Annual Report
s
i
s
r
e
n
E
t
r
o
p
e
R
l
a
u
n
n
A
3
1
0
2
Enersis es una empresa del Grupo Enel
www.enersis.cl
Annual Report and Financial
Statements of Enersis
2013
@ABCDEF)
GA!A
Santiago Stock Exchange
ENERSIS
New York Stock Exchange
ENI
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$5,669,280,725,
divided into 49,092,772,462 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$15,177,664,307 as of December 31, 2013. 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 2013, net income attributable to the dominant company amounted to
MCh$658,514 and operating income amounted to MCh$1,741,138. At the end of 2013, it provided direct
jobs to 11,574 people through its subsidiaries in South America.
Directors and Executive Officers
CHAIRMAN
Pablo Yrarrázaval Valdés
PHONE NUMBER (56-2) 2353 4663
VICE CHAIRMAN
Borja Prado Eulate
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Andrea Brentan
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Luigi Ferraris
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Hernán Somerville Senn
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Leonidas Vial Echeverría
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Rafael Fernández Morandé
PHONE NUMBER (56-2) 2353 4631
CEO
Ignacio Antoñanzas Alvear
PHONE NUMBER (56-2) 2353 4510
DEPUTY CEO
Massimo Tambosco
PHONE NUMBER (56-2) 2353 4613
COMMUNICATIONS OFFICER
Daniel Martini
PHONE NUMBER (56-2) 2353 4666
INTERNAL AUDIT OFFICER
Alain Rosolino
PHONE NUMBER (56-2) 2353 4647
ADMINISTRATION, FINANCE AND CONTROL OFFICER
Eduardo Escaffi Johnson
PHONE NUMBER (56-2) 2353 4682
PLANNING AND CONTROL OFFICER
Marco Fadda
PHONE NUMBER (56-2) 2353 4684
LEGAL COUNCEL AND SECRETARY OF THE BOARD
Domingo Valdés Prieto
PHONE NUMBER (56-2) 2353 4631
HUMAN RESOURCES OFFICER
Carlos Niño Forero
PHONE NUMBER (56-2) 2675 2780
PROCUREMENT OFFICER
Eduardo López Miller
PHONE NUMBER (56-2) 2353 4635
SHARED SERVICES OFFICER
Jaime Sánchez-Cano
PHONE NUMBER (56-2) 2353 5159
Investor Relations
INVESTOR RELATIONS DIRECTOR
Pedro Cañamero González
PHONE NUMBER (56-2) 2353 4682
CITIBANK NY
Teresa Loureiro-Stein
PHONE NUMBER (1-212) 816 6814
SANTANDER INVESTMENT
Ignacio Algora
PHONE NUMBER (34-91) 289 3951
Design and Production LEADERS
Annual Report 2013
2
2013 ANNUAL REPORT ENERSISIndex
Chairman´s Letter to Shareholders | 4
Main financial and operating indicators | 14
Company identification and governing documents | 18
Ownership and control | 22
Management | 26
Human resources | 46
Stock exchange transactions | 58
Dividends | 64
Investment policy and financing for the accounting period 2013 | 68
Company business | 72
Investments and financial activities | 84
Risk factors | 96
Regulatory framework for the electric industry | 102
Description of electric business per country | 124
Summary chart of participations | 158
Relevant facts for the entity | 164
Identification of affiliates and related companies | 180
Declaration of responsibility | 200
Consolidated Financial Statements | 202
Reasoned Analysis of Consolidated Financial Statements | 376
Affiliates Summarized Financial Statements | 397
3
Chairman´s Letter to Shareholders
Dear Shareholders,
Results for 2013
In 2013, Enersis achieved one of the most significant
In short, the company’s net earnings increased by 74.5%,
economic-financial results of its history, comparable to
thus reaching $658.514 billion. This improved performance is
the $660.231 billion of 2009. The foregoing is due to the
mainly due to three factors: the operational improvement of
adequate strategy we have implemented year after year,
the generation business in Chile, Argentina, and Colombia;
the main sustaining factors of which are making each of
the incorporation of the Cono Sur assets; and the positive
the operations we run in the five countries in the region
impact of the accounting acknowledgment of the greater
(Argentina, Brazil, Chile, Colombia, and Peru) profitable;
historical costs in Edesur, Argentina, as of the second quarter
maintaining a solid financial position; adding value to our
of 2013.
shareholders’ investment; and promoting relations based on
trust and cooperation with the communities we operate in.
The EBITDA was $2 billion 251 million 489 thousand, or
US$4.547 billion, an amount which entails an increase of
Also—thanks to the trust placed in us by each of you—
15.6%. Due to an adequate strategy implemented by the
Enersis has consolidated its position as Endesa’s (Spain) sole
company, this indicator exceeded US$4.0 billion for the fifth
investment means in South America, with almost 16,000 MW
year in a row.
of installed capacity and over 14 million clients.
Confirming the region’s dynamic performance and the
The latter is due to a fact that has been vital for the present
promising economic perspectives showed by the five
and future of the company. I’m referring to the successful
countries where we run operations, the sale of energy in the
capital increase concluded on March 28, 2013, whereby
distribution sector grew by 3.8%, to 75,443 GWh, thanks to
100% of the shares available for subscription were acquired.
the increases achieved in Brazil, Colombia, and Chile. In the
generation business line, energy sales reached 69,369 GWh,
In view of the result of the operation, whereby over US$6
which entailed an increase of 5.2%.
billion were obtained between assets in kind and cash, I am
able to proudly and tTax IDhfully assert that in spite of the
fact that it was not an easy task and one which was not short
Regional Scenario
on issues, we achieved an operation that was unprecedented
Our stakes in the countries where we operate are based
for the Chilean capital market, thereby providing the
on the macro-economic perspectives of the region, and
company with the necessary resources to carry out a
namely, on our long-term commitment, which implies
significant growth and expansion plan.
providing solutions to energy needs and being a party to the
development of each of these markets.
Today Enersis is larger, more robust, and has the muscle
to enable it to continue to lead the energy sector in South
In spite of a global scenario that still shows some dark clouds,
America, thereby maximizing the benefit of each of our
the five countries where we operate offer a solid basis and
shareholders.
stable growth signals—though in the last few months of
2013, Chile showed come signs of deceleration, which we will
As an example of the foregoing, in spite of the 50% increase
pay close attention to in order to promptly take any actions
in the number of shares as a result of the capital increase
that may be necessary—thus providing enough energy to re-
operation, the earnings per share reached $13.4, that is,
boost the local economy.
16.1% higher than 2012, while the sole incorporation of the
Cono Sur assets—the company through which Endesa (Spain)
Another issue also worthy of our attention is Standard and
subscribed its proportional part in this operation—accounts
Poor’s recent reduction of Brazil’s rating from “BBB” to
for 19% of the company’s net earnings during 2013.
“BBB-”, wherein the electrical sector’s risks are pointed out
4
CHAIRMAN´S LETTER TO SHAREHOLDERS
2013 ANNUAL REPORT ENERSISas one of the main problems the country will face in the
The message we conveyed to the market was clear: We will
short and medium-term. This reduction brought an end to a
not go out and purchase and invest the resources provided
decade of rising ratings and surprised a major portion of the
by the capital increase at any price. We will not make
international market.
acquisitions if the conditions are not adequate to increase
the value of the investment of our shareholders. And as
However, we should not lose our perspective, since South
we have done since day one, we will analyze each of the
America continues to compare favorably with regard to the
operations to seek to maximize the value of the company for
OECD countries in terms of growth, due to demographic and
the benefit of each and every one of our shareholders.
macro-economic factors. Because of that, and within this
dynamic context—though it is a little slower in Chile, Brazil,
and Argentina—we are certain and rest in the assurance
that we have the necessary tools and the backing of Endesa
(Spain) and the Enel Group to face the challenges posed us
on a day-to-day basis by the regional electricity sector and
to provide a safe and reliable power supply at competitive
prices.
Voluntary Tender Offer for Coelce
The market is anxious for us to begin investing the funds
obtained through the capital increase operation. We have
been cautious and the waiting period has proved us right.
Refraining from going to market at a time when most of
the target companies’ securities were above their historical
transaction averages has enabled us to increase our
purchasing power by 20%.
However, we have already taken a first step. And a
successful one at that. I’m referring to the Voluntary tender
offer made to the minority shareholders of our Brazilian
electrical distribution business, Companhia Energética do
Ceará (Coelce), notified to the market on January 14, 2014,
and concluded on February 17. Enersis acquired a total of
11,783,080 shares, which account for 15.13% of the equity
of said company, thereby directly and indirectly obtaining
74% of controlling ownership of Coelce. During the bidding,
Enersis did not increase the offered price as it estimated
that the prize offered (with an implicit premium of 20.1%)
was adequate and expedient for the company’s equity
interests. The acquisition of 15.13% of Coelce entailed the
disbursement of about $132.340 billion, or US$242 million.
Pablo Yrarrázaval Valdés
Chairman
5
A New Way of Operating
However, I wish to be clear about something: As a Group, we
must go beyond the requirements put forth in the law, the
Last year, I commented on these pages on the difficulties
regulations, and sectorial permits. As a leading company in
we were facing in Chile to develop the projects, not only
the electricity sector, we must take the initiative and tune
in the electrical sector, but also in the rest of the country’s
into more stringent requirements.
production sectors. This is a symptom of a substantial change
in the relationships between companies, communities, and
Endesa Chile has developed a new relationship plan with
the authorities, which we are also a part of as a company that
Coronel, which seeks to address the fundamental issues by
acts responsibly in the environments where it operates.
proposing definitive solutions to our main stakeholders.
Endesa Chile is under the obligation to recover the leading
This precaution is necessary in order to understand the full
role in each of the environments where it operates. This
scope of the facts that I am going to describe below.
is a turning point and we cannot go back. Ignoring the
new reality of the country would be a mistake that would
In late October 2012, our affiliate company, Endesa Chile,
ultimately impact on the market. We cannot waste the
commissioned Bocamina II in the district of Coronel, Region
capital of trust and credibility that our companies have
of Biobío, thus providing the country 350 MW of efficient
enjoyed in the past.
capacity at low operational costs, which amount to about 50
US$/MWh (of variable cost) during a third year of drought.
Do we have pending tasks? Certainly. We have only taken
the first steps so that this new way of operating by means
In September 2013, the Superintendence of the Environment
of projects that integrate the communities’ comments right
filed a penalizing procedure against Bocamina II. Said
from the beginning and share the effects and benefits of the
procedure was reformulated in December and included new
initiatives from the out start, can become a part of our DNA
breaches. The same month, after a motion filed against the
and permeate all our activities.
power plant, the Court of Appeals of Concepción issued
an order to refrain from innovation, thus paralyzing the
An example of this new way of operating was the agreement
operation of Bocamina II.
signed by Endesa Chile in February 2014 with the irrigators
of the Region of Maule. After months of negotiations
Dear shareholders, the operation of Bocamina II has abided
and meetings, an agreement was reached to enable the
at all times by the Environmental Qualification Resolution
feasibility of the construction of the 150-MW Los Cóndores
(RCA, by its Spanish acronym) issued in 2007, which is still
hydroelectric power plant, which is to begin this year (2014).
effective. We have not infringed on the permit issued by
the competent authorities in any way, and have fulfilled the
Having clear guidelines for developing long-term
regulations that govern the activity; therefore, there is no
investments is paramount and crucial for a company. But we
pollution or risk, let alone any detriment to the health of the
must take into account that we are undergoing a process of
population or the environment.
profound change.
The power not generated by Bocamina II is being replaced by
Rest assured that we are working and will continue to do
inefficient diesel power plants. This entails operational over-
so as a Group in order to be up to the new challenges,
costs for the entire Central Interconnected System (SIC, by its
maintain our leadership, and respond to society’s and our
Spanish acronym) of about US$100 million (to March 2014).
stakeholders’ new needs.
This brings out the significance that this power plant has for
the system, especially in the light of the four years of drought
incurred by the central area of the country.
6
CHAIRMAN´S LETTER TO SHAREHOLDERS
2013 ANNUAL REPORT ENERSISCommitment of all Parties
the reconversion of the Salaco chain, which will contribute
close to 145 MW in addition to the 76.2 already operating
However, companies’ intent to develop projects that are
in the area. Both of these projects are located in Colombia.
aligned with effective environmental regulations is not the
In addition to these two initiatives, the construction of
only thing required in order to make progress and provide
Los Cóndores and the reconversion of the Taltal plant to
Chile the power it needs to continue to grow, also necessary
combined cycle will be initiated in Chile, thus adding another
is the communities’ support and commitment by the
120 MW to the 245 MW already generated by this unit. The
authorities. It is urgent to re-activate the projects, otherwise,
latter project is now well into the environmental approval
both our competitive capability and our image as a country
procedure after our affiliated company, Endesa Chile,
that respects its institutions will be in jeopardy.
submitted the Environmental Impact Statement in late 2013,
in order to carry out this enterprise.
To date, the materialization of close to 11,000 MW of new
capacity has faced difficulties. 6,650 MW of that amount
Concerning the third and fourth actions, respectively, we
have been stopped due to issues arisen in the approval
hope to reduce the cash-cost (cost per client) by 15% and we
process, 1,660 MW have been stopped on a permanent basis,
will seek to leverage gas commercialization opportunities,
and 2,400 MW associated with already approved projects
wherein we have taken relevant steps in Colombia and Chile.
have not been able to initiate construction. Initiatives such
as Barrancones and Castilla, owned by new operators which
We will continue to materialize the other initiatives we have
intend to enter the local market failed due to the difficulties
in our generation portfolio or pipeline. I’m referring to Punta
that arose in the processing of their permits or due to court
Alcalde (740 MW) and Neltume (490 MW) in Chile, and
proceedings.
Curibamba (188 MW) in Peru.
Business Plan
Among the projects in our portfolio, special mention should
be made to the HidroAysén project. As is publicly known, it
Dear shareholders, as a Group, our commitment toward Chile
has a favorable RCA since 2011. Additionally, the Supreme
and the countries where we operate remains in place.
Court dismissed all the protection motions filed against the
environmental assessment process of the project.
Thus, the main actions of our business plan for the five
years between 2014-2018 in the power generation and
In June 2011, HidroAysén filed a claim with the Committee of
commercialization sectors are based on the following
Ministers requesting that certain requirements established
strategic guidelines: a demand supported by solid economic
in the RCA be reviewed. Along the same lines, congressmen,
principles, increase of the installed capacity, increase of
NGO’s, and environmentalist groups also filed other motions
efficiency, and launching of new business lines.
for a total of 35 claims.
In the first point we foresee an annual cumulative rate (TACC,
Throughout 2012 and 2013, the Committee of Ministers
by its Spanish acronym) of 4.2%, including our operations in
did not meet to review said claims. Finally, in late January,
Argentina, Brazil, Chile, Colombia, and Peru.
2014, after two and half years of waiting, the Committee of
Ministers decided to request further information and studies.
In order to materialize the second item, we will incorporate
Once they were submitted, the Committee of Ministers
over 800 MW of new capacity during the next five years.
would reevaluate part of the claims and issue its final
This new capacity includes the 400 MW that we will add
decision concerning the project.
with the commissioning of El Quimbo in early 2015, and
7
However, the new administration of President Michelle
We will also work to increase the contribution margin, reduce
Bachelet brought the decision of the Committee of Ministers
the equivalent downtime of the installed power (TIEPI, by its
back to square one by annulling it and setting a new deadline
Spanish acronym), with a special focus on Brazil regarding
of 60 days for the new Committee of Ministers to analyze the
loss reduction, and a reduction of 6% in cash-cost (cost per
claims.
client) by 2018.
As a Group we are fully committed to carry on with
We will continue to move forward with innovative ideas
HidroAysén, provided there is political, social, and national
in the area of distribution, such as smart cities, electrical
disposition to consider this project in Chile’s best interest.
mobility, and distributed generation.
The time has come to make decisions and refrain from
This year, our affiliated company Chilectra will inaugurate the
further extending the waiting period.
first SmartCity in our country at Ciudad Empresarial. Latest
The companies and various social players—but especially the
Santiago, thus enabling users active participation in energy
Executive and Legislative Branches—must do their part for
administration, integrating renewable energy sources,
the country to be able to strengthen its electric power matrix
and reducing CO2 emissions, with the object of knowing,
and fully tap into the primary energy it has, such as water,
evaluating, and measuring their impact in order to enable
generation technologies will be put to the test at Smartcity
which provides competitive, abundant, clean, and local
their replication on a greater scale.
energy resources. The relevant factor for preventing waste
of time and resources, whether it be by private companies or
Along the same lines, during 2013 we continued to move
public entities in charge of evaluating the projects, is to have
forward with the SmartCity Búzios project in Río de Janeiro,
a clear understanding of what the country needs in terms of
Brazil, by integrating electrical mobility into this initiative. To
energy.
this end, an electric taxi, or “aqua taxi”, was commissioned,
which will be used in research and transportation; electric
The decision is everyone’s, and as Group, we are and will be
bicycles for use by the Municipal Guard and for rental at
part of the solution.
hostels and hotels, in addition to electric cars for use by the
Added Value
project’s researchers.
In order to move ahead with all these initiatives, in the five
Concerning activities in the distribution sector, the actions
years from 2014-2018, we will invest a total of US$9.085
for the 2014-2018 period will focus on new connections,
billion, US$3.98 billion of which will be focused on the
development and growth in the portfolio of added value
generation sector, and the remaining US$5.105 billion
products, improvement of service quality, reduction of losses,
on the distribution sector. In Chile, US$2.483 billion of all
and increase in efficiency.
investments will be made in the next five years, US$1.786
billion in generation and US$697 million in distribution.
In order to meet these goals, we will acquire from 400,000
to 500,000 new clients a year. In other words, by the end of
2018, the Group should have over 2 million new clients, for
Leadership
a total client base of 16 million clients in the six concession
I wish to conclude my words with a brief reflection on what it
areas where we are operating (Buenos Aires, part of the State
has meant to Chile to abandon hydroelectric development, as
of Río de Janeiro, Fortaleza, Santiago, Bogota, and Lima) in
opposed to countries such as Brazil, Colombia, or Peru, which
the region.
have strongly supported this type of development in recent
8
CHAIRMAN´S LETTER TO SHAREHOLDERS
2013 ANNUAL REPORT ENERSISyears, thus generating the necessary conditions for private
promoting energy efficiency to reduce total costs; recovering
entities to develop this type of initiative.
environmental institutional procedures, and taking into
From 2006 to 2013, in the central area of the country only,
precautions to preserve the environment in each generation
account the needs of the community and the necessary
the installed capacity has increased by over 5,800 MW, 78%
project from its very inception.
of which are based on thermal plants. In view of this, the
contribution of hydroelectric power to the SIC production
Chile used to be at the forefront of power generation in the
mix went from 71% in 2006 to 40% to the end of 2013.
hemisphere. It wasn’t for nothing that it created some the
The consequence has been a notorious increase in fuel
most solid companies in the sector. Things have changed
expenses—from an annual disbursement of US$350 million
and times are not what they used to be. But change must
to US$2.3 billion.
not paralyze us. To the contrary, it should drive us to look at
things anew, as if it were the first time, but from different
The foregoing has not only had an impact in terms of a fuel
angles, and find the solutions to the challenges of the
cost increase that we have had to foot as a country, thus
present and the future.
reducing competitiveness in the industrial sector, but it
has also meant an increase of 40 US$/MWh in power grid
We are not asking for tailor-made playing rules, but rather
operational costs, whereby the average marginal costs of 29
stable rules that are known and accepted by all sectors
US$/ MWh went to 165 US$/ MWh in the same period due to
and players in the business. We need institutions that are
greater fuel consumption, a factor which has further affected
respected by all because of their legal, political, and social
the loss of leadership at the regional level.
legitimacy.
Chile has an untapped potential of over 20,000 MW of new
Our commitment toward Chile and each of the countries we
hydric capacity, which would contribute a low-cost power
operate in is intact.
base which we are not leveraging because we don’t have
clear guidelines for developing it.
Best Regards,
As a Group, we are fully aware of this and want to be part of
the solution to the energy problems and the need for more
energy of each of the countries where we operate.
In the recent call for bids among the distribution companies
for electric power supply that was conducted in our country,
Endesa Chile was one of the two companies that submitted
proposals and was awarded 35 of the 50 energy sub-blocks.
This is what we know how to do—provide a safe and reliable
electricity service at competitive prices.
But as a country and as a region, we need to be capable of
Pablo Yrarrázaval Valdés
unblocking and speeding up the administrative processing
Chairman
of projects, once again undertaking the development of
initiatives with special emphasis on hydroelectric power;
9
Highlights 2013
JANUARY
FEBRUARY
MARCH
APRIL
Coelce ranked second in
Service Quality
Coelce ranked second in
service quality among
distributors in the country,
according to the ranking
disclosed by the Agencia
Nacional de Energía Eléctrica
(Aneel).
Endesa Chile ranked
second in the Corporate
Sustainability Index
The company ranked second
nationally in the Corporate
Sustainability Index,
according to the digital
magazine The Note, of the
Capital Magazine, where 110
companies in the country
participated
Edelnor and the Peruvian
government electrified Valle
del Río Chillón
Edelnor and the Peruvian
government inaugurated
in the Centro Poblado
Huertos del Río Seco
rural electrification of the
communities of Valle de
Río Chillón in Lima, works
that are co-financed by
the Peruvian State and
Edelnor. Light reached 42
communities with these
works, where 2,500 families
of Valle Chillón were
benefited.
Edelnor inaugurates
Huarangal Substation
Under the framework
of complying with the
company’s Transmission
Plan, the new 220/60 kV
Transmission Substation
(SET, as per its acronym in
Spanish) Huarangal, located
in the emerging Lima district
of Carabayllo and built in a
22 thousand square meter
area, becoming a milestone
works for Edelnor. Its
infrastructure forms part of
a comprehensive installed
power and reliability increase
plan of the electric system in
Lima’s northern zone, with
the objective of servicing
increase of demand in
residential, commercial and
industrial segments.
Endesa (Spain), Pension
Funds and Institutional
Shareholders subscribe
Enersis capital increase.
Endesa (Spain) exercised the
overall total of the preferred
subscription rights that
were assigned by its affiliate
Endesa Latinoamérica,
through entering a stock
subscription contract with
Enersis. Such contract
accounts for the subscription
of 9,967,630,058 ordinary
shares corresponding to
the capital increase at a
value of $173 per share,
which corresponds to a
total subscription value of
$1,724,400,000,034. The
total subscription value
that Endesa (Spain) paid
through the transference
of the overall total of its
company rights in Cono Sur
Participaciones, S.L., which
were approved as non-
monetary goods contribution
by Enersis’ Extraordinary
Shareholders’ Meeting held
on December 20, 2012.
Enersis’ successful capital
increase
Enersis’ shareholders subscribe
an approximate total of
US$6,022 million with a
historical result for this type of
operations in the local market,
placing 100% of available
shares for the capital increase.
The amount collected, in the
largest capital increase carried
out in the country to date is
broken-down in the following
manner: once the preferred
option periods concluded in
Chile, United States of America
and Spain, the company
shareholders subscribed a
total of 16,284,562,981 shares,
corresponding to 99.04% of
the total authorized for its
issue, adding approximately
US$5,961 million (of these
shares, Endesa (Spain),
through the contribution of
its participations grouped in
the Southern Cone, subscribed
9,967,630,058 shares). In turn,
the remnant 157,043,316
shares that were left at the
end of the preferred option
periods, the overall total were
placed in an auction in the
Santiago Stock Exchange
of Santiago, collecting
approximately US$60.6 million,
auctioning the overall total
packages at $182.30 per share.
10
HIGHLIGHTS 2013
2013 ANNUAL REPORT ENERSISMAY
JUNE
JULY
Positive Effect of Resolution
No. 250/2013 in Edesur
In order to regularize the
status of Edesur’s credits
and liabilities, the Energy
Secretary through its
resolution No. 250/2013
provided compensation
from May 2007 to February
2013 between the MMC
accretions not transferred at
a determined rate by ENRE,
with the PUREE balances
that the company retained.
In a complementary manner
the authority instructed
CAMMESA to issue in favor
of Edesur the so-called Sales
Settlements due a Due
Date Pending Definition
(LVFVD, Liquidaciones
de Ventas con Fecha de
Vencimiento a Definir, as per
its acronym in Spanish), for
the surplus values derived
from the aforementioned
compensation and
authorized CAMMESA to
receive these settlements as
part payment of the Edesur
debts.
Emgesa receives IR (Investor
Relations) seal by the Stock
Exchange
Within the framework of the
Fifth Asobolsa (Asociación
de Comisionistas de Bolsa de
Colombia) annual congress,
Emgesa was recognized with
the IR (Investor Relations)
by the Colombian Stock
Exchange. This recognition
granted for the first time in
Colombia was obtained due
to the company’s actions
to increase its relevant
information standards
towards investors and the
financial community. .
Fitch Ratings increased
Emgesa’s international rating
Fitch Ratings increased
Emgesa’s international
rating from “BBB-” to “BBB”
with a stable perspective
(local and foreign currency).
It also confirmed the AAA
risk rating of Emgesa’s
Long-Term National Rating
and of its local bond issues.
The decision is based in the
company’s solid financial
performance, robust cash
generation and expectation
of low and moderate
leveraging after the complete
start of the commercial
operation of El Quimbo.
Enersis Group kicked-off
innovating Teletrabajo (Tele-
working) Program in Chile
Within the framework of their
concern and commitment
towards the well-being of
its workers and in order to
improve the quality of life
of its collaborators, Enersis
Group started and innovating
project called the Tele-
working Program, in order to
have 38 employees of their
companies in Chile, as a start,
to form part this initiative’s
implementation process.
Eepsa places in commercial
operation new thermal plant
in Piura
A new Eepsa-owned 180
MW effective power unit
of the Malacas Thermal
Power Plant, in Talara was
commercially started-up
being the first unit that enters
into commercial operation
as the system’s cold reserve.
This new plan is dual open
cycle and contributes 180
MW of additional energy to
the Interconnected National
Electric System (SEIN, Sistema
Eléctrico Interconectado
Nacional as per its acronym in
Spanish) in emergency cases.
This works is the first cold
reserve unit that enters the
SEIN and means an extension
of the electric generation
capacity for the company of
its Malacas Thermal Power,
in Piura.
Coelce was chosen as the
third best distributor in Brazil
Coelce was chosen as the
best third energy distributor
in Brazil and for the eighth
consecutive year the best
distributor in the Northeast.
Ampla is among the 4
best Quality Management
companies and went from
being ranked 19th to 15th in
the 2013 national ranking.
Punta Alcalde electric
transmission line project
goes into the environmental
assessment process.
The Atacama Region
Environmental Assessment
Service (SEA, Servicio de
Evaluación Ambiental)
accepted for processing
the Electric Transmission
Project of the Punta Alcalde
Substation-Maitencillo
Substation, initiative that
will allow supplying energy
that the Punta Alcalde Power
Plant generates to the Central
Interconnected System (SIC,
Sistema Interconectado
Central).
11
SEPTEMBER
OCTOBER
Placement of Emgesa Bonds
Emgesa successfully placed
bonds in the Colombian
capitals market in September
2013 for a total of US$294
million at 6 and 12-year
terms and at CPI +4.25% and
CPI +5% rates, respectively.
It received a total demand of
2.2 times the offered value,
reaching US$459 million.
The National Industry
Association (Sociedad
Nacional de Industrias, SNI,
as per its acronym in Spanish)
Awards Edegel
The SNI granted Edegel the
Recognition to Organizations
with the Certificate
Management System, an
award that seeks to empower
companies like Edegel to
foster other organization in
optimizing their processes,
in order to promote global
competitiveness in Peru.
AUGUST
Enersis Group Companies
Achieve Certification as
Family Responsible Firms
The companies of the Enersis
Group in Chile achieved
certification as Family
Responsible Firms under
the efr I 1000 - 1 Edition 3
Standard, achievement that
ratifies the maturity and
robustness reached in this
matter by the Group in our
country.
Chilectra and Endesa Chile
are awarded in the RSE
Prohumana Ranking
Consolidating a leadership
position, the Enersis Group
companies, Chilectra and
Endesa Chile, ranked second
and tenth, respectively,
in the 9th RSE 2013
ranking organized by the
Prohumana Foundation and
the magazine Qué Pasa, a
distinction that highlights the
best companies in matters
pertaining to Corporate
Social Responsibility.
Enersis, Fundación Integra
and Desafío inaugurated
nursery schools built in the
Biobío Region
The facilities benefited were
the Los Angeles Millantú
Nursery School and the San
Miguel de Pemuco Nursery
School, providing a totally
equipped installation to
64 children. Both nursery
schools suffered severe
damages due to the February
27, 2010 earthquake.
Endesa Chile turned to the
Supreme Court due to the
Court of Appeals’ sentence
on Punta Alcalde
After analyzing Santiago’s
Court of Appeals sentences,
which left without effect
Agreement No. 17/2012
adopted by the Ministers’
Committee, through which
it approved the Punta
Alcalde Project, Endesa Chile
decided to appeal before the
Supreme Court, and thus,
seeks to ratify the decision
taken by the Ministers’
Committee.
Enersis ends simplified
company structure within the
capital increase framework.
Once the simplified company
structure is closed the
capital increase approved
on December 20, 2012 by
the Enersis Extraordinary
Shareholders’ Meeting,
the company acquired the
company participations
of its affiliate Inversiones
Sudamérica Ltda., producing
consequentially the
termination of the last
mentioned company. Thus,
Enersis acquired company
participations that Endesa
Spain contributed as payment
of capital increase shares,
becoming the direct title
holder of the contributed
company shares, a fact that
was legally effective starting
last October 1. Inversiones
Sudamérica Ltda., had
previously absorbed, during
last July, the company Cono
Sur, company that originally
grouped the company
contributions that Endesa
Spain provided within the
framework of the capital
increase operation.
Supérate (Excel Yourself)
Award
Enersis Group and Qué Pasa
magazine distinguished
schools that showed
the best progress in
the Simce Reading and
Mathematics Exams taken
by Eight Graders in 2000
and 2011. The analysis,
given nationally, involved
5,800 school facilities. The
objective of the Supérate
Awards is to underscore the
task of hundreds of teachers
that have worked so that
their students have better
academic performances.
They are schools that might
never be in the best schools
official rankings, but that
have made significant efforts
to improve the quality of
education.
Ampla Launches Electric
Mobility in Buzios
In September Ampla
launched electric mobility
in Búzios, unit that forms
part of the Smart City Búzios
project. At the time an
electric vessel was presented
that will be used in the
research and transportation,
electric bicycles to be used
by the Municipal Guard and
that will be leased in hostels
and hotels, in addition to the
electric cars that the project
researchers will use.
12
HIGHLIGHTS 2013
2013 ANNUAL REPORT ENERSISEndesa Costanera Capital
Increase
Endesa Costanera’s
Shareholders’ Meeting on
April 5 resolved to increase
its corporate capital for an
amount of up to 555 million
Argentinean Pesos and,
consequently, the issue of
a total of up to 555 million
new registered common
shares at a nominal value of
one Argentinean Peso and
with one right to vote per
share. The capital increase
operation concluded on
November 21.
