee submits report concerning the capital
increase
Through a Significant Event, it was released to the local
market that the Directors Committee, in its October
29th session, which lasted until early hours of October
30th, had formally issued a report concerning the capital
increase underway, in accordance with the article 50
of the Corporations Law. The document is available to
shareholders and the general public at the company’s main
office and website www.enersis.cl.

Enersis informs Endesa’s (Spain) letter relative to the
conditions of the Capital increase
Through a Significant Event, Enersis informed the local
market that it received a letter from Endesa (Spain) dated
on October 30th, concerning the conditions associated
to the capital increase proposal. Endesa (Spain) asks to
propose to the Extraordinary Shareholders Meeting that
the subscription and payment of shares are subject to
the fulfillment of a condition precedent. This condition
requires that shareholders subscribe, be it during the
preemptive subscription period or the remnant period, to
a certain number of shares that prevent Endesa (Spain)
from exceeding 65% of shares with voting rights.

Environmental Impact Assessment (EIA in its Spanish
acronym) of Hydroelectric Curibamba plant is approved
The Peruvian Ministry of Energy and Mining (MEM in its
Spanish acronym) approved the Environmental Impact
Assessment (EIA) of the Hydroelectric Curibamba power
plant, a project being developed by the subsidiary Edegel.
Total installed capacity will be188 MW.

Board appoints independent evaluator for the capital
increase
The Enersis Board appointed IM Trust as the independent
evaluator for the capital increase due to the firm’s high
professional and technical qualities, its renowned prestige
in these matters, as well as its objectivity. This is all in
accordance with the formalities stipulated by the Title XVI
of the Corporations Law.

Endesa Chile obtains environmental approval for the
Renaico Wind Farm
Through its subsidiary Endesa Eco, the company obtained
the environmental approval from DIA (in its Spanish
acronym) of the Renaico Wind Farm, an initiative that
proposes the construction and operation of a wind farm
composed of 44 wind turbines – of an approximate height
of 100 meters – which will have an installed capacity of
up to 106 MW.

Board appoints independent evaluator for the capital
increase
Following the stipulations of Title XVI of the Corporations
Law, the Board hired Claro and Associates Ltd. as an
independent evaluator for the capital increase having
achieved its objectivity, the absence of conflicts of interests
in this matter, and its technical and professional quality.

Consulting firm CEOP grants the Prestige Award to Edesur
Edesur was acknowledged as the most prestigious firm
in the Argentine electricity sector. This was shortly after
receiving the “Prestige” Award from the Consulting firm
CEOP, this year delivered by the economic media press,
the Diario Ámbito Financiero.

September

October

Instituto Superior Tecnológico Nuevo Pachacútec
The Instituto Superior Tecnológico Nuevo Pachacútec,
the main educational program that supports the Group in
Peru, has six graduating classes, with 9 out of 10 students
working. Efforts this year have been directed towards
making this the best electricity institute and a referral for
electricity firms, and therefore Fundación Endesa has joined.

Enersis Board members release their opinions regarding
the capital increase
Enersis board members individually released their
respective opinions, as established in the numbers 5 and 6
of article 147 of the Corporations Law regarding the capital
increase. These documents are at the shareholders and
general public’s disposal at company offices and website
www.enersis.cl

Evaluadores Independientes entregaron informes sobre
aumento de capital
Los evaluadores independientes mandatados para analizar
la propuesta de aumento de capital en Enersis, IM Trust
y Claro y Asociados Ltda., entregaron sus respectivos
informes. De esta manera, se completó un hito relevante en
el marco de la operación propuesta por Endesa (España).

Enersis 2012 Annual Report 17

2012 Annual Report Highlights 2012

Sales settlements of El Chocón
In November the Secretariat of Energy authorized El
Chocon to transfer its sales settlements for 2013 and future
settlements to Endesa Costanera, in order to finance Endesa
Costanera’s Investment plans. The permission granted by the
Authority, implies that the sales settlements of El Chocon for
that period will be paid and taxes of approximately US$23.6
million will be deferred.

Letter of Commitment from Endesa (Spain) with regards
to the capital increase
Enersis informed the local market about a statement
received from Endesa (Spain) with regards to the position
of the controlling shareholder concerning certain
aspects of the capital: guarantees for the Cono Sur
operation, the sole vehicle for growth, dividend policies,
use of funds, and promise of permanence.

Board of Directors of Enersis convenes an Extraordinary
Shareholders Meeting to take place December14th
On November 21st, Enersis received a communication
from pension fund administration companies (AFP in its
Spanish acronym) AFP Habitat, AFP Planvital, AFP Provida,
AFP Capital, AFP Cuprum and AFP Modelo, all being
shareholders of Enersis and that jointly represent 13.63%
ownership, requesting an Extraordinary Shareholders
Meeting to take place prior to the one scheduled for
December 20th. The Board decided to summon a Meeting
in order to inform, in detail, the reasons for calling for an
Extraordinary Shareholders Meeting, among other matters.

November

Enersis Board of Directors convenes an Extraordinary
Shareholders Meeting to take place December 20th
The Board summoned an Extraordinary Shareholders
Meeting with the purpose to deliberate on the capital
increase, under the terms proposed by Endesa (Spain).
Subject to approval, among other points, are increasing
capital to an amount not less than US$5,915 million nor
greater than US$6,555 million, or in the determined by the
Extraordinary Shareholders Meeting. Through another
Significant Event the Board’s agreement regarding a series
of points of interest for shareholders with regards to the
capital increase was disclosed, among them, that the value
of the contribution of Endesa (Spain), through the shares it
holds of different companies in South America, should be
within the US$3,586 million and US$3,974 million range, and
the Board agreed to request Endesa (Spain) to give its opinion
concerning several aspects of social interest.

Enersis and Endesa Chile received the Sello Iguala
granted by Sernam
Contributing to the participation, placement, and
the improvement of employment quality for women,
decreasing the barriers that affect women in the work
place, is the objective of Sello Iguala. It is an initiative
of the National Women’s Service (SERNAM in its
Spanish acronym) that acknowledges the efforts made
by institutions, both public and private, to incorporate
best practices that promote gender equality.

Coelce wins first place for customer satisfaction in Latin
America
Coelce received the award as the best electricity distributor
in Latin America in terms of Customer Satisfaction. The
internationally-recognized award is granted by the
Commission for Regional Energy Integration (CIER in its
Portuguese acronym. Besides the award, the company
received a special mention for its performance in social
responsibility.

Inauguration of the first Smartcity in South America
Cidade Inteligente of Búzios, located in Buzios, Brazil,
is the first Smart City in the region. It will allow, among
several aspects, the application of differentiated fees,
the use of sustainable public lighting, and encourage
energy efficiency.

Edelnor starts up electric mobility project
Aiming to study the possibilities of electric mobility
in Peru, Edelnor and Mitsubishi Motors signed a
cooperation agreement that seeks inform the reach of new
innovative technology and environmental sustainability in
transportation.

18 Enersis 2012 Annual Report

2012 Annual Report Highlights 2012

Ministers Committee approves Punta Alcalde project
The Punta Alcalde power plant project, which will have
an installed capacity of 740 MW and will be located
13 kilometers from the city of Huasco, received the
environmental approval by the Ministers Committee. As
part of the additional commitments acquired by Endesa
Chile, an agreement was reached with the Compania de
Aceros del Pacifico (CAP in its Spanish acronym), to install
an Electrostatic Precipitator in a chimney of the Pellets
plant that CMP, a subsidiary of CAP, has in Huasco, which
will be financed by both parties.

Bond Placement by Emgesa
With a 370% demand surplus (3.8 times) for the offered
total of $350,000 million Colombian pesos, Emgesa placed
a corporate bond issue for a total value of up to $500,000
million Colombian pesos.

Endesa (Spain) presents proposal to the AFPs concerning
the Capital increase in Enersis
Enersis informed the market, through a Significant Event,
that they had received a press release from Endesa
(Spain), which discloses a proposal from the controlling
shareholder to the Pension Fund Administration
Companies, AFP Habitat, AFP Planvital, AFP Provida,
AFP Capital and AFP Cuprum as beneficial for all Enersis
shareholders. The release also included states that the
capital increase would be for a total of 16,441,606,297
shares at a price of $173 per share, and that Endesa (Spain)
would contribute a total of 9,967,630,058 shares, while the
minorities would contribute 6,473,976,239 shares.

Board of Directors of Enersis fixes price for shares issued
for capital increase
It was agreed to propose to the Extraordinary Shareholders
Meeting that would take place on December 20th, a price
for newly issued shares to fall within the $160 and $187 per
share range. Furthermore, the Board declared that the total
amount of the capital increase, the value of assets, and
the maximum number of issued shares released through
press releases of Endesa’s (Spain), as well as of five AFPs
(AFP Habitat, AFP Planvital, AFP Provida, AFP Capital, and
AFP Cuprum) are within the contemplated parameters in
the reports submitted by the independent evaluators and
by the Directors. In that same document, an answer to the
Memorandum N°28,292 was released by the SVS.

Directors Committee examines share subscription contract
between Enersis and Endesa (Spain)
The subscription contract to take place between
Enersis and Endesa (Spain), sent to the Board without
observations, and was disclosed to the Company’s
shareholders. The document will be submitted for approval
at the Extraordinary Shareholders Meeting on December
20th. Citibank, the depository, announced that it would not
grant discretionary voting to the Chairman of the Board
concerning ADR holders that have not expressed their
voting intention.

Success for Enersis regarding the capital increase: 86%
of shareholders approved the proposal
With a vast majority, the equivalent of 81.94% of all shares
with voting rights, practically an 86% of shareholders
present in the Meeting, approved the capital increase
proposal, with the following characteristics: 1) A maximum
total of $2,844,397,889,381 divided into 16,441,606,297
ordinary nominative payment shares of the same series,
with no preferences and no par value, 2) Value of non-
in-kind contributions to be capitalized: The total issued
capital of Cono Sur, Company that will concentrate the
shareholders to be contributed by Endesa to Enersis S.A.,
will amount to Ch$ 1,724,400,000,034 corresponding to
9,967,630,058 shares of Enersis S.A. at a price of Ch$
173 per share, 3) Placement share price: A fixed price of
Ch$173 for every payment share to be issued as a result
of the capital increase.

December

Agosto

Opening of the Salaco project in Colombia
With the objective to realign and modernize the chain
of small power plants of San Antonio, Limonar, and La
Tinta-La Junca, the Salaco project was approved so that
they can operate like the plants Salto II, Laguneta, and
Dario Valencia, in terms of the dispatch of central filo de
agua. This project will raise Emgesa’s installed capacity by
114.8 MW and an expected an average increase in energy
generation of 482 Gwh/yr.

Extraordinary Shareholders Meeting requested by the AFPs
The company held the Extraordinary Shareholders Meeting
requested by the AFPs, an informative meeting, to give
both general and detailed answers to the concerns posed
by Pension Fund Administrators.

Presentation of background information and prospects for
the registration of shares
On December 31st Enersis requested the SVS the
registration in the Securities Registry of the SVS, of
the shares issued as part of the $ 2,844,397,889,381
capital increase equivalent, the same day Extraordinary
Shareholders Meeting was held, to 16,441,606,297 ordinary
nominative payment shares of the same series, with no
preferences and no par value.

Enersis 2012 Annual Report 19

Memoria Anual 2012 Resultados del ejercicio

20 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

03
02

main financial and operational indicators

Enersis 2012 Annual Report 21

2012 Annual Report Main financial and operational indicators

1. Main Financial and Operational Indicators

Total Assets
Liabilities
Operating Revenue
Ebitda
Net Income (3)
Liquidity Ratio
Debt coefficient (4)

Generation Business

ARGENTINA
Number of employees
Number of generation units
Installed capacity (MW)
Electricity generated(GWh)
Sales of electricity (GWh)

BRASIL
Number of employees
Number of generation units
Installed capacity (MW)
Electricity generated(GWh)
Sales of electricity (GWh)

CHILE
Number of employees
Number of generation units
Installed capacity (MW)
Electricity generated(GWh)
Sales of electricity (GWh)

COLOMBIA
Number of employees
Number of generation units
Installed capacity (MW)
Electricity generated(GWh)
Sales of electricity (GWh)

PERU
Number of employees
Number of generation units
Installed capacity (MW)
Electricity generated(GWh)
Sales of electricity (GWh)

At December 31 of each year (figure In millions of nominal pesos)

2007 (1)

2008 (2)

2009 (2)

2010 (2)

2011 (2)

2012

11,437,767
5,792,790
4,686,676
1,680,994
188,376
1.30
1.03

13,781,177
7,752,045
6,579,945
2,301,714
507,590
1.09
1.29

13,210,140
6,833,137
6,472,056
2,467,101
660,231
1.17
1.07

13,005,845
6,491,817
6,563,581
2,261,691
486,227
0.97
1.00

13,733,871 13,317,834
6,354,065
6,837,717
6,577,667
6,534,880
1,982,924
2,127,368
377,351
375,471
0.99
1.03
0.91
0.99

2007

2008 (2)

2009 (2)

2010 (2)

2011 (2)

2012

At December 31 of each year

323
20
3,644
12,117
12,406

191
13
987
3,954
7,348

841
63
4,779
18,773
19,212

399
28
2,829
11,942
15,613

206
24
1,468
7,654
7,994

325
20
3,652
10,480
11,098

193
13
987
3,379
7,093

1.123
65
5,283
21,267
21,532

404
29
2,895
12,905
16,368

219
24
1,467
8,102
8,461

332
20
3,652
11,955
12,405

200
13
987
3,319
6,869

1.172
110
5,650
22,239
22,327

415
29
2,895
12,674
16,806

224
25
1,667
8,163
8,321

426
20
3,652
10,940
11,378

193
13
987
5,095
6,790

607
107
5,611
20,914
21,847

444
30
2,914
11,283
14,817

244
25
1,668
8,466
8,598

473
20
3,652
10,801
11,381

202
13
987
4,155
6,828

1.081
107
5,611
20,722
22,070

498
30
2,914
12,090
15,112

247
25
1,668
9,153
9,450

501
20
3,652
11,289
11,852

202
13
987
5,177
7,291

1.141
111
5,961
20,194
21,277

517
30
2,914
13,294
16,304

263
25
1,657
8,740
9,587

22 Enersis 2012 Annual Report

2012 Annual Report Main financial and operational indicators

Distribution Business

ARGENTINA
Sales of electricity (GWh)
Number of Customers
Energy losses
Number of employees
Customers / employees

BRASIL
Sales of electricity (GWh)
Number of Customers
Energy losses
Number of employees
Customers / employees

CHILE
Sales of electricity (GWh)
Number of Customers
Energy losses
Number of employees
Customers / employees

COLOMBIA
Sales of electricity (GWh)
Number of Customers
Energy losses
Number of employees
Customers / employees

PERU
Sales of electricity (GWh)
Number of Customers
Energy losses
Number of employees
Customers / employees

2007

2008 (2)

2009 (2)

2010 (2)

2011 (2)

2012

At December 31 of each year

15,833
2,227,742
10.7%
2,534
879

16,160
2,262,231
10.6%
2,590
873

16,026
2,305,060
10.5%
2,628
877

16,759
2,352,720
10.5%
2,627
896

17,233
2,388,605
10.5%
2,849
838

17,338
2,388,675
10.6%
2,948
810

16,212
5,067,317
17.4%
2,682
1,889

16,689
5,308,306
16.4%
2,576
2,061

17,253
5,487,066
16.8%
2,533
2,166

18,777
5,665,195
16.8%
2,484
2,281

19,193
5,867,888
16.2%
2,496
2,351

20,694
6,050,522
16.3%
2,382
2,540

12,923
1,483,239
5.9%
728
2,037

12,535
1,533,866
5.9%
717
2,139

12,585
1,579,069
6.1%
731
2,160

13,098
1,609,652
5.8%
719
2,239

13,697
1,637,977
5.5%
712
2,301

14,445
1,658,637
5.4%
734
2,260

11,441
2,208,559
8.7%
931
2,372

11,822
2,284,855
8.1%
932
2,452

12,114
2,473,747
8.4%
1.017
2,432

12,515
2,546,559
8.5%
1.083
2,351

12,857
2,616,909
8.1%
1.101
2,377

13,364
2,712,987
7.5%
1.127
2,407

5,201
986,451
8.1%
544
1,813

5,599
1,027,750
8.2%
571
1,800

5,716
1,060,508
8.1%
595
1,782

6,126
1,097,533
8.3%
553
1,985

6,572
1,144,034
8.2%
550
2,080

6,863
1,203,061
8.2%
607
1,982

(1) Financial statements prepared according to generally accepted accounting principles in Chile.
(2) IFRS accounting figures. Until 2008, the annual financial statements were prepared in accordance with accounting principles generally accepted in
Chile. Since 2009; the financial statements have been prepared in accordance with International Financial Reporting Standards, also presenting the
2008 financial statements under this new accounting standard. Due to this change, companies of joint control in which Enersis has participation, are
consolidated according to the proportion Enersis represents of its social capital, therefore the figures in 2008, 2009, 2010, 2011and 2012 include
the percentage of power generation, energy sales and employees of these companies.

(3) For 2008, 2009, 2010, 2011, and 2012 it is net profit attributable to parent company.
(4) Total Liabilities/Equity plus Minority Interest.

Enersis 2012 Annual Report 23

Memoria Anual 2012 Resultados del ejercicio

24 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

identification of thecompany and documents of incorporation

p. 27
Corporate Purpose

p. 26
Identification of the
Company

p. 26
Documents of
Incorporation

Enersis 2012 Annual Report 25

2012 Annual Report Identification of the Company and Documents of Incorporation

1. Identification of the Company

Address

Santiago, although able to establish branches or agencies in other parts of the
country or abroad

Type of Company

Publicly traded company

Tax ID

Address

Telephone

Fax

P.O. Box

Web site

94,271,000 - 3

Santa Rosa Nº 76, Santiago, Chile

(56-2) 2353 4400 - (56-2) 2378 4400

(56-2) 2378 4788

1557, Santiago

www.enersis.cl

informaciones@enersis.cl

Securities Registration number

Nº175

External Auditors

ERNST & YOUNG

Subscribed and paid-in capital (M$)

2,824,882,835

Ticker in Chilean stock exchanges

ENERSIS

Ticker in New York stock exchange

Ticker in Madrid stock exchange

ENI

XENI

Custodial Bank ADR’s

Depositary Bank ADR’s

Latibex custodial bank

Latibex link

Banco Santander Chile

Citibank N.A.

Banco Santander

Santander Central Hispano Investment S.A.

Domestic Risk Rating Agency

Feller Rate and Fitch Ratings

International Risk Rating Agency

Fitch Ratings, Moody´s and Standard & Poor´s

2. Documents of
Incorporation

The company that gave rise to Enersis S.A.
was formed initially with the name Compañía
Chilena Metropolitana de Distribucion Electrica
S.A. by public deed dated June 19, 1981 granted
by the notary Patricio Zaldívar Mackenna in
Santiago, and was modified by public deed dated
July 13 the same year before the same notary. The
company’s incorporation was authorized and its
bylaws approved by Resolution 409-S of July 17,
1981 of the Securities and Insurance Commission
(SVS). The extract of the incorporation
authorization and approval of the bylaws was
registered in the Santiago Trade Registry on page

13,099 Nº7,269 for year 1981, and were published
in the Official Gazette of July 23, 1981. The
bylaws of Enersis have since undergone a number
of modifications.

On August 1, 1988, the company’s name was
changed to Enersis S.A. The latest modification
is that set out in public deed dated December
28, 2012, certified by the Santiago notary Iván
Torrealba Acevedo, whose extract was registered
in the Santiago Trade Register for 2013, page
3,562, Nº2,344 and published in the Official
Gazette on January 11, 2013.

26 Enersis 2012 Annual Report

2012 Annual Report Identification of the Company and Documents of Incorporation

3. Corporate Purpose

The company’s objectives are to explore,
develop, operate, generate, distribute,
transmit, transform and/or sell energy in any
of its forms or nature, in the country or abroad,
directly or through other companies, and also
telecommunications activities and the provision
of engineering consultancy within the country
and abroad. It may also invest and manage its
subsidiaries and associate companies, whether
generators, transmitters, distributors or traders
of electricity or whose business is any of the
following: (i) energy, in any of its forms or nature,
(ii) the supply of public utilities or whose main
raw material is energy, (iii) telecommunications
and information technology, and (iv) trading over
internet.

In complying with its main objects, the company
will carry out the following functions: a)
promote, organize, build, modify, dissolve or
liquidate companies of any nature which have
similar corporate objects to its own; b) propose

investment, financing and business policies to
subsidiary companies, as well as accounting
criteria and systems that these should follow;
c) supervise subsidiary management: d)
provide subsidiary or associate companies
with the necessary financing for their business
development and provide management services;
financial, technical, legal and auditing advice;
and in general any type of service that appears
necessary for their best performance.

In addition to its main objects and always acting
within the limits established by the Investment
and Financing Policy approved by the
shareholders meeting, the Company may invest
in: i) the acquisition, operation, construction,
rental, administration, intermediation, trading
and disposal of all kinds of movable and
immovable assets, either directly or through
subsidiaries or associate companies; ii) all kinds
of financial assets, including shares, bonds and
debentures, commercial paper and in general
all kinds of titles or securities and company
contributions, either directly or through
subsidiaries or associate companies.

Enersis 2012 Annual Report 27

Memoria Anual 2012 Resultados del ejercicio

28 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

p. 30
Ownership Structure

p. 30
Controllers

ownership and control

p. 30
The twelve largest
shareholders of the
Company

p. 31
Most important
changes in ownership

p. 31
Stock Exchange
transactions by related
parties

p. 31
Summary of Director´s
Committee and
shareholders comments
and proposals

Enersis 2012 Annual Report 29

2012 Annual Report Ownership and control

1. Ownership Structure

The company capital is divided into 32,651,166,465 shares of no par value and of the same sole series.

As of December 31, 2012, all shares were subscribed and paid, and distributed in the following manner:

Shareholders

Number of shares

Participación

Endesa Latinoamérica S.A.
Pension funds
ADR´S (Citibank N.A. according to circular N°1.375 of the SVS)
Stock brokers, insurance companies, mutual funds
Foreign Investment Funds
Banco de Chile on behalf of third parties
Other shareholders
Total Shares

19,794,583,473
4,416,326,235
3,694,698,650
1,867,308,133
1,233,428,182
977,171,885
667,649,907
32,651,166,465

60,62%
13,53%
11,32%
5,72%
3,78%
2,99%
2,04%
100,00%

2. Controllers

According to Chapter XV of Law 18,045, the direct controller of the Company is Endesa Latinoamérica
S.A., a Spanish corporation that holds 60.62% of Enersis.

Endesa Latinoamérica S.A., in turn is controlled 100% by ENDESA, S.A., a corporation located in the
Kingdom of Spain and whose main shareholders as of December 31, 2012, and according to the CNMV
(Spanish National Securities Market Commission) are: ENEL ENERGY EUROPE S.L. with a 92.063%
shareholding (ENEL ENERGY EUROPE S.L) which in turn is controlled 100% by ENEL S.p.A. The
free float1 of ENDESA S.A. as of December 31, 2012 was 7.937%.

(1) Free float entendido como porcentaje de las acciones de la sociedad mantenido bajo la propiedad de accionistas distintos a la controladora.

3. The twelve largest shareholders of the Company

As of December 31, 2012, Enersis had 7,339 shareholders. The twelve largest were:

Name

Endesa Latinoamérica, S.A.
Citibank N.A. (according to circular N°1.375 SVS)
AFP Provida S.A.
AFP Habitat S.A.
Banco de Chile (on behalf of third parties
AFP Cuprum S.A.
AFP Capital S.A.
Banco Itaú (on behalf of investors)
Banco Santander (on behalf of foreign investors)
Banchile corredores de Bolsa S.A.
Bolsa de Comercio de Santiago Stock Exchange
Larrain Vial S.A. Stock Broker
Subtotal 12 shareholders
Other 7,327 shareholders
Total 7,339 shareholders

59,072,610-9
59,135,290-3
98,000,400-7
98,000,100-8
97,004,000-5
98,001,000-7
98,000,000-1
76,645,030-K
97,036,000-K
96,571,220-8
90,249,000-0
80,537,000-9

Number of Shares

Participation

19,794,583,473
3,694,698,650
1,304,042,640
1,122,471,041
977,171,885
930,517,958
911,634,819
642,734,035
482,166,494
288,428,936
157,245,378
155,098,236
30,460,793,545
2,190,372,920
32,651,166,465

60.62%
11.32%
3.99%
3.44%
2.99%
2.85%
2.79%
1.97%
1.48%
0.88%
0.48%
0.48%
93.29%
6.71%
100%

30 Enersis 2012 Annual Report

2012 Annual Report Ownership and control

4. Most important changes in ownership

The most important changes in the ownership of Enersis during 2012 were:

Name

Citibank N.A. (according to circular N°1,375 de la SVS)
AFP PROVIDA S.A.
AFP HABITAT S.A.
Banco de Chile on behalf of non-resident third parties
AFP CUPRUM S.A.
AFP CAPITAL S.A.
Banco ITAU on behalf of investors
Banco Santander on behalf of foreign investors
Banchile Corredores de Bolsa S.A.
Bolsa de Comercio de Santiago Stock exchange
Larrain Vial S.A. Corredora de Bolsa
AFP Planvital S.A.

N° of shares at
12/31/2011

N° of shares at
12/31/2012

Change in number of
shares

4,122,810,400
1,252,405,010
1,080,565,611
1,003,023,860
915,000,398
858,397,086
479,268,568
406,254,158
299,299,568
265,018,247
142.613.678
126.284.986

3,694,698,650
1,304,042,640
1,122,471,041
977,171,885
930,517,958
911,634,819
642,734,035
482,166,494
288,428,936
157,245,378
155.098.236
124.687.072

- 428,111,750
51,637,630
41,905,430
- 25,851,975
15,517,560
53,237,733
163,465,467
75,912,336
- 10,870,632
- 107,772,869
12.484.558
- 1.597.914

5. Stock Exchange transactions by related parties

Accionista

RUT

Comprador/
Vendedor

Fecha de
Transacción

Número de
Acciones
Transadas

Precio
Unitario
Transacción
(Pesos)

Monto
Total de la
Transacción
(Pesos)

Objeto de la
Transacción

Relación con la Sociedad

Sebastián Pablo Somerville Barbosa 9,980,165-4
Seller
Soc. Inv. y Asesorías El Canelo Ltda. 78,588,040-4 Buyer
Soc. Inv. y Asesorías El Canelo Ltda. 78,588,040-4 Buyer
Soc. Inv. y Asesorías El Canelo Ltda. 78,588,040-4 Buyer
Santana S.A.
90,856,000-0 Buyer
79,880,230-5 Buyer
Inversiones Santa Veronica Ltda.
Seller
8,668,933-2
Jean Paul Zalaquett

04-01-2011
30-04-2011
09-05-2011
09-05-2011
18-08-2011
11-04-2012
14-12-2012

100,000
89,986
6,574
211
2,776,701
1,000,000
1,530

219.90
190.00
200.52
199.00
180.07
197.34
172.00

21,990,000 Financial investment Related to Hernán Somerville Senn Board Member Enersis
17,097,340 Financial investment Related to Eugenio Tironi Barrios Board Member Enersis
1,318,218 Financial investment Related to Eugenio Tironi Barrios Board Member Enersis
41,989 Financial investment Related to Eugenio Tironi Barrios Board Member Enersis

499,999,872 Financial investment Related to Leonidas Vial Echeverría Board Member Enersis
197,340,000 Financial investment Related to Hernán Somerville Senn Board Member Enersis

263,160 Financial investment Sustainability Manager of Chilectra

6. Summary of Director´s Committee and shareholders
comments and proposals

Enersis did not receive any comments or proposals on the progress of the business during 2012 from
the Directors Committee or shareholders representing or holding 10% or more of the issued shares
with voting rights, in accordance with the provisions of Article 74 of Law 18,046 and Articles 82 and
83 of the Corporations Law.

Enersis 2012 Annual Report 31

Memoria Anual 2012 Resultados del ejercicio

32 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

administration

p. 34
Board of Directors

p. 44
Main Executives

p. 35
Directors´ Committee

p. 45
Organizational Structure

Enersis 2012 Annual Report 33

2012 Annual Report Administration

1. Board of Directors

CHAIRMAN
Pablo Yrarrázaval Valdés
President of the Santiago,
Chile Stock Exchange
Tax ID: 5,710,967-K

VICE CHAIRMAN
Andrea Brentan
Civil Mechanic Engineer
Politécnico di Milano and
Master in Applied Science
New York University
Passport: YA0688158

DIRECTOR
Rafael Miranda Robredo
Industrial Engineer
Instituto Católico de Artes e
Industrias de Madrid
Tax ID: 48,070,966-7

DIRECTOR
Hernán Somerville Senn
Lawyer
Universidad de Chile and
Master of Comparative
Jurisprudence New York
University
Tax ID: 4,132,185-7

DIRECTOR
Eugenio Tironi Barrios
Sociologist
Escuela de Altos Estudios of
Social Sciences, París, Francia
Tax ID: 5,715,860-3

DIRECTOR
Leonidas Vial Echeverría
Vice Chairman of the Santiago
Stock Exchange
Tax ID: 5,719,922-9

DIRECTOR
Rafael Fernández Morandé
Civil Industrial Engineer
Pontificia Universidad Católica
de Chile
Tax ID: 6,429,250-1

SECRETARY TO BOARD OF
DIRECTORS
Domingo Valdés Prieto
Lawyer
Universidad de Chile and
Master of Laws University of
Chicago
Tax ID: 6,973,465-0

Enersis is managed by a 7-member board of directors each of who remains in office for a period of 3
years and may be reelected.

The board of directors was elected at the ordinary shareholders meeting held on April 22, 2010. The
chairman, vice-chairman and the secretary to the board were appointed at board meeting N°4 held on
April 23, 2010.

34 Enersis 2012 Annual Report

2012 Annual Report Administration

1.1. Directors’ Compensation

Pursuant to article 33 of the Corporations Law 18,046, the ordinary shareholders meeting held on
April 26 approved the compensation of the board members for 2012.

The amounts paid to the directors as of December 31, 2012 as members of the board as such, and as
members of the Directors’ Committee and Audit Committee, are detailed below:

At December 31 2012 in thousands of pesos

Name

Position

Period held

01/01/12-12/31/12
Chairman
Pablo Yrarrázaval
Vice chairman 01/01/12-12/31/12
Andrea Brentan (*)
01/01/12-12/31/12
Director
Rafael Miranda
01/01/12-12/31/12
Director
Leonidas Vial
01/01/12-12/31/12
Rafael Fernández
Director
01/01/12-12/31/12
Hernán Somerville Director
Eugenio Tironi
01/01/12-12/31/12
Director
Totales

Enersis
Board of
Directors

Subsidiary
Board of
Directors

Director´s
Committee

120,654

60,327
60,734
61,141
61,141
60,327
424,324

18,479
18,886
18,886

56,251

Variable
Net
income
2011

Total

12,323

132,977

6,161
7,607
7,607
7,607
6,161
47,465

66,488
86,819
87,634
87,634
66,488
528,040

(*) Mr. Andrea Brentan waived his compensation as member of the Board of Directors of the Company.

1.2. Incentive Plans

It is considered an incentive plan to pay a variable
annual compensation equivalent to one thousandth
of the net income of the current year. One monthly
salary was determined to be paid in advance, a
portion under all circumstances and a portion
circumstantial, accounted for as the variable
compensation in reference.

Chairman of the Committee and Mr. Domingo
Valdés Prieto as secretary. In the same meeting,
the Board of Directors appointed Mr. Leonidas
Vial Echeverria as the Financial Expert. As of
January first, 2012, the Director´s Committee
did not record variations with respect to the
foregoing.

1.3. Board consultancy fees

2.1. Annual Management Report

The board paid no consultancy fees during 2012.

The Directors’ Committee has met 23 times
during 2013.

2. Directors´ Committee

According to Article 50 bis of the Corporations
Law 18,046, Enersis has a 3-member Directors’
Committee whose powers and duties are set out
in that article and those delegated by the Board
of Directors which are stated in the Directors´
Committee Regulation.

At the meeting held April 23, 2010, the board
of the company appointed Hernán Somerville
Senn (independent), Rafael Fernandez Morande
(independent), and Leonidas Vial Echeverria
(independent) as members of the Directors
Committee.

The Directors Committee, meeting the same
date, appointed Mr. Hernán Somerville Senn as

At its first meeting, held on January 31, 2012,
the Directors Committee declared having
examined the consolidated financial statements
of the company at December 31, 2011, its Notes,
Income Statements and Relevant Facts, and also
the reports of external auditors and accounts
inspectors. In addition, the Directors Committee
formally and expressly noted the report dated
January 25, 2012, prepared by Ernst & Young on
bank transfers and money brokerage, as set forth
in Circular No. 960 of the Superintendence of
Banks and Financial Institutions and Securities
and Insurance, as well as the internal control
letter of Enersis SA dated January 25, 2012,
prepared by the external auditors Ernst & Young,
in accordance with the provisions of the Joint
Circular No. 422 of the Superintendence of
Securities and Insurance.

Enersis 2012 Annual Report 35

2012 Annual Report Administration

In its second meeting, which took place on
February 29,2012 the Directors’ Committee
approved the fees paid by the Enersis Group
during 2011 to the external auditor firms hired
and authorized the estimated of fees to be paid
for the year 2012. The Committee proceeded to
favorably evaluate the work performed by the
company´s external auditors during 2011, and
also proposed to the Board, that they suggest to
the general shareholders meeting; the signatures
of the private national risk rating agencies, Feller
Rate Clasificadora de Riesgo Limitada and Fitch
Chile Clasificadora de Riesgo Limitada and; the
signatures of the private International risk rating
agencies, Fitch Ratings, Moody’s Investors
Service and Standard & Poor’s International
Ratings Services, of Enersis S.A. for year 2012.
Certain services rendered by other external
auditors, different from the firms that performed
the external audit, were examined, and it was
agreed to declare that the technical suitability
or the independence of judgment of the external
audit firms is not at risk, and proceeded to issue
the corresponding report, all according to the
dispositions of Section 202 of the Sarbanes
Oxley, final paragraph of the Securities Market
Law 18,045.

During the third meeting, which took place
on March, 28, 2012, the Directors´ Committee
agreed to propose to the Board of the Company,
in compliance with Circular N°718 of the
Superintendence of Securities and Insurance
(SVS), dated February 10, 2012, which, among
other clarifications, establishes, with respect to
the proposition of external auditors, that “the
Board of Directors’ must present shareholders
the grounds of the different options it will
propose to the shareholders meeting, so that
they have all the relevant information to choose
the external auditor firm that will examine the
financial statements…” the following external
auditor firms as the external auditors of Enersis
S.A. for year 2012, according to the following
prioritization, and also consider the arguments
presented by the Directors’ Committee on
order to do so, as their own: \ 1.- Ernst & Young;
2.- KPMG y 3.- BDO Auditores & Consultores
Ltda. It was agreed to approve the Budget
of Directors´ Committee proposed for 2012,
amounting to 6,000 Unidades de Fomento
to finance the expenses and operation of the

Directors´ Committee and its´ advisors. Also,
the members of the Directors’ Committee
resolved submitting the aforementioned budget
for 2012 to the General Shareholders meeting of
Enersis S.A. for approval, for it to finally decide
on the matter. At the same time, the Directors’
Committee resolved requesting, for the a future
session, a presentation with respect to how many
services have been examined by the Directors’
Committee during 2011 and up to date of 2012
and the corresponding cost. The Directors’
Committee agreed the approval of the wording of
the 20-F Form and to propose to the Board that
it authorize filing the document with the United
States of America Securities and Exchange
Commission (SEC), in order to comply with the
standards and requirements outlined by the
authority related to the issuance of securities in
such country.

In its fourth meeting which took place on April
25,2012 the Directors’ Committee declared
having examined Enersis S.A. March 31, 2012
Consolidated Financial Statements, its Notes,
Income Statements and Relevant Facts and also
the special opinion issued by Ernst & Young with
regard to the note on balances and transactions
with related companies. Certain services
rendered by other external auditors, different
from the firms that performed the external audit,
were examined, and it was agreed to declare that
the technical suitability or the independence of
judgment of the external audit firms is not at risk,
and proceeded to issue the corresponding report,
all according to the dispositions of Section 202 of
the Sarbanes Oxley, and in the final paragraph of
the Securities Market Law 18,045.

In its fifth meeting, extraordinary, which took
place on May 15, 2012 and held as requested by
the Director Mr. Hernán Somerville Senn, with
the purpose of deepening the understanding
of the situation of Enersis S.A. Argentine
subsidiaries, particularly under the perspective
of the provisions that have been booked and
that could possibly be booked under certain
scenarios, not yet verified. The Chief Executive
Officer, Ignacio Antoñanzas Alvear and
Angel Chocarro García, Regional Accounting
Manager made a presentation on the matter;
the CEO expressing his concern about the latest
performance of the economy and regulatory

36 Enersis 2012 Annual Report

2012 Annual Report Administration

situation in Argentina, concern shared and
also expressed by the Directors’ Committee,
requesting that the Regional Planning and
Control Manager, Ramiro Alfonsín Balza, refer
to the latest news and changes experienced in
the Argentine context. Ramiro Alfonsín Balza
made a brief presentation relating the changes
that had occurred in the generation market
to the expectations in terms of a potential
revision of distribution tariffs in the country and
certain actions adopted by public authorities
in Argentina. The Director, member of the
Committee, Mr. Rafael Fernández Morandé,
inquired about the behavior of the financial
sector in Argentina, and his vision of the entire
process taking place in the country, which was
responded by the Regional Finance Manager
at the time, Alfredo Ergas S. The Director Mr.
Rafael Fernández Morandé, requested discussing
the process of setting objectives and determining
compensation bonuses. The Human Resources
Manager, made a presentation. The Human
Resources Manager presented the assignment
of 2011 annual bonuses for management, the
criteria applied in such determination. The
objectives for 2012 were also revised.

In the sixth meeting of the period, that took
place May 30, 2012, the Directors’ Committee
issued its opinion with respect to each one of
the complaints received through the Ethics
Channel was delivered, providing guidelines
for each one and confirming what had been
resolved by the this body, in terms of it being
responsibility of the Chairman of the Directors’
Committee to determine whether or not to call
for an extraordinary meeting, if the complaint
would justify it, according to the Chairman of
the Committee´s opinion. Also, The Directors´
Committee agreed that hiring a previous
employee of the external auditing firm KPMG
Auditores Consultores Ltda., external auditors of
Endesa Chile, to fill an “auditor” position within
the Internal Auditing Department does not
contravene the requirements of independence of
external auditors determined by the Securities
and Exchange Commission (SEC) nor local
legislation and therefore, there would be no
legal obstacle to do so. It was stated that, in
compliance with Enersis´ Group Employment
Policy of ex-employees of External Auditing

firms, a letter of the main partner of KPMG
Auditores Consultores Ltda. was received,
explicitly stating that having analyzed the
background and performing the corresponding
internal verification, the proposed does not
contravene the requirements of independence of
external auditors determined by the Securities
and Exchange Commission (SEC) of the United
States of America, nor would it represent a
violation to rules and regulations that would
affect Enersis or its subsidiaries.

Notwithstanding, the opinion of Directors
Mr. Leonidas Vial and Mr. Rafael Fernández
Morandé was to analyze if it was really necessary
that Enersis S.A. hire an employee of the
subsidiary Endesa Chile external auditor firm,
KPMG Auditores Consultores Ltda., and if there
were other alternatives available in the market
considering that such person worked, precisely
on the external audit of the subsidiary Endesa
Chile and its Chilean and Peruvian subsidiaries.
The Chairman of the Directors Committee
noted that if it was in compliance with applicable
legislation, he could see no inconvenient as long
as it was not a widespread practice. Finally,
and in virtue of the above, the hiring proposal
was not approved by the directors Mr. Vial
Echeverría, and Mr. Fernández Morandé.
Certain services rendered by other external
auditors, different from the firms that performed
the external audit, were examined, and it was
agreed to declare that the technical suitability
or the independence of judgment of the external
audit firms is not at risk, and proceeded to issue
the corresponding report, all according to the
dispositions of Section 202 of the Sarbanes
Oxley Act and Article 242, final paragraph of the
Securities Market Law 18,045. Considering that
the Chairman of the Directors’ Committee, Mr.
Hernán Somerville Senn, had requested that
in this session complementary information be
presented regarding the provisions in Argentina
and, particularly, with respect to the situation
under certain circumstances that could affect
argentine subsidiaries, the Chief Executive
Officer, Ignacio Antoñanzas Alvear, referred
to particular scenarios, not yet confirmed,
that could lead to new provisions, but at this
time, due to the application of IFRS standards,
the company is prevented from so doing. The

Enersis 2012 Annual Report 37

2012 Annual Report Administration

Chairman of the Directors’ Committee, asked
about the assumptions of the hypothetical
scenarios and the performance of certain
argentine subsidiaries if certain assumptions
changed.

In the seventh meeting of the period, held on
June 22, 2012, certain services rendered by other
external auditors, different from the firms that
performed the external audit, were examined,
and it was agreed to declare that the technical
suitability or the independence of judgment
of the external audit firms is not at risk, and
proceeded to issue the corresponding report,
all according to the dispositions of Section 202
of the Sarbanes Oxley Act and Article 242, final
paragraph of the Securities Market Law 18,045.
The Director, Rafael Fernández Morandé,
stated that, although he was aware that during
the Board meeting to take place following
the present meeting, the matters relating to a
potential capital increase to take place of Enersis
S.A., he considered it was necessary to refer
to it in the current Directors Committee. The
Director Fernandez Morandé stated that, in
his view, this capital increase was a transaction
between related parties and should be led by
the Committee of Directors. The Legal Counsel
and secretary of the Directors Committee,
Domingo Valdés Prieto, explained the reasons
and rational of why he considered it was not an
operation among related parties. Additionally,
the Legal Counsel and Secretary of the Board
informed that a legal opinion report had been
performed by the Olivos, Novoa and Errázuriz
law firm and that such opinion confirmed
that a capital increase which is, due to a legal
mandate, a matter exclusive to an Extraordinary
shareholders meeting, should not be considered
an operation among related parties, that the
Chairman of the Directors’ Committee, Mr.
Hernán Somerville Senn, asked Legal Counsel
and secretary of the Directors Committee, if,
from the United States of America legislative
perspective, the Directors Committee should
comply with additional obligations to those
established by Chilean Law, and therefore the
operation described should be analyzed by
the Directors Committee. Legal Counsel and
secretary of the Directors Committee responded
that neither Chilean Law nor United States of

America legislation applicable to foreign issuers,
such as Enersis S.A., confer powers or duties to
the Directors Committee in order to discuss or
comment on a capital increase with non-cash
contributions. The Directors Committee agreed
to record Rafael Fernández Morandé concerns
in the session’s minute and file an official copy
of the Guerrero, Olivos, Novoa y Errázuriz Law
firm’s opinion which explains that the potential
capital Increase referred to does not constitute a
transaction among related parties.

On July 12, 2012 the eighth session,
extraordinary, was held due to a request
presented by the Director and member of this
Committee Rafael Fernández Morandé, in
which he stated his concern with respect to the
role of the Directors Committee in terms of the
operation proposed by Endesa Latinoamérica,
the Directors Committee, by the majority of
its members and with the vote of the Director
Fernández Morandé against the proposal,
declaring that this capital increase of Enersis
S.A., did not constitute a transaction among
related parties and, therefore, should not be
governed by Title XVI of the Corporations
Law. Finally and due to differences of opinion,
the director Fernandez Morandé proposed to
consult with the Superintendence of Securities
and Insurance, which was dismissed by the rest
of the Committee, taking into consideration
the strength and clarity of the opinions that
had been presented by leading legal firms. Also,
the Directors Committee resolved filing the
legal opinions issued by the law firms Carey y
Cía., Guerrero, Olivos, Novoa y Errázuriz and
Chadbourne and Parke and the letter of the
Director Rafael Fernández Morandé as official
documents.

During the ninth session of the period, held on
July 25, 2012, certain services rendered by other
external auditors, different from the firms that
performed the external audit, were examined,
and it was agreed to declare that the technical
suitability or the independence of judgment
of the external audit firms is not at risk, and
proceeded to issue the corresponding report,
all according to the dispositions of Section
202 of the Sarbanes Oxley Act and Article
242, final paragraph of the Securities Market

38 Enersis 2012 Annual Report

2012 Annual Report Administration

Law 18,045. Also, the auditing plan of external
auditors was approved. The Directors’ Committee
declared having examined Enersis S.A. June
30, 2012 Consolidated Financial Statements, its
Notes, Income Statements, Performance Report,
Relevant Facts and also the External Auditors
Report, expressing their conformity with Financial
Statements. The Directors’ Committee also
declared that the modifications to the consolidated
financial statements of Enersis S.A. to March
31, 2012, had been examined in compliance with
Memorandum N° 14.886 of the SVS.

On August 31, 2012 the tenth session of the
period took place, in which certain services
rendered by other external auditors, different
from the firms that performed the external audit,
were examined, and it was agreed to declare that
the technical suitability or the independence of
judgment of the external audit firms is not at risk,
and proceeded to issue the corresponding report,
all according to the dispositions of Section 202
of the Sarbanes Oxley Act and Article 242, final
paragraph of the Securities Market Law 18,045.
In addition, the Directors’ Committee declared,
by unanimous vote of its members, stated they
had examined the incentives and compensation
plans of the managers, senior executives and
workers of the Company.

On September 5, 2012 the eleventh session,
extraordinary, of the period took place, in which
hiring Humphreys Clasificadores de Riesgo,
as the private domestic risk rating agency, was
approved in order to comply with the Risk Rating
Commission’s requirement that requested a
third risk rating for the debt instruments of
Enersis S.A. registered In the Securities and
Insurance Registry, (including the information
contained in the significant event dated July 25,
2012) call to shareholders meeting on the capital
increase. In addition, it was agreed, according to
the administrative interpretation performed by
the Superintendence of Securities and Insurance
(SVS) through its Ordinary Memorandum
N°18,684 (Memorandum that had been analyzed
in depth by the Board of Directors of the
Company in sessions taken place on August 6 and
9 of 2012) by means of which the capital increase
taking place should consider the rules of Title

XVI of the Publicly Traded Corporations Law,
given that the Board of Directors of Enersis S.A.
had assigned an independent evaluator, should
begin a procedure to assign an independent
evaluator different to that nominated by the
Board of the Company. In compliance with such
administrative interpretation, the Chairman
stated that the Chief Executive Officer, Ignacio
Antoñanzas Alvear, had proceeded to submit
all information available to the Board to that
date; and that the Board of Enersis S.A. had
adopted an agreement resolving that all the
new information that the latter corporate body
would receive would be promptly forwarded to
the Directors Committee. The Chairman stated
that a work team should be formed to adequately
support the Directors Committee and that such
corporate body should develop a plan involving,
if necessary, meetings in situ, in the offices of
the main domestic and foreign subsidiaries
of Enersis S.A., and at the same time have the
support of a professional completely dedicated to
the matter, and therefore agreed to Cristián del
Sante as coordinator of all activities that arise
as part of the plan that the Directors Committee
would approve shortly, all the above, in addition
to the recruitment that the Directors Committee
could resolve as necessary for the matter.

In its twelfth session of the period,
extraordinary, held on September 7, 2012, the
designation of the Independent Evaluator was
discussed, and for which invitation letters had
been sent to three similar companies. The report
to be issued was to, at least, include the following
elements:

1. A description of the conditions of the

operation.

2. An analysis of the effects and potential

Impacts of the operation on Enersis, including:
a. If the operation contributed to social

interest.

b. If the operation is consistent in price,
terms and conditions to those that
prevail in the market.

3. Other aspects specific to the operation, which
the Directors Committee and the Board of
Enersis may expressly require that they be
evaluated by the Independent Evaluator.

Enersis 2012 Annual Report 39

2012 Annual Report Administration

As part of the analysis to reach the conclusions
with respect to the aforementioned elements, the
Independent Evaluator should likewise include,:
i) An estimate of the value of shareholdings; ii) An
analysis on how the contribution in assets of some
shareholders compares to the contribution in cash
of the rest of shareholders; and iii) An analysis on
the purpose and use of contributions in cash by the
rest of shareholders.