Ignacio Antoñanzas
is elected as “2013
International CEO of the
Year” by Latin Trade Group
Ignacio Antoñanzas,
Enesis General Manager
received the award as
2013 International CEO of
the Year, for “leading the
noticeable expansion of
one of the largest private
electricity multinationals in
Latin America”, according
to what Latin Trade Group
specified. Starting from
2005 to 2012, the Enersis
Group EBITDA went from
US$2,277 million to US$4,075
million, showing growth
of 79%, almost tripling
electric demand growth.
The award was granted by
the Latin Trade business
publication (distributed in
the United States and Latin
America) jointly with the
Inter-American Development
Bank.
NOVEMBER
DECEMBER
The first Salaco Chain
optimizing unit starts
operating
One of the most relevant
milestones of the Salaco
Project in November was the
formal commercial start-up
of Unit 2 of the Colegio
Power Plant (50 MW) in
the Colombian National
Interconnected System
(Sistema Interconectado
Nacional de Colombia).
Chilectra among the best
companies to work in Chile
Chilecta was ranked 35th
among the best companies
to work in the country in
the Award of the Eighth
Ranking Great Place to Work,
jointly with the El Mercurio
newspaper.
Ventanilla Thermal Power
Plant obtains the AENOR
certification
Ventanilla Thermal Power
Plant has obtained the
certification of reducing
close to 2.5 TCO2e by
the Spanish Association
of Normalization and
Certification (AENOR,
Asociación Española
de Normalización y
Certificación) within the
framework of its project
Clean Development
Mechanism (MDL,
Mecanismo de Desarrollo
Limpio), associated to the
Kyoto Protocol and that is
registered in the TÜV Blue
Registry. On completing this
last step Edegel will formally
enter the Voluntary Carbon
Market.
Enersis, Fundación Integra
and Desafío inaugurate first
Nursery School rebuilt in the
Renca District
In a ceremony with the
presence of authorized
officials, social players,
government authorities
of the District of Renca
and representatives of
the Enersis Group, the
Papelucho nursery school
was inaugurated the first of
three educational facilities
that Fundación Integra will
build in the Metropolitan
Region after the earthquake
that affected the central-
southern zone of the country
in February 2010, thanks to
the contribution made by
Fundación Endesa.
Endesa Chile is awarded the
supply bid for regulated
clients
The company was awarded
3,500 GWh/year in order
to guarantee supply to
regulated clients in the
Central Interconnected
System (SIC, Sistema
Interconectado Central),
for the December 2013 to
December 2024 period.
The price offered was of
US$129,035/MWh.
Emgesa is recognized
in matter relating to
Sustainability
Emgesa received a special
acknowledgment in the
2013 Bibo Awards, due to its
environmental commitment,
preserving and restoring
forests, preserving water
resources and seeking
alternatives to achieve
energy efficiency in the
country.
El Quimbo Project shows
57% progress
During 2013 a significant
effort was made in the
execution of the El Quimbo
Hydroelectric Project in
Colombia, reaching 57%
progress in its execution at
the 2013 closing.
Bocamina Second Unit
Thermal Electric Power
Plant Optimization goes
into environmental EIA
processing
Due to the engineering
studies carried out starting
2008 and from a machine
performance analysis the
design of the Second Unit
was optimized, which allow
improving its functioning
in environmental and
security of supply terms,
without modifying the
approved project’s essential
characteristics allowing, in
turn, to increase power in
20 MW.
Enersis wins award “Deal of the
Year” in the “Equity Follow-
on” category due to capital
increase
Enersis formed part of the
select group of only three
Chilean institutions that were
acknowledged within a total
of 24 categories. The award is
under the framework of the
most important operations
carried out by companies, due
to the issue of sovereign bonds
and government financing of
private financial institutions
in Latin America and in the
Caribbean, between October
1, 2012 and September 30,
2013. The selection process
took into account the offers’
market importance or strategic
relevance, as well as the way
in which each one of the
operations were structured and
executed. The award ceremony
of the “2013 Deals of the Year
Awards” was carried out in a
Gala Dinner at Gotham Hall,
in New York City in January
2014 and was granted by the
prestigious financial magazine
LatinFinance.
Enersis surpassed 14 million
electric energy distribution
clients in South America
This figure meant an increase
of 3.5% in reference to the 13.9
million of December 2012 or
the equivalent of 492 thousand
new clients, confirming the
company as a leader in the
private South American sector.
13
Main financial
and operating
indicators
14
MAIN FINANCIAL AND OPERATING INDICATORS
2013 ANNUAL REPORT ENERSISTotal Assets
Total Liabilities
As of December 31 of each year (figure in million nominal Pesos)
2008 (1)
13,781,177
2009 (1)
13,210,140
2010 (1)
13,005,845
2011 (1)
13,733,871
2012
13,317,834
2013
15,177,664
7,752,045
6,833,137
6,491,817
6,837,717
6,354,065
6,670,199
Operating Revenue
6,579,945
6,472,056
6,563,581
6,534,880
6,577,667
6,264,446
EBITDA
Net Income (2)
Liquidity Ratio
Debt coefficient (3)
GENERATION BUSINESS
ARGENTINA
Number of employees
Number of generation units
Installed capacity (MW)
Electricity generated(GWh)
Sales of electricity (GWh)
BRAZIL
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)
TOTAL
Number of employees
Number of generation units
Installed capacity (MW)
Electricity generated (GWh)
Sales of electricity (GWh)
2,301,714
507,590
2,467,101
660,231
2,261,691
486,227
2,127,368
375,471
1,982,924
377,351
2,251,489
658,514
1.09
1.29
1.17
1.07
0.97
1
1.03
0.99
0.99
0.91
1.31
0.78
2008 (1)
2009 (1)
2010 (1)
2011 (1)
2012
2013
As of December 31 of each year
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
2,264
151
14,284
56,133
64,552
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
2,343
197
14,851
58,350
66,728
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
1,914
195
14,832
56,698
63,430
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
2,501
195
14,832
56,921
64,841
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
2,624
199
15,171
58,694
66,311
628
25
4,522
14,422
16,549
205
13
987
4,992
6,826
1,141
105
5,571
19,432
20,406
563
29
2,925
12,748
16,090
316
27
1,842
8,489
9,497
2,853
199
15,847
60,083
69,368
15
DISTRIBUTION BUSINESS
ARGENTINA
Sales of electricity (GWh)
Number of Customers
Energy losses
Number of employees
Customers / employees
BRAZIL
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
TOTAL
Sales of electricity (GWh)
Number of Customers
Energy losses
Number of employees
Customers / employees
2008 (2)
2009 (2)
2010 (2)
2011 (2)
2012
2013
As of December 31 of each year
16,160
2,262,231
10.60%
2,590
873
16,689
5,308,306
16.40%
2,576
2,061
12,535
1,533,866
5.90%
717
2,139
11,822
2,284,855
8.10%
932
2,452
5,599
1,027,750
8.20%
571
1,800
16,026
2,305,060
10.50%
2,628
877
17,253
5,487,066
16.80%
2,533
2,166
12,585
1,579,069
6.10%
731
2,160
12,114
2,473,747
8.40%
1,017
2,432
5,716
1,060,508
8.10%
595
1,782
16,759
2,352,720
10.50%
2,627
896
18,777
5,665,195
16.80%
2,484
2,281
13,098
1,609,652
5.80%
719
2,239
12,515
2,546,559
8.50%
1,083
2,351
6,126
1,097,533
8.30%
553
1,985
17,233
2,388,605
10.50%
2,849
838
19,193
5,867,888
16.20%
2,496
2,351
13,697
1,637,977
5.50%
712
2,301
12,857
2,616,909
8.10%
1,101
2,377
6,572
1,144,034
8.20%
550
2,080
17,338
2,388,675
10.6%
2,948
810
20,694
6,050,522
16.30%
2,382
2,540
14,445
1,658,637
5.40%
734
2,260
13,364
2,712,987
7.50%
1,127
2,407
6,863
1,203,061
8.20%
607
1,982
18,137
2,444,013
10.80%
3,320
736
21,767
6,301,582
16.10%
2,370
2,659
15,152
1,693,947
5.30%
745
2,274
13,342
2,686,919
7.00%
1,036
2,594
7,045
1,254,624
7.90%
616
2,037
62,805
12,417,008
9.84%
7,386
1,865
63,694
12,905,450
9.98%
7,504
1,883
67,275
13,271,659
9.98%
7,466
1,950
69,552
13,655,413
9.70%
7,708
1,989
72,704
14,013,882
9.35%
7,798
2,000
75,443
14,381,085
9.42%
8,087
2,060
(1) 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.
(2) For 2008, 2009, 2010, 2011, and 2012 it is net profit attributable to parent company
(3) Total Liabilities/Equity plus Minority Interest.
16
MAIN FINANCIAL AND OPERATING INDICATORS
2013 ANNUAL REPORT ENERSIS17
Identification
of the
company and
documents of
incorporation
18
IDENTIFICATION OF THE COMPANY AND DOCUMENTS OF INCORPORATION
2013 ANNUAL REPORT ENERSISIdentification of the Company
Name
Address
Type of Company
Tax ID
Address
Telephone
Fax
P.O. Box
Web site
Email
Securities Registration number
External Auditors
Subscribed and paid-in capital (M$)
Ticker in Chilean stock exchanges
Ticker in New York stock exchange
Ticker in Madrid stock exchange
Custodial Bank ADR’s
Depositary Bank ADR’s
Latibex custodial bank
Latibex link
Domestic Risk Rating Agency
International Risk Rating Agency
Enersis S.A.
Santiago, although able to establish branches or agencies
in other parts of the country or abroad
Publicly traded company
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
Nº175
Ernst & Young
5,669,280,725
ENERSIS
ENI
XENI
Banco Santander Chile
Citibank N.A.
Banco Santander
Santander Central Hispano Investment S.A.
Feller Rate and Fitch Ratings
Fitch Ratings, Moody´s and Standard & Poor´s
19
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
Corporate Purpose
were published in the Official Gazette
The company’s objectives are to explore, develop, operate,
of July 23, 1981. The bylaws of Enersis
generate, distribute, transmit, transform and/or sell energy in
have since undergone a number of
any of its forms or nature, in the country or abroad, directly
modifications.
or through other companies, and also telecommunications
activities and the provision of engineering consultancy within
On August 1, 1988, the company’s
the country and abroad. It may also invest and manage its
name was changed to Enersis S.A. The
subsidiaries and associate companies, whether generators,
latest modification is that set out in
transmitters, distributors or traders of electricity or whose
public deed dated December 28, 2012,
business is any of the following: (i) energy, in any of its forms
certified by the Santiago notary Iván
or nature, (ii) the supply of public utilities or whose main raw
Torrealba Acevedo, whose extract
material is energy, (iii) telecommunications and information
was registered in the Santiago Trade
technology, and (iv) trading over internet.
Register for 2013, page 3,562, Nº2,344
and published in the Official Gazette on
January 11, 2013.
20
IDENTIFICATION OF THE COMPANY AND DOCUMENTS OF INCORPORATION
2013 ANNUAL REPORT ENERSISIn 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
In addition to its main objects and always acting within the limits established
with the necessary financing for their
by the Investment and Financing Policy approved by the shareholders meeting,
business development and provide
the Company may invest in: i) the acquisition, operation, construction, rental,
management services; financial,
administration, intermediation, trading and disposal of all kinds of movable and
technical, legal and auditing advice;
immovable assets, either directly or through subsidiaries or associate companies;
and in general any type of service
ii) all kinds of financial assets, including shares, bonds and debentures,
that appears necessary for their best
commercial paper and in general all kinds of titles or securities and company
performance.
contributions, either directly or through subsidiaries or associate companies.
21
Ownership and
control
22
OWNERSHIP AND CONTROL
2013 ANNUAL REPORT ENERSISOwnership structure
The company capital is divided into en 49,092,772,762 shares of no par value and of the
same sole series.
As of December 31, 2013, all shares were subscribed and paid, and distributed in the
following manner:
Shareholder
Endesa Latinoamérica S.A.
Endesa (España) 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
Number of shares
19,794,583,473
9,967,630,058
6,291,916,133
5,260,330,500
2,829,716,846
2,161,679,190
1,654,861,817
1,132,054,745
49,092,772,762
Participation
40.32%
20.30%
12.82%
10.72%
5.76%
4.40%
3.37%
2.31%
100.00%
23
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%.
The twelve largest shareholders of the Company
As of December 31, 2013, Enersis had 7,200 shareholders. The twelve largest were:
Name
Endesa Latinoamérica S.A.
Endesa S.A. (Endesa Spain)
Citibank N.A. (according to circular N°1,375 of the SVS)
AFP Provida S.A.
Banco de Chile (on behalf of third parties)
AFP Habitat S.A.
AFP Capital S.A.
AFP Cuprum S.A.
Banco Itaú (on behalf of investorss)
Banco Santander (on behalf of foreign investors)
Bolsa Electrónica de Chile Bolsa de Valores
Banchile Corredores de Bolsa S.A.
Sub total 12 shareholders
Other 7,188 shareholders
TOTAL 7,200 SHAREHOLDERS
ID
59,072,610-9
59,066,580-0
59,135,290-3
98,000,400-7
97,004,000-5
98,000,100-8
98,000,000-1
98,001,000-7
76,645,030-K
97,036,000-K
96,551,730-8
96,571,220-8
Number of shares
19,794,583,473
9,967,630,058
5,260,330,500
1,770,756,659
1,654,861,817
1,645,665,591
1,329,819,976
1,287,690,305
1,241,226,075
840,379,612
317,045,355
297,494,819
45,407,484,240
3,685,288,522
Participation
40.32%
20.30%
10.72%
3.61%
3.37%
3.35%
2.71%
2.62%
2.53%
1.71%
0.65%
0.61%
92.49%
7.51%
49,092,772,762
100%
Most important changes in ownership
The most important changes in the ownership of Enersis during 2013 were:
Name
Endesa S.A. (Endesa España)
Citibank N.A. (according to circular N°1,375 of SVS)
AFP Provida S.A.
Banco de Chile on behalf of non-resident third parties
AFP Habitat S.A.
AFP Capital S.A.
AFP Cuprum S.A.
Banco Itau on behalf of investors
Banco Santander on behalf of foreign investors
Bolsa Electrónica de Chile Bolsa de Valores
Banchile C. de B. S.A.
BTG Pactual Chile S.A. C. de B.
Larrain Vial S.A. Corredora de Bolsa
Bolsa de Comercio de Santiago Bolsa de Valores
DV
ID
59,066,580 0
59,135,290 3
98,000,400 7
97,004,000 5
98,000,100 8
98,000,000 1
98,001,000 7
76,645,030 K
97,036,000 K
96,551,730 8
96,571,220 8
84,177,300 4
80,537,000 9
90,249,000 0
N° of shares as of
31/12/2012
0
3,694,698,650
1,304,042,640
977,171,885
1,122,471,041
911,634,819
930,517,958
642,734,035
482,166,494
153,599,086
288,428,936
123,245,391
155,098,236
157,245,378
N° of shares as of
31/12/2013
9,967,630,058
5,260,330,500
1,770,756,659
1,654,861,817
1,645,665,591
1,329,819,976
1,287,690,305
1,241,226,075
840,379,612
317,045,355
297,494,819
288,008,500
220,774,080
84,130,412
Change in number
of shares
9,967,630,058
1,565,631,850
466,714,019
677,689,932
523,194,550
418,185,157
357,172,347
598,492,040
358,213,118
163,446,269
9,065,883
164,763,109
65,675,844
-73,114,966
24
OWNERSHIP AND CONTROL
2013 ANNUAL REPORT ENERSIS
Stock Exchange transactions by related parties
Shareholder
TAX ID
Buyer/ Seller
Date of
transaction
Number of
Shares Traded
Unit price of
transaction
(Pesos)
Total transaction
amount (Pesos)
Purpose of the
Transaction
Inversiones Santa Veronica Ltda.
79,880,230-5
Comprador
11-04-2012
1,000,000
197.34
197,340,000 Financial Investment
Relation to the Company
Related to Hernán Somerville Senn Enersis
Director
Jean Paul Zalaquett
8,668,933-2
Vendedor
14-12-2012
Beatriz García Huidobro
6,981,877-3
Vendedor
15-01-2013
1,530
2,425
172.00
176.00
263,160 Financial Investment
Susteinability Director in Chilectra
426,800 Financial Investment
Related to Francisco Silva Bafalluy Enersis
Manager
Endesa, S.A.
Pablo Yrarrázaval Valdés
59,066,580-0
5,710,967-K
SVPE
SVPE
21-03-2013
9,967,630,058
173.00 1,724,400,000,034 In kind contribution
Controller
25-03-2013
274,075
173.00
47,414,975 Financial Investment
Chairman of the Board of Directors
María Elena Yrarrázaval Valdés
5,710,932-7
SVPE
25-03-2013
274,075
173.00
47,414,975 Financial Investment
Related to Chairman of the Board of
Directors
Santana S.A.
90,856,000-0
Agrícola e Inversiones La Viña S.A. 88,462,100-3
SVPE
SVPE
26-03-2013
26-03-2013
2,407,457
1,249
173.00
173.00
416,490,061 Financial Investment
Related to Enersis Director L. Vial
216,077 Financial Investment
Related to Enersis Director L. Vial
Inversiones Marpel Ltda.
78,171,230-2
SVPE
26-03-2013
505,490
173.00
8,744,770 Financial Investment
Related to Chairman of the Board of
Directors
Rentas ST Ltda.
Leonidas Vial Echeverría
Marcos Cruz Sanhueza
Marcos Cruz Sanhueza
Marcos Cruz Sanhueza
Marcos Cruz Sanhueza
Marcos Cruz Sanhueza
Marcos Cruz Sanhueza
Marcos Cruz Sanhueza
Marcos Cruz Sanhueza
76,256,627-3
5,719,922-9
SVPE
SVPE
26-03-2013
10,000,000
26-03-2013
10,702,983-4
Comprador
30-05-2013
10,702,983-4
Comprador
05-06-2013
10,702,983-4
Comprador
17-06-2013
10,702,983-4
Comprador
24-06-2013
10,702,983-4
Vendedor
08-07-2013
10,702,983-4
Comprador
08-07-2013
10,702,983-4
Vendedor
03-01-2014
10,702,983-4
Comprador
03-01-2014
1,187
480,000
890,000
310,000
27,000
1,312,179
1,312,179
1,371,369
1,371,369
(*) First emission values subscription (SVPE for its spanish acronym)
173.00
173.00
167.26
167.91
160.73
148.00
157.00
161.59
158.00
162.08
1,730,000,000 Financial Investment
Related to Enersis Director L. Vial
205,351 Financial Investment
Enersis Director
80,283,200 Financial Investment
Tax Advisor
149,441,400 Financial Investment
Tax Advisor
49,824,900 Financial Investment
Tax Advisor
3,996,000 Financial Investment
Tax Advisor
206,012,103 Financial Investment
Tax Advisor
212,035,005 Financial Investment
Tax Advisor
216,676,302 Financial Investment
Tax Advisor
222,266,002 v
Tax Advisor
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 2013 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.
25
Main executives
26
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISBoard of Directors
1. CHAIRMAN
Pablo Yrarrázaval Valdés
Chairman of the Santiago
Stock Exchange
Tax ID: 5,710,967-K
Since 26.07.2002
2. VICE CHAIRMAN
Borja Prado Eulate
Chairman of Endesa (Spain)
Law studies
Universidad Autónoma de Madrid
Passport: AAC809697
Since 16.04.2013
3. DIRECTOR
Andrea Brentan
Civil Mechanic Engineer
Politécnico di Milano
Máster en Ciencias Aplicadas
Universidad de Nueva York
Passport: YA0688158
Since 29.07.2009
4. DIRECTOR
Luigi Ferraris
Licensed in Economics and Commerce
Universidad de Génova
Passport: YA2600789
Since 16.04.13
5. DIRECTOR
Hernán Somerville Senn
Lawyer
Universidad de Chile
Máster of Comparative
Jurisprudence
Universidad de New York
Tax ID: 4,132,185-7
Since 29.07.1999
6. DIRECTOR
Leonidas Vial Echeverría
Vice Chairman of the Santiago
Stock Exchange
Tax ID: 5,719,922-9
Since 22.04.2010
7. DIRECTOR
Rafael Fernández Morandé
Civil Industrial Engineer
Pontificia Universidad Católica
de Chile
Tax ID: 6,429,250-1
Since 22.04.2010
2
5
1
4
7
3
6
SECRETARY TO BOARD OF
DIRECTORS
Domingo Valdés Prieto
Lawyer
Universidad de Chile and
Máster of Laws University of
Chicago
Tax ID: 6,973,465-0
Since 30.04.1999
Enersis is managed by a Board of Directors
formed by seven members, which remain
in office for a three-year period, who can
be re-elected. The Board of Directors was
elected in a Regular Shareholders’ Meeting
dated April 16, 2013.
27
Board of Directors’ and Directors’ Committee Fees
As per what is established in Article 33 of Law No. 18,046 on Closely-Held Stock Companies, the Regular Shareholders
Meeting held on April 16, 2013 agreed on the fee to be paid to the Board of Directors and Directors’ Committee for the 2013
accounting period.
The Board of Directors’ fee consists on the payment of an annual variable wage equal to one per thousand of the net profits
obtained in the accounting period. It was determined to pay as an advance one monthly fee, part at all events and a variable
part, attributable to the referred to annual variable wage.
The Directors’ Committee fee consists on an annual variable fee equal to one point eleven thousand seven-hundred and
sixty-five per thousand of the net profits achieved during the accounting period. It was determined to pay as an advance
one monthly fee, part at all events and a variable part, attributable to the referred to annual variable wage.
Total expenses due to fees during 2013 were of $409,854.602 and are detailed in the following table. The Board of Directors
did not incur in expenses for external consulting services.
2013
Amounts in Ch$
Name
Pablo Yrarrázaval
Borja Prado Eulate
Hernán Somerville
Leonidas Vial
Rafael Fernández
Andrea Brentan (2)
Luigi Ferraris (2)
Rafael Miranda(1)
Eugenio Tironi(1)
Total
Position
Chairman
Vice Chairman
Director
Director
Director
Director
Director
Director
Director
Fixed
remuneration
55,759,468
29,700,991
27,879,734
27,879,734
27,879,734
-
8,079,073
8,079,073
185,257,807
Ordinary and
extraordinary
sessions
54,563,615
22,822,191
25,758,205
22,718,701
27,281,808
-
-
10,559,674
12,067,014
175,771,207
Committee fixed
remuneration
10,489,405
10,489,405
10,489,405
31,468,215
Committee
Ordinary and
extraordinary
sessions
-
-
5,786,397
5,369,050
6,201,925
-
-
-
-
17,357,372
Variable
remuneration
-
-
-
-
-
-
-
-
-
-
TOTAL 2013
110,323,083
52,523,182
69,913,741
66,456,890
71,852,871
-
18,638,747
20,146,087
409,854,602
NOTES:
(1) Mr. Rafael Miranda and Mr. Eugenio Tironi, held the position of Directors of the Board until April 16, 2013
(2) Mr. Andrea Brentan and Mr. Luigi Ferraris waived their compensation as members of the Board of Directors of the Company.
2012
Amounts in Ch$
Name
Pablo Yrarrázaval
Andrea Brentan (1)
Hernán Somerville
Eugenio Tironi
Leonidas Vial
Rafael Fernández
Rafael Miranda
Total
Position
Chairman
Vice chairman
Director
Director
Director
Director
Director
Fixed
remuneration
54,838,518
-
27,419,259
27,419,259
27,419,259
27,419,259
27,419,259
191,934,812
Ordinary and
extraordinary
sessions
65,815,603
-
33,721,624
32,907,801
33,314,463
33,721,624
32,907,801
232,388,916
Committee
fixed
remuneration
10,316,157
10,316,157
10,316,157
30,948,470
Committee
Ordinary and
extraordinary
sessions
-
-
8,569,913
-
8,162,621
8,569,913
-
25,302,448
Variable
remuneration
12,323,000
7,607,000
6,161,000
7,607,000
7,607,000
6,161,000
47,466,000
TOTAL 2012
132,977,120
-
87,633,953
66,488,060
86,819,499
87,633,953
66,488,060
528,040,646
NOTE:
(1) Mr. Andrea Brentan waived his compensation as member of the Board of Directors of the Company.
28
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSIS
Property over Enersis
As of December 31, 2013, the shareholders’ register reflected that 0.002% of the
total company shares were on behalf of the Director Pablo Yrarrázaval. The rest of
the Directors did not have any ownership in the Company.
Directors’ Committee
In conformance with what is provided for in Article 50 bis of Law No. 18.046 on
Closely-Held Stock Companies, Enersis has a Directors’ Committee formed by
three members, who have the faculties and duties considered in the above Article
and the delegates appointed by the Board of Directors that are evident in the
Regulation on the Directors’ Committee.
In session dated April 16, 2013 the company Board of Directors appointed
as members of the Enersis Directors’ Committee Hernán Somerville Senn
(independent), Rafael Fernández Morandé (independent) and Leonidas Vial
Board of Directors
Consulting
Expenses
During 2013, the Board of Directors did
Echeverría (independent).
not make any expenses in consulting
services.
Similarly, the Directors’ Committee, in session dated April 29, 2013 appointed Mr.
Hernán Somerville Senn President and Domingo Valdés Prieto as its Secretary. In
the aforementioned session, the Board of Directors appointed Hernán Somerville
Senn as Financial Expert.
In reference to the structure of the 2012 Directors’ Committee, in session dated
April 23, 2010 the company Board of Directors appointed as members of the
Enersis Directors’ Committee, Mr. Hernán Somerville Senn (independent), Mr.
Rafael Fernández Morandé (independent) and Mr. Leonidas Vial Echeverría
(independent).
Similarly, the Directors’ Committee, in session dated on the same date appointed
Mr. Hernán Somerville Senn as President and Mr. Domingo Valdés Prieto as its
Secretary. In the aforementioned session, the Board of Directors appointed Mr.
Leonidas Vial Echeverría as Financial Expert. As of January 2012, the Directors’
Committee did not register any variations regarding the above structure.
29
Annual management report
a visit from the external auditors, Ernst & Young (E&Y), in
which they informed him regarding the review made by the
Public Company Accounting Oversight Board (PCAOB) of the
The Directors’ Committee President, Mr. Hernán Somerville
United States of America regarding the audit that E&Y had
Senn stated that according to what is established in
performed to the 20-F Enersis S.A. 2011 accounting period.
Article 50, bis of Law No. 18.046 on Closely-Held Stock
Regarding the matter, the external auditors informed the
Companies (LSA), it corresponds that the Enersis S.A.‘s
President and the Finance Manager, Mr. Eduardo Escaffi
Directors’ Committee present the Annual Report and gives
Johnson that the PCAOB had made three comments.
account to the company’s Regular Shareholders’ Meeting
Regarding the matter, the Directors’ Committee President
regarding its annual management report, underscoring
underscored that Enersis S.A., in turn, had requested reports
the activities developed by the Committee during the 2013
in law from Chadbourne & Parke y Carey y Cía. in order to
accounting period, as well as expenses that it has incurred
confirm that such objections do not affect the validity of the
upon, including those of its advisors, during such period.
2011 accounting period, 20-F, or would delay or would mean
The approval of the following text was proposed to the
a suspension of the Enersis capital increase operation. After
Committee for its approval:
a series of questions made to the Finances Manager, which
Directors’ Committee Annual
Management Report
were duly answered, on the risks associated to the topics
informed by Ernst & Young in the aforementioned meeting,
the Directors’ Committee requested that in the next session
this issue be treated to determine future actions to be taken.
As of January 1, 2013 the Enersis Directors’ Committee
In the second mission, held on January 30, 2013, the
was formed by Hernán Somerville Senn (independent),
Directors’ Committee analyzed the situation that had arisen
Leonidas Vial Echeverría (independent) and Rafael Fernández
due to the investigation that PCAOB opened against Ernst
Morandé (independent), being Hernán Somerville Senn its
& Young and, particularly, the implications it could have
President and Domingo Valdés Prieto its Secretary.
on the capital increase in process. Regarding the matter,
The Directors’ Committee has held 15 sessions during 2013,
under the US law and another legal opinion under the
including this session. If nothing is expressed in this report, it
Chilean law so that this Committee can form an opinion
is understood that the session is a regular one.
regarding the situation and adopt the courses of action
it was recalled that a legal opinion had been requested
that were deemed convenient. The Legal Counsel and
In its first extraordinary session, dated January 14,
Secretary of the Directors’ Committee, Domingo Valdés
2013, the Directors’ Committee with the favorable vote of
Prieto, gave a brief summary regarding the report in law
all its non-involved members, i.e., with the sole exclusion
issued dated January 20, 2013 by the New York legal offices
of Mr. Leonidas Vial Echeverría, who abstained his opinion
of Chadbourne & Parke and the report issued dated January
and voting, concluded that contracting Larraín Vial, for
17, 2013 by the legal offices of Carey y Cía. Such explanation
the operation between related parties, as a placement
was supplemented by the Finance Manager, Mr. Eduardo
agent, in the context of the capital increase agreed in the
Escaffi Johnson. The Directors’ Committee, unanimously
Extraordinary Shareholders’ Meeting dated December 20,
agreed to: 1. Verify that this situation is adequately revealed
2012 would contribute to the Enersis company interest and
by the Company to Davis Polk & Wardwell, legal advisors of
was according to the terms and conditions that prevailed in
the underwriting banks, and that this legal office should
the market at the time of its approval. Similarly, the Directors’
inform the underwriting banks; 2. Monitor the evolution of
Committee agreed to issue the respective report, to be
this situation in an on-going manner, requesting for such
placed at the Board of Directors’ availability, granting its
purpose that the Finance Manager continue informing this
President Mr. Hernán Somerville Senn faculties to do so.
Committee on the changes and news that are produced
due to the PCAOB investigation and the effects that Ernst &
Afterwards the Directors’ Committee President, Hernán
Young can identify regarding the matter; 3. That the Finance
Somerville Senn, informed the remaining members of such
Management collect from Ernst & Young all legal, financial
company Committee that the prior week he had received
and accounting expenses that turn out or could result from
the aforementioned situation.
30
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISAfterwards, the Directors’ Committee, unanimously, and
not represent any change in the final figures of the previously
according to what is stated in Article 50 bis No. 1 of Law
approved Financial Statements. Such supplementary reports
No. 18.046 on Closely-Held Stock Companies, declared the
and their contents, as well as the rest of the documentation
Company Financial Statements as of December 31, 2012, their
is in conformance with the Enersis United States external
Notes, Income Statements and Relevant Facts, as examined
auditors and external attorneys’ opinions, Chadbourne and
as well as the Internal Auditors’ Reports and those of the
Parke and of the bank attorneys, Davis Polk & Wardwell.
Accounts Inspectors regarding the matter.