Finally, the Directors Committee agreed to
designate the firm Claro y Asociados Ltda. as
Independent Evaluator

In its thirteenth session of the period, held
on September 13, 2012 the Chairman of the
Directors Committee, Mr. Hernán Somerville
Senn, informed the Directors Committee about
the work plan developed to carry out the capital
increase operation of Enersis S.A., requested
by Endesa (Spain); and the Regional Finance
Manager, Eduardo Escaffi made a presentation on
the stages foreseen for the Directors Committee,
within the framework of the plan of activities
related to the capital increase taking place and
taking into consideration the indications set forth
by the SVS through its Memorandum N°21,001
dated August 28, 2012. The Directors, members
of the Committee expressed that the appointed
Independent Evaluator should not be given a
deadline; that the work must be executed with the
greatest diligence and as soon as possible, without
anything limiting the freedom of independence of
such Evaluator.

On October 2, 2012, the fourteenth session,
extraordinary, took place in which it was agreed
that once the contract with Claro y Asociados was
negotiated, It be revised by an external legal firm,
preferably Claro y CA., In order to verify that the
independence of the evaluator is preserved and
approve the final wording before being signed
by the Regional Finance Manager. Also the
Directors Committee declared that to such date
they had no new elements or questions for the
independent evaluators appointed with respect to
the capital increase process in place. The Directors
Committee agreed approving the presentation of
an amendment to the Enersis 20-F by means of the
registration of a Form 20-F/A for 2011. They also
agreed that Enersis and Its subsidiary Endesa Chile
proceed to respond the letters with comments from
the Securities and Exchange Commission of the

United States of America (SEC) giving adequate
answers to their questions and within the time
frame considered by such regulatory authority.
The questions that the members of the Committee,
Hernán Somerville Senn and Rafael Fernández
Morandé asked, individually, that were delivered to
the Independent evaluators, were disclosed.

In its fifteenth session , extraordinary, of the
period that took place on October 22, 2012, the
Directors Committee agreed to state as received,
the document prepared by the Chairman of the
Directors Committee Hernán Somerville Senn,
and proceed to work with the greatest diligence, in
order to reach consensus, as much as feasible, on
the collective report that such corporate body must
issue according to Article 50 bis of the Corporations
Law and meet extraordinarily on October 29, 2012
at 2 p.m. at Santa Rosa 76, floor 17, in the Presidency
of Enersis S.A., with the purpose of issuing the final
report of the Directors Committee related to the
capital increase taking place.

In its sixteenth session, extraordinary, of the period
that took place on October 24, 2012, the Chairman
of the Directors Committee Hernán Somerville
Senn indicated that the contract signed between
Enersis S.A. and the Independent evaluator Claro
y Asociados Ltda. had been revised by the Claro
y Cía. Law Firm, which, through its partner,
Cristobal Eyzaguirre, verified that the terms of
the contract preserved the independence of the
evaluator appointed by the Committee and allowed
the righteous implementation of the mandated
services. Domingo Valdés Prieto, Legal Counsel and
Secretary of the Board, read the statement issued
by Claro y Asociados Ltda. in which he confirms his
independence with respect to Enersis S.A., Endesa
(Spain), the business groups these companies
belong to, the external auditors, consultants or
intermediaries in the operation affected by the
independent evaluation report in reference. In
such statement, he also establishes that Claro
y Asociados Ltda. and the professionals of such
company that participated in the independent
evaluation do not have, with respect to persons
referred to, any of the relationships described in
Article100 of the Securities Market Law N°18,045.
The Chairman of the Directors Committee,
Hernán Somerville Senn, expressed that after
verifying the independence of the evaluator Claro y
Asociados, appointed by the Directors Committee,

40 Enersis 2012 Annual Report

an analysis of the righteousness of the independent
evaluator and of the report issued should be
performed, and to do so he opened the floor for
each of the members of the Directors Committee
to proceed to ask questions about the different
aspects of the methodology and parameters chosen
as reference by C and A. The gentlemen Javier
Contreras and José Ignacio Mujica answered every
question made by the Chairman of the Directors
Committee and the remaining members of this
corporate body, indicating on which page of the
report the specific subjects of the questions could
be found. The Chairman asked the representatives
of Claro y Asociados to confirm that they had
responded to all the questions or points raised by
the members of the Directors Committee, on an
individual basis and stated that, having ascertained
that the report complied with the requirements
of form and righteousness required, the Directors
Committee were to proceed to declare, considering
the prima facie consideration of the report had
been performed, that it satisfied the formalities
required by the Superintendence of Securities
and Insurance and the applicable legislation. The
Directors Committee also formally received the
final report prepared by the independent evaluator
Claro y Asociados Ltda. which has stated its
required independence through its representatives,
and accredited the completion of all formalities
and content prescribed by the legislation in force
for the aforementioned report. The Chairman of
the Directors Committee was empowered, acting
individually, to present the report, referring
to the capital increase in place prepared by the
independent evaluator Claro y Asociados Ltda. to
the Board of Directors of the Company.

On October 29, 2012, the seventeenth session,
extraordinary, of the period took place, in which
the Directors Committee agreed the wording of the
final Report of the Directors Committee related
to the capital increase operation proposed by the
controlling shareholder of the company Endesa
(Spain), presented as determined by Article 50
bis of the Corporations Law. It was also agreed to
send the Report of the Directors Committee to the
Company, in order to allow the Chief Executive
Officer to distribute it according to requirements.

On October 31, 2012, the eighteenth session of
the period took place in which certain services
rendered by other external auditors, different
from the firms that performed the external audit,

2012 Annual Report Administration

were examined, and it was agreed to declare that
the technical suitability or the independence
of judgment of the external audit firms is not at
risk, and proceeded to issue the corresponding
report, all according to the dispositions of Section
202 of the Sarbanes Oxley Act and Article 242,
final paragraph of the Securities Market Law
18,045. Also, the Directors Committee agreed
to recommend the Board of Directors of Enersis
to give its consent in terms of authorizing Ernst
& Young to place at the disposal of the Public
Company Accounting Oversight Board (PCAOB)
-PCAOB- the documents and reports related to the
external audit services that Ernst & Young provides
to Enersis S.A., within the terms requested by
Ernst & Young and as long as the requirements
in this respect established by the Ordinary
Memorandum N° 3048 dated April 13, 2004, of the
Superintendence of Securities and Insurance are
satisfied, in order to allow Ernst & Young to comply
with the requirements of the PCAOB. Through
such communication, the external auditors are
committed to not distribute or use the above
mentioned documents for any other purpose,
without written consent from the Company and
they express that the PCAOB is bound by the
applicable law to not disclose their proceedings
nor the information gathered (Sarbanes Oxley
Act). Also, the Chairman of the Directors
Committee, Hernán Somerville Senn, stated that
the Director Rafael Fernández Morandé, had sent
him a letter related to the Boards need to make an
announcement about the recommendations and
precautions that the Committee made in its report
with respect to the operation, and proceeded to
read the letter and the Directors Committee agreed
to file it as an official document of the Committee.

On November 6, 2012 the nineteenth session, of the
period, extraordinary, the Directors’ Committee
declared having examined Enersis S.A. September
30, 2012 Consolidated Financial Statements, its
Notes, Income Statements, Performance Report,
Relevant Facts and also the special opinion issued
by Ernst & Young with respect to the note on
balances and transactions among related parties.
Also, and according to the request presented by
the Director Rafael Fernández Morandé during
the session dated October 29, 2012, the Directors’
Committee revised and declared having examined
the objectives set for the top executive of Enersis
S.A. for year 2012.

Enersis 2012 Annual Report 41

2012 Annual Report Administration

The twentieth session of the period was held on
November 28, 2012, in which certain services
rendered by other external auditors, different
from the firms that performed the external audit,
were examined, and it was agreed to declare that
the technical suitability or the independence of
judgment of the external audit firms is not at risk,
and proceeded to issue the corresponding report,
all according to the dispositions of Section 202
of the Sarbanes Oxley Act and Article 242, final
paragraph of the Securities Market Law 18,045.
Also, the Directors Committee agreed to place on
record that they had examined and taken formal
knowledge of the Internal Control Charter referred
to Enersis S.A dated November 15, 2012 prepared
by Ernst & Young, the external auditors of the
Company.

On December 12, 2012, the twenty first session of
the period took place. Certain services rendered
by other external auditors, different from the firms
that performed the external audit, were examined,
and it was agreed to declare that the technical
suitability or the independence of judgment of the
external audit firms is not at risk, and proceeded
to issue the corresponding report, all according
to the dispositions of Section 202 of the Sarbanes
Oxley Act and Article 242, final paragraph of the
Securities Market Law 18,045. During such session,
the calendar of the Directors Committee’s ordinary
sessions for year 2013 were approved.

On December 13, 2012, the twenty second
session of the year, extraordinary, was held. The
Directors Committee analyzed the Subscription
Contract that the Company should subscribe with
Endesa (Spain), required in order to materialize
the capital increase taking place. This took
place with the presence and presentation of the
partner in the law firm of Carey y Cía., Claudio
Lizana Anguita, who had prepared the draft
of the document. The Chairman informed the
members of the Committee that in the opinion
of Carey y Cía. the Subscription Contract was set
to right and reflected the constraints expressed
in the proposal of Endesa (Spain); and that, with
respect to the representations and warranties and
indemnification clauses, such law firm considered
that the Subscription Contract contained
conditions that were adequate in order to document
the proposal of Endesa (Spain) and customary for
an operation such as the proposed, all confirmed by

the partner of Carey y Cía., Claudio Lizana Anguita.
Notwithstanding the above, suggestions of the
Directors Committee emerged from the debate
to be included in a new draft, which would be
analyzed in a forthcoming meeting. The Directors
Committee, with the unanimous favorable vote of
its members agreed to request Carey y Cía., with
the support of Enersis S.A. management, to proceed
to negotiate the additional aspects suggested
by the Directors Committee resulting from the
presentation made by Claudio Lizana Anguita and
that, once the mentioned negotiations took place,
the corporate body should session again to discuss
the matter.

In its twenty third board session, extraordinary,
held on December 18, 2012, called for the purpose
of revising the outcome of the negotiation of
the comments proposed to the subscription
of shares contract to take place between the
Company and Endesa (Spain), and which arises
from the suggestions presented by the Directors
Committee In its session dated December 13,
2012. The partner Claudio Lizana in the Carey y
Cía. Law firm, and counsel of the same law firm,
Mariana Gómez Moffat, were present. After
analyzing the modifications to the Subscription
Contract explained by Counsel Lizana Anguita,
and having the Directors Committee expressed
their acceptance of the changes, the Chairman
of the Committee proposed that, in clause seven,
Endesa (Spain) not limit their liability in respect
of any damage that may occur due to a lack of Tax
ID or inaccuracy of one or more of the statements
made by the Subscriber regarding Cono Sur and
that they be established in clause six, in addition
to put on record that for purposes of this clause
the value of the investment contribution of Dock
Sud S.A. to be considered is US$10,000,000 .
Additionally, the floor was given to the Director
Rafael Fernandez Morandé, who suggested the
incorporation of the subjects that follow with
the purpose of defining some of the terms and
obligations contained in the contract: a) That
Appendix 1 of the Subscription Contract also
contain la legal opinion of a Spanish lawyer
with respect to the incorporation and validity
of such company; b) In the background section
number III, specify that Appendix II Indicates
the value, in terms of the Subscription Contract,
of Cono Sur shareholdings; c) Within this same

42 Enersis 2012 Annual Report

2012 Annual Report Administration

section, specify that Appendix III contains legal
opinions about Cono Sur shareholdings belonging
exclusively to Cono Sur; d) In section 6.2 numeral
(iv), specify that according to Appendix IV, which
contains the “pro forma” balance statement of
Cono Sur, such entity has no liabilities, and no
relevant contingencies; e) In section 6.3, change
the words “significant contingencies” to “relevant
contingencies”; f) In section 6.3 letter (f), add
that the change in control of Cono Sur does
not generate and will not generate obligations
or contingencies “derived from contractual
obligations” , that could have a material adverse
effect on Cono Sur and/or Enersis; g) Add to
section 6.4 letter (c) compliance of all relevant
aspects of “its contractual obligations”; h) Add
the word cost in all charges that Endesa (Spain)
is to be responsible of according clause; and i)
In clause twelve, clarify that the Subscription
Contract is subject to Chilean Law. After the
matter is negotiated by lawyers of Carey y Cía.,
Claudio Lizana Anguita, partner of such firm,
and Mariana Gómez Moffat, with Endesa (Spain),
the acceptance of the changes is informed, with
the sole exception of changes suggested to clause
seven. In this regard they explained that Endesa
(Spain) proposed that, for purposes of clause
seven, the limit of liability in terms of Southern
Cone be the value of the contribution of the shares
of Cono Sur to the Company. The members of the
Directors Committee express their conformity

with regard to the change suggested by the
counterpart. The Directors Committee, with the
unanimous favorable of its members, declared
not having and additional comments to the draft
of the Subscription Contract that was analyzed
during the session and also agreed that it be
submitted to the consideration of the Board of
Directors of the Company, along with the report
issued according to requirement by Article 50
bis of the Corporations Law stating that they
believing that the aforementioned contract
contributed to the social interest and is consistent
with conditions to those prevailing in the market
at the time of its approval.

In conclusion, during year 2012, the Directors
Committee of Enersis S.A. has been completely
dedicated to the matters defined by Article 50° bis
of the Corporations Law N°18,046 and has analyzed
and contributed to the better development of the
operations previously analyzed.

2.2. Expenses of the Directors
Committee

The Directors’ Committee made use of the
total operating expense budget approved by the
company’s ordinary shareholders meeting held on
April 26, 2012, to hire its Independent Evaluator,
within the context of the capital increase

Enersis 2012 Annual Report 43

2012 Annual Report Administration

3. Main Executives

CHIEF EXECUTIVE OFFICER
Ignacio Antoñanzas Alvear
Mining Engineer
Universidad Politécnica de
Madrid
Tax ID: 22,298,662-1

DEPUTY CHIEF EXECUTIVE
OFFICER
Massimo Tambosco
Bachelor in Business
Administration
Università Commerciale
Luigi Bocconi de Milán
Tax ID: 23,535,550-7

REGIONAL
COMMUNICATIONS OFFICER
Juan Pablo Larraín Medina
Journalist
Universidad Finis Terrae
Tax ID: 11,470,853-4

INTERNAL AUDIT OFFICER
Alain Rosolino
Bachelor in Business
Administration
L.U.I.S.S University of Rome
Tax ID: YA3359464

R E G I O N A L F I N A N C E
OFFICER
Eduardo Escaffi Johnson
Civil Engineer
Universidad de Chile
Tax ID: 7.984.912-K

REGIONAL PLANNING AND
CONTROL OFFICER
Ramiro Alfonsín Balza
Bachelor in Business
Administration
Pontificia Universidad Católica
de Argentina
Tax ID: 22,357,225-1

REGIONAL ACCOUNTING
OFFICER
Ángel Chocarro García
Bachelor in Economics and
Business Administration
Universidad del País Vasco
Tax ID: 14,710,692-0

L E G A L C O U N C E L A N D
SECRETARY OF THE BOARD
Domingo Valdés Prieto
Lawyer
Universidad de Chile and
Master of Laws University of
Chicago
Tax ID: 6,973,465-0

H U M A N R E S O U R C E S
OFFICER
Carlos Niño Forero
Universidad Externado de
Colombia
Tax ID: 23,014,537-7

REGIONAL SHARED
SERVICES OFFICER
Francisco Silva Bafalluy
Bachelor Public Administration
Universidad de Chile
Tax ID: 7,006,337-9

REGIONAL PROCUREMENT
OFFICER
Eduardo López Miller
Commercial Engineer
Pontificia Universidad Católica
de Valparaíso
Tax ID: 7,706,387-0

44 Enersis 2012 Annual Report

2012 Annual Report Administration

4. Organizational Structure

Presidencia
Pablo Yrarrázaval Valdés

Gerencia General
Ignacio Antoñanzas Alvear

Subgerencia General
Massimo Tambosco

Gerencia Regional de
Comunicación
Juan Pablo Larraín Medina

Gerencia de Auditoría
Alain Rosolino

Gerencia Regional de
Servicios Generales
Francisco Silva Bafalluy

Gerencia de Recursos
Humanos
Carlos Niño Forero

Gerencia Regional de
Contabilidad
Angel Chocarro García

Gerencia Regional de
Finanzas
Eduardo Escaffi Johnson

Gerencia Regional de
Planificación y Control
Ramiro Alfonsín Balza

Fiscalía
Domingo Valdés Prieto

Gerencia Regional de
Aprovisionamiento
Eduardo López Miller

4.1. Compensation of managers
and senior executives

The total compensation received by managers
and main executives during 2012 amounted to de
$2,616 million.

4.2. Benefits for managers and
senior executives

The Company provides complementary health
insurance and catastrophic insurance for its
senior executives and their duly-accredited
family members. The Company also provides
life insurance for each of its senior executives.
These benefits are granted according to the
management level of each employee at the time.

In 2012, the amount was $18.6 million, which is
included in the compensation received by the
managers and senior executives.

4.3. Incentive plans for
managers and senior
executives

Enersis has an annual bonus plan for its
executives based on meeting objectives and the
level of individual contributions to the company’s
results. This plan includes a definition of ranges
of bonuses according to the hierarchical level of
the executives.

The bonuses when paid to the executives consist
of a certain number of gross monthly wages.

4.4. Severance payments
to managers and senior
executives

During 2012, the severance payments made by
Enersis reached a total of $554.641.525.

Enersis 2012 Annual Report 45

2012 Annual Report Administration

4.5. Administration of main subsidiaries

Argentina
Endesa Costanera
José Miguel Granged Bruñen
Industrial Engineer
Escuela Técnica Superior de Ingenieros Industriales de Zaragoza

Chile
Endesa Chile
Joaquín Galindo Vélez
Industrial Engineer
Universidad de Sevilla

Hidroeléctrica El Chocón
Fernando Claudio Antognazza
Public Accountant
Universidad de Buenos Aires

Edesur
Antonio Jerez Agudo
Industrial Engineer
Universidad Politécnica de Barcelona

Brazil
Endesa Cachoeira
Guilherme Gomes Lencastre
Civil Engineer
Pontifícia Universidad Católica Río de Janeiro

Endesa Fortaleza
Manuel Herrera
Industrial Engineer with a minor in Electricity
Pontifícia Universidad Católica de Santiago

Endesa CIEN
Guilherme Gomes Lencastre
Civil Engineer
Pontifícia Universidad Católica Río de Janeiro

Ampla
Marcelo Llévenes Rebolledo
Commercial Engineer
Universidad de Chile

Coelce
Abel Alves Rochinha
Mechanical Engineer
Pontifícia Universidad Católica Río de Janeiro

Chilectra
Cristián Fierro Montes
Electric Engineer
Universidad de Chile

Colombia
Emgesa
Lucio Rubio Díaz
Bachelor in Business and Economics
Universidad Santiago de Compostela

Codensa
David Felipe Acosta Correa
Electric Engineer
Universidad Pontificia Bolivariana

Peru
Edegel
Carlos Luna Cabrera
Civil Engineer
Escuela Colombiana de Ingeniería

Edelnor
Ignacio Blanco Fernández
Ingeniero Industrial
Bachelor in Business and Economics
Universidad de Zaragoza

46 Enersis 2012 Annual Report

2012 Annual Report Administration

Enersis 2012 Annual Report 47

Memoria Anual 2012 Resultados del ejercicio

48 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

human resources

p. 50
Distribution of human
resources

p. 50
Safety and occupational
health

p. 52
Educational action

p. 50
Employee relations

p. 50
Human Resource
management

Enersis 2012 Annual Report 49

2012 Annual Report Human resources

1. Distribution of human resources

The personnel distribution of the Company, including information relating to subsidiaries in the five
countries where the Enersis Group operates in South America, to December 31, 2012, was as follows:

Company

Enersis (1)
Endesa Brasil (2)
Endesa Chile (3)
Chilectra (4)
Edesur
Edelnor
Codensa (5)
Manso de Velasco (6)
Total general

Managers and main
executives

Professionals and
technicians

Workers and others

Total

11
25
41
11
11
7
11
1
118

350
2,377
2,344
593
1,972
457
1,077
28
9,198

76
260
148
130
965
143
39
10
1,771

437
2,662
2,533
734
2,948
607
1,127
39
11,087

Notes:
(1) Includes: ICT Servicios Informáticos.
(2) Includes: Ampla, Coelce, CIEN, Cachoeira Dourada, Fortaleza, En-Brasil Comercio e Serviços, CTM y TESA.
(3) Includes: Ingendesa (Chile, Brazil and Peru), Pehuenche, Celta, El Chocón, Edegel, Emgesa, Costanera, Túnel el Melón, GasAtacama,
(4) Includes: Empresa Eléctrica de Colina and Luz Andes.
(5) Includes: Empresa Eléctrica Cundinamarca.
(6) Includes: Aguas Santiago Poniente, Const. and Proyecto Los Maitenes

2. Employee relations

During 2012 the Company has continued having
periodical meetings with the unions, which has
allowed keeping an open dialog over time, frank
and without restrictions with the representatives
of the workers, benefiting working conditions and
organizational climate.

3. Safety and occupational
health

3.1. Relevant actions adopted in
safety and occupational health

Communicating lessons learned: Project that
involves distributing a folder with documents to
learn and consult including an analysis of each of
the serious and fatal accidents that have occurred
within the Group. The causes of the unfortunate
accidents and means of prevention as considered
lessons learned. This document, therefore,
contributes to eliminate substandard conditions

and behavior that come up on a daily basis when
carrying out accident prone activities.

Safety campaigns: Development of activities
within the Week of Safety framework during
the months of April and November aiming to
publicize and strengthen preventive actions to
avoid the occurrence of work-related accidents.

Improvement in safety of jobs performed at
heights: Definition and implementation of
equipment to perform jobs in heights, distributing
the new safety harness and other accessories and
equipment to decrease the risk of falls, and allow
the rescue in emergency situations.

Improvement in safety of electricity related
jobs: Definition and implementation of equipment
to perform electric installations, distributing
flame-resistant clothing and facial masks.

Development of training programs: Offering
training programs teaching how to rescue
workers in emergency situations

50 Enersis 2012 Annual Report

2012 Annual Report Human resources

4. Human Resource
management

4.1. Human resource development

4.1.1.Executive skills development program

During the year 2012 the Second Climate and
Security Survey for Endesa Chile took place.
The study represents a valuable channel for
communication and diagnosis that addresses all
employees. The focal point of the latest version
deepens into two related themes of great priority
for the Group, health and safety.

It is important to highlight that the courses of
action and improvements defined in the previous
survey of 2010 were executed in their entirety,
and in that manner three transverse and relevant
aspects were emphasized:

• Merit-based recognition and appreciation.
• Training and development.
• Communication and vision.

4.1.3. Eighth place in best firms for
working parents

The magazine Ya of El Mercurio alongside
Fundación Chile Unido list an annual ranking
of the best firms for working parents. In 2012,
and for its third consecutive year, Enersis Group
participated jointly, obtaining the eighth place in
the ranking.

This award recognizes the companies with the
best policies in the area of work-life balance, and
which simultaneously promote the adoption of
these practices among their employees, this year
featuring the implementation of the pilot project
called telecommuting.

4.1.4. Performance Evaluation

Performance management is an important tool
for employee development. For this reason, since
2010 a transverse evaluation system has been
applied to all firms at a national level, which
includes one evaluation on behavior BARS
(Behaviorally Anchored Rating Scales), as well

as another one on reaching objectives. These
evaluations are an essential tool for a person’s
development, and are a means to guide training
development activities.

4.1.5. Great Place to Work

In the months of May and June of 2012 we
partook in the Study “Great Place to Work”. The
objective was to know employee perceptions
in the dimensions of: Credibility – Respect –
Impartiality – Pride – Camaraderie. This study
allows the company to compare itself with the
best firms to work for in Chile, understanding
their good work practices as a means to design
and execute courses of action and improvement
in accordance to the needs of each office and/or
business with the purpose to ascend within the
ranking of the best firms to work.

4.1.6. Family-Responsible Firm

This involves a Spanish standard created by the
foundation Masfamilia which aims to improve
human sustainability and bolster the quality
of life of employees, especially in the resolve
between personal, family, and work life with equal
opportunities. The Group took on the challenge
and commitment to obtain this certification,
which has implied a significant diagnostics task
during 2012 in terms of legal aspects, management
and employee opinions, as well as benchmarking
with multinational firms within the market. After
this diagnostics stage, the certification process
was initiated under the external auditing of
AENOR, becoming the third firm in the country
and the first energy firm certified in the standard.

4.1.7. Telecommuting Pilot Program

The Group’s companies in Chile implemented a
pilot project called Teletrabajo (telecommuting).
The objective this practice seeks is to encourage
the balance between work and family life among
employees by one day of telecommuting per week.
This pilot program lasted two months and was
positively received by employees and obtained
excellent reviews from the project’s participants.
The fundamental principles of this practice are:
reinforcing a managerial style based on trust and

Enersis 2012 Annual Report 51

2012 Annual Report Human resources

commitment; promote work based on results and not
on office time, and favor the reconciliation between
professional, personal, and family life. It is important
to highlight that in 2013, fifty open positions will be
filled via the voluntary application of employees.

4.1.8. “Reconocernos” Program

This program was launched in 2012 and seeks
to promote culture based on meritocracy and
recognition from within the firm. It is a model that
cements employee recognition on two levels; the
first, is on a day-to-day basic level of recognition;
and the second, is based on great achievements,
allowing employees and their important and
exceptional contributions to be recognized publicly
at award ceremonies. In this manner the Program
“Reconocernos” helps build the commitment
employees have towards the Company.

4.2. Selection

Enersis, with the objective to promote the
professional development of its employees within
the organization, during 2012 has continued to
strengthen internal mobility, aiming to provide
development opportunities to its employees by
announcing and filling job vacancies internally.
By using this method, during 2012, 74 internal
placements were effected (through internal
contests and promotions), which correspond to
25% of the internal movements arranged through
Selección Chile.

Additionally, during 2012, 451 open positions were
posted on domestic selections, 81% of which were
filled by December. In 2012 the selection process
had an average duration of 20.35 business days.
Moreover, a satisfaction survey was provided to
internal clients once the selection process was
closed, receiving an 89% in service satisfaction.

As a result of the constant concern for our
employees, during 2012 the Induction Program
was implemented to serve new employees that
joined the company. The purpose of the program
is to facilitate new employee adjustment to their
roles and the firm, as well as delivering a tangible
perspective about the business of electricity

generation and distribution, necessary tools to
develop efficiently in the tasks of their respective
roles. The Program had 120 participants.

Alternatively, as a strategy to capture market
talent, especially young individuals with great
potential searching for opportunities to develop
international careers, the Young Professionals
project took place. This pioneer initiative
involved inviting the best students from several
universities to participate. After recruiting over
500 individuals, five candidates were selected
and placed into different areas of the Group in a
Program that will allow them to lead a successful
career in the company.

With the purpose to satisfy the support needs of
different areas of the company, the Recruitment
process of Interns was initiated. This initiative
allows the best students to be selected for the
process. During 2012, 213 students interned
in diverse areas, later being evaluated with
satisfactory reviews by their managers. During
2012, 14 interns were later incorporated into
different positions within the organization.

The company has continued to take on the
challenge to provide job positions for people living
with disabilities. In this direction, in 2012 the
project “Entrada” was strengthened, incorporating
11 individuals with some form of disability as
student interns.

Finally, under the framework of the agreement
signed in Spain between the Fundación Adecco
and the Group with the objective to promote
employment among low-income youth in South
America, the Project Crecer+ was created,
consisting of job training for youth at social risk,
offering participants the opportunity to receive
overall orientation on the job search process.
Three, four-meeting workshops were offered,
where 57 youths between the ages of 17 and 18
from different schools could learn about their
individual potential and how to take advantage
of it during their first job search, covering themes
such as self-awareness, curriculum building, and
job market knowledge, among others.

52 Enersis 2012 Annual Report

5. Educational action

Starting from the process of detecting training
needs when defining the training programs for
2012, Enersis established a training schedule
oriented towards rotation needs, which was
expressed through a training offer articulated
in two lines of action: one Transverse Plan with
training themes for development and the other
on functional technical training.

For its third consecutive year, professionals
from Regional Procurement Department and
from different subsidiaries attended the course
“Category Management”, led by the Spanish
consulting firm Management International
Purchasing (MIP). The Category Management
Purchase model is a systematic approach used
by world-class organizations to maximize the
contribution of procurement to the business.
The objectives are to teach category buyers
the needed tools and methods to: segment the
total cost into categories in accordance to its
impact on the business and market in which it
is purchased, understand Market Intelligence,
the suppliers markets, design a strategy for
each category, analyze strategies, situations,
and perspectives of materials, investments and
services markets, and evaluate risk situations,
establishing mitigation and contingency plans.

Another important activity that took place in
Chile and other subsidiaries in South America,
with the same consulting firm, was the course
Cost Breakdown, the objectives being to
elucidate if the composition of costs in an offer
are reasonable or not, with the real costs that
our request involves for the supplier. It also
confirms whether the costs shown are coherent
within their accounting information, and seeks
to measure the impact on the suppliers’ margin
and costs after our order, estimating how their
production capacity both is affected, both in the
short and the long term.

With the participation of 31 employees of
the Enersis Group, the second version of the

2012 Annual Report Human resources

course Electricity Markets was launched at the
Universidad del Desarrollo. The objectives of
this program include, among others, delivering
the conceptual bases and practices that permit
a greater analytical ability in regulatory and
operative aspects that govern electricity
systems, besides allowing to understand
and analyze electricity market regulatory
principles and provide tools and concepts that
improve negotiation capacities in contracting
electricity supply.

There was special concern on the subjects of
work safety and health. In this context, the
third version of the course “Occupational Risk,
Safety and Health Management” led by the same
University, concluded successfully. Its purpose
being to develop the necessary skills for the
management of these principles, and likewise
to strengthen the tools that allow a stronger and
more efficient control over them. Additionally,
its fourth version took place between September
and December with a total of 108 hours, attended
by of 21 employees from the Enersis Group.

At the same time and with the idea to provide
development and improvement opportunities
within the company, education scholarships
were awarded to 17 employees. This program
aims to support employees in the completion
of continuing education programs, or in the
pursuit of studies in both undergraduate and
postgraduate degrees.

Through the Executive Skills Development
Program, certain characteristics such as
leadership, strategic thinking, negotiation,
and coaching were strengthened. The
program was attended by 69 Enersis Group
employees. Another important program was
“Young Professionals”, sought to expand
the vision of young professionals for them to
contribute innovative ideas to the business
and to assist their career development within
the organization. This program took place in
Universidad Adolfo Ibáñez and was attended by
34 Group employees.

Enersis 2012 Annual Report 53

Memoria Anual 2012 Resultados del ejercicio

54 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

stock transactions

p. 56
Stock trading in the
stock market

p. 58
Market Information

Enersis 2012 Annual Report 55

2012 Annual Report Stock transactions

1. Stock trading in the stock market

The quarterly transactions of the last three years on the stock exchanges where Enersis shares are
traded, both in Chile, through the Santiago Stock Exchange, and the Chile Electronic Exchange, and
the Valparaíso Stock Exchange, and in the United States of America and Spain through the New York
Stock Exchange (NYSE) and the Bolsa de Valores Latino Americanos de la Bolsa de Madrid (LATIBEX
in its Spanish acronym) respectively, are detailed below:

1.1. Santiago Stock Exchange

During 2012, in the Santiago Stock Exchange 5,564 million shares were traded, equivalent to $969,180
million. As of December, the closing share price was $175.82.

Periods

1st quarter 2010
2nd quarter 2010
3rd quarter 2010
4th quarter 2010
Total 2010
1st quarter 2011
2nd quarter 2011
3rd quarter 2011
4th quarter 2011
Total 2011
1st quarter 2012
2nd quarter 2012
3rd quarter 2012
4th quarter 2012
Total 2012

Units

Amounts (Pesos)

Average price

1,696,301,261
1,563,696,617
1,022,597,744
1,036,873,297
5,319,468,919
1,596,636,759
958,803,877
886,100,149
900,057,047
4,341,597,832
1,288,014,289
1,139,562,913
1,744,269,270
1,392,408,280
5,564,254,752

382,729,133,497
324,580,314,181
227,738,321,807
234,604,964,411
1,169,652,733,896
322,199,069,612
195,120,504,650
168,023,460,684
165,182,488,252
850,525,523,198
240,222,466,312
212,301,014,944
285,537,513,398
231,119,124,139
969,180,118,793

225.63
207.57
222.71
226.26

201.80
203.50
189.62
183.52

186.51
186.30
163.70
165.99

1.2. Chile Electronic Exchange

606 million shares were traded at the Chilean Electronic Stock Exchange during the year, equivalent
to $106,684 million. The share closing price at December was $175.00

Units

Amounts (Pesos)

Average price

210,199,356
202,242,321
107,290,041
101,357,298
621,089,016
199,064,082
181,558,922
182,448,505
144,335,958
707,407,467
142,929,291
141,381,535
166,172,134
155,911,737
606,394,697

47,800,601,634
42,504,403,849
23,896,117,579
23,150,688,674
137,351,811,736
39,760,396,718
37,031,576,257
34,606,048,013
26,534,354,814
137,932,375,802
26,878,396,526
26,913,331,231
26,990,815,636
25,901,302,515
106,683,845,908

227.41
210.17
222.72
228.41

199.74
203.96
189.68
183.84

188.05
190.36
162.43
166.13

Periods

56 Enersis 2012 Annual Report

2012 Annual Report Stock transactions

1.3. Valparaíso Stock Exchange

During the year, in the Valparaíso Stock Exchange, 72 million shares were traded, amounting to
$12,502 million. The December closing price was $175.00.

Period

Units

Amounts (Pesos)

Average price

4,532,840
6,608,965
5,421,823
2,101,429
18,665,057
5,692,610
1,248,485
9,623,945
5,790,809
22,355,849
15,555,048
7,532,539
19,911,829
29,102,662
72,102,078

1,014,160,886
1,339,175,523
1,219,393,783
475,974,287
4,048,704,479
1,218,753,280
248,888,295
1,753,711,300
1,059,644,493
4,056,997,368
2,852,153,260
1,446,019,519
3,293,321,040
4,910,148,630
12,501,642,449

223.74
202.63
224.90
226.50

214.09
199.35
182.22
182.99

183.36
191.97
165.40
168.72

1.4. New York Stock Exchange (NYSE)

The shares of Enersis started trading on the New York Stock Exchange (NYSE) on October 20, 1993.
One Enersis ADS (American Depositary Share) represents 50 shares and its ticker is ENI. Citibank
N.A. acts as the depositary bank and Banco Santander Chile as the custodian in our country. During
2012, 136 million ADSs were traded in the United States of America amounting to US$2.457 million.
The December ADS closing price was US$18.22.

Period

Units

Amounts (Pesos)

Average price

56,064,078
42,577,933
26,539,709
24,954,972
18,665,057
45,063,352
28,212,252
38,872,327
32,721,937
144,869,868
38,448,445
31,111,964
34,003,544
32,168,392
135,732,345

1,230,082,061
837,208,760
584,259,429
593,214,004
4,048,704,479
924,262,083
610,562,978
769,407,917
593,068,611
2,897,301,588
732,794,989
587,263,102
582,431,845
554,979,796
2,457,469,732

21.94
19.66
22.01
23.77

20.51
21.64
19.79
18.12

19.06
18.88
17.13
17.25

Enersis 2012 Annual Report 57

2012 Annual Report Stock transactions

1.5. Latin American Securities Exchange of the Madrid Stock
Exchange (Latibex in its Spanish acronym)

The shares of Enersis began trading on the Latin American Securities Exchange of the Madrid Stock
Exchange (Latibex) on December 17, 2001. Until April 2011, the company’s dealing unit was 50 shares and
its ticker is XENI. Since May, 2011 the dealing unit is one. Santander Central Hispano Investment S.A.
acts as the link agent and Banco Santander is the custodian in Chile. During 2012, 6.4 million shares were
traded, amounting to 1.8 million Euros. The closing unit price as of December was 0.27 Euros.

Period
1st quarter 2010
2nd quarter 2010
3rd quarter 2010
4th quarter 2010
Total 2010
1st quarter 2011
2nd quarter 2011
3rd quarter 2011
4th quarter 2011
Total 2011
1st quarter 2012
2nd quarter 2012
3rd quarter 2012
4th quarter 2012
Total 2012 (*)

Units
76,706
270,788
60,113
43,513
451,120
3,824,700
3,395,992
5,259,100
3,293,219
15,773,011
1,652,978
1,867,239
1,656,889
1,225,821
6,402,927

Amounts (Pesos)
1,210,946
4,207,514
1,012,462
757,806
7,188,728
1,155,781
1,024,002
1,414,624
893,885
4,488,292
476,501
561,570
459,797
327,777
1,825,645

Average price
15.79
15.54
16.84
17.42

0.30
0.30
0.27
0.27

0.29
0.30
0.28
0.27

(*) The previous trading unit was 50 per share.

2. Market Information

During 2012, the Chilean stock market has
been affected by the uncertainty related to the
debt crisis of some European Union countries,
as well as a weaker banking industry and its
consequent impact on access to credit. Although
main 2012 indexes of developed countries have
shown sustained recovery, the domestic market
not been able to overcome the International
uncertainty environment.

In the last two years, the performance of Enersis
´share in the markets in which it is traded
has been negative, Influenced by the complex
economic environment characterizing the period
and the drought in Chile.

2.1. Santiago Stock Exchange

The price of the Enersis share over the last two
years compared to the Selective Stock Price
Index (IPSA) in the local market:

Variation

2011

Enersis
IPSA

-16.0%
-15.2%

2012

-3.7%
3.0%

Cumulative 2011-2012

-19.1%
-12.7%

2.2. New York Stock Exchange
(NYSE)

Behavior of Enersis´ ADR (ENI) listed on the
NYSE over the last two years compared to the
Dow Jones Industrial and Dow Jones Utilities
Indexes:

Variation

2011

ENI
Dow Jones Industrial
Dow Jones Utilities

-24.1%
5.5%%
14.7%

2012

3.1%
5.9%
-3.9%

Cumulative
2011-2012

-21.7%
11.8%
10.3%

2.3. Latin American Securities
Exchange of the Madrid
Stock Exchange (Latibex in its
Spanish acronym)

Performance of the Enersis share (XENI) (*)
listed on the Madrid Stock Exchange (Latibex)
over the last two years compared to the
LATIBEX Index:

Variation

2011

2012

Cumulative 2011-2012

XENI
LATIBEX

-23.7%
-23.3%

16.5%
-9.7%

-11.1%
-30.8%

(*) As of May 2011, the unit traded is one. In previous years the trading

unit was 50 units per share

58 Enersis 2012 Annual Report

2012 Annual Report Stock transactions

Enersis 2012 Annual Report 59

Memoria Anual 2012 Resultados del ejercicio

60 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

dividends

p. 62
Dividends

p. 63
Dividend policy 2012

p. 64
Distributable net income
year 2012

p. 64
Dividends distributed

Enersis 2012 Annual Report 61

2012 Annual Report Dividends

1. Dividends

In accordance with General Rule No.283, numeral
5), the following are the company’s dividend
policies for the years 2013 and 2012.

1.1. Dividend policy 2013

1.1.1. In general

The Board of Directors of the Company, in its
session taken place February 28, 2013, approved
the following dividend policy and the procedures
for payment of Enersis S.A. dividends.

1.1.2. Dividend policy

The Board of directors has the intention to
propose to the General shareholders meeting,
to be held during the first four month of 2014, to
distribute a final dividend equivalent to 50% of
profits of year 2013.

The board also has the intention to distribute an
interim dividend against the net income for 2013
of up to 15% of the net income to September 30,
2013, as shown in the financial statements at that
date, payable in January 2014.

Compliance with the above program will be subject,
in terms of dividends, to the actual net income
booked and also the results of the projections made
periodically by the company or the existence of
certain conditions, as the case may be.

1.1.3. Dividend Payment Procedure

Enersis SA provides the following payment
methods of interim or final dividends, in order to
avoid incorrect collection:

1. Deposit in a bank checking account whose
holder is the shareholder.

2. Deposit in a bank savings account whose
holder is the shareholder.

3. Dispatch of nominative check or bankers draft
by registered mail to the shareholder´s address
recorded in the shareholders register.

4. Pick up of check or bankers draft at the offices
of DCV Registros S.A., as the registrar of the
shares of Enersis S.A. or at the bank and its
branches designated for this purpose and which
will be stated in the notice published concerning
the dividends payment.

For these purposes, checking or savings accounts
may be located in any part of the country.

It should be noted that the payment method
chosen by each shareholder will be used by DCV
Registros S.A. for all dividend payments unless
the shareholder states in writing their intention
to change and record a new method.

For shareholders who have not recorded
a payment method, dividends will be paid
according to method N°4 detailed above.

Should checks or bankers drafts be returned by
mail to DCV Registros S.A., these will be held in
its custody until withdrawn or requested by the
shareholder.

In the case of deposits in bank checking
accounts, Enersis S.A. may request, for security
reasons, verification of information by the
corresponding banks. If the accounts indicated
by the shareholder are objected, whether in the
verification process or for any other reason, the
dividend will be paid according to the method
stated in point N°4 detailed above.

Moreover, the company has adopted and will
continue to adopt in the future all security
measures required by the dividend payment
process so as to safeguard the interests of
Enersis S.A. and its shareholders

62 Enersis 2012 Annual Report

2012 Annual Report Dividends

2. Dividend policy 2012 (1)

2.1. In general

The board also has the intention to distribute an
interim dividend against the net income for 2012
of up to 15% of the net income to September 30,
2012, as shown in the financial statements at that
date, payable in January 2013.

2.1.1. Dividend Policy

The board intends to propose to the Ordinary
Shareholders Meeting, to take place during the
first four months of 2013, to distribute 50% of
2012 net income as final dividend.

The final dividend will be defined by the
Ordinary Shareholders Meeting to be held during
the first four months of 2013.

2.1.2. Dividend Payment Procedure

Enersis SA provides the following payment
methods of interim or final dividends, in order to
avoid incorrect collection:

1. Deposit in a bank checking account whose

holder is the shareholder.

2. Deposit in a bank savings account whose

holder is the shareholder.

3. Dispatch of nominative check or bankers draft
by registered mail to the shareholder´s address
recorded in the shareholders register.

4. Pick up of check or bankers draft at the offices

of DCV Registros S.A., as the registrar of the
shares of Enersis S.A. or at the bank and its
branches designated for this purpose and
which will be stated in the notice published
concerning the dividends payment.

For these purposes, checking or savings accounts
may be located in any part of the country.

For shareholders who have not recorded
a payment method, dividends will be paid
according to method N°4 detailed above.

Should checks or bankers drafts be returned by
mail to DCV Registros S.A., these will be held in
its custody until withdrawn or requested by the
shareholder.

Enersis 2012 Annual Report 63

2012 Annual Report Dividends

(1) Through the Significant Event submitted
to the Superintendence of Securities and

Insurance on November 29, 2012, Enersis
S.A., informed the following:

Pursuant to articles 9 and 10, paragraph 2 of the
Securities Market Law (18,045), the provisions
of General Norm 30 of the Superintendence,
and in the exercise of the powers bestowed
upon me, I hereby inform you, as a significant
event, that the Board of Directors of Enersis
S.A., in a meeting held yesterday, has
unanimously agreed to distribute on January
25, 2013, an interim dividend of Ch$1.21538 per
share attributable to the fiscal period of 2012,
corresponding to 15% of liquid net income as
of September 30, 2012, in accordance with the
Company’s dividend policy

3. Distributable net income year 2012

The distributable net income for year 2012 is indicated below:

Net Income *
Distributable Net Income

* Attributable to the parent company

4. Dividends distributed

$ Millions

377,351
377,351

The following chart shows the dividends per share paid during past years:

Dividend N°

Type of dividend

Closing date

Payment date

Pesos per share

Corresponding year

75
76
77
78
79
80
81
82
83
84
85
86

Final
Interim
Final
Interim
Final
Interim
Final
Interim
Final
Interim
Final
Interim

16-05-2007
20-12-2007
24-04-2008
13-12-2008
07-05-2009
11-12-2009
29-04-2010
21-01-2011
06-05-2011
21-01-2012
17-05-2012
19-01-2013

23-05-2007
27-12-2007
30-04-2008
19-12-2008
13-05-2009
17-12-2009
06-05-2010
27-01-2011
12-05-2011
27-01-2012
24-05-2012
25-01-2013

4.89033
0.53119
3.41256
1.53931
4.56069
2.45677
4.64323
1.57180
5.87398
1.46560
4.28410
1.21538

2006
2007
2007
2008
2008
2009
2009
2010
2010
2011
2011
2012

64 Enersis 2012 Annual Report

2012 Annual Report Dividends

Enersis 2012 Annual Report 65

Memoria Anual 2012 Resultados del ejercicio

66 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

investment and financing policy 2012

p. 68
Investments

p. 68
Financing

Enersis 2012 Annual Report 67

2012 Annual Report Investment and financing policy 2012

The Ordinary Shareholders Meeting held AprilL26,
2012, approved the following Investment and
Financing Policy:

1. Investments

1.1. Áreas de inversión

Enersis will invest, as authorized by its bylaws, in
the following areas:

associate companies, the appointment of
directors corresponding to the Enersis
S.A. shareholding in that company, these
preferably being from among directors or
executives of the company or its subsidiaries.

ii) Propose the investment, financing and

commercial policies to subsidiary companies,
as well as the accounting systems and
standards they should follow.

iii) The management of the company subsidiaries

i) Contributions to invest or for the formation

and associates will be supervised.

of subsidiaries or associate companies whose
activity is aligned, related or linked to any
form or types of public utility or whose main
raw material is energy.

ii) Investments related to the acquisition,
exploitation, construction, rental,
administration, trading and disposal of any
class of fixed assets, whether directly or
through subsidiary companies.

iii) Other investments in all kinds of financial

assets, titles or securities.

1.2. Maximum investment limits

The maximum investment limits for each area
shall be the following:

Investments in its subsidiaries within the
electricity sector, the amounts needed for
the subsidiaries to satisfy their respective
corporate objects.

ii) Investments in other subsidiaries such that
sum of the proportions of the fixed assets
corresponding to the share in each of these
other subsidiaries does not exceed the
proportion of fixed assets corresponding to
the shareholdings in the subsidiaries in the
electricity sector and of Enersis S.A.

1.3. Participation in controlling
the areas of investment

In order to control the investment areas and in
accordance with Enersis S.A. corporate purpose,
the following procedure will be followed
wherever possible:

i) Propose to the shareholders meetings
of the limited liability subsidiary and

68 Enersis 2012 Annual Report

Permanent control of debt limits will be
maintained, so that the investments or
contributions implemented or that are planned
for implementation do not represent an unusual
variation from the parameters defined by the
maximum investment limits.

2. Financing

2.1. Maximum level of debt

The maximum level of debt of Enersis S.A. is a
debt to equity plus minority interest ratio of 2.2
times, based on the consolidated balance sheet.

2.2. Management powers to
agreeing dividend restrictions
with creditors

Dividend restrictions may only be agreed with
creditors if previously approved by the shareholders
meeting (ordinary or extraordinary).

2.3. Management powers to
grant security to creditors

The company’s management may agree with
creditors the granting of tangible securities or
guarantees in accordance with the law and the
corporate bylaws.

2.4. Assets essential to the
company’s operation

The shares representing Enersis’ shareholding
in its subsidiary Chilectra S.A. are considered
essential assets for Enersis S.A. operation.

2012 Annual Report Investment and financing policy 2012

Enersis 2012 Annual Report 69

Memoria Anual 2012 Resultados del ejercicio

70 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

the company’s businesses

p. 72
Business structure

p. 72
Historical background

p. 73
Expansion and
development

Enersis 2012 Annual Report 71

2012 Annual Report The Company’s businesses

1. Business structure

GENERACIÓN

Endesa Chile

Endesa Costanera

Hidroeléctrica El Chocón

Endesa Fortaleza

Endesa Cachoeira

Endesa CIEN*

Emgesa

Edegel

(*) Transmisión

DISTRIBUCIÓN

Chilectra

Edesur

Ampla

Coelce

Codensa

Edelnor

OTROS NEGOCIOS

ICT

Inmobiliaria Manso de Velasco

2. Historical background

On June 19, 1981, Compañía Chilena de
Electricidad S.A. formed a new corporate
structure which gave birth to a parent
company and three subsidiaries. One of these
was Compañía Chilena Metropolitana de
Distribucion Electrica S.A. In 1985, under
the Chilean government’s privatization
policy, the process of transferring the share
capital of Compañía Chilena Metropolitana
de Distribucion Electrica S.A. to the private
sector was begun, ending finally on August
10, 1987. In this process, the pension fund
management companies (AFPs), company
employees, institutional investors and thousands

of small shareholders joined the Company. Its
organizational structure was based on activities
or operative functions whose results were
evaluated functionally and its profitability was
limited by a tariff structure as a result of the
Company’s exclusive dedication to the electricity
distribution business.

In 1987, the company’s board proposed forming
a division for each of the parent company’s
activities. Four subsidiaries were therefore
created to be managed as business units each
with its own objectives, thus expanding the
company’s activities toward other non-regulated
activities but linked to the main business. This
division was approved by the extraordinary
shareholders meeting of November 25, 1987

72 Enersis 2012 Annual Report

2012 Annual Report The Company’s businesses

which defined its new corporate objects.
Compañía Chilena Metropolitana de
Distribucion Electrica S.A. thus became an
investment holding company.

On August 1, 1988, as resolved at the
extraordinary shareholders meeting of April
12, 1988, one of the companies born from the
division changed its name to Enersis S.A. At the
extraordinary shareholders meeting of April
11, 2002, the company’s objects were modified,
introducing telecommunications activities and
the investment and management of companies
whose businesses are in telecommunications and
information technology, and internet trading
businesses.

In 1988, and in order to successfully meet its
development and growth, the company was
split into 5 business units which in turn gave
birth to five subsidiaries. Of these, Chilectra
and Río Maipo were responsible for electricity;
Manso de Velasco concentrated on electrical
engineering and construction services, plus
real-estate management, Synapsis in the area
of information technology and data processing,
while Diprel focused on providing procurement
and commercialization of electrical product.

Today, Enersis is one of the largest private
electricity groups in Latin America in terms
of consolidated assets and operating revenue,
achieved through steady and balanced growth
in its electricity businesses: generation,
transmission and distribution. The development
of the electricity distribution business
abroad has been implemented jointly with its
subsidiary Chilectra, a company that distributes
electricity in the Metropolitan Region, Chile. Its
investments in electricity generation in Chile and
abroad have been developed mainly through its
subsidiary Empresa Nacional de Electricidad S.A.
(Endesa Chile).

In addition, it is involved in businesses that
complement its principal ones through
majority holdings in the following companies:
Inmobiliaria Manso de Velasco Ltda. committed
to the real-estate business through the
integral development of real-estate projects
and the administration, rental, purchase and
sale of the property assets of Enersis and its
subsidiaries in Chile; ICT Servicios Informáticos
Limitada is a consulting services company in
technology, information and computing, and
telecommunications

3. Expansion and
development

Enersis began its international expansion in 1992
through participating in different privatization
processes in Latin America, thus developing a
significant presence in the electricity sectors of
Argentina, Brazil, Colombia and Peru.

1992

• On May 15, it acquired a 60% shareholding

and control of the generator Central
Costanera, currently Endesa Costanera, in
Buenos Aires, Argentina.

• On July 30, it was awarded 51% of Empresa
Distribuidora Sur S.A., Edesur, a company
that distributes electricity in the city of
Buenos Aires, Argentina.

1993

•

In July, it bought the generator Hidroeléctrica
El Chocón, located in the province of Neuquén
and Río Negro, Argentina.

1994

•

In July, Enersis acquired for US$176 million
60% of the share capital of Empresa de
Distribución Eléctrica de Lima Norte S.A.,
Edelnor, in Peru. It also acquired Edechancay,
another electricity distributor in that country,
which was later absorbed by the former.
• At the end of the year, Enersis acquired an

additional 1.9% of the share capital of Endesa
Chile, increasing its shareholding to 17.2%.

1995

• On December 12, Enersis acquired an

additional 39% in Edesur gaining control of
the company.
It also acquired the generator Edegel in Peru.

•

1996

• On February 15, Enersis reached a 25.28%

shareholding in Endesa Chile and, on April 15,
Endesa Chile became a subsidiary of Enersis.
It invests in the sanitation market with the
acquisition of Agua Potable Lo Castillo S.A.

•

• On December 20, Enersis entered the

Enersis 2012 Annual Report 73

2012 Annual Report The Company’s businesses

Brazilian market with the acquisition of
a large block of shares in the previously-
called Companhia de Eletricidade do Río de
Janeiro S.A., Cerj, a company that distributes
electricity in the city of Río de Janeiro and
Niteroi, Brazil. Its present name is Ampla
Energía e Serviços S.A.

• On December 20, it acquired a 99.9%

shareholding in Central Hidroeléctrica de
Betania S.A. E.S.P, in Colombia.

1997

• On September 5, it acquired for US$715

million a 78.9% shareholding in Centrais
Elétricas Cachoeira Dourada, Brazil.
• On September 15, Enersis successfully took

part in the capitalization of Codensa S.A. E.S.P.,
acquiring a shareholding of 48.5% for US$1.226
million, company that distributes electricity
in the city of Bogotá and the department of
Cundinamarca, Colombia. It was also awarded
5.5% of Empresa Eléctrica de Bogotá.
• On September 15, it acquired a 75%

shareholding, for an amount of US$951
million, in Emgesa, a Colombian generator,
and an additional 5.5% of Empresa Eléctrica
de Bogotá S.A.

• ENDESA S.A., (Spain), acquired 32% of Enersis

1998

• On April 3, Enersis again entered the

Brazilian market, this time being awarded
89% and control of Companhia Energética
de Ceará S.A., Coelce, company distributes
electricity in the north-east of the country, in
the state of Ceará for US$868 million.

• On April 22, Enersis reached 100% shareholding

in Aguas Cordillera, Santiago, Chile.

• On December 28, Enersis gained control
of Esval, located in the Valparaiso region,
through being awarded 40% of the share
capital of the company.

1999

• ENDESA S.A., (Spain), took control of

Enersis. Through a public share offering
(OPA), the multinational company ENDESA
S.A., acquired an additional holding of 32% in
Enersis which, together with the 32% already

acquired in August 1997, gave it a total
holding of 64%. This transaction, completed
on April 7, 1999, involved an investment of
US$1,450 million. As a result of the capital
increase made by Enersis in 2003, this
shareholding reduced to the present 60.62%
• On May 11, Enersis acquired 35% of Endesa
Chile which, added to the 25%already held,
enabled it to obtain a 60% shareholding in
the generator. It therefore consolidated its
position as one of the principal private sector
electricity companies in Latin America

2000

• As part of its Genesis Plan strategy, the
subsidiaries Transelec, Esval, Aguas
Cordillera and real-estate assets were sold
for US$1,400 million.

2001

• Large investments were made: US$364

million for increasing its shareholding in
Chilectra, in Chile; US$150 million in the
acquisition of 10% of the share capital of
Edesur, in Argentina, a percentage that was
held by the company’s employees; US$132
million to increase its shareholding in
Ampla, in Brazil; US$23 million to increase
its shareholding by 15% in Río Maipo, in
Chile, and US$1.6 million to increase its
shareholding by 1.7% in Distrilima, in Peru.

2002

•

In Brazil, Central Termoeléctrica Fortaleza in
the state of Ceará was awarded to the Company.
The commercial operation of the second phase
of the electricity interconnection between
Argentina and Brazil, CIEN, completing a
transmission capacity of 2,100 MW between
both countries, also began.

2003

• Assets amounting to US$757 million were

sold, including the Canutillar generating plant
and the distributor Río Maipo, both in Chile.

74 Enersis 2012 Annual Report

2012 Annual Report The Company’s businesses

2004

• The Central Hidroelectrica Ralco hydroelectric
plant located in the Bio Region and contributes
690 MW of capacity, began operations.

2005

• On April 18, the subsidiary Endesa Eco was
formed to promote and develop renewable
energy projects like mini-hydro plants, wind
farms, geothermal, solar and biomass plants,
and to act as the depositary and trader of the
emission reduction certificates produced by
these projects.

• The subsidiary Endesa Brasil S.A. was

formed with all the assets held in Brazil by
the Enersis Group and Endesa Internacional
(now Endesa Latinoamérica): CIEN,
Fortaleza, Cachoeira Dourada, Ampla,
Investluz and Coelce.

2006

• During February, the Termocartagena (142

•

MW) plant in Colombia, which operates with
fuel oil or gas, was bought for approximately
US$17 million.
In March, Enersis informed the SVS about
the merger of Elesur and Chilectra by the
absorption of the latter by the former. The
legal effects of this merger were effective
from April 1, 2006.

•

In June, Edegel and Etevensa were
merged, the latter a subsidiary of Endesa
Internacional (now Endesa Latinoamérica
S.A.) in Peru.

• On September 29, Endesa Chile, ENAP,
Metrogas and GNL Chile signed an
agreement defining the structure of the
liquefied natural gas (LNG) project in which
Endesa Chile participates with a 20% holding

2007

•

In March, the company Centrales
Hidroeléctricas de Aysén S.A. (HidroAysén)
was formed, to develop and exploit the
hydroelectric project in the region of Aysén,
called the “Aysén Project”, which will imply
2,750 MW of new installed capacity for Chile.
In April, the first phase of the San Isidro
combined-cycle thermal plant, second
unit, with a capacity of 248 MW, was made
available to Economic Load Dispatch Center
(CDEC-SIC).
In September, the merger of the Colombian
generating companies, Emgesa and Betania
was completed.

• On October 11, ENEL S.p.A. and

ACCIONA S.A. took control of Enersis
through ENDESA S.A. and Endesa
Internacional, S.A. (now Endesa
Latinoamérica S.A.).

Enersis 2012 Annual Report 75

2012 Annual Report The Company’s businesses

• During November, the Palmucho
hydroelectric plant started up its
commercial operations, located below the
Ralco plant dam in the Upper Biobío area,
supplying 32 MW of capacity to the Central
Interconnected system SIC).

• Canela was inaugurated on December 6, the
first wind farm on the SIC. Canela is located
in the village of that name in the Region of
Coquimbo and contributes 18 MW to the SIC.

2008

•

In January, the second phase of the San
Isidro II combined-cycle thermal plant began
its commercial operations, with an installed
capacity of 353 MW.

• On March 24, the dual operation of Unit Nº1

•

of the Tal-Tal thermal plant began operations,
with an installed capacity of 245 MW.
In June 27, the Ojos de Agua mini-hydro
plant began operations, contributing 9 MW of
installed capacity to the SIC.

• On June 25, the agreement between ENEL
S.p.A. and ACCIONA, S.A. came into effect
whereby the ENEL Group became the
controller of 92.06% of the share capital of
ENDESA, S.A.

• On October 9, Endesa Chile acquired
29.3974% of its Peruvian generation
subsidiary Edegel. The shares were acquired
at market price from Generalima S.A.C., a
company which in turn is a subsidiary of
Endesa Latinoamérica S.A. Endesa Chile thus
now holds directly and indirectly 62.46% of
the shares of Edegel.

• On October 15, Enersis S.A. acquired

153,255,366 shares, representing 24% of
the share capital, of its Peruvian subsidiary,
Edelnor, at a price of 2.72 soles per share.
This was purchased from Generalima
S.A.C., a Peruvian subsidiary of Endesa
Latinoamérica S.A., the parent company of
Enersis. With this transaction, the direct
and indirect shareholding of Enersis S.A. in
Edelnor rose from 33.53% to 57.53%.

2009

2010

• The companies ACCIONA, S.A. and ENEL

•

In February, the San Isidro plant increased
its capacity to 399 MW; the combined cycle
unit increased 22 MW of capacity after
implementing technological changes that
allowed him to operate in a dual manner
(LNG and oil).

• On May 31 in the context of the ongoing

effort to provide its customers with excellent

S.p.A. announced an agreement whereby
ACCIONA, S.A. will directly and indirectly
transfer to ENEL ENERGY EUROPE S.L. a
25.01% shareholding in ENDESA, S.A. ENEL
ENERGY EUROPE S.L., controlled 100% by
ENEL S.p.A., will thus hold 92.06% of the
share capital of ENDESA, S.A.

76 Enersis 2012 Annual Report

2012 Annual Report The Company’s businesses

service, Chilectra began the project
distribution network remote management
(DT) implemented by CAM, a technological
change that will allow a qualitative leap in
the registration of power consumption and
reducing energy losses.
In early June Chilectra and Clínica Dávila
opened the largest solar Project in Chile. With
a total of 264 solar thermal collectors, installed
in 740 square meters, the solar electric
technology will allow heating more than
70,000 liters of sanitary water a day, using two
types of totally clean energy, uncontaminated
and with savings of up to 85%.
In July Endesa Chile and Minera Lumina
Copper Chile S.A. formalized a supply
contract to satisfy electricity needs of
Caserones Project, located 162 kilometers
southeast of Copiapo. The agreement
considers supplying energy and capacity from
September 1, 2012 until December 31, 2022.
In October, 2010, the company submitted
the Environmental Impact Study (EIA In
its Spanish acronym) of the Project LTE
Central Hidroeléctrica Los Cóndores to the
Environmental Assessment Service (SEA
In its Spanish acronym), initiative that will
allow connecting the future power plant
Central Hidroeléctrica Los Cóndores to the
Sistema Interconectado Central (SIC In its
Spanish acronym), main electricity grid in
the country, and that services more than 90%
of the population.
In December 2010, Endesa Chile submitted
the environmental impact assessment (EIA)
of Central Hidroeléctrica Neltume again.
The company submitted the environmental
impact study to the Environmental
Assessment Service (SEA), incorporating
the additional information requested by the
different organisms that participated in the
evaluation process of the initiative. The 490
MW installed capacity intends to make use
of the existing hydroelectric potential in the
area, specifically in the River Fuy, natural
drainage of the lake Pirehueico.
In December Endesa Chile submitted the
EIA of the Project named High Voltage S/E
Neltume-Pullinque to the SEA of the Lake
Region. The initiative’s purpose is to build

and operate the necessary infrastructure to
transport and inject the energy to come from
the future Central Hidroeléctrica Neltume,
into the Central Interconnected System (SIC).

• Enersis accepted the offer presented by
the company Grana y Montero S.A.A., to
acquire the entire stake it holds, directly
and indirectly, in its subsidiary Compañía
Americana de Multiservicios Limitada,
CAM; and likewise, accepted the offer by
Riverwood Capital L.P to acquire the entire
shareholding, both directly and indirectly, in
its subsidiary Synapsis Soluciones y Servicios
IT Ltda. The price offered for CAM and its
subsidiaries in Argentina, Brazil, Colombia
and Peru amounted to US$20 million. In
the case of Synapsis, the price offered for the
company and its subsidiaries in Argentina,
Brazil, Colombia and Peru amounted to
US$52 million.

2011

• Four projects were submitted for

environmental approval: “Optimization
of Los Cóndores Hydroelectric Power
Plant”, “Renaico Wind Farm”, “LAT S/E PE
Renaico - S/E Bureo” and “Optimization
Second Unit of Thermal Power Plant
Bocamina”. The project “Optimization of
Los Cóndores Hydroelectric Power Plant”
has been qualified as environmentally
favorable. The projects: “LTE CH Los
Cóndores - S/E Ancoa”, “Hydroelectric
Power Plant Neltume”, “High Tension line
S/E Neltume - Pullinque”, “Renaico Wind
Farm”, “LAT S/E PE Renaico - S/E Bureo”
and “Optimization Second Unit of Thermal
Power Plant Bocamina” are in the process of
environmental approval.
In May, the Environmental Assessment
Commission of the Aysen region approved
the Environmental Impact Study of the
HydroAysen project power plants presented
on August 14, 2008, which constitutes
an important milestone in the process of
obtaining the necessary authorizations to
develop this project, in which Endesa Chile
has a 51% share, and the Chilean electricity
company Colbun has the remaining 49%.

•

Enersis 2012 Annual Report 77

2012 Annual Report The Company’s businesses

•

If the project is carried out, it would imply
adding 2,750 MW of hydroelectric capacity
to the Chilean electricity system, from
five power plants, making an important
contribution to reliability of the electricity
supply of the country. The project
also considers building a high tension
transmission line, developed by third parties,
approximately 1,912 Km long, that will begin
its approval process shortly.
In August, Endesa Latinoamérica, S.A.
(wholly owned subsidiary of Endesa, S.A.)
informed, as a significant event, entering
into an agreement for Endesa Latinoamérica
to acquire EDP’s 7.70% stakes in Endesa’s
Brazilian subsidiaries Ampla Energia e
Serviços S.A. and Ampla Investimentos
e Serviços S.A. for Euro 76 million and
Euro 9 million, respectively. After these
acquisitions, the Endesa Group will
control 99.64% of the share capital of both
companies, whose shares trade on the Sao
Paulo stock exchange. In compliance with
securities market regulations in Brazil,
once the acquisition is complete Endesa will
launch a tender offer for the remaining 0.36%
stakes held by the minorities shareholders
of Ampla Energia and Ampla Investimentos
under the terms set out in these regulations.
In September, the Enersis Group measured
the Carbon Footprint of its generation
power plants in Latin America. Through
its subsidiary Endesa Chile, the company
carried out the calculation of the carbon
footprint for 13 generation plants located in
Argentina, Chile and Colombia, and also for
the corporate building in Santiago, Chile.
Simultaneously, in Peru, a methodology
of calculation was developed in house and
applied to calculate the Carbon Footprint
of hydroelectric and thermal power plants
and also corporate headquarters in Lima.
Chilectra on the other hand, has measured
carbon footprint and has disclosed results
publicly in its Sustainability Report since

2007. The distributor brought up this subject
with the objective of offering its customers
various actions to reduce emissions of
CO2, through Energy Efficiency (EE) or
the implementation of Non-Conventional
Renewable Energy. In order to do so,
Chilectra has a strategic alliance with the
environmental company POCH Ambiental,
a firm with extensive experience in Climate
Change and Carbon Footprint consulting,
which offers calculation and certification
services, and also reduction of emission by
EE or ERNC.

2012
• On February 29, 2012, the power

plant Bocamina II began commercial
operations. This allows compensating the
hydroelectricity generation deficit present
for the last 3 years and contributes with
an important increase in efficient low cost
thermal electricity as back up capacity of the
Central Interconnected.

• The power plant project Punta Alcalde, to have
740 MW of installed capacity and that will
be locate 13 kilometers from the city Huasco,
received environmental approval from the
Ministers Committee In early December,
after being rejected by the Environmental
Assessment Commission of the Atacama
Region In June 2012. The project will have the
highest standards of technology, efficiency
and environmental commitment, considering
world class parameters in terms of emissions
and operations.
In July, through a Significant Fact submitted
to the Superintendence of Securities and
Insurance (SVS),the Board of Directors
of Enersis informed its decision to call an
Extraordinary Shareholders Meeting to
take place September 13, with the purpose of
resolving, among other matters, the capital
increase of the Company according to Endesa’s
(Spain) proposal, amounting to up to the
equivalent of US$8,020 million in Chilean

•

78 Enersis 2012 Annual Report

2012 Annual Report The Company’s businesses

pesos, or the amount that the Extraordinary
Shareholders Meeting determines. In early
August, the SVS stated that the Board of
Enersis must adopt the actions necessary to
strictly comply with the conditions established
by Articles 15, 67 and Title XVI of Law 18,046
(Corporations Law),considering that they
are complementary and when applicable
should be considered simultaneously. These
conditions are related to capital increase
transactions and related party transactions
respectively. Once the indications of the SVS
were acknowledged, Enersis adopted them and
continued with the capital increase operation.
The Board of Directors resolve postponing
the Extraordinary Shareholders Meeting
to take place September 13 to a later date to
be determined opportunely. After strictly
complying with the conditions established by
Articles 15, 67 and Title XVI of Law 18,046 (the
Board of Directors requested the independent
valuation of IM Trust and the Directors
Committee requested the independent
valuation of Claro y Asociados Ltda., the
Directors Committee issued its report and

each Director gave his opinion with respect to
the proposed operation), the Extraordinary
Shareholders Meeting held on December 20
ruled on the capital increase. A very large
majority, almost 86% of all shareholders
present with voting rights, equivalent to 81.94%
of the total shares with voting rights of the
Company, approved the capital increase of the
following characteristics: 1) Maximum amount
of the capital increase: Ch$ 2,844,397,889,381,
divided into 16,441,606,297 ordinary
nominative payment shares of the same series,
with no preferences and no par value, 2) Value
of non-in-kind contributions to be capitalized:
The total issued capital of Cono Sur, Company
that will concentrate the activities that
are identified in the reports that have been
made available to the shareholders and that
would be contributed by Endesa to Enersis
S.A., will amount to Ch$ 1,724,400,000,034
corresponding to 9,967,630,058 shares of
Enersis S.A. at a price of Ch$ 173 per share, 3)
Placement share price: A fixed price of Ch$173
for every payment share to be issued as a result
of the capital increase.

Enersis 2012 Annual Report 79

Memoria Anual 2012 Resultados del ejercicio

80 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

investments and financing activities

p. 82
Capital increase

p. 86
Investment plan

p. 88
Financial activities

p. 91
Brands

p. 91
Credit risk rating

p. 91
Properties and
insurance

p. 91
Suppliers,
customers and
relevant competitors

Enersis 2012 Annual Report 81

2012 Annual Report Investments and financing activities

1. Capital increase

1.1. Highlights of the operation

On the occasion of the letter, dated June
18, 2012, that Endesa Latin America, S. A.
(controlling shareholder) sent to the Chairman
of the Board of Directors of Enersis proposing
a capital increase, the company’s board agreed
unanimously, to convene an Extraordinary
Shareholders Meeting for it to resolve on the
capital increase proposed, which involved
issuing ordinary nominative payment shares
for up to US$8,020 million, which would be paid
by the controlling shareholder, in proportion
to its shareholding, by means of a non-cash
contribution, priced by the independent expert
Eduardo Walker Hitschfeld at US$4,862
million, while the rest of the shareholders of the
Company would subscribe by paying for the new
shares in cash.

Once the Superintendence of Securities and
Insurance requested additional Information
about the operation from the Company,
it performed an interpretation through
memorandum N°18,684, dated August 3, 2012,
in which it states that the capital increase
in place should be complemented by the
application of Articles 15, 67 and Title XVI of
Law 18,046 involving related party transactions,
coinciding with the opinion of the Director
Mr. Rafael Fernández Morandé stated during
the Board session held July 25 and during the
Committee’s sessions taken place June 22 and
July 12, as well as In several letters sent to the
Chairmen of the Board and of the Committee.
The Board of Directors of Enersis informed
through a Significant Event disclosed August 9,
2012, its decision to continue with the capital
increase operation proposed by the controlling
shareholder, complementing the process with
the applicable rules of Title XVI referred to,
and therefore suspended the Extraordinary
Shareholders Meeting called for on July 25.

The Superintendence of Securities and
Insurance, through memorandum N°21,001,
dated August 29, 2012, answered the letter
sent by the Chief Executive Officer of Enersis
in which he asked several questions about
different aspects that should be clarified by

such entity in order to apply the regulations
regarding transactions among related parties
to the capital increase operation in progress.
The Superintendence interpreted, among
other matters that the board members that had
been elected with the votes of the controlling
shareholder should be considered “directors
with interest” according to Article 44 of Law N °
18,046 -established by the regulator for private
companies - and therefore should be considered
involved directors according to the terms of
Title XVI.

On August 31, 2012, the Board of Directors
informed, through a significant event, that
all Board members of the company, except
Rafael Fernández Morandé, had expressed
having an interest in the operation according
to the conditions defined by article 147 of the
Corporations Law, considering the interpretation
given through the Superintendence
memorandum N°21,001. Similarly, the
unanimous decision of the Board of directors to
continue with the operation and that the search
for an independent evaluator had begun was
disclosed.

The Board of Directors, during its extraordinary
session taken place September 5, 2012, agreed
to hire the company IM Trust as independent
evaluator, and was informed that same day
through a Significant Event. Also, Enersis’
Directors Committee designation of the
company Claro y Asociados Ltda. as independent
evaluator was informed through a Significant
Event disclosed on September 7.

El Board of directors, informed, as a Significant
event, that on October 24, 2012 both the
Directors Committee and the Board of Directors
had officially received, each body respectively,
the reports that had been commissioned to the
independent Claro y Asociados and IM Trust.

After a complete analysis of all background
information and within the framework of article
50 bis of the Corporations Law, the Company’s
Directors Committee proceeded to issue
its report on the capital increase operation,
which was communicated by Enersis through
a Significant Event dated October 30, 2012
and known by the directors, who gave their
respective individual statements regarding

82 Enersis 2012 Annual Report

the capital increase that same date. Later, on
November 6, 2012, the Board of Directors of
Enersis, with the approval of a majority of the
Board members and the disapproval of Director
Rafael Fernández Morandé, agreed to convene
an Extraordinary Shareholders Meeting to
take place December 20, in order to give its
opinion regarding the capital increase, as it was
proposed by Endesa (Spain). A capital increase
in an amount not less than US$5,915 million and
no more than US$6,555 million, or the amount
determined by the Shareholders Meeting, would
be presented for approval, among other matters.
Through another Significant Event, the Board
of Directors agreement with respect to several
matters of interest to shareholders regarding
the capital increase, was informed, including
the contribution of Endesa (Spain), with its
shareholdings in different companies in South
America, which should fall within a range of no
less than US$3,586 million nor greater than
US$3,974 million, and the Board of Directors
agreed to request that Endesa (Spain) give its
opinion about a series of topics of social interest.

On November 21, Enersis received a
communication from pension fund
administration companies Habitat, Planvital,
Provida, Capital, Cuprum and Modelo, all
shareholders of Enersis that together represent
13.63% of ownership, in which they requested
convening an Extraordinary Shareholders
Meeting to take place December 20. The Board
of Directors decided to convene the Meeting
with the objective of reporting in detail on the
arguments of each of its members, regarding
the decision to convene an extraordinary
shareholders meeting, among other matters.

On December 14, 2012, the Extraordinary
Shareholders Meeting requested by the
pension fund administration companies took
place, a purely informative meeting, bound to
expose certain aspects and scope of the capital
increase that would be voted on the 20th of
December, 2012.

The Extraordinary Shareholders Meeting held
December 20 agreed to approve the capital
increase proposed as if it were an operation
among related parties according to Title XVI
of the Corporations Law. It was also agreed
that the maximum capital increase of the

2012 Annual Report Investments and financing activities

company be Ch$ 2,844,397,889,381, divided into
16,441,606,297 ordinary nominative payment
shares of the same series, with no preemptive
rights and no par value. The proportion of
the shares corresponding to the controlling
shareholder were to be paid for with the total
equity of Cono Sur Participaciones, S.L.,,
company that will concentrate the shareholding
of the controlling shareholder in South America,
with the exception of Enersis, and that have been
valued at Ch$ 1,724,400,000,034 corresponding
to 9,967,630,058 shares to be issued by
Enersis representing a reference value of US$
3,634,754,015.5 at an observed exchange rate of
Ch$ 474.42 per dollar. A fixed price of $173 per
nominative payment shares that are issued as a
consequence of the capital increase.

The Extraordinary Shareholders meeting also
agreed to reject the proposal to create a series
of ordinary shares of a same special series,
without preferred rights and without nominal
value, that would be denominated Series B, that
would have exactly the same rights as the shares
currently issued, with the sole exception of its
exchange rights established by the Exchange
Convention agreed upon on September 24, 2008
between Enersis, Citibank N.A. and the Central
Bank of Chile.

Establishing a Preemptive Subscription Period
in compliance with the Corporations Law
was agreed so that the shareholders have the
possibility to subscribe the number of shares of
the new issuance according to their respective
prorate, within a 30 day period. Similarly, it
was agreed to establish a remnant Offer Period,
in which the shares not subscribed during
the preemptive rights period, as well as the
corresponding fractions that result from the
prorate, are offered to the shareholders and/
or third parties in a manner determined freely
by the Board of Directors, within a 15 day
period beginning the day that the Preemptive
subscription period expires, subject to the
restriction that the shares may not be offered at
lower prices or under more favorable conditions
than those offered during the Preemptive
Subscription Period. The Extraordinary
Shareholders Meeting also established that the
capital increase must be completed beginning
the date of the Extraordinary Shareholders
Meeting. Once the one year time period is over, if

Enersis 2012 Annual Report 83

2012 Annual Report Investments and financing activities

the total amount of the capital increase has not
been reached, it is to be reduced to the amount
actually issued, subscribed and paid.

Similarly, the Extraordinary Shareholders
Meeting agreed to approve that all stock
subscription contracts be subject to satisfying
a condition precedent requiring that those
interested subscribe and paid, either in the
preemptive subscription period or In the
remnant subscription period, at least the number
of shares necessary to allow Endesa (Spain) to
subscribe and pay the total number of shares
according to its prorrata, without exceeding
the 65% of capital with voting rights legal and
statutory concentration limit. In the event that
the total number of shares subscribed and paid
implies that Endesa (Spain) exceeds such limit,
the condition shall automatically be deemed not
satisfied and the subscription contracts of shares
would have no legal effect, returning the amounts
delivered for the shares to the subscribers.

The Extraordinary Shareholders Meeting
also informed that the Board of Directors had
proposition with regard to the Use of Proceeds
Plan presented, which forecasted that the cash
to be obtained by the Company, if the capital
increase was completed, would be primarily
used to purchase shareholdings in Companies
that Enersis already consolidates and carry out
acquisitions in South America and in activities
in which Enersis S.A. currently operates, that
contribute to the best interest of the Company
because they add value and allow taking
advantage of market opportunities (M&A).

The Extraordinary Shareholders Meeting agreed
to amend articles fifth permanent and second
transitional of the Company’s by-laws according to
the agreements adopted in the same Shareholders
Meeting on the capital increase and to authorize
the Company’s management to provide a
consolidated and updated text of by-laws.

The Extraordinary Shareholders Meeting
also informed that of December 18, 2012,
the Directors Committee examined, and
unanimously, sent the subscription of shares
contract between Enersis and its controlling
shareholder, Endesa (Spain), which includes the
controlling shareholder’s commitments, without
observations to the Board of Directors.

Finally, the Extraordinary Shareholders Meeting
agreed to authorize the Board of Directors to,
among other matters, determine the shape,
time and procedure for the placement of shares
related to the capital increase operation,
the registration of the stock issuance in the
Securities Registry, the deadline for the issue,
subscription and payment of the shares; establish
the procedure and characteristics of the remnant
shares placement that are not subscribed
during the preemptive subscription period,
and also to adopt all necessary agreements
conducive and convenient for the development
and implementation of the respective decisions
adopted by the Board.

After the Extraordinary Shareholders Meeting
took place, the administration of the Company
presented the registration request of the new

84 Enersis 2012 Annual Report

2012 Annual Report Investments and financing activities

shares to the Superintendence of Securities
and Insurance, which proceeded to register the
new shares on February 13, 2013, according to
Certificate N°971.

Finally, the Board of Directors, during session
held February 15, 2013, unanimously agreed to
begin the Preemptive Offer in Chile on February
25, 2013, and in the North American market on
February 26 of the same year, and which ended,
respectively, on March 26 and 21 of 2013.

All background information that has been
referred to in this chapter is available to the
shareholders on the Enersis S.A. website (www.
enersis.cl) and also at the main office located on
Avda. Santa Rosa N°76, Santiago.

1.2. Other matters of interest

1.2.1. Expert report and independent
evaluations

The expert report prepared by Eduardo Walker
Hitschfeld, priced the assets of Cono Sur at
US$4,862 million using the DCF methodology,
while the independent evaluators commissioned
by the Board of Directors and the Directors
Committee determined the value of Cono Sur
using the discounted cash flow methodology
(DCF) and an estimate of the market value of the
assets themselves. IM Trust, hired by the Board of
Directors of the company, using DCF determined
that the assets were worth US$4,709 million,

while the market value of the assets would be
within the US$3,445 million and US$3,621 million
range. Claro y Asociados, commissioned by the
Directors calculated the value of the assets to be
US$4,627 million using the DCF, and the market
value of Cono Sur was estimated within the US$
3,870 million and US$3,912 million range.

1.2.2. Endesa (Spain) contribution

Endesa (Spain) will subscribe to the
capital increase by contributing Cono Sur
Participaciones S.L., a company that owns
shareholdings of 25 generation, transmission
and distribution companies in the 5 countries in
which Enersis operates in South America.

Enersis currently holds shareholdings in 20 of
such companies that are consolidated into the
financial statements of the Company. Eléctrica
Cabo Blanco S.A.C., Empresa Eléctrica de Piura
S.A., Yacylec S.A., Inversora Dock Sud S.A. and
Central Dock Sud S.A. are the new companies
that would be added if the operation is successful.

1.2.3. Main impacts if the operation in
Enersis is successful

1) Enersis incorporates, all at once,

shareholdings of companies with operations
in electricity generation and distribution in
South America, allowing the Company to
significantly increase its investment without
incurring in transaction costs nor greater
risks, given that the companies are, almost all
of them, already managed by Enersis.

Enersis 2012 Annual Report 85

2012 Annual Report Investments and financing activities

2) The contribution of Emgesa and Codensa will
allow Enersis to consolidate these investments
without needing the votes of Endesa (Spain),
that it needs currently.

3) The addition of Empresa Eléctrica de Piura
S.A. implies increasing Enersis presence in
the generation sector in Peru, through a good
quality asset that presents attractive growth
opportunities. This company is currently
building a 200 MW installed capacity power
plant that will begin operations during the first
trimester 2013.

If the contribution to net income after tax that
these new shareholdings would is compared
to the new shares of Enersis to be issued in
exchange for these shareholdings, it would have
a positive effect for the current shareholders of
Enersis in terms of profit per share, both this
year as well as following years.

5) The contribution of these shareholdings leads to
a significant reduction in minority interest at the
Enersis level, which should translate into a lower
price discount of the Enersis stock, considering
that Enersis would have a greater share of these
subsidiaries, reaching o getting close to 100% in
several of them.

6) The cash that would be raised, complementing
the capital Increase, would represent an
important source of growth, fostering the
aforementioned even more.

7) The debt ratio, calculated as Total Liabilities
divided by Total Equity will improve. For
example, using December 2012 figures, the
debt ratio de Enersis was 0.91, and if the
capital increase had already taken place it
would have been 0.80.

1.2.4. Use of Proceeds

1.2.4.1. Acquisition of relevant minority
shareholdings

There are different potential minority
acquisitions that could take place in the short/
midterm. Such acquisitions must add value to
the company.

1.2.4.2. M&A opportunities.

The electricity industry in South America Is
currently in a consolidation stage and Enersis

is in an excellent position to take advantage of
the context.

Opportunity to create value through M&A
operations in: Brazil, Colombia and Peru

Any investment decision will be approved by
the Board of directors de Enersis, according to
the Company’s investment policy and ensuring
benefits for all shareholders

1.2.5. Subscription periods

The stock markets in which the subscription
rights to the capital increase are traded are:

• Santiago Stock Exchange
• NYSE

The subscription periods for both markets are:

• February 25 thru March 26 2013 in Chile.
• February 26 thru March 21 2013 in the

United States

1.2.6. Bank Advisors

• Global Coordinators: J.P. Morgan, BTG

Pactual/Celfin, Bank of America Merrill Lynch.

• Joint Bookrunners: Banchile, BBVA, Crédit
Suisse, Deutsche Bank, Goldman Sachs,
HSBC, LarrainVial, Morgan Stanley y
Santander.

• Co-managers: BNP Paribas, Crédit Agricole y

Mitsubishi UFJ Securities.

2. Investment plan

We coordinate the overall financing strategy
of our subsidiaries and intercompany loans to
optimize debt management as well as the terms
and conditions of our financing. Our subsidiaries
independently develop their capital expenditure
plans that are financed by internally generated
funds or direct financings. One of our goals is to
focus on investments that will provide long-term
benefits, such as energy loss reduction projects.

Our investment plan is flexible enough so as
to adapt to changing circumstances by giving
different priorities to each project in accordance
with profitability and strategic fit. Investment
priorities are currently focused on developing
projects in Chile, Peru and Colombia.

86 Enersis 2012 Annual Report

2012 Annual Report Investments and financing activities

2.1. Generation

Our capital expenditure in generation totaled
$311 billion in 2012, of which $68 billion were
invested in Chile and $243 billion outside the
country, while in 2011, these amounts totaled
US$289 billion, of which US$116 billion were
invested in Chile and the rest overseas.

Our expansion plan investments in 2012 were
concentrated in Chile, Colombia and Peru. In
Chile, starting up operations of Bocamina II,
a 350 MW installed capacity power plant, was
our main expansion investment. In Colombia,
our most important expansion investment was
the construction of the hydroelectric project El
Quimbo, a 400 MW installed capacity power plant.

2.2. Distribution

Our investments in 2012 totaled $403 billion,
mainly to meet consumption needs resulting
from population growth and new customers, not
only investing to connect these new customers,
but also to increase capacity and strengthen the
companies’ high voltage, medium voltage and
low voltage installations. Of this amount, $52
billion were invested in Chile and $351 billion
outside the country. On the other hand in 2011,
capital expenditures totaled $465 billion, to meet
consumption needs resulting from population
growth and new customers, and also to improve
service quality. Of this total amount, $44 billion
were invested in Chile.

In Chile, during 2012, Chilectra invested a total of
$ 52 billion in projects related primarily to growing
energy demand, offering an increasingly reliable
service to all its customers, and also in projects of
service quality, safety and loss prevention projects.
Chilectra, as it did in 2011, continued developing
Intelligent Connectivity plans, which aim to integrate
new technology into electricity infrastructure,
information and communication systems.

In high voltage, works were performed to increase
capacity of SS/EE El Salto 220/110 KV by 400 MVA
(reaching a total 800 MVA capacity), and reinforce
the 110KV “El Salto – San Cristóbal” and “Chena
– Cerro Navia” transmission lines. With respect
to medium voltage, the new SS/EE Bicentenario
110/12KV (25 MVA) was connected to the
electricity system, and the Level of Voltage change,
from 12 kV to 23 kV, has continued, and has added
3,750 MVA. This modification allows increasing the
networks capacity, leading to less medium tension
(MT) lines, lower technical losses and reduce the
visual impact of electricity lines in the city. Also, 11
new lines were built in the Alonso de Córdova, la
Reina, Vitacura, San José, Chacabuco, Lo Boza, Lo
Valledor and Bicentenario substations.

In Argentina, our subsidiary Edesur, Invested
nearly $50 billion mainly in important electricity
infrastructure projects, including the new
substation Rigolleau and also increasing and
renovating the medium and low voltage network.
Finally, the remote control of the medium voltage
network project that began in 2011 continued,
and the technical quality of the service.

Enersis 2012 Annual Report 87

2012 Annual Report Investments and financing activities

Regarding Brazil, total investment $176 billion.
In particular, Ampla invested a total of US$115
billion, mainly focused on the reduction of energy
losses, the improvement of distribution network
quality, and on the connection of new customers.

In Coelce, investment totaled $62 billion,
mainly related to new network and connection
projects in order to add new customers. In this
regard, as it has been over the past few years,
special attention has been placed on the program
“light for everyone”, a program supported by
the Government of the State of Ceará to supply
energy to customers in rural areas.

In Colombia, total investment reached $70
billion in projects mainly focused on expansion,
to serve new customers and satisfy growing
demand from an overall perspective, including
all voltages of the distribution network.

The investments of Codensa were concentrated
on the New Urban Demand programs related to
the construction of the infrastructure necessary
to satisfy new demand; and on beginning the
construction of substation Subestación Norte
500/115 KV (450 MVA).

The investments of the company Empresa
Eléctrica de Cundinamarca were mainly focused
on standardizing medium y high voltage networks.

In Peru, Edelnor conducted investments for a total
amount of $54 billion mainly focused on satisfying
growing demand, and always on reinforcing safety
of the low and medium voltage lines.

Edelnor developed significant projects during
2012, such as: Human Settlements, intended to
connect customers located on the peripheral
areas to the company’s concession zone;
Infrastructure and network relocation for
Lima’s “electric train”, which was completely
financed by contributions; and the works of the
new substation SS/EE Zapallal 220/60 KVA
(180 MVA) and related lines, whose start up is
expected to take place in early 2013.

3. Financial activities

The financial activities of the Enersis Group have
always been an important and priority matter.
Work has been carried out on improving the
financial profile of both Enersis and its subsidiaries,
with capital and debt issues carried out on the best
conditions prevailing in the market.

The following are among the most relevant
financial events in the history of Enersis:

Between 1988 and 1992, Enersis’ shares began
to trade on the local stock exchanges and, on
October 20, 1993, on the New York Stock Exchange
(NYSE), through ADSs with the ticker ENI.

In February 1996, Enersis made a second issue
of shares on both the local and international
markets. It also issued bonds in the United
States for a total amount of US$800 million, with
maturities in 2006, 2016 and 2026.

88 Enersis 2012 Annual Report

2012 Annual Report Investments and financing activities

In February 1998, Enersis increased its capital
was again and issued convertible bonds
amounting to US$ 200 million.

In 2000, it made another capital increase of
approximately US$525 million.

At year-end 2012, commercial credit lines for an
amount of up to US$200 million, for both Enersis
and Endesa Chile, remained unused. These credit
lines were registered in January 2009, in the
Securities Register of the Superintendence of
Securities and Insurance.

On December 17, 2001, the shares of Enersis
began to trade on the Latin American Securities
Market (LATIBEX) of the Madrid Stock
Exchange, with the ticker XENI.

Between June and December 2003, a new
capital increase of Enersis took place which
strengthened the Company’s equity base by more
than US$2 billion.

In 2012, financial operations included both
rollovers and new financings and coverage in
foreign subsidiaries for a total amount equivalent
to US$1,376 million, US$117 million in Argentina,
US$533 million in Brazil, US$623 million in
Colombia and US$104 million in Peru.

Due to amendments signed between 2006 and
2010 to local bond and Yankee bond indentures,
and credit line agreements of Enersis and
Endesa Chile signed under the Law of New
York, to date an event of default in any foreign
subsidiary has no effect on the debt of Chilean
parent companies.

3.1. Domestic finances

Endesa Chile, at year end 2012, have committed
credit lines available for the equivalent of
US$200 million. Bothe Enersis and Endesa Chile
are in the process of renewing their committed
credit lines for UF 2.4 million, respectively,
which In total add up to approximately US$228
million.

Also, Enersis and Endesa Chile and their
subsidiaries in Chile, at year end 2012, have non-
committed credit lines available in the domestic
market for the equivalent of US$349 million and
US$235 million, respectively.

During 2012, Enersis´ domestic bond program
for 12.5 Unidades de Fomento remained open,
which the Company registered in the Securities
Register of the Superintendence of Securities and
Insurance in February 2008.

In addition to the revolving credit facilities and
bond programs mentioned, both Enersis and
Endesa Chile along with their subsidiaries in
Chile, ended the year with available cash of US$451
million, US$438 million for Enersis and US$13
million for Endesa Chile.

The consolidated financial debt of Enersis at
December 2012 was US$7,236 million. Of this
amount, US$4,080 million corresponded to Endesa
Chile consolidated. This debt is mainly composed
by international bonds, local bonds and bank debt,

The consolidated cash position of Enersis closed
at US$2,196 million, thus the net debt amounts to
US$5,039 million.

With respect to the bank financing, Endesa Chile
maintains the US$200 million syndicated loan
signed in June 2008 expiring in June 2014, whose
agent is BBVA Bancomer

3.2. Finanzas internacionales

Year 2012 was marked by the fragility of the Euro
Zone, due to their fiscal and financial problems.
In spite of this, the majority of the emerging
economies had a solid performance in terms of
economic growth. The financial debt markets in
most of the countries in which the Enersis Group
assets are located are open and allowed foreign
subsidiaries to continue refinancing their debt on
longer term conditions, even improving interest
rates and complying with financial risk control
policies. In Argentina the complex operational
situation has caused company cash flow
instability, although through diverse operational
and financial measures adopted, a balance has
been achieved by year end 2012.

Enersis 2012 Annual Report 89

2012 Annual Report Investments and financing activities

3.3. Main financial operations
closed during 2012

3.3.1. Argentina

During 2012, Endesa Costanera refinanced
bank debt maturities for approximately US$99
million. Hidroeléctrica El Chocón obtained bank
loans for US$8 million to finance working capital.
Edesur, refinanced bank debt maturities for
approximately US$ 13 million.

3.3.2. Brazil

Ampla carried out a successful local bond issue for an
amount equivalent to US$197 million allowing them
to increase average maturity of their debt.

Ampla and Coelce also purchased interest rate
swaps for amounts equivalent to US$108 and US$52
million respectively. Agreements were signed with
BNDES to finance investments in Ampla and Coelce
for amounts equivalent to approximately US$223
and US$108 million respectively

3.3.3. Colombia

In Emgesa, the most relevant financial operation
in 2012 was refinancing a syndicated loan
equivalent to approximately US$173 million and
structuring a local bond issuance for an amount
equivalent to US$283 million, which will be used
to finance the Quimbo project.

3.3.4. Peru

Edelnor refinanced US$68 million short term
maturities, extending the average maturity of
their debt. Chinango, subsidiary of Edegel, signed
a 5 year US$10 million bank loan, whose proceeds
were used to refinance maturities. Interest rate
hedging operations were also carried out for
approximately US$10 million.

3.4. Coverage/Hedging policy

3.4.1. Exchange rate

The Group’s exchange rate hedging policy is based
on cash flows and its objective is to keep a balance
between flows indexed to foreign currency
(dollar) and the levels of assets and liabilities in

that currency. During 2012, Enersis’ financial
transactions enabled it to maintain a level of
dollar liabilities adjusted to the expected flows in
that currency, with the exception of Argentina.

As part of this policy, forwards for US$244
million were contracted in Chile to cover the
dividends being received from subsidiaries in
different currencies. The other companies of the
Group within the region purchased exchange
rate forwards for US$10 million in order to
redenominate future cash outflows according to
the indexation of its inflows.

3.4.2. Interest rate

The Group’s policy consists of maintaining
levels of fixed rate debt and protected over total
net debt, within a band of more or less 10% with
respect to the ratio established in the annual
budget. If a deviation when compared to the
budget occurs, hedging operations are contracted
according to market conditions.

Based on the above, during 2012, Interest rate swaps
for the equivalent to US$160 million were contracted
in order to fix the CDI (variable interest rate indexed
to inflation in Brazil) and US$10 million to fix the
libor (London Interbank Offering Rate). At year
end, December 2012, the consolidated fixed plus
protected debt over total net debt ratio was 61%.

4. Credit risk rating

On November 9, 1994, Standard and Poor’s and
Duff & Phelps rated Enersis for the first time as
BBB+, i.e. an investment grade company. Later,
in 1996, Moody’s rated the company’s foreign
currency long-term debt as Baa1.

Over time, most of the credit ratings have varied.
They are currently all “investment grade” with
a stable outlook, rating that is based on the
diversified asset portfolio, the liquidity and
appropriate debt hedging policies.

Enersis subsidiaries have a solid financial
condition and a leadership position in the
markets in which they operate.

90 Enersis 2012 Annual Report

Among the main events that have taken place
over the last few months, we may highlight the
following:

• On October 19, 2012 Standard & Poor’s

Enersis BBB+ international rating with a
stable perspective. This occurred when
Enel SpA y Endesa (Spain) were reviewed,
and in which both credit risk ratings were
confirmed, but in which both changed
perspectives from stable to negative, due to
the downgrade of Spain’s country risk rating.

• Finally, On September 26, 2012, Humphreys
gave Enersis local bonds an “AA” rating, “AA/
level 1” to the commercial papers program
and “1° class level 1” to the company stock.

• On June 18, 2012, Moody’s reaffirmed Enersis
corporate Baa2 rating with a stable outlook

The ratings are based on the company´s
diversified portfolio of assets, strong credit
parameters, appropriate debt profile and ample
liquidity. The geographical diversification
of Enersis within Latin America provides
natural hedging against the diverse regulatory
frameworks and weather conditions.