Similarly, the Directors’ Committee requested that the
In the same session, this entity unanimously agreed to leave
the referred to supplementary information to the 2011
evidence the Report on Money Brokers and Bank Drafts had
20-F accounting period that could be produced from the
been formally and expressly made known as prepared by the
local accounting point of view and, particularly, without it
Enersis S.A. External Auditors, Ernst & Young, dated January
demanding any type of analogue supplementary data of the
Finance Manager go on to analyze the consequences of
30, 2013.
local financial statements. In this same extraordinary session,
the Finance Manager, explained that, in conformance with
The Directors’ Committee, unanimously agreed to leave
was what requested in the last session by the Directors’
evidence that it had been formally and expressly recognized
Committee President, this situation had been presented to
knowing of the Enersis S.A. Internal Control Letter, dated
Davis Polk & Wardwell, United States legal consulting office
January 24, 2013 as prepared by the company external
of the underwriting banks contracted by Enersis S.A. to carry
auditors, Messrs. Ernst & Young.
out the capital increase in process, who agreed with the
report issued by Chadbourne & Parke.
In its third extraordinary session held on February 15,
2013, the Directors’ Committee, according to what is stated
In its fourth session, held on February 28, 2013, the
in Section 202 of the Sarbanes Oxley Act and in Article 242,
Directors’ Committee unanimously agreed to qualify as
final paragraph of Law No. 18,045 of the Securities Market,
reasonable the work of the company’s external auditors
the Directors’ Committee unanimously agreed to declare
carried out during the 2012 accounting period, with the
that the contracting of the services presented that the
previously explained preclusion relative to PCAOB’s open
external auditor can supply do not commit the technical
investigation against Ernst & Young and to represent such
correctness or the independence of opinion of the external
preclusion to Ernst & Young.
auditing companies and instructed the General Manager so
that part of the additional fees to be paid be negotiated as
The Directors’ Committee, unanimously agreed to propose
an advance on account of the Annual Audit, given that the
to the Board of Directors so that, in turn, it suggests to the
work requested is to accelerate a part of the audit.
Regular Shareholders’ Meeting the companies Feller Rate
In this same session, the Directors’ Committee, unanimously
de Riesgo Limitada as private national risk rating companies
agreed to approve the presentation of a supplement report
and the companies Fitch Ratings, Moody’s Investors Services
to the Enersis 20-F corresponding to the 2011 accounting
and Standard & Poor’s International Ratings Services as
period, which includes the changes described by the
private international risk rating companies of Enersis S.A. for
Clasificadora de Riesgo Limitada and Fitch Chile Clasificadora
Finance Manager, Mr. Eduardo Escaffi Johnson, in order to
the 2013 accounting period.
register the capital increase in the United States of America,
indispensable to carry out a securities offer in international
The Directors’ Committee, according to what is stated in
markets, consisting in that both the annual Financial
Section 202 of the Sarbanes Oxley Act, in Article 242, final
Statements (included in the 2011 20-F) as well as the 2012
paragraph, of Law 18.045 on the Securities Market and in
third quarter interim financial statements are drafted
the Regulation of the Directors’ Committee, unanimously
on comparable basis. Due to the above, it is necessary to
agreed, to declare that the contracting of services not related
supplement the 2011 20-F accounting period, including
to external audit to be provided by the external auditors,
the Effective Cash Flows Statement drafted with the direct
presented by Mr. Héctor Escobar Vargas, External Auditors’
method. Mr. Escaffi explained that these supplementary
Coordinator, do not commit the technical correctness or the
reports are merely formal and with a scarce relevance and do
external auditing companies’ independence of opinion.
31
The Directors’ Committee, unanimously, issued its opinion
the Securities and Exchange Commission of the United States
regarding each one of the claims filed through the Ethical
of America (SEC) to be included in such form. The Finance
Channel, delivering guidelines to be followed for each
Manager, Mr. Eduardo Escaffi Johnson stated that, in tune
one of them and confirming what was already resolved
with the alignments derived from the Sarbanes Oxley Act
by this entity, in that it would correspond to the Directors’
and in order to satisfy the IFRS demands, the drafting of such
Committee President to call to meet in an extraordinary
document has complied with the strict controls foreseen in
meeting of this body in case that a claim thus justifies in the
the respective procedure for their preparation, verification
opinion of the President of the Committee.
and backing of the information contained therein. To
that end, different areas of Enersis S.A. and of its affiliates
The Directors’ Committee President, Hernán Somerville Senn,
have participated in such process, all of them under the
expressed that in the last session of such company entity
coordination and supervision of the “Compliance Officer” Mr.
the Finance Manager, Eduardo Escaffi Johnson, has been
Nicolás Billikopf Encina, the Finance Management’s Assistant
requested to analyze jointly with the Accounting Manager,
Manager. Similarly, Eduardo Escaffi Johnson underscored
Ángel Chocarro García, eventual consequences, from the
that Form 20-F had been reviewed by the local and United
local accounting point of view, that could be generated by
States external auditors and by Enersis S.A.’s United States
the supplementary data provided on the 20-F corresponding
legal advisors, the legal offices of Chadbourne & Parke.
to the accounting period 2011 in order to submit the F-3 to
The Finance Manager, similarly explained that, according
the Securities and Exchange Commission of the United States
to Section 404 of the Sarbanes Oxley Act, it is required
of America (SEC) in relation to the current capital increase.
that the annual report of each issuing company include
a report on internal control that states management’s
The Directors’ Committee unanimously agreed that taking
responsibility in the implementation and maintenance of
into consideration the answer that Ernst & Young delivered to
an adequate structure and internal control procedures for
the Finance Manager, Eduardo Escaffi Johnson, it is resolved
the issuer’s financial reporting, as well as the assessment
not to re-forward the financial statements corresponding
on the effectiveness of the structure and internal control
to the 2011 accounting period, consequently resulting in a
procedures for financial reporting. The Ernst & Young, Rubén
unnecessary result to their exam by this Committee and the
associates López y Marek Borowski, gave a presentation
Board of Directors’ approval and the Shareholders’ Meeting.
regarding the effectiveness of the structure and internal
The Directors’ Committee, without detriment to the above
control procedures for the financial reporting of Enersis
also unanimously agreed that the Finance Manager obtain
S.A., as well as regarding Ernst & Young’s independence, in
the formalization of the answer that Ernst & Young already
their capacity as Enersis S.A.’s external auditors during the
provided that has been analyzed by the company entity.
2012 accounting period, stating that there were no material
deficiencies and that the Internal Control Procedures were
In the accounting period’s fifth session, held on March
in order. The director, Mr. Rafael Fernández Morandé asked
20, 2013, the Directors’ Committee unanimously agreed to
if any checking had been done regarding non-performing
approve the proposal of the Directors’ Committee Budget
debt in the distribution scope, to which Mr. Borowski
for the 2013 accounting period, according to which it will
answered affirmatively and that the exams performed
amount to 10,000 Unidades de Fomento for expenses
showed reasonable standards. The Committee members
and functioning of the Directors’ Committee and for its
were made knowledgeable, due to the above presentation,
advisors. Similarly, the members of the Directors’ Committee
that Ernst & Young had committed two violations against
unanimously resolved to submit the above Directors’
the PCAOB standards, different from the investigation
Committee budget proposal for the 2013 accounting period,
procedure informed in the session held on January 14, 2013,
to the Enersis S.A.’s Regular Shareholders’ Meeting, in order
which is why they asked that the Legal Counsel, Domingo
to have it definitely decide regarding the matter.
Valdés Prieto request an opinion from the United States legal
offices, Chadbourne & Parke regarding such violations and
In this session the issue of Form 20-F was analyzed taking
their consequences for the Enersis Group and if it generated
into consideration that Enersis S.A., in its issuing condition
any obligation to disclose or file a claim.
of the ADSs and bonds in the US market had to present such
Form, corresponding to the company’s financial statements
The Directors’ Committee President, Hernán Somerville
in IFRS, as well as the other related information demanded by
Senn, consulted the associates of Ernst & Young regarding
32
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISthe investigation procedure that PCAOB opened against
for appointing the Enersis S.A. external audit company for
Ernst & Young that had been informed in January 2013.
2013: 1. Ernst & Young, 2. KPMG and 3. BDO Auditores &
The Ernst & Young associate, Mr. Rubén López, expressed
Consultores Ltda, taking into consideration that: (i) presented
that they had legal opinions from Chile and the United
the most competitive proposal according to the technical and
States that indicated that the investigation lacked basis. The
economic evaluations verified on the proposals received; (ii)
director Rafael Fernández Morandé, expressed that if Ernst
that it has ample experience in the electric sector; (iii) it is one
& Young received relevant information it had to share it with
of the four most important audit firms internationally and
Enersis S.A. The Directors’ Committee, after some additional
nationally, (iv) changing the company would have a cost of
questions to the Finance Manager, Mr. Eduardo Escaffi
approximately $52 million in reference to the second option
Johnson, and to the external auditor, Mr. Marek Borowski
and (v) it is the auditing company with the greatest synergy
and an exchange of opinions among them regarding the
level for Enersis S.A., since Enersis’ matrix and controlling
matter, unanimously agreed to approve Form 20-F and thus
companies have Ernst & Young as their main External
authorize its being filed before the Securities and Exchange
Auditor. It was informed that Ernst & Young have been
Commission of the United States of America (SEC), in order
Enersis S.A.’s External Auditor since the 2011 accounting
to comply with the standards and requirements derived from
period, i.e., from two years ago. Similarly, the Committee
such public authority related to the issue of securities in such
proposed as second alternative to hold the position as the
country.
company’s external auditor, the audit company KPMG, taking
into consideration that it is one of the four most important
Similarly, the Directors’ Committee unanimously agreed
companies internationally and nationally and because it
to approve the aforementioned payments corresponding
has presented a more attractive economic offer than BDO
to the fees paid by the companies of the Enersis Group
Auditores & Consultores Ltda. Company that is proposed to
during the 2012 accounting period, to the different external
be the third alternative.
audit companies that it uses as well as authorizing the fees
estimate proposed for the 2013 accounting period. However,
In its sixth session of the accounting period, held on
the Directors’ Committee observed that it is indispensable
April 29, 2013, the appointment of the President and the
to recover from the external auditors costs associated to the
Secretary of the Directors’ Committee was carried out. The
errors committed on presenting these services, reiterating
Director Mr. Leonidas Vial Echeverría proposed Hernán
such fact to the Finance Manager, so that he may proceed as
Somerville Senn as President and Domingo Valdés Prieto
instructed.
as Secretary of the Directors’ Committee. The director,
Mr. Rafael Fernández Morandé, abstained regarding such
According to what is established in Article 50 bis of Law
proposals, stating that he did not agree on appointing as
No. 18,046 and the Official Writs No. 718/2012 and No.
President an involved director according to what is provided
764/2012 from the Superintendence of Securities and
by the Closely-Held Stock Companies Law in Article 147 No.
Insurance, the Enersis S.A.’s Directors’ Committee must
2 of Title XVI. The Directors’ Committee, by the majority of
propose the appointment of an external auditors company
its members, with the abstention of the Director Mr. Rafael
to the company Board of Directors so that it may suggest
Fernández Morandé, chose Mr. Hernán Somerville Senn as
a determined company of External Auditors to the Enersis
Directors’ Committee President and Mr. Domingo Valdés
Regular Shareholders’ Meeting for the 2013 accounting
Prieto as Secretary.
period.
On examining the Enersis Consolidated Financial Statements,
The General Manager, Ignacio Antoñanzas Alvear went on
the Directors’ Committee, upon request of the Director Mr.
to inform the members of the aforementioned Committee
Rafael Fernández Morandé asked the Accounting Manager
on the different options of the external audit companies that
regarding if the external auditors have issued a certificate
had been considered, so that the Board of Directors can go
regarding the provisions made regarding the Enersis Group
on to determine their priority that will be proposed to the
litigations, to which he stated that at that time it had not
Regular Shareholders’ Meeting
been issued, but that he expected that for the next financial
statements it could be available and that it would thereafter
The Directors’ Committee unanimously agreed to propose
be done quarterly. The Directors’ Committee, unanimously,
to the Board of Directors the following priority ranking
declared to have examined the Enersis S.A.’s Consolidated
33
Financial Statements as of March 31, 2013, its Notes, Income
and approved by the company instances of Enersis S.A.,
Statements and Relevant Facts, as well as the special opinion
contract that must be complied with and that is precisely
issued by Ernst & Young regarding the note on balances and
what is being examined in this session. He expressed that
transactions with related parties. Similarly, the Directors’
the determination and payment of the “fee” by Enersis S.A.
Committee unanimously resolved insisting in that Ernst
to Larraín Vial constituted an operation between related
& Young provide now and in every quarter the certificate
parties, since the Director Mr. Leonidas Vial Echeverría is, in
relative to the provisions made due to the Enersis Group
addition to Enersis S.A. director and member of the Directors’
litigations.
Committee of the latter, as well as President and associate
of that financial entity. Consequently, it deals with a matter
The Directors’ Committee, after an exchange of opinion
that must be examined and informed by the Directors’
regarding the matter, unanimously agreed to approve the
Committee. The Finance Manager, Mr. Eduardo Escaffi
new calendar of the Committee’s regular sessions for the
Johnson, regarding the matter presented the payment
2013 accounting period proposed above, without detriment
proposal referred to above, indicating that the discretional
to the fact that such entity can resolve, according to what is
“fee”, in his opinion, it corresponded to pay to each one
deemed relevant, to call on extraordinary sessions.
of the consulting banks in relation to the functions they
performed in the referred to operation.
The Directors’ Committee President, Hernán Somerville Senn,
stated that to the members of the Committee that during
The Directors’ Committee, on analyzing the background
the last session held he had requested that the company
information that the Finance Manager presented, with the
Legal Counsel, Domingo Valdés Prieto, obtain a legal opinion
exclusion of Mr. Leonidas Vial Echeverría, who abstained from
from the United States legal offices of Chadbourne &
intervening in the corresponding exam, concluded that that
Parke regarding the two violations that Ernst & Young had
operation contributed to the Enersis company interest and
committed against the PCAOB norms, their consequences
that it was according to terms and conditions that prevailed
for Enersis and, particularly, if such situation generated any
in the market at the time of its approval. Consequently, the
objection regarding the company disclosure or claim.
Enersis S.A.’s Directors’ Committee, resolved to issue the
corresponding report. The Directors’ Committee, with the
Regarding the matter, the company Legal Counsel,
favorable vote of all its non-involved members, i.e. with the
Domingo Valdés Prieto, informed that it had requested the
sole exclusion of Mr. Leonidas Vial Echeverría, who abstained
legal opinion of Chadbourne & Parke, copy of which was
from intervening in the corresponding exam and in the
distributed to the members of the Directors’ Committee.
issue of the respective report, concluded that the proposed
Such legal opinion concludes that no actions are required
discretional “fee” that the Finance Manager made, to be
by Enersis S.A. regarding the violations committed by Ernst
payable by Enersis S.A. to the investment bank Larraín Vial as
& Young in relation to the PCAOB standards and that,
underwriting agent in the capital increase operation agreed
from the United States legislation point of view, there is
in the Extraordinary Shareholders’ Meeting dated December
no responsibility or of the Directors’ Committee or of the
20, 2012, contributed to the Enersis company interest and
company in relation to this matter.
was according to terms and conditions that prevailed in the
market at the time of its approval.
The Directors’ Committee noted the legal opinion of the
United States legal offices of Chadbourne & Parke regarding
In its last session of the accounting period, held on May
the matter.
29, 2013, the Directors’ Committee, with the favorable vote
of all its members, concluded that the merger by absorption
The Directors’ Committee President, Mr. Hernán Somerville,
by Inversiones Sudamérica from Conosur Ltda. and the later
explained to the members of the Directors’ Committee that,
improper merger of Inversiones Sudamérica, under the terms
they needed to examine a payment proposal of a discretional
described, contributed to the Enersis company interest and
“fee” for the consulting banks in the operation of the capital
was according to the terms and conditions that prevailed in
increase approved by Extraordinary Shareholders’ Meeting
the market at the time of its approval; that, in the terms and
dated December 20, 2012. He observed that the payment of
within the parameters considered in the agreement, issued
this “fee” to the agents is directly related to the contract that
the report prescribed by legislation regarding operations
was signed with each one of them and that was examined
between related companies.
34
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISThe Directors’ Committee, according to what is stated in
September 30, 2013 and thus successively in every quarter
Section 202 of the Sarbanes Oxley Act and in Article 242,
where the Financial Statements are discussed. The Directors’
final paragraph, of Law 18.045 on the Securities Market,
Committee unanimously agreed to approve the external audit
unanimously agreed, to declare that the contracting of
plan presented by Messrs. Rubén López and Marek Borowski,
services not related with external audits to be supplied by
associates of Ernst & Young,
external auditors, did not commit the technical correctness
or the independence of opinion of the external auditing
On Julio 31, 2013 the tenth extraordinary session of
companies.
the accounting period was held, in which the Directors’
Committee unanimously agreed to declare as examined the
The Director, Mr. Rafael Fernández Morandé, reiterated his
self-assessment structures and procedures and internal audit
request that the external auditors present in a quarterly
review regarding Enersis S.A. internal control.
manner their letter of opinion regarding their review of
provisions due to litigation, to which the remaining members
The Directors’ Committee unanimously issued its opinion
of the Committee also agreed to request it.
regarding each one of the claims filed through the Ethics
Channel, providing guidelines to be followed for each one
On June 17, 2013 the eight session of the Directors’
of them and confirming what has already been resolved by
Committee was held, according to what is stated in Section
this entity, in that it would correspond that the Directors’
202 of the Sarbanes Oxley Act, in Article 242, final paragraph,
Committee President to determine the correctness of calling
of Law 18.045 on the Securities Market and the Regulation
an extraordinary session of this entity in case that a claim
of the Directors’ Committee, unanimously agreed, to declare
files thus justifies so, in the opinion of the President of the
that the contracting of services not related to external
Committee. In relation to the claim filed by the Internal
audits to be supplied by external auditors do not commit
Audit Manager, Mr. Alain Rosolino, regarding a constructing
the technical correctness or independence of opinion of the
company, the Directors’ Committee requested that the
external auditing companies.
background information corresponding to an external
attorney be requested, who is a specialist in criminal matters
The Director Rafael Fernández Morandé requested that, in
to the determine the action course to be followed by the
the next session of the Directors’ Committee, a presentation
Enersis S.A.’s Directors’ Committee and, similarly, agreed that
be given detailing the 2013 objectives and the 2012 Bonuses,
the Enersis General Manager address a letter to the Endesa
for each one of the main executives reporting to the General
Chile General Manager representing his concern regarding
Manager, which is part of examining the remunerations
what happened.
system and the compensation plan of the Group’s executives
and workers.
The Directors’ Committee President, Mr. Hernán Somerville
Senn, explained the members of the Directors’ Committee
In its ninth session of the accounting period, held on July 24,
that it corresponded, according to what is prescribed by
2013, the Directors’ Committee, unanimously, and according
Article 50 bis of Law No. 18.046, the exam of wage systems
to what is stated in Article 50 bis No. 1 of Law No. 18.046
and compensation plans for managers, main executives
on Closely-Held Stock Companies, declared the Enersis S.A.
and the company workers. The Human Resources Manager,
Consolidated Financial Statements examined as of June 30, 2013,
Mr. Carlos Niño Forero, gave a presentation regarding
with the provisions that are indicated, their Notes, Reasoned
the topic explaining market references and the existing
Analysis, Income Statements, Relevant Facts and the opinion of
remunerations structure. The Director Rafael Fernández
the External Auditors issued “an unqualified opinion” dated July
Morandé asked different questions regarding the
24, 2013 signed by Mr. Rubén López, associate of Ernst & Young,
bonuses associated to variables wages of executives and
expressing their conformity with the statements. Similarly, the
professionals, specifically regarding the 2013 accounting
Directors’ Committee resolved to remind López y Borowski,
period objectives referred to in the Enersis S.A. capital
Ernst & Young associates, on their prior request consisting on
increase. The Human Resources Manager answered that the
counting with a report from the external auditors in the October
aforementioned capital increase was not reflected in the
session where they review the provisions related with Derivatives
objectives and, therefore, neither was the variable of the
and Litigation in relation with the financial statements as of
executives that participated in such operation. The members
of the Directors’ Committee expressed the need that Enersis
35
S.A.’s main operation in at least the last ten years and one
company entity, a confirmation of the responsibilities that
of the most relevant performed in the Chilean securities
Enersis takes on regarding Endesa Chile in relation to the
market and, extraordinarily, had to be expressed in the
supply contract for internal audit services between Enersis
variable wages of those who participated in the operation.
and Endesa Chile that had been effectively subscribed, that
The members of the Directors’ Committee observed that
it was duly complied and that the same had been entered
taking into consideration the effort made by the team that
into in market conditions. The remaining members of the
had participated in such successful operation it proceeded
Directors’ Committee agreed with such request.
to award this extraordinary work, for which it corresponded
to make a clear and precise recommendation to the Board
The eleventh session of the accounting period was held
of Directors so that, before the end of the current year, an
on August 30, 2013. The Directors’ Committee, according
extraordinary bonus be established that would constitute
to what is stated in Section 202 of the Sarbanes Oxley Act, in
a compensation according to the effort made starting from
Article 242, final paragraph, of Law 18,045 on the Securities
the Enersis S.A.’s Extraordinary Shareholders’ Meeting
Market and in the Regulation of the Directors’ Committee,
that was held on December 20, 2012 that approved the
unanimously agreed to declare that the contracting of the
aforementioned capital increase.
services not related to the external audit to be supplied by
external auditors do not commit the technical correctness or
Afterwards the Director Rafael Fernández Morandé asked
independence of opinion of the external auditing companies.
the Human Resources regarding if an objective had been
established regarding the use of funds that would be
The General Manager, Ignacio Antoñanzas Alvear, in
developed during the 2013 accounting period, to which he
conformance with what is requested by the Directors’
answered negatively. Rafael Fernández Morandé expressed
Committee in the prior session gave account of the approval
that in his opinion, it was fundamental that the operations
procedure that, in its day, had been followed in the internal
corresponding to the uses of funds be among the objectives
audit services supply contract entered into Enersis S.A. and
of the company executives corresponding to 2013 that would
its affiliate Endesa Chile.
develop the corresponding investments, prior to the Board of
Directors authorization.
Upon request of the Director Mr. Rafael Fernández Morandé,
the Directors’ Committee, unanimously agreed to request
The Directors’ Committee President proposed that this last
confirmation to the affiliate Endesa Chile that the Board of
mentioned topic be analyzed in greater detail during the
Directors of the last mentioned consider, among its corporate
next regular session foreseen for August 30, 2013.
practices, a periodic presentation to the Internal Audit
Management that heads the unit that provides the internal
The Directors’ Committee unanimously declared to have
audit services to such affiliate, thus as the aforementioned
examined the wages systems and compensation plans
manager thus communicates to the Committee and to the
of managers, main executives and company workers.
Enersis S.A.’s Board of Directors in a future session, certifying
Similarly, the Directors’ Committee, unanimously agreed
the periodicity of such meetings.
to recommend to the Enersis S.A.’s Board of Directors
that, before the end of the current year, to establish and
The Directors’ Committee President, Hernán Somerville Senn,
distribute an extraordinary bonus that would be a special
expressed that it would be discussed in the coming Board
compensation for the company members participating in
of Directors to be held after an operation between related
the capital increase that is proportional to the effort made
parties consisting in an intercompany loan to be granted by
starting from the Enersis S.A.’s Extraordinary Shareholders’
Enersis S.A. to its affiliate Endesa Chile and that although
Meeting that was held on December 20, 2012, that approved
the same was comprised in the company effective Regularity
the aforementioned capital increase and that allowed
Policy, proposed to treat it voluntarily and with greater
carrying out in such a successful manner the complex Enersis
transparency in the forum of this Committee, which was
S.A.’s capital increase.
unanimously approved by the members present.
The Directors’ Committee President, Hernán Somerville Senn
The company General Manager, Mr. Ignacio Antoñanzas
expressed to the General Manager, Ignacio Antoñanzas
Alvear, informed that the operation proposed consists on
Alvear that he requested that for the next session of such
structuring an intercompany loan in Chilean Pesos between
36
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISEnersis S.A. and Endesa Chile, so that the first can grant the
that from the point of view of the affiliate Endesa Chile this
second a loan for up to 250 MMUSD, within a 6 month time
is convenient, since such affiliate is taking a “forward” for
period.
covering its flows, which is why he asked that this topic be
treated due to the financial report. The Finance Manager,
Regarding the matter, the General Manager stated that,
Eduardo Escaffi Johnson, adding to the above nodded
taking into consideration to the high cash flow levels that
and expressed that the affiliate Endesa Chile would not be
Enersis S.A. has after the capital increase, it had been
getting a loan that is more expensive or cheaper that the one
commercially estimated as attractive for the company to
it could get in the market and that, therefore, it is in market
formalize a structured loan with its affiliate Endesa Chile,
conditions and that quotes had been asked regarding the
which would allow diversifying in an adequate manner its
matter.
short-term loan portfolio, improving the profitability that it
currently receives, at a six-month rate of around 5.0% to 5.1%
The Director Rafael Fernández Morandé asked if taking
approximately.
into consideration that the loan deals with funds collected
through capital increase if it contravened any standard or
For Endesa Chile in turn, it was convenient to decide for this
commitment related with the use of capital increase funds,
financing alternative since this year its Yankee Bond matures
to which the Finance Manager assured that there was no
for approximately 400 MMUS$ and according to what is
such contravention. He explained that the handling of the
explained it deals with market conditions.
treasury, since it was not an investment, required to be made
on the short and mid-term and that it should not affect the
Mr. Ignacio Antoñanzas Alvear similarly stated that the
net profit of Enersis S.A.’s shareholders, which in the Finance
operations proposed constituted operations between related
Manager’s opinion, the loan absolutely complied.
companies, since Endesa Chile is an affiliate of Enersis S.A.
He also observed that it also corresponds that the company
The General Manager observed that this loan was short-term
Board of Directors give its opinion regarding this matter,
and considered a pre-payment clause without cost.
which is under the framework of the regularity policy that
the Board of Directors approved.
After an exchange of opinions among the directors and
once all the background information on the operation was
The Director Hernán Somerville Senn asked what the
analyzed, the Directors’ Committee, concluded that the
regularity policy stated regarding the matter, to which
operation proposed contributes to Enersis S.A.’s company
the company Legal Counsel and Secretary of the Board
interest and is according to the terms and conditions of those
of Directors, Domingo Valdés Prieto, read the effective
that prevail in the market at the time of approval, going on to
policy approved in April 2010 unanimously by the Board of
issue the corresponding report.
Directors and that it was communicated in a timely manner
to the Superintendence of Securities and Insurance, Stock
The Directors’ Committee unanimously agreed to the
Exchanges and the market in general, through an essential
following:
fact. Similarly, the company Legal Counsel and Secretary
of the Board of Directors informed that granting loans to
a) Declare the operation between related companies
affiliates and related companies was part of Enersis S.A.’s
consisting on structuring an inter-company loan that
company objective. Then, the Director Hernán Somerville
Enersis S.A. will grant in favor of its affiliate Endesa Chile
Senn, asked if this policy had legal grounds, to which the
is examined, under the terms expressed by the General
company Legal Counsel and Secretary of the Board of
Manager.
Directors answered, that it corresponded to the Board of
Directors to determine the general regularity policies in
b) Declare that this operation constitutes an operation
conformance with the Closely-Held Stock Companies Law.
between related companies that is governed by Title
Sixteen of the Closely-Held Companies Law, which
Afterwards, the Director Hernán Somerville Senn asked
contributes to Enersis S.A.’s company interest and that is
the loan was being given in Chilean pesos, at six-months,
according to the price, terms and conditions of those loans
considering that the Peso would continue to deteriorate in
that currently prevail in the market.
reference to the US Dollar. Hernán Somerville Senn observed
37
c) Declare that this operation is comprised within the
was comprised in the effective company Regularity Policy, he
company’s regularity policy and that, notwithstanding the
proposed to treat it voluntarily and for greater transparency
above, this Committee resolves to voluntarily analyze it in
in the forum of this Committee, which was unanimously
order to have greater transparency.
approved by the members present.
The Directors’ Committee unanimously resolved to
The company General Manager, Mr. Ignacio Antoñanzas
incorporate in 2013, among the personal objectives of the
Alvear, informed that the operation proposed consists on
company’s management team, one that refers to the funds
structuring an intercompany loan in Chilean Pesos between
collected due to the capital increase approved in December
Enersis S.A. and Endesa Chile, so that the first one can grant
2012. The Committee agreed with such purpose that, in the
the second one a loan for up to 400 MMUS$, within a six-
next session of the Committee, the General Manager make
month time period.
a proposal regarding personal objectives under the terms
requested by such company entity.
Regarding the matter, the General Manager stated that,
taking into consideration the financial needs that its affiliate
In the twelfth session of the accounting period held on
Endesa Chile has and the high cash flow levels that Enersis
September 26, 2013, it was unanimously agreed by the
S.A. has after the capital increase, it had been commercially
members of the Committee attending the session, upon the
estimated as attractive for the company to formalize a
absence of the President of such company entity, Mr. Hernán
structured loan with its affiliate Endesa Chile, which would
Somerville Senn to appoint Mr. Leonidas Vial Echeverría as Ad-
allow diversifying in an adequate manner its short-term loan
Hoc President of the session.
portfolio, improving the profitability that it currently receives,
at a six-month rate of around 5.0% to 5.1% approximately.
The Directors’ Committee, according to what is stated in
Section 202 of the Sarbanes Oxley Act, in Article 242, final
Mr. Ignacio Antoñanzas Alvear similarly stated that the
paragraph, of Law 18.045 on the Securities Market and in
operations proposed constitute operations between related
the Regulation of the Directors’ Committee, unanimously
parties, since Endesa Chile is an affiliate of Enersis S.A. He also
agreed to declare that the contracting of services not related
observed that it corresponded that the company Board of
to external audit to be provided by the external auditors, do
Directors give its opinion regarding this matter that is under
not commit the technical correctness or external auditing
the framework of the regularity policy that the Board of
companies’ independence of opinion. In terms of one of
Directors approved.
the services proposed, i.e., the review of the information
regarding legal contingencies in Latin America, the Directors’
The Director Rafael Fernández Morandé asked if taking
Committee resolved not to approve it, since it considers that it
into consideration that the loan deals with funds collected
is excessively expensive and went on to grant faculties to the
through capital increase if it contravened any standard or
Finance Manager, Mr. Eduardo Escaffi Johnson, to negotiate
commitment related with the use of capital increase funds. He
both the price as well as the object of the matter entrusted.
explained that the handling of the treasury, since it was not an
The Director Rafael Fernández Morandé expressed that it
investment, required to be made on the short and mid-term
should be verified that the amounts in the notes adequately
and that it should not affect the net profit of Enersis S.A.’s
reflect associated risks and in such respect he considered that
shareholders, which in the Finance Manager’s opinion, the
the notes and not only the provisions should also be reviewed.
loan absolutely complied.