4.1. International rating

Enersis

S&P

Moody’s

Fitch

Corporate BBB+ / Stable Baa2 / Stable BBB+ / Stable

4.2. Local rating

Enersis

Feller Rate

Fitch

Humphreys

Stocks
Bonds

1° class, level 1 1° class, level 1 1° class, level 1
AA / Stable

AA / Stable

2012 Annual Report Investments and financing activities

5. Properties and insurance

The company owns some equipment and
substations in the Santiago Metropolitan Region.
The company holds insurance against risks such
as fire, lightning, explosions, malicious acts,
earthquakes, floods, alluvium, terrorism, damage
to third parties and others.

6. Brands

The Company holds the following registered
trademarks: Enersis, EnersisPLC, Enersis.PLC
and Internet a la velocidad de la luz (speed of
light) Enersis PLC.

7. Suppliers, customers
and relevant competitors

Changes to the wording and the list continue: As
Enersis is a company operating mainly in the area
of generation and distribution, it has chosen to
consider the suppliers, customers and important
competitors of its principal subsidiaries in Chile,
e.g. Endesa Chile and Chilectra.

Based on this definition, the suppliers, customers
and important competitors for the Company have
been considered to be: Metro S.A., Cencosud Retail
S.A., Walmart Chile S.A., Mall Plaza, CGE, Colbún
S.A., AES Gener S.A., Guacolda, PacificHydro
S.A., Saesa, Chilquinta S.A., Tinguiririca Energía,
Minera Los Pelambres S.A, Gerdau Aza S.A.,
CAP, Ingeniería y Construcción Tecnimont S.A.,
Tecnimot SPA, Mitsubishi Corporation, Codelco
Salvador, Compañía Minera Carmen de Andacollo,
E-CL Suez, CAM Chile, FAE – Lumisistemas Ltda.,
Bauen Efasec S.A. y ABB S.A.

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92 Enersis 2012 Annual Report

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risk factors

p. 94
Risk Factors

Enersis 2012 Annual Report 93

2012 Annual Report Risk Factors

1. Risk Factors

The Group’s companies are exposed to certain risks
that are managed by systems that identify measure,
limit concentration of, and monitor these risks.

The main principles in the Group’s risk
management policy include the following:

• Compliance with corporate governance

standards.

• Strict compliance with all the Group’s

internal policies.

• The Group’s Risk Committee is the

organization in charge of defining, approving,
and updating the basic principles that are to
inspire actions taken regarding risk.

• Risk Governance is organized operationally

through the Risk Control and Risk
Management areas, which are two
independent functions.

• Each business and corporate area determines
I. The markets and product areas in which
it will operate based on its knowledge
and ability to ensure effective risk
management.

II. Criteria regarding counterparts.
III. Authorized operators.

• Business and corporate areas establish their
risk tolerance in a manner consistent with
the defined strategy for each market in which
they operate.

• Business limits are ratified by the Group’s

Risk Committee.

• All of the operations of the businesses and
corporate areas are conducted within the
limits approved for each case.

• Businesses, corporate areas, lines of business

structure to minimize the cost of debt with
reduced volatility in profit or loss.

In compliance with the current interest rate
hedging policy, the proportion of fixed debt and/
or hedged debt over the net total debt was 61% as
of December 31, 2012.

Depending on the Group’s estimates and on
the objectives of the debt structure, hedging
transactions are performed by entering into
derivatives contracts that mitigate interest rate
risk. Derivative instruments currently used to
comply with the risk management policy are
interest rate swaps to set floating rate at fixed rate.

1.1.1. Coverage and protection:

With the purpose of reducing the volatility of
financial statements resulting from changes
in the interest rate, we maintain an adequate
balance in our debt structure. Additionally, we
have interest rate swaps for US$ 463 million.

The financial debt structure of the Enersis Group
in terms of fixed, protected and variable, after
derivatives, id\s the following:

Net position:

Fixed interest rate
Variable interest rate
Total

31-12-2012
%

31-12-2011
%

61%
39%
100%

62%
38%
100%

1.2. Exchange rate risk

Exchange rate risks involve basically the
following transactions:

and companies design the risk management
controls necessary to ensure that
transactions in the markets are conducted in
accordance with Enersis’ policies, standards,
and procedures.

• Debt contracted by the Group’s companies
that is denominated in a foreign currency
• Payments to be made in international markets
for the acquisition of project-related materials.
• Group company income directly linked to the

1.1. Interest rate risk

Changes in interest rates affect the fair value of
assets and liabilities bearing fixed interest rates,
as well as the expected future cash flows of assets
and liabilities subject to floating interest rates.

The objective of managing interest rate risk
exposure is to achieve a balance in the debt

US dollar.

• Cash flows from foreign subsidiaries to the

Chilean parent company, exposed to exchange
rate fluctuations.

The Group’s foreign currency risk management
policy is based on cash flows and is aimed
towards maintaining a balance between cash
flows in foreign currency (US$) and the assets

94 Enersis 2012 Annual Report

2012 Annual Report Risk Factors

and liabilities denominated in this currency. We
also have US$ 1,470 million cross currency swaps
and forwards for US$ 28 million

1.3. Commodity price risk

The Enersis Group is exposed to risk arising
from the price volatility of some “commodities”,
fundamentally related to:

- Purchase of fuel used to generate electricity

- Purchase and sale transactions of electricity

that take place in local markets

In order to reduce the risk in situations of
extreme drought, the company has designed
a commercial policy that defines the levels of
sales commitments in line with the capacity
of its generating power plants in a dry year
and includes risk mitigation clauses in certain
contracts with unregulated customers.

Considering the operating conditions faced
by the power generation market in Chile, with
drought and price volatility of commodities in
international markets, the Group is constantly
verifying the convenience of hedging against the
impact of these prices on profits. As of December
31, 2012, we have swaps for 462 thousand barrels
of Brent to January 2013 and 365 thousand tons
of coal from February thru June 2013.

Operating conditions are constantly monitored,
which may lead to changes in hedging amounts or
lead to include other commodities.

1.4. Liquidity risk

The Group maintains a liquidity risk
management policy that consists of entering
into long-term committed banking facilities
and temporary financial investments for
amounts that cover the projected needs over
a period of time that is determined based on
the situation and expectations for debt and
capital markets. The projected needs mentioned
above include net financial debt maturities,
that is, net of financial derivatives. For further
details regarding the features and conditions of
financial obligations and financial derivatives,
see Notes 18 and 20, and Appendix No.4.

As of December 31, 2012, the Group has cash and
cash equivalent totaling Th$ 857,380,018 and
unconditionally available long term credit lines
totaling Th$ 240,683,000. As of December 31,
2011, the Enersis Group had Th$ 1,219,921,268 in
cash and cash equivalents and Th$ 238,832,000 in
unconditionally available long term credit lines

1.5. Credit risk

Given the current economic situation, the Group
has been closely credit risk.

1.5.1. Trade receivables

The credit risk for receivables from our
commercial activity has historically been very
low, due to the short term period of collections
from customers, resulting in non-significant
cumulative receivables amounts. This situation
applies to both the electricity generation and
distribution lines of business.

In our electricity generation business, some
countries’ allow the suspension of supply to
customers with outstanding payments, and most
contracts have termination clauses for payment
default. The Company monitors its credit risk
on an ongoing basis and measures quantitatively
its maximum exposure to payment default risk,
which, as stated above, is very low.

In our electricity distribution companies, the
suspension of energy service for customers in
payment default is permitted in all cases, in
accordance with current regulations in each
country. This facilitates our credit risk management,
which is also low in this line of business.

1.5.2. Financial assets

Cash surpluses are invested in the highest-rated
local and foreign financial entities (with risk
rating equivalent to investment grade) with
thresholds established for each entity.

Banks that have received investment grade
ratings from at least two of the three major
international rating agencies (Moody’s, S&P, and
Fitch) qualify in order to invest.

Investments are backed with treasury bonds
from the countries in which the company
operates and/or with commercial papers issued

Enersis 2012 Annual Report 95

2012 Annual Report Risk Factors

by the highest rated banks; wherever possible
and when market conditions permit, the treasury
bonds are preferred.

Derivative instruments are entered into
with entities with solid creditworthiness and
therefore all transactions are carried out with
investment grade entities

1.6. Risk measurement

The Enersis Group measures the Value at Risk of
its debt positions and financial derivatives in order
to ensure that the risk assumed by the company
remains consistent with the risk exposure defined
by management, thereby reducing income statement
volatility.

The portfolio of positions included in calculating the
current Value at Risk consists of the following:

- Debt
- Financial derivatives
The Value at Risk determined represents the
potential loss in value of the portfolio of
positions described above in one day with a
95% confidence level. To determine the VaR,
we take into account the volatility of the risk
variables affecting the value of the portfolio
of positions including:
- U.S. dollar Libor interest rate.
- The customary local indexes used in the

banking industry for debt, considering the
various currencies in which our companies
operate.

- The exchange rates of the various currencies

used in the calculation.

The calculation of VaR is based on generating
possible future scenarios (at one day) of market
values (both spot and term) for the risk variables,
using Bootstrapping simulations. The number
of scenarios generated ensures compliance with
the simulation convergence criteria. The table of
volatilities and correlations between the various
risk variables calculated based on the historical
values of the logarithmic price return has been
applied to simulate the future price scenario.
Once the price scenarios have been obtained,
the fair value of the portfolio is calculated using
such scenarios, thereby obtaining a distribution
of possible values at one day. The one-day
95%-confidence VaR number is calculated as the
5% percentile of the potential increases in the
fair value of the portfolio in one day. The various
debt positions and financial derivatives included
in the calculation have been valued consistently
using the financial capital calculation
methodology reported to management.

Taking into account the assumptions described
above, the Value at Risk of the previously
discussed positions, broken down by type of
position, is shown in the following table:

Financial positions

Interest rate
Exchange rate
Correlation
Total

31-12-2012
M$

16,015,372
2,344,016
(638,396)
17,720,992

31-12-2011
M$

41,560,004
3,602,591
(310,050)
44,852,545

The Value at Risk positions have varied during the
2012 and 2011 fiscal years depending on the start/
maturity of operations throughout each year.

96 Enersis 2012 Annual Report

2012 Annual Report Risk Factors

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regulatory framework of the industry

p. 100
Argentina

p. 103
Brazil

p. 106
Chile

p. 108
Colombia

p. 112
Peru

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1. Description of the
Industry

Enersis and its subsidiaries and joint control
companies participate in electricity generation and
commercialization in five countries, each having its
respective regulatory framework, energy matrix,
participating companies, and consumption and
growth profile. The following briefly summarizes
the main bodies that regulate the activity, the size
of the market and the most important aspects with
respect to the agents of each of the countries in
which the company operates.

1.1. Argentina

1.1.1. Industry structure

The electricity industry In Argentina is governed
by Law No. 15,336 In place since 1960 and
Law No. 24,065 since 1992. In the Wholesale
Electricity Market (MEM in its Spanish
acronym) there are four categories of local
agents (generators, transmitters, distributors
and large customers) and foreign agents (traders
of generation and traders of demand) who are
allowed to buy and sell electricity as well as
related products.

The generation sector is organized on a
competitive basis, with independent generators
selling their output on the MEM’s spot market
or through private contracts to purchasers on
the MEM’s contract market or to CAMMESA
through special transactions like contracts.

Transmission operates under monopoly conditions
and is comprised of several companies to whom the
Federal Government grants concessions.

Distribution operates under monopoly
conditions and is serviced by companies who
have also been granted concessions. Distribution
companies have the obligation to make
electricity available to end customers within a
specific concession area, regardless of whether
the customer has a contract with the distributor
or directly with a generator.

In year 2002, due to the economic crisis that
affected the country, Law 25,561, the Public

Emergency Law, was enacted, which forced the
renegotiation of public service contracts and
imposed the conversion of dollar denominated
obligations and rights into Argentine pesos.
This mandatory nominal conversion from
dollars to pesos had a significant impact on the
entire electricity industry in Argentina. The
Government also began approving several
regulatory changes that gradually began to
interfere in the development of the industry.
Within this context, in 2012, the Government
announced its intention to move forward
with the implementation of a new regulatory
framework, based on average costs, maintaining
a segmentation based on the activity segment to
ensure a balance between compensation, level
of investment and reasonable return. Until its
final implementation (In 2014) and during this
transitional period, the companies of the Group
present In Argentina are reaching different
specific agreements with the Secretary of Energy,
allowing to continue operations of the companies.

1.1.2. Generation regulation

All generators that are MEM agents have to be
connected to the Argentine Interconnected
System (SIN in its Spanish acronym) and are
obliged to comply with the dispatch order to
generate and deliver energy to the Argentine
SIN, in order to be sold in the spot market or in
the term market. (MAT in its Spanish acronym).
Distribution companies, traders and large
customers that have entered into private supply
contracts with generation companies, pay the
contractual price directly to the generator
and also pay a toll to the transmission and/or
distribution company for the use of their systems.

The emergency regulations enacted after
the Argentine crisis in 2001 had a significant
impact on energy prices. Among the measures
implemented pursuant to the emergency
regulations were the pesification of prices in the
spot market, and the requirement that all spot
prices be calculated based on the price of natural
gas, even in circumstances where alternative fuel
such as diesel is purchased to meet demand due
to the lack of supply of natural gas. This forces
the market price to decline, considering that
operating with natural gas is less expensive than
with liquid fuels.

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In addition to energy payments for actual output
at the prevailing spot market prices, generators
would receive compensation for capacity placed
at the disposal of the SIN, including stand-by
capacity (for system capacity shortages) and
ancillary services (such as frequency regulation
and voltage control).

The regulatory framework governing payment
for generation capacity continues to be the same
that governed in 2002, with generators receiving
compensation for available capacity at Ar$ 12
per MW until today. During 2011 the payment
for thermal generation capacity increased as
an incentive to increase installed capacity,
particularly for steam turbines and combined
cycles, but this was not renewed for year 2012.

Generators may also enter into agreements in
the term market to supply energy and capacity to
distributors and large customers. Distributors are
able to purchase energy through agreements in the
term market instead of purchasing energy in the
spot market. Term agreements typically stipulate a
price based on the spot price plus a margin.

In order to stabilize the prices for distribution
tariffs, the market has a seasonal price as the
energy price to be paid by distributors for their
purchases of electricity traded in the spot market.
It is a fixed price determined every six months by
the Secretariat of Energy after CAMMESA has

recommended the seasonal price level for the next
period according to its estimated spot price, which
is based on its evaluation of the expected supply,
demand and available capacity, as well as other
factors. The seasonal price is maintained for at
least 90 days. In order to adjust for the differences
between this price and the real cost of generation,
a stabilization fund is created. If the seasonal price
is lower than the cost of generation, an amount
is withdrawn from the fund to compensate
generation, if the opposite occurs a contribution
is made to the fund. Since 2002, the Secretariat
of Energy has maintained the average seasonal
price. Therefore, a significant deficit has built up
in the stabilization fund, which the Argentine
Government has been covering, through subsidies.

Within the framework of agreements with the
Government in order to allow the development
of our operations in Argentina, on October 12,
Endesa Costanera subscribed an agreement
in order to carry out an investment plan for
the generation units of Central Costanera,
to optimize the reliability and availability of
such equipment, for a total amount of US$304
million, over a 7 year period. The agreement
also considers the payment of the commitments
included in the maintenance contract, (Long
Term Service Agreement –LTSA-) of the power
plant’s combined cycles.

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1.1.3. Distribution regulation

Distributors are companies holding a concession
to distribute electricity to consumers.
Distributors are required to supply any and
all demand of electricity in their exclusive
areas of concession, at prices (tariffs) and
conditions set in the regulation. Penalties
for non-supply are included in the concession
agreements. Concessions were issued for
distribution and retail sale, with specific terms
for the concessionaire stated in the contract.
The concession periods are divided into
“management periods” allowing companies to
give up the concession every so long.

Most distribution companies have been
renegotiating contracts since 2005 and
although tariffs were partially and temporarily
established, the Comprehensive Rate Revision
Process (RTI in its Spanish acronym) process is
still pending.

As a result of this renegotiation process, during
2006, our subsidiary Edesur entered into an
“Agreement for Renegotiation of Concession
Contract.” This Agreement established, among
several conditions, a temporary tariff regime
which considered an increase in the VAD, a
service quality regime, and a Comprehensive
Rate Revision Process (RTI in its Spanish
acronym) to be implemented by ENRE in the
future. The Agreement considered defining
a semiannual tariff adjustment based on the
performance of an ad hoc inflation index,
known as Cost Monitoring Mechanism
(MMC in its Spanish acronym). The first
adjustments due to inflation took place in
2008, but since then it has never again been
officially acknowledged. Notwithstanding the
aforementioned, the Argentine government
has created different alternative regulations
that have allowed distribution companies to
continue supplying electricity.

One of them has been called Energy Efficiency
Program, PUREE (in its Spanish acronym). This
program was created in 2004 by the Secretary
of Energy and established bonuses and penalties
to customers depending on their level of energy
savings based on a referential consumption; the

net difference between the bonuses and penalties
was originally deposited in the Stabilization
Fund, but this was subsequently modified at
the request of Edesur and Edenor, authorized
by the Secretary of Energy, in order to use these
funds to compensate for the variations in costs,
the greater, not recognized costs, MCC (in its
Spanish acronym.)

Additional costs to include in customers tariffs
have also been approved to finance expansion
and quality plan investments of distributors.
In November, 2012, Resolution ENRE 347 was
approved, enabling to differentiate charges
among customers based on future RTI. This tariff
adjustment has implied 437 million argentine pesos
of additional revenue for Edesur, which represents
a 40% increase of VAD and 20% Increase of tariffs.

1.1.4. Transmission regulation

Transmission was shaped on the basis of the
general conception and principles established
in Law 24,065 for the transmission business,
adapting the activity to the general criteria
contained in the concession granted to Transener
S.A. by Decree 2,743/92. This transmission
business, for technological reasons, is related
to economies of scale which do not allow for
competition, and is therefore a monopoly and is
subject to considerable regulation.

1.1.5. Environmental regulation

Electricity facilities are subject to federal and
local environmental laws and regulations,
including Law 24,051, or the Hazardous Waste
Law, and its ancillary regulations.

Certain reporting and monitoring obligations
and emission standards are imposed on the
electricity sector. Failure to satisfy these
requirements entitles the government to impose
penalties, such as suspension of operations
which, in case of public services, could result in
the cancellation of concessions.

Law 26,190, enacted in 2007, defined the use
of non-conventional renewable energy for
electricity production as a national interest and
set as a target 8% market share for generation
from renewable energies within a 10 year period

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1.2. Brazil

1.2.1. Industry structure

Brazil’s electricity industry is organized into
one large interconnected electricity system, the
National Interconnected System, which covers
most of Brazil´s regions, and several other small,
isolated systems. Generation, transmission,
distribution and trading are legally separated
activities in Brazil.

The industry is regulated by the Federal
Government, through the Ministry of Mines and
Energy (MME in its Portuguese acronym) and
also through the Brazilian National Electricity
Agency (ANEEL in its Portuguese acronym).

According to Law Nº 10,848, in 2004, the
electricity wholesale market, as an instrument for
spot price determination, is residual. On the other
hand, the wholesale price is based on the average
price of biddings, having biddings for existing
energy separate from biddings for new energy.
The latter consider long term contracts in which
new generation projects must cover the growth in
demand projected by distributors. Old energy bids
consider shorter term contracts and aim to satisfy
the electricity needs that arise from expiring
contracts. Each bidding process is coordinated
by the authority, defining maximum prices and,
as a result, contracts are signed in which all
participating distributors buy their corresponding
percentage to each of the offering generators.

Transmission operates under monopoly
conditions. Tolls for transmission companies are
fixed by the Brazilian government. This applies
to all electricity companies with transmission
operations in Brazil. The transmission toll
is fixed and, as well as transmission company
revenues, does not depend on the amount of
electricity transmitted.

Distribution is a public service that operates
under monopoly conditions and is provided
by companies who have also been granted
concessions. Distributors in the Brazilian system
are not allowed to: (i) develop activities related to
the generation or transmission of electricity; (ii)
sell electricity to unregulated consumers, except
for those in their concession area and under the
same conditions and tariffs maintained with
respect to captive customers in the Regulated
Market; (iii) hold, directly or indirectly, any
interest in any other firm, corporation or
company; or (iv) develop activities that are
unrelated to their respective concessions, except
for those permitted by law or in the relevant
concession agreement. Generators are not
allowed to hold more than 10% equity interests in
distributors.

The unregulated market includes the sale of
electricity between generation concessionaires,
independent producers, self-producers, traders,
importers of electricity, unregulated, and
special consumers. It also includes contracts

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between generators and distributors that were
signed under the previous regulatory framework
until they expire, point in which new contracts
must be entered into under the terms of the
new regulatory framework. According to the
specifications set forth in Law No. 9,427/96,
unregulated consumers in Brazil are currently
those customers who: (i) demand a capacity of at
least 3,000 kW and choose to contract the energy
supply directly with generators or traders; or (ii)
demand capacity in the range of 500-3,000 kW
and choose to contract the energy supply directly
with generators or traders.

The Brazilian system is coordinated by the
Brazilian Electricity System Operator (ONS
in its Portuguese acronym) and is divided
into four sub-systems: South-East, Mid-West,
South, North-East and North. In addition to
the Brazilian system, there are also the isolated
systems, i.e., those systems that are not part of
the Brazilian system and are generally located
in the Northern and North-Eastern regions
of Brazil, and have as sole sources of energy
the electricity generated by coal or oil fuelled
thermal plants.

1.2.2. Generation regulation

Generating agents, whether public generation
concessionaires, IPPs or self-producers, as
well as trading agents, are allowed to sell
electric power within the regulated contracting
environment (ACR in its Portuguese acronym)
or the free-market contracting environment
(ACL in its Portuguese acronym), maintaining
the competitive nature of generation and all
agreements, irrespectively of having been
entered in the ACR or in the ACL, are registered
in the CCEE, and they serve as a basis for
accounting and determining the difference
adjustments in the short term market.

Pursuant to the market regulations, 100% of
distributor´s energy demand must be satisfied
through long-term contracts signed before the
expiration of current contracts in the regulated
environment.

Generators can sell their energy to other
generators through direct negotiation, at freely-
agreed prices and conditions.

Another change imposed on the electricity
sector is the separation of the bidding process for
“existing power” and “new power projects.” The
government believes that a new power project
needs more favorable contractual conditions
such as the term of the power purchase
agreements (15 years for thermal and 30 years
for hydro) and certain price levels for each
technology. On the other hand, existing power,
which includes depreciated power plants, can
sell their energy at lower prices in shorter term
contracts.

Selling agents are responsible for payments to
the buying agent if they are unable to satisfy
their delivery obligations. ANEEL regulations
set forth the fines applicable to electricity agents
based on the nature and the materiality of the
violation (including warnings, fines, temporary
suspension of the right to participate in bids for
new concessions, licenses or authorizations and
forfeiture). ANEEL may also impose restrictions
on the terms and conditions of agreements
between related parties and, under extreme
circumstances, terminate such agreements.

Decree 5,163/2004 establishes that the selling
agents must assure 100% physical coverage
for their energy and capacity contracts. This
coverage may be satisfied by physical guarantees
from its own power plants or someone else’s; in
the latter case through the energy or capacity
purchase contract. Among other aspects,
ANEEL’s Resolution 109/2004 specifies that
when these limits are not met, the agents are
subject to financial penalties.

Generation agents may sell their electricity
generation through contracts signed within
the ACR or the ACL. Public service generators
and IPPs must provide a physical coverage from
their own electricity generation for 100% of their
contracted sales. Self-producers generate energy
for their own exclusive use, and after obtaining

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ANEEL’s authorization they may sell excess
power through contracts.

occur when an important event significantly
affects the value of the tariff.

Finally, in terms of generation, on September 11,
the Government approved the Temporary Measure
579, which establishes the conditions necessary to
renew the electricity sector concessions that expire
2015 and 2017 and the reduction of taxes within
the electricity tariff. The Temporary Measure was
approved with the purpose of reducing the final
price of the electricity tariff and reboot economic
activity in Brazil. The Measure does not affect the
concession of any Enersis subsidiary in Brazil. In
the official newspaper, on January 14, 2013, Law
12,783 the Temporary Measure, was approved.

1.2.3. Distribution regulation

In the regulated market, electricity distribution
companies buy the electricity through bids that
are regulated by ANEEL and organized by CCEE.
Distributors must buy electricity at public bids.
There are three types of regulated bids: new
energy bids, existing energy bids and adjustment
bids. The government also has the right to call
special bids for renewable electricity (biomass,
mini-hydro, solar and wind power). ANEEL and
CCEE hold the bids annually. The contracting
system is multilateral, with generating
companies entering into contracts with all
distributors who call for bids.

Distribution tariff rates to final customers are
subject to review by ANEEL, which has the
authority to adjust and review these tariffs in
response to changes in energy purchase costs and
market conditions. When adjusting distribution
tariffs, ANEEL divides the Annual Reference
Value, the costs of distribution companies,
into: (i) costs that are beyond the control of the
distributor (“Part A costs”), and (ii) costs that
are under control of distributors (“Part B costs”),
the Value-Added Distribution. Each distribution
company’s concession agreement provides for an
annual adjustment.

The Concessions Law establishes three kinds of
reviews for final consumer tariffs: annual tariff
resetting, and both ordinary and extraordinary
tariff reviews. The reviews are those every four
or five years and are performed according to
concession contracts (in Companhia Energética
do Ceará, S.A. every four years and in Ampla
Energia e Serviços, S.A. every five years). The
annual review adjusts VAD costs according to the
annual inflation (in Brazil tariffs are adjusted
annually). Finally, the extraordinary revisions

Distribution companies’ tariff setting aims to
maintain concessionaire´s operating margins
constant allowing for tariff gains due to Part A
costs and permitting the concessionaire to retain
any efficiency gains achieved for defined periods
of time. Tariffs to end users are also adjusted
according to the variation of costs incurred in
purchasing electricity.

The ordinary tariff reviews take into account the
entire tariff-setting structure for the company,
including the costs of providing services and
purchasing energy, as well as a return for the
investor. Under their concessions, Coelce and
Ampla are subject to tariff reviews every four
and five years, respectively. The asset base for
calculating an allowed return for the investor is
the market replacement value depreciated during
its accounting useful life, and the rate of return
allowed for those assets is based on the weighted
average cost of capital, or WACC, for a “model
company”. The WACC is reviewed every tariff
cycle. The current value of the real before tax
distribution WACC is 11.4.

The law guarantees an economic and financial
equilibrium for a company in the event that there
is a substantial change in its operating costs.
In the event that the Part A cost components,
such as energy purchases and taxes, increase
significantly within the period between two
annual tariff adjustments, the concessionaire
may request from ANEEL a pass-through of
those costs to the final customers.

1.2.4. Transmission regulation

Any electricity market agent that produces or
consumes energy is entitled to use the Basic
Network. Free-market consumers also have this
right, provided that they comply with certain
technical and legal requirements. This is called free
access and is guaranteed by law and by ANEEL.

The operation and management of the Basic
Network is the responsibility of ONS, which
is also responsible for optimizing electricity
dispatch from power plants, involving use of
the interconnected power system hydroelectric
reservoirs and thermal power plants.

On April 5, 2011 Ministerial Decree 210/2011
and 211/2011 were published in the Official
newspaper that make both interconnection

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lines of Compañía de Interconexión Energética,
S.A. public service concessions, to receive the
payment of a regulated toll. The Receita Anual
Permitida (from now on “RAP”) is adjusted
annually, during the month of June, according to
the National Consumer Price Index (from now
on “IPCA”) and the tariff is reviewed every four
years. A gross remuneration base was fixed at
1,760 million Reals (US$885 million) and a net
base at 1,160 million Reals (US$585 million).
In 2012, ANEEL authorized the installation
of transmission backup, acknowledging an
additional 47 million Reals (US$23 million), in
the base remuneration. The remuneration rate
applicable was defined according to current
regulation at 7.24% (In real terms after tax),
authorized until June 2020 for Line 1 and until
July 2022 for Line 2, considering the indemnity
on non-amortized Investments.

1.2.5. Regulación medioambiental

Although the Brazilian constitution gives the
federal, state and local government power to
enact laws designed to protect the environment,
and to issue regulations under such laws,
most environmental regulations in Brazil are
determined at state and local levels.

Hydroelectric facilities are required to obtain
concessions for water rights and environmental
approvals. Thermal electricity generation,
transmission and distribution companies are
required to obtain environmental approvals
from environmental regulatory authorities.

1.3. Chile

1.3.1. Industry structure

The electricity industry in Chile is divided
into three business segments: generation,
transmission and distribution.

The generation segment is formed by companies
that produce electricity. They sell their production
to distribution companies, unregulated
customers, or to other generation companies. The
transmission segment is formed by companies that
transmit at high voltage the electricity produced
by generation companies. Finally, the distribution
segment is defined for regulatory purposes to
include all electricity supply to final customers at a
voltage no higher than 23 kV.

In Chile there are four separate interconnected
electricity systems. The main systems that cover
the most populated areas of Chile are the Sistema
Interconectado Central(“SIC”), that services the
central and south central part of the territory,
where 93% of the Chilean population lives, and
the Sistema Interconectado del Norte Grande,
(“SING”), which operates in the northern part of
the country, where most of the mining industry
is located. In addition to the SIC and the SING,
there are two isolated systems in southern Chile
that provide electricity in remote areas. The
operation of electricity generation companies in
each of the two major interconnected electricity
systems is coordinated by their respective
dispatch center, commonly referred to as

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“CDEC” (CDEC-SIC and CDEC-SING), which are
autonomous entities conformed by generators,
transmission companies, sub transmitters
and large customers. CDECs coordinate the
operation of their system as efficient markets
for the sale of electricity, in which the lowest
marginal cost producer is used to satisfy demand.
As a result, at any specific level of demand, the
appropriate supply will be provided at the lowest
possible cost of production available in the
system at any moment.

1.3.2. Generation regulation

The generation segment comprises a group of
electricity companies who own generating plants,
which energy is transmitted and distributed to
end consumers. This segment is characterized
by being a competitive market which operates
under market-driven conditions. They sell their
production to distribution companies, unregulated
customers, other generation companies, and their
surpluses on the spot market.

The operations of generation companies, in each
transmission system, are coordinated by the
pertinent dispatch center or CDEC, autonomous
entity that involves generators, transmission
companies and large customers. A CDEC
coordinates the operation of their system as
efficient markets for the sale of electricity, in which
the lowest marginal cost producer is usually used
to satisfy demand. As a result, at any specific level
of demand, the appropriate supply will be provided
at the lowest possible cost of production available
in the system at any moment. The marginal cost
is used as the price at which generators trade their
energy on an hourly basis, including the energy
fed into the system and energy withdrawn or
purchased to supply customers.

Generation companies participate in energy
bids for up to 15 years. The bids are performed
according to the requirements of electricity
demand present through distributors and are
supervised by the Chilean National Energy
Commission (CNE in its Spanish acronym, the
regulator). This allows stable and predictable
revenues for generators, avoiding volatility of
the marginal cost and therefore fostering the
investment in the sector.

In Chile there is a fee to pay for capacity, given by
the amount to compensate for the development
of a gas turbine, as the marginal unit to supply
the demand of the system. The industry rate of

return is considered 10%. The capacity payment
gives generators a fixed revenue for being
available to the system and contributing to the
reserve margin of the country

1.3.3. Regulación en empresas de
distribución

The distribution segment is defined for
regulatory purposes as all electricity supplies
to end users at a voltage no higher than 23
kV. Distribution companies operate under a
distribution public utility concession regime,
with service obligation and regulated tariffs for
supplying regulated customers.

The distribution companies supply both
regulated customers, whose demand is less than
500 kW, a segment for which the price and supply
conditions are the result of tender processes
regulated by the government’s National Energy
Commission, and unregulated customers, with
bilateral contracts with the generators, whose
conditions are freely negotiated and agreed.

Consumers are classified according to the size
of demand, as follows: i) unregulated customers,
those with a connected capacity over 2,000
kW; ii) regulated customers, whose connected
capacity is equal or lower than 2,000 kW; and iii)
customers that opt for either a regulated-tariff or
an unregulated regime, for a minimum period of
four years in each regime, available to consumers
whose connected capacity falls in the range of
500 kW-2,000 kW.

The process of setting the distribution tariffs
are carried out every four years. The CNE and
the company considered to represent a certain
typical area hire independent consultants to
determine the Value Added of Distribution
of that specific typical area. The preliminary
basic tariffs are obtained by weighing the result
obtained from the study performed by the CNE’s
Independent consultant and by Chilectra in a
ratio of 2/3-1/3 respectively. With these basic
tariffs, the 10% return, with a 4% dispersion, on
the aggregate industry is verified. The rate of
return for the Industry recognized by law is 10%.

Tariff revisions take place every four years in the
sub transmission segment (high voltage facilities
that connect distribution lines to transmission
lines). This process is performed in an alternate
manner with respect to the distribution tariff
revision process, so that, both are two years apart.

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Additionally, every four years, the ancillary
services are reviewed, which are those services not
considered within the distribution tariff revisions.

1.4. Colombia

1.4.1. Industry structure

The Chilean distribution model is a solid model,
having performed eight tariff setting processes
since the privatization of the industry.

1.3.4. Transmission regulation

The transmission segment comprises a
combination of lines, substations and equipment
for the transmission of electricity from the power
plants (generators) to the centers of consumption
or distribution. Transmission in Chile is defined as
lines or substations with a voltage or tension higher
than 23 kV. The transmission system is open access
and transmission companies may impose rights
of way to use the available transmission capacity
through the payment of tolls.

Since transmission assets are built pursuant
to concessions granted by the government, the
law requires a company to operate on an “open
access” basis, in which users may obtain access
to the system by contributing towards the costs
of operating, maintaining and, if necessary,
expanding the system

1.3.5. Regulación medioambiental

Chile has numerous laws, regulations, decrees
and municipal ordinances that address
environmental considerations. Among them
are regulations relating to waste disposal, the
establishment of industries in areas in which
they may affect public health, and the protection
of water for human consumption.

There is a law that applies to Non-Conventional
Renewable Energy, Law N° 20,257, which specifies
that every electricity company that withdraws
electricity from the system having an installed
capacity of over 200 MW to commercialize
with distributors or final customers, 10% of
such withdrawals must be injected by means of
non-conventional renewable generation. The
aforementioned will be 5% from 2010 thru 2014,
increasing 0.5% every year starting in 2015. This
progressive increase will be applied, so that, the
withdrawals subject to this obligation in 2015
must comply with 5.5%, those of 2016 with 6% and
so on until reaching 10% in 2024.

The Colombian electricity sector was reformed
structurally by Laws 142 and 143 of 1994.
According to Law 143 of 1994, different economic,
public, private or mixed agents may participate
in the sector’s activities, and shall be allowed
to develop their operations in a context of free
market competition. In order to operate or start
up projects, they must obtain the environmental,
sanitation and water-right permits from the
competent authorities and the permits of a
municipal nature that are required.

The Wholesale Electricity Market in Colombia
(MEM in its Spanish acronym) is based on a
competitive market model and operates under
open access principles. The MEM relies for its
effective operation on a central agency known as
the Colombian Administrator of the Commercial
Exchange System (ASIC in its Spanish acronym).

There are two categories of agents, generators and
traders, who are allowed to buy and sell electricity
as well as related products in the MEM.

The generation sector is organized on a
competitive basis, with independent generators
selling their output on the spot market
or through private contracts with large
customers. Generation companies are required
to participate in the MEM with all of their
generation plants or units connected to the
Colombian system with capacities equivalent
to or exceeding 20 MW (power plants with a
capacity between 10 and 20 MW can choose to
participate)

Generation companies declare their energy
availability and the price at which they are
willing to sell it. This electricity is centrally
dispatched by the National Dispatch Center
(CND in its Spanish acronym).

Commercialization or trading consists of
intermediation between the players that
provide electricity generation, transmission
and distribution services and the users of these
services, whether or not that activity is carried out
together with other electricity-sector activities.

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Electricity transactions in the MEM may be carried
out in the Energy spot market (short term or daily
market); by means of Bilateral contracts (long term
market); and/or by offering Firm energy.

Transmission operates under monopoly
conditions and with a guaranteed annual
fixed income that is determined by the new
replacement value of the networks and
equipment and by the resulting value of
bidding processes awarding new projects for
the expansion of the National Transmission
System (SNT in its Spanish acronym). This
value is allocated among the traders of the SNT
in proportion to their energy demand. The
National Interconnected System El Sistema
Interconectado Nacional (SIN in its Spanish
acronym) serves 98% of the country’s demand.
Non connected regional systems provide
electricity to isolated areas of the country.

Distribution is defines as the operation of local
distribution and regional transmission. Any
customer may have access to a distribution
network paying a connection fee. The
distributors or network operators are responsible
for planning, investing, operating and
maintaining the electricity networks.

1.4.2. Generation regulation

The State of Colombia as well as the private
sector, may participate in the execution and
exploitation of generation projects. The nation is
only authorized to sign concession agreements

relating to generation when there is no entity
prepared to carry out these activities on
comparable conditions.

The wholesale market facilitates the sale of
excess energy that has not been committed under
contracts. In the wholesale market, an hourly
spot price for all dispatched units is established
based on the offering price of the highest price
unit dispatched for that period. The National
Dispatch Center, CND in its Spanish acronym,
receives price bids each day from all the
generators participating in the wholesale market.
These bids indicate prices and the hourly
available capacity for the following day. Based on
this information, the CND, guided by an optimal
dispatch principle (which assumes an infinite
transmission capacity of the network), ranks
the optimized dispatch for the 24-hour period,
taking into account initial operating conditions,
and determining which generators will be
dispatched the following day in order to satisfy
expected demand. The price for all generators is
set as the price of the most expensive generator
dispatched in each hourly period under the
optimal dispatch.

Additionally, the CND plans the dispatch,
which takes into account the limitations of the
network, as well as other conditions necessary
to satisfy the energy demand expected for the
following day in a safe, reliable and efficient
from a cost point of view. The cost differences
between the “planned dispatch” and the “ideal

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dispatch” are called “restriction costs.” The
cost of each limitation is initially assigned to
the agent responsible of the restriction. When it
is not possible to identify the agent, the costs is
assigned proportionally to all the traders within
the Colombian system, according to their energy
demand, and these costs are passed through to
the end customers.

Generators connected to the Colombian system
can also receive “reliability payments” which are
a result of the Firm Capacity Obligation (OEF
in Its Spanish acronym) that they provide to the
system. The OEF is a commitment on the part
of generation companies backed by its physical
resources capable of producing firm energy during
scarcity periods (for hydro plants it is estimated
to be the maximum electricity that a power plant
is able to deliver on a continuous basis during a
year, under extreme water flow conditions and
for thermal plants It is estimated according to Its
historical availability and the guaranteed amount
and transportation of fuel). The generator that
acquires an OEF will receive a fixed compensation
during the commitment period, whether or not the
fulfillment of its obligation is required. The OEF
for new projects are assigned through tenders for
which generators must declare and certify their
firm capacity. Existing generators may decide
to participate in such bids or tenders accepting
the resulting price. The assignment to existing
generators is performed annually and in the case
of new projects, for up to 20 years. When there are
no bids, the assignment of OEF is carried out by
the regulator proportionally according to the firm
capacity declared by each generator.

The price for each KWh of the OEF corresponds to
the clearing price of the bid in which the generator
sold its firm energy or Reliability Charge. When
this firm energy is required, which happens when
the Spot Price surpasses the Scarcity Price, in
addition to the Reliability Charge the generator
also receives the Scarcity Price for each kWh
generated associated with its OEF. When energy
generated is greater than the obligation specified
in the OEF, this additional energy will be paid or
rewarded at the Spot Price.

1.4.3. Distribution regulation

Distribution charges are set by CREG for each
company based on the replacement cost of the
existing distribution assets, the cost of capital,
as well as operational and maintenance costs of

each company for four different levels of voltage,
that is: Level 1 up to1 kV, Level 2 up to 30kV, Level
3 up to 57.5 kV and Level IV up to 115 kV. Voltage
levels 1, 2 and 3 are called Local Distribution
Systems (SDL In its Spanish acronym) and Level
4 is called Regional Transmission System (STR in
its Spanish acronym).

During 2009, after auditing the information
reported by the companies, CREG defined the
distribution charges applicable until 2013. Charges
are set for a five-year period, and are updated
monthly according to the price Index. The rate of
return for local distribution assets was set by CREG
at 13.9%, before taxes, and at 13% for Regional
Transmission assets, based on the WACC/CAPM
methodology. The methodology for the calculation
of distribution charges includes incentives for
administrative, operating and maintenance costs,
service quality and energy losses

1.4.4. Regulación en transmisión

The transmission networks that operate at least
220 kV from the National Transmission System
(STN in Its Spanish acronym). The transmission
toll includes a charge to cover the cost of
operating facilities, and a charge related to usage
which only applies to traders which pass the cost
through to final customers.

CREG guarantees an annual fixed income to
transmission companies. Income is determined
by the new replacement value of the network
and equipment and at the value resulting of
bidding processes awarding new projects for the
expansion of the STN. This value is allocated
among the traders of the STN in proportion to
their energy demand.

The construction, operation and maintenance
of new projects is awarded to the company that
offers the lowest present value of future cash
flows needed to develop the project.

1.4.5. Trading regulation

The trading market is divided into regulated
and unregulated customers. Customers in the
unregulated market may freely contract their
electricity supply directly from a generator or
a distributor, acting as traders, or from a pure
trader. The unregulated customer market is
composed by customers with a peak demand in
excess of 0.1 MW or a minimum monthly energy
consumption of 55 MWh.

110 Enersis 2012 Annual Report

Trading may be conducted by generators,
distributors or independent agents, which comply
with certain requirements. Parties freely agree
upon trading prices for unregulated customers.

Traders of Electricity are responsible of billing
the costs of electricity to final customers and
transfer those payments to the industry agents.
Trading on behalf of regulated customers is subject
to the “regulated freedom regime” under which
tariffs are set by each trader using a combination
of general cost formulas given by CREG and
individual trading costs approved by CREG for
each trader. Tariffs include, among other things,
energy procurement costs, transmission charges,
distribution charges and a trading margin.

In addition, the final costs of the service are
affected by subsidies or contributions that are
applied according to the socio-economic level of
each user.

The trading tariff formula became effective on
February 1, 2008. The main changes to this
formula are the establishment of a fixed monthly
charge and the introduction of a charge for the
costs of reducing non-technical energy losses in the
trading charges. In addition, CREG allows traders
in the regulated market to choose tariff options to
manage tariff increases

1.4.6. Regulación medioambiental

The legal framework of environmental
regulation in Colombia was established in Law
99/1993, which also created the Ministry of
the Environment as the authority to define
environmental policies. The Ministry defines
issues and executes policies and regulations that
focus on the recovery, conservation, protection,
organization, administration and use of
renewable resources.

Any entity planning to develop projects or
activities relating to generation, interconnection,
transmission or distribution of electricity that
may result in environmental deterioration must
first obtain an environmental license.

According to Law N°99, generation power plants
that have a total installed capacity greater than
10 MW must contribute to the conservation
of the environment through a payment, at
a regulated tariff, to the municipalities and
environmental corporations where their
power plants are located. Hydroelectric power
plants must pay 6% of their generation and

2012 Annual Report Regulatory framework of the industry

thermoelectric plants must pay 4% of their
generation, with tariffs that are determined
annually.

The National Development Plan 2010-2014
issued Law 1,450 of 2011. The plan establishes
that between 2010 and 2014, the government
must develop on environmental sustainability
and risk prevention issues.

In 2011, Institutional Decree 3,570 established
the new structure of the environmental sector,
creating the Ministry of Environment and
Sustainable Development (previously, the
functions of the Ministry of Environment were
established along with functions of the Ministry
of Housing).

During the last few years, the environmental
regulation for the electricity sector has been
focused on regulating aspects regarding power
plant emissions, hydro policies (including
water discharges and basin organization), and
environmental licensing and penalties.

1.5. Peru

1.5.1. Industry structure

The main characteristics of the electricity
industry in Peru are (i) the separation of the
three main activities: generation, transmission
and distribution; (ii) free market for the supply
of electricity in competitive market conditions;
(iii) a system of regulated prices based on the
principle of efficiency with a bidding regime;
and (iv) privatization of the operation of
interconnected electricity systems subject to the
principles of efficiency and service quality.

There is one interconnected system, the National
Interconnected Electricity System (SEIN in its
Spanish acronym), and several isolated smaller
regional systems that provide electricity to
specific areas.

1.5.2. Generation regulation

Generation companies that own or operate a
power plant with an installed capacity greater
than 500 kW require a concession granted by the
Ministry of Energy and Mining (MINEM in its
Spanish acronym). A concession for electricity
generation is an agreement between the
generator and MINEM, while an authorization

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is merely a unilateral permit granted by said
public entity. Authorizations are granted by
the MINEM for an unlimited period of time,
although their expiration is subject to the
same considerations and requirements as the
termination of concessions under the procedures
set forth in the Law of Electricity Concessions,
and its related regulations.

The coordination of electricity dispatch,
spot price determination and the control and
management of economic transactions that
take place in the SEIN are controlled by the
Committee of Economic Operation of the
System (COES-SINAC in its Spanish acronym).
Generators may sell energy directly to large
customers and buy the deficit or transfer the
surplus between contracted energy and actual
production in the pool market at the spot price.

Sales to unregulated customers are carried
out at mutually agreed prices and conditions,
which include tolls and compensation for the
use of transmission systems and, if necessary, to
distribution companies for the use of their network.

Sales to distributors can be signed under bilateral
contracts at a price no greater than the regulated
price in the case of regulated customers, or
at an agreed price in the case of unregulated
customers. In addition to the bilateral method
allowed by the Law of Electricity Concessions,
Law 28,832 has also established the possibility
that distributors meet their unregulated or
regulated customers’ demand under contracts
signed following a capacity and energy supply
bidding process.

The Law to Secure the Efficient Development
of Electricity Generation established a bidding
regime for the purchase of energy and capacity
by distributors through a mechanism that
determines prices during the life of a contract.
The approval of this mechanism is important
to generators, because it sets a mechanism to
determine a price for the duration of a contract
that is not fixed by the regulator, and that can be
subscribed for up to 20 years.

The new contracts to sell energy to distribution
companies for resale to regulated customers
must be made at fixed prices determined by

public bids. Only a small part of the electricity
purchased by distribution companies, included
in old contracts, is still maintained at node
prices, which are set annually by the Supervising
Entity on Investment in Energy and Mining
(Osinergmin in its Spanish acronym). In these
contracts, the transfer price to regulated
customers may be the maximum price for
electricity purchased by distribution companies.

In Peru, the payment received for capacity,
given by the return for the development of a
gas turbine, is the marginal unit to supply the
demand of the system. The rate of return for the
Industry Is 12%. The capacity payment received
gives generators a fixed revenue for availability
and contribute to the country’s back up margin.

1.5.3. Distribution regulation

The regulated customers´ electricity tariff
includes capacity and energy charges
for generation and transmission and the
Distribution Value Added (VAD in its Spanish
acronym) which considers a regulated return
on investments, fixed charges for operating and
maintenance and a standard percent for energy
distribution losses.

The VAD is set every four years. Osinergmin
classifies companies into groups, according
to “typical distribution areas,” based on
economic factors that group companies with
similar distribution costs due to population
density, which determines network equipment
requirements.

The real return on investment for a distribution
company depends on its performance relative
to the standards given by the Osinergmin for a
theoretical model company. The tariff system
allows for a greater return to distribution
companies that are more efficient than the model
company. Preliminary tariffs are calculated
as a middle point between the results of the
Osinergmin commissioned study and the
companies’ study. Preliminary tariffs are tested
to ensure that they provide an average annual
internal rate of return between 8% and 16%
on the replacement cost of electricity-related
distribution assets. Peruvian law establishes a
12% return for the industry.

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los clientes. La concesionaria de transmisión
recibe un ingreso anual fijo, así como también
ingresos de tarifas variables y tarifas de conexión
por kW. Las líneas del sistema secundario y
complementario están disponibles para todas las
generadoras, pero se utilizan únicamente para
ciertos clientes que son responsables de efectuar
los pagos en relación con el uso del sistema,
éstas se remuneran a un valor fijo a 20 años,
revisándose sólo las inversiones adicionales.

1.5.5. Environmental regulation

The environmental legal framework applicable
to energy related activities in Peru is set forth in
the Environmental Law (Law 28,611) and in the
Environmental Protection for Electricity Activities
Regulation (Supreme Decree 029-94-EM).

In 2008, the MINEM issued Supreme Decree
050-2008 to promote non-conventional
renewable energy generation (ERNC in its
Spanish acronym). This decree states that 5%
of the SEIN´s demand must be supplied by using
ERNC. This 5% goal may increase every 5 years.
The technologies considered to be renewable
resources are: biomass, wind, tidal, geothermal,
solar and mini-hydro (hydroelectricity plants
under 20MW)

The last process for setting distribution tariffs
was held in November 2009 and will be in effect
until November 2013.

Transmission activities are divided into two
categories: main or primary, which are for common
use and allow the flow of electricity through
the national grid; and secondary, which are the
activities related to the lines that connect a power
plant to the system or that connects a substation
to a distribution company or to a final customer.
Primary transmission lines, belonging to the
guaranteed transmission systems, are available
to all generators and allow supplying electricity
to all customers. Transmission concessionaires
receive annual fixed revenue, as well as variable
tariff revenues and connection tolls per kW. The
secondary and complementary system lines are
accessible to all generators but are used to serve
only certain customers who are responsible for
making payments related to their use of the system.
These receive a 20 year fixed value payment,
reviewing only for additional Investments.

1.5.4. Regulación en transmisión

Las actividades de transmisión se dividen en
dos categorías: principal, que es para uso común
y permite el flujo de energía a través de la red
nacional; y secundaria, que es de aquellas líneas
que conectan a una central eléctrica con el
sistema, o una subestación con una compañía
distribuidora o un consumidor final. Las
líneas principales y del sistema garantizado
están disponibles para todas las generadoras y
permiten que se suministre electricidad a todos

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Memoria Anual 2012 Resultados del ejercicio

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Memoria Anual 2012 Resultados del ejercicio

description of the electricity business by country

p. 116
Electricity generation

p. 116
Electricity transmission

p. 116
Electricity distribution

p. 118
Argentina

p. 125
Brazil

p. 129
Chile

p. 137
Colombia

p. 141
Peru

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2012 Annual Report Description of the electricity business by country

1. Electricity generation

2. Electricity transmission

The electricity generation business is conducted
primarily through our subsidiary Endesa
Chile. In this segment, the Enersis Group has
operating subsidiaries in Argentina, Brazil,
Chile, Colombia and Peru.

The electricity transmission business of the
Enersis Group is related to the interconnection
line between Argentina and Brazil, through
CIEN, a subsidiary of Endesa Brazil, with 2,100
MW transportation capacity.

In all, the installed capacity of the Enersis
Group amounted to 15,173 MW as of December
2012 and consolidated electricity generation
reached 58,694 GWh, while energy sales totaled
66,311 GWh.

In the electricity industry, the segmentation
of the business between hydroelectric and
thermal generation is natural as the variable
costs of generation are different for each form
of generation. Thermal generation requires
the purchase of fossil fuels and hydroelectric
generation needs water from reservoirs and rivers.

57% of our consolidated generating capacity
comes from hydroelectric sources while 42% is
thermal and 1% wind sources.

Therefore, the commercial policy the generation
company defines is relevant to managing the
business adequately.

3. Electricity distribution

Our electricity distribution business is carried
out through Edesur in Argentina, Ampla and
Coelce (owned by Endesa Brasil) in Brazil,
Chilectra in Chile, and Codensa in Colombia and
Edelnor in Peru. Our principal subsidiaries and
related distribution companies sold 73,104 GWh
during 2012.

Currently, Edesur, Ampla, Coelce, Chilectra,
Codensa and Edelnor serve the main Latin
America cities, providing electricity to over 14
million customers.

These companies faced growing electricity
demand, obliging them to invest on a permanent
basis, responding to natural growth and the
maintenance of their facilities.

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Enersis 2012 Annual Report 117

2012 Annual Report Description of the electricity business by country

Córdoba

Buenos Aires

Central Costanera

Tipo

Potencia Instalada

Edesur

Central Arroyito

Tipo

Potencia Instalada

Central El Chocón

Tipo

Potencia Instalada

Mendoza

Neuquén

118 Enersis 2012 Annual Report

TransmisiónDistribuciónGeneraciónHidroeléctrica1.200 MWHidroeléctrica128 MWTermoeléctrica2.324 MWVentas de Energía17.738 GWhClientesPérdida de Energía2,3 millones10,5%2012 Annual Report Description of the electricity business by country

4. Argentina

4.1. Electricity generation

Enersis participates in electricity generation
in Argentina through Endesa Costanera and
Hidroelectrica El Chocón, in which it controls
directly and indirectly, a 41.8% and 39.2% of
ownership, respectively.

These companies have a total of five power
plants, with total installed capacity of 3,652 MW.
This capacity represented in 2012, 12% of the
installed capacity of the argentine SIN.

Electricity generation of the Enersis Group
reached 11,289 GWh, 9.0% of the country total
generation, with hydroelectricity representing
24.8%. Physical sales of electricity reached 11,852
GWh, 10% of total sales.

Endesa Costanera and El Chocón participate
in companies in charge of the operation of two
combined cycles, initiative coordinated by the
Fondo para Inversiones Necesarias que Permitan
Incrementar la Oferta de Energía Eléctrica en el
Mercado Eléctrico Mayorista (FONINVEMEN in
its Spanish acronym), with a 5.326% and 18.85%
share of property, respectively.

The commercial operation as combined cycles
of Termoelectrica Manuel Belgrano and
Termoelectrica San Martín began in 2010.

The operation as a combined cycle determined
the effective date of the Operation and
Management of Plant Maintenance Contract
and the Supply Contract, and for this reason, the
companies that participate in FONINVEMEM,
among them, Endesa Costanera and El Chocón,
began to recover their credits with the cash
flows generated by the Project, through a ten
year contract to sell its generation to the MEM,
managed by CAMMESA, having received, as of
December 31, 2012, the payments according to
expectations.

With regard to the agreement signed on
November 25, 2010 by the Secretary of Energy
and the main electricity generation companies,
among them Costanera and Chocon, it is worth
mentioning that the companies along with the
generators participating in the new generation
project, presented the relevant documentation

to the Secretary of Energy. The project named
Vuelta de Obligado S.A. (VOSA in its Spanish
acronym) considers the installation of a roughly
800 MW combined cycle.

In May 2011, the company Termoeléctrica
Vuelta de Obligado S.A was incorporated and the
necessary trust was signed.

After being approved by the authority, work
during the year involved determining technical
specifications and inviting to an international
tender, which is currently in the evaluation and
homologation phase.

Other generators connected to the argentine SIN
are: AES Alicura, SADESA, Capex, Petrobras,
Pampa Generación and Pluspetrol.

4.1.1. Endesa Costanera

Endesa Costanera Is located in the city of
Buenos Aires and owns six steam turbine
power units totaling 1,138 MW that can operate
with natural gas or fuel oil. The company also
operates two combined cycles of 859 MW and
327 MW respectively, reaching 2,324 MW total
installed capacity.

In 2012, net generation reached 8,488 GWh
and sales totaled 8,655 GWh. During 2012, the
demand of the Argentine electricity system
Increased 4.2% when compared to 2011.

During 2012, the thermal figures in summer
and winter were as usual. In February, capacity
demand reached 21,949 MW, breaking the 2011
record by 1.8%.

The water flows of the river Limay and Collon
Cura basins were substantially reduced as of
May, leading to a dry year scenario in such
basins. The availability of gas was similar to
previous years, basically due to major shortages
during the winter season, and therefore reaching
high levels of generation using alternate liquid
fuels to satisfy growing thermal dispatch.

Worth mentioning, is the Government’s
announcement, in August 2012, with respect
to future changes to the electricity generation,
transmission and distribution regulation,
including modifications to the “marginal” system
currently in force to determine generation prices
towards a new model based on the costs of each
generator plus a reasonable rate of return.

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In terms of operations, during 2012, the most
importance maintenance activities were those
mainly focused on the development of the 2013
Summer Plan, which began in November 2012,
which included the inspection of Unit 6 and the
ancilliary services common to all conventional
units and the Major Maintenance of the
Combined Cycle I.

With respect to financing, the financial strategy
adopted in previous years continued, prioritizing a
conservative management of financial resources to
assure the adequate operation of the power plant.

Regarding commercial aspects, we continued
making an important effort to maintain and
even increase, the level of contracts in the Term
Market (MAT in its Spanish acronym).

With respect to the “Management and Operation
of Projects, Increase of Thermal Generation
Availability and Adaptation of Remuneration of
Generation 2008-2011 Agreement”, formalized
by generators and the Secretary of Energy in
November 2010, it was not acknowledged by the
Secretary of Energy during 2012, which adversely
affected the operating results of the Company.

plan of approximately U$S304 million, over
a period of 7 years, to optimize reliability and
availability of the generation units of the power
plant which will lead to an increase in generation
and important cost savings of the system.

The plan provides for the execution of works in
the steam turbo technology units, others works
and short, medium, and long term investments
necessary to assure the operations of the
power plant, as well as the continuity of the
maintenance contracts of the Mitsubishi and
Siemens combined cycles.

The financial resources required to finance
this investment plan will come from the
outcome of two Commitment of Availability of
MEM Equipment Contracts, to be subscribed
by CAMMESA y Costanera, according to
instructions of the Secretary of Energy. On
December 19, 2012, and on January 18, 2013,
the “Commitment of Availability of Combined
Cycles for the MEM Contract” and the
“Commitment of Availability of Steam Turbo
(TV in its Spanish acronym) Equipment for the
MEM Contract” respectively, was signed by
CAMMESA and Endesa Costanera”.

Worth noting, is the Agreement formalized
in October 2012 between Costanera and the
Secretary of Energy, to implement an investment

At December 31, 2012, Endesa Costanera has
$340.8 million negative equity due to recurring
losses, among other reasons, as a consequence

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of the growing deficit between revenues and
expenses, resulting from existing regulation. This
situation has led to request the corresponding
authorities to reconsider in order to adopt
measures that would allow reverting the situation.

4.1.2. Hidroeléctrica El Chocón

Hidroeléctrica El Chocón S.A. (“HECSA In its
Spanish acronym) is a hydroelectric generation
company that operates the waters of, El Chocón
and Arroyito, located above the Limay River. It
is located in Neuquén and Río Negro provinces.
The hydroelectric complex has total installed
capacity of 1.328 MW, and includes El Chocón
power plant with 1.200 MW installed capacity
(artificial reservoir hydroelectric power plant)
and Arroyito with 1.200 MW installed capacity,
both using the water flows of rivers Limay and
Collón Curá to generate.

The hydroelectric facility El Chocón is located
in the Comahue region, formed by the Argentine
provinces Rio Negro, Neuquen and the southern
part of provinces Buenos Aires and La Pampa.
The Chocon is located on the Limay River, some
80 km upstream from its confluence with the
Neuquén River. Arroyito is El Chocón’s dike and
is located on the same river 25 km downstream.

During 2012, the water flows in the basins
of rivers Limay and Collón Curá declined

substantially as of May, profiling a dry year
in such basins, and therefore the operational
criteria applied by the Organism in Charge
of Dispatch restricted the use of the strategic
reserves accumulated. This led to the
consolidation of the energy reserves of the
Comahue.

As the result of the dispatch of El Chocon
reservoir, at the end of year 2012 net generation
of the El Chocón–Arroyito Complex was 2,801
GWh, marked a reservoir depth of 374.89
m.s.n.m. The energy reserves of the Comahue
reservoirs reached 5,279 GWh, of which
1,832 GWh should be generated by Chocón,
both figures measured with respect to the
Extraordinary Operations minimum depth level.

In terms of operations, the accumulated
availability of the El Chocón–Arroyito Complex
in 2012 was 98.9% having satisfactorily
completed the Programmed Major Maintenance
of Central Arroyito Turbogrupo Nº2. This Major
Maintenance implied an overall revision and
maintenance of the turbine, generator, vibration
systems, protections, electric and mechanical
equipment and the main transformer. An Anti-
fire systems was also installed in Units Nº 1, 3, 4,
5 and 6 of El Chocón Power Plant and a vibration
monitor installed in Units Nº 3, 4 and 5 of the
same Power Plant.

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Regarding commercial aspects, we continued
with the strategy defined opportunely focused on
assuring economic and financial sustainability
of the company, oriented our actions
towards diversifying our customer base by
commercializing in other non-spot markets and
prioritizing long term profitable relationships
with financially solid customers.

As the result of the managing practices carried
out over the past years, the company reached
and maintained 98% of capacity contracted to
large customers in the terms market, with a
high percentage of contracts signed for terms
above one year with first class customers. Sales
in the spot market reached 1,886 GWh and in the
contract market 1,311 GWh during 2012.

In terms of regulation, during 2012, the changes
to the norms that regulate the Wholesale
Electricity Market (MEM) remained in force and
the accumulation of amounts due to generators
due to delays in the payment of electricity sold to
the Spot Market continued.

In August 2012, the Government announced
future changes to the electricity generation,
transmission and distribution regulation,
including modifications to the “marginal” system
currently in force to determine generation prices
towards a new model based on the costs of each
generator plus a reasonable rate of return. Since
the announcement, the Government has not
issued any rules to change the current regulation.

Regarding the agreement formalized on
November 25, 2010, between the secretary of

Energy and the main electricity generation
companies, including HECSA, and additionally,
in January 2012, the Secretary of Energy through
Norm S.E. Nº 495/12 instructed to not apply,
until further notice, the incremental payments of
O&M and Capacity recognized in the Generation
Agreement, which was rejected HECSA.

With respect to Finances, the Company, aware of
the complex scenario in the electricity industry,
made a partial US$ 25.8 million payment of its debt.

The two new credit facilities obtained, are also
worth mentioning, one $10 million one year loan
from the Banco Hipotecario, payable in twelve
monthly and consecutive installments, at the
Adjusted Private Badlarrate plus a 5.5% spread,
and a 180 day Bank Account Agreement with
Banco Macro for $20 million, at an 18% fixed
interest rate. In December this last operation
was renewed with similar conditions.

The main investment projects that are expected
to be developed are: i) Modernization of the
Protections, Vibration and Startup/Stop
Sequence Systems of Units 1; 2; 5 and 6 and
the main transformers T1CH and T5CH of the
El Chocón Power Plant, ii) Completion of the
installation of “on line” Vibration Monitoring
equipment of Units 1 and 6 of El Chocón Power
Plant. Also, the improvements performed in 2012
to the technological update of the remote control
of the Arroyito damn Project, Stage 3, which
was approved by the Secretary of Energy, are
expected to be completed.

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2012 Annual Report Description of the electricity business by country

4.2. Electricity distribution

Enersis participates in electricity distribution in
Argentina through its subsidiary Edesur in which
it has a 65.4% direct and indirect shareholding.

2007, the electricity regulatory authority (ENRE
in its Spanish acronym) resolved to extend the
initial period by five years, as of the completion of
the tariff renegotiation process (RTI in its Spanish
acronym).

Market share of our Argentine subsidiary, in
terms of physical sales, was approximately 20%.

Other distributors in the Argentine electricity
system are: Empresa Jujeña de Energía
(EJESA in its Spanish acronym), Empresa de
Distribución de Energía de Tucumán (EDET in
its Spanish acronym), Empresa Distribuidora
de Energía de Santiago del Estero (EDESE in
its Spanish acronym), Empresa Distribuidora y
Comercializadora Norte (EDENOR in its Spanish
acronym) and Empresa de Distribución de la
Plata (EDELAP in its Spanish acronym).

4.2.1. Edesur

The principal objective of Edesur is to distribute
and commercialize electricity in the southern part
of greater Buenos Aires, comprising two-thirds of
the city of Buenos Aires and twelve districts of the
province of Buenos Aires, covering 3,309 sq.km
for a period of 95 years beginning August 31, 1992.

The concession contract establishes the
obligation of Edesur to supply electricity at
the request of the owners or inhabitants of
properties within its concession area, meet
certain quality standards related to electricity
supplied, and comply with operational
requirements with respect to the maintenance
of the distribution assets and bill customers on
the basis of effective metering.

In 2012, Edesur supplied electricity to 2.388.675
clients, practically the same as the previous year.
Residential customers represented 87.3% of
total customers, commercial customers 11.3%,
industrial customers 7.7% and others 24.0%.

Energy sales amounted to 17,738 GWh,
representing 2.9% increase when compared to
the year before. Of this total amount, 42.7% was
distributed to residential customers, 25.6% to
commercial, 7.7% to industrial and 24.0% to other
customers.

This period includes an initial 15 year period and
eight additional 10 year periods. On February 5,

The energy loss index reached 10.6% in 2012.

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Coelce

Central Fortaleza

C. Cachoeira Dourada

CIEN

Ampla

124 Enersis 2012 Annual Report

Río de JaneiroBelénManausSao PauloGoianaBrasiliaTipoTermoeléctricaPotencia Instalada322 MWVentas de Energía9.878 GWhClientesPérdida de Energía3,3 millones12,6%TipoHidroeléctricaPotencia Instalada665 MWCapacidad Instalada2.100 MWVentas de Energía10.816 GWhClientesPérdida de Energía2,7 millones19,6%TransmisiónDistribuciónGeneración2012 Annual Report Description of the electricity business by country

5. Brazil

5.1. Electricity generation

Enersis participates in Brazil through Endesa
Brasil and its subsidiaries, Endesa Cachoeira and
Endesa Fortaleza.

These two power plants, one hydro and the other
thermal, together have an installed capacity of
987 MW, representing close to 1% of the capacity
of the Brazilian SIN.

Electricity generation of the Enersis Group in
Brazil reached 5,177 GWh, reaching almost 1%
of the generated electricity in the country, with
hydroelectric generation representing 72% of the
total electricity generated by the Enersis Group
in Brazil.

Physical sales of electricity reached 7,291 GWh,
close to 2% of total sales in the Brazilian system.

Other generators connected to the Brazilian NIS
are CHESF, Furnas, Cemig, Electronorte, Cesp,
Copel, Eletrobras and Eletropaulo.

5.1.1. Endesa Cachoeira

It is located in the state of Goias, 240 km south
of Goiania. It has ten units with a total of 665
MW of installed capacity. It is a pass-through
hydroelectric plant that uses the waters of the
Paranaiba River.

Net generation was 3,722 GWh in 2012, while
sales were 4,344 GWh.

5.1.2. Endesa Fortaleza

Located in the district of Caucaia, 50 km.
from the state capital of Ceará, It is 322 MW
combined-cycle thermal plant that uses natural
gas and has the capacity to generate a third of the
electricity needs of Ceará, which has a population
of 8.2 million.

Built on a 70 thousand square meters site, it
forms part of the infrastructure of the Pecém
Industrial and Port Complex in the municipality
of Caucaia, and is a member of the federal

government’s Thermal Electricity Priority
Program (PPT in its Portugese acronym). The
location is strategic for promoting regional
growth and making viable the installation of
other industries. It’s most important customers
are Coelce, and Petrobras.

Electricity generation in 2012 was 1,454 GWh,
and sales reached 2,947 GWh.

5.2. Electricity transmission

The Enersis Group also participates in the
transmission and trading of electricity in Brazil
with the interconnection line between Argentina
and Brazil, through the company, CIEN, in which
it has a 54.3% holding.

5.2.1. Endesa Cien

Compañía de Interconexión Energética S.A.
(CIEN in its Spanish acronym) is a Brazilian
energy transmission company. It is formed by
two frequency conversion stations, Garabi I
and Garabi II, which convert the frequencies
of Brazil (60 Hertz) and Argentina (50 Hertz)
in both directions, and transmission lines. On
the Argentine side, they are managed by two
subsidiaries: Compañía de Transmisión del
Mercosur S.A. (CTM in its Spanish acronym)
and Transportadora de Energía S.A. (TESA in
its Spanish acronym). Endesa Cien has 100.00%
shareholdings in each.

The interconnection system consists of two
transmission lines with a total length of 1,000
kilometers and the Garabi conversion station.

On April 5, 2011 the figures that define the annual
value of the Annual Permitted Revenue (RAP)
for CIEN were published in the Official Journal.
With this, the regulator has leveled CIEN (whose
assets are the Garabi lines 1 and 2), to other
transmission concessionaires. Total annual RAP
is adjusted annually, and tariff revision processes
take place every four years. Since April 2011,
CIEN is officially authorized to receive payment
under this new business vision.

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5.3. Distribución eléctrica

Enersis participates in distribution through
Endesa Brazil and its subsidiaries Ampla and
Coelce. Enersis directly and indirectly has 70.2%
and 35.2% shareholdings in these companies,
respectively.

The market share of our subsidiaries in Brazil, in
terms of physical sales, was approximately 5%.

The Brazilian electricity system is formed by 64
distribution companies, among them are: CPFL,
Brasiliana de Energía, AES Elpa, Cemig, Light,
Coelba and Copel.

5.3.1. Ampla

Ampla is an electricity distribution company that
covers 73.3% of the territory of the state of Rio
de Janeiro, corresponding to an area of 32,613 sq.
km. The population is approximately 8 million
spread out in 66 districts, of which the most
important are Niteroi, São Gonçalo, Petrópolis,
Campos and Cabo Frio.

During 2012, Ampla supplied electricity to
2,712,359 customers, 2.6% more than in 2011.
Of this total, 90% are residential customers, 6%
commercial customers, and 4% other customers.

The Company distributed 10,816 GWh to its
final customers; representing an increase of
approximately 6% when compared to 2011.
Of total electricity distributed, 40% went to
residential customers, 20% to commercial, 9%
to industrial and 31% to other customers (which
includes the 14% of customers paying tolls).

Since 2003, Ampla has emphasized fighting
against commercial losses, reducing it by 4.01
percentage points (from: 23.64% to: 19.63%). The
sustained reduction is only possible as the result

of the joint success of the projects developed by
Ampla (using technology and social behavior).
For several years, the company has won awards
that acknowledge the excellence of its projects.

Although, today energy losses continue to
represent one of Ampla’s main challenges.
It closed 2012 with a 0.03 percentage point
reduction, going from 19.66% to 19.63% offsetting
the tremendous aggressiveness in the market,
which has increased the zones of risk within the
concession area of the company.

5.3.2. Coelce

Coelce is the electricity distribution company of
the state of Ceará, in north-eastern Brazil, and
covers a 149 sq.km concession area. The company
serves a population of more than 8 million
people.

In 2012, Coelce was recognized as the Best
Distributor of Brazil (Abradee Award) and Latin
America (CIER Award), both for the fourth
consecutive time.

At year-end 2012, Coelce had 3,338,163
customers, which represented a 3.5% increase
compared to the number of customers at that
date the previous year. Of the total amount, 73%
are residential, 13% rural, 5% commercial, and
the rest other customers.

Sales of electricity in 2012 reached 9,878 GWh,
a 10.1% increase when compared to 2011. The
types of consumption that affected this growth
were: rural customers increased 35% due to the
lack of rainfall during the year leading to greater
use of electric pumps for watering; toll paying
customers increased 17%; public institutions
15%; and finally, residential and commercial
customers increased 9% each. Industrial
customers, on the other hand, declined 7%.

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Central Tarapacá

Central Atacama

Central Taltal

Central Huasco

Central Los Molles

Parque Canela I y II

Central Quintero

Central Rapel

C. Diego de Almagro

Central San Isidro

Chilectra

Centrales del Maule

Central Curillinque

Central Loma Alta

Central Pehuenche

Central Sauzalito

Central Ojos de Agua

Central Sauzal

Central Cipreses

Central Bocamina I y II

Central Isla

Centrales del Biobío

Central Ralco

Central Palmucho

128 Enersis 2012 Annual Report

Centrales del Laja

Central Antuco

Central Abanico

Central El Toro

AntofagastaTipoTermoeléctricaPotencia Instalada182 MWTipoTermoeléctricaPotencia Instalada781 MWTipoTermoeléctricaPotencia Instalada245 MWTipoTermoeléctricaPotencia Instalada64 MWTipoHidroeléctricaPotencia Instalada18 MWTipoEólicaPotencia Instalada78 MWTipoTermoeléctricaPotencia Instalada257 MWTipoHidroeléctricaPotencia Instalada377 MWTipoHidroeléctricaPotencia Instalada12 MWTipoHidroeléctricaPotencia Instalada77 MWTipoTermoeléctricaPotencia Instalada478 MWTipoHidroeléctricaPotencia Instalada690 MWTipoHidroeléctricaPotencia Instalada34 MWTipoTermoeléctricaPotencia Instalada24 MWTipoTermoeléctricaPotencia Instalada1.245 MWTipoHidroeléctricaPotencia Instalada89 MWTipoHidroeléctricaPotencia Instalada40 MWTipoHidroeléctricaPotencia Instalada570 MWTipoMini hídricaPotencia Instalada9 MWTipoHidroeléctricaPotencia Instalada106 MWTipoHidroeléctricaPotencia Instalada70 MWTipoHidroeléctricaPotencia Instalada320 MWTipoHidroeléctricaPotencia Instalada136 MWTipoHidroeléctricaPotencia Instalada450 MWVentas de Energía14.445 GWhClientesPérdida de Energía1,6 millones5,5%TransmisiónDistribuciónGeneración2012 Annual Report Description of the electricity business by country

6. Chile

6.1. Electricity generation

Enersis participates in electricity generation
through Endesa Chile and its subsidiaries, the
largest electricity generation company in the
country in terms of installed capacity, in which
Enersis has a direct 60% shareholding.

Endesa Chile and its subsidiaries own and
operate a total of twenty-eight generating
power plants, sixteen of them hydroelectric, ten
thermal and two wind farms, adding up to a total
installed capacity of 5,961 MW, representing
32.7% of Chile’s total capacity.

Electricity generation by the Enersis Group
reached 20,194 GWh in 2012, 55% hydroelectric,
which represented 34% of the total amount
generated by the company in the region. Physical
energy sales in Chile amounted to 21,227 GWh,
equivalent to 32% of the Group´s total sales in
Latin America.

The Central Interconnected System, for the third
consecutive year, was affected by dry hydrology
conditions. Due to these conditions, in early
2011, a preventive rationing decree was adopted,
which was extended until august 28, 2012. This
situation, in addition to the high price of fuels
used for electricity generation and the delay in
the startup of two low production cost coal power
plants, implied high costs of electricity in the
SIC during 2012. This situation began to slightly
change during the second semester of 2012, with
still insufficient hydrology.

Although these events had an impact on the
margin of the Company during 2012, they were
mitigated by the characteristics of the generation
sector, in terms of size, diversity, productive
efficiency and the application of a commercial
policy that has been designed using both
favorable and unfavorable operation scenarios,
including dry hydrology conditions such as the
dry conditions that affected the SIC in 2012,
and the delays in project development within
the electricity sector, both in the electricity
generation and transmission segments.

Other generators in Chile are: AES Gener,
Colbún, EC-L, and Noreen.

6.1.1. Endesa Chile

Endesa Chile supplies electricity to the main
distributors, large non-regulated industrial
companies (mainly in the mining, wood pulp and
steel-making sectors) and to other generators
through the spot market.

With the purpose of maintaining its leadership
position in the industry and a level of
commitment consistent with its commercial
policy, Endesa Chile signed new electricity
supply contracts to boost its customer base
and carried out a series of activities with them
during 2012.

• Contracts were signed with Saesa, Frontel,

Luz Osorno, Coelcha, Copelec, Coopelan,
Crell, Cooprel and Socoepa through tenders
for period from 2012 to December 2014. The
amounts are 308 GWh/year, 704 GWh/year y
924 GWh/year for years 2012, 2013 and 12014
respectively. Also, a contract with customer
ESO La Silla for year 2013, with Emelectric
(for its customer Minera La Florida) and
an extension of the supply contract with
unregulated customer CGE Distribución
(from December 2012 to December 2015).

• Endesa Chile continued its policy to
strengthen its commercial relations
with its customers, carrying out several
activities. Within the framework of its
Overall Customer Service Plan, in July
2012, customers visited the Pangue and
Ralco power plants. Seminars took place in
august for customers in La Serena y Copiapó.
In September, seminars were offered to
customers in Concepción and Valdivia.
-

In the month of November, the “VIII
Seminar with Customers of Endesa Chile
y Filiales”, took place, with a high level of
participation of the representatives of the
companies which electricity is supplied
to. There were presentations regarding
the supply situation, the electricity
highway, and the Hydro meteorological
outlook.

- According to the results of the VIII

Service Quality Survey, the Customer
Satisfaction Index reached 80.4%, rating
the customer base as “Satisfied”. The
areas that received the best evaluation
were commercial staff, communication
channels, and billing process.

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• Endesa Chile and the company CMPC

reached an agreement in the arbitration
process with respect to the application of the
supply contract. The terms of the contract
established that CMPC pay Endesa Chile
a total of US$ 59.9 million in cash, lower
consumption, and contributions to non-
conventional renewable energy (ERNC in its
Spanish acronym).

On the other hand, and aiming to face the
transmission limitations of the SIC, Endesa
Chile, in 2012, signed a contract with Transelec
for the construction “SVS PLUS” in the Diego
de Almagro substation. This initiative was
conceived and driven by Endesa Chile, the
with the purpose of increasing Maitencillo
transmission system capacity - Cardones
220 kV by 80 MVA, without building new
transmission lines. This will allow transmitting
a greater amount of low cost electricity from
the central area of the SIC to the northern area
increasing supply reliability and access to lower
cost electricity to supply our customers. The
companies Guacolda S.A. y AES Gener S.A. also
participate in this project, which is expected to
begin operations during the second semester of
2013.

As of May 1, 2012, the commitment to supply
electricity contracted by SAESA and other
electricity distributors organizations began,
contract assigned through tenders within the

framework of dispositions of Law N°20,018, also
known as the Short Law 2, which introduced
changes to the General Electric Utility Law. The
energy committed is 308 GWh/yr., 704 GWh/
yr. y 924 GWh/yr. for years 2012, 2013 and 2014
respectively.

6.1.2. Pehuenche

Pehuenche, is a generation company connected
to the SIC, and owns 3 reservoir hydroelectric
plants south of Santiago, in the high rainfall
region basin of Rio Maule, with and installed
capacity of 699 MW. Its 570 MW capacity power
plant Pehuenche, began operations in 1991, 89
MW installed capacity power plant Curillinque
began operations in 1993, and Loma Alta, 40 MW
installed capacity power plant, began operations
1997. Endesa Chile own 92.7% of Pehuenche,
and Enersis has a 55.6% economic interest in
Pehuenche.

As of December 2012, net electricity generation
reached 2,625 GWh, while electricity sales were
2,770 GWh

6.1.3. Pangue

It is located in Chile’s Bio Bio Region, 100 km east
of Los Angeles. It´s installed capacity of 467 MW
is hydroelectric, with a reservoir that is fed by the
waters of the Bío-Bío River. Enersis owns a 57.0%
shareholding. As of May 1, 2012, and within the
process of simplifying the corporate structure

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of Endesa Chile, in late February 2012, Pangue
merged with San Isidro and San Isidro was the
surviving company, and therefore Pangue, as a
company, was dissolved.

From January 1, 2012 and April 30, 2012,
Pangue’s generation reached 326 GWh and
physical electricity sales 361 GWh.

6.1.4. San Isidro y San Isidro 2

Operations began in 1998, and it currently has
1,245 MW (San Isidro has 379 MW, San Isidro 2
has 399 MW and Pangue has 467 MW), installed
capacity. San Isidro y San Isidro 2 are located in
Chile’s Valparaiso Region, 8 km from Quillota.
They are combined-cycle plants with dual
technology which enables them to use natural
gas and fuel oil for generation. Enersis has a
60% shareholding. As of September, 2012, net
generation and electricity sales of San Isidro were
2,750 GWh and 2,757 GWh, respectively, partly
reflecting the arrival of Pangue as of May 1, 2012.
Pangue is located in Chile’s Bio Bio Region, 100
km east of Los Angeles. It´s installed capacity of
467 MW is hydroelectric, with a reservoir that is
fed by the waters of the Bío-Bío River. Its first unit
started operations in 1996 and its second unit in
1997. Enersis owns a 57.0% shareholding. As of

May 1, 2012, and within the process of simplifying
the corporate structure of Endesa Chile, in late
February 2012, Pangue merged with San Isidro
and San Isidro was the surviving company, and
therefore Pangue, as a company, was dissolved.

During 2012, net generation of San Isidro, as a
whole, reached 3,529 GWh and electricity sales
reached los 3,537 GWh.

6.1.5. Celta

Its two generation plants are located in Chile’s
Tarapacá Region, 65 km south of Iquique. Its
installed capacity is 182 MW, steam-gas thermal
technology, using coal and oil to generate.
Enersis has a 60% shareholding. As of December
2012, the net generation of Celta was 803 GWh
and electricity sales amounted to 961 GWh.

6.1.6. Canela y Canela II

They are located in the Coquimbo Region, 80
km north of the town of Los Vilos. Installed
capacity is 78 MW and was the first wind farm
on the SIC. Enersis has a 45% shareholding. It
is estimated that the operation of the Canela
wind farm annually substitutes the emission of
approximately 110.9 thousand tons of CO2.

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6.1.7. Bocamina II

The Project Bocamina II, located in the Lo
Rojas area of the Coronel district, province
of Concepción, Bio Bio region, involved the
construction of a 350 MW coal-fired thermal
plant alongside the existing Bocamina plant
using pulverized bituminous coal as fuel. The
power plant connects to the SIC through a link at
the Lagunillas substation that is being developed
by Transelec. Commercial operations began in
October 2012. .

6.2. Proyectos en estudio

6.2.1. Central Hidroeléctrica Los
Cóndores

El proyecto Central Hidroeléctrica Los Cóndores
se emplazará en la Región del Maule, Provincia
de Talca, Comuna de San Clemente. Contempla
la construcción de una central hidroeléctrica
de pasada de aproximadamente 150 MW de
potencia instalada, con un generación media
anual de 560 GWh, que aprovecharía las aguas
del embalse Laguna del Maule, mediante una
aducción de 12 km de longitud. La central se
conectaría al SIC mediante un enlace de doble
circuito en 220 kV entre la Central Los Cóndores
y la S/E Ancoa, con una longitud de 90 km,
aproximadamente.

En mayo de 2012, el proyecto de la línea
de transmisión obtuvo la aprobación de su
Resolución de Calificación Ambiental (RCA).

6.2.2. Central Hidroeléctrica Neltume

The Neltume project will be located in Rivers
Region, Valdivia province, Panguipulli district.
It includes the construction of a pass-through
hydroelectric plant of 490 MW of installed capacity,
with an average annual generation of 1,880 GWh
that would take advantage of electricity potential
of lakes Pirehueico and Neltume. It would be
connected to the SIC through a double circuit 220
kV transmission line, that has been divided in two
portions, from central Neltume and Pullinque.

The project has finished the stage of basic
engineering and currently in the process of
environmental evaluation by the Region´s
Environmental Assessment Service (SEA in its
Spanish acronym). During 2012, complementary
studies were developed to respond to ICSARA
N°3 which will be presented during the first
trimester of 2013.

The transmission line project, Neltume-Pullinque,
is currently in the process of environmental
approval. During 2012, studies were developed
to respond to ICSARA N°2. In June, SEA issued
ICSARA N°3. It responses are being prepared and
are expected to be presented during 2013.

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6.2.3. Central Termoeléctrica Punta
Alcalde

The thermoelectric power plant Punta Alcalde
project will be located in the Atacama region
province and district of Huasco, 13 kms south
of this town. It foresees the construction of a
thermal plant that will use sub-bituminous
coal as its main fuel. It will have two blocks of
370 MW installed capacity each. The power
plant would be connected to the Maitencillo
substation using a 220 kV transmission system,
approximately 40 kms long.

Endesa Chile presented the project to the
Environmental Impact Assessment Service in
2009. During that year and 2011, there was a
change in the rules regarding emission standards
which led to make important changes to the
project. On June 12, 2012, the Environmental
Assessment Commission (CEA in its Spanish
acronym) of the Atacama Region decided to
reject the project. Endesa Chile therefore filed a
Recurso de Reclamación al Comité de Ministros.

On December 3, 2012, the Ministers Committee,
unanimously, decided to revert the decision
adopted by the CEA of the Atacama Region,
environmentally approving the project. The
issuance of the corresponding RCA by the
Ministers Committee is expected in early 2013.

During 2012, the environmental impact
study (EIA in its Spanish acronym) for the
transmission line that will connect the power
plant to the SIC, has continued aiming to go
through the environmental assessment process.

6.2.4. Wind Farm Renaico

The project will be located in the Araucania
Region, Comuna de Renaico. It includes 44, 95
meter tall 2MW wind fired turbines, which all
together will generate 255 GWh/yr. Electricity
will evacuate through two transmission lines: the
main transmission line, a simple circuit line, 27
kms. long in 220kV ending at the Bureo substation
to be built in the Biobio region, and the second
line, in 66kV that will connect to the Renaico-
Angol line.

Basic engineering was completed in 2012 and
two supply contract tenders were launched. The
Environmental Rating Permits (RCAs) for the
wind farm and for the 220 kV transmission lines
were obtained.

6.2.5. Mini hydroelectric project Piruquina

The mini hydroelectric power plant project
Piruquina is located on the island of Chiloe, district
of Dalcahue. It considers two Kaplan turbines
and one Francis turbine that would allow using
the ecological water flow. The power plant has an
installed capacity of 7.9 MW and an estimated
average generation of 33.7 GWh/yr. During 2012,
the project was optimized from a conceptual point
of view, and civil works were simplified.

6.3. Associates projects

6.3.1. HidroAysen

HidroAysen, a company in which Endesa
Chile has 51% of capital and Colbún S.A. the
remaining 49%, is developing the construction
and operation project of five hydroelectric plants
in the Baker and Pascua rivers, in the Region of
Aysén.

The power plants will have a total Installed
capacity of 2,750 MW and a 18,430 GWh average
annual generation capacity, equivalent to 38% of
the consumption of the Central Interconnected
System during 2012, and in 5,910 hectares
reservoir area, equal to 0.05% of the Aysen
Region.

The HidroAysén Project is the most important
hydroelectric initiative that has ever been
proposed in Chile, due to its significant
contribution to the national energy matrix, the
amount of the investment involved, and due to its
exceptional efficiency on a worldwide level.

In accordance to dispositions of Law N°19,300,
the HidroAysen project filed its Environmental
Impact Assessment (EIA) in August, 2008 and
after three years of a complete and thorough
evaluation, it received a favorable RCA in May,
2011.

Since that moment, the project has focused its
efforts on the transmission evaluation that will
allow transporting the electricity generated in
the five power plants to the main consumption
areas, and in strengthening its relationship with
the community of the Aysen Region.

During 2012, the company ended a long judicial
process started by persons opposing to the
projects that intended to paralyze the project

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by means of legal instances. In April 2012, the
Supreme Court of Santiago ruled in favor of
HidroAysen rejecting the allegations presented
by the environmental organizations that had
been previously seen by the Appeals Court of
Coyhaique and then by the similar Court of Puerto
Montt, ruling in favor of the Company. With this
ruling, the highest court in the country endorsed
the environmental approval of HidroAyeén.

One of the important events of the year was the
recommendation presented by Colbun, in May
2012, to suspend the environmental evaluation of
the transmission line. Through a Significant Event
submitted to the Superintendence of Securities
and Insurance (SVS), the company suggested to the
Board of Directors, to postpone the submission of
the transmission line of the HydroAysen project to
Environmental Approval until there is a consensus
on the country’s energy policy.

On July 20, 2012, HidroAysen, through a
public statement, announced that the Board of
Directors requested that top management of
the Company perform a series of evaluations
in order to make a decision regarding Colbun’s
recommendation.

In August 2012, HidroAysen restructured its
top executive level and created a Community
and Communications Department, based In the
Aysen region, with the purpose of strengthening
the relationship between the company and the
community and foster a transparency, and direct
dialog with neighbors.

Since that date, HidroAysen has focused its
efforts in the region, in complying with the
commitments entered into with the community,
respond to their concerns about the project,
demystifying erroneous information introduced
by opponents, and mainly, move forward in
developing a socially viable project.

Within this context, in December 2012,
HidroAysen carried out a “Door to Door”
communication plan in the Coyhaique and
Puerto Aysen districts, allowing to respond to the
questions asked by the community and inform
the neighbor’s regarding the commitments in
terms of benefits for the region.

The work plan allowed visiting 11,131 homes
in Coyhaique and Puerto Aysen, equivalent to
60% of the population of both cities, with the
participation of 60 people, 40 employees of the
company and 20 people from the area, including
young people receiving a grant from the project,
and social organization leaders. Thanks to this
effort, it was possible to realize how interested the
community is in knowing more about the project.
One of the most popular subjects among the
neighbors was the project’s commitment to give
them the cheap energy benefit, aiming towards
reducing the electricity bill of the residents of
Aysen by 50%, when compared to their levels of
tariffs and demand in 2011. It is a commitment
that HidroAysen acquired voluntarily with the
region and that today is an obligation for the
company, and considered in the Environmental
Rating Permit (RCA) of the project.

Also, the main benefits that the project brings
to the development of the region were informed,
such as employment opportunities, benefits in
education and important infrastructure projects
that will remain in the region forever and
contribute to its development and connectivity.

Giving continuity to its community relations
policy, during 2012, HidroAysen remained firm
in its commitment to education in the region,
awarding 45 scholarships to attend technical
education for people from Coyhaique and the
Capitán Prat Province, benefitting, over the past
five years, nearly 197 students.

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6.4. Electricity distribution

Enersis participates in electricity distribution in
Chile through its subsidiary Chilectra in which
it directly holds 99.1% of the share capital. The
market share of our subsidiaries in Chile, in
terms of physical sales, was approximately 20%.

According to Chile’s tariff regulations governing
the activities of electricity distributors, the
service area of Chilectra is defined as one of
high density and includes all the residential,
commercial, industrial, state customers and
those that pay tolls, among others. The Santiago
Metropolitan Region is the most densely-
populated area in Chile and has the country´s
highest concentration of business activities,
industrial parks and commercial facilities.

Other electricity distribution companies that
participate in the Chilean electricity system
are: Empresa Eléctrica de Arica, Chilquinta
Energía, CGE Distribución, Sociedad Austral de
Electricidad, Empresa Eléctrica de la Frontera
and Luz Andes Limitada, among others.

6.4.1. Chilectra

Chilectra is the largest electricity distribution
company in Chile in terms of energy sales. It
covers 33 districts of the Metropolitan Region
and its concession zone covers a 2,118 sq.km,

area including that of its subsidiaries, Empresa
Eléctrica Colina Ltda. and Luz Andes Ltda.

The company provided electricity to 1,658,637
customers, 1.3% more than in 2011. Of the total,
89.7% corresponds to residential customers,
7.7% commercial, 0.7% industrial and 2.0% other
customers. Also during 2012, Chilectra sold 14,445
GWh to its end user customers, which represented
a 5.6% increase when compared to 2011.

During the year, Chilectra´s energy losses were
5.4%, one of the lowest in Latin America.

Distribution tariffs are set every four years, bases
on the cost studies performed by specialized
consulting firms. The National Energy
Commission (CNE in its Spanish acronym)
establishes typical distribution areas and
selects a reference company, for each typical
distribution area, based on which the consultants
must design an efficient model company.

The latest tariff setting process took place in
2008.

Although Chilectra is currently waiting for the
outcome of the Tariff Revision Process for years
2012 thru 2016, no matter when the decree
is published, the new tariffs will be applied
retroactively as of November 2012.

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Central Termozipa

Central Cartagena

Central La Tinta

Central Paraíso

Central Limonar

Central Tequendama

Cali

Codensa (Consolidada)

Barranquilla

Medellín

Bogotá

Neiva

Central San Antonio

Central La Junca

Central Charquito

Central La Guaca

Central Betania

Central El Guavio

136 Enersis 2012 Annual Report

TipoTermoeléctricaPotencia Instalada236 MWTipoTermoeléctricaPotencia Instalada208 MWTipoHidroeléctricaPotencia Instalada20 MWTipoHidroeléctricaPotencia Instalada277 MWTipoHidroeléctricaPotencia Instalada18 MWTipoHidroeléctricaPotencia Instalada20 MWTipoHidroeléctricaPotencia Instalada20 MWTipoHidroeléctricaPotencia Instalada20 MWTipoHidroeléctricaPotencia Instalada20 MWTipoHidroeléctricaPotencia Instalada325 MWTipoHidroeléctricaPotencia Instalada541 MWTipoHidroeléctricaPotencia Instalada1.213 MWVentas de Energía13.364 GWhClientesPérdida de Energía2,7 millones7,3%TransmisiónDistribuciónGeneración2012 Annual Report Description of the electricity business by country

7. Colombia

7.1. Electricity generation

Enersis participates in electricity generation
in Colombia through Endesa Chile and its
subsidiary Emgesa, in which it indirectly
controls 16.1% of ownership.

This company has an installed capacity that
represented in 2012, 20.2% of the country’s total
generating capacity.

The electricity generation of the Enersis Group
in Colombia reached 22.2% of the total generated
in that market. Its physical energy sales
represented 19% of the total sold.

Other generators connected to the Colombian
electricity system are Empresa Pública de
Medellín, Isagen, Corelca, EPSA and Chivor.

7.1.1. Emgesa

On September 1, 2007 the Colombian companies
Emgesa S.A. E.S.P. and Central Hidroeléctrica
de Betania S.A. E.S.P. merged by the latter’s
absorption by the former, which then changed its
name to Emgesa S.A. E.S.P.

It is the largest electricity generating company
in Colombia, located close to the city of Bogotá.
It has eleven plants with a total capacity of
2,914 MW, among which is included the 1,213
MW El Guavio plant, the largest hydroelectric
plant in Colombia. Of the eleven plants, nine are
hydroelectric and two thermal.

Net generation reached 13,294 GWh, 10.0% more
than the electricity generated the previous year.
Total sales were 16,304 GWh, an 8% increase
when compared to the figure for 2011.

7.2. Projects under construction

7.2.1. Central Hidroeléctrica El Quimbo

The Project El Quimbo will be located in the
department of Huila, in southeast Colombia and
will mainly use the water form river Magdalena.
It considers the construction of a hydroelectric
reservoir power plant with 400 MW of installed
capacity, and with average annual generation of
approximately 2,216 GWh.

In Colombia, after completing the process
of Allocation of Firm Energy requirements
for projects that come into operation from
December 2014 to November 2019, the ministry
of Mining and Energy awarded Emgesa´s project
Hidroeléctrica El Quimbo, and allocated an
energy supply commitment of up to 1,650 GWh/yr.
It is a 20 year contract beginning December 2014.

On February 24, 2011, the first stone ceremony
of the project took place, and on May 27,
the ministry of Environment, Housing
and Territorial Development (MAVDT In
its Spanish acronym) approved, through
Resolution 0971, changes to the environmental
license, authorizing Emgesa to build and use
new material sources and the warehouse. On
September 30, 2011, the consortium Impregilo
OHL, civil works contractor, was able to meet
both teams working underground, Ventana 1 y
Ventana 2, at the vault level. On November 18,
2011 the complementary vulnerability study
was submitted to the ministry of Environment,
Housing and Territorial Development (MAVDT
In its Spanish acronym), according to Resolution
0025. On the other hand, the event of diverting
the Magdalena River took place during the first
trimester of 2012.

During 2012, the development of the main
contracts of the hydroelectric project El Quimbo
continued, highlighting the completion, in
February, of the construction of the tunnel, the
completion, in March, of the construction of the
exit of the tunnel (in order to finish changing
the course of the river in October), and the
completion, in early November, of the ataguia.
Regarding the works on the dam, it is important
to note the progress of the contract “Design,
production, supply, installation and startup of
electromechanical equipment.” The production
of the main equipment began in April, finishing
the pre-distributor of unit 1 in August, and its
transportation to the location began in late
November, from Pasacaballos, Cartagena port, to
the location of the power plant, going up the river
(Magdalena River).