The Directors’ Committee resolved that in the next session, the
Finance Manager will give an account of the progress status of
The “Ad – Hoc” President, Mr. Leonidas Vial Echeverría,
the negotiations entrusted.
requested that the Finance Manager analyze in detail the
taxing effects of these structured loans and particularly the
The “Ad – Hoc” Directors’ Committee President, Leonidas Vial
applicability of the seals and stamps tax, to which Eduardo
Echeverría, expressed that in the Board of Directors session to
Escaffi Johnson expressed that it would proceed to go in
be held afterwards on that day, an operation between related
depth regarding the analysis already prepared and that he
parties consisting on a structured loan to be granted by Enersis
would inform in the next Committee.
S.A. to its affiliate Endesa Chile and that although the same
38
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISThe General Manager observed that this was a short-term loan
support and extended the congratulations to all company
and considered a prepayment clause without costs and that
managements and their teams, since he only had the honor
the funds were available for Enersis S.A. at any time.
of directing them.
The Directors’ Committee concluded that the operation
According to what is stated in Section 202 of the Sarbanes
proposed contributes to the company interest of Enersis S.A.
Oxley Act, in Article 242, final paragraph, of Law 18.045 on
and that it is according to the terms and conditions of those
the Securities Market and in the Regulation of the Directors’
that prevail in the market at the time of approval, proceeding
Committee, the Directors’ Committee unanimously agreed
to issue the corresponding report.
to declare that the contracting of services not related to
The Directors’ Committee unanimously agreed the following:
not commit the technical correctness or respective external
external audit to be provided by the external auditors, do
auditing companies’ independence of opinion.
a) Declare the operation between related companies
consisting on structuring an inter-company loan that
The Directors’ Committee, unanimously, declared the
Enersis S.A. will grant in favor of its affiliate Endesa Chile
Enersis S.A. Consolidated Financial Statements examined al
is examined, under the terms expressed by the General
September 30, 2013, their Notes, Reasoned Analysis, Income
Manager.
Statements, and Relevant Facts, as well as the special opinion
b) Declare that this operation constitutes an operation
issued by Ernst & Young regarding the note on balances and
between related companies that is governed by Title
transactions with related parties.
Sixteen of the Closely-Held Companies Law, which
contributes to Enersis S.A.’s company interest and that is
The fourteenth session was held on November 26, 2013,
according to the price, terms and conditions of those loans
in which it was agreed to leave evidence that the Internal
that currently prevail in the market.
Control Letter was examined and that formal and express
c) Declare that this operation is comprised within the
knowledge was taken of the Internal Control Letter referred
company’s regularity policy and that, notwithstanding the
to Enersis S.A., dated November 8, 2013, prepared by the
above, this Committee resolves to voluntarily analyze it in
company external auditors, Ernst & Young. The Directors’
order to have greater transparency.
Committee President, Hernán Somerville Senn, and the
The Directors’ Committee unanimously expressed that
clarifications in the drafting of the letter referred to, which
according to what was requested in due time in relation to
were accepted, and the associated of such company Mr.
the internal audit services contract that Enersis provides to
Marek Borowski committed to send a text with the changes
Director Rafael Fernández Morandé requested different
Endesa Chile, a letter issued by the company Legal Counsel
requested as briefly as possible.
and Secretary of the Board of Directors of Endesa Chile, Carlos
Martín Vergara, had been delivered through which he certified
In addition, and according to what the Enersis S.A.’s Board of
the corporate practice of the affiliate Endesa Chile regarding
Directors resolved, in conformance with the General nature
the matter.
Standard No. 341 from the Superintendence of Securities
and Insurance, the External Auditors, represented by the
In the thirteenth session held on October 30, 2003, the
associate of such company, Mr. Marek Borowski presented
Directors’ Committee President, Mr. Hernán Somerville Senn,
regarding the following matters, the Directors’ Committee
went on to congratulate Mr. Ignacio Antoñanzas Alvear,
becoming familiar with the same:
company General Manager, for having received the award
as International CEO of the Year that is awarded by the
i. Eventual differences detected in the audit regarding
Latin Trade Group of the United States of America. The rest
accounting practices, administrative systems and internal
of the members of the Directors’ Committee took on the
audit.
words from the President and expressed their satisfaction
on the deserved distinction. The General Manager, Ignacio
Antoñanzas Alvear, thanked the Directors’ Committee on its
39
ii. Eventual serious differences that were detected and
Lastly, the regular sessions’ calendar was approved for 2014.
those irregular situations that due to their nature must be
communicated to competent supervising organizations.
In conclusion, during the 2013 accounting period, the Enersis
iii. Results from the annual external audit program.
the matters that are specified in Article 50 bis of Law 18,046
iv. Possible conflicts of interest that there could be regarding
contributed to the best development of the operations
the relation with an external company or its personnel,
previously analyzed.
on Closely-Held Stock Companies and has analyzed and
S.A.’s Directors’ Committee has fully been concerned with
both due to the supply of other services to the company or
companies from their entrepreneurial group, as well as de to
other situations.
The Committee President, Mr. Hernán Somerville Senn,
and the Director Rafael Fernández Morandé asked
several questions to Mr. Borowski and requested certain
clarifications on the presentation made, which were
accepted.
The Directors’ Committee during the
2013 accounting period, examined the
following Operations Between Related
Parties (OPR, Operaciones Entre Partes
Relacionadas)
1.- In its first extraordinary session dated January 14,
2013, the Directors’ Committee with the favorable vote of
The Director Rafael Fernández Morandé asked if the
all its non-involved members, i.e., with the sole exclusion
presentation of January that accounts for the closing of the
of Mr. Leonidas Vial Echeverría, who abstained from giving
2013 accounting period by the external auditors considered
his opinion and voting concluded that the contracting
the note on litigations and derivatives that had been
of Larraín Vial, operation between related companies, as
requested several times, to which Mr. Borowski responded
an underwriting agent, within the context of the capital
affirmatively.
increase agreed in the Extraordinary Shareholders’ Meeting
dated December 20, 2012, contributed to the Enersis
Lastly, it was unanimously agreed to examine the
company interest and was according to the terms and
Committee’s regular sessions’ calendar proposed and provide
conditions to those that prevail in the market at the time of
their observations before the next regular session.
its approval. Similarly, the Directors’ Committee issued the
respective report, to be placed at the Board of Directors’
In the fifteenth session of the accounting period held
availability.
on December 17, 2013 the Annual Management Report,
Activities and Expenses of the Directors’ Committee were
2.- In its sixteenth session of the accounting period,
approved.
held on April 29, 2013, the Directors’ Committee, with the
favorable vote of all its non-involved members, i.e., with the
The Directors’ Committee, according to what is stated in
sole exclusion of Mr. Leonidas Vial Echeverría, who abstained
Section 202 of the Sarbanes Oxley Act, in Article 242, final
from intervening in the corresponding exam and from
paragraph of Law 18.045 on the Securities Market and in the
voting, concluded that the proposed discretional “fee” to be
Regulation of the Directors’ Committee, unanimously agreed
paid by Enersis S.A. to the investment bank Larraín Vial as the
to declare that the contracting of services not related to
underwriting agent in the capital increase operation agreed
external audit to be provided by the external auditors, do not
in the Extraordinary Shareholders’ Meeting dated December
commit the technical correctness or the respective external
20, 2012, contributed to the Enersis company interest and
auditing companies’ independence of opinion.
was according to the terms and conditions as those that
40
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISprevail in the market at the time of its approval. Similarly,
Chilean Pesos between Enersis S.A. and Endesa Chile, so that
the Directors’ Committee issued the respective report, to be
the first can grant the second a loan for up to 400 MMUSD,
placed at the Board of Directors’ availability.
within a 6 month time period. The Directors’ Committee
concluded that the operation proposed contributes to Enersis
3.- In its seventh session of the accounting period held on
S.A.’s company interest and is according to the terms and
May 29, 2013, the Directors’ Committee, with the favorable
conditions of those that prevail in the market at the time of
vote of all its members concluded that the merger through
approval, going on to issue the corresponding report.
absorption by Inversiones Sudamérica to Conosur Ltda. and
the later improper merger of Inversiones Sudamérica, under
the terms described contributed to the Enersis company
interest and was according to the terms and conditions of
those that prevail in the at the time of its approval; the above,
under the terms and within the parameters considered in the
Directors’ Committee
Consulting Expensess
agreement, issuing the respective report to be placed at the
The budget for functioning expenses approved by the
Board of Directors’ availability.
company’s Regular Shareholders’ Meeting held on April
16, 2013 was not used. The Directors’ Committee has not
4.- On August 30, 2013 the eleventh session of the
required contracting professional consulting services for the
accounting period was held, the Directors’ Committee
development of its functions.
examined an operation between related parties consisting
on an intercompany loan to be granted by Enersis S.A. to
its affiliate Endesa Chile, which although it was comprised
in the effective company Regularity Policy was treated
voluntarily and for greater transparency in the forum of this
Committee. The operation proposed consists on structuring
an intercompany loan in Chilean Pesos between Enersis S.A.
and Endesa Chile, so that the first can grant the second a loan
for up to 250 MMUSD, within a 6 month time period. The
Board of Directors Committee concluded that the operation
proposed contributes to Enersis S.A.’s company interest and
is according to the terms and conditions of those that prevail
in the market at the time of approval, going on to issue the
corresponding report.
5.- In the twelfth session of the accounting period held on
September 26, 2013, the Directors’ Committee examined an
operation among related parties consisting on a structured
loan to be granted by Enersis S.A. to its affiliate Endesa Chile
and which although it was comprised in the effective company
Regularity Policy was treated voluntarily and for greater
transparency in the forum of this Committee. The operation
proposed consists on structuring an intercompany loan in
41
Organization structure
Board of Directors
Chief Executive Officer
Ignacio Antoñanzas Alvear
Deputy Chief
Executive Officer
Massimo Tambosco
Communications Officer
Daniel Martini Morales
Internal Audit Officer
Alain Rosolino
Shared Services
Officer
Jaime Sanchez-Cano
Human Resources Officer
Carlos Alberto Niño Forero
Administration,
Finances and
Control Officer
Eduardo Escaffi Johnson
Legal Councel
Domingo Valdés Prieto
Procurement Officer
Eduardo López Miller
Planning and
Control Officer
Marco Fadda
42
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISMain Executives
1 CHIEF EXECUTIVE OFFICER
Ignacio Antoñanzas Alvear
Mining Engineer
Universidad Politécnica de Madrid
Tax ID: 22.298.662-1
Since 26.10.06
2 DEPUTY CHIEF EXECUTIVE OFFICER
Massimo Tambosco
Bachelor in Business Administration
Universidad Comercial Luigi Bocconi
Tax ID: 23.535.550-7
Since 01.10.10
3 INTERNAL AUDIT OFFICER
Alain Rosolino
Bachelor in Business Administration
L.U.I.S.S University of Rome
Tax ID: 24.166.243-8
Since 12.12.12
4 ADMINISTRATION, FINANCE AND CONTROL
OFFICER
Eduardo Escaffi Johnson
Civil Engineer
Universidad de Chile
Tax ID: 7.984.912-K
Since 31.08.12
5 PLANNING AND CONTROL OFFICER
Marco Fadda
Bachelor in Economics and Business
Universidad de Génova
Tax ID: 24.271.056-8
Since 01.04.13
6 LEGAL COUNCEL AND SECRETARY OF THE
BOARD
Domingo Valdés Prieto
Lawyer
Universidad de Chile
Master of Laws
Universidad de Chicago
Tax ID: 6.973.465-0
Since 30.04.99
7 HUMAN RESOURCES OFFICER
Carlos Niño Forero
Lawyer
Universidad Externado de Colombia
Tax ID: 23.014.537-7
Since 17.12.10
8 PROCUREMENT OFFICER
Eduardo López Miller
Commercial Engineer
Pontificia Universidad Católica
de Valparaíso
Tax ID: 7.706.387-0
Since 01.11.10
9 SHARED SERVICES OFFICER
Jaime Sánchez-Cano Torres
Bachelor in Economics and Business
Universidad Complutense de Madrid
Tax ID: 24.191.937-4
Since 30.08.13
2
5
8
1
4
7
10
3
6
9
10 COMMUNICATIONS OFFICER
Daniel Horacio Martini Morales (*)
Licenciado en Periodismo de la Universidad
Nacional de Lomas de Zamora
Tax ID: 24.499.646-9
Since 28.01.2014
(*) Designated by the Board of Director son session held on
January 28, 2014
43
Compensation of managers
and main executives
During 2013, the remunerations and benefits received by the
General Manager and main company executives amounted
to $2,522 million in fixed wages and $834 million in variable
wages.
During 2012, the remunerations and benefits received by
the General Manager, other managers and main company
executives amounted to $2.616 million in fixed wages and
$1,499 million in variable wages.
This amount included both managers and main executives
present as of December 31, each year, as well as those that
left the company all along the respective accounting period.
Benefits for managers and
main executives
Incentive plans for managers
and main executives
Enersis has an annual bonus plan for complying with
As benefit, the company has a supplementary health
objectives and the level of individual contribution to the
insurance and a catastrophic insurance for its main executives
company results for its executives. This plan includes
and their family group that is credited as a dependent charge.
a definition of the ranges of bonus according to the
In addition, the company has life insurance for each main
hierarchical level of the executives.
executive. These benefits will be granted in conformance
to the management level that corresponds to the worker at
Bonuses are given to the executives consisting in a
each time.
determined number of gross monthly wages.
In 2013, the amount was of $16.5 million, value that is
included in the wages received by the main executives.
Compensations paid to
managers and main executives
In reference to compensation for years of service (severance)
received by managers and main executives that left
the company, $194 million were paid during the 2013
enforcement period.
44
MAIN EXECUTIVES
2013 ANNUAL REPORT ENERSISProperty over Enersis
As of December 31, 2013, the shareholders’ register reflected that no main
executive had company ownership.
Administration of main subsidiaries
BRAZIL
Endesa Cachoeira
Guilherme Gomes Lencastre
Civil Engineer
Pontifícia Universidad Católica Río de Janeiro
Endesa Fortaleza
Manuel Rigoberto Herrera Vargas
Industrial Electric Engineer
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
Mecanic Engineer
Pontifícia Universidad Católica Río de Janeiro
CHILE
Endesa Chile
Joaquín Galindo Vélez
Superior Industrial Engineer
Universidad de Sevilla
Chilectra
Cristián Fierro Montes
Electric Civil 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
Francisco Javier Perez Thoden
Industrial Engineer
Universidad de la Escuela Técnica Superior del ICAI
Universidad Pontificia Comillas en España
Edelnor
Ignacio Blanco Fernández
Industrial Engineer
Bachelor in Business and Economics
Universidad de Zaragoza
45
(1) insertar notas
Human resources
46
HUMAN RESOURCES
2013 ANNUAL REPORT ENERSISDistribution 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 (5)
Edelnor (6)
Codensa
Manso de Velasco (7)
Total general
Managers
and main
executives
9
20
34
12
13
9
11
1
109
Professionals
and
technicians
378
2,399
2,340
605
2,374
535
1,008
32
9,671
Workers and
others
81
258
135
128
1,032
134
17
9
1,794
Total
468
2,677
2,509
745
3,419
678
1,036
42
11,574
Notes:
(1) Includes ICT.
(2) Includes Ampla, Coelce, CIEN, CTM, TESA, Cachoeira Dourada, Fortaleza, and En-Brasil Comercio y
Servicios.
(3) Includes Costanera, El Chocón, Pehuenche, Celta, Túnel el Melón, Emgesa and Edegel.
(4) Includes Empresa Eléctrica de Colina and Luz Andes.
(5) Includes: Cemsa and Dock Sud.
(6) Includes: Piura and Generalima.
(7) Includes: Aguas Santiago Poniente y Const. and Proyecto Los Maitenes.
47
Human resources activities
Employee Relations
During 2013 the periodic meeting
program with Trade Union
Organizations has continued, which has
allowed consolidating in time an open,
frank dialogue without restrictions with
the workers’ representatives, in benefit
of improving labor conditions and the
work climate of our employees.
Safety and Health
at Work
At Enersis safety and health at work
are objectives closely linked to the
clothing, face protection masks against electric arc and works
business, which by nature is subject
in heights systems, all of these elements with high safety
to the presence of critical risks. In the
standards that guarantee the maximum workers protection. It
continuous improvement process, with
is also worth noting that in order to reach the zero accidents
everyone’s contribution, a value that
goal, at Enersis the implementation of the One Safety Project
is specially underscored is leadership
has continued, both in our own workers as well as those of
regarding the actual integration of
contractors, in order to improve the behavior of those who
safety and health at work at all levels
work on-site and thus eliminate risky behaviors at the works.
and in all the activities the company
develops, reinforcing its priority in
In matters pertaining to Labor Health the following programs
entrepreneurial management due
are highlighted:
to its strategic importance. In the
leadership scope active participation
of the different company areas in
controlling the workers risks in their
different activities, through reviewing
preventive management in the Safety
2013 Health Disclosure and
Promotion
Committees, revising safety conditions
This program’s objective is to provide, educate and form the
on-site through the Safety Walks and
company workers through activities pertaining to fostering
Ipal Programs, risk prevention formation
quality of life and bio-psychosocial well-being.
plans and safety campaigns. On the
other hand, innovations have also
The mass disclosure actions that are considered within the
been implemented that have allowed
activities are first posters, graphic materials and talks given by
equipping the workers exposed to
specialists regarding thematic cycles with topics of interest,
risk with equipment such as: fire-safe
such as:
48
HUMAN RESOURCES
2013 ANNUAL REPORT ENERSISHuman resources activities
2013 Psychosocial Risk Assessment
Program
This program’s objective is to identify psychosocial risk factors present in work
conditions and work organization and their occurrence in the workers’ health. In
order to do so, the program has been extended to all the Enersis Managements,
through the following sequence:
Quantitative and qualitative identification of the psychosocial factors with
greater presence, divided in stages:
- Breast Cancer Prevention:
Train women regarding the
1.- Coordinate meetings with Managers and Assistant Managers.
importance of performing breast
self-examinations and in a specific
2.- Present Psychosocial Risk Assessment Program.
case an ultrasound scan or
mammography.
3.- Program and coordinate dates and places where the assessment will be
- Prostrate Cancer Prevention:
applied with appointed personnel.
Carry out promotion and prevention
4.- Apply assessment instrument to the universe of workers considered.
activities for men in early detection
and treatment.
5.- Analyze and manage quantitative and qualitative data on the assessment.
- Colorectal Cancer Prevention:
6.- Draft a report per company, management and area/unit.
Carry out promotion and prevention
activities in the personnel to
7.- Present results to direct lines and collect proposals.
detect and treat in an early manner
pathologies associated to Colorectal
8.- Present and deliver results to middle management and collect proposals.
Cancer.
9.- Present results to evaluated personnel and collect proposals.
- Skin Cancer Prevention:
Inform and sensitize the population
10.- Draft a final written report.
on the prevention, early detection
and treatment of the illness.
11.- Process closing meeting with technical counterpart.
- Prevention of Sexually Transmitted
Diseases and HIV.
- Mental Health and Quality of Life.
- “Heart Month” Cardiovascular Risk
Prevention
49
2013 Immunization
Program
The Enersis’ workers immunization
program is a preventive measure
that seeks through a medical process
generating in people an immune
memory base that allows forming
protecting antibodies against the
antigen to which the person can be
exposed to.
In order to do so, the objective
of implementing the program in
Enersis’ workers, calls on preventing
the appearance of illnesses that are
recurrently massively spread and
through dissemination, education and periodic controls.
that on affecting people cause high
Periods of exams, controls and medical follow-ups were
absenteeism and detriment to people’s
carried out in order to detect in a premature manner this
quality of life.
possible pathology in women. This program is directed to all
the Enersis workers.
This program is addressed to all Enersis’
workers, implementing the following
vaccines:
- Seasonal Trivalent Influenza Vaccine:
it is implemented during the
2013 Periodic Preventive
Exams Program
first quarter of the year annually,
The objective of this program s to carry out medical and
preventing the outbreak that starts
periodic evaluations, according to the job risks to which the
at the beginning of June.
workers are exposed to, in order to decrease the probability
of having events occur due to alternations or severe
- Hepatitis A and B Vaccine: it is
pathologies without control or treatments with potential
implemented in two dosages per
damage to people’s health. This program is directed to
person every 5 years and is addressed
all company workers and is carried out through a defined
to employees working in confined
protocol according to gender, age and job.
spaces with sewage water vaults.
2013 Healthy
Woman Program
The following programs can be underscored in matters
pertaining to Labor Safety:
Safety campaigns
The objective of this program is
Development of activities under the framework of safety
decreasing the occurrence of death due
week held in April and November 2013, in order to become
to breast and cervical-uterine cancer in
familiar and reinforce preventive actions tending towards
women, acting in a preventive manner
avoiding the occurrence of labor accidents.
50
HUMAN RESOURCES
2013 ANNUAL REPORT ENERSISSafety walks
Activity developed by executives in
18 work centers, consisting in on-site
inspections in order to corroborate
compliance of procedures and use
of equipment, tools and adequate
machineries.
Security campaigns
Development of activities under the
framework of security week held in April
and November 2013, in order to become
familiar and reinforce preventive
actions tending towards avoiding the
occurrence of labor accidents.
Implementation of
work standards in
heights
Defining and implementing equipment
Dissemination of lessons learned
for work in heights, delivering new
Project that considers delivering a folder with inquiry and formation documents
security harnesses and other accessories
containing the analysis of each one of the serious and mortal accidents that have
and equipment in order to decrease
happened. In this document causes of unfortunate events at work are analyzed
the risk of falls and thus allow rescuing
and their preventive measures are discussed in order to review lessons learned and
workers in emergency situations.
therefore contributes towards eliminating conditions and substandard acts seen
daily when executing activities that have the risk of accidents.
Formation in security
Within the framework of training associated to Labor Health, Safety and Security
of people at work, and seeking to reinforce our competencies in this matter, the
course “Safety Goal Training” is given to 69 persons, an initiative launched in all
countries where the Enersis Group is present. Among the course’s objectives to
be underscored are those that internalize that the responsibility in terms of Labor
Health, Safety and Security is of each one of us and not only the people directly
responsible for operational activities, becoming worldwide references in terms of
Labor Health, Safety and Security.
51
Implementation of
work standards in
activities associated
to the electric area
Definition and implementation of
equipment for works in electric
installations, delivering fire-safe
clothing and a protection face mask
Leadership Course
in SSL for Directors
and Managers
Study development to identify
leadership characteristics in risk
prevention for 26 persons in order to
develop an intervention program to
establish improvements in preventive
People management
Work climate management
actions.
Starting from the results of the labor climate and the 2012
Development of
training programs
Great Place to Work study, which have been disclosed to the
workers, human resources jointly with each one of the areas
has prepared a Climate Plan.
This plan considered specific work lines, such as Leadership,
and Meritocracy and Development that are translated in
Execution of rescue training programs
concrete actions.
for workers in emergency situations.
In relation to Leadership, the initiative Manager and Close Boss
(Gerente y Jefe Cercano) that focuses on developing closer
contact of management levels with the workers implemented
the practice “Coffee with Ignacio” in order to generate
instances of closeness and conversation between the General
Manager and workers.
Another 2013 action line has been Meritocracy and
Development. Through fostering different activities towards
the workers, during 2013 recognition of the workers continued
to be promoted. One of these initiatives was the ceremony
Let´s Acknowledge Each Other (Reconocernos) acknowledged
workers who represented certain Enersis categories and
values. Those acknowledged were chosen through popular
votes among work mates and area heads.
52
HUMAN RESOURCES
2013 ANNUAL REPORT ENERSISAt the same time, Enersis has available for all workers and their families a broad
extension program, including sports, culture and special activities; just to mention
some: Knowing my parents’ work “Conociendo el trabajo de mis padres”, Come
to my birthday “Ven a mi cumpleaños”, summer and winter camps for children,
family trips, training courses for the family and others that seek balancing Enersis’
employees work and personal life.
Enersis has addressed servicing specific benefits to different workers’ groups,
such as the program Mothers who work “Madres que trabajan”; additionally, with
financial support for parents with student children, through soft loans to finance
their higher education. Added to these benefits are the end-of-the year, national
holiday celebrations and the good company practices, such as a free afternoon
The priority that the Company grants
on the worker’s birthday, leaving work early on special dates prior to holidays, all
on conducting internal application
towards granting better quality of life to our workers.
processes to cover job vacancies can also
be highlighted, such as implementing
a feedback workflow in the process
allowing to keep candidates informed in
each stage of the job filling process.
It is important to state that the above
actions have been carried out with
Recruitment and Selection
Coverage of Vacancies
the participation of Top Management,
Enersis’ main objective is incorporating the best people in vacant jobs, being our
Managers, Human Resources and all
guiding principle first privileging internal candidates.
workers, who have committed through
their participation implementing the
During 2013 a total of 62 vacancies were generated in generation, 37%
different initiatives considered in the
corresponding to vacancies that were covered internally, performing close to 9
plan.
lateral movements and promotions and close to 17 internal application processes,
whether nationally or incorporating internal applicants within Latin America.
Enersis has an ample array of benefits
for its workers and their families,
Similarly, in this context, from the external labor force that become part of the
among them, health benefits with a
Group, 11% corresponds to students in practice, who were considered candidates
group Isapre plan and supplementary
and were finally contracted on concluding their internship period.
insurance including outpatient and
dental medical services, medications
and inpatient hospital services with
catastrophic coverage on a per expense
basis. Educational benefits can also be
highlighted with aid in money to cover
children’s study expenses, plus incentives
for all high performance students,
reimbursements for pre-college
specialized institutes and summer
schools.
53
Practices Program
The practices program is an outstanding
project in terms of generating new
sources of recruitment incorporating
future young professionals belonging
to the best universities in the country as
students in practice and thesis students,
to whom the opportunity is provided
to consolidate gradual learning on
Enersis complexity and style, thus
achieving, two objectives the availability
of close sources of recruitment and of
relative rapid access, both due to the
possibility of having references and
direct assessment of students who
are outstanding and can reach not
only technical competencies but also
the values associated to our company
and additionally, mark our ongoing
Diversity and Inclusion
presence in our country’s main higher
Having different work teams and cultivating an inclusive
education facilities. This Practices
labor environment is essential for Enersis, reflected on the
Program is carried out throughout the
on-going search for new forms allowing awareness and
year, being the peak of participants
facilitating building a diverse labor force and a working
during the summer, where a total of 53
environment where individualized differences are respected
students participated in 2013.
and valued. Thus, a pilot action taken is managing the
Company Entry Program, where we seek incorporating
practice students from technical and professional careers
who are physically challenged, forming work alliances with
different foundations to make this program concrete.
Similarly, along the lines of fostering diversity in all scopes
and contributing to the generation of development
alternatives, we can highlight the growing participation
of women in internal job application processes, reaching
45% of total job awards, thus fostering in a gradual manner
feminine empowerment and leadership.
54
HUMAN RESOURCES
2013 ANNUAL REPORT ENERSISEducational action
Enersis training
Quality, Efficiency
and Customer Focus
Finally and within the perspective
of continuous improvement, Enersis
seeks the on-going assessment of
the quality and efficiency of selection
processes, through generating
instances and mechanisms that allow
getting feedback both from each
area’s managers as well as from the
job occupants, achieving a level of
satisfaction of 89% in terms of quality
of internal customer service in the
total coverage process to fill a vacancy,
and 98% satisfaction in reference to
complying with the heads’ expectations
in terms of new incorporations, as
well as those of the job occupants
themselves regarding their perception
and adaptation to the position and
company. The objective of having
this data is to assure the processes’
stabilization and the possibility of
continuous improvement.
Starting from the 2013 formation program, Enersis established a training
schedule focused on the trade’s needs, structured by different sources of
detecting training needs, aligned with the business strategic plan, made concrete
through an articulated training offer in two main action lines: A Transversal Plan
with topics relating to development and a Functional Technical Formation.
Professionals of the Enersis Group for the fourth consecutive year attended the
“Category Management” course. The Category Management Purchases Model
is a systematic focus used by world-class organizations to maximize contributing
Business Supplies. The objectives are to convey to tools buyers methodologies
necessary to: segment total expenses in categories according to their impact
criteria in the business and market where they buy, understand (Market
Intelligence) the suppliers markets, design a strategy for each category, analyze
strategies, situations and perspectives of the materials, investment and services
markets and, assess risk situations, establishing mitigation and/or contingency
plans.
55
The third version of “Electric Markets
Diploma” was started in the facilities of
the Universidad del Desarrollo within
the context of closed Graduate studies,
specially designed for the company
with the attendance of 34 workers
from the Enersis Group, which has the
general objective of deepening and
strengthening the characteristics and
challenges of the electric business and
contribute in the negotiation processes,
in electric supply contracting aspects,
supplementary services offers and
distribution tolls, empowering their
performance and positioning within the
company.
Thus the first version of “Diploma
in Control and Management” was
stated in the Universidad de Chile,
Two other programs were given for the Enersis Group
which has the objective of providing to
workers, i.e. Training for Young Professionals, whose
participates basic business management
purpose was to extend this group’s vision so that they can
tools under a management control
contribute to the business with ventures, preparing their
perspective, allowing students to
career development within the organization, which was held
develop necessary competencies
in the Executive Education Center of the Universidad Adolfo
to understand the entrepreneurial
Ibáñez, with the attendance of 39 professionals and Skills
resources management, designing and
Training for Managers, held in the ESE Business School of
maintaining control on the different
the Universidad de Los Andes, with the participation of 38
processes that define the organization’s
workers, which in eight sessions strengthened the leadership,
performance with the attendance of
strategic thinking, decision making, innovation and coaching
30 workers from the Enersis Group
competencies. A workshop on Change Management was
attended.
held as a final activity for both training programs with the
objective of understanding change from the personal and
Post Performance Review (PPR)
organizational point of view, as an on-going element; foster
implementation was started, which is
better understanding of the dynamics that facilitate change
focused on developing the behaviors
processes and understand the concepts and methods for
defined by the Company Leadership
change management.
Program, where 29 courses were given
with the participation of 630 company
employees.
56
HUMAN RESOURCES
2013 ANNUAL REPORT ENERSISAnother relevant formation activity was the course on
Derivative Assets as support to Corporate Management,
given by Universidad Adolfo Ibáñez, for 15 company workers
in order to acquire the skills and competencies that allow
using the derivatives instruments as tools destined towards
protecting; rate of exchange risks, volatilities in product
prices and factors or strong changes in interest rates.
Training in Savings Keys (Claves de Ahorro) was also given,
through award and APPIA, in order to train buyers in the
use of the system to reflect savings correctly and associate
purchase planning correctly. Thirty (30) company workers
participated in the activity.
Just as in prior years, in order to deliver development
opportunities within the company, “study scholarships” were
granted to workers, totaling 12 persons in 2013, accessing
this benefit. This program has the objective of supporting
workers in carrying out perfecting studies or continuing with
pre and post graduate studies.
Similarly, through the Latam Campus, virtual space,
formation with e-learning courses continues to allow
reaching employees in a massive and simultaneous manner
with topics such as: Business Knowledge, Reinduction in
S&SL, Senda Plan, Information Security and Criminal Risk
Prevention Model.