In line with the Emgesa’s commitment to
comply with all obligations derived from
the environmental license of the project,
the company continued progressing in the
development of the Social Environmental

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Management Plan, such as advancing in the
relocation program, developing four individual
settlements (which added to those in 2011,
reach a total of eight families, families that have
participated in the Agricultural Production
Plan in order to restore their economic activity),
compensating 118 families that owned or had
land of up to 5 hectares in size, the psycho-social
support to the families residing in the direct
area of influence of the project and having six
different round tables with national, regional,
local authorities and community representatives
in which relevant aspects of the project were
presented and community concerns were
resolved.

de despacho central filo de agua, like Salto II,
Laguneta and Dario Valencia, respectively.

For Emgesa, this will imply increasing its installed
capacity by 144.8 MW and Increasing expected
average electricity generation 482 GWh. The
power plants will begin operations using their
original names Salto II (going from 19.4 MW to 35
MW); Laguneta (going from 18 MW to 36 MW)
and Dario Valencia (going from 38.8 MW to 150
MW). The project lasts 24 months.

The cubo del rotor of unit 5 of power plant La
Tinta was made, in Mitsubishi workshops in
Japan. This will be one of the three units of Dario
Valencia included in the project

As part of the job restitution program of
the El Quimbo project, and focused on the
population identified as non-resident, worth
highlighting is the graduation event of more
than 900 people beneficiaries of the School
for Sustainable Development (these people
received Seed Capital and participated in a 6
month training program).

7.2.2. Salaco Project

This project represents the major maintenance
programs and the modernization of minor
plants San Antonio, Limonar and La Tinta-La
Junca so that they begin to operate as centrales

7.3. Electricity distribution

Enersis participates in electricity distribution
through its subsidiary Codensa, in which it
directly and indirectly holds 21.7% of the share
capital.

The market share of our subsidiary in Colombia,
in terms of physical sales, was approximately
16%. In Colombia, there are 31 other distributors
participating in the electricity system, such as:
EEPP Medellín, Electrificadora del Pacifico and
Electrificadora del Caribe.

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7.3.1. Codensa

Distributes and sells electricity in Bogotá
and in 103 districts of the departments of
Cundinamarca, Boyacá and Tolima, comprising
an area of 14,087 sq. km.

Since 2001, Codensa has concentrated on providing
services to regulated customers, although it also
services some industrial, commercial, and public
lighting municipally customers. It provided
electricity services to 2,616,909 customers, 2.8%
more than the previous year. Of this total, 88.5%
are residential, 16.2% commercial, 6.8% industrial
and 42.8% other customers.

Energy sales reached 13,364 GWh representing
an increase of 3.9% compared to 2011. These
were distributed as follows: 34.2% to residential
customers, 16.2% commercial, 6.8% industrial
and 42.8% to other sectors.

In terms of energy losses, the index showed
a significant reduction from 8.1% to 7.5%. In
terms of energy losses, the index decreased
from 8.5% to 8.1%. Loss management has been
focused on the incorporation of new technologies
and techniques for identifying losses and
also on strengthening the customer/company
relationship based on technical knowledge and
the transparency of our actions.

As part of the tariff-revision process carried out
every five years, CREG Resolution 093 of August
2008 published the rate of return that applies to
the remuneration for the electricity distribution
business, which was fixed as 13.0% for sub-
transmission assets and 13.9% for medium and
low voltage transmission assets. In October 2009,
the CREG issued its Resolution Nº100 setting the
distribution charges of Codensa for the period
2009-2013. This resolution defined a reduction in
the distribution value added (VAD) of 4.2%.

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Chiclayo

Trujillo

Lima

Edelnor

Cuzco

Arequipa

Central Moyopampa

Central Callahuanca

Central Huinco

Central Matucana

Central Huampani

Central Santa Rosa

Central Ventanilla

Central Yanango

Central Chimay

140 Enersis 2012 Annual Report

TipoHidroeléctricaPotencia Instalada66 MWTipoHidroeléctricaPotencia Instalada80 MWTipoHidroeléctricaPotencia Instalada247 MWTipoHidroeléctricaPotencia Instalada129 MWTipoHidroeléctricaPotencia Instalada30 MWTipoTermoeléctricaPotencia Instalada426 MWTipoTermoeléctricaPotencia Instalada485 MWTipoHidroeléctricaPotencia Instalada43 MWTipoHidroeléctricaPotencia Instalada151 MWVentas de Energía6.863 GWhClientesPérdida de Energía1,2 millones8,2%TransmisiónDistribuciónGeneración2012 Annual Report Description of the electricity business by country

8. Peru

8.1. Electricity generation

Enersis participates in electricity generation in
Peru through Endesa Chile and its subsidiary
Edegel, in which it directly and indirectly
controls 37.5% of ownership.

Edegel has an installed capacity of 1,657 MW,
figure which represented 23.3% of Peru´s 7,097
MW total installed capacity. The electricity
generation of the Enersis Group was 23.4% of the
total generated in the country.

En Peru, other generators connected to the
electricity system are: Electroperú and Enersur
and Kalipa Generacion

8.1.1. Edegel

This company is located in the surroundings of
the city of Lima. It has seven hydroelectric plants
and two thermal plants with a total capacity
of 1,658 MW. The thermal plants use natural
gas as the main fuel to generate and diesel as
alternative fuel.

The net generation of Edegel was 8,740 GWh,
4.5% less than in 2011, and its physical sales
reached 9,587 GWh, increasing 1.5% when
compared to the previous year.

8.2. Projects being evaluated

8.2.1. Central Hidroeléctrica Curibamba

This power plant is to be located upstream
above the Chimay hydroelectric power plant,
department of Junin, and using the waters of the
rivers Comas and Uchubamba.

It is a pass-through power plant project with an
effective capacity of 188 MW, with an 86m3/s
design flow that would generate 1,010 GWh/yr.,
and a transmission line reaching the Pachachaca,
a simple circuit, 134 kms long, 220 kV line.

During 2012, the basic engineering of the
power plant was completed and presented to
the electricity system operator (COES) and the
bidding process of the civil works and equipment
began. The basic designs of more than 80% of the
transmission line route has been completed.

In October 2012, the Environmental Impact
Assessment (EIA in its Spanish acronym) of
the power plant was approved. The EIA of the
transmission line has been submitted.

8.3. Electricity distribution

Enersis participates in electricity distribution
through its subsidiary Edelnor in which it, directly
and indirectly, controls 57.5% of ownership.

Enersis 2012 Annual Report 141

2012 Annual Report Description of the electricity business by country

The market share of our subsidiary in Peru, in
terms of physical sales, was approximately 19%.

In Peru, other distributors that participate in the
electricity system are: Luz del Sur, Electro Sur,
Electrocentro, ENOSA, Hidrandina and ENSA.

Physical energy sales in 2012 were 6,863 GWh,
representing a 4.4% increase compared to 2011.
The increase in sales is explained by the higher
consumption of the residential and commercial
sectors.

8.3.1. Edelnor

The concession zone granted to Edelnor covers
a total area of 1,517 km2 (1) which mainly the
northern area of Lima and Callao.

Edelnor is the electricity public-utility
concession-holding company for the northern
part of the Lima metropolitan area and the
province of Callao, plus the provinces of Huaura,
Huaral, Barranca and Oyón. It serves 52 districts
exclusively and shares 5 additional districts with
the southern zone distribution company. In the
metropolitan area, Edelnor’s concession consists
mainly of the industrial part of Lima and some
populous districts of the city.

Edelnor provided electricity services to 1,203,061
customers, a 5.2% increase compared to 2011. Of
these, 94.4% are residential, 3.4% commercial,
0.1% industrial and 2.1% other customers.

In terms of the Energy losses index, at December
2012, it was 8.2%, maintaining the level of the
previous year.

In terms of the distribution tariff setting process,
through Resolution Nº 137-2011-OS/CD (27-7-2011)
the Osinergmin set the new generation prices and
Resolution Nº 138-2011-OS/CD (27-7-2011) adjusted
the restatement factors of the fee for Additional
Generation and the Compensation Toll which is
added to the Secondary Transmission System Toll.

Also, through Resolution Osinergmin Nº 140-
2011-OS/CD (27-07-2011), an adjustment to
the extra charge factor of the electric social
compensation fund (FOSE in its Spanish
acronym) was adopted.

The total variation of tariffs to final customers
applied represented a price increase of
approximately 2% when compared to July 2011
prices.

142 Enersis 2012 Annual Report

2012 Annual Report Description of the electricity business by country

Enersis 2012 Annual Report 143

Memoria Anual 2012 Resultados del ejercicio

144 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

other businesses

p. 146
Manso de Velasco

p. 146
ICT

Enersis 2012 Annual Report 145

2012 Annual Report Other businesses

1. Manso de Velasco

Manso de Velasco focuses its business on the
development of important real-estate projects
and mainly on managing the real estate assets
of the Enersis Group in South America, in
everything related the purchase, sale and
development of real-estate assets.

Its main project, ENEA, is the real estate
development of a property, originally 1,041
hectares, strategically located in the west side
of Santiago, Pudahuel district, adjacent to the
International Airport Arturo Merino Benitez.
The project is being developed to sell large lots
for industrial, commercial, residential projects,
services, educational complexes and others.

The connectivity of the project improves every
year with the construction of new roads and
related infrastructure, streets, side streets,
and freeway entrances and exits. This new
infrastructure has allowed ENEA to continue
improving its already excellent connectivity with
the most active areas of the city, adding value to
this Business Park.

Industrial and Business Park Phases II, III
and West are currently being developed and
commercialized. During 2012, the activities
focused on increasing the developed area of
Phases II and West have continued In order to
allow selling new lots. The project’s infrastructure
Is complete, having added on new equipment and
green areas this year which offer better service
conditions to the area and its users.

Included in the ENEA project is the company
Aguas Santiago Poniente S.A., a utility which
provides sanitation services to this real-estate
development. As a result of the new residential
and industrial constructions in ENEA, the

company has had to expand its capacity in order
to service more than 3,477 and residential and
industrial customers and treat 100% of the
project’s wastewater.

Within the real estate business, Manso de
Velasco, also manages 24,030 m2 in buildings,
office buildings, with are mostly rentals to related
companies and third parties.

Total consolidated revenues of Inmobiliaria Manso
de Velasco, for 2012, reached $17,039 million.

2. ICT

ICT Servicios Informáticos Limitada is an
Information and telecommunications consulting
Service Company offering services in Chile and
South America, in which Enersis holds, directly
and indirectly, 100% of ownership.

During 2012, ICT has focused on stabilizing the
operations of the information systems that have
migrated to Global Datacenters and specially on
advancing with the projects defined within the
Systems and Telecommunications Master Plan.
Simultaneously, ICT has developed, along with
its global suppliers, a plan to improve its services
to customers. Additionally, several important
local and regional projects included in the
Information System Master Plan have kicked off.

In terms of technical systems the focus in
2012 has been Modernizing the Control and
Acquisition of Data platform for the SCADA
System used by generators and distributors in
Chile, and Colombia; work has been performed
in the Transformation of the Generation Systems
into Data Processing Centers, contributing to the
stability of generation systems. A system that,
in addition to satisfying business needs, allows

146 Enersis 2012 Annual Report

2012 Annual Report Other businesses

support the commercial processes of the Enersis
Group companies, on a continuous basis,
incorporating cutting edge technology. Among
the projects implemented, those that stand out
are, the Large Customer Management project
in Emgesa; the remote metering solutions in
distribution companies in Chile, in Peru and
Brazil; the BI-Data Mining solutions for losses and
late payments in Brazil; Codensa’s In Situ Billing
system; and the inicial stage of the modernization
of the collecting platform project in Chilectra.
Also, during 2012, attention was placed on the
definition of a Field Work solution, a project that
will help improve the work process of filed jobs,
offering greater functional capabilities to the
companies and reducing maintenance costs of
this type of solutions in the midterm; and also,
the implementation of a Commercial Website,
supported by the latest technological architecture
which guarantees having a common and
tranferable solution for the region.

Considering the Groups permanent concern
regarding systems, applications, and
information database security, during 2012,
the “Implantation of IPS for the SCADA System
Project” was developed and for Corporate
Systems, the installation and support of IPS
equipment in Enersis’ Corporate Network
and the SCADA network. This project allows
incorporating security. This project allows
incorporating safety devices, for access
protection, intrusion prevention and proactive
blockage, when the security of control systems
and customer networks within our platform are
threatened, contributing with advanced control
and security levels, with state of the art devices,
and therefore protecting both users, as well as,
internal and external attacking systems.

standardizing processes was implemented, such
as, the Security SIVI/SAVO system that allows
monitoring power plant variables, detecting
faults and control the activities performed
to correct such faults, forming part of the
Maintenance Management of Power Plant
Systems (GEMA in its Spanish acronym). In this
same direction, the deployment and addition
of Power Plants to generation CMD: this year
power plant Bocamina II in Chile and Termozipa
in Colombia were added, which has allowed
expanding the monitoring centers in the region.

Regarding Energy Management, regional
projects intended to obtain global corporate
technical system solutions began, implementing
the Document Management project in Peru,
Colombia, Chile and Argentina. Also, as part of
the current corporate platform and architecture,
the ALLEGRO System, to manage fuel contracts
in Argentina, Colombia y Peru was implemented.
In terms of market management, the regional
platform that will hold all data obtained from
regulating authorities, internal Information on
the company, and business processes that will
model this information, was established.

With respect to the Financial Accounting
Systems, and In line with the optimization of
the administrative processes fostered by global
initiatives, a digitalization of receipts has been
adopted, offering greater quality and security
in the process of receiving, controlling and
paying supplier bills. Also, the purchase platform
was updated to use SRM of SAP. With this
implantation, the purchase process had become
an End to End tool, integrating the supplier into
purchase management.

With respect to Commercial Systems, 2012 has
been a year concentrated on the implementation
of important strategic projects designed to

Enersis 2012 Annual Report 147

Memoria Anual 2012 Resultados del ejercicio

148 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

diagram of shareholdings

p. 150
Direct and Indirect
economic shareholdings

p. 152
Perimeter of Enersis´
shareholding

p. 154
Perimeter of Endesa
Chile´s shareholding

Enersis 2012 Annual Report 149

2012 Annual Report Diagram of shareholdings

1. Direct and Indirect economic shareholdings

Business

Ownership

Gx
Gx
Dx
Tx
Tx
Tx
Ox

41.85%
39.21%
65.39%
54.30%
54.30%
26.99%
29.99%

Business

Ownership

Gx
Gx
Gx
Gx
Gx
Gx
Gx
Dx
Tx
Ox
Ox
Ox
Ox
Ox
Ox
Ox

59.98%
59.98%
59.98%
55.57%
44.98%
30.59%
29.99%
99.09%
28.67%
29.99% (*)
59.98%
29.99%
29.99%
25.49%
19.99%
12.00%

Business

Gx, Dx, Tx
Gx
Gx
Dx
Dx
Tx

Ownership

54.30%
54.30%
54.09%
70.22%
35.25%
54.30%

Business

Ownership

Gx
Dx

16.12%
21.73%

Business

Ownership

Gx
Dx

37.46%
57.54%

Argentina

Costanera
El Chocón
Edesur
CTM
TESA
CEMSA
Gasoducto Atacama Argentina

Chile

Endesa Chile
Celta
Endesa ECO
Pehuenche
Canela
HidroAysén
GasAtacama
Chilectra
Transquillota
Ingendesa
Túnel el Melón
GasAtacama Chile
Gasoducto Tal Tal
Electrogas
GNL Chile
GNL Quintero

Brazil

Endesa Brasil
Fortaleza
Cachoeira Dourada
Ampla
Coelce
CIEN

Colombia

Emgesa
Codensa

Peru

Edegel
Edelnor

Notes
Gx: Generation
Dx: Distribution
Tx: Transmission / Commercialization
Ox: Gas pipelines, others
(*) Considered Enersis Group operational companies

150 Enersis 2012 Annual Report

2012 Annual Report Diagram of shareholdings

Enersis 2012 Annual Report 151

2012 Annual Report Diagram of shareholdings

2. Perimeter of Enersis´ shareholding

99,99997%

99%

Inmobiliaria
Manso de Velasco Ltda.

ICT Servicios
Informaticos Ltda.

0,00003%

0,012666%

99,0778566%

59,98%

57,50%

Soc. Agrícola
de Cameros Ltda.

25,82%

Aguas Santiago
Poniente S.A.

53,06%

55,00%

Const. y Proyectos
Los Maitenes S.A.

99,998243%

Chilectra
Inversud S.A.

0,001757%

99,90%

Luz Andes S.A.

0,10%

0,0002%

99,9998%

Empresa Eléctrica
de Colina S.A.

12,47%

9,35%

Codensa S.A.

48,997%

Deca S.A.

82,34%

EEC S.A.

Inversora

Codensa S.A.S.

4,90%

Sociedad Portuaria

Central Cartagena S.A.

100%

27,1941%

23,4184%

16,0248%

20,8477%

0,8875%

Distrilec

Inversora S.A.

56,3577%

50,00%

Sacme S.A.

Edesur S.A.

40,0%

EGP Modelo I Eólica

40,0%

EGP Modelo II Eólica

Edelnor S.A.

24,00%

Inversiones

Distrilima S.A.

35,0186%

51,684%

30,1544%

4,657017%

22,060295%

Endesa Brasil S.A.

(Holdco)

4,347304%

0,01%

Endesa Brasil

99.99% 99,95%

Comercio e Serviços S.A.

Eólica Fazenda Nova

Geraçao e Comercializaçao

de Energia S.A.

13,679789%

10,344606%

21,022414%

Ampla

46,886283%

46,886%

Investimentos S.A.

Ampla

Energia S.A.

10,344606%

21,022%

36,430633%

63,569367%

2,273448%

100%

99,605880%

Investluz S.A.

Coelce S.A.

CIEN S.A.

C.G.T

Fortaleza S.A.

Cachoeira Dourada S.A.

Argentina

Brasil

Chile

Colombia

Perú

56,594007%

152 Enersis 2012 Annual Report

2012 Annual Report Diagram of shareholdings

99,99997%

99%

Inmobiliaria

Manso de Velasco Ltda.

ICT Servicios

Informaticos Ltda.

0,00003%

0,012666%

99,0778566%

59,98%

57,50%

Soc. Agrícola

de Cameros Ltda.

25,82%

Aguas Santiago

Poniente S.A.

53,06%

55,00%

Const. y Proyectos

Los Maitenes S.A.

99,998243%

Chilectra

Inversud S.A.

99,90%

0,10%

Luz Andes S.A.

0,001757%

0,0002%

99,9998%

Empresa Eléctrica

de Colina S.A.

12,47%

9,35%

Codensa S.A.

48,997%

Deca S.A.

82,34%

EEC S.A.

Inversora
Codensa S.A.S.

4,90%

Sociedad Portuaria
Central Cartagena S.A.

100%

27,1941%

23,4184%

16,0248%

20,8477%

0,8875%

Distrilec
Inversora S.A.

56,3577%

Edesur S.A.

40,0%

EGP Modelo I Eólica

50,00%

Sacme S.A.

40,0%

EGP Modelo II Eólica

Edelnor S.A.

24,00%

51,684%

Inversiones
Distrilima S.A.

35,0186%

30,1544%

4,657017%

22,060295%

Endesa Brasil S.A.
(Holdco)

4,347304%

0,01%

Endesa Brasil
Comercio e Serviços S.A.

99.99% 99,95%

Eólica Fazenda Nova
Geraçao e Comercializaçao
de Energia S.A.

13,679789%

10,344606%

21,022414%

Ampla
Investimentos S.A.

46,886283%

46,886%

Ampla
Energia S.A.

10,344606%

21,022%

36,430633%

63,569367%

2,273448%

100%

99,605880%

Investluz S.A.

Coelce S.A.

CIEN S.A.

C.G.T
Fortaleza S.A.

Cachoeira Dourada S.A.

Argentina

Brasil

Chile

Colombia

Perú

56,594007%

Enersis 2012 Annual Report 153

2012 Annual Report Diagram of shareholdings

3. Perimeter of Endesa Chile´s
shareholding

59,98%

41,9411%

Hidroinvest S.A.

54,1535%

59,00%

2,4803%

Hidroeléctrica
El Chocón S.A.

6,1938%

Endesa
Argentina S.A.

99,657366%

0,342634%

Southern Cone Power
Argentina S.A.

98%

2,0%

5,5%

15,35%

Termoeléctrica
Manuel Belgrano S.A.

5,5055%

51,932539%

Endesa
Costanera S.A.

12,3325533%

15,35%

Termoeléctrica
José de San Martín S.A.

5,5055%

Distrilec S.A.

0,887466%

33,2%

Central Vuelta de
Obligado S.A.

1,3%

Endesa Cemsa S.A.

45,00%

1,00%

Ingendesa do
Brasil Ltda.

99,00%

Chinango S.A.C.

60,99845%

80,00%

36,268461%

26,873987%

Generandes
Perú S.A.

4,184465%

Endesa Brasil S.A.
(Holdco)

Emgesa S.A.

29,3974%

54,19961%

Edegel S.A.

46,886283%

Ampla
Investimentos

36,430633%

Ampla S.A.

46,886283%

63,569367%

Investluz S.A.

56,594007%

CIEN S.A.

100,00%

2,273448%

Coelce S.A.

100%

Emgesa Panamá S.A.

94,95%

Sociedad Portuaria
Central Cartagena S.A.

4,90%

Inversora
Codensa S.A.

0,0000018%

99,999982%

Transportadora
de Energía
del Mercosur S.A.
(Tesa)

99,99%

Cía. de Transmisión
del Mercosur S.A.
(CTM)

100%

C.G.T
Fortaleza S.A.

99,605880%

Cachoeira Dourada S.A.

99,99%

0,01%

99,95%

EN - Brasil Comercio
e Servicios S.A.

Eólica Fazenda Nova
Geraçao e Comercializaçao
de Energia S.A.

40%

EGP Modelo I Eólica

EGP Modelo II Eólica

154 Enersis 2012 Annual Report

50,00%

Inversiones

Gas Atacama

Holding Ltda.

99,90%

Atacama Finance Co.

0,1%

Progas S.A.

0,05%

0,03%

Gas Atacama

Chile S.A.

99,90%

42,71%

0,1226%

Gasoducto Atacama

Argentina S.A.

57,23%

99,9%

99,877%

Gasoducto

Taltal S.A.

100%

Energex Co.

100%

Gasoducto Atacama

Argentina S.A.

Sucursal Argentina

99,9911%

Túnel el Melón S.A.

99,925749%

0,00886%

0,074069%

Endesa Eco S.A.

99,997706%

0,001147%

Gas Atacama S.A.

95,5981120%

Compañía Eléctrica

San Isidro S.A.

0,0121084%

99,942802%

Compañia Eléctrica

Tarapacá S.A.

0,057198%

50,99995%

Centrales

Hidroeléctricas

de Aysén S.A.

0,00005%

92,65%

Pehuenche S.A.

33,33%

GNL Chile S.A.

20%

GNL Quintero S.A.

42,50%

Electrogas S.A.

Consorcio

50,00%

Ara-Ingendesa Ltda.

Central Eólica

Canela S.A.

75%

50,00%

Transquillota Ltda.

0,51%

99%

Aysén

Transmisión S.A.

99%

Aysén

Energia S.A.

0,51%

Argentina

Brasil

Chile

Colombia

Perú

Islas Caymán

59,98%

2012 Annual Report Diagram of shareholdings

41,9411%

54,1535%

Hidroinvest S.A.

59,00%

2,4803%

Hidroeléctrica

El Chocón S.A.

6,1938%

15,35%

Termoeléctrica

Manuel Belgrano S.A.

5,5055%

Endesa

Argentina S.A.

99,657366%

0,342634%

Southern Cone Power

Argentina S.A.

98%

2,0%

5,5%

Endesa

Costanera S.A.

51,932539%

12,3325533%

15,35%

Termoeléctrica

5,5055%

José de San Martín S.A.

Distrilec S.A.

0,887466%

33,2%

Central Vuelta de

Obligado S.A.

1,3%

Endesa Cemsa S.A.

45,00%

1,00%

Ingendesa do

Brasil Ltda.

99,00%

29,3974%

54,19961%

Generandes

Perú S.A.

Edegel S.A.

Chinango S.A.C.

60,99845%

80,00%

36,268461%

26,873987%

4,184465%

Endesa Brasil S.A.

(Holdco)

Emgesa S.A.

46,886283%

Ampla

Investimentos

100%

Emgesa Panamá S.A.

Ampla S.A.

46,886283%

63,569367%

Investluz S.A.

CIEN S.A.

100,00%

2,273448%

Coelce S.A.

36,430633%

56,594007%

94,95%

Sociedad Portuaria

Central Cartagena S.A.

4,90%

Inversora

Codensa S.A.

0,0000018%

99,999982%

Transportadora

de Energía

del Mercosur S.A.

(Tesa)

99,99%

Cía. de Transmisión

del Mercosur S.A.

(CTM)

100%

C.G.T

Fortaleza S.A.

99,605880%

Cachoeira Dourada S.A.

99,99%

0,01%

99,95%

EN - Brasil Comercio

e Servicios S.A.

Eólica Fazenda Nova

Geraçao e Comercializaçao

de Energia S.A.

40%

EGP Modelo I Eólica

EGP Modelo II Eólica

99,9911%

Túnel el Melón S.A.

99,925749%

0,00886%

0,074069%

Endesa Eco S.A.

50,00%

Inversiones
Gas Atacama
Holding Ltda.

99,90%

Atacama Finance Co.

0,1%

Progas S.A.

0,05%

0,03%

Gas Atacama
Chile S.A.

99,90%

42,71%

0,1226%

Gasoducto Atacama
Argentina S.A.

57,23%

99,9%

99,877%

Gasoducto
Taltal S.A.

100%

Energex Co.

100%

Gasoducto Atacama
Argentina S.A.
Sucursal Argentina

99,997706%

0,001147%

Gas Atacama S.A.

95,5981120%

Compañía Eléctrica
San Isidro S.A.

0,0121084%

99,942802%

Compañia Eléctrica
Tarapacá S.A.

0,057198%

50,99995%

Centrales
Hidroeléctricas
de Aysén S.A.

0,00005%

Consorcio
Ara-Ingendesa Ltda.

50,00%

Central Eólica
Canela S.A.

75%

50,00%

Transquillota Ltda.

0,51%

Aysén
Transmisión S.A.

99%

Aysén
Energia S.A.

0,51%

92,65%

Pehuenche S.A.

33,33%

GNL Chile S.A.

20%

GNL Quintero S.A.

42,50%

Electrogas S.A.

Argentina

Brasil

Chile

Colombia

Perú

Islas Caymán

Enersis 2012 Annual Report 155

Memoria Anual 2012 Resultados del ejercicio

156 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

significant events of the entity

Enersis 2012 Annual Report 157

2012 Annual Report Significant events of the entity

1. Enersis

By means of Essential Fact submitted on January
31, 2012, Enersis S.A. informs that Enersis
S.A. has recorded a provision to assets of its
subsidiaries Empresa Distribuidora Sur S.A.,
and Central Costanera S.A., whose impact on the
results of Enersis S.A. amounted to MM$106,750.

The above has been included in the Consolidated
Financial Statements as of December 31, 2011,
approved by the Board of Directors in the
meeting held today. If such adjustments has not
been recorded, the results of Enersis S.A. would
have been similar to those for year 2010.

On February 2, 2012, the Company informs that
the information contained in Essential Fact sent
on January 31, 2012, disclosing the provisions
to assets of subsidiaries Empresa Distribuidora
Sur S.A. (Edesur) and Endesa Costanera S.A.
(Central Costanera), recorded and that impacted
the results of Enersis S.A. in MM$106,750, is being
complemented.

With this respect, it is worth mentioning that
such amount responds to the effect on Enersis of
the following:

•

A provision for losses recorded as an
impairment account related to Property, Plant
and Equipment of Edesur totaling $ 69,607
million, net of non-controlling shareholdings
(see note 15 d) vii) of the Consolidated
Financial Statements as of December 31, 2011).

• The reversal of tax credits on taxes paid out

by Edesur and Endesa Costanera for $ 17,220
million and $ 7,723 million, respectively, net
of non-controlling shareholdings.

• Finally, a provision for losses recorded as an
impairment account was made on existing
goodwill balances in Edesur and Endesa
Costanera, amounting to $ 8,931 million and
$ 3,269 million, respectively, net of non-
controlling shareholdings (see note 14 of the
Consolidated Financial Statements as of
December 31, 2011).

In the case of Edesur, the measures above are
attributable to the uncertainties generated by the
delays in the recognition of tariff adjustments via
the semi-annual Cost Monitoring System (MMC, in
its Spanish acronym) and the implementation of an
Integral Tariff Review (RTI, in its Spanish acronym).

With respect to Endesa Costanera, the situation
is attributable to the difficulties in obtaining
adjustments to revenue sufficient to cover real
generation costs, working capital deficits, due to
difficulties in the collection of the system operator’s
sales, all of which factors have an impact on the
company’s short-term financial stability.

On February 29, 2012, the Board of Directors of
Enersis S.A., unanimously agreed to propose to
the Enersis Ordinary Shareholders Meeting, to
maintain the same dividend payout ratio paid for
the previous period; namely, 50% of the Company’s
distributable net income. For this period, such
percentage is equivalent to $ 5.7497 per share, from
which the interim dividend of Ch$ 1.46560 per share
paid in January 2012 must be deducted. Therefore,
the amount to be distributed as a final dividend to
shareholders would be Ch$ 4.2841 per share.

This will represent a distribution of $ 139,880,862
thousand of the results at December 31, 2011.

This modifies the current dividend policy which
determined the distribution of a 55% dividend payout
of the distributable net income of the Company.

In the Ordinary Shareholders’ Meeting of Enersis
S.A. held on April 26, 2012, the shareholders agreed
to distribute a minimum mandatory dividend
(partially paid by Provisional Dividend No. 84) and
an additional dividend, for a total of $ 5.74970. Given
that the above mentioned Provisional Dividend No.
84 was already paid, we will distribute and pay the
remaining amount of the Definitive Dividend No. 85,
for $ 4.28410 per share.

On July 13, 2012, Enersis informs that through
ENRE Resolution N° 183/2012, dated July 12th 2012,
from the Argentine electric regulatory entity, Mr.
Luis Miguel Barletta was designated as supervisor
of our Argentine subsidiary, Empresa Distribuidora
Sur S.A. (Edesur). This designation does not replace

158 Enersis 2012 Annual Report

2012 Annual Report Significant events of the entity

the company’s current management, nor does it
represent a type of joint management.

In its meeting held today, July 25, 2012, Enersis
S.A.’s Board of Directors agreed to summon
an Extraordinary Shareholders Meeting to be
held on September 13, 2012 at 10:30 a.m., at The
Marriott Hotel, Av. Kennedy N° 5741, Las Condes,
Santiago, Chile with the purpose to address the
following issues:

1.- Increase capital for the amount, equivalent in
Chilean pesos, of US$ 8,020 million or In the
amount determined by the Extraordinary
Shareholders Meeting, through the issuance
of a certain number of common shares to
be determined by the Meeting, to be paid
in cash and/or in kind. The shares to be
issued will be nominative, all of the same
special issuance, without any preference, and
without a nominal value.

2.- Approve each and every contribution in kind

subject to being capitalized, as well as their
respective estimated appraisals carried
out by the independent expert appraiser,
Mr. Eduardo Walker Hitschfeld, whose
report will be made available today to the
shareholders on the company’s web site at
www.enersis.cl. The report estimates the
total value of the contribution in kind in US$
4,862 million.

3. - Agree on a value or price of issuance for the
shares which will correspond to the capital
increase that is agreed upon or delegate the
determination of such value upon the Board
of Directors.

4.- Modify the company’s bylaws in accordance to
the agreements adopted in connection with the
capital increase and authorize the Company’s
Management to submit a consolidated and
updated version of the bylaws.

5.- Adopt all necessary agreements that may be
needed and convenient for the full execution
of the respective decisions adopted at the
Meeting including, but not limited to, the
determination, timing, and procedure for

the issuance of shares corresponding to
the capital increase, the registration of
such shares in the Registry of Securities,
the period for issuance, subscription and
payment of the shares; the establishment of
the procedure for the issuance of any follow
on shares left over after a preemptive rights’
issuance; or the full empowerment of the
Board of Directors for each of these items,
or for the adoption of any other agreement
that may be needed to supplement or grant
compliance to whatever may be resolved
at the Meeting, or to satisfy any legal,
regulatory, or administrative requirement
of the Superintendence of Securities and
Insurance, the Chilean Tax Authority or, in
general, any other publicly competent entity,
and delegating powers for such purposes
on the Chief Executive Officer, the Deputy
Chief Executive Officer and the Company’s
Counsel so that any of them, acting on an
individual manner, may carry out all the
actions and legal steps that may be required
or convenient to fully bring about what has
been hereby described.

6. - Information on all agreements relating to

related party operations referred to in Title
XII of Law 18,046 and any others that may
have been subsequent to those informed
in the last Extraordinary Shareholders
Meeting, if any

Shareholders may obtain a copy of all the
documentation that explains and backs the items
submitted for the resolution of the ESM at the
company’s headquarters, located in Santa Rosa 76,
15 th Floor, Santiago, Chile, fifteen days prior to
the Meeting. The complete information will also
be made available on the Company’s web site.

The company takes note of the administrative
interpretation and will evaluate, within the
Board of Directors, what should be done, as
a result of this new situation. Esta empresa
toma nota de la interpretación administrativa
y evaluará, en el seno de su directorio, lo que
corresponda, fruto de este nuevo antecedente.

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2012 Annual Report Significant events of the entity

Notwithstanding the above, it is important to
reaffirm Enersis S. A and its Board of Directors
have the conviction that they have acted in
good faith, strictly according to the applicable
legislation, highlighting that they had been
particularly careful to search for the advice with
due anticipation, consulting with, and obtaining
from, prestigious local legal firms legal reports
that, categorically confirmed that they were
proceeding correctly.

The Board of Directors of Enersis S.A., in its
Extraordinary Session held on August 9, 2012, has
decided the following

1. Notwithstanding its opposition with the legal
arguments contained in Ordinary Official
Letter 18,684 issued by the Superintendence
of Securities and Insurance on August 3,
2012, the Board declared its intention to
continue with the capital increase process
which had been proposed by the controlling
shareholder, supplementing such process
with procedures that may be deemed
appropriate for the purpose of compliance
with the dispositions contained in Title XVI
of the Corporations’ Act.

2. As a consequence, the Board decided to

postpone the summons to an Extraordinary
Shareholders’ Meeting which had been
planned for September 13, 2012, until such
date as may be determined opportunely.

3. Finally, the Board decided to summon a

session for August 22, 2012, with the purpose
of adopting the decisions that may be deemed
appropriate in compliance with these
referenced procedures.

The Board of Directors of Enersis S.A. (the
“Company”) in its Ordinary Meeting held August

31, 2012, has decided the following regarding the
capital increase in place (the operation):

1. - Inform that the since Directors Pablo

Yrarrázaval Valdés (Chairman), Andrea
Brentan (Vice chairman), Rafael Miranda
Robredo, Hernán Somerville Senn, Leónidas
Vial Echeverría and Eugenio Tironi Barrios,
had been elected with the votes of the
controlling shareholder of the Company had
declared having interests in the operation
in terms of Article 147 of the Corporations
Law, considering the dispositions of the
Memorandum N° 21,001, issued August 29m
2012 by the SVS.

2. - Inform that the Chief Executive Officer,

Mr. Ignacio Antoñanzas Alvear, for having
a position in Endesa Latinoamérica, S.A.,
controlling shareholder of the Company,
has declared that he also has interests in
the operation in terms of Article 147 of the
Corporations Law. Therefore, the Board
defined the parameters required for the
Chief Executive Officer to be able to act with
respect to the operation.

3. - Inform that the Board has agreed to continue
with the referred operation and that in order
to do so has begun the process of seeking an
independent consultant for purposes of the
provisions in article 147 of the Corporations
Law, regardless of what is to be resolved by
the Directors Committee.

4. - Inform that the Board is aware of the letter

received by the controlling shareholder of the
Company by means of which it confirms its
interest In continuing the capital increase
process proposed and requests calling, when

160 Enersis 2012 Annual Report

appropriate, a shareholder meeting, taking
into consideration the dispositions of Title
XVI of the Corporations Law and in such
terms and with the anticipation necessary for
all Enersis S.A. shareholders, including ADR
holders, to participate in such Meeting.

The Board of Directors of Enersis S.A., in its
extraordinary meeting held September 5, 2012,
has decided to contract IM Trust, as independent
appraiser of the capital increase, due to its high
technical and professional competence and its
renowned prestige on these matters as well as its
independence, in compliance with Title XVI of the
Corporations Law (LSA).

We also inform that the Directors Committee
is searching for an independent appraiser in
compliance with article 147 of the LSA.

The Directors Committee of Enersis S.A. in its
extraordinary meeting held September 7, 2012,
decided to engage Claro y Asociados Ltda. as
independent appraiser in connection with the
capital increase, based on the firm’s independence,
absence of conflicts of interest, and technical and
professional competence. The above in compliance
with the formalities established by Title XVI of the
Corporations Law (LSA)

On September 20, 2012, the controlling
shareholder, Endesa S.A. (Spain) has disclosed,
as a Significant Event the attached presentation,
in Spanish and in English. A copy of such
presentations are also available on the Endesa, S.A.
website (www.endesa.es) and will soon be available
on Enersis S.A. website (www.enersis.cl).

On October 24, 2012 the Company informed
that the Enersis Directors’ Committee officially
received in its extraordinary session officially
received the report from Claro y Asociados,

2012 Annual Report Significant events of the entity

independent appraisers designated by the
aforementioned committee on September 7
th in relation to the Enersis’ proposed capital
increase operation.

The Company also informs that Enersis’ Board
of Directors, at its extraordinary meeting
formally received the report from IM Trust,
independent appraisers designated by the Board
on September 5 th in relation to the capital
increase operation in progress.

In accordance with legal requirements, these
reports refer to the conditions of the in progress
capital increase operation, to its effects and
potential impact on Enersis, and to additional
issues subject to evaluation which have been
expressly raised by the Board of Directors, the
Directors’ Committee, and by its members.

As of this date, copies of these reports will be at the
shareholders’ disposal at Enersis’ headquarters,
and on the company’s website at www.enersis.cl.

These reports are added to the report of Mr.
Eduardo Walker H., which is already in the above-
mentioned website.

On October 30, 2012, the Company informs
that at its extraordinary meeting which began
yesterday, and ended early this morning, the
Enersis Directors’ Committee officially issued
its report in connection with the capital increase
operation of Enersis S.A. in progress, and in
compliance with the norms set forth in article 50
bis of the Corporations Law.

As of this date, copies of this report is at the
shareholders’ disposal at Enersis’ headquarters,
located in Santa Rosa 76, 15 th Floor, Santiago,
Chile (Investor Relations and Risk Department),
and on the company’s website at www.enersis.cl.

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2012 Annual Report Significant events of the entity

On October 31, 2012 the company informs that
Enersis’ Directors have officially delivered, within
the deadline prescribed by the Corporations
Law, their individual opinions for the purposes of
provisions in numbers 5 and 6 of article 147 of the
Corporations Law, in connection with the capital
increase operation in progress.

As of this date, a copy of the above mentioned
opinions will be at the shareholders’ disposal at
the company’s headquarters, located in Santa Rosa
76, 15 th Floor, Santiago, (Investor Relations and
Risk Department), and on the company’s website at
www.enersis.cl

On October 31, 2012 the company informs that
Enersis S.A has received a letter from Endesa
S.A. (Endesa Spain or Endesa) dated October
30, 2012, presenting a conditionality proposal
regarding the Enersis’ capital increase ongoing
process. The letter is attached to this form.

Through this letter, Endesa formally requests
to Enersis’ Extraordinary Shareholder Meeting,
which will address to the capital increase, that the
subscription and payment of the issued shares as a
result of the operation be subject to a conditional
clause consisting in that those minority
shareholders subscribe and pay, either in one or
more preemptive rights’ subscription periods
a minimum number of shares that would allow
Endesa to subscribe at least its right to shares
without exceeding the aforementioned legal and
by-law 65% threshold of shares issued with voting
rights. If the total number of shares subscribed
and paid implies that Endesa exceeds such limit,
the condition shall automatically be deemed not
satisfied and the subscription contracts of shares
would have no legal effect, returning the amounts
delivered for the shares to the subscribers.

The Board of Directors of Enersis stated during
its session held October 31, 2012, that Endesa’s
proposal contributes to the best interest of Enersis
and that a future board meeting, will adopt the
measures deemed appropriate to protect such

best interests of Enersis and of those who would
participate in the aforementioned capital increase.

On November 6, 2012, the company informs that
at its meeting held today, the Enersis Board of
Directors agreed to summon an Extraordinary
Shareholders Meeting in order to give an
announcement about the capital increase in
progress, in the same terms that was proposed
by our parent company Endesa, S.A. (“Endesa
España”) as a single operation. In such meeting,
shareholders would be informed about other
subjects not related to the capital increase.
Such Extraordinary Shareholders Meeting will
be held on December 20, 2012, at 12:30 p.m.
(Santiago time), in the “Las Américas” room of the
Intercontinental Hotel, located in Vitacura Avenue
2885, Las Condes, Santiago.

The issues that will be submitted to the knowledge
and decision of the ESM are the following, which
may be discussed in the order determined by the
Extraordinary Shareholders Meeting, therefore the
agreements to be adopted will be duly consistent:

1.- Approve, in accordance with the terms of Title

XVI of Law 18,046 of the Chilean Companies
Act (“LSA”, in its Spanish acronym), the
related parties transaction, which consists
of the capital increase described in the
following points of this notification, taking
into consideration the information that
for this effect is available to shareholders
at the Company’s headquarters and on the
Company’s website: www.enersis.cl.

2.- Increase the issued capital by an amount in

Chilean Pesos, the legal currency of Chile,
which will not be lower than US$ 5,915
million nor higher than US$ 6,555 million at
an exchange rate of Ch$ 482.29 per US Dollar,
or by the amount that the Extraordinary
Shareholder Meeting determines. This
capital increase will be accomplished via the
issuance of the number of shares that will
be determined for this effect. All the shares

162 Enersis 2012 Annual Report

2012 Annual Report Significant events of the entity

that will be issued will be nominative and
ordinary from a single special series without
preference and without nominal value, to
be called Series B. This Series B will have
exactly the same rights as the shares already
issued, with the only one exception of their
exchange rights. Series B will be created with
the single purpose of differentiating these
new shares from those already issued, since
all of the latter are governed by the Exchange
Convention agreed to on September 24,
2008 between Enersis S.A. (the “Company”),
Citibank N.A. and the Chilean Central Bank.

3.- Approve those non-monetary contributions
that may be capitalized and their respective
contribution values, submitting to discussion
for the effects of articles 15 and 67 No. 6 of
the LSA the estimations included in the
independent appraisal reports issued by
Mr. Eduardo Walker Hitschfeld,, by IM
Trust and by Claro y Asociados. These
reports are available to shareholders on the
Company’s website: www.enersis.cl and at
the Company’s headquarters. Therefore, the
shares that are issued as part of the capital
increase will be paid in cash and with the
contribution of ownership of all the equity
interests of Cono Sur Participaciones S.L., a
company that will group together the shares
detailed in the aforementioned reports.

4.- Agree on a subscription’s price of the shares
that are issued or establish a formula and,
in the latter case, delegate the final decision
about such price, to the Board of Directors,
as long as the subscription starts within the
180 days following the date of the Meeting, in
accordance with article 23 of the Corporations
Rule. Bearing in mind the resulting
subscription’s price, the Board of Directors
must offer the quantity of shares corresponding
to the number of shares that is strictly
necessary so that, in relation to such price, the
amount of the capital increase is obtained.

Information will be made available about the
treatment that will be given to the issuing and
subscription cost of the shares issued, as well as
the amount of the shares issued.

5.- Establish that the first Instance of the share
subscription offer must be made within the
preemptive subscription period established
in article 25 of the LSA, and the remaining
shares not subscribed within that period must
be offered in a remaining subscription period,
at values not lower, nor in more advantageous
conditions, than those offered in the
preemptive subscription period. Additionally,
agree on the deadlines within which the
shares must be issued, subscribed and paid.

6.- Approve that all the share subscription

contracts are subject to the fulfillment of a
conditional clause whereby the interested
parties should subscribe and pay, whether
during the preemptive subscription period
or during the remaining subscription period,
at least a quantity of shares that makes it
possible for the parent company Endesa
España to subscribe and pay for the total
amount of shares that corresponds to it
in accordance with the pro-rata, without
exceeding the legal and by-laws threshold
of 65% of the outstanding issued shares
with voting rights. In the event that the
total amount of shares subscribed and paid
implied that Endesa España exceeded this
threshold, the clause would be understood
automatically failed and all the share
subscription contracts would not produce
any legal effect and would be returned to the
subscribers their amounts.

7.- Approve the use of proceeds arising from the

capital increase.

8.- Amend articles fifth permanent and second
transitional of the Company’s by-laws
according to the agreements adopted in the
present Shareholders Meeting on the capital

Enersis 2012 Annual Report 163

2012 Annual Report Significant events of the entity

increase and to authorize the Company’s
management to provide a consolidated and
updated text of by-laws.

9.- Agree on those other aspects of the

described capital increase operation that
the Shareholders Meeting deem the case to
approve, being accessories or functional to
the aforementioned operation.

10.- Adopt all necessary agreements conducive
and convenient for the development and
implementation of the respective decisions
adopted by the Meeting, including, but not
limited to determine the form, time and
method of subscription of shares for the
capital increase; registration of the issue of
shares in the Securities Registry; term issue,
subscription and payment of shares; establish
the procedure for the subscription of the
remaining shares that are not subscribed
within the preemptive subscription period;
or broadly empower the Board of Directors
to all these effects, as well as to enable it to
take any agreements required to complete
or comply with decisions reached by the
Meeting, or to meet any legal, regulatory or
administrative provision or requirement
of the Superintendence of Securities and
Insurance, the Securities and Exchange
Commission of the United States of America,
Internal Revenue Service, or in general, any
other public authority, authorizing to the
CEO, the Deputy CEO and Attorney of the
Company to any one individual acting they
make all the measures, proceedings and legal
acts which are necessary or convenient to
carry out the aforementioned.

11.- Ratify the Third Private Rating Agency Designated

by the Board of Directors of the Company.

12. The following information not related to the

capital increase:

12.1.- Request from Public Company

Accounting Oversight Board (PCAOB)
Of the United States of America to the
external auditors of the Company Ernst
& Young.

12.2.-Agreements on operations with related
parties governed by Title XVI of the
LSA, adopted after the last Ordinary
Shareholders’ Meeting and other Board’s
agreements that must be reported.

None of the aforementioned propositions prevent
the ESM, in its full powers, from accepting,
rejecting, modifying them or from agreeing to
something different, as the case may be.

The shareholders are informed that the Board
of Directors has agreed that the qualification
of Powers of Attorney will take place on
December 17, 18 and 19, 2012 at the Company’s
headquarters, located at Santa Rosa 76,
Downtown Santiago, from 9:30 to 12:30 and from
15:30 to 18:00 (Santiago time), and on the same
day as the ESM, between 11:30 and 12:30, at the
same place as the meeting will be held. The day
of the ESM, the Powers of Attorney will only be
received until 12:30 p.m., when the reception of
these will be closed; therefore, only Powers of
Attorney received before that time will qualify.

The shareholders may obtain a complete copy
of the documents that explain and detail the
matters that are submitted for the information
and decisions of the ESM at the Company’s
headquarters, located at Santa Rosa 76, 15 th
Floor (Investments and Risk Department),
Santiago, Chile, fifteen days before the meeting is
held, as well as at the Company’s website.

On November 6, 2012, the Company informs
that the Board of Directors of Enersis S.A. agreed
on several matters of interest to shareholders
with respect to the capital increase operation
proposed by the controlling shareholder
Endesa, S.A. (“Endesa España”).

First of all, the Board gave Its opinion in terms
of the use of proceeds, indicating that funds
obtained by the Company, If the capital increase
operation in progress was consummated, would
be mainly used for the following: purchase
shareholdings in companies that Enersis S.A.
already consolidates, and acquisitions in the
region and in activities in which Enersis S.A.
currently operates, that contribute to the

164 Enersis 2012 Annual Report

2012 Annual Report Significant events of the entity

best interest of the Company because they
add value and allow taking advantage of
market opportunities. The above mentioned,
notwithstanding that the Board must approve
each and every one of the analyzed operations,
which must be evaluated individually,
specifically and with detail according to the
administration powers assigned to the Board.