There was a special concern for topics pertaining o
safety, security and labor health where among others the
following courses were given: Leadership Program in Safety,
Security and Labor Health; Prevention of Accidents on the
Way to Work and Public Roads; Handling and Use of Fire
Extinguishers; Cardiopulmonary Resuscitation; First Aid;
Safety Training Goal and, One Safety Navigators.
57
Stock exchange
transactions
58
STOCK EXCHANGE TRANSACTIONS
2013 ANNUAL REPORT ENERSISStock trading in the stock markets
Quarterly transactions of the last three years made in the stock exchanges where the Enersis shares are
traded both in Chile, through the Santiago Stock Exchange, the Electronic Stock Exchange of Chile and
the Valparaíso Stock Exchange, as well as in the United States of America and Spain, through the New
York Stock Exchange (NYSE) and the Latin American Stock Exchange of the Madrid Stock Exchange
(LATIBEX), respectively, are detailed below.
Santiago Stock Exchange
During 2013, in the Santiago Stock Exchange, 8,074 million shares were traded, which is equal to
$1,367,562 million. The closing price per share as of December was of $157.6.
Periods
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
1st quarter 2013
2nd quarter 2013
3rd quarter 2013
4th quarter 2013
Total 2013
Shares
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
2,438,386,788
2,192,921,524
1,972,388,086
1,470,668,035
8,074,364,433
Amounts (Pesos)
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
438,757,705,262
374,486,929,466
314,491,374,642
239,826,138,771
1,367,562,148,141
Average Price
201.80
203.50
189.62
183.52
186.51
186.30
163.70
165.99
179.94
170.77
159.45
163.07
59
Chile Electronic Exchange
In the Chile Electronic Stock Exchange during the year the amount of 1,142 million shares were traded,
which is equal to $196,606 million. The closing price of the share as of December was of $155.5.
Periods
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
1st quarter 2013
2nd quarter 2013
3rd quarter 2013
4th quarter 2013
Total 2013
Shares
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
457,040,369
307,352,957
187,542,120
190,280,215
1,142,215,661
Amount (Pesos)
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
82,674,197,920
52,399,743,916
30,138,018,160
31,394,375,774
196,606,3335,770
Average Price
199.74
203.96
189.68
183.84
188.05
190.36
162.43
166.13
180.89
170.49
160.70
164.99
Valparaíso Stock Exchange
In the Valparaíso Stock Exchange a total of 46 million shares were traded, which is equal to $7,548 million.
The closing price of the share as of December was of $155.44
Periods
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
1st quarter 2013
2nd quarter 2013
3rd quarter 2013
4th quarter 2013
Total 2013
Shares
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
7,662,176
5,159,336
33,748,331
0
46,569,843
Amount (Pesos)
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
1,409,775,514
834,654,380
5,304,258,272
0
7,548,688,166
Average Price
214.09
199.35
182.22
182.99
183.36
191.97
165.40
168.72
183.99
161.78
157.17
60
STOCK EXCHANGE TRANSACTIONS
2013 ANNUAL REPORT ENERSIS
New York Stock Exchange (NYSE)
The Enersis shares began to be traded in the New York Stock Exchange (NYSE) on October 20, 1993. An
Enersis ADS (American Depositary Share) represented 50 shares and its account code is ENI. Citibank
N.A. acts as a depositary bank and Banco Santander Chile as custody in our country. During 2013, in the
United States of America 167 million ADS were traded that is equal to US$2,895 million. The ADS price
closed as of December in US$15.85.
Periods
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
1st quarter 2013
2nd quarter 2013
3rd quarter 2013
4th quarter 2013
Total 2013
Shares
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
45,963,195
50,929,574
36,942,777
33,394,036
167,229,582
Amount (Pesos)
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
874,885,600
907,083,863
583,580,477
529,200,532
2,894,750,472
Average Price
20.51
21.64
19.79
18.12
19.06
18.88
17.13
17.25
19.03
17.81
15.80
15.85
Latin American Securities Stock Exchange of the
Madrid Stock Exchange (Latibex, Bolsa de Valores
Latinoamericanos de la Bolsa de Madrid)
The Enersis shares started to be traded in the Latin American Securities Stock Exchange of the Madrid
Stock Exchange (Latibex) on December 17, 2001. Until April 2011, the contracting unit for the company
was of 50 shares and its account code is XENI. Starting from May 2, 2011 the contracting unit is unitary.
Santander Central Hispano Investment S.A. acts as the liaison entity and Banco Santander is the
custody in Chile. During 2013, 6.9 million shares were traded, which is equal to 1.7 million Euros. The
contracting unit price in December closed at 0.23 Euros.
Periods
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
1st quarter 2013
2nd quarter 2013
3rd quarter 2013
4th quarter 2013
Total 2013
Shares
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
1,329,415
1,396,386
2,376,982
1,819,724
6,922,507
Amount (Pesos)
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
383,687
364,307
554,612
418,887
1,721,493
Average Price
0.30
0.30
0.27
0.27
0.29
0.30
0.28
0.27
0.29
0.26
0.23
0.23
(*) Contracting unit was expressed in the prior years in 50 units per share.
61
Market information
During 2013, the Chilean shareholding market continued the low trend, with an accrued decrease
during the period of 14% in comparison to 2012. This is partially explained by the increase in the
region’s uncertainty, mainly related with the exposure of these markets to the time lapse withdrawal
effect of fiscal stimulus in the United States, decrease in the price of commodities, such as copper and
the slowdown of the economic activity in China.
On the other hand, the generalized recovery of the operational and financial results in North America,
linked to the improvement in the uncertainty situation related to the debt crisis of some of the member
countries in the Euro zone have caused an exit of capitals in South America in reference to these
markets.
Santiago Stock Exchange
Enersis’ performance during the last two years in comparison to the Shares Selective Price Index (Índice
Selectivo de Precios de Acciones, IPSA) in the local market.
Variation
Enersis
IPSA
2012
-3.7%
3.0%
2013 Cumulative 2012-2013
-11.3%
-7.9%
-11.5%
-14.0%
New York Stock Exchange (NYSE)
Behavior of Enersis’ ADR’s listed in the NYSE (ENI) in comparison to the Dow Jones Industrial and Dow
Jones Utilities Indexes during the last two years:
Variation
ENI
Dow Jones Industrial
Dow Jones Utilities
2012
3.3%
7.3%
-2.5%
2013 Cumulative 2012-2013
-14.7%
35.7%
5.6%
-17.5%
26.5%
8.3%
Latin American Securities Exchange of the Madrid
Stock Exchange (Latibex in its Spanish acronym)
Enersis’ (XENI) performance per share listed in the Madrid Stock Exchange (Latibex) all along the last
two years in comparison to the LATIBEX Index.
Variation
XENI
LATIBEX
2012
4.1%
-10.7%
2013 Cumulative 2012-2013
-13.8%
-28.5%
-17.2%
-20.0%
62
STOCK EXCHANGE TRANSACTIONS
2013 ANNUAL REPORT ENERSIS63
Dividends
64
DIVIDENDS
2013 ANNUAL REPORT ENERSISIn accordance with the General Rule No. 283, Number 5), the dividends policies of the company
corresponding to the 2014 and 2013 accounting periods are described below.
Dividends Policy 2014
General Aspects
The Company Board of Directors, in session dated February 28, 2014 approved the following
Dividends Policy and the corresponding procedure on the dividends payment of Enersis S.A.,
for the 2014 accounting period.
Dividends Policy
The Board of Directors has the intention of distributing a provisory dividend, charged on
the 2014 accounting period profits, of up to 15% of the profits as of September 30, 2014,
according to what is shown in the Enersis S.A.A’s financial statements up to such date, to be
paid in January 2015.
The Board of Directors has the intention of proposing to the Regular Shareholders’ Meeting,
to be held on the first quarter 2015, to distribute as a definite dividend, an amount equal to
50% of the profits for the 2014 accounting period. The definite dividend will correspond to be
defined by the Regular Shareholders’ Meeting, to be held on the first 2015 quarter.
Compliance of the aforementioned program will be conditioned, in matter pertaining to
dividends, to the profits effectively obtained, as well as on the results that forecasts that
periodically made by the Company or the existence of determined conditions, according to
what corresponds.
65
For these purposes, checking or savings banking accounts
can be in any area of the country.
It is necessary to underscore that the payment modality
chosen by each shareholder will be used by DCV Registros
S.A. for all dividends payment, while the shareholder does
not express in writing his intention of modifying it and
registers a new option.
The shareholders that do not have a payment modality
registered, they will be paid according to modality No. 4
stated herein above.
In cases where the checks or on-site drafts are returned
by mail to DCV Registros S.A., they will remain under their
custody until the shareholders withdraw or request them.
Procedure to pay
dividends
For the payment of dividends, whether
provisory or definite, and in order to
In case of deposits in banking checking accounts, Enersis S.A.
avoid their undue collection, Enersis
and/or DCV Registros S.A. can request, for security reasons,
S.A. considers the modalities that are
their verification by the corresponding banks. If the accounts
indicated as follows
indicated by the shareholders are objected, whether in a
prior verification process or for any other cause, the dividend
1. Deposit in banking checking account,
will be paid according to the modality indicated in Point No.
whose title holder is the shareholder.
4 herein above.
2. Deposit in banking savings account,
On the other hand, the Company has adopted and will
whose title holder is the shareholder.
continue to adopt in the future all necessary security
3. Forwarding a nominative check or
process, in order to safeguard both the shareholders as well
measures required that is required by the dividends payment
on-sight draft by registered mail to
as Enersis S.A.
the residence of the shareholder
that is listed in the Enersis S.A.’s
shareholders’ register
4. Withdrawal of the check or on-site
draft at the offices of DCV Registros
S.A., in its capacity as the Enersis S.A’s
administrator of the shareholders’
register or in the bank or branch
offices that are determined for such
purpose and that will be informed in
the notice that is published regarding
the payment of dividends.
66
DIVIDENDS
2013 ANNUAL REPORT ENERSISDividend policy
2013
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.
General Aspects
(1) Through Significant Event published on SVS on November 26, 2013, Enersis S.A.
informed the following
The Board of Directors of the Company,
In accordance with articles 9 and 10 of the Securities Market Law 18,045, the
in its session taken place February 28,
provisions of General Rule No. 30 of the Superintendence, duly authorized and on
2013, approved the following dividend
behalf of Enersis S.A. (the “Company”), I hereby inform you as a Significant Event,
policy and the procedures for payment
that the Board of Directors of Enersis S.A., at its meeting held today, agreed by
of Enersis S.A. dividends.
unanimously vote to distribute on January 31,2014, an interim dividend of Ch$
Dividend policy(1)
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
1.42964 per share, attributable to 2013 fiscal period, corresponding to 15% of liquid
net income as of September 30, 2013, in accordance with the Company’s dividend
policy.
Distributable net income year 2013
dividend equivalent to 50% of profits of
The distributable net income for year 2013 is indicated below:
year 2013.
The board also has the intention to
Net Income *
Distribuible Net Income
distribute an interim dividend against
* Attributable to the parent company
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.
Distributed dividends
Million $
658,514
658,514
The following chart shows the dividends per share paid during the last few years:
Dividend
No.
77
78
79
80
81
82
83
84
85
86
87
88
Dividend
Type
Final
Interim
Final
Interim
Final
Interim
Final
Interim
Final
Interim
Final
Interim
Closing Date
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
04-05-2013
25-01-2014
Payment date
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
10-05-2013
31-01-2014
Pesos
per share
3.41256
1.53931
4.56069
2.45677
4.64323
1.57180
5.87398
1.46560
4.28410
1.21538
3.03489
1.42964
Charged to
accounting
period
2007
2008
2008
2009
2009
2010
2010
2011
2011
2012
2012
2013
67
Investment and
financing policy
2014
68
INVESTMENT AND FINANCING POLICY 2014
2013 ANNUAL REPORT ENERSISInvestment and financing policy 2014
Investments
Areas of investment
Enersis S.A. will invest, as authorized by its bylaws, in the following areas:
• Contributions for investment in or for the incorporation of subsidiaries and related companies
whose activity is aligned, related or linked to any forms or types of energy or the supply of public
utilities or whose main raw material is energy.
• Investments consistent in the acquisition, exploitation, construction, rental, administration, trading
and disposal of any class of fixed assets, whether directly or through subsidiaries.
• Other investments in all kinds of financial assets, titles or securities.
Maximum investment limits
The maximum investment limits for each investment area shall be the following:
i)
Investments in its subsidiaries in the electricity sector: amounts needed by the subsidiaries to meet
their respective corporate purposes.
ii) Investments in other subsidiaries: given amount such that the addition of the proportional fixed assets
corresponding to Enersis S.A.’s stake on these other subsidiaries does not exceed the proportional fixed
assets corresponding to the Enersis S.A.’s stake in the electricity sector subsidiaries and Enersis S.A.
69
Monitoring of the areas
of investment
Financing
In order to monitor the investment
(a) Maximum debt level
areas and in accordance with Enersis
The maximum leverage of Enersis S.A. is a debt to
S.A. corporate purpose, the following
shareholders’ equity ratio of 2.20 times, based on the
procedure will be pursued whenever
consolidated statements of financial position.
possible:
• At the Ordinary Shareholders’
Meetings of our subsidiaries or
related companies it will be proposed
(b) Management powers for agreeing
dividend restrictions with lenders
the appointment of directors
Dividend restrictions may only be agreed with creditors if
corresponding to the Enersis S.A.’s
previously approved by a shareholders’ meeting (ordinary or
stake in that company, who must
extraordinary).
be preferably chosen from among
directors or executives of the
Company or its subsidiaries.
• Investment, financial and commercial
(c) Management powers for granting
security to creditors
policies will be proposed to the
The Company’s management may agree with creditors the
subsidiaries and related companies,
granting of tangible security or guarantees in accordance
as well as the accounting criteria and
with the law and the corporate bylaws.
(d) Essential assets for the normal
operations of the company
The shares representing Enersis S.A.’s stake in its subsidiary
Chilectra S.A. are considered essential assets for the normal
operations of Enersis S.A.
systems they should follow.
• The management of the subsidiaries
and related companies will be
supervised.
• Permanent control of debt limits will
be maintained, to the extent that
the investments or contributions
implemented or that are planned
to be carried out do not represent
an unusual variation from the
parameters defined by the maximum
investment limits.
70
INVESTMENT AND FINANCING POLICY 2014
2013 ANNUAL REPORT ENERSIS71
The Company’s
businesses
72
THE COMPANY’S BUSINESSES
2013 ANNUAL REPORT ENERSISBusiness structure
GENERATION
Endesa Chile
Endesa Costanera
Hidroeléctrica El Chocón
Central Dock Sud
Endesa Fortaleza
Endesa Cachoeira
Endesa CIEN*
Emgesa
Edegel
EEPSA
(*) Transmission
DISTRIBUTION
Chilectra
Edesur
Ampla
Coelce
Codensa
Edelnor
OTHER BUSINESS
ICT
Inmobiliaria Manso de Velasco
73
Historical
background
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
On June 19, 1981, Compañía Chilena
telecommunications activities and the investment and
de Electricidad S.A. formed a new
management of companies whose businesses are in
corporate structure which gave
telecommunications and information technology, and
birth to a parent company and
internet trading businesses.
three subsidiaries. One of these was
Compañía Chilena Metropolitana de
In 1988, and in order to successfully meet its development
Distribucion Electrica S.A. In 1985, under
and growth, the company was split into 5 business units
the Chilean government’s privatization
which in turn gave birth to five subsidiaries. Of these,
policy, the process of transferring the
Chilectra and Río Maipo were responsible for electricity;
share capital of Compañía Chilena
Manso de Velasco concentrated on electrical engineering
Metropolitana de Distribucion Electrica
and construction services, plus real-estate management,
S.A. to the private sector was begun,
Synapsis in the area of information technology and data
ending finally on August 10, 1987. In this
processing, while Diprel focused on providing procurement
process, the pension fund management
and commercialization of electrical product.
companies (AFPs), company employees,
institutional investors and thousands
Today, Enersis is one of the largest private electricity
of small shareholders joined the
groups in Latin America in terms of consolidated assets and
Company. Its organizational structure
operating revenue, achieved through steady and balanced
was based on activities or operative
growth in its electricity businesses: generation, transmission
functions whose results were evaluated
and distribution. The development of the electricity
functionally and its profitability was
distribution business abroad has been implemented jointly
limited by a tariff structure as a result of
with its subsidiary Chilectra, a company that distributes
the Company’s exclusive dedication to
electricity in the Metropolitan Region, Chile. Its investments
the electricity distribution business.
in electricity generation in Chile and abroad have been
developed mainly through its subsidiary Empresa Nacional de
In 1987, the company’s board proposed
Electricidad S.A. (Endesa Chile).
forming a division for each of the
parent company’s activities. Four
In addition, it is involved in businesses that complement its
subsidiaries were therefore created
principal ones through majority holdings in the following
to be managed as business units each
companies: Real estate Manso de Velasco Ltda. committed to
with its own objectives, thus expanding
the real-estate business through the integral development of
the company’s activities toward other
real-estate projects and the administration, rental, purchase
non-regulated activities but linked
and sale of the property assets of Enersis and its subsidiaries
to the main business. This division
in Chile; ICT Servicios Informáticos Limitada is a consulting
was approved by the extraordinary
services company in technology, information and computing,
shareholders meeting of November
and telecommunications
25, 1987 which defined its new
corporate objects. Compañía Chilena
Metropolitana de Distribucion Electrica
S.A. thus became an investment holding
company.
74
THE COMPANY’S BUSINESSES
2013 ANNUAL REPORT ENERSIS1993
• 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%.
Expansion and
development
Enersis began its international
expansion in 1992 through participating
1995
in different privatization processes
• On December 12, Enersis acquired an additional 39% in Edesur gaining
in Latin America, thus developing a
control of the company.
significant presence in the electricity
sectors of Argentina, Brazil, Colombia
• It also acquired the generator Edegel in Peru.
and Peru.
1992
1996
• On May 15, it acquired a 60%
on April 15, Endesa Chile became a subsidiary of Enersis.
shareholding and control of the
generator Central Costanera,
• It invests in the sanitation market with the acquisition of Agua Potable Lo
• On February 15, Enersis reached a 25.28% shareholding in Endesa Chile and,
currently Endesa Costanera, in
Castillo S.A.
Buenos Aires, Argentina.
• On July 30, it was awarded 51%
of a large block of shares in the previously-called Companhia de Eletricidade
of Empresa Distribuidora Sur S.A.,
do Río de Janeiro S.A., Cerj, a company that distributes electricity in the city
Edesur, a company that distributes
of Río de Janeiro and Niteroi, Brazil. Its present name is Ampla Energía e
• On December 20, Enersis entered the Brazilian market with the acquisition
electricity in the city of Buenos Aires,
Serviços S.A.
Argentina.
• On December 20, it acquired a 99.9% shareholding in Central Hidroeléctrica
de Betania S.A. E.S.P, in Colombia.
75
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 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
• On April 3, Enersis again entered the Brazilian market,
companies in Latin America.
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
2000
Ceará for US$868 million.
• On April 22, Enersis reached 100% shareholding in Aguas
Transelec, Esval, Aguas Cordillera and real-estate assets
Cordillera, Santiago, Chile.
were sold for US$1,400 million.
• As part of its Genesis Plan strategy, the subsidiaries
• On December 28, Enersis gained control of Esval, located
in the Valparaiso region, through being awarded 40% of
2001
the share capital of the company.
1999
• 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
• ENDESA S.A., (Spain), took control of Enersis. Through a
company’s employees; US$132 million to increase its
public share offering (OPA), the multinational company
shareholding in Ampla, in Brazil; US$23 million to increase
ENDESA S.A., acquired an additional holding of 32% in
its shareholding by 15% in Río Maipo, in Chile, and US$1.6
Enersis which, together with the 32% already acquired
million to increase its shareholding by 1.7% in Distrilima, in
in August 1997, gave it a total holding of 64%. This
Peru.
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%.
76
THE COMPANY’S BUSINESSES
2013 ANNUAL REPORT ENERSIS2002
2006
•
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.
2004
• The Central Hidroelectrica Ralco hydroelectric plant
• During February, the Termocartagena (142 MW) plant in
located in the Bio Region and contributes 690 MW of
Colombia, which operates with fuel oil or gas, was bought
capacity, began operations.
for approximately US$17 million.
2005
• 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
• On April 18, the subsidiary Endesa Eco was formed to
from April 1, 2006.
promote and develop renewable energy projects like
mini-hydro plants, wind farms, geothermal, solar and
• In June, Edegel and Etevensa were merged, the latter
biomass plants, and to act as the depositary and trader
a subsidiary of Endesa Internacional (now Endesa
of the emission reduction certificates produced by these
Latinoamérica S.A.) in Peru.
projects.
• The subsidiary Endesa Brasil S.A. was formed with
Chile signed an agreement defining the structure of the
all the assets held in Brazil by the Enersis Group and
liquefied natural gas (LNG) project in which Endesa Chile
Endesa Internacional (now Endesa Latinoamérica): CIEN,
participates with a 20% holding.
• On September 29, Endesa Chile, ENAP, Metrogas and GNL
Fortaleza, Cachoeira Dourada, Ampla, Investluz and
Coelce.
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.
77
• 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.).
• 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
2009
MW to the SIC.
2008
• The companies ACCIONA, S.A. and ENEL 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.,
• In January, the second phase of the San Isidro II
controlled 100% by ENEL S.p.A., will thus hold 92.06% of
combined-cycle thermal plant began its commercial
the share capital of ENDESA, S.A.
operations, with an installed capacity of 353 MW.
• On March 24, the dual operation of Unit Nº1 of the Tal-
ACCIONA, S.A. came into effect whereby the ENEL Group
Tal thermal plant began operations, with an installed
became the controller of 92.06% of the share capital of
capacity of 245 MW.
ENDESA, S.A.
• On June 25, the agreement between ENEL S.p.A. and
• In June 27, the Ojos de Agua mini-hydro plant began
• On October 9, Endesa Chile acquired 29.3974% of its
operations, contributing 9 MW of installed capacity to
Peruvian generation subsidiary Edegel. The shares
the SIC.
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%.
78
THE COMPANY’S BUSINESSES
2013 ANNUAL REPORT ENERSIS2010
• 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 February, the San Isidro plant increased its capacity to
399 MW; the combined cycle unit increased 22 MW of
• In December Endesa Chile submitted the EIA of the
capacity after implementing technological changes that
Project named High Voltage S/E Neltume-Pullinque to the
allowed him to operate in a dual manner (LNG and oil).
SEA of the Lake Region. The initiative’s purpose is to build
and operate the necessary infrastructure to transport
• On May 31 in the context of the ongoing effort to provide
and inject the energy to come from the future Central
its customers with excellent service, Chilectra began
Hidroeléctrica Neltume, into the Central Interconnected
the project distribution network remote management
System (SIC).
(DT) implemented by CAM, a technological change that
will allow a qualitative leap in the registration of power
• Enersis accepted the offer presented by the company
consumption and reducing energy losses.
Grana y Montero S.A.A., to acquire the entire stake it
holds, directly and indirectly, in its subsidiary Compañía
• In early June Chilectra and Clínica Dávila opened the
Americana de Multiservicios Limitada, CAM; and likewise,
largest solar Project in Chile. With a total of 264 solar
accepted the offer by Riverwood Capital L.P to acquire
thermal collectors, installed in 740 square meters, the
the entire shareholding, both directly and indirectly, in
solar electric technology will allow heating more than
its subsidiary Synapsis Soluciones y Servicios IT Ltda. The
70,000 liters of sanitary water a day, using two types of
price offered for CAM and its subsidiaries in Argentina,
totally clean energy, uncontaminated and with savings of
Brazil, Colombia and Peru amounted to US$20 million. In
up to 85%.
the case of Synapsis, the price offered for the company
and its subsidiaries in Argentina, Brazil, Colombia and Peru
•
In July Endesa Chile and Minera Lumina Copper Chile S.A.
amounted to US$52 million.
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.
79
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
• In September, the Enersis Group measured the Carbon
milestone in the process of obtaining the necessary
Footprint of its generation power plants in Latin America.
authorizations to develop this project, in which Endesa
Through its subsidiary Endesa Chile, the company
Chile has a 51% share, and the Chilean electricity company
carried out the calculation of the carbon footprint
Colbun has the remaining 49%. If the project is carried
for 13 generation plants located in Argentina, Chile
out, it would imply adding 2,750 MW of hydroelectric
and Colombia, and also for the corporate building in
capacity to the Chilean electricity system, from five power
Santiago, Chile. Simultaneously, in Peru, a methodology
plants, making an important contribution to reliability
of calculation was developed in house and applied to
of the electricity supply of the country. The project also
calculate the Carbon Footprint of hydroelectric and
considers building a high tension transmission line,
thermal power plants and also corporate headquarters
developed by third parties, approximately 1,912 Km long,
in Lima. Chilectra on the other hand, has measured
that will begin its approval process shortly.
carbon footprint and has disclosed results publicly in
its Sustainability Report since 2007. The distributor
• In August, Endesa Latinoamérica, S.A. (wholly owned
brought up this subject with the objective of offering its
subsidiary of Endesa, S.A.) informed, as a significant event,
customers various actions to reduce emissions of CO2,
entering into an agreement for Endesa Latinoamérica
through Energy Efficiency (EE) or the implementation of
to acquire EDP’s 7.70% stakes in Endesa’s Brazilian
Non-Conventional Renewable Energy. In order to do so,
subsidiaries Ampla Energia e Serviços S.A. and Ampla
Chilectra has a strategic alliance with the environmental
Investimentos e Serviços S.A. for Euro 76 million and
company POCH Ambiental, a firm with extensive
Euro 9 million, respectively. After these acquisitions, the
experience in Climate Change and Carbon Footprint
Endesa Group will control 99.64% of the share capital of
consulting, which offers calculation and certification
both companies, whose shares trade on the Sao Paulo
services, and also reduction of emission by EE or ERNC.
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.
80
THE COMPANY’S BUSINESSES
2013 ANNUAL REPORT ENERSIS2012
• 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.
established by Articles 15, 67 and Title XVI of Law 18,046
(the Board of Directors requested the independent
• In July, through a Significant Fact submitted to the
valuation of IM Trust and the Directors Committee
Superintendence of Securities and Insurance (SVS),the
requested the independent valuation of Claro y Asociados
Board of Directors of Enersis informed its decision to call
Ltda., the Directors Committee issued its report and each
an Extraordinary Shareholders Meeting to take place
Director gave his opinion with respect to the proposed
September 13, with the purpose of resolving, among
operation), the Extraordinary Shareholders Meeting held
other matters, the capital increase of the Company
on December 20 ruled on the capital increase. A very
according to Endesa’s (Spain) proposal, amounting to up
large majority, almost 86% of all shareholders present
to the equivalent of US$8,020 million in Chilean pesos,
with voting rights, equivalent to 81.94% of the total shares
or the amount that the Extraordinary Shareholders
with voting rights of the Company, approved the capital
Meeting determines. In early August, the SVS stated that
increase of the following characteristics: 1) Maximum
the Board of Enersis must adopt the actions necessary
amount of the capital increase: Ch$ 2,844,397,889,381,
to strictly comply with the conditions established by
divided into 16,441,606,297 ordinary nominative payment
Articles 15, 67 and Title XVI of Law 18,046 (Corporations
shares of the same series, with no preferences and no
Law),considering that they are complementary and when
par value, 2) Value of non-in-kind contributions to be
applicable should be considered simultaneously. These
capitalized: The total issued capital of Cono Sur, Company
conditions are related to capital increase transactions
that will concentrate the activities that are identified
and related party transactions respectively. Once the
in the reports that have been made available to the
indications of the SVS were acknowledged, Enersis
shareholders and that would be contributed by Endesa
adopted them and continued with the capital increase
to Enersis S.A., will amount to Ch$ 1,724,400,000,034
operation. The Board of Directors resolve postponing
corresponding to 9,967,630,058 shares of Enersis S.A. at
the Extraordinary Shareholders Meeting to take
a price of Ch$ 173 per share, 3) Placement share price: A
place September 13 to a later date to be determined
fixed price of Ch$173 for every payment share to be issued
opportunely. After strictly complying with the conditions
as a result of the capital increase.
81
2013
• Capital Increase. With a historic result for this type of
operation in the local market, Enersis shareholders
subscribed a total of approximately $ 6,022,000, a
placement of 100% of the shares available for Capital
Increase.
• During the year, progress continued in the construction of
the El Quimbo project in Colombia, which is located south
of the department of Huila, southeast of Bogotá and
feeds from the flow of the Magdalena River. It includes
the construction of a 400 MW hydroelectric dam and
with an average annual generation of about 2,216 GWh.
During the year and according to the commitments of the
Environmental License of El Quimbo, the projects related
with the resettlement nuclei and their respective irrigation
and urbanization districts were executed, these were
directly linked to the conditions accepted by the people
On December 3, 2012, by unanimous vote, the Committee
affected by the project and the needs expressed by the
of Ministers decided to reverse the decision of the EAC
local authorities.
in the Region of Atacama, granting an environmental
approval to the project. In early 2013, four court
• Punta Alcalde Thermal Power Plant Project. In July 2013,
proceedings (stay for protection) against the decision of
the transmission project that would connect the power
the Committee of Ministers, which were received by the
plant to the Maitencillo substation of the SIC underwent
Court of Appeals in August 2013. In December 2013, the
environmental assessment. The Punta Alcalde Thermal
case was in the Supreme court pending ruling, which was
Power Plant will be located in the Atacama Region,
finally ruled in favor of the project on January 17, 2014.
Province and Municipality of Huasco, 13 kilometers south
of Huasco. The initiative provides for the construction
• In July 2013, the new Malacas power plant was
of a power plant which uses bituminous coal as its main
commissioned in Peru. With a power output of 185 MW,
fuel. It will have two power blocks, each having an
the new unit of the Malacas thermal power plant began
installed capacity of 370 MW. The plant will be connected
operations in Piura, this pant is owned by the Piura Electricity
to the trunk Maitencillo substation by a 220 kV and
Company (EEPSA) part of the Enersis Group. This new plant
approximately 40 km in length, double circuit transmission
required an investment of US$ 105 million, and supplies
system.
additional energy to the System.
In 2009, Endesa Chile submitted the project to the
• During the year, the progress in optimizing the Salaco
Environmental Impact Assessment Bureau. A regulatory
Chain continued, which will represent a growth in
change occurred in June 2011 regarding emissions
installed capacity of 144.8 MW and an additional
requirements, which led to major changes in the project.
average increase on expected energy generation of 482
On June 25, 2012, the EAC (Environmental Assessment
GWh for Emegesa. The plants will begin operating with
Commission) of the Atacama Region rejected the project,
their original names Salto II (from 19.4 MW to 35 MW);
after which Endesa Chile submitted a Claim to the
Laguneta (from 18 MW to 36 MW) and Dario Valencia
Committee of Ministers.