Also, the Company’s Board of Directors approved
Endesa Spain’ s contribution in kind of its
shareholdings described by the independent
reports issued by the experts Eduardo Walker
Hitschfeld and the evaluators IM Trust and
Claro y Asociados and stated that the value of
such contribution in kind should fall within a
range not lower than US$ 3,586 million and not
higher than US$ 3,974 million or in the amount
equivalent in pesos, legal currency, that finally is
determined by the Extraordinary Shareholders
Meeting. The Board of Directors officially noted
that with this approval, the dispositions of article
14 Bis of the by-laws were being fulfilled, and
that, by no means, could this be considered an
opinion within the terms of Title XVI of the
Corporations Law 18,046, and therefore has no
relation with what finally will be resolved by
Extraordinary Shareholders Meeting that will
express its opinion with respect to the capital
increase in compliance with the dispositions
of such Title and articles 15 and 67 of the
Corporations Law. The Board noted that such
value range was approved by six of the seven
members of such corporate body, complying with
the special quorum established by article 14 Bis,
which requires the approval of at least two thirds
of the Board of Directors, and, considering that
the arguments to support such decision were
contained in the respective individual opinions
that each of the concurring Directors issues with
respect to this operation and that are available
to the Company shareholders in the respective
Website and at the main office.

Additionally, with respect to the Significant
Event dated October 31, 2012, regarding the
capital increase in progress, the Board of
Enersis S.A. has proceeded to analyze the

different measures to safeguard the Company’s
equity, and of those that subscribe the capital
increase, which will be duly published and
brought to the knowledge of the market and the
shareholders.

Finally, the Board agreed to request that Endesa
España give its opinion with respect to the
following matters, regarding the capital Increase
in progress: (i) offer certain representations
warranties with respect to Piura, Yacylec and
Central Dock-Sud; (ii) Commitment In terms
of Enersis S.A. being the only investment
vehicle of the Enel Group in South America,
with the exception of the activities currently
being developed through Enel Green Power and
those that may developed in the future by the
latter In the renewable energy field; and (iii)
the commitment to protect Enersis, regarding
tax contingencies derived from the structure
of the and (iv) maintain the commitment to
not promote an extraordinary distribution
of dividends as a consequence of the capital
increase in progress.

On November 8, the Company informs that it
has received additional information from the
controlling Shareholder, Endesa S.A. regarding its
position with respect to certain specific aspects of
the referred Capital Increase proposed.

On November 9, the Company informs that
the controlling Shareholder, Endesa S.A. has
begun an investor road show in connection
with the proposed Enersis S.A. capital increase.
Attached you will find a copy of the presentation,
in English and Spanish, disclosed as part of
such road show. Copies of these presentations
are also available on Endesa, S.A.’s web page
(www.endesa.es) and will be soon available on
Enersis S.A.’s web page (www.enersis.cl)

On November 12, the Company informs that
the controlling Shareholder, Endesa S.A. has
submitted a Significant Event to the National
Securities Market Commission of Spain,
attaching an enlarged presentation for its
investor road show in connection with the
proposed capital increase in Enersis. Attached to

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2012 Annual Report Significant events of the entity

this letter is a copy of this presentation in English
and Spanish. Copies of these presentations
are also available on Endesa, S.A.’s web page
(www.endesa.es) and will be soon available on
Enersis S.A.’s web page (www.enersis.cl)

On November 12, 2012 the Company informs that
on November 21, 2012 the Company received a
communication from pension fund administration
companies AFP Habitat S.A., AFP Planvital S.A.,
AFP Provida S.A., AFP Capital S.A., AFP Cuprum
S.A. and AFP Modelo S.A., all of them shareholders
of Enersis S.A. altogether representing 13.63%
of the Company’s voting shares. Through this
communication, (which is enclosed to this letter),
the above-mentioned shareholders request the
summoning of an additional Extraordinary
Shareholders’ Meeting of Enersis S.A. to be held
before the Extraordinary Shareholders’ Meeting
already summoned by the Board of Directors for
December 20, 2012 at 12: 30 hours.

Likewise, the Company informed that given
the request submitted by the above-indicated
shareholders, and in accordance with the
provisions of article 58 N°3 of Corporations
Law 18,046, the Enersis Board of Directors in an
extraordinary meeting held this afternoon, agreed
to summon to an Extraordinary Shareholders’
Meeting “to be duly apprised about the reasons
of the Board of Directors and of each one of
its members, with regard to the decision of
summoning to an Extraordinary Shareholders’
Meeting to approve a capital increase payable in
kind and in cash, as proposed by the controlling
shareholder Endesa S.A. (Spain) and, in particular,
to inform the following:

a) which will be the proposal of the Board of
Directors or of each of its members with
respect to the exchange ratio between the
Enersis’ new shares representing the capital
increase and the package of assets to be
contributed by the controlling shareholder,
as well as the reasons that would justify the
convenience of such proposals, both for the
Company and for all its shareholders, as well
as the manner in which such proposals would

allow compliance with the provisions of
article 30 of Law No 18,046;

b) the reasons for which Board Members have
had to propose a floor or minimum value
of the assets with which the controlling
shareholder intends to contribute to the
capital increase;

c) the reasons of the Board of Directors and its
members that would justify the convenience
of materializing a capital increase that
would exceed the amount of assets that the
controlling shareholder intends to contribute
to the Company; and,

d) to inform and explain the provisions of the
ADR Deposit Agreement on the use of non-
voting ADRs and the manner in which to
exercise the votes of the referred ADR holders

Such Extraordinary Shareholders’ Meeting will
be held on December 14, 2012 at 12:30 p.m. at the
Enersis Group’ Stadium located in Carlos Medina
Street No 858, Independencia, Santiago.

On November 29, 2012 the Company informs
that the Board of Directors of Enersis S.A., in a
meeting held yesterday, has unanimously agreed
to distribute on January 25, 2013, an interim
dividend of Ch$1.21538 per share attributable to
the fiscal period of 2012, corresponding to 15%
of liquid net income as of September 30, 2012, in
accordance with the Company’s dividend policy.

On December 7, 2012 the Company informs that
it has received a copy of the press release issued
by Endesa, S.A., relating to the capital increase of
Enersis S.A.

On December 13, 2012 the Company informs
that the Board of Directors of the Company
has decided to propose to the Extraordinary
Shareholders’ Meeting summoned to make a
decision on the ongoing capital increase of Enersis
S.A, to be held on December 20, of the present
year, a range for the subscription price of new
shares from Ch$ 160 to Ch$ 187 per share.

In addition, the Board, by the unanimity of its
members, agreed to declare that the capital

166 Enersis 2012 Annual Report

2012 Annual Report Significant events of the entity

Shareholders´ Meeting was held which decided
upon the capital increase of Enersis S.A. In such
Meeting, a very large majority, almost 86% of
all shareholders present with voting rights,
equivalent to 81.94% of the total shares with
voting rights of the Company, approved the capital
increase with the following characteristics:

1) Maximum amount of the capital increase:
Ch$ 2,844,397,889,381, divided into
16,441,606,297 ordinary nominative payment
shares of the same series, with no preemptive
rights and no par value.

2) Value of non-cash contributions to be
capitalized: The total equity of Cono
Sur, Company that will concentrate the
shares that are identified in the reports
that have been made available to the
shareholders and that would be contributed
by Endesa to Enersis S.A., will amount to
Ch$ 1,724,400,000,034 corresponding to
9,967,630,058 shares of Enersis S.A. at a
price of Ch$ 173 per share. This represents
a reference value of US$ 3,634,754,015.5 at
an observed exchange rate of Ch$ 474.42 per
dollar of the United States of America as of
December 20, 2012.

Placement share price: A fixed price of
Ch$173 for every payment share to be issued
as a result of the capital increase.

Shareholders approved the terms of the capital
increase described above, as a related party
transaction within market conditions and in the best
interest of the Company, thus complying with the
requirements of Article 147 of Law 18,046.

Additionally, the commitments of the controlling
shareholder, which had been previously reported
through significant event dated November 8, were
voted, ratified and approved.

increase amount, the value of the assets and
the maximum number of shares to be issued
contained in the press releases published on
December 7 by Endesa, S.A. and five Pension Fund
Administration companies: AFP Capital S.A.,
AFP Cuprum S.A., AFP Habitat S.A., AFP Plan
Vital S.A. and AFP Provida S.A., are within the
parameters referred to in the reports issued by
the independent evaluators and by the Company’s
Directors’ Committee. The Board of Directors
considers that the terms contained in the above
mentioned press releases are consistent with the
approaches made to date by the Board and the
Directors’ Committee.

Finally, attached herewith is a copy of Enersis
S.A.’s Board of Directors response to Official
Letter No. 28,292 dated December 3, 2012,
issued by the Superintendence of Securities and
Insurance, regarding the enquiries made by the
AFPs and the SVS itself.

On December 18, 2012, the Company informs
that the Directors’ Committee has reviewed and
by unanimity of its members, has referred to
the Board of Directors without observations the
subscription contract of shares to be held between
Enersis S.A. and its controller, Endesa, S.A., for its
distribution to the shareholders. The contract will
be submitted for approval at the Extraordinary
Shareholders’ Meeting which shall decide upon
the capital increase of Enersis S.A., to be held on
December 20 this year. The draft of such contract,
without its descriptive exhibits, will be available
for shareholders consideration in the Investments
and Risks Department of Enersis S.A., located
at Santa Rosa 76, floor 15, Santiago, and in the
company’s website: www.enersis.cl.

In addition, the Company informs as a significant
event that the Citibank Depositary has notified
that it will not grant the Chairman of the Board
the discretionary vote of those ADR holders that
have not expressed their intention to voted.

On December 18, 2012, the Company informs
that on December 20, 2012 the Extraordinary

Enersis 2012 Annual Report 167

Memoria Anual 2012 Resultados del ejercicio

168 Enersis 2012 Annual Report

Memoria Anual 2012 Resultados del ejercicio

identification of subsidiaries and associate companies

Enersis 2012 Annual Report 169

Víctor M. Jarpa Riveros
Andrés Salas Estrades
Luis F. Edwards Mery
José M. Guzmán Nieto
Fernando Gardeweg Ried (National Finance
Officer-Enersis)

Carlos Ewandro Naegele Moreira
Claudio Rivera Moya
Déborah Meirelles Rosa Brasil
Aurélio Ricardo Bustilho Oliveira
Teobaldo Jose Cavalcante Leal

2012 Annual Report Identification of subsidiaries and associate companies

AGRÍCOLA DE CAMEROS

Name
Sociedad Agrícola
de Cameros Limitada

Type of entity
Limited partnership

Tax ID
77,047,280-6

Address
Camino Polpaico a Til-Til, S/N Til-Til

Telephone number
(56 2) 2378 4700

Subscribed and paid capital (Th$)
5,738,046

Corporate purpose
The exploitation of agricultural land

Core business
Real estate and agriculture

Main executive
Hugo Ayala Espinoza
CEO

Enersis stake
(direct and indirect)
57.50% - Unchanged

AGUAS SANTIAGO PONIENTE

Name
Aguas Santiago Poniente S.A.

Type of entity
Private company, subject to the regulations for
publicly-held companies

TAX ID
96,773,290-7

Main executives
Jorge Carnevali Flores
CEO

Enersis stake
(direct and indirect)
55.00% - Unchanged

AMPLA ENERGÍA

Name
Ampla Energia e Serviços S.A.

Type of entity
Publicly held Limited Liability Company

Address
Praça Leoni Ramos, N° 01 – São Domingos,
Niteroi, Río de Janeiro, Brasil

Telephone number
(55 21) 2613 7000

Subscribed and paid capital (Th$)
233,242,237

Corporate purpose
Study, plan, project, build and explore electricity
production, transmission, transformation,
distribution and sale systems, and provide
related ser vices that have been or may be
conceded; carry out research in the energy
sector, participate in regional , national or
international organizations dedicated to the
planning, operation, technical Exchange and
business development related to the electricity
industry and participate as a shareholder in other
companies in the energy sector, even within the
framework of Brazil´s privatization program.

Address
Américo Vespucio 100, Pudahuel, Santiago, Chile

Core business
Distribution of electricity

Telephone number
(56 2) 2601 0601

Subscribed and paid capital (Th$)
6,601,121

Corporate purpose
Exclusively to establish, construct and exploit
public utilities for water production a nd
distribution; sewage collection, treatment
and disposal, and other functions expressly
a u t h or i z e d b y L a w 3 8 2 o f 1 9 8 8 a n d i t s
amendments.

Core business
Water and related services.

Board of Directors

Board of Directors
Mario Fernando de Melo Santos (Chairman)
Antonio Basilio Pires e Albuquerque (Vice
Chairman)
Nelson Ribas Visconti
Luciano Galasso Samaria
Elizabeth Codeço de Almeida Lopes
José Távora Batista
José Alves de Mello Franco
Cristián Fierro Montes

Deputy Director
Otacilio de Souza Junior

Main executives
Marcelo Llévenes Rebolledo
Chief Executive Officer
José Alves de Mello Franco
Bruno Golebiovsky

170 Enersis 2012 Annual Report

Enersis stake
(direct and indirect)
70.22% unchanged

Proportion of Enersis assets
1.81%

AMPLA INVESTIMENTOS

Name
Ampla Investimentos e Serviços S.A.

Type of entity
Publicly held Limited Liability Company

Address
Praça Leoni Ramos, N° 01 – parte, Niterói, Río
de Janeiro, Brasil

Telephone number
(55 21) 2613 7071

Corporate purpose
Study, plan, project, construct and explore
e l e c t r i c i t y p r o d u c t i o n , t r a n s m i s s i o n ,
transformation, distribution and sale systems,
and provide related services that have been or
may be conceded; provide services of any kind
to concessionaires, permits or authorizations
of electricity services and their customers and
participate as shareholder in other energy sector
companies.

Core business
Investments

Board of Directors
Mario Fernando de Melo Santos
Antonio Basilio Pires e Albuquerque
Cristián Eduardo Fierro Montes
Nelson Ribas Visconti
Luciano Galasso Samaria
José Alves Mello Franco
José Távora Batista
Marcelo Llévenes Rebolledo
Michelle Rodrigues Nogueira

Main Executives
Marcelo Llévenes Rebolledo
Chief Executive Officer
Teobaldo Jose Cavalcante Leal
José Alves de Mello Franco

Subscribed and paid capital (Th$)
27,827,555

Enersis stake
(direct and indirect)
70.22% unchanged

Proportion of Enersis assets
0.17%

2012 Annual Report Identification of subsidiaries and associate companies

ARA – INGENDESA

Name
Consorcio Ara - Ingendesa Ltda.

Type of entity
Limited partnership

TAX ID
77,625,850-4

Address
Santa Rosa 76, Santiago, Chile

Telephone number
(562) 2630 9000

Corporate purpose
Engineering services supply, including the
projection, planning and implementation of
engineering studies and projects, advice and
consultancy, assistance and technical supply
and management information, inspection and
development of projects and works. Also, for
itself or others, all types of projects, set up the
site, start up, all establishments, industrial or
not, commercializing for it or others, the goods
and services produced.

through loans or bonds or other instruments
issuance, and cash loans to other companies,
particularly those related to the Atacama project.

Core business
Investments

Board of Directors
Horacio Reyser
Ingrid Morales
Gonzalo Alende
Vacant

Enersis stake
(direct and indirect)
29.99%- unchanged

AYSÉN TRANSMISIÓN

Name
Aysén Transmisión S.A.

Type of entity
Private company recorded at the Securities
Registry of the SVS

TAX ID
76,041,891-9

Core business
Engineering services

Address
Miraflores 383, Of. 1302, Santiago, Chile

Subscribed and paid capital (Th$)
500

Telephone number
(562) 713 5000

Attorneys-in-fact
Alejandro Santolaya de Pablo
Juan Benabarre Benaiges

Alternate Attorneys-in-fact
Daniel Barría
Cristián Araneda Valdivieso
Fernando Armijo Scotti
Nelson Hernández Pérez

Enersis stake
(direct and indirect)
29.99%- unchanged

ATACAMA FINANCE

Name
Atacama Finance Co.

Type of entity
Exempt company

Address
Caledonian House P.O. Box 265 G, George Town,
Grand Cayman, Cayman Islands

Telephone number
(562) 2630 9000

Subscribed and paid capital (Th$)
3,016,360

Corporate purpose
Money borrowing in the financial market

Subscribed and paid capital (Th$)
22,368

Corporate purpose
Develop, and alternatively or additionally
manage, the electricity transmission systems
required by the hydroelectric generation project
that Hidroaysén is planning to build in the 11th
Region of Aysén, del general Carlos Ibáñez del
Campo. In order to do so, the following activities
are Included in its corporate purpose: a) the
design, development, construction, operation,
ownership, maintenance and exploitation of
electricity transmission systems, b) electricity
transportation, and c) procurement of services
related to Its corporate purpose

Core business
Electricity transmission

Board of Directors
Joaquín Galindo Vélez (Chairman)
Juan Benabarre Benaiges
Bernardo Larraín Matte
Luis Felipe Gazitúa Achondo
Ramiro Alfonsín Balza (Regional Planning and
Control Officer)
Juan Eduardo Vásquez

Alternate board members
Carlos Martín Vergara
Sebastián Fernández Cox
Claudio Iglesis Guillard
Eduardo Lauer Rodríguez
Cristián Morales Jaureguiberry

Main executives
José Andrés Taboada
Chief Executive Officer

Enersis stake
(direct and indirect)
30.59% - unchanged.

AYSÉN TRANSMISIÓN

Name
Aysén Transmisión S.A.

Type of entity
Private company recorded at the Securities
Registry of the SVS

TAX ID
76,041,891-9

Address
Miraflores 383, Of. 1302, Santiago, Chile

Telephone number
(562) 713 5000

Subscribed and paid capital (Th$)
22,368

Core business
Electricity transmission

Alternate board members
Carlos Martín Vergara
Sebastián Fernández Cox
Claudio Iglesis Guillard
Eduardo Lauer Rodríguez
Cristián Morales Jaureguiberry

Main executives
José Andrés Taboada
Chief Executive Officer

Enersis stake
(direct and indirect)
30.59% - unchanged.

Enersis 2012 Annual Report 171

2012 Annual Report Identification of subsidiaries and associate companies

AYSÉN ENERGÍA

CACHOEIRA DOURADA

Name
Aysén Energía S.A.

Type of entity
Private company

TAX ID
76,091,595-5

Address
Miraflores 383, Of. 1302, Santiago, Chile

Telephone number
(562) 2713 5000

Subscribed and paid capital (Th$)
4,900

Corporate purpose
The purposes of this company are the following:
I.-Comply with obligations derived from the
Free-Market Competition Tribunal (TDLC
in its Spanish acronym). II.-Fulfill Centrales
Hidroeléctricas de Aysén S.A. commitments
with the community of the XI Region, Aysén,
del General Carlos Ibáñez del Campo, within
the framework of the development of the Aysen
Hydroelectric Project, to provide such region
with a supply of electricity at a cost below the
current one, by developing, financing, ownership
and exploitation of electricity generation and
transmission projects in the region. In order to
do so, the company may develop, among others,
the following activities: a) the generation of
electricity by using any generation means,
its procurement and commercialization, b)
electricity transportation, and c) procurement
of services related to its corporate purpose,
d) request, obtain or acquire and use the
concessions, rights and permits that may be
required.

Core business
Electricity generation (project)

Board of Directors
Joaquín Galindo Vélez (Chairman)
Juan Benabarre Benaiges
Ramiro Alfonsín Balza (Regional Planning and
Control Officer)
Bernardo Larraín Matte
Luis Felipe Gazitúa Achondo
Juan Eduardo Vásquez

Alternate board members
Carlos Martín Vergara
Sebastián Fernández Cox
Claudio Iglesis Guillard
Eduardo Lauer Rodríguez
Cristián Morales Jaureguiberry
Enrique Donoso Moscoso

Main Executives
Daniel Fernández Koprich
Chief Executive Officer

Enersis stake
(direct and indirect)
30.59% - new

172 Enersis 2012 Annual Report

Name
Centrais Elétricas Cachoeira Dourada S.A.-
CDSA

Type of entity
Private company

Address
Rodovia GO 206, Km 0, Cachoeira Dourada
Goiania, Goiás, Brazil

Telephone number
(55 62) 3434 9000

Subscribed and paid capital (Th$)
67,605,907

Corporate purpose
The company´s corporate purpose is to perform
the studies, planning, construction, installation,
operation a nd ex ploitation of electricit y
generation power plants and the businesses
related to these activities. Also, the company
may promote and participate in other companies
created to generate electricity within or outside
the State of Goiás.

Core business
Electricity generation

Board of Directors
Marcelo Llévenes Rebolledo
Luis Larumbe Aragón
Ana Cláudia Goncalves Rebello

Main executives
Guilherme Gomes Lencastre
Chief Executive Officer

Manuel Herrera Vargas
José Ignácio Pires Medeiros
Carlos Ewandro Naegele Moreira
José Alves de Mello Franco
Ana Cláudia Goncalves Rebello
Aurélio Ricardo Bustilho de Oliveira
Teobaldo José Cavalcante Leal

Enersis stake
(direct and indirect)
54.09% (unchanged)

CANELA

Name
Central Eólica Canela S.A.

Type of entity
Private company

TAX ID
76,003,204-2

Address
Santa Rosa 76, Santiago, Chile

Telephone number
(562) 2630 9000

Subscribed and paid capital (Th$)
12,284,743

Corporate purpose
Promote and develop renewable energy projects,
mainly wind energy, identify and develop clean
development mechanism (MDL in its Spanish
acronym) projects and act as depository and
trader in emission reduction cer tificates
originated from these projects. The generation,
transport, distribution, supply and sale of
electricity, for which it may acquire and exploit
the respective concessions and grants.

Core business
Wind farm electricity generation

Board of Directors
Juan Benabarre Benaiges
Claudio Iglesis Guillard
Sebastián Fernández Cox
Cristóbal García-Huidobro Ramírez
Bernardo Canales Fuenzalida

Alternate board members
Alan Fisher Hill
Claudio Betti Pruzzo
Juan Cristóbal Pavéz Recart
Marcelo Álvarez Ríos
Alejandro García Chacón

Main executives
Wilfredo Jara Tirapegui
Chiel Executive Officer

Enersis stake
(direct and indirect)
44.98% - Unchanged

CELTA

Name
Compañía Eléctrica Tarapacá S.A.

Type of entity
Private company

TAX ID
96.770.940-9

Address
Santa Rosa 76, Santiago, Chile

Telephone number
(562) 630 9000

Subscribed and paid capital (Th$)
103,099,643

Corporate purpose
The company´s main purpose is the production,
transport, distribution and supply of electricity,
in Chile and internationally, for which it may
obtain, acquire and exploit the respective
concessions and grants.

Core business
Electricity generation

Board of Directors
Alejandro García Chacón (Chairman)
Alan Fischer Hill
Humberto Espejo Paluz

Main executives
Eduardo Soto Trincado
Chief Executive Officer

Enersis stake
(direct and indirect)
59.98%- Unchanged.

CEMSA

Name
Endesa Cemsa S.A.

Type of entity
Corporation

Address
Pasaje Ing. E. Butty 220, 16th floor,
Buenos Aires, Argentina

Telephone number
(5411) 4875 0600

Subscribed and paid capital (Th$)
1,364,625

Corporate purpose
The purpose of the company is the wholesale
purchase and sale of electricity capacity and
energy produced and/or consumed by third
parties, including the import and export of
electricity power and energy and the marketing
of royalties, and the supply and/or performing
of services related to the above activity, both
in the country as well as abroad of information
technology services and/or of control of the
operation and/or of telecommunications.
Likewise, the Company shall be entitled to execute
buy/sell operations or to purchase and sell natural
gas, and/or its transportation, including the
importation and/or exportation of natural gas
and/or the marketing of regalia/privileges, as well
as to provide and/or execute services related to
the abovementioned activity. Also, the Company
shall be entitled to execute buy/sell operations
or to purchase and sell crude petroleum, and/or
lubricants and/or to transport such elements,
including the importation and/or exportation
of liquid fuels and the marketing of regalia/
privileges, as well as to provide and/or execute
services related to the abovementioned activity.

Core business
Trading of electricity and gas

Board of directors
José María Hidalgo Martín-Mateos
José Venegas Maluenda
Fernando Antognazza

Alternate board members
Arturo Pappalardo
Roberto José Fagan

2012 Annual Report Identification of subsidiaries and associate companies

Main executives
Pedro Cruz Viné
Chief Executive Officer
Juan Carlos Blanco

Enersis stake
(direct and indirect)
26.99% - Unchanged.

CENTRAL VUELTA OBLIGADO

Name
Central Vuelta Obligado S.A.

Type of entity
Private company

Address
Thomas Edison Ave. 2701. CP 1104, Ciudad
Autónoma de Buenos Aires, Argentina

Telephone number
(5411) 4117 1077

Subscribed and paid capital (Th$arg)
500

Corporate purpose
G e n e r a t i o n o f e l e c t r i c i t y a n d i t s
commercialization by blocks and particularly,
e q u i p m e n t p u r c h a s i n g m a n a g e m e n t ,
construction, operation and maintenance of a
thermal power plant named Vuelta Obligado
complying with “ Management and Operation
of Projects, Increase of Thermal Generation
Availability and Generation Compensation
Adaptation 2008-2011 Agreement” agreed upon
November 25, 2010 by the National State and the
signing Generation companies.

Core business
Construction of a thermoelectric power plant
named Vuelta Obligado.

Type of entity
Private company incorporated in Santiago, Chile,
recorded in the Securities Registry of the SVS

Tax ID
76,652,400-1

Address
In Santiago, Chile, Miraflores 383, of. 1302.
In Coyhaique, Chile, Baquedano 260.
In Cochrane, Teniente Merino 324.

Telephone number
(562) 2713 5000

Subscribed and paid capital (Th$)
158,975,665

Corporate purpose
The development, financing, ownership and
exploitation of a hydroelectric project, the
“Aysén Project”, in the 11th Region of Aysén,
which contemplates an estimated capacity of
2,750 MW distributed between five hydroelectric
plants. In order to comply with its purpose, the
following activities form part of its purposes:
a) the production and transport of electricity;
b) the supply and sa le of electricit y to its
shareholders; c) the administration, operation
and maintenance of hydraulic works, electrical
systems and hydroelectric generating plants.

Core business
Electricity generation (project).

Board of directors
Joaquín Galindo Vélez
Juan Benabarre Benaiges
Ramiro Alfonsín Balza (Regional Planning and
Control Officer)
Bernardo Larraín Matte
Luis Felipe Gazitúa Achondo
Juan Eduardo Vásquez

Board of directors
José Miguel Granged Bruñen
Fernando Claudio Antognazza
José María Vázquez
Carlos Bertagno

Alternate board members
Leonardo Marinaro
Juan Carlos Blanco
Roberto José Fagan
Vacant

Main executives
Eduardo Nitardi
Chief Executive Officer

Enersis stake
(direct and indirect)
13.56% - New.

Alternate board members
Carlos Martín Vergara
Sebastián Fernández Cox
Claudio Iglesis Guillard
Eduardo Lauer Rodríguez
Cristián Morales Jaureguiberry
Enrique Donoso Moscoso
Main executives
Daniel Fernández Koprich
Executive Vice president

Enersis stake
(direct and indirect)
30.59% - Unchanged

CHILECTRA

Name
Chilectra S.A.

CENTRALES HIDROELÉCTRICAS DE
AYSÉN

Type of entity
Publicly held company

Name
Centrales Hidroeléctricas de Aysén S.A.

TAX ID
96,800,570-7

Enersis 2012 Annual Report 173

2012 Annual Report Identification of subsidiaries and associate companies

Telephone number
(56 2) 675 2000

Subscribed and paid capital (Th$)
265,306,226

Corporate purpose
Exploit abroad, for its own or through third
parties, the distribution and sale of electricity.
It may make investments in foreign companies
and make all kind of investments in all kind
of financia l instr uments, such as; bonds,
debentures, debt titles, credits, negotiable
securities or other financial or commercial
documents, all with to the objective of obtaining
their natural and civil returns. In order to do so,
it may constitute, amend, dissolve and liquidate
companies in foreign countries and develop all
other activities that are complementary and/
or related to the above mentioned businesses.

Core business
Investments

Board of Directors
Ramón Castañeda Ponce
Francisco Miqueles Ruz
Gonzalo Vial Vial

Main executives
Francisco Miqueles Ruz
Chief Executive Officer

Enersis stake
(direct and indirect)
99.09% - Unchanged

CHINANGO

Name
Chinango S.A.C.

Type of entity
Private company

Address
Víctor Andrés Belaúnde Ave. 147, Edificio Real 4,
7th floor, San Isidro, Lima, Perú

Subscribed and paid capital (Th$)
49,974,755

Corporate purpose
The main purpose of the company is electricity
generation, trading and transmission, being able
to perform all acts and hold all contracts that the
Peruvian law allows for such purposes.

Core business
Electricity generation

CHOCÓN

Name
Hidroeléctrica El Chocón S.A.

Type of entity
Corporation

Address
España Ave. 3301,
Buenos Aires, Argentina

Subscribed and paid capital (Th$)
29,079,030

Corporate purpose
E l e c t r i c i t y g e n e r a t i o n a n d i t s b l o c k
commercialization

Core business
Electricity generation.

Board of directors
Joaquín Galindo Vélez
José Miguel Granged Bruñen
José María Hidalgo Martín Mateos
Eduardo Escaffi Johnson (Enersis Regional
Finance Officer)
Carlos Martín Vergara
Alex Daniel Horacio Valdez
Juan Carlos Nayar
Sergio Maschio

Alternate board members
Jorge Raúl Burlando Bonino
Francisco Domingo Monteleone
Juan Carlos Blanco
Roberto José Fagan
Fernando Carlos Boggini
Héctor Osvaldo Mendiberri
Alejandro Nagel
Gustavo Brockerhof

Main executives
Fernando Claudio Antognazza
Chief Executive Officer
Fernando Carlos Luis Boggini
Chief Financial Officer
Néstor Srebernic
Operations Manager
Cristian Vargas
Commercial Manager
Rodolfo Silvio Bettinsoli
Human Resources Manager

Enersis stake
(direct and indirect)
39.21% - Unchanged

CIEN

Chief Executive Officer
Edegel S.A.A. represented by Julián Cabello Yong

Name
Compañía de Interconexión Energética S.A.

Enersis stake
(direct and indirect)
29.97% (unchanged)

Type of entity
Corporation

Address
Santa Rosa 76, 8th floor,
Santiago, Chile

Telephone number
(56 2) 2675 2000

Subscribed and paid capital (Th$)
367,928,682

Corporate purpose
Exploit in Chile or abroad the distribution
and sale of hydraulic, thermal, heat or any
kind of electricity, as well as the distribution,
transport and sale of fuels of any kind, supplying
this energy or fuel directly or through other
companies to as many customers possible.

Core business
Electricity distribution

Board of Directors
Juan María Moreno Mellado
Marcelo Llévenes Rebolledo
Livio Gallo
Hernán Felipe Errázuriz Correa

Main executives
Cristián Fierro Montes
Chief Executive Officer
Gonzalo Vial Vial
Andreas Gebhardt Strobel
Guillermo Pérez del Río
Enrique Fernández Pérez
Ramón Castañeda Ponce
Jaime Muñoz Vargas
Paola Visintini Vaccarezza
Héctor Villouta Sanhueza
Luciano Galasso Samaria
Jean Paul Zalaquett Falaha

Commercial relations
Structured loans; rentals of transmission
lines and substation; risk-prevention services;
lega l and professiona l adv ice in business
administration and engineering, financial
management in general, corporate and others.

Enersis stake
(direct and indirect)
99.09% - Unchanged.

Proportion of Enersis assets
12.40%

CHILECTRA INVERSUD

Name
Chilectra Inversud S.A.

TAX ID
99.573.910-0

Type of entity
Private company

Address
Santa Rosa 76, 8th floor, Santiago, Chile

174 Enersis 2012 Annual Report

2012 Annual Report Identification of subsidiaries and associate companies

Address
Praça Leoni Ramos, N° 1, 6the floor, Bloco 2, São
Domingos, Niterói, Río de Janeiro, Brazil

Telephone number
(55 21) 3607 9500

Subscribed and paid capital (Th$)
66,602,319

Corporate purpose
The purpose of the company is the production,
i n d u s t r i a l i z a t i o n , d i s t r i b u t i o n a n d
commercialization of electricity, including the
import and export activities. In view of achieving
the purposes mentioned above, the company will
promote the study, planning and construction of
facilities for production systems, transmission,
conversion and distribution of electricity by
capturing the necessary investment to develop
the activities and by providing services. Beyond
the purposes referred to, the company may
promote the implementation of associated
products, as well as inherent, ancillary or
complementary activities to services and jobs
that cometh to provide. To carry out the activities
necessary to achieve its goals, the company may
participate in other societies.

Core business
Electricity transmission and commercialization

Board of Directors
Marcelo Andrés Llévenes Rebolledo
Ana Claudia Gonçalves Rebello
José Augustín Venegas Maluenda

Main executives
Guilherme Gomes Lencastre
Chief Executive Officer

Manuel Herrera Vargas
José Ignácio Pires Medeiros
Carlos Ewandro Naegele Moreira
Teobaldo José Cavalcante Leal
José Alves de Mello Franco
Ana Cláudia Goncalves Rebello
Aurélio Ricardo Bustilho de Oliveira

Enersis stake
(direct and indirect)
54.30% (unchanged)

CODENSA

Name
Codensa S.A. E.S.P.

Type of entity
Private company

Address
Carrera 13 A #93-66, Bogotá, Colombia

Telephone number
(57 1) 601 6060

Subscribed and paid capital (Th$)
3,579,786

Corporate purpose
The company´s main purpose is the distribution
and sale of electricity and all related activities,
complementary and related activities to the
distribution and sale of electricity, carrying out
of works, designs and consultancy in electrical
engineering and the sale of products to the
benefit of its customers. The company shall
be also entitled to execute other activities
related to providing public utility services, in
general, manage and operate other public utility
companies, sign and execute special management
contracts with other public utility companies and
sell or lend assets or services to other economic
agents in and out of the country in relation to
public utility services. The Company shall be
also entitled to become a partner or shareholder
of another public utility company, directly or in
partnership with other persons, or setting up a
consortium with them. While pursuing the above-
indicated main business purpose, the Company
shall be entitled to promote and establish entities
or agencies in Colombia or abroad; acquire under
any concept whatsoever any kind of personal or
real estate properties, lease them, sell them,
encumber and pledge them as guarantee; assume
any form of associative or collaborative enterprise
with natural or juridical third parties to advance
activities related, connected and complementary
to its main business purpose; develop brand
names, commercial names, patents, inventions
or any other intangible good, provided that they
are consistent with its main business purpose;
draw, accept, endorse, collect and pay all kind
of value certificates, negotiable instruments,
shares, executive titles and others; participate
in public and private bidding contests; give to,
or receive money on loan from its shareholders,
parent/matrix companies, subsidiaries, and
third parties; execute insurance policy contracts,
transportation, participation accounts, and
contracts with banks and/or financial institutions.

Core business
Electricity distribution

Board of directors
José Antonio Vargas Lleras
Cristian Fierro Montes
Orlando José Cabrales Martínez
Lucio Rubio Díaz
Mónica de Greiff Lindo
Catalina Velasco Campuzano
Ricardo Bonilla González

Alternate board members
Juan Manuel Pardo Gómez
Leonardo López Vergara
Antonio Sedán Murra
David Felipe Acosta Correa
Henry Navarro Sánchez
Ernesto Moreno Restrepo
José Alejandro Herrera Lozano

Main executives
David Felipe Acosta Correa
Chief Executive Officer

Andrés Caldas Rico
Jaime A. Vargas Barrera

Juan Manuel Pardo Gómez
María Celina Restrepo
Leonardo López Vergara
Rafael Carbonell Blanco
Omar Serrano Rueda
Mauricio Carvajal
Raúl Puentes

Enersis stake
(direct and indirect)
21.73% - unchanged

Proportion of Enersis assets
2.27%

COELCE

Name
Companhia Energética do Ceará

Type of entity
Publicly held company

Address
Rua Padre Valdevino, 150 - Centro, Fortaleza,
Ceará, Brasil

Telephone number
(55 85) 3453-4082

Subscribed and paid capital (Th$)
103,497,072

Corporate purpose
a) Generation, transmission, distribution and
commercialization of electricity, and related
services; b) Performing studies, planning,
projects, construction and operating production
systems, transformation, transportation and
storage, distribution and sale of any type of
energy, as a concession, authorization or permit
that may be granted in the State of Ceará, and
other areas defined by the granting authority. c)
The study, project and implementation of plans
and programs of research and development of
new sources of energy, particularly renewable
ones, developed directly or in cooperation with
other institutions; d) The study, preparation
and implementation, in the energ y sector,
of economic and social development plans
and programs in regions of interest to the
community, and the company, either directly
or collaborating with state or private bodies,
being able to also supply information and
technica l a ssista nce to public or private
initiatives that intend to implement economic
and social activities necessary for development;
e) Perform other activities that could become
necessary from a corporate purpose perspective,
such as participating In the ownership of other
companies in Brazil or in other countries, whose
purpose is the development of public electricity
services, including generation, transmission and
distribution.

Core business
Electricity distribution

Enersis 2012 Annual Report 175

2012 Annual Report Identification of subsidiaries and associate companies

Board of directors
Mario Fernando de Melo Santos (Chairman)
Marcelo Llévenes Rebolledo (Vice chairman)
Gonzalo Vial Vial
José Alves de Mello Franco
Aurelio Ricardo Bustilho Oliveira
Jorge Parente Frota Júnior
Cristián Eduardo Fierro Montes
Fernando Antonio de Moura Avelino
Renato Soares Sacramento
Francisco Honório Pinheiro Alves
Renato Soares Sacramento
Nelson Ribas Visconti

Alternate board members
Antonio Basilio Pires de Carvalho e Albuquerque
Luciano Alberto Galasso Samaria
Teobaldo José Cavalcante Leal
José Caminha Alencar Aripe Júnior
José Távora Batista
Juarez Ferreira de Paula
Vládia Viana Regis
José Nunes de Almeida Neto

or not, of all kind of civil works, facilities,
buildings, housing, offices and others; b) the
sale or disposal in any form of such building
works; c) the study and development of projects
for such buildings, including engineering,
architecture, financing, commercialization, and
others. In order to do so, it may act for its own or
third parties, either directly or forming part of
associations, communities, companies and legal
entities of any kind, in which it may also assume
the management.

Core business
Real estate

Board of Directors
Fernando Gardeweg Ried (Enersis National
Finance Officer)
Victor Jarpa Riveros
Andrés Salas Estrades
Luis Felipe Edwards Mery
José Manuel Guzmán Nieto

Main executives
Abel Alves Rochinha
Chief Executive Officer

David Augusto de Abreu
Teobaldo José Cavalcante Leal
José Nunes de Almeida Neto
Carlos Ewandro Naegele Moreira
José Távora Batista
Olga Jovanna Carranza Salazar
Aurélio Ricardo Bustilho de Oliveira
José Alves de Mello Franco
Cristine de Magalhães Marcondes
Nelson Ribas Visconti

Enersis stake
(direct and indirect)
35.25 (unchanged)

Main executives
Roberto Alcalde Eyzaguirre
Chief Executive Officer
Rodrigo Sánchez Cubric
Fernando Krebs Labarca

Enersis stake
(direct and indirect)
55.00% - Unchanged

COSTANERA

Name
Endesa Costanera S.A.

Type of entity
Corporation

CONSTRUCCIONES Y PROYECTOS LOS
MAITENES

Name
Construcciones y Proyectos Los Maitenes S.A.

Type of entity
Private company

TAX ID
96,764,840-K

Address
España Ave. 3301, Buenos Aires, Argentina

Telephone number
(5411) 4307 3040

Subscribed and paid capital (Th$)
16,683,548

Corporate purpose
The production of electricity and its block
commercialization.

Address
Américo Vespucio 100, Pudahuel, Santiago, Chile

Core business
Electricity generation.

Telephone number
(56 2) 2601 0601

Subscribed and paid capital (Th$)
41,742,265

Corporate purpose
a) The construction for its own or for third
parties’, on its own land or other land, urbanized

Board of directors
Joaquín Galindo Vélez
Máximo Luis Bomchil
José María Hidalgo Martín Mateos
Vacant
César Fernando Amuchástegui
Matías Maria Brea
Patricia Charvay
Carlos Martín Vergara

Alternate board members
Roberto José Fagan
Damián Camacho
Francisco Domingo Monteleone
Fernando Carlos Boggini
Maria Inés Justo
Jorge Raúl Burlando Bonino
Rodrigo Quesada
Fernando Claudio Antognazza

Main executives
Jose Miguel Granged Bruñen
Chief Executive Officer
Fernando Carlos Luis Boggini
Chief Financial Officer
Rodolfo Silvio Bettinsoli
Human Resources Manager
Francisco Domingo Monteleone
Operations Manager
Rodrigo Quesada
Legal Council

Enersis stake
(direct and indirect)
41.85% - Unchanged.

CTM

Name
Compañía de Transmisión del Mercosur S.A.

Type of entity
Corporation

Address
Bartolomé Mitre 797, 11th floor, Buenos Aires,
Argentina

Subscribed and paid capital (Th$)
1,380,597

Corporate purpose
Provide high-voltage electricity transmission
ser v ices both in relation to nationa l a nd
international electricity systems, in accordance
with current legislation, for which it may
participate in national or international tenders,
become an electric-utility concession holder in
local or international high voltage transmission
systems and carry out all activities necessary to
meet its purposes, included but not limited to, be
a part in construction contracts, operating and
maintenance, both when beginning or expanding
electricity transmission lines, participating in
financing projects directly or indirectly related
to such initiatives as a creditor and /or borrower
and/or guarantee, allowing to offer guarantees
third parties. All activities expressly identified
as being rules by the Financial Institutions Law
are excluded and any other that requires applying
government financing.

Core business
International electricity transmission

Board of directors
José María Hidalgo Martín-Mateos
Guilherme Gomes Lencastre
Arturo Miguel Pappalardo

176 Enersis 2012 Annual Report

Alternate board members
José Venegas Maluenda
Juan Carlos Blanco
Roberto José Fagan

Main executives
Arturo Miguel Pappalardo
Chief Executive Officer

Enersis stake
(direct and indirect)
54.30% (unchanged)

DISTRIBUIDORA ELÉCTRICA DE
CUNDINAMARCA

Name
Distribuidora Eléctrica de Cundinamarca S.A.
E.S.P.

Type of entity
Private company

Tax ID
900,265,917-0

Address
Carrera 9 N° 73-44 5th floor

Subscribed and paid capital (Th$)
57,656,190

Corporate purpose
The company’s main purpose is the distribution
and commercialization of electricity, and the
execution of all associates, complementary
and related activ ities to distribution and
commercialization of electricity, public works,
design s and electrical engineering consulting,
and the commercialization of products for the
benefit of its customers.

Core business
Distribution and commercialization of electricity

Board of directors
Jorge Armando Pinzón Barragán
Mario Trujillo Acevedo
David Felipe Acosta

Alternate board members
Ernesto Moreno Restrepo
Jaime Herrera Rodríguez
Leonardo López Vergara

Main executives
Henry Navarro Sánchez
Chief Executive Officer

Enersis stake
(direct and indirect)
10.65% (unchanged)

DISTRILEC INVERSORA

Name
Distrilec Inversora S.A.

Type of entity
Private company

2012 Annual Report Identification of subsidiaries and associate companies

Address
San José 140, Buenos Aires, Argentina

Subscribed and paid capital (Th$)
423,177,466

Telephone number
(54 11) 4370 3700

Subscribed and paid capital (Th$)
49,230,442

Corporate purpose
Mainly, and in general, electricity generation
activities, also the civil, industrial, commercial
and any other act or operation relating or leading
to the principal purposes.

Corporate purpose
Exclusively to invest in companies constituted
or to be constituted whose main activity is the
distribution of electricity or that directly or
indirectly participate in companies with that
principal business through all kind of financial and
investment activities, except those in the laws of
financial entities, the purchase and sale of public
and private debt paper, bonds, shares, negotiable
instruments and the granting of loans, and the
placement of its funds in bank deposits of any kind.

Core business
Electricity generation

Board of directors
Ignacio Blanco Fernández (Chairmen)
Alberto Briand Rebaza Torres (Vice Chairman)
Joaquín Galindo Vélez
Rafael Fauquié Bernal
Reynaldo Llosa Barber
Francisco García Calderón Portugal
Gerardo Rafael Sepúlveda Quezada

Core business
Investments

Board of directors
José Carlos Caino Olivera
José María Hidalgo Martín Mateos
Cristián Fierro Montes
María Inés Justo
Juan Carlos Blanco
Ramiro Alfonsín Balza (Regional Planning and
Control Officer)
Daniel Casal
Jorge Subijana
Rigoberto Mejía Aravena
Jorge Ravlich

Alternate board members
Gonzalo Vial Vial
José Miguel Granged Bruñen
Roberto José Fagan
Fernando Antognazza
Daniel Garrido
Diego Saralegui
Ricardo Monge
Claudio Díaz
Jean Yatim Morillas
José Eduardo Lazary Teixeira

Main executives
Antonio Jerez
Chief Executive Officer

Enersis stake
(direct and indirect)
50.93% - Unchanged.

Proportion of Enersis assets
0.03%

EDEGEL

Name
Edegel S.A.A.

Type of entity
Publicly held company

Address
Víctor Andrés Belaúnde Ave. 147, Edificio Real
4, piso 7, Centro Empresarial Camino Real, San
Isidro, Lima, Peru

Alternate board members
Julián Cabello Yong
Raffaele Enrico Grandi
Arrate Gorostidi Aguirresarobe
Claudio Herzka Buchdahl
Alberto Triulzi Mora
Claudio Iglesis Guillard
Eric Andrés Añorga Müller

Main executives
Carlos Alberto Luna Cabrera (CEO)
Julián Cabello Yong (Operations Manager)
Carlos Rosas Cedillo (Energy and
Commercialization Manager)
Gonzalo Gil Plano (CFO)
Daniel Abramovich Ackerman (Legal Counsel)

Enersis stake
(direct and indirect)
37.46% (unchanged)

EDELNOR
Name
Empresa de Distribución Eléctrica de Lima Norte
S.A.A.

Type of entity
Publicly held company

Address
Jr. Teniente Cesar López Rojas 201 Urb. Maranga,
San Miguel, Lima, Peru

Telephone number
(51 1) 561 2001

Subscribed and paid capital (Th$)
99,769,717

Corporate purpose
Engage i n t he activ ities of d istr ibution,
transmission and generation of electricity
in accordance with the provisions of current
legislation. Additionally, the company may engage
in the sale of goods in any form, as well as providing
consulting and financial services, among others,
except those services which require specific
authorization in accordance with current law.

Core business
Electricity distribution

Enersis 2012 Annual Report 177

2012 Annual Report Identification of subsidiaries and associate companies

Board of Directors
Reynaldo Llosa Baber
Ignacio Blanco Fernández
Raffaele Enrico Grandi
Entró María Cecilia Blume Cilloniz
Cristian Eduardo Fierro Montes
Fernando Fort Marie
Claudio Eduardo Helfmann Soto
José María Hidalgo Martín Mateos

Main executives
Ignacio Blanco Fernández
Chief Executive Officer

Carlos Solís Pino
Walter Sciutto Brattoli
Rocío Pachas Soto
Raffaele Enrico Grandi
Luis Salem Hone
Pamela Gutiérrez Damiani
Juan Miguel Cayo Mata
Alfonso Valle Cisneros

Enersis stake
(direct and indirect)
57.54% (unchanged)

Proportion of Enersis assets
2.79%

EDESUR

Name
Empresa Distribuidora Sur S.A.