(from 38.8 MW to 150 MW). The project has duration of
82
THE COMPANY’S BUSINESSES
2013 ANNUAL REPORT ENERSIS
24 months. On November 6, 2013, the first modernized
• Closure of Taltal Project Combined Cycle. In December
unit of the Salaco project began operating; this was unit
2013, an Environmental Impact Statement (EIS) was
2 of the filo de agua Darío Valencia Samper power plant,
entered to process. which environmentally optimizes
with an installed capacity of 50 MW. This unit generated
the project, replacing the originally considered seawater
46.3 GWh from the moment of its commissioning to
cooling system with a dry cooling system with air coolers.
midnight of December 31st.
The proposed closure of the combined cycle will use the
two existing gas turbines of 123 MW each, and add a
• In November 2013, the Water Works Permit authorizing
steam turbine of about 130 MW. Thereby, the Taltal plant
the intervention of water courses for the construction
will be able to generate a net power of around 370 MW
of the Los Cóndores plant was obtained. The generation
and display an efficiency gain from the current 35% to
project has had an environmental approval since
about 50%. The injection of energy of the combined cycle
November 2011. Regarding transmission, in May 2013, a
plant is through the existing double circuit 220 kV-Diego
modification of the environmental approval for the line
de Almagro-Paposo transmission line.
connecting the power plant to the SIC was obtained.
The Los Cóndores Hydroelectric Project will be located in
• Renaico Wind Farm. During the 2013, tenders for civil
the Maule Region, Province of Talca, Municipality of San
works contracts, internal connections of the park,
Clemente. It includes the construction of a run-of-the-
transmission line, transformer substations and equipment
river hydroelectric plant of about 150 MW of installed
were constructed. The project is located in Region IX,
capacity, with an average annual generation of 560 GWh,
in the Renaico commune. It consists of 44 2 MW wind
which would use the waters of the Laguna del Maule
turbines, with a hub height of 95 meters, reaching a
reservoir by means of a 12km long adduction. The plant
total capacity of 88 MW to generate 255 GWh / year.
will be connected to the SIC by a 220 kV double circuit
The connection of power to the SIC will be conducted by
line between Los Cóndores power plant and the Ancoa
means of a single circuit, 27 km transmission line 220 kV,
substation, with a length of approximately 90 km.
to the future Bureo substation, in Region VIII.
• In November and December 2013, respectively,
• Piruquina Mini-Hydro Project. During 2013, the basic
Addendum No. 4 to the EIS of the generation project and
engineering was completed and the processing of the
Addendum No. 4 to the EIS for the transmission project for
application for the Water Works Permit was continued.
the Neltume Hydroelectric Project were submitted. This
It is expected that all the necessary permits for the
project will be located in the Los Ríos Region, Province of
construction of the project will be granted during the first
Valdivia, Municipality of Panguipulli. The initiative includes
half of 2014. The Piruquina Mini-Hydro Project is located
the construction of a run-of-the-river hydroelectric power
in Region X, Chiloe Island, in the Dalcahue commune and
plant with an installed capacity of 490 MW, with an
seeks to harness the Carihueico river water. The plant
average annual generation of 1,885 GWh, which would
includes the installation of two Kaplan and one Francis
build the existing energy potential between Neltume and
turbines, and has an installed capacity of 7.9 MW and an
Pirehueico lakes. The plant will be connected to the SIC in
estimated average generation of 33.7 GWh / year.
the Pullinque area by a 220 kV double circuit transmission
line. Also, during the second half of 2013, the SEA began
the process of consultation with indigenous communities
which are territorially present in the area, both for the
plant and the transmission line, in order to comply with
ILO Convention c N° 169.
The project is currently completed with basic engineering
finalized and under environmental assessment process
by the Environmental Assessment Agency (SEA) of the
region.
83
Investments and
financial activities
84
INVESTMENTS AND FINANCIAL ACTIVITIES
2013 ANNUAL REPORT ENERSISCapital Increase
In July 2012 Endesa SA proposed the Enersis Board of Directors to conduct a Capital Increase
consisting of a real non-cash contribution by the controller and a cash contribution by
minority shareholders. The aim of this operation was to leave Enersis as the only investment
vehicle of Endesa in Latin America and also provide it with resources to enable it to carry out
a major expansion plan, consisting of purchases of minority interests in companies already
consolidated and execute M & A operations.
The March 28, 2013, after the purchase of 100 % of the shares offered, the Capital Increase
operation was totally and successfully completed. The amount collected in the operation,
which became the more substantial Capital Increase to date in the country, breaks down
as follows: Completed the periods of first preferred options in Chile, USA and Spain, the
shareholders of the company purchased a total of 16,284,562,981 shares, representing
99.04 % of the total authorized for issuance, totaling U.S. $ 5,961 million (of these shares,
Endesa Spain, by contributing with its holdings grouped in the Southern Cone, purchased
9,967.630.058 shares). Meanwhile, the remaining 157,043,316 shares left at the end of the
periods of first preferred option, was placed entirely in an auction held on March 28 in the
Santiago Stock Exchange, raising $ 60.6 million, auctioning off all the packages at $ 182.30
per share.
As a result of the Capital Increase, all shares of Endesa Spain in South America were unified
in Enersis, and gave the company the resources to carry out a meaningful plan for growth
and expansion in the region via purchase of minority and M & A. Enersis incorporated
shares in operating power generation, transmission and distribution companies in South
America, representing during 2013 a net income an increase of approximately $ 255 million
considering only three quarters, equivalent to an annualized amount of $ 340 million,
increase which was achieved without incurring in further incremental transaction costs and
risks, since these are companies, which almost entirely, were managed by Enersis.
85
The contribution of shares in Emgesa
and Codensa, both in the Colombian
market, allow Enersis to consolidate
these investments in their own right.
The addition of Piura (Eepsa) implies
increased presence in the power
generation sector in Peru, through an
asset that presents attractive growth
opportunities. Thus, the incorporation
of Cono Sur will rebalance Enersis
net income, reinforcing the weight of
Colombia and Brazil, which are growing
at very significant rates, while in terms
of market, the company established
itself as the main power generator
listed in South America also increasing
its weight in the IPSA, climbing from an
eighth to a third place in terms of stock
market capitalization.
20, 2012 by the Enersis Extraordinary Shareholders’ Meeting,
From the second quarter of 2013, the
the company acquired the shares in its Inversiones South
companies: SAC Generalima, Cabo
America Ltda. subsidiary, producing consequentially the
Blanco Electric SAC, Empresa Electrica
termination of the company. Thus, Enersis acquired the
de Piura SA, Endesa Cemsa SA, Dock
shares that had been provided by Endesa Spain as payment
Sud SA Investments, and Central Dock
for shares of Capital Increase, becoming the direct owner
Sud SA entered the Enersis Group
of the contributed shares, a fact that has produced legal
scope of consolidation, All of them
effects since October 1, 2013. Investments South America
contributed by Endesa Spain, grouped
Ltda. had previously absorbed, during last July, Southern
in Southern Cone Holdings SLU, as
Cone Society, a company that originally grouped the social
part of the Capital Increase process
contributions that Endesa Spain brought under the Capital
conducted by the company. The income
Increase operation.
of these companies consolidated in the
Enersis Group was an increase in the
Thanks to the new shares received in this transaction, the
consolidated statement of financial
company’s net profit attributable to Enersis shareholders
position of M $ 110,222,618 in current
grew from 42% in 2012 to 60% in 2013.
assets, M $ 163,196,934, in non-current
assets, M $ 180,637,895 in current
All records mentioned in this chapter are available to the
liabilities and M $ 54,241,781 in non-
shareholders at the Enersis website (www.enersis.cl) as
current liabilities.
well as at its head office located in Avda. Santa Rosa N°76,
Santiago.
In October 2013, and having closed the
corporate simplification process of the
Capital Increase approved in December
86
INVESTMENTS AND FINANCIAL ACTIVITIES
2013 ANNUAL REPORT ENERSISInvestment Plan
We Coordinate the overall financing
strategy of our subsidiaries and
intercompany loans in order to
optimize the management of debt in
addition to the terms and conditions
of our funding. Our subsidiaries
develop separate capital investment
plans which are financed on the basis
of internally generated funds or direct
funding. One of our goals is to focus
on investments that will yield long-
term profit, such as projects to reduce
energy losses.
Our investment plan is flexible enough
to adapt to changing circumstances
by assigning different priorities to
each project according to profitability
and strategic opportunity. Investment
priorities are currently focused on
developing the works plan in Chile,
Peru and Colombia.
During 2013, by means of the Capital Increase, some companies that brought their
respective projects (e.g. Reserva Fría in Peru) joined the Enersis perimeter.
Moreover, the change in the Consolidation Standard implied the deconsolidation
of some companies for comparative purposes, in 2012 Endesa was certified to this
standard.
87
Generation
Distribution
Our capital expenditures in generation
During 2013 investments were made for a total of $ 455
totaled $ 368 billion in 2013, of which
billion, mainly to meet the needs of consumption, due to
$ 135 billion were in Chile and $ 233
population growth and new customers, via investment
billion out of the country, while in 2012,
not only in connection, but also in increases in capacity
these expenses totaled $ 311 billion, of
and strengthening the facilities in AT, MT and BT of the
which $ 68 billion were in Chile and the
companies. Of this total, $ 55 billion were invested in Chile
rest abroad.
and $ 400 billion abroad. Moreover, in 2012, investments of $
395 billion (homogenization by changes to the Consolidation
In Chile our main investments during
Standard) were made to serve the consumption needs,
2013 were concentrated on completion
due to population growth and new customers, as well as
of the outstanding works of Bocamina
to improve quality of service. Of this total, $ 52 billion were
II, 350 MW. In Colombia, our investment
invested in Chile.
expansion was concentrated in
the construction of the El Quimbo
In Chile during 2013, Chilectra made investments totaling $
Hydroelectric Project, 400 MW and
55 billion, related primarily to meet growing energy demand,
the commissioning of the first unit of
quality of service, safety, information and remote control
the Cadena Salaco Project which will
systems, and losses.
expand the power of the complex by
145 MW. In Peru, investments were
In the 2013 results, the expansion in 150 MVA transformation
concentrated mainly in commissioning
capacity, particularly in the Chacabuco (110/23 kV), San
Reserva Fría Project with 183 MW.
Cristobal (110/12 kV) and Recoleta (110/12 kV) substations,
Additionally, the investment and
each with an expansion of 50 MVA are worth mentioning.
development studies of pipeline
projects, both hydraulic as well as
AT networks were repowered with high capacity investments
thermoelectric in Chile and in the region
in reinforcing the 110 kV Chena - Cerro Navia lines in the Tap
continue.
San Jose - Pudahuel section, and in two 110 kV branchings
(taps) at the Lo Boza and San Jose Substations.
In Argentina, during 2013 Central
Costanera had contributions from
In MT networks, 3 new feeders were built: Magdalena (12
the Government by the Encos Plan
kV) in the Alonso de Cordova substation; Chiloé (12 kV)
project for $ 36 billion. However, these
in the Club Hípico substation; and Huelén (12 kV) in the
contributions are not considered in the
San Cristobal substation. And to supply large customers,
total capital expenditures reported
Santa Clara (12 kV) in the Recoleta substation. Also, the
here.
construction of 2 additional supply lines to be commissioned
during 2014 was advanced.
88
INVESTMENTS AND FINANCIAL ACTIVITIES
2013 ANNUAL REPORT ENERSISFinally the investment to increase
automation of the MT Network in
Chilectra SA continued, where 91 new
remotely controlled equipment were
added to the system, and a special plan
on 127 existing pieces of equipment in
the network with capacity of remote
command was implemented, allowing
to add 100 of these to the SCADA
system during 2013 by completing
191 new units in exploitation; also, a
second project of self-reconfiguration
of the MT network was implemented
in the Portezuelo and Aguas Claras
power supply lines to improve the
quality of service of the Lampa sector,
which adds to the one implemented in
Colina in 2012; and physical works on
the MT network and the installation of
equipment at the Smart City project was
completed in the Ciudad Empresarial in
Santiago which will be commissioned in
2014 with the implementation of a STM
centralized control platform, scheduled
for the first four months.
In Argentina, our subsidiary Edesur
made investments totaling $ 106 billion, mainly concentrated in loss reduction
made investments of about $ 96 billion
projects, quality of distribution networks and connecting new customers.
In the case of Brazil, the total investment reached $ 173 billion. Specifically, Ampla
primarily related to the investment
plan submitted to the Argentinean
In the case of Coelce, investment totaled $ 67 billion, mainly for networks and
government according to the
connection projects intended to bring in new customers. Necessary investments
obligations in ruling 347/2013. This plan
were also made to support the sustained growth in demand in the state of Ceará
involved major electrical infrastructure
in recent years.
works allowing network expansion
and renovation of low and medium
In Colombia, the investments totaled $ 72 billion in projects aimed at expanding
voltage networks. Finally, the medium
to serve new customers and meet the growing demand in an integrated manner
voltage network telecontrol project
in the different voltages of the distribution network.
which began in 2011 continued, and
the technical quality of the service was
Investments by Codensa focused primarily on connections to new customers and
improved.
networks to improve service quality.
In Peru, Edelnor invested a total of $ 58 billion focused primarily in meeting the
growth in demand, always seeking to strengthen safety in the Medium and Low
Voltage feeder lines.
89
Financial
activities
The financial activities of the Enersis
group have always been an important
and a priority issue. Work has been
conducted to improve the financial
profile of both Enersis and its
subsidiaries, issuing equity and debt
with the best market conditions.
The most significant financial events in
the history of Enersis include, among
others, the following events:
Between 1988 and 1992 Enersis
shares began trading on the local stock
exchanges and on October 20, 1993, in
In 2000, Enersis conducted a new Capital Increase by
the New York Stock Exchange (NYSE),
approximately $ 525 million.
by means of the ADSs, under the NEMO
ENI.
On December 17, 2001 it began trading in the Latin American
Stock Exchange in the Madrid Stock Exchange (LATIBEX)
In February 1996, Enersis made a second
Enersis shares traded under the NEMO XENI.
issue of shares in both the local and
international markets. In addition, it
Between June and December 2003, Enersis conducted
issued bonds in the United States for a
another Capital Increase, which allowed increasing the equity
total of U.S. $ 800 million, due in 2006,
base of the company to more than US$ 2 billion.
2016 and 2026.
In 2012 financial transactions, both refinancing and new
In February 1998, Enersis again
financing and hedging in the foreign subsidiaries for a total
increased its capital and issued bonds in
amount equivalent to U.S. $ 1,376 million, of which $ 117
the amount of $ 200 million.
million came from Argentina, U.S. $ 533 million from Brazil,
U.S. $ 623 million from Colombia and U.S. $ 104 million from
Peru .
In March 2013 The Capital Increase by over U.S. $ 6 billion
was successfully completed, the largest by a Chilean
company.
Due to amendments made between 2006 and 2010 to local
bonds contracts, Yankee bonds, and credit lines under the
New York Law of Enersis and Endesa Chile to date, default
events of any foreign subsidiary have no effect on the
Chilean debt matrix.
90
INVESTMENTS AND FINANCIAL ACTIVITIES
2013 ANNUAL REPORT ENERSISNational Finance
Enersis consolidated accounts at the
end of 2013 with committed credit lines
available for the equivalent of U.S. $ 757
million.
Enersis and Endesa Chile and its
respective subsidiaries in Chile and
abroad, also feature at the end of 2013
with uncommitted credit lines available
for the equivalent of U.S. $ 925 million.
During 2013, Enersis maintained
available for withdrawal the entire
Additional to the already mentioned credit contracts and bonds programs, Enersis
program of local bonds for UF
and Endesa Chile with its Chilean subsidiaries ended with available cash of US$
12.5 million, program registered
1,728 million, corresponding to Enersis the sum of U.S. US$ 1,620 million and to
in the Securities Register of the
Endesa Chile US$ 108 million.
Superintendence of Securities and
Insurances in February 2008.
Regarding the consolidated financial debt of Enersis until December 2013, it
At the end of 2013 Commerce Effect
Chile consolidated debt. This debt is primarily composed of international bonds,
reached U.S. $ 6,921 million. Of this amount, U.S. $ 3,836 million related to Endesa
Lines for a total amount of up to U.S.
local bonds and bank debt.
$ 200 million for both Enersis and
Endesa Chile remained unused. These
It should be noted that the consolidated cash of Enersis ended at U.S. $ 3,065
Commerce effect lines were registered
million, therefore, the consolidated net debt amounts to U.S. $ 3,855 million.
in January 2009 in the Securities
However U.S. $ 1,422 million in instruments placed over 90 days remain.
Register of the Superintendence of
Securities and Insurance.
As for bank financing, Endesa Chile has an existing debt of U.S. $ 200 million for
the syndicated loan in June 2008 and it has its final due date in June 2014, in
which BBVA Bancomer is the Agent of the transaction.
91
International
Finance
2013 was marked by the poor
performance of world powers such as
the U.S. and China which did not meet
their growth expectations, however,
about the end of the year, some signs of
recovery were observed.
With the announcement of the FED on
the withdrawal of monetary stimulus,
that would imply a gradual increase
in interest rates in dollars. This started
a trend of depreciation of emerging
currencies.
Debt markets in most countries where
the assets Enersis are located, remained
Main completed financial operations
open and allowed Enersis foreign
subsidiaries to continue refinancing
Argentina
its debt to longer terms, including
Endesa Costanera conducted a Capital Increase for $ 85
improving the levels of interest rates
million and refinanced bank due dates for $ 34 million.
and complying with a policy that
allows controlled financial risk. In
El Chocón entered into a new syndicated loan for an amount
Argentina the complex operational
of $ 23 million and refinanced bank due dates for $ 20
situation has created instability in the
million.
cash flows of the companies, however,
through various operating and financial
Edesur achievement the repay all of its loans secured by US$
activities; the balance has been
15.5 million and refinance US$ 33 million with local banks.
achieved at the end of 2013.
In 2013 financial transactions were
conducted for both refinancing as well
as new financing and hedging in the
foreign subsidiaries for a total amount
of U.S. $ 1,473 million, of which $ 208
million came from Argentina, U.S. $ 410
million from Brazil, U.S. $ 686 million
from Colombia and U.S. $ 169 million
from Perú.2.3.
92
INVESTMENTS AND FINANCIAL ACTIVITIES
2013 ANNUAL REPORT ENERSISBrazil
Exchange rate hedging Policy
Endesa Brazil, by means of a corporate
simplification operation, absorbed
Ampla, Investimentos and Investluz
Exchange rates
investment vehicles.
The exchange rate hedging policy of the Group is based on cash
flows and aims to maintain a balance between the indexing
Ampla obtained the release of $ 152
of flows indexed to foreign currency (dollar), and the levels of
million under the program of CAPEX
indexation of assets and liabilities in that currency. During 2013,
financing with BNDES. Coelce in turn,
the financial transactions conducted by Enersis allowed it to
obtained the release of $ 79 million,
maintain a level of dollar liabilities adjusted to the expected cash
under the same program with BNDES.
flows in such currency, with the exception of Argentina.
Cachoeira undertook a capital reduction
As part of this policy, in Chile, forwards were hired for U.S. $
of $ 96 million, of which Endesa Brazil
900 million to cover dividends from subsidiaries in different
received 99.6%.
currencies. The rest of the group companies in the region
Colombia
Emgesa issued local bonds amounting
to U.S. $ 293 million with a term of 6 to
12 years, and formalized the refinancing
contracted exchange rate forwards for U.S. $ 40 million to
exchange future disbursements in accordance to the indexing
of their flows.
Interest rates
of a syndicated loan for U.S. $ 158
The policy of the Group is to maintain fixed and protected
million. Codensa meanwhile, issued
the debt levels over the total net debt, within a band of plus
local bonds for US$ 195 million with a
or minus 10% with respect to the ratio established in the
term of 5 to 12 years.
annual budget debt levels. In case of any deviation from the
Peru
submitted budget, hedging transactions are made based on
market conditions.
Edelnor performed local bond
As of December, the most protected consolidated fixed debt
issues totaling $ 88 million and has
level on net debt was of 72%.
formalized bank loans for U.S. $ 39
million. Furthermore, it is the first
Peruvian corporation to contract hiring
committed bank credit lines with a term
of 2 years for an amount of U.S. $ 39
million. Edegel structured a program of
corporate bonds for an amount of U.S. $
350 million.
93
Risk Classification
The ratings are supported by the diversified asset portfolio
held by the company, strong credit parameters, suitable
composition of debt and ample liquidity. The geographical
On November 9, 1994, Standard and Poor’s and Duff
diversification of Enersis in Latin America provides a
& Phelps ranked Enersis for the first time at BBB +, i.e.
natural hedge against the various regulations and weather
investment Grade Company. Later, in 1996, Moody’s rated
conditions.
long-term debt in foreign currency of the company at Baa1.
Over time, most of the risk ratings have varied. Currently, all
are in the “investment grade” with stable outlook, which
are based on the diversified asset portfolio, liquidity and
appropriate debt service hedging policies.
International Rating
Enersis
Corporate
S&P
BBB+ / Stable
Moody’s
Baa2 / Stable
Fitch
BBB+ / Stable
Enersis subsidiaries are financially strong and hold a leading
position in the markets where they operate.
Local Rating
Summarizing the major events that have taken place over the
last few months, we can highlight the following:
Enersis
Stocks
Bonds
Fitch
Feller Rate
1st class, Level 1 1st class, Level 1 1st class, Level 1
AA / Stable
Humphreys
AA / Stable
AA / Stable
• On February 28, 2012, Humphreys ratified the “AA”
rating for Enersis local bonds, “AA / level 1” commercial
paper program and “1st class level 1” to the shares of the
company.
Properties and Insurance
The company owns some equipment and substations
located in the Metropolitan Region. At the same time, holds
• On July 1, 2013, Feller Rate confirmed “AA” rating for
insurance against risks such as fire, lightning, explosion,
existing bond, shares and commercial paper local
malicious acts, earthquakes, floods, mud avalanches,
programs, as well as confirming the stable outlook.
terrorism, liability and others.
• On August 2, 2013, Standard & Poor’s Also confirmed the
International Classification for Eneris as “BBB +” with a
Brands
stable outlook.
• On August 9, 2013, Fitch Ratings ratified the Eneris rating
the speed of light Enersis PLC.
The company has registered the brand Enersis and Internet at
on local and foreign currency as “BBB +”, as well as its
classification of long-term national scale rating at ‘AA (cl)’.
The outlook is “stable”.
• Finally, Moody’s ratified the corporate classification of
Enersis as Baa2 with stable outlook on September 30,
2013.
94
INVESTMENTS AND FINANCIAL ACTIVITIES
2013 ANNUAL REPORT ENERSISS.A. Automacao E Controle, Integratech S.A., Ims Srl –Mei Srl
– Ute, Turismo Patagonia S.A., Zeppilli Enrique Félix, Central
Puerto -SADESA, Termoandes – AES, Central Térmica Güemes
/HINISA/HIDISA – Pampa Energía, CT Alto Valle – DUKE
Energy.
Brazil: Energisa, Petrobrás, Rio Polímero (Braskem),
Votorantim, Cedae, Vicunha Ind De Implemen Rodoviarios
Ltda., Grendene S A, Cagece Cia Agua Esgoto Do Ceara,
Votorantim Cimentos N/Ne S.A., Gerdau Comercial De
Acos S/A, MPX, BTG Pactual, Rhodia, Enertrade, CPFL Brazil,
Coelce, Compel-Const.Mon.Proj.Elet.Ltda., Personal Service
Rec Hum Asses Emp, Landis+Gyr Equip. Medicao Ltda.,
Provider Solucoes Tecnol. Ltda., Unimed Sao Goncalo-
Niteroi Med Hosp, Porto Do Pecem Geracao De Energia S,
Cosampa Projetos E Construcoes Ltda., Eficaz Engenharia E
Servicios Ltd, B&Q Energia Ltda., Endicon Eng. Instalacoes
E Const. Ltd., Andritz Hydro Inepar Do Brazil S/A, Safira
Admin Comercializadora, Edp – Comercializ E Servs. De Ener,
Quatira Energia Sa – Pch Pari, Energisa Solucoes S/A, Alstom
Suppliers, customers and
relevant competitors
Being Enersis a company that operates mainly in the field of
Power O&M ltd, Cogerh-Cia Gestao De Rec.Hidricos, Cagece,
generation and distribution of electricity has been taken to
Alstom Brazil Ltda., Jgp Consultoria E Particip. Ltda., AES SUL,
consider, besides its own appropriate suppliers, customers
CPFL Piratininga. EDP Bandeirante, Celpe, Elektro, Ceming
and most relevant competitors of its main subsidiaries in
GX, Duke Brazil Gx, CPFL Gx, AES Tiete, Copel Gx, Termope
Chile and other countries in Latin America where it operates:
(Neoenergia) y Eneva (MPX).
Consistent with the aforementioned, it was established that
Colombia: Alumbrado Público Bogotá, Opain S.A., AJE
suppliers, customers and most relevant competitors to the
Colombia S.A., Ministerio De Hacienda, Telefónica Móvil de
company are:
Colombia, CODENSA, CARIBE, TOLIMA, EBSA, EPM, Deltec
S.A, Cam Colombia Multisevicios S.A.S., Consorcio Energía
Chile: Metro S.A., Gerdau Aza S.A., Mall Plaza S.A., CGE,
Colombia S A. Cene, Consorcio Mecam, Villa Hernández y
Saesa, Chilquinta S.A., Emel, Mitsubischi Corporation, Salfa
Compañía Sas, Transportes C&C, Transportes Especializados
S.A., Securitas S.A., Crompton Greaves Limited, Shaffner
Jr Sas, Corporación De Taxis De Colombia, Vatia, Enertotal,
S.A., Cobre Cerrillos S.A., Colbún S.A., AES Gener, Tinguiririca
Enermont, Dicel, Ruitoque, EPM, ISAGEN, GELCELCA, CHIVOR,
Energía, Pacific Hydro, Guacolda, E-Cl (Suez).
EPSA.
Argentina: Aysa S.A., Coto C.I.C.S.A., Telefónica Argentina
Peru: Corporacion Celima, Filamentos Industriales S.A.,
S.A., Metrovías S.A., Gobierno de La Ciudad de Buenos
Corporación Lindley S.A., Peruana de Moldeados S.A.,
Aires,Cerámica Cerro Negro, Molinos Cabodi Hnos. S.A.,
Lima Airport Partners S.R.L., Edelnor, Votorantin Matais
Industrias Termoplásticas Argentinas, Telecón Argentina,
Cajamarquilla, Cruz del Sur, Compañía Minera Antamina,
Yesos Knauf (Plana Mendoza), Minera Lumbrera, Air Liquide
Electrosur, CobraPerú S.A., Calatel Infraestructuras y Servicio,
Argentina S.A., Chevrón Argentina S.R.L, Petroquímica
Montajes e Ingeniería Arce, S.L., Compañía Americana de
C. Rivadavia S.A. Papelera Samseng S.A., Soc.Integrada
Multiservicio, Juan Galindo Slu Sucursal del Perú, Skanska del
de Buenos Aires Ute, Contrucsur S.R.L, Leccentro S.A.,
Perú S.A., Siemens S.A.C, Siemens Ag, Yikanomi Contratistas
Tecnodock S.R.L, Mor S.A., Masa Argentina S.A., Sarandi
Generales Sac, Enersur S.A., Enersur, Kallpa Generación,
Construcciones I. y C.S.R.L, Mitsubishi Corporation, Ingser
ElectroPerú, Coelvisac, Termoselva S.R.L., Compañía Eléctrica
Ingeniería y Servicios Srl, Grúas Móviles Mix S.A.C.I.F, Reivax
El Platanal
95
Risk factors
96
RISK FACTORS
2013 ANNUAL REPORT ENERSISThe 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.
- 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.
- 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 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.
97
Interest Rate Risk
Interest rate variations modify the fair value of those assets
and liabilities that accrue a fixed interest rate, as well as
the future flows of assets and liabilities based on a variable
interest rate.
The objective of the management of interest rate risk is
to obtain a balance in the debt structure that permits
minimizing the debt cost with reduced volatility in the
income statements.
In compliance with the current interest rate hedging policy,
the portion of fixed and/or hedged debt to total net debt
was 72% as of December 31, 2013.
Depending on the Group’s estimates and debt structure
objectives, hedge transactions are carried out by contracting
derivatives that mitigate these risks. The instruments
currently used in compliance with the policy are interest-rate
swaps that convert variable to fixed rates.
The structure of Enersis Group’s financial debt by fixed
and/or hedged and variable interest rates, and after the
derivatives contracted, is as follows:
Net Position:
Fixed Interest Rate
Variable Interest Rate
Total
31-12-2013
%
72%
28%
100%
31-12-2012
%
60%
40%
100%
01-01-2012
%
61%
39%
100%
98
RISK FACTORS
2013 ANNUAL REPORT ENERSISExchange rate risk
Commodities Risk
Exchange risks are mainly related to the
The Enersis Group is exposed to the price fluctuation risk of some commodities,
following transactions:
basically through:
- Debt contracted by Group companies
- Fuel purchases for electricity generation.
in currencies other than those to
which their cash flows are indexed.
- Energy trading on the local markets.
- Payments for the acquisition of
In order to reduce risks in extreme drought conditions, the Company has designed
project-related materials and
a commercial policy that defines sales commitment levels that are consistent with
payments of insurance premiums in
the capacity of its generating plants in a dry year, and includes risk-mitigation
currencies other than those to which
clauses in some non-regulated customers’ contracts. In the case of regulated
their cash flows are indexed.
customers subject to long-term tender processes, certain indexation clauses are
- Revenues of Group companies
included to reduce exposure to commodities.
that are directly linked to dollar
In view of the operative conditions faced by the electricity generation market in
fluctuations.
Chile, like drought and volatile commodity prices on the international market, the
Company is constantly reviewing the benefits of contracting hedges to mitigate
- Cash flows from foreign subsidiaries
the effects of these price variations on its results. As of December 31, 2013, there
to their parents exposed to exchange
are no commodity hedges outstanding. As of December 31, 2012, there were
rate fluctuations.
swap transactions for 462 barrels of Brent oil for January 2013 and 365 thousand
tons of coal for the period January-June 2013. (There were no hedges outstanding
In order to mitigate exchange risk,
as of January 1, 2012).
the exchange rate hedging policy of
the Enersis Group is based on cash
These hedges may be modified, or include other commodities, depending on the
flows and seeks to maintain a balance
operative conditions which are constantly being reviewed.
between dollar-indexed flows and the
levels of assets and liabilities in that
currency. The objective is to minimize
exposure of cash flows to variations in
Liquidity Risk
the exchange rate.
The Group maintains liquidity policy that consists on contracting committed
Cross-currency swaps and forward
necessary to support projected needs for a period, according to the situation and
long-term credit facilities and short-term financial investments, for the amounts
exchange contracts are the instruments
expectations in the debt and capital markets.
currently used to comply with this
policy. The policy also seeks to refinance
These projected needs include the maturities of net financial debt, i.e. after
debt in each company’s functional
financial derivatives. For further details about the characteristics and conditions of
currency.
the financial debt and financial derivatives, see Notes 19 and 21 and Appendix 4.
99
As of December 31, 2013, the Enersis
In the electricity generation business, in some countries, it is
Group shows a liquidity of ThCh$
possible to cut off supplies in the event of non-payment, and
1,606,387,569 in cash and cash
in almost all the contracts, there is a contract termination
equivalents and ThCh$ 208,900,680 in
clause for events of non-payment. Credit risk is therefore
available committed long-term credit
monitored constantly and the maximum amounts exposed
lines. As of December 31, 2012, the
to non-payment are measured, although these are limited, as
Enersis Group had a liquidity position
already explained.
of ThCh$ 815,832,061 in cash and cash
equivalents and ThCh$ 240,683,000
In the case of the electricity distribution companies, supplies
in committed long-term credit lines
may be cut off by our companies in the event of non-
(ThCh$ 1,187,684,209 and ThCh$
payment by customers. This is applied in accordance with
238,832,000 respectively as of January
the current regulations in each country, which facilitates the
1, 2012).
evaluation and control of credit risk, which is also limited.
Credit Risk.
Assets of a financial nature:
The Enersis Group thoroughly follows
national and international financial entities (with a credit
up the credit risk
rating equivalent to investment grade) within limits
Investments of cash surpluses are made with first-class
established for each entity.
Trade accounts
receivable:
The credit risk corresponding to
In selecting banks for investments, only those of investment
grade are considered, according to the three principal credit-
rating agencies (Moody’s, S&P and Fitch).
accounts receivable derived from
Placements may be supported by treasury bonds of the
business activities has historically been
countries where we operate and/or paper issued by first-
very limited as the short-term nature
class banks, preferring the latter in offering the best returns
of the receivables does not allow
(always in accordance with current investment policies).
the accumulation of very significant
individual amounts. This applies to
The contracting of derivatives is carried out with highly-
both our electricity generation and
solvent entities so that all transactions are contracted with
distribution businesses.
entities of investment grade.
100
RISK FACTORS
2013 ANNUAL REPORT ENERSISRisk Measurement
Financial debt.
Derivatives for hedging debt, dividends and projects.
The calculated Value at Risk represents the possible loss of value of the above-
mentioned positions portfolio over a one-day time horizon with 95% of
confidence. The volatility of the risk variables that affect the value of the positions
portfolio has therefore been studied, including:
The US dollar Libor interest rate.
The usual local banking-practice indices for the different currencies in which our
The Enersis Group measures the Value
companies operate.
at Risk (VaR) of its debt and financial-
derivatives positions in order to monitor
The exchange rates of the different currencies involved in the calculation.
the risk assumed by the Company, thus
restricting volatility in its statement of
The calculation of Value at Risk (VaR) is based on generating possible future
income.
scenarios (at one day) of market values (both spot and term) for the risk variables,
using Bootstrapping methodology. The number of scenarios generated ensures
The positions portfolio used in the
compliance with the simulation convergence criteria. A matrix of volatilities and
calculations of the current Value at Risk
correlations between the various risk variables calculated from historical price-
is comprised of:
return values, has been applied to simulate the future price scenario.
Once the price scenarios are obtained, the fair value of the portfolio is calculated
using each of the scenarios, 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 valuation of the various debt and financial-derivatives positions included in
the calculation has been made consistently using the financial capital calculation
methodology reported to management.
Taking into consideration the above-mentioned hypotheses, the breakdown for
VaR in every mentioned type of position is the following:
Financial Positions
Interest Rate
Exchange Rate
Correlation
Total
31-12-2013
M$
17,236,855
3,074,168
(390,965)
19,920,058
31-12-2012
M$
15,933,808
2,346,380
(468,249)
17,811,939
The Value at Risk positions have evolved during the 2013 period and year 2012 as a
function of the start/maturity of the transactions.
101
Regulatory
framework of
the electricity
industry
102
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISDescription of the industrial sector
Enersis, its subsidiaries and jointly controlled companies as well as being engaged in the
generation, transmission, distribution and trading of power in five countries, each of which
has a regulatory, framework, energy matrices participating companies, and different
patterns of growth and consumption. Here is a brief summary of the main laws that
regulate the activity, the market structure and the most relevant aspects of the agents of
each of the countries in which the company operates.
Argentina
Structure of the industry
The Argentinean electricity sector is governed, among others, by Law No. 15,336 of 1960
and Law No. 24,065 of 1992. In the Bulk Electricity Market (MEM) there are four categories of
local agents (generators, transmitters, distributors and large customers) and foreign agents
(distributors in generation and distributors in demand) that are authorized to buy and sell
electricity as well as related products.
Originally, the generation sector was organized on a competitive basis (marginalism), with
independent generators selling energy on the spot market or MEM, or through private
contracts to customers in the MEM contract market or “Wholesale Electricity Market
Administrator company” (CAMMESA), through special transactions as contracts under Ruling
SE No. 220/2007 and Ruling S. E. N 724/2008. However, this regime changed substantially in
March 2013, when the Energy Department approved Ruling No. 95/2013, which establishes a
payment scheme for generation based on average costs, forcing to deliver all energy produced
to Cammesa. This new payment scheme came into force during February 2013.
103
Transmission operates under
monopolistic conditions and is
composed by several companies to
which the Federal Government grants
concessions.
The distribution, in turn, operates
under monopolistic conditions and
is serviced by companies that have
also been granted concessions.
Distribution companies are the sole
responsibility that electricity is available
to end customers within their specific
concession area, regardless if the
customer has a contract with the
distributor or with a generator.
In 2002, due to the economic downturn
that hit the country, Emergency Law No.
“Empresa Distribuidora de Energía del Sur S.A.” (Edesur) a
25,561 was passed. The Law broke the
Memorandum of Contract Renegotiation was signed with
parity with the U.S. dollar and imposed
the Government in 2006, which was subsequently ratified
the conversion into Argentine pesos of
by Decree N°1959/2006, which would gradually adapt its
obligations and rights assumed before
tariff revenues in order to ensure business sustainability. The
in U.S. currency. This forced nominal
implementation of this agreement was paralyzed since 2008
conversion from dollars to pesos had a
and until 2013, as we will later detail.
strong impact on the entire Argentinean
electrical industry. Additionally,
No generator, distributor, large user, nor any company
the Government approved several
controlled by any of these or under its control, may be the
regulatory measures that gradually
owner or a majority shareholder of a transmission company
intervened in the development of the
or its controlling companies. At the same time, transmission
industry. The Emergency Law has been
companies are forbidden to generate, distribute, buy and/
subject to successive extensions and
or sell electricity. Distribution companies cannot own
depending on the last one, approved
generation units.
by Law 26,896, will be valid until
December 31, 2015. The conversion
Regulated customers are supplied by distributors at
of the economy to pesos and the
regulated tariffs, unless they have a minimum capacity
devaluation of the economy forced
demand of 30 kW. In this case, they are considered as “large
the renegotiation of all concession
customers” and are free to negotiate their prices with the
contracts. Specifically, in the distribution
generation companies.
sector and within the company we own
104
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISRegulation of generation companies
The regulation of the generation companies has changed significantly since
it began by means of Law 24,065 until Ruling No. 95/2013. According to the
Law, all generator agents of the MEM must be connected to the SIN (National
Interconnected System) and are required to comply with the order of dispatch
to generate and deliver power in order to be sold in the spot market and the
forward market (MAT). Distribution companies, marketers, and large customers
that have signed supply contracts with private generating companies, pay the
contract price, directly to the generator and also pay a toll to the transmission and
distribution company for the use of its.
In order to stabilize generation prices regarding the rate paid by the customers,
the market defined a seasonal price which is the price of energy paid by dealers
for their purchases of electricity traded in the spot market. This price is determined
every six months by the Secretary of Energy after Cammesa has made their spot
price projections for the period considered. To adjust for differences between
this price and the actual cost of the generation a stabilization fund was originally
created. If the seasonal price was lower than the cost of generation, money
is withdrawn from the fund to compensate generation, if the situation is the
105
opposite, money is contributed to the fund. Since 2002 the
2010 the generating companies, in which Enersis participates
Ministry of Energy in practice has kept the average seasonal
along with other companies, took part in the creation of
price unchanged. This has created a significant shortfall
another trust fund for the construction of another combined
in the stabilization fund, which has been covered by the
cycle plant which is currently under construction. Part of their
Argentinean government, by means of increasing larger
credits for the energy they sold during the years 2008-2011
subsidies.
was also destined to this new work.
Rulings passed due to the Emergency Law, had a significant
In 2012, as part of the agreements reached with the
impact on energy prices. Among the measures implemented,
government to allow the development of operations of our
Ruling SE 240/2003, which amended the way in which the
subsidiary signed an agreement for the implementation of
spot price is established by decoupling the calculation of
an investment plan in units of Central Costanera in order to
marginal operating costs, is worth noting. Ruling SE No.
optimize the reliability and availability of such equipment, for
240/2003 has the purpose of preventing price indexation
a total of U.S. $ 304 million, within a period of 7 years. The
linked to the dollar, despite the fact that the dispatch
agreement also provides for the payment of obligations of
of generation is still based on the actual fuel used, the
the maintenance contract (Long-Term Service Agreement-
calculation of the spot price is based on the absolute
LTSA) of the combined cycles of the plant.
availability of gas to meet the demand, even in circumstances
where many generators did use alternative fuels, such as
Finally, Ruling S. E. No. 95/2013 leaves the marginality price
diesel, due to the difficulties in the supply of natural gas.
system, ushering in a mechanism for the recognition of
The value of water is not considered if its opportunity cost
average costs. The ruling recognizes the compensation of
is higher than the cost of natural gas generation. The ruling
fixed, variable costs and an additional remuneration. Fixed
also sets a limit to the spot price of 120 Ar$/MWh, which is
costs are paid (in $ / MW- hrp) in terms of technology, scale
still valid. Actual variable costs of thermal units that burn
and Available Power. It is also subject to the achievement
liquid fuels are paid by CAMMESA through a mechanism
of set availability goal. As for the variable, operating and
called Transient overruns Dispatch (STD).
maintenance costs based on the energy generated (in $ /
MWh) are remunerated depending on the fuel used and the
Moreover, based on the provisions of the Emergency Law,
technology itself (the generators do not have fuel cost as it is
the per capacity payment was reduced from 10 USD to 10
provided CAMMESA). Finally, the additional compensation is
pesos per MW-hrp (hrp: Remuneration hours of power).
calculated based on the total power generated (in $ / MWh),
Subsequently, the power guarantee was slightly increased
considering the technology and scale of the generator. Part
to 12 pesos, about 1/3 of the amount paid before the 2002
of that income is accumulated in a fund to be used to finance
crisis.
investments in new infrastructure in the electricity sector.
In December 2004, the Secretary of Energy approved the
The ruling impacts generators, co-generators and self-
Act of Accession for the Rehabilitation of the bulk electricity
generators, except plants which became operational since
market by Ruling 1427/2004. The Act was signed by most of
2005, nuclear power plants and Binational hydroelectric
the generating units, including generating companies owned
generation; Centralized and reserves the business
by Enersis. Under this ruling, the Secretariat established a
management and delivery of fuels in Cammesa and
trust fund called FONINVEMEM, where private generators
suspended bilateral energy contract signing between
contributed part of their credits for energy sold during
generators and MEM agents, the latter shall acquire their
the years 2004 to 2007 for the construction of two new
power demands from CAMMESA.
combined cycle plants. In addition to this new capability, in
106
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISRegulation in distribution companies
savings based on a reference consumption. The net difference
between bonds and penalties were originally deposited in the
The distribution activity is carried out by companies which
Stabilization Fund of the MEM, but this was later amended
obtain concessions. Distribution companies must supply all the
by request from Edesur and Edenor, so that distribution
demand for electricity in their area exclusive at prices (rates)
companies could use these resources to compensate for cost
and conditions established in the regulation. Concession
variations in not recognized costs increases (MMC). Thus, on
agreements include penalties for non delivery. The concessions
May 7, 2013, the Energy Secretariat passed ruling 250/2013,
were granted for distribution sales, and retail distribution. The
which determines the MMC amounts receivable until February
concession periods are divided into “management periods”
2013 to compensate with the debts corresponding to the
that allow the dealership to, from time to time abandon the
PUREE program and other debts that Edesur accumulates in
concession.
the system. In the development of this important ruling on
November 6, the Ministry of Energy published Note 6852
Since 2011, there are two electricity distribution areas subject
authorizing Edesur and Edenor to conduct the compensation
to federal concessions. The concessionaires are Edesur and
of the MMC with debts arising from the PUREE program for the
Edenor, located in the city of Buenos Aires and Greater Buenos
March- September 2013 period.
Aires. Until 2011 Edelap was also under federal jurisdiction.
The majority of the distribution companies renegotiated their
also been approved to finance new expansion and quality
contracts in 2005 and 2006, although the rates were increased
investments of the distributors. So in November 2012, ENRE
partially and temporarily, the Full Tariff Review (RTI) of the
Ruling 347 was approved, authorizing the application of this
distribution companies with national jurisdiction has yet to be
differential charge per customer account as pre payment of
At the same time, additional charges to customers’ fees have
made.
the RTI. The application of the fee meant additional revenue
for Edesur for a total of 437 million of Argentinean pesos,
Thus, regarding Edesur, in 2006, the distribution company
representing an increase of 40% of the VAD and 20% of the
signed a “Memorandum of Agreement for the renegotiation
fees.
of the Concession Agreement.” This agreement established,
among several other conditions, a transitional rate system
which included an increase of 28 percent of VAD, with monthly
Regulation of transmission
updates; a system of quality of service and Tariff Review
The transmission was designed based on the general concept
Process (RTI) to be implemented by the ENRE. On a semi-
and principles established in Law 24,065, adapting the
annual adjustment mechanism based on rates of evolution
activity to the general criteria contained in the concession
of an ad-hoc inflation index called the Cost Monitoring
granted to Transener S.A., by Decree 2.473/92. For
Mechanism (MMC). The first update due to inflation
technological reasons, the transmission business is related
occurred in 2008, but from that year is no longer officially
to economies of scale that do not allow competition; it
recognized. But the Argentinean Government has created
is therefore a monopoly and is subject to considerable
various regulatory alternatives that have allowed distribution
regulation.
companies to continue providing electrical service.
One such alternative has been called the Program for the
Rational Use of Electric Energy or PUREE. This program was
created in 2004 by the Secretary of Energy, establishing bonds
and penalties to customers depending on the level of energy
107
Environmental regulation
Electrical installations are subject to
environmental laws and federal and
local regulations, including Law No.
24,051, or Hazardous Waste Act and its
related regulations.
Certain obligations to report and
monitor certain emissions standards
are imposed on the electricity sector
and, Failure to comply with these
requirements entitles the government
to impose penalties, such as suspension
of operations that in the case of public
services may result in the cancellation of
concessions.
Law No. 26,190, enacted in 2007,
describes the use of renewable sources
for electricity production as a national
interest and sets a goal of an 8% market
share for renewable energy within a
Brazil
Structure of the industry
period of 10 years.
The Brazilian electricity industry is organized on a large
interconnected power system, the (National Interconnected
System), comprising most of the regions of Brazil, and several
other smaller isolated systems. The generation, transmission,
distribution and trading activities are legally separated in
Brazil.
The industry is regulated by the Federal Government,
through the Ministry of Mines and Energy (MME) and the
National Electric Energy Agency (ANEEL).
According to Law No. 10,848 of 2004, bulk electricity market
as a tool for spot price definition is residual. Instead, the
bulk price is based on average prices of bids, independent
bidding processes exist for existing energy and new energy.
The latter provides for long term contracts in the new
generation projects which should cover anticipated increases
in demand by distributors. Tenders of old energy considered
shorter term contracts and seek to cover the needs of the
distribution arising from the expiration of previous contracts.
Each bidding process is coordinated centrally, the authority
defines maximum prices and as a result, distributors’
contracts are signed where all participants in the process
purchase pro rata from each one of the offering generators.
108
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSIS
The price at which the transactions are
settled on the spot market is called the
Dispute Settlement price - PLD - which
takes into account the curve of risk
aversion of the agents.
The transmission works under
monopoly conditions. Rates for
transmission companies are set by the
Brazilian government. The transmission
charge is fixed and transmission
revenues do not depend on the amount
of electricity transmitted.
corporation or partnership; or (iv) develop activities that are unrelated to
Distribution is a utility that also works
concession agreement. Generators are not allowed to have equity interest in
under conditions of monopoly and is
excess of 10 percent in distribution companies.
their respective concessions, except those permitted by law or in the relevant
provided by companies that in turn
have been awarded concessions.
The regulated market does not include the sale of electricity between generation
The distributors in the Brazilian
concessionaires, independent producers, self-producers, marketers of electricity,
system are not entitled to: (i) develop
electricity importers, consumers and unregulated special customers. It also
activities related to the generation
includes existing contracts under the old regulatory framework between
or transmission of electricity; (ii) sell
generators and distributors, until they expire, at which time the new contracts
electricity to unregulated customers,
must comply with the new regulatory framework. According to the specifications
except those within its concession
laid down in Law 9.427/96, unregulated consumers in Brazil are those that:
area and under the same conditions
(i) demand a capacity of at least 3,000 kW and choose to contract the power
and rates applicable to their captive
supply directly with generators or distributors; or (ii) require a capacity in the
customers of the Regulated Market;
range of 500 to 3,000 kW and choose to contract the power supply directly with
(iii) maintain direct or indirect equity
generators or distributors.
interest in any other company,
109
The Brazilian system is coordinated by the Brazilian Electric
contracts, so that energy can be sold at lower prices. Each
System Operator (ONS) and is divided into four sub-systems:
bidding process is coordinated centrally, the authority
Southeast, Central-West, South, North and Northeast. In
defines maximum prices and as a result, distribution,
addition to the Brazilian system there are also some isolated
contracts are signed, where all distributors taking part in
systems, i.e., systems that are not part of the Brazilian system
the process purchase pro rata from each of the offering
and are usually located in the northern and northeastern
generators.
regions of Brazil, and whose only source of electricity are coal
or oil thermal power plants.
Decree 5.163/2004 established that the selling agents should
Regulation in generation companies
ensure 100% physical coverage for their energy and power
contracts. This coverage may be constituted by a physical
collateral of their own generation plants or any other
Generator Agents are public generation concessionaires,
plant, in this case, through an electricity or power purchase
IPP or self-producers, as well as the trading Agents can
agreement. Among other things, Regulation ruling 109/2004
sell electricity within two contracting environments. One
ANEEL specifies that when these limits are not met, agents
is the Regulated Contracting Environment (ACR), where
are subject to financial penalties.
those distribution companies operate, in which the
purchase of energy should be conducted under a bidding
Finally, regarding generation activity, on September 11, 2012,
process coordinated by ANEEL; and the other, called Free
the Government approved the Provisional Measure 579
Contracting Environment (ACL), in which the conditions for
(subsequently converted into Law No. 12,783, of January 11,
the purchase of energy are traded directly between suppliers
2013), which sets the conditions for the renewal of the power
and their customers. Regardless of ACR or ACL, generator
sector concessions which will expire between 2015 and 2017
sales contracts are registered in the Chamber of Electric
and the reduction of taxes on electricity rates. Provisional
Energy Commercialization (CCEE) and are part of the basis
Measure was adopted to reduce the final price of the average
for the recognition and determination of adjustments for
electric rate by 20% and boost economic activity in Brazil.
differences in the short-term market.
The measure does not directly affect any of the concessions
of Enersis subsidiaries in Brazil.
According to market regulation, 100% of the energy demand
from distributors must be met by means of long-term
Since some generators did not renew their concessions
contracts in the current regulated environment. Thus, the
and other factors (such as delays in construction of power
regulated price purchase rates for the definition of rates to
plants, low rainfall, etc.) During the first months of 2013 the
end users is based on an average bid prices, independent
distribution companies have suffered an imbalance between
bidding processes exist for “new energy” and “existing
demand and the regulated energy supply, thus being
energy”.
involuntarily exposed to spot market prices to meet their
energy needs. In this context, Presidential Decree 7.945/2013
The new energy tenders contemplate long-term contracts
that authorized funding based on federal resources for
(15 years for thermal plants and 30 for hydro) in which
distributors may pay part of the extra cost of energy was
new generation projects should cover increases in demand
issued on March 8, 2013. The unpaid portion of overhead
anticipated by the distributors. Tenders of old energy
by means of government resources will be covered by the
considered shorter contracts and seek to cover the needs
regulated rates in 2014 and 2015, duly adjusted by the SELIC
of the distributors arising from the expiration of previous
index of the Central Bank of Brazil.
110
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISRegulation in distribution
companies
The regular rate revision takes into consideration the whole
rate setting structure of the company, including the costs of
providing services, the costs of purchasing power and the
return for the investor. Under their concession contracts,
In the regulated market, distribution companies purchase
Coelce and Ampla are subject to rate reviews every four to
electricity through tenders that are regulated by ANEEL and
five years respectively. The basis of the assets to calculate the
organized by the CCEE. Distributors must purchase electricity
return allowed for the investor is the market replacement
in public tenders. The government also has the right to call
value, depreciated over its useful life from an accounting
for special tenders for renewable electricity (biomass, small
point of view, and the rate of return on asset allocation is
hydro, solar and wind farms). ANEEL and CCEE conduct
based on the Average Cost of weighted Capital, or WACC
annual tenders. The contracting system is multilateral, with
(its acronym in English) of a model company. The WACC
generating companies that sign contracts with all distributors
is reviewed at each rate cycle. The value of the WACC for
who call for the tenders.
distribution currently in force is 11.4% real before taxes.
The Concessions Law establishes three types or adjustment
of final consumer rates: the Rate Repositioning Index
Regulation in transmission
(IRT), representing an annual adjustment for inflation; the
Any agent in the power market that produces or consumes
Annual rate Review (RTO) to be conducted every four or
energy is authorized to use the Basic Network. The free
five years depending on each concession contract and the
market consumers also have this right, provided that they
Extraordinary rate Review (RTE), which are carried out when
meet certain technical and legal requirements. Free access is
a relevant event that significantly affects the rate value
guaranteed by law and supervised by ANEEL.
occurs. Thus, the Law guarantees an economic and financial
balance for a company in the event that a material change
The operation and management of the basic network is the
in their operating costs occurs. In the event the components
responsibility of the ONS, which also has the responsibility
of the cost of Parcel A, such as energy purchases or taxes
of managing the dispatch of energy from plants under
increase significantly in the period between two annual rate
optimized conditions, involving the use of the interconnected
adjustments, the concessionaire may file a formal request to
system, hydroelectric and thermal power plants.
ANEEL to have those costs passed on to end customers.
All reviews and tariff repositioning are approved by ANEEL
/2011 were published in the Official Journal, which equates
On April 5, 2011 the Ministerial “portarias” 210/2011 and 211
both interconnection lines of the Energy Interconnection
In the rate revisions (RTO and RTE), ANEEL revises the rates
Company S.A. to public service concessions, with payment
in response to changes in the costs of buying power and
of a regulated toll. The allowed Annual Revenue (hereinafter
the market conditions. By adjusting distribution rates
“ RAP “) is adjusted annually, during the month of June by
ANEEL divides the Annual Reference Value, i.e. the costs
the National Consumer Price Index (hereinafter “IPCA “) with
of distribution companies in: (i) costs not manageable by
rate reviews every four years. a Gross Income Base of 1.760
distributors, also called “Parcel A”, and (ii) costs manageable
million reais ($ 885 million) and a Net Base 1,160 million
by distributors or “Parcel B”, the latter corresponding to what
reais ($ 585 million) were defined. In 2012, ANEEL approved
is known as Distribution Added Value (VAD).
111
the deployment of reinforcements in
transmission facilities, recognizing an
additional investment of 47 million reais
($ 23 million) in the revenue Base. The
applicable rate of remuneration was
defined according to current regulations
as 7.24% (real after taxes). The period of
authorization is until June 2020 for Line
1, and until July 2022 for Line 2, with
estimated damages compensations for
unrecovered investments.
Environmental
regulation
Although the Brazilian Constitution
gives both the Federal, state, and local
governments the right to enact laws
to protect the environment. Most
environmental regulations in Brazil are
at the State and local government level.
Chile
Structure of the industry
Hydroelectric power plants must
The electricity industry in Chile is divided into three segments
obtain concessions for water rights
or businesses: generation, transmission and distribution. The
and environmental approvals.
generation sector is composed of electricity generators. They
Thermal generation, transmission and
sell their production to distribution companies, clients and
distribution companies must obtain
other non-regulated generators through the spot market.
environmental approval from the
The transmission sector includes companies that transmit
environmental regulatory authorities.
high voltage electricity from generating companies. Finally,
the distribution sector is defined as comprising any supply to
end customers at a voltage not exceeding 23 kV. These three
major segments or businesses operate in an interconnected
and coordinated manner, and its main objective is to provide
electrical energy to the market at minimal cost and preserving
the quality and safety standards of service required by the
electrical codes. Because of its essential characteristics,
Transmission and Distribution activities are natural monopolies,
this is why these segments are regulated as such by the
electrical codes, requiring open access to networks and the
definition of regulated rates.
The electricity sector in Chile is regulated by the General Law
of Electric Services, contained in Legislative Decree No. 1 of
1982 of the Ministry of Mining, the revised and coordinated
text was established by the DFL No. 4 of 2006 of the Ministry of
Economy (“ Electricity Act “) and its Regulations, contained in DS
. No. 327 of 1998. Three government agencies are responsible
for the implementation and enforcement of the Electricity Act:
112
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISthe National Energy Commission (CNE),
which has the authority to propose
the regulated rates, and to develop
indicative plans for the construction
of new generating units; the
Superintendence of Electricity and Fuels
( SEC) , which regulates and monitors
compliance with laws, regulations and
technical standards for the generation,
transmission and distribution of
electricity, liquid and gaseous fuels;
and finally , the Ministry of Energy,
which is responsible for proposing and
conducting public policy on energy
and has under its control the SEC, the
CNE and the Chilean Nuclear Energy
Commission ( CChEN ) , strengthening
coordination and providing a
comprehensive view of the sector. It
also has an Agency for Energy Efficiency
and a Renewable Energy Center. The
joining TalTal in the North, with Quellon, in the island of Chiloe on the South. The SING
law also establishes a Panel of Experts
covers the northern area of the country, from Arica to Coloso, covering a length of
whose primary function is to resolve
about 700 kilometers, where a large part of the mining industry is located.
discrepancies that occur between the
various players in the electricity market:
According to the electricity Law, the companies involved in the generation and
utilities, system operators, regulator, etc.
transmission in an interconnected system must coordinate their operations in an
efficient and centralized manner by means of a, operator entity, the Center for
From a physical standpoint, the
Economic Load Dispatch (CDEC), with the purpose of operating the system at a
Chilean electrical sector is divided into
minimum cost, preserving the security of the system. For this, the CDEC plans and
four electrical systems: The central
operates the system, including the per hour marginal cost calculation, Price at which
interconnected system (SIC), the great
the energy transfers between generators are conducted in the CDEC. The CEDECs
north interconnected system (SING), and
(CDEC-SIC and DCEC-SING), are two autonomous agencies integrated by generation,
two isolated mid size systems: Aysén and
transmission sub transmission companies, and important customers.
Magallanes. The SIC, which is the main
electrical system, where about 93% of
the Chilean population lives, extends
longitudinally for 2.400 kilometers,
113
Regulation of generation
companies
Regulation in Distribution
Companies
The generation sector encompasses the companies which
The distribution segment is defined, for regulatory purposes,
have plants to produce electricity, which is transmitted
as all electricity supplies to end customers at a voltage not
and distributed, to the final consumer. This segment
exceeding 23 kV. Distribution companies operate under a
is characterized by being a competitive market where
concession of public service regime, with a service obligation
electricity is sold to: i) distribution companies to supply
to supply regulated customers at regulated rates.
their regulated customers within their concession areas.
ii) to free or unregulated customers, mainly industries and
Distribution companies supply both regulated customers,
mining companies, and iii) other generation companies,
whose demand is less than 500 kW, a segment for which
through the spot market, by energy and power transactions
the price and supply conditions is the result of bidding
conducted in the CDECs.
processes regulated by the National Energy Commission, as
well as unregulated customers with bilateral contracts with
As already mentioned, the operation of the generation
generators with conditions are freely negotiated and agreed
companies in each electrical system is coordinated by its
upon.
respective CDEC. As a consequence of this efficient and
coordinated operation of the electrical systems, at any
Consumers are classified according to the size of their
level of demand, the proper supply is delivered, at the
demand in regulated customers whose connected capacity
lowest possible production cost alternative available in
is less than 500 KW; and free or unregulated customers,
the market. The marginal cost is used as the Price that the
those with connected capacities greater than 2,000 KW.
other generators are selling at, at an hourly rate, including
Customers whose connected capacity is in the range of 500
the injections to the system, as well as the withdrawal or
to 2,000 KW capacity may choose to have regulated rates or
purchases to provide the service to its clients.
an unregulated scheme, for a minimum of four years in each
The generators take part in energy tenders of up to 15
regime.
years. The tenders are conducted in accordance with the
Since 2010, with the enactment of Law 20,018, the
requirements of the demands of the distribution and are
distributors must have a permanently supply for the total
supervised by the National Energy Commission This allows
of a three year demand forecast, for which long term public
the generators to have stable and predictable incomes,
tenders of up to 15 years should be conducted.
preventing variability of the marginal const, therefore
driving investment in the area.
The process to establish distribution rates is held every four
years. Both the CNE as well as the representative firm in its
In Chile, there is payment by capacity, which depends of
usual area commission studies by independent consultants to
an annual centralized calculation currently conducted
set the Distribution Value Added for their typical area. Basic
centrally by each CDEC, beginning from an amount which
rates are obtained by weighting the preliminary results of the
remunerates the development of a gas turbine. As a
study commissioned by the CNE and the company in a 2/3 -
marginal unit to supply the demands of the system. The
1/3 ratios respectively. With these basic rates it is verified that
capacity charge of each plant is independent of its dispatch
the aggregate profitability of the industry was established
and prizes the availability and contribution to the reserve
within a range of 10 percent with a margin of ± 4 percent.
margin of the country.
114
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISAlso, rates are reviewed every four years in the sub
more precisely, modifies the notification process, provides
transmission sector (which correspond to high voltage
summary judicial proceedings, introduces the possibility
installations that connect distribution networks with
of dividing the application for a concession, modifies the
transmission). This process is performed in an alternate
appraisal procedure for properties and solves conflicts
manner to the rate revision process in distribution, so that
between different types of concessions.
both are distanced by two years.
Additionally quadrennial review of the associated services is
a SIC-SING interconnection law it is in an advanced stage of
conducted, which corresponds to all services not included in
approval, the two largest electrical systems in the country,
the distribution reviews.
which will allow a coordinated operation of the system with
In the field of transmission it is also necessary to mention that
The Chilean model is an established distribution model, with
eight tariff fixings conducted since the privatization of the
sector.
Regulation in Transmission
greater efficiency.
Environmental Regulation
Chile has numerous laws, regulations, decrees and
ordinances that may pose environmental considerations.