Type of entity
Corporation

Address
San José 140 (1076), Capital Federal, Argentina

Telephone number
(54 11) 4370 3700

Subscribed and paid capital (Th$)
83,616,788

Corporate purpose
Distribution and commercialization of electricity
and related operations

Core business
Electricity distribution

Board of directors
José María Hida lgo Mar tin Mateos ( Vice
chairman)
Juan Carlos Blanco

Gonzalo Vial Vial
Ramiro Alfonsín Balza (Regional Planning and
Control Officer of Enersis S.A.)
Ernesto Pablo Badaraco

Alternate board members
Roberto Fagan
José Miguel Granged

Fernando Antognazza

Daniel Casal

Ricardo Monge
Ju a n P a b l o L a r r a i n Me d i n a ( R e g i on a l
Communications Officer of Enersis S.A.)
María Inés Justo

Rodrigo Quesada

Mariana Marine
José María Hidalgo Martín-Mateos

Main executives
Antonio Jerez Agudo
Chief Executive Officer
Silvia Migone Díaz

Enersis stake
(direct and indirect)
65.39% - Unchanged

Proportion on Enersis assets
0.03%

ELECTROGAS

Name
Electrogas S.A.

Type of entity
Private company

TAX ID
96,806,130-5

Subscribed and paid capital (Th$)
10,181,964

Board of directors
Claudio Iglesis Guillard
Juan Eduardo Vásquez Moya
Enrique Donoso Moscoso
Pedro Gatica Kerr
Rafael Sotil Bidart

Alternate board members
Eduardo Lauer Rodríguez
Gastón Schofield Lara
Cristian Morales Jaureguiberry
Juan Oliva Vásquez
Ricardo Santibáñez Zamorano

Main executives
Carlos Andreani Luco
Chief Executive Officer

Enersis stake
(direct and indirect)
25.49% - Unchanged.

EMGESA

Name
Emgesa S.A. E.S.P.

Type of entity
Public utility Corporation

Address
Carrera 11 N°82-76, 4th floor, Santa Fe de Bogotá,
D.C. Colombia

Subscribed and paid capital (Th$)
164,600,582

Corporate purpose
The main purpose of the company is generation
and commercia lization of electricit y and
associated, connected, complementary and
related activities.

Address
Alonso de Córdova 5900, Oficina 401, Las Condes
Santiago, Chile

Core business
Electricity generation and commercialization

Telephone number
(562) 2299 3400

Corporate purpose
The purpose of the company is the transportation
services for natural gas and other fuels, for
its own or third party’s account, for which it
may construct, operate and maintain gas, oil
and multi-use pipelines and complementary
facilities.

Board of directors
José A. Vargas Lleras
Joaquín Galindo Vélez
Ramiro Diego Alfonsín Balza (Regional Planning
and Control Officer)
Luisa Fernanda Lafaurie Rivera
Mónica De Greiff Lindo
Catalina Velasco Campuzano
Ricardo Bonilla González

Alternate board members
Omar Serrano Rueda
Fernando Gutiérrez Medina
Gustavo Gómez Cerón

Cristian Fierro Montes
José Carlos Caino De Oliveira (Chairman)
Rigoberto Mejia Aravena
Marcelo Silva Iribarne·

Core business
Gas transportation

178 Enersis 2012 Annual Report

Henry Navarro Sánchez
Ernesto Moreno Sánchez
Jose Alejandro Herrera Lozano
Andrés López Valderrama

Main executives
Lucio Rubio Díaz
Chief Executive Officer
Andrés Caldas Rico
Juan Manuel Pardo Gómez
Fernando Gutiérrez Medina
Gustavo Gómez Cerón
María Celina Restrepo
Leonardo López Vergara
Rafael Carbonell Blanco
Omar Serrano Rueda
Mauricio Carvajal García
Raúl Puentes
Ana Patricia Delgado Meza
Ana Lucía Moreno Moreno
Javier Blanco Fernández

Enersis stake
(direct and indirect)
16.12%- Unchanged.

EMGESA PANAMÁ, S.A.

Name
Emgesa Panamá, S.A.

Type of entity
Private company

Address
Panama City, Panamá

Corporate purpose
Purchase, sale, import, export of electricity. Also,
the company may perform other industrial and
commercial activities in general, it is able to
celebrate all transactions, operations, business,
events and activities that are permitted by the
Panamanian law to corporations even if they
are not expressly mentioned in this corporate
purpose.

Core business
Purchase, sale, import, export of electricity.

Subscribed and paid capital (Th$)
4,788

Board of directors
Lucio Rubio Díaz
Andrés Caldas Rico
Omar Serrano Rueda

Main executives
Fernando Gutiérrez Medina
Andrés Caldas Rico
Elizabeth Laverde Enciso

2012 Annual Report Identification of subsidiaries and associate companies

Enersis stake
(direct and indirect)
16.12%- Unchanged.

EMPRESA DE ENERGÍA DE
CUNDINAMARCA

Name
Empresa de Energía de Cundinamarca S.A.

Type of entity
Private company

Tax ID
860,007,638-0

Address
Carrera 11 N° 93-52 Bogotá D.C.

Telephone
(571) 7051800

Subscribed and paid capital (Th$)
10,758,776

Corporate purpose
Electricity generation, commercialization and
distribution utility in the Cundinamarca district
and its surroundings. It owns an electricity
generation power plant in Río Negro.

Core business
Electricity generation, commercialization and
distribution

Board of directors:
Mario Trujillo Hernandez
Jorge Pinzón Barragán
Ernesto Moreno Restrepo
Alvaro Cruz Vargas
Paulo Jairo Orozco Díaz
Carlos M. Restrepo Molina
Manuel Enrique Agámez

Alternate board member
Fabiola Leal Castro
Iván Pinzón Amaya
Heliodoro Mayorga Moncada
Luis Alfonso Gonzalez Saavedra
David Feferbaum Gutfraind
Nidia Ximena León Corredor
Vacant

Main executives:
Carlos Mario Restrepo Molina
Olga Pérez R.
Alba Marina Urrea Gómez
Diego Mauricio Muñoz Hoyos
Nidia Ximena León Corredor

Enersis stake
(direct and indirect)
8.77% (Unchanged.)

EMPRESA ELÉCTRICA DE COLINA

Name
Empresa Eléctrica de Colina Ltda.

Type of entity
Limited partnership

TAX ID
96,783,910-8

Address
Chacabuco 31, Colina, Santiago, Chile

Telephone
(56 2) 2844 4280

Subscribed and paid capital (Th$)
82,222

Corporate purpose
Distribution and sale of electricity and home,
sports, entertainment and computer electrical
appliances.

Core business
Electricity distribution

Main executives
Leonel Martínez Garrido
Chief Executive Officer

Enersis stake
(direct and indirect)
99.09% - Unchanged

ENDESA ARGENTINA

Name
Endesa Argentina S.A.

Type of entity
Corporation

Address
Suipacha 268, 12 floor, Buenos Aires, Argentina

Telephone
(5411) 4307 3040

Corporate purpose
Invest in companies dedicated to the production,
transmission and distribution of electricity
and its commercialization, as well as financial
activities except those limited by the law to
banks.

Core business
Investments.

Subscribed and paid capital (Th$)
52,105,667

Enersis 2012 Annual Report 179

Telephone
(5521) 3607 9500

Subscribed and paid capital (Th$)
1,331,714,085

2012 Annual Report Identification of subsidiaries and associate companies

Board of directors
José María Hidalgo Martín Mateos
José Miguel Granged Bruñen
Maria Inés Justo

Alternate board members
Rodrigo Quesada
Mariana Cecilia Mariné
María Julia Nosetti

Enersis stake
(direct and indirect)
59.98% - Unchanged.

EN - BRASIL COMÉRCIO E
SERVIÇOS S.A.

Subscribed and paid capital (Th$)
188,292,374

Corporate purpose
Participate in the capital of other companies in
any segment of the electricity sector, including
companies that provide services to companies
in that sector, in Brazil or abroad;; transmission,
distribution, generation or commercialization of
electricity and related activities and participation,
individually or through joint ventures, consortia
or other similar forms of association, in tenders,
projects and enterprises for the supply of services
and activities previously mentioned.

Name
En- Brasil Comércio e Serviços S.A.

Core business
Investments

Type of entity
Private company incorporated according to
Brazilian Federal Law.

Address
Praça Leoni Ramos nº 01 – parte, São Domingos,
Niterói, Rio de Janeiro, Brasil.

Telephone
(55 21) 2613 7000

Subscribed and paid capital (Th$)
233,655

Corporate purpose
The company aims to participate in the capital
of other companies in Brazil or abroad, trade in
general, even imports and exports, through retail
or wholesale transactions of various products,
and to provide general services for the electric
sector and others.

Core business
Services in general to the electricity industry
and others

Main executives
Albino Motta da Cruz
Chief Executive Officer
José Ignacio Pires de Medeiros

Enersis stake
(direct and indirect)
54.30% (Unchanged.)

ENDESA BRASIL

Name
Endesa Brasil S.A.

Type of entity
Private company

Address
Praça Leoni Ramos, N°1, 7° andar, bloco 2 -
Parte, Niterói, Río de Janeiro, Brasil

Board of directors
Mario Fernando de Melo Santos
Ignacio Antoñanzas Alvear (Chief Executive
Officer of Enersis S.A.)
Massimo Tambosco (Deputy Chief Executive
Officer of Enersis S.A.)
Antonio Basilio Pires de Carvalho e Albuquerque
Ramiro Diego Alfonsín Balza (Regional Planning
and Control Officer of Enersis S.A.)
Cristián Eduardo Fierro Montes
Joaquín Galindo Velez

Main executives
Marcelo Llévenes Rebolledo
Chief Executive Officer

Aurelio Ricardo Bustillo de Oliveira
Antonio Basilio Pires de Carvalho e Albuquerque
José Alves de Mello Franco
Carlos Ewandro Naegele Moreira
Lívia de Sá Baião
Teobaldo José Cavalcante Leal

Enersis stake
(direct and indirect)
54.30% (Unchanged.)

Proportion of Enersis assets
6.29%

ENDESA CHILE

Name
Empresa Nacional de Electricidad S.A.

Type of entity
Publicly held company

TAX ID
91,081,000-6

Address
Santa Rosa 76, Santiago, Chile

Telephone
(56 2) 2630 9000

180 Enersis 2012 Annual Report

Corporate purpose
Generation and supply of electricity, engineering
and consulting services in Chile and abroad
a nd the constr uction a nd ex ploitation of
infrastructure works.

Core business
Electricity generation

Board of directors
Jorge Rosenblut (Chairman)
Paolo Bondi (Vice chairman)
Francesco Buresti
Vittorio Corbo Lioi
Felipe Lamarca Claro
Jaime Bauzá Bauzá
Enrique Andrés Cibié Bluth
Manuel Moran Casero
Alfredo Arahuetes García

Main executives
Joaquín Galindo Vélez
Chief Executive Officer
Carlos Fernando Gardeweg Ried
Luz María Torm Silva
Francisca Moya Moreno
Juan Benabarre Benaiges
Claudio Iglesis Guillard
Luis Larumbe Aragón
Sebastian Fernandez Cox
José Venegas Maluenda
Carlos Martin Vergara

Commercial relations
Trading current accounts, accounting, trading
desk and treasury services.

Enersis stake
(direct and indirect)
59.98% - Unchanged.

Proportion of Enersis assets
55.88%

ENDESA ECO

Name
Endesa Eco S.A.

Type of entity
Private company

TAX ID
76,313,310-9

Address
Santa Rosa 76, floor 12, Santiago, Chile

Telephone
(56 2) 2630 9000

Subscribed and paid capital (Th$)
98,664,033

2012 Annual Report Identification of subsidiaries and associate companies

Corporate purpose
Generate, transport, distribute and supply
electricity, and in order to do so, it may obtain,
purchase, and use the respective concessions.
It also aims to promote and develop renewable
energy projects, identify and develop Clean
Development Mechanism projects (MDL In its
Spanish acronym) and act a depositary and trader
of emission reduction certificates generated
throug h the projects. A lso, the compa ny
may participate in all types of investment,
particularly, those related to the electricity
business. The company may develop maintain
and manage the investments in energy projects
related to Gasoducto Atacama Compañía
Limitada, Gasoducto Cuenca Noroeste Limitada
and Nor Oeste Pacifico Generación de Energía
Limitada: and also in Administradora Proyecto
Atacama S.A, or its legal successors, Also, the
object of the company shall cover the lease, the
purchase, administration and exploitation, itself,
or through others, of all kinds of property, real
estate, securities and other securities, offer
consulting services, offer all types of services,
including engineering services, inspection
and reception of lab materials and equipment,
management of companies in diverse fields,
environmental consulting services, including
carrying out environmental impact assessments,
in general, consulting ser vices of all their
specialties.

Core business
Electricity generation

Board of directors
Juan Benabarre Benaiges
Sebastián Fernández Cox
Bernardo Canales Fuenzalida

Main executives
Wilfredo Jara Tirapegui
Chief Executive Officer

Enersis stake
(direct and indirect)
59.98% - Unchanged.

ENDESA FORTALEZA

Name
Central Geradora Termeléctrica Fortaleza S.A.

Type of entity
Private company

Address
Rodovia 422, Km 1 s/n, Complexo Industrial e
Portuário de Pecém Caucaia – Ceará, Brazil

Telephone
(55 85) 3464-4100

Subscribed and paid capital (Th$)
35,500,663

Corporate purpose
Study, project, build and explore production,
transmission, distribution and commercialization
systems of electricity under concessions, permits
or authorizations under any title, and other
activities related to services supply of any kind
related to the above activities; the acquisition,
obtaining and exploration of any right, concession
or privilege related to the above activities and the
carrying out of all the other acts and business
necessar y for achieving its purposes; and
participation in the capital of other companies as
shareholder or partner, whatever their purposes.

Core business
Electricity generation

Board of directors
Marcelo Andrés Llévenes Rebolledo
Ana Claudia Gonçalves Rebello
Luis Larumbe Aragón (Planning and Control
Officer of Endesa Chile.)

Main executives
Manuel Rigoberto Herrera Vargas
Chief Executive Officer

Raimundo Câmara Filho
Teobaldo José Cavalcante Leal
José Ignácio Pires Medeiros
Aurelio de Oliveira
José Alves de Mello Franco
Ana Cláudia Goncalves Rebello
Manuel Rigoberto Herrera Vargas

Enersis stake
(direct and indirect)
54.30% (Unchanged.)

ENERGEX

Name
Energex Co.

Type of entity
Exempt company, incorporated in Cayman
Islands, BWI

Board of directors
Horacio Reyser
Gonzalo Alende
Ingrid Morales
Vacant

Enersis stake
(direct and indirect)
29.99% - Unchanged.

ENEL GREEN POWER MODELO I
EÓLICA S.A.

Name
Enel Green Power Modelo I Eólica S.A.

Type of entity
Private company

Address
Praça Leoni Ramos, Nº 1, 5º andar, bloco 2,
Niterói, RJ, Brasil.

Subscribed and paid capital
R$ 5,125,000

Corporate purpose
Wind electricity generation.

Core business
Electricity generation

Administration
Pedro Alberto Costa Braga de Oliveira
Newton Souza de Moraes
Enrique de las Morenas Moneo
Orlando Lopez

Enersis stake
(direct and indirect)
21.72% - New

ENEL GREEN POWER MODELO II
EÓLICA S.A.

Name
Enel Green Power Modelo II Eólica S.A.

Address
Walker House, 87 Mary Street, George Town,
Grand Cayman, Cayman Islands

Type of entity
Private company.

Subscribed and paid capital (Th$)
4,788

Address
Praça Leoni Ramos, Nº 1, 5º andar, bloco 2,
Niterói, RJ, Brasil.

Corporate purpose
The purpose of the Company is to participate in
any business or activity according to the laws of
the Cayman Islands. In terms of businesses or
activities in the financial area, those reserved for
banks are not permitted. It is also forbidden to do
business with firms or persons that are Cayman
Islands residents.

Corporate purpose
Wind electricity generation.

Core business
Electricity generation

Subscribed and paid capital
R$ 125,000

Core business
Investments

Enersis 2012 Annual Report 181

2012 Annual Report Identification of subsidiaries and associate companies

Subscribed and paid capital (Th$)
139,558,874

Corporate purpose
T h e p u r p o s e o f t h e c om p a n y i s : a ) t h e
ad m i n i st r at ion a nd m a n a gement of t he
companies Gasoducto Atacama Chile Limitada,
Gasoducto Atacama A rgentina Limitada,
GasAtacama Generación Limitada and other
compa n ies ag reed to by t he pa r tners; b)
investment of its own or third party’s resources,
in all kinds of assets, corporeal or incorporeal,
securities, shares and commercial paper.

Core business
Investments

Board of directors
Raúl Sotomayor Valenzuela (Chairman)
Joaquín Galindo Vélez
Gonzalo Dulanto Letelier
Claudio Iglesis Guillard

Alternate board members
Juan Benabarre Benaiges
Eduardo Ojea Quintana
Fernando Gardeweg Ried
Vacant

Main executives
Rudolf Araneda Kauert
Chief Executive Officer

Enersis stake
(direct and indirect)
29.99% - Unchanged.

GASATACAMA CHILE

Name
GasAtacama Chile S.A.

Type of entity
Private company

TAX ID
78,932,860-9

Address
Isidora Goyenechea 3365, floor 8, Las Condes,
Santiago, Chile

Telephone
(562) 2366 3800

Subscribed and paid capital (Th$)
88,587,706

Corporate purpose
The company purpose includes a) exploit the
generation, transmission, purchase, distribution
and sale of electric or any other energy; b) the
purchase, extraction, exploitation, processing,
distribution, commercialization and sale of
solids, liquids and gas fuels; c) the sale and
engineering services supply; d) obtain, purchase,
transfer, rental, charging and exploitation in any

way of the concessions referred to in the General
Electrical Services Law, maritime concessions
and water usage rights of any kind; e) the
transport of natural gas, through its own means
or together with other parties within Chile or
other countries, including the construction,
location and exploitation of gas pipelines and
other activities related directly or indirectly to
it; f ) invest in all kinds of assets, corporeal or
incorporeal, movable or fixed; g) the organization
and constitution of all kind of companies whose
purposes are related or linked to energy in any of
its forms or that have electricity as their principal
input, or correspond to any of the activities
mentioned above.

Core business
Electricity generation and gas transportation

Board of directors
Raúl Sotomayor Valenzuela
Joaquín Galindo Vélez
Gonzalo Dulanto Letelier
Claudio Iglesis Guillard

Alternate board members
Juan Benabarre Benaiges
Eduardo Ojea Quintana
Fernando Gardeweg Ried
Vacant

Main executives
Rudolf Araneda Kauert
Chief Executive Officer

Enersis stake
(direct and indirect)
29.99% - Unchanged.

GASODUCTO ATACAMA ARGENTINA

Name
Gasoducto Atacama Argentina S.A.

Type of entity
Private company

TAX ID
78,952,420-3

Address
Isidora Goyenechea 3365, floor 8, Las Condes,
Santiago, Chile

Telephone
(562) 2366 3800

Subscribed and paid capital (Th$)
99,670,644

Corporate purpose
The company´s purpose is the transportation
of natura l gas, through its ow n mea ns or
together with other parties within Chile or
other countries, including the construction,
location and exploitation of gas pipelines and
other activities related directly or indirectly to it.

Management
Pedro Alberto Costa Braga de Oliveira
Newton Souza de Moraes
Enrique de las Morenas Moneo
Orlando Lopez

Enersis stake
(direct and indirect)
21.72% - New

EÓLICA FAZENDA NOVA

Name
Eólica Fazenda Nova o Geraçãoa e
Comercialização de Energia S.A.

Type of entity
Private company

Address
Rua Felipe Camarão, nº 507, sala 104, Ciudad de
Natal, Rio Grande do Norte, Brasil

Telephone
(5521) 3607 9500

Subscribed and paid capital (R$)
1,839,000

Corporate purpose
G ener at ion , t r a n sm i ssion , d i st r ibut ion
a n d c o m m e r c i a l i z a t i o n o f e n e r g y ,
participation in other companies as a partner,
shareholder, or quota holders and import
machiner y a nd equipment related to the
generation, transmission, distribution and
commercialization of wind energy.

Core business
Electricity generation

Administration
Marcelo Llévenes Rebolledo
President
Guilherme Gomes Lencastre
Lívia de Sá Baião

Enersis stake
(direct and indirect)
54.28% (Unchanged)

GASATACAMA

Name
GasAtacama S.A.

Type of entity
Private company

TAX ID
96,830,980-3

Address
Isidora Goyenechea 3365, piso 8, Santiago, Chile

Telephone
(562) 2366 3800

182 Enersis 2012 Annual Report

The company has an Agency based in Argentina,
“Gasoducto Cuenca Noroeste Limitada Sucursal
Argentina”, and its purpose is the execution of
a pipeline between the town of Cornejo, Salta
province and the Argentine- Chilean border in
the vicinity of the Jama border crossing located
in the second region of Chile.

Core business
Gas transportation

Board of directors
Rafael Zamorano Chaparro
Gustavo Venegas Castro
Pedro de la Sotta

Alternate board members
Luis Cerda Ahumada
Mario Guevara Esturillo
Alejandro Sáez Carreño

Main executives
Rudolf Araneda Kauert
Chief Executive Officer

Enersis stake
(direct and indirect)
29.99% - Unchanged.

GASODUCTO TALTAL

Name
Gasoducto Taltal S.A.

Type of entity
Private company

TAX ID
77,032,280-4

Address
Isidora Goyenechea 3365, piso 8, Las Condes,
Santiago, Chile.

Telephone
(562) 2366 3800

Corporate purpose
Tra nspor t ation, com mercia li zation a nd
distribution of natural gas, through its own
means or together with other parties within
Chile, especially in the towns of Mejillones
and Paposo in the 2nd Region, including the
construction, location and exploitation of gas
pipelines and other activities related directly
or indirectly to it.

Core business
Gas transportation

Subscribed and paid capital (Th$)
18,638,522

Board of directors
Rafael Zamorano Chaparro
Gustavo Venegas Castro
Pedro de la Sotta

2012 Annual Report Identification of subsidiaries and associate companies

Alternate board members
Luis Cerda Ahumada
Mario Guevara Esturillo
Alejandro Sáez Carreño

Main executives
Rudolf Araneda
Chief Executive Officer

Enersis stake
(direct and indirect)
29.99% - Unchanged.

GENERANDES PERÚ

Name
Generandes Peru S.A.

Type of entity
Corporation

Address
Avda. Víctor Andrés Belaúnde 147, Edificio Real
4, piso 7, San Isidro, Lima, Peru

Telephone
(511) 215 6300

Subscribed and paid capital (Th$)
186,073,314

Corporate purpose
The company has the purpose to develop activities
related to electricity generation, directly, or
through companies created for that purpose.

Core business
Investments

Board of directors
Ignacio Blanco Fernández
Alberto Briand Rebaza Torres
Joaquín Galindo Vélez
Raffaele Enrico Grandi
José Agustín Venegas Maluenda
Rafael Fauquie Bernal
Gerardo Rafael Sepúlveda Quezada
Alberto Triulzi Mora

Alternate board members
Guillermo Lozada Pozo
Rafael Alcázar Uzátegui
Julían Cabello Yong
Carlos Rosas Cedillo
José María Hidalgo Martín-Mateos
Gonzalo Adolfo De Las Casas Salinas
Claudio Iglesis Guillard
Eric Andrés Añorga Müller

Main executives
Carlos Luna Cabrera (Chief Executive Officer)
Gonzalo Gil Plano (Chief Financial Officer)

Enersis stake
(direct and indirect)
36.59% - Unchanged.

GNL CHILE
Name
GNL Chile S.A.

Type of entity
Private company

TAX ID
76,418,940-K

Address
Rosa rio Nor te 530, of. 1303, Las Condes,
Santiago, Chile

Telephone
(562) 2892 8000

Subscribed and paid capital (Th$)
1,448,886

Corporate purpose
The company purpose is to a) contract the
services of the liquefied natural gas (LNG)
regasification company GNL Quintero S.A.
and use all the natural gas and LNG storage,
processing, re-gasification and delivery capacity
of its re-gasification terminal, including its
expansions if any and any other matter stated
in the contract that the Company signs to use
of the re-gasification terminal; b) import LNG
under the delivered on ship (DES) mode from
LNG suppliers according to LNG purchase
agreements; c) the sale and delivery of natural
gas according to contracts signed by the company
with its customers; d) manage and coordinate the
programming and nominations of LNG loads,
as well as the delivery of natural gas among
the different customers; e) comply with all its
obligations and demand compliance with all
its rights according to the contracts mentioned
above and coordinate all activities included in
such contracts, and in general carry out any type
of act or contract that may be necessary, useful
or convenient for meeting its purposes.

Core business
Import and commercialization of natural gas

Board of directors
José Agustín Venegas Maluenda
Julio Bertrand Planella
Klaus Lührmann Poblete

Alternate board members
Juan Oliva Vásquez
Gonzalo Palacios Vásquez
Fernando Promis Baeza

Main executives
Alejandro Palma Rioseco
Chief Executive Officer

Enersis stake
(direct and indirect)
19.99% - Unchanged.

Enersis 2012 Annual Report 183

2012 Annual Report Identification of subsidiaries and associate companies

GNL QUINTERO

Name
GNL Quintero S.A.

Type of entity
Private company

TAX ID
76,788,080-4

Address
Rosario Norte 532, oficina 1604, Las Condes,
Santiago, Chile

Telephone
(562) 2499 0900

Subscribed and paid capital (Th$)
54,609,413

Corporate purpose
a) t he de velopment , f i n a nc i n g , de si g n ,
engineering, supply, construction, start up,
operation and maintenance of an liquefied
natural gas (“LNG”) storage and re-gasification
plant and its corresponding sea terminal for
loading and unloading LNG and its expansions, if
any, including the installations and connections
necessary to deliver the LNG through a truck-
loading yard and/ or one or more LNG pipeline
delivery points (the “Re-gasification Terminal”);
and any other activity leading or related to such
purpose, including, but not limited to, the
provision of management and administrative
services of all commercial agreements needed
to receive LNG or to deliver it to customers,
re-gasification of LNG, delivery of natural gas
and sale of services and storage, processing,
re-gasification-loading and unloading at the
LNG Regasification and delivery Terminal (the
“Project”) and its expansions, if any, and b)
offer general management and administrative
consulting in general necessary for the correct
operation of the company, the Trading Company
according to how it is defined in numeral thirteen
four of article thirteen of the social agreement
and that Is currently known as GNL Chile S.A.
The company may carry out all kinds of acts or
contracts that are necessary, useful or convenient
for meeting this purpose.

Core business
Unloading, storing and re-gasifying liquefied
natural gas and natural gas.

Board of directors
Claudio Iglesis Guillard
Diego Hollweck
Julio Vertrand Planella
Francesco Gazmuri Schleyer
Jesús Saldaña

Alternate board members
Juan Oliva Vásquez
Carlos Quintana
Fernando Promis Baeza
Victor Turpaud Fernández
Rafael González

184 Enersis 2012 Annual Report

Main executives
Antonio Bacigalupo Gittins
Chief Executive Officer

Enersis stake
(direct and indirect)
12% - Unchanged.

HIDROINVEST

Name
Hidroinvest S.A.

Type of entity
Corporation incorporated in Buenos Aires,
Argentina

Address
Avda. España 3301, Buenos Aires, Argentina

Telephone
(5411) 4307 3040

Subscribed and paid capital (Th$)
35,137,643

Corporate purpose
Acquire and maintain a majority shareholding in
Hidroeléctrica Alicura S.A. and/or Hidroeléctrica
El Chocón S.A. and/or Hidroeléctrica Cerro
Colorado S.A. (“the concessionaire companies”)
created by National Executive Power decree
287/93 and manages such investments.

Core business
Investments

Board of directors
Joaquín Galindo Vélez
José Miguel Granged Bruñen
José María Hidalgo Martín Mateos
Fernando Claudio Antognazza
Eduardo Escaffi Johnson (Regional Finance
Officer of Enersis S.A.)
Juan Carlos Blanco
Roberto José Fagan
Carlos Martín Vergara

Alternate board members
Francisco Monteleone
Jorge Raúl Burlando Bonino
Daniel Garrido
Rodolfo Bettinsoli
Fernando Boggini
Rodrigo Quesada
Sergio Camps
Oscar Rigueiro

Enersis stake
(direct and indirect)
57.64% - Unchanged.

ICT

Name
ICT Servicios Informáticos Limitada

Type of entity
Limited partnership

TAX ID
76,107,186-6

Address
Santa Rosa 76, piso 9

Telephone
(562) 2353 4606

Subscribed and paid capital (Th$)
500,000

Corporate purpose
T he pr ov i sion of con su lt i ng ser v ic es i n
matters related to information technology
and computing, telecommunications and data
transmission.

Core business
C on su lt i ng ser v ices i n i n for mat ion a nd
computing technology, telecommunications,
and data transmission; acquire and dispose of
all assets related to the company´s business.

Main executives
Pedro Carrizo Polanco
Chief Executive Officer

Enersis stake
(Direct and indirect)
99.99%

Proportion of Enersis’ Assets
0.02%

INGENDESA DO BRASIL

Name
Ingendesa do Brasil Ltda.

Type of entity
Limited partnership

Address
Praça Leoni Ramos, Nº 1, parte, São Domingos,
Niterói - RJ, Brasil.

Corporate purpose
The cor porate pur pose includes of fering
ser vices in engineering, studies, projects,
technical consulting, management, inspection
and supervision of works supply, inspection
and reception of materials and equipment
for laborator ies, appra isa ls, commercia l
representation of local and foreign engineering
companies, as well as other services that the legal
powers permit in the practice of the professions
of engineering, architecture, agronomy, geology
and meteorology in all their specialties.

Core business
Engineering services

Subscribed and paid capital (Th$)
$48,203

Representative
Sergio Ribeiro Campos

2012 Annual Report Identification of subsidiaries and associate companies

INMOBILIARIA MANSO DE VELASCO

Subscribed and paid capital (Th$)
37,643,913

Name
Inmobiliaria Manso de Velasco Ltda.

Type of entity
Limited Partnership

TAX ID
79,913,810-7

Address
Miraflores 383, piso 29, Santiago, Chile

Telephone
(562) 2378 4700

Corporate purpose
Acquisition, disposal, commercialization and
exploitation of real estate and investment
companies.

Core business
Real estate

Subscribed and paid capital (Th$)
25,916,800

Representatives
Andrés Salas Estrades
Fernando Gardeweg Ried (National Finance
Officer of Enersis)

Main executives
Andrés Salas Estrades
Chief Executive Officer

Hugo Ayala Espinoza
Jorge Carnevali Flores

Corporate purpose
Make investments in other companies, most
preferably in those Involved in the exploitation
of natural resources, and especially those related
to the distribution, transmission and generation
of electricity. In order to perform according to its
purpose and practice the activities related to it,
the company may perform all actions and enter
into all contracts that the Peruvian laws allow to
corporations. The company may also make equity
investments in any kind of property including
stocks, bonds and any other class of transferable
securities, as well as the administration of
such investments within the limits set by the
board and ordinary shareholders meeting. The
activities that are considered within the purpose
of the company may be carried out in Peru and
abroad.

Core business
Investments

Board of directors
The Ordinary shareholders meeting that met
03/29/2011 agreed to change the entity Into a
Private Company without Board of Directors.

Main executives
Ignacio Blanco Fernández
Chief Executive Officer

Enersis stake
(direct and indirect)
64.90% Unchanged.

Proportion of Enersis assets
0.51%

Commercial relations
Proper t y rent a ls, trad ing desk ser v ices,
accounting, tax and other services supply.
Commercial accounts trading.

Enersis stake
(direct and indirect)
25.49% - Unchanged.

Enersis stake
100% - Unchanged.

Proportion of Enersis assets
0.21%

INVERSIONES DISTRILIMA

Name
Inversiones Distrilima S.A.C.

Type of entity
Private company

INVERSIONES GASATACAMA HOLDING

Name
Inversiones Gasatacama Holding Limitada

Type of entity
Limited liability Company

TAX ID
76,014,570-K

Address
Isidora Goyenechea 3365, piso 8, Santiago, Chile

of electricity, and iii) financing the activities
stated in i) and ii) above that are carried out
by related third parties, and b) the perception
and investment of the assets invested, including
lucrative activities related to the ones mentioned.

Core business
Investments

Subscribed and paid capital (Th$)
159,684,942

Board of directors
Raúl Sotomayor Valenzuela
Joaquín Galindo Vélez
Fernando Gardeweg Ried
Gonzalo Dulanto Letelier

Alternate board members
Juan Benabarre Benaiges
Claudio Iglesis Guillard
Eduardo Ojea Quintana
Vacant

Main executives
Rudolf Araneda Kauert
Chief Executive Officer

Enersis stake
(direct and indirect)
29.99% - Unchanged.

INVERSORA CODENSA S.A.S.

Name
Inversora Codensa S.A.S.

Type of entity
[Sociedad por acciones simplificada]

Address
Carrera 11 N°82-76, Piso 4, Bogotá, Colombia

Telephone
(571) 601 6060

Equity (Colombian$)
5,000,000

Corporate purpose
Investment in residential public electric utility
services, especially the acquisition of shares in
any public electric utility or in any other company
that also invests in utilities whose main purpose
is residential electricity service according to
the definition in Law 142 of 1994, or in any other
company that also invests in utilities whose main
purpose is residential public electric utility services.

Address
Jr. Teniente César López Rojas 201, Maranga,
San Miguel, Lima, Peru.

Telephone
(511) 561 1604

Telephone
(562) 2366 3800

Core business
Investments

Corporate purpose
The company purpose is a) the direct or indirect
participation through any kind of association
in companies whose purpose include one or
more of the following: i) the transportation of
natural gas in any of its forms; ii) the generation,
transmission, purchase, distribution and sale

Legal Representative
David Felipe Acosta Correa

Enersis stake
(direct and indirect)
21.73% - Unchanged.

Enersis 2012 Annual Report 185

2012 Annual Report Identification of subsidiaries and associate companies

INVESTLUZ

Name
Investluz S.A.

Type of entity
Private company

Address
Rua Padre Valdevino, N° 150-Parte, Fortaleza,
Ceará, Brasil

Telephone
(5585) 3216 1350

Subscribed and paid capital (Th$)
223,052,176

Core business
Electricity distribution

Main executives
Claudio Inzunza Díaz
Chief Executive Officer

Enersis stake
(direct and indirect)
99.09% - Unchanged.

PEHUENCHE

Name
Empresa Eléctrica Pehuenche S.A.

Type of entity
Publicly held company

Corporate purpose
Participate in equity of Companhia Energetica
do Ceará and in other companies, in Brazil and
abroad as a partner or shareholder

TAX ID
96,504,980-0

Core business
Investments

Management
Abel Alves Rochinha
President
Olga Jovana Carranza Salazar
Carlos Ewandro Naegele Moreira
Cristine de Magalhães Marcondes

Enersis stake
(direct and indirect)
60.10% (Unchanged.)

LUZ ANDES

Name
Luz Andes Limitada

Type of entity
Limited liability company
TAX ID
96,800,460-3

Address
Santa Rosa 76, Santiago, Chile

Telephone
(56 2) 2634 6310

Subscribed and paid capital (Th$)
1,224

Address
Santa Rosa 76, Santiago, Chile

Telephone
(562) 2630 9000

Corporate purpose
The compa ny pur pose is the generation,
tra nsmission, distribution a nd supply of
electricity, for which it may acquire and use the
respective concessions, permits and rights.

Core business
Electricity generation

Subscribed and paid capital (Th$)
200,319,020

Board of directors
Alan Fischer Hill
Alejandro García Chacón
Humberto Espejo Paluz
Fernando Gardeweg Ried
Vacant

Main executives
Lucio Castro Márquez
Chief Executive Officer

Enersis stake
(direct and indirect)
55.57% - Unchanged.

Corporate purpose
Distribution and commercialization of electricity
and the sale of home, sports, entertainment and
computers electrical appliances.

PROGAS

Name
Progas S.A.

Type of entity
Private company

TAX ID
77,625,850-4

Address
Isidora Goyenechea 3365, piso 8, Santiago, Chile

Telephone
(562) 2366 3800

Corporate purpose
Develop the following businesses in the 1st, 2nd
and 3rd regions of the country, the acquisition,
production, storage, transportation, distribution,
transformation and commercialization of
natural gas and other oil derivatives and fuels
in general, the supply of services, manufacture,
commercialization of equipment and materials,
and carrying out works related to the above
purposes or those necessary for their execution
and development, any other activity necessary
or leading to comply with the above mentioned
purposes.

Core business
Gas supply

Subscribed and paid capital (Th$)
1,526

Board of directors
Rudolf Araneda Kauert
Luis Cerda Ahumada
Pedro De La Sotta Sánchez

Main executives
Alejandro Sáez Carreño
Chief Executive Officer

Enersis stake
(direct and indirect)
29.99% - Unchanged.

SACME

Name
Sacme S.A.

Type of entity
Private company

Address
Avda. España 3251, Ciudad Autónoma de Buenos
Aires, Argentina

Telephone
(5411) 4361 5107

186 Enersis 2012 Annual Report

2012 Annual Report Identification of subsidiaries and associate companies

Subscribed and paid capital (Argentine$)
12,000

Address
Santa Rosa 76, Santiago, Chile

their management and operations and the
development and operation of a multipurpose
port, according to the law, among others.

Corporate purpose
Conduct, supervise and control the operation
of the electricity generation, transmission and
sub transmission system of Capital Federal and
Gran Buenos Aires, and the interconnections
with the Argentine Interconnection System
(SADI in its Spanish acronym). Represent the
companies Distribuidora Edenor S.A. and
Edesur S.A. in terms of operations, before the
wholesale market administrator, Compañía
Administradora del Mercado Mayorista Eléctrico
(CAMMESA in its Spanish acronym. In general,
adopt all actions necessary to allow it to carry
out the administration of the business correctly,
as being constituted for this purpose by the
concessionaire companies of the electricity
distribution and commercialization in Capital
Federal and Gran Buenos Aires, all in accordance
with the international public tender for the sale
of Class A shares in Edenor S.A. and Edesur S.A.
and applicable regulations.

Core business
C onduc t ion , super v i sion a nd cont rol of
operations of part of the Argentine electricity
system.

Board of directors
Ricardo Héctor Sericano
Osvaldo Ernesto Rolando
Leandro Ostuni
Eduardo Maggi

Alternate board members
Abel Cresta
Leonardo Félix Druker
José Luis Marinelli
Pedro Rosenfeld

Main executives
Francisco Cerar

Enersis stake
(direct and indirect)
32.69% - Unchanged.

SAN ISIDRO

Name
Compañía Eléctrica San Isidro S.A.

Type of entity
Private company

TAX ID
96,783,220-0

Telephone
(56 2) 2630 9000

Corporate purpose
Generate, transmit, distribute and supply
electricity, being able to acquire and make use of
concessions, permits and rights in order to do so.

Core business
Electricity generation

Subscribed and paid capital (Th$)
130,047,401

Board of directors
Alan Fischer Hill
Alejandro García Chacón
Pedro Gatica Kerr
Humberto Espejo Paluz
Ricardo Santibáñez Zamorano

Alternate board members
Osvaldo Muñoz Díaz
Carlo Carvallo Artiga
Claudio Betti Pruzzo
Rodrigo Naranjo Martorell
Enrique Lozán Jiménez

Main executives
Claudio Iglesis Guillard
Chief Executive Officer

Enersis stake
(direct and indirect)
57.35% - Unchanged.

Board of directors
Fernando Gutiérrez Medina
Juan Manuel Pardo
Leonardo López Vergara

Alternate board members
Gustavo Gómez Cerón
Alba Lucía Salcedo
Luís Fernando Salamanca

Main executives
Fernando Gutiérrez Medina
Chief Executive Officer

Enersis stake
(direct and indirect)
16.37%

SOUTHERN CONE POWER ARGENTINA

Name
Southern Cone Power Argentina S.A.

Type of entity
Corporation

Address
Avda. España 3301, Buenos Aires, Argentina

Telephone
(54 11) 4307 3040

Subscribed and paid capital (Th$)
2,086,965

SOCIEDAD PORTUARIA CENTRAL
CARTAGENA

Name
Sociedad Portuaria Central Cartagena S.A.

Corporate purpose
Wholesale electricity buying and produced
by third parties and to be consumed by third
parties. It may also hold participations in
companies dedicated to electricity generation.

Type of entity
Corporation

Core business
Investments

Address
Carrera 13 A Nº 93-.66, piso 2 Bogotá, D.C.
Colombia.

Subscribed and paid capital (Th$)
1,571

Board of directors
José María Hidalgo Martín Mateos
José Miguel Granged Bruñen
Roberto José Fagan

Alternate board members
Fernando Claudio Antognazza

Corporate purpose
The company’s main purpose is the following:
1. Investment, construction and maintenance
o f d o c k s a n d pr i v at e a n d p u bl ic p or t s ,

Enersis stake
(direct and indirect)
59.98% Unchanged.

Enersis 2012 Annual Report 187

2012 Annual Report Identification of subsidiaries and associate companies

TERMOELÉCTRICA JOSÉ DE SAN
MARTÍN

Manager
Guillermo Paillet - Commercial Manager

Name
Termoeléctrica José de San Martín S.A.

Enersis stake
(direct and indirect)
8.32%- Unchanged.

Type of entity
Corporation

TERMOELÉCTRICA MANUEL BELGRANO

Address
Elvia Rawson de Dellepiane 150, piso 9, Buenos
Aires, República de Argentina

Name
Termoeléctrica Manuel Belgrano S.A.

Telephone
(511) 561 0386

Subscribed and paid capital (Th$)
48,695

Corporate purpose
The generation of electricity and its block
commercia lization, a nd pa r ticula rly the
management of the equipment, construction,
operation and maintenance of a thermal plant
in accordance with the “Definitive agreement for
the management and operation of the projects
for the re-adaptation of the MEM in the terms
of Resolution SE N° 1427/2004”, approved by
Resolution SE N° 1193/2005.

Core business
Electricity generation

Board of directors
José María Vázquez
Claudio O. Majul
José Miguel Granged Bruñen
Fernando Claudio Antognazza
Omar Ramiro Algacibiur
Jorge Aníbal Rauber
Gerardo Carlos Paz
Mariana Patricia Schoua
Jorge Ravlich

Alternate board members
Juan Carlos Blanco
Roberto José Fagan
Adrián Gustavo Salvatore
Leonardo Pablo Katz
Milton Gustavo Tomás Longobardoi
Luís Agustín León Longobardo
Sergio Raúl Sánchez
Rigoberto Orlando Mejía Aravena

Main executives
Claudio Omar Majul
Chief Executive Officer - Business and Finance
Manager
Fernando Rabita - Power Plant Operations

Type of entity
Corporation

Address
Suipacha 268, piso 12, Buenos Aires, Argentina

Telephone
(511) 561 0386

Subscribed and paid capital (Th$)
48,690

Corporate purpose
The purpose of the company is the generation of
electricity and its block commercialization, and
particularly the management of the equipment,
construction, operation and maintenance of a
thermal plant in accordance with the “Definitive
agreement for the management and operation of
the projects for the re-adaptation of the MEM
in the terms of Resolution SE N° 1427/2004”,
approved by Resolution SE N° 1193/2005.

Core business
Electricity generation

Board of directors
Jorge Aníbal Rauber
Milton Gustavo Tomás Pérez
José Miguel Granged Bruñen
Fernando Claudio Antognazza
Adrián Salvatore
José María Vásquez
Gerardo Carlos Paz
Mariana Schoua
Jorge Ravlich

Alternate board members
Gabriel Omar Ures
Omar Ramiro Algacibur
Juan Carlos Blanco
Roberto José Fagan
Leonardo Marinaro
Leonardo Pablo Katz
Patricio Testorelli
Luis Agustín León Longobardo
Sergio Raúl Sánchez
Rigoberto Mejía Aravena

Main executives
Daniel Garrido
Chief Executive Officer

Gustavo Manifesto
Óscar Zapiola
Sergio Schmois

Enersis stake
(direct and indirect)
8.32% - Unchanged.

TESA

Name
Transportadora de Energía S.A.

Type of entity
Corporation

Address
Bartolomé Mitre 797, piso 11, Buenos Aires,
República de Argentina

Telephone
(5411) 4394 1161

Subscribed and paid capital (Th$)
3.967,132

Corporate purpose
Supply high voltage electricity transmission
services in relation to national and international
electricit y systems, according to current
legislation, for which it may take part in national
or international tenders, become a public utility
concessionaire in local or international high-
voltage electricity transmission, and perform
all activities necessary for these purposes,
including but not limited to, becoming a part of
construction, operation and maintenance for the
start up or expansion of electricity transmission
lines, participate in financing of projects
directly or indirectly related to such endeavors
as borrower and/or lender and/or guarantor,
and allowed to give guarantees in favor of third
parties. All activities considered in the Financial
Institutions Act and any other that requires the
assistance of government funds are excluded.

Core business
Electricity transmission

Board of directors
José María Hidalgo Martín-Mateos
Guilherme Gomes Lencastre
Arturo Miguel Pappalardo

188 Enersis 2012 Annual Report

2012 Annual Report Identification of subsidiaries and associate companies

Alternate board members
José Venegas Maluenda
Juan Carlos Blanco
Roberto José Fagan

Main executives
Arturo Pappalardo
Chief Executive Officer

Enersis stake
(direct and indirect)
54.30% (Unchanged.)

TRANSQUILLOTA

Name
Transmisora Eléctrica de Quillota Ltda.

Type of entity
Limited partnership

TAX ID
77,017,930-0

Address
Ruta 60, km 25, Lo Venecia, Comuna de Quillota,
Valparaíso Region

Telephone
(562) 2630 9000

Subscribed and paid capital (Th$)
4,404,446

Corporate purpose
Transmission, distribution and supply of
electricity, by itself or through third parties

Core business
Electricity transmission

Legal Representatives
Juan Eduardo Vásquez Moya
Gabriel Carvajal Menególlez
Ricardo Santibáñez Zamorano

Alternate Legal Representatives
Eduardo Calderón Avilés
Carlos Ferruz Bunster
Ricardo Sáez Sánchez

Enersis stake
(direct and indirect)
29.99% - Unchanged.

TÚNEL EL MELÓN

Name
Sociedad Concesionaria Túnel El Melón S.A.

Type of entity
Private company

TAX ID
96,671,360-7

Address
Santa Rosa 76, Santiago, Chile

Telephone
(562) 2690 5081

Subscribed and paid capital (Th$)
19,028,480

Corporate purpose
Execution, construction and exploitation of the
public highway tunnel called Tunnel El Melón
and the supply of complementary services,
authorized by the Ministry of Public Works.

Core business
Infrastructure concessionaire

Board of directors
Eduardo Escaffi Johnson
(Regional Finance Officer of Enersis S.A.)
Luis Larumbe Aragón
Sebastián Fernández Cox

Main executives
Maximiliano Ruiz Ortíz
Chief Executive Officer

Enersis stake
(direct and indirect)
59.98% - Unchanged.

Notes:
1. There are no acts or contracts subscribed by
Enersis S.A. with its subsidiaries or associates
that sig nif ica ntly inf luence Enersis S. A .
operations.
2. In subsidiaries and associates that do not
include the item Proportion of Enersis assets,
Enersis does not hold a direct Investment.
3. In subsidiaries and associates that do not
include the item commercial relations, Enersis
does not have a commercial relations.

Enersis 2012 Annual Report 189

Memoria Anual 2012 Resultados del ejercicio

declaration of responsibility

190 Enersis 2012 Annual Report

Memoria Anual 2012 Declaración de Responsabilidad

Declaration of responsibility

The members of the board of directors and chief executive officer of Enersis, the signatories to this
declaration, swear to accept responsibility for the accuracy of all the information contained in this
document, in compliance with general rule N°30 of the Superintendence of Securities and Insurance.

CHAIRMAN
Pablo Yrarrázaval Valdés
Tax ID: 5,710,967-K

VICE CHAIRMAN
Andrea Brentan
Passport: YA0688158

DIRECTOR
Rafael Miranda Robredo
Tax ID: 48,070,966-7

DIRECTOR
Hernán Somerville Senn
Tax ID: 4,132,185-7

DIRECTOR
Eugenio Tironi Barrios
Tax ID: 5,715,860-3

DIRECTOR
Leonidas Vial Echeverría
Tax ID: 5,719,922-9

DIRECTOR
Rafael Fernández Morandé
Tax ID: 6,429,250-1

CHIEF EXECUTIVE
OFFICER
Ignacio Antoñanzas Alvear
Tax ID: 22,298,662-1

Enersis 2012 Annual Report 191