Including regulations relating to waste disposal, the
The segment comprises a combination of transmission
establishment of industries in areas that could affect public
lines, substations and equipment for the transmission of
health and the protection of drinking water.
electricity from the production centers (generators) to
the centers of consumption or distribution. Transmission
In renewable energy, in April 2008, Law 20.257 was passed,
in Chile is defined as lines or substations with a voltage or
which encourages the use of Non-Conventional Renewable
voltage greater than 23 KV. The transmission system is of
Energy (NCRE). The main aspect of this rule is that it originally
open access and transmission companies establish rights
forced the generators to - at least - 5 percent of the energy
of way on the available transmission capacity through toll
sold to customers came from these renewable sources
payments.
between 2010 and 2014, gradually increasing by 0.5 percent
from 2015 to 2024, where they reach 10 percent. This Law
Since the transmission assets are constructed according
has recently been amended by another passed on October
to the concessions granted by the Government, the Law
14, 2013, called Law 20/25. The new regulations passed set
requires a company to operate in an “open access” mode, in
for 2015 a mandatory percentage of NCRE of 20 percent of
which users can access the system, contributing to the costs
the energy matrix, respecting the withdrawals referred to in
of operating, maintaining and if necessary, to expand the
the previous Law on existing contracts until July 2013, i.e. for
system.
contracts signed between 2007 and July 2013, the target is
10% in 2024, while for those signed after that date it shall be
On October 14, 2013 Law 20,701, called Procedure for
20% in 2025.
granting electrical concessions was published in the
Official Journal, which aims to streamline the processing of
electrical concessions. The new law simplifies the process of
granting provisional concessions, shortens processing times,
any comments and objections to the projects are issued
115
Colombia
Structure of the Industry
The Colombian electricity sector was
structurally amended by Law 142, of
Home Public Utilities, and Electricity Law
143, both of 1994. According to Law 143
of 1994, the various economic, public,
private or mixed agents can participate
in activities in the sector and are free
to perform their functions in a context
of free market competition. To operate
or initiate projects, permits must be
obtained from the competent authorities
regarding the environmental, health
and water rights issues, and those of a
municipal nature that might be required.
methodology for calculating and establishing maximum rates
The Ministry of Mines and Energy (MME)
for the supply of the regulated market, establishing standards
defines the government policy for
for the planning and coordination of the operations of the
the energy sector. Other government
system, establishing the technical requirements for quality,
entities that play an important role
reliability and security of supply and protect the rights of
in the electricity industry are: The
clients.
Superintendence of Public Services
(SSPD), which oversees and audits all
The Bulk Electricity Market in Colombia (MEM) is based on a
utilities companies; the Committee on
competitive market model and operates under the principles
Energy and Gas Regulation (CREG), which
of open access. The operation and administration of the MEM
is the regulatory body regarding energy;
is a centralized market operator, consisting of a Commercial
and the Mining and Energy Planning
Exchange Manager of the System (ASIC) and the National
Unit (UPME), which is responsible for
Dispatch Center (CND).
the planning and expansion of the
distribution network.
The generation sector is organized on a competitive basis.
Electricity transactions in the MEM are carried out under
The CREG is empowered to make
the arrangements of spot energy market (short term or
regulations governing the technical and
daily market); Bilateral Contract Market (long term) and the
commercial operations as well as rates for
Reliability Charge. Generation companies must mandatorily
regulated activities. The main functions
participate in the MEM, with all its generation plants or
of the CREG are setting the conditions
units whose capabilities are equal to or greater than 20
for the progressive liberalization of
MW connected to the Colombian system. (Plants with
the electricity sector towards an open
capacities between 10 and 20 MW can participate optionally).
and competitive market, approve
Generation companies declare the energy available and
charges for networks and the costs of
the price at they wish to sell it. This electricity is dispatched
transmission and distribution to supply
centrally by the National Dispatch Center (CND).
regulated customers, establishing the
116
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISMarketing is the intermediation
between the players providing
Regulation in Generation Companies
electricity generation, transmission and
The Colombian government can participate in the implementation and operation
distribution as well as the users of the
of generation projects like the private sector. The Government is only authorized
service. Marketing can be carried out or
to enter into concession agreements related to the generation when there is no
not, in conjunction with other activities
other entity prepared to conduct these activities under comparable conditions.
of the electricity sector.
Transmission operates under conditions
of monopoly and a guaranteed fixed
annual income, which is determined by
the new replacement value of networks
and equipment and the value resulting
from the bidding process that awarded
new projects for the expansion of the
National Transmission System (STN).
This value is shared by all traders in the
market in proportion to their energy
demands. The national interconnected
system (SIN) serves 98% of the country’s
The CND receives price bids every day and the available capacity for each hour
demand. Non-interconnected systems
in the following day from all generators taking part in the bulk market. Based on
serve remote areas of the country.
this information, the NDA takes economic dispatch using an optimized process for
the following 24 hour period, taking into account network limitations and other
Distribution is defined as the operation
conditions needed to meet expected energy demand for the next day in a safe,
of networks of Local and Regional
reliable and efficient manner, from the point of view of cost. Unlike other countries
Transmission Distribution. Any customer
where the central office is based on variable costs of production in Colombia
can have access to a distribution
dispatch is based on prices quoted by the agents.
network for which they pay a connection
fee. Distributors or network operators
The energy exchange is a balancing market where you sell or buy the excess or
are responsible for the planning,
deficit of energy resulting from the enforcement of contracts against the actual
investment, operation and maintenance
demand for power generators and marketers. The energy market determines
of electrical networks with voltages
the spot price by the ASIC after the day of operations by means of an optimized
below 220 KV.
procedure for a period of 24 hours referred to as ideal dispatch, with an infinite
capacity for network transmission and considers initial operating conditions, thus
establishing what generators should be dispatched to meet the actual demand.
The price paid to all generators that are dispatched by merit of price is the price of
the most expensive generator dispatched in each hour under ideal dispatch.
117
The cost differences between the ‘economic dispatch’ and
commercial conditions, where the demand to contract would
‘perfect dispatch’ are called “restriction costs.” The cost of
be treated as a single aggregate demand.
each constraint is assigned initially to the agent responsible
of the restriction, and when it is not possible to identify an
The distribution charges are set by the CREG based on the
agent it is distributed proportionally between all marketers
new replacement value of the existing distribution assets, the
in the Colombian system, according to their energy demand,
capital cost as well as operational and maintenance cost for
and these costs are passed on to end customers.
each company in four different voltage levels, is as follows:
Generators connected to the Colombian system can also
level IV up to 115 kV. Voltage levels 1, 2 and 3 are called Local
participate in the “Reliability charge” which is a mechanism
Distribution Systems (SDL) and Level 4 is called Regional
Level 1 to 1 kV, Level 2, up to 30kV, Level 3 up to 57.5 kV and
that aims to encourage investment in generating capacity
Transmission System (STR).
to secure the service of the long term country’s energy
demands. The fee consists of assigning Firm Energy
In 2009, after auditing information reported by the
Obligations (OEF) by a descending auction to existing or new
companies, the CREG determined distribution charges
generators, who must ensure that the amount of energy
applicable until 2013. Charges are fixed for a period of five
available in the system for a given period. The allocation for
years and are updated monthly according to the producer
existing generators is made annually and for new projects for
price index. Currently immersed in the process of reviewing
up to 20 years. The OEF is a commitment by the generating
the distribution charges for the five year period from 2014 to
company, backed by its physical resources that enable them
2018. One aspect under discussion it the recognized profit
to produce firm energy. The generator that acquires an OEF
rate, which is currently set by the CREG in 13.9% before taxes
receives a fixed compensation for the commitment period,
for local distribution assets and 13% for regional transmission
regardless that compliance with its obligation is required or
assets based on the WACC / CAPM methodology. The
not.
methodology for calculating the distribution charges
includes an incentive scheme for management, operation
The price per KW/h from an OEF is the value of the auction
and maintenance costs from service quality and energy
closing or firm energy or the reliability charge. When this firm
losses.
energy is required, which occurs when the spot price exceeds
the scarcity price, the generator receives the Reliability
Charge and also receives the scarcity price for every kW/h
Regulation in Transmission
generated with the OEF. If the power generated is greater
Transmission networks operating at 220 kV or higher form
than the obligation specified in the OEF, this additional
the National Transmission System (STN). The transmission rate
energy is paid at Spot Price.
includes a charge to cover the operating costs of the facilities,
and a charge for use that applies only to marketers who
Regulation in Distribution Companies
transfer it directly to the end users.
In Colombia, the distributors are free to purchase their
The CREG guarantees transmission companies a fixed annual
supply, and can define the conditions of the bidding process
income. This income is determined by the replacement value
to acquire the energy required for the regulated market and
of a new network and equipment, and the resulting value
can also go and buy energy in the spot market. The price paid
of the bidding process that have awarded new projects for
by the end user reflects an average of the purchase price.
expansion of the STN. This value is allocated to the traders of
Since 2004, the CREG is working on a proposal to amend
the STN in proportion with their energy demand.
the contracting procedures in the Colombian market, called
Organized Regulated Market -MOR-, which would be an
The construction, operation and maintenance of the new
electronic contract system. This mechanism would replace
projects is awarded to the company that offers the lowest
the current bids for energy auctions under standardized
present value of cash flows required to perform it.
118
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISRegulation in Commercialization
Any entity planning to develop projects or activities
relating to the generation, interconnection, transmission or
The trading market is divided into regulated and unregulated
distribution of electricity, which may result in environmental
customers. Customers in the free or unregulated market
degradation, must first obtain an environmental license.
may freely contract their power directly from a generator
or a distributor, acting as traders, or as pure marketers. The
According to law No. 99 power generation plants having
market for unregulated customers, consists of customers
a total installed capacity greater than 10 MW, should
with more than 0.1 MW peak demand or a minimum monthly
contribute to environmental conservation through
consumption of 55 MWh.
a payment for their activities at a regulated rate to
Marketing can be conducted by generators, distributors and
where the plants are located. Hydroelectric plants must
independent agents, who meet certain requirements. The
pay 6% of their generation and thermo electrical power
parties freely agree to the transaction prices for unregulated
plants must pay 4% of their generation, with rates that are
customers.
determined annually.
municipalities and environmental corporations in localities
The energy trader is responsible for billing the costs of
Act 1450, 2011, issued the 2010-2014 National Development
electricity to final consumers and transfer payments to the
Plan. The plan stated that between 2010 and 2014, the
various players in the industry. Marketing for regulated
Government should develop environmental sustainability
customers is subject to the “regulated freedom regime” in
issues and risk management.
which the rates are set by each trader using a combination
of general cost formulas determined by the CREG, and
In 2011, Decree 3570 established the new structure of
individual trading costs approved by the CREG for each
the environmental sector, creating the Ministry of the
marketer. Rates include, among others, costs of energy
Environment and Sustainable Development (previously,
supply, transmission charges, distribution charges and a
the functions of the Ministry of the Environment were
trading profit margin. Additionally, the final costs of the
established with the functions of the Ministry of Housing).
service are affected by subsidies or contributions that are
applied according to the socioeconomic status of each user.
In recent years, the Environmental Regulation for the power
sector has been focused on issues related to regulating
The rates or marketing charge for regulated customers must
emissions from plants, hydro policies (including water
be reviewed every five years and must be updated monthly
discharges and watershed organization) and environmental
based on the Consumer Price Index. These fees have not
licenses and penalties.
been revised since 1998 and are expected to be reviewed
during 2014.
Environmental Regulation
In Colombia, there is currently a path indicative of
participation of the NCREs in the National Energy System
3.5% in 2015 and 6.5% in 2020. Nevertheless, these forecasts
are under review, as is a bill before Parliament that regulates
The legal framework for environmental regulation in
the integration of the NCRE to the National energy System to
Colombia was established in Law 99/1993, which also
encourage savings and energy efficiency.
created the Ministry of the Environment as the authority for
defining environmental policies. The Ministry defines issues
and executes policies and regulations aimed at the recovery,
conservation, protection, organization, management and use
of renewable resources.
119
Peru
Structure of the
Industry
The general legal framework applicable
to the Peruvian electricity industry is
mainly constituted by the Electricity
Concessions Law (Law Decree No.
25,844 of 1992) and its accompanying
regulations.
The Ministry of Energy and Mines
(MINEM) defines energy policies
applicable at a national level, regulates
environmental matters applicable to
the energy sector and oversees the
allocation, monitoring, termination
The Committee on Economic Operation of the System (COES)
and revoking of licenses, authorizations
is the body that coordinates the operation and dispatch of
and concessions for the generation,
electricity in the national interconnected Electrical System
transmission and distribution activities.
(SEIN) and prepares the technical and financial study that
forms the basis for annual estimates of bar prices. In the
The Supervisory Agency for Investment
COES, generation, transmission and distribution companies,
in Energy and Mining (Osinergmin) is
are represented as well as unregulated customers: consumers
the regulatory body that oversees and
with demands exceeding 200 KW power.
monitors compliance with legal and
technical regulations related to the
In addition to the SEIN, several regional smaller isolated
electricity and hydrocarbons activities,
systems that provide electricity in specific areas exist.
enforces the obligations under the
concession contracts and is responsible
The main characteristics of the electricity industry in Peru
for the preservation of the environment
are: (i) separation of the three main activities: generation,
in relation to the development of these
transmission and distribution; (ii) free market for energy
activities. The Deputy Management
supply in competitive market conditions; (iii) a system of
of Rate Regulation of Osinergmin
regulated prices based on the principle of efficiency and a
(GART) has the authority to publish
bidding regime; and (iv) privatization of the operation of the
the regulated rates. Osinergmin also
interconnected power systems subject to the principles of
controls and oversees the bidding
efficiency and quality of service.
process required by the distribution
companies to buy power from the
generators.
120
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSISRegulation in Generation
Companies
Generation companies that own or
operate a power plant with an installed
capacity greater than 500 kW require
an indefinite concession granted by the
MINEM.
Coordination of power dispatching
operations, determination of spot prices
and the control and management of
economic transactions that occur in the
SEIN, are controlled by the COES.
The generators can sell their power
customers, or at an agreed price in the case of unregulated customers. In addition
directly to large consumers and buy
to this bilateral approach, Law 28,832 of 2006, named Law to Ensure the Efficient
the deficit or transfer surplus energy
Development of Electricity Generation also established the possibility for dealers
between the contracted and actual
to meet the demand of its regulated and unregulated customers under contracts
production, in the pool, at the spot
entered after a power and energy bidding process. The approval of this mechanism
price. Sales to unregulated customers
is important for generators because it allows them to have a stable price over the
are conducted at mutually agreed prices
life of the contract, which is not set by the regulator and can last up to 20 years.
and terms, which include tolls and
compensation for the use of transmission
Following the introduction of competitive bidding, the new contracts to sell power
systems and, where necessary, to the
to distribution companies for resale to regulated customers must be at fixed
distribution companies for use of their
prices determined by these tenders. Only a small part of the power purchased by
networks.
distribution companies, including in the old contracts is still maintained at bar prices
(price equivalent to knot price in Chile), which are established by the Osinergmin.
Originally the Electricity Concessions Law
allowed that the sales to distributors
In Peru there is payment per capacity, given by the amount that pays for developing
may be conducted under bilateral
a gas turbine, as the marginal unit to supply the system demand. As in Chile,
contracts at a price not greater than the
the load capacity of each plant is independent of its dispatch and remunerates
regulated price, in the case of regulated
availability and margin contribution to the reserve of the country.
121
Regulation in Distribution Companies
Regulation in Transmission
The electricity rate for regulated customers include energy
Transmission activities are divided into two categories:
and capacity charges for generation and transmission, and
primary, which is for common use and allows the flow
the Added Value for Distribution (VAD) which considers a
of energy through the national network; and secondary,
regulated return on investments, fixed charges for operation
which is of those lines that connect to a power plant with
and maintenance, and a standard percentage for energy
the system or a substation with a distribution company or
losses in distribution.
consumer. The main lines and secured system are available
for all generators and allow electricity to be supplied to all
The VAD is established every four years. Osinergmin classifies
customers. The transmission concessionaire receives a fixed
companies in groups according to the “typical distribution
annual income as well as income from variable fees and
areas” based on economic factors that bring together
connection fees per KW. The lines of the secondary and
companies with similar distribution costs by population
complementary system are available for all generators, but
density, which determines the amount of equipment on the
are used only for certain customers who are responsible for
network.
making payments in connection with the use of the system;
these are remunerated at a fixed rate for 20 years, reviewing
The actual return on investment of a distribution company
only additional investments.
depends on its performance against the standards set by
Osinergmin for a theoretical model company. The rate system
allows for a greater return to the distribution companies that
Environmental regulations
are more efficient than the model company. Preliminary rates
The environmental legal framework applied to energy
are calculated as a midpoint (50-50) between the results of
related activities in Peru is stipulated in the Environmental
the study contracted by Osinergmin and the study by the
Law (Law No. 28,611) and the Environmental Protection
companies. Preliminary rates are checked to ensure that the
Regulations for Electrical Activities (Supreme Decree 029-94-
average annual internal return rate of all industry is 12% with
EM).
a variation of ± 4%.
During the last rate-setting process concluded on October
incentivize the generation of electricity by means of NCRE.
16, 2013, OSINERGMIN defined Edelnor rates for the
The decree stipulates that 5% of demand of the SEIN must
November 2013 to October 2017 period. The new rate was
be provided with the use of NCRE. This goal could increase
1.2% higher than that in October 2013.
5% every 5 years. The technologies considered renewable
In 2008, the MINEM enacted Supreme Decree 050-2008 to
resources include: biomass, wind, tidal, geothermal, solar and
mini-hydro (less than 20 MW hydroelectric power plants).
122
REGULATORY FRAMEWORK OF THE ELECTRICITY INDUSTRY
2013 ANNUAL REPORT ENERSIS123
Description of the
electrical business
by country
124
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISGeneration of electricity
The generation businesses are mainly conducted through our subsidiary Endesa Chile. In this segment,
the Enersis Group has operating subsidiaries in Argentina, Brazil, Chile, Colombia and Peru.
In its entirety, the installed capacity of the Enersis Group amounted to 15,847 MW in December 2013
and the consolidated electricity production reached 60,089 GWh, while sales totaled 69,369 GWh of
energy.
In the electrical industry, business segmentation between hydro and thermal generation is natural,
since the variable costs of generation are different for each type of production. Thermal generation
requires the purchase of fossil fuels and hydroelectric power requires building water reservoirs and
water from rivers.
55% of our consolidated generating capacity comes from hydro, 44% from thermal sources and 1%
from wind.
Therefore, the established commercial policy is relevant for the proper management of the business.
Transmission of electricity
For the Enersis Group, the business of power transmission is carried out mainly through the
interconnection line between Argentina and Brazil, CIEN, a subsidiary of Endesa Brazil, with a transport
capacity of 2,100 MW.
Distribution of electricity
Our distribution business is conducted through Edesur in Argentina, Ampla and Coelce (owned by
Endesa Brazil) in Brazil, Chilectra in Chile, Codensa in Colombia and in Edelnor in Peru. During 2013, our
main subsidiaries and related distribution companies sold 75,859 GWh.
Currently, Edesur, Ampla, Coelce Chilectra Codensa and Edelnor serve major cities in Latin America,
providing electric service to more than 14.5 million customers.
These companies faced increasing electricity demand, which forced them to constantly invest, both due
to natural growth as well as for the maintenance of their facilities.
125
Generation
Transmission
Distribution
Córdoba
Costanera Power Plant
Buenos Aires
Dock Sud Power Plant
Mendoza
Arroyito Power Plant
Edesur
El Chocón Power Plant
Neuquén
126
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISTypeHydroelectricInstalled Capacity128 MWTypeHydroelectricInstalled Capacity1,200 MWTypeThermoelectricInstalled Capacity2,324 MWEnergy sales18,137 GWhClients10.8%Clients2.4 millonesTypeThermoelectricInstalled Capacity870 MWArgentina
Electrical generation
In July 2012 by means of Ruling No. 1261/12, the Department
of Energy authorized the increase of power in the José de San
Martín thermoelectric (19.01 MW would be added) and Manuel
Belgrano (25 MW would be added) power plants, being the
amount of the works of approximately $ 10.1 million and $ 11.9
million respectively. In the preamble to this ruling, the bases for
We take part in the generation of electricity in Argentina
the financing of the work were advanced.
through subsidiaries of Endesa Chile, Endesa Costanera and
Hydropower El Chocón, and from March 2013, through our
On October 4, 2013, Endesa Costanera adhered to the
subsidiary Dock Sud.
commitments defined in Ruling SE No. 1261-12. On December
12, 2013 the Department of Energy issued Note No. 8180/13
El Chocón owns nine hydroelectric hydropower units with a
which authorizes Endesa Costanera to dispose Overstock
total installed capacity of 1,328 MW, while Endesa Costanera
Sales with an Expiration Date to be defined (LVFVD) of
has eleven thermal units with a total installed capacity of 2,324
2008-2011 from the VOSA Project (Vuelta de Obligado S.A.
MW and Dock Sud has five thermal units with a total installed
Plant) to destine the expansion of power of the units of the
capacity of 870 MW. These companies have a combined
FONINVEMEM, being in analysis on the use of the LVFVD issued
installed capacity of 4,522 MW. This power represented
under Ruling SE No.95/13.
14.4% of the installed capacity of the Argentine National
Interconnected System (SIN) at the end of 2013.
Regarding the VOSA project, which includes the installation of
a combined cycle of around 800 MW by adding to what was
Electrical generation by these companies amounted to 14,422
reported in the previous year, in 2013 additional contracts such
GWh, 11.1% of the total generation in the country, and the
as an addendum to the supply and construction contract to
physical energy sales totaled 16,549 GWh, 13.2% of the total
advance in the implementation of the simple cycle gas turbines,
sales.
and the dedicated gas pipeline contract.
Endesa Costanera and El Chocón take part in partnerships
Regarding equipment involved in the project, on October 15,
engaged in the operation of two combined cycles, initiatives
the gas turbines arrived at the port of Zarate. On November 19,
coordinated by the Fund for Investments Required to Increase
the TG1 was installed on its pedestal, while TG2 was installed on
the Supply of Electric Power in the bulk Electricity Market
December 2.
(FONINVEMEN), with 5,326% and 18.85 % of ownership of the
initiatives, respectively.
Once the combined cycle is commissioned (in 2015) the
During 2010, commercial operation under the combined cycle
companies who contributed to the project, including El Chocón
thermoelectric plants Manuel Belgrano and José de San Martín
Hydroelectric and Costanera, through a supply contract for 10
was enabled.
years and a libor rate of 30 days plus 5%, according to the 2008-
repayment of the debt owed by CAMMESA to the generating
2011 Generators Agreement.
The combined cycle operation determined the effective date
of entering the contract for the operation and management
Other generators connected to Argentine SIN are: AES Alicura,
of the plant maintenance and supply contract, therefore, the
Sadesa, Capex, Petrobras, Pampa Generation and Pluspetrol.
companies involved in the FONINVEMEM, including Endesa
Costanera and El Chocón began to recover their credits from
the cash flows generated by the project for a 10 year contract to
sell its production to the MEM administered by CAMMESA, on
December 31, 2013, the installments been in accordance with
the forecast.
127
Endesa Costanera
It is located in the city of Buenos Aires
and has six steam turbine units totaling
1,138 MW, which can generate with
natural gas or fuel oil. It also operates
two 859 MW and 327 MW combined
cycles, respectively, totaling an
installed capacity of 2,324 MW.
In 2013, the net generation was 8,523
GWh and total sales reached 8,962
GWh. During 2013, the Argentinean
electricity system demand recorded a
3.2% increase when compared to 2012.
In terms of electricity production, the
gross maximum power in the national
grid (SIN) reached a new historical
During January we proceeded to sign the contract called
record of 23,794 MW, the same day
Commitment for steam turbine equipment availability,
that the record energy occurred
including the Administrator of the bulk Electricity Market
(December 23), exceeding by 8.4 %
Company SA (CAMMESA) and Endesa Costanera ensuring
the record of 21,949 MW established
rehabilitation works for the Conventional Units.
in 2012.
In the area of finance, it is worth noting the continuing of
Regarding the operational aspects,
the financial strategy adopted in earlier years, prioritizing
during 2013, the thermal dispatch with
conservative management thereof so as to ensure the
liquid fuel use was critical to supplying
necessary financial resources for the proper operation of the
the demand.
plant.
As in previous years a maintenance
Under the accumulated losses to December 31, 2012, and
program was carried out, in this case
in order to restore the financial position of the company,
called Short Term Plan, to ensure the
at the board meeting of April 5, 2013, it was resolved to
functioning of Conventional Units of
increase the capital of the company for an amount of up to
the plant during the winter months.
$ 555,000.000 and the issuance of new shares. In October,
The plan included the inspection of the
by Ruling No. 17,201, the authorization for public offering
Conventional Units and all common
of new shares was obtained from the CNV. Meanwhile, the
and ancillary services.
Stock Exchange of Buenos Aires authorized the listing of the
new shares on October 28, 2013; the Capital Increase was
The predicted maintenance was
performed in November 2013.
performed earlier this year under
the long-term maintenance (LTSA)
Regarding the agreement signed in October 2012 between
contracts current for combined cycle
Endesa Costanera and the Secretariate of Energy, to
II and combined cycle I (CBA) after a
implement an investment plan in the generating units of the
period of operation 12,000 equivalent
plant in order to optimize the reliability and availability of
hours (EOH).
such equipment for an amount of by $ 304 million, within
128
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSIS7 years this will result in an increase
in the generation and significant cost
savings for the system. On March 14,
the company signed the contract for
the rehabilitation of its steam turbine
technology units with DF Operations
and Assembly S.A. - MASA International
Operations S.L. Temporary Joint
El Chocón Hydro
Venture and Duro Felguera Argentina
S.A. - MASA Argentina S.A. temporary
joint venture.
As established in clauses 7.2 of the
availability of steam turbine and
combined cycle Contracts, regarding
the treatment of the remuneration
thereof and the regulatory changes
that occur to supplement or replace
the remunerative concepts established
by the Secretariate of Energy for the
Spot Market of the MEM for energy and
El Chocón Hydropower SA is a hydropower generation company, which operates
power, the Secretariate of energy issued
the exploitations of El Chocón and Arroyito, located on the Limay River. It is
the following notes SE No.7594/13 and
located in the provinces of Neuquén and Rio Negro. The hydroelectric plant has
No. 8376/13 which instructs CAMMESA
a total installed capacity of 1,328 MW, and includes The El Chocón plants with an
to apply the methodology to reconcile
installed capacity of 1,200 MW (hydro power artificial reservoir) and Arroyito, with
earnings of Ruling No. 95/13 and the
an installed capacity of 128 MW, using both water from the Collon Cura and Limay
contracts beginning on January 2014.
rivers for generation.
On regulatory matters, in March 2013
The hydroelectric development of El Chocón is located in the region known as
the government formalized by means
Comahue, formed by the Argentinean provinces of Rio Negro, Neuquén and the
of the publication of the ruling of the
southern part of the province of Buenos Aires. El Chocón is on the Limay River,
Secretariate of Energy No. 95 of 2013, a
about 80 km upstream of its confluence with the Neuquén river. Arroyito is the
number of changes to the payment of
compensator dam of El Chocón and is located on the same river, 25 kilometers
Generators, Co generators and Self-
downstream.
Generator agents of the MEM with the
exceptions provided for in Article 1 of
The hydrological year starting April 1, 2013 was characterized as dry (fourth
the Ruling (“Committed Generators”).
consecutive dry year) therefore hydrological contributions of the basins of the
rivers Limay and Collon Cura were scarce, which is why the operational approach
129
of the agency in charge of dispatch,
In the development of the activities of our own staff and
was to restrict the use of accumulated
the contractors there have been no accidents. Indicators
strategic reserves. This approach
of IFG and IGG = 0 confirm a very good year regarding the
resulted in the recovery of energy
safety of our staff and contractors. It should be noted that
reserves of the Comahue in respect to
in the second half of the year contractor personnel greatly
2012.
increased over normal staffing for the execution of the
As a result of the dispatch of The El
refurbishing work at El Chocón.
Chocón reservoir at the closure of the
In the area of finance, the company paid part of its debt for
year 2013, net generation of the El
an amount of $ 21 million.
Chocón / Arroyito complex was 2,317
GWh, the level of the reservoir reaching
Additionally, the securing of a new syndicated loan for
379,63 masl (meters above sea level).
an amount of $ 149.39 million in June 2013 is worthwhile
The stored energy in the Comahue
mentioning, at a corrected private Badlar +6%, payable in
reservoirs was 5,994 GWh, of which
quarterly installments, growing and consecutive, the first
2,409 GWh reserves of El Chocón, both
being due on December 2013. The funds received were used
were measured values regarding the
to repay in full the short-term loans in local currency and for
condition of minimum altitude of the
the prepayment of existing syndicated loans II and III.
minimum extraordinary operation band
(FOE).
Regarding the loan for $ 6.8 million obtained under the
framework of Ruling 146/02 of the Ministry of Energy for the
Regarding the operational side, the
execution of works on the 6 units of the El Chocón power
accumulated availability of The Chocón-
plant (Refurbishing, Automation & Retrofitting works) -
Arroyito complex in 2013 was 92.14%,
awarded by Cammesa, on favorable terms for the Company,
having fulfilled satisfactorily Scheduled
it is to be mentioned that on December 31, 2013, the amount
major Maintenance of Turbo group
received for this concept was around $ 12.1 million.
No.3 of the Arroyito power plant.
This major maintenance involved a
The main investment projects to be undertaken in 2014 are: i)
check and general maintenance of the
To Complete the Protection System, Excitation and Sequence
turbine, generator, excitation systems,
Start / Stop of Units 3 and 4 and the T3CH main transformer
protections, electrical and mechanical
refurbishing of the El Chocón power plant, ii) complete
auxiliaries and main transformer. Also,
further improvements of hydrocarbons separators in cooling
a vibration monitoring system was
water system of the 3 units of the Arroyito power plant and
installed in units No. 1 and 6 of the El
replacement of mineral oil with biodegradable oil in the
Chocón plant, the Protection, Excitation
Arroyito dam gates as part of the Technological Upgrade
and Sequence Start / Stop Systems of
Project of the telecommand system of the Arroyito Dam,
units No.1, 2, 5 and 6 and the t1ch and
stage 3, which was approved by the Secretary of Energy.
t5ch main transformers of El Chocón
were updated.
130
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISNew Scheme of Generation Cost Remuneration -
Ruling S.E. N°95/13
In March 2013, the government established by ruling of the Ministry of Energy
No. 95 of 2013, a number of changes to the payment of Generators, Co generator
and Self-Generators agents of the MEM, with the exceptions provided for in
the 1st Article of the ruling (“Committed Generators”). This ruling states that
the new conditions have retroactive effect as to the economic transactions of
February 2013, after a prior commitment of each generator to withdraw all
claims submitted against the Federal Government, The Ministry of Energy and/
or Cammesa regarding the Generation agreement 2008-2011 and ruling SE N
º 406/2003, and to resign to submitting administrative claims and/or lawsuits
against the Federal Government, The Ministry of Energy and/or Cammesa
regarding the aforementioned Agreement and Ruling.
Dock Sud Power Plant
Located in the district of Avellaneda
The scheme provides remuneration for a number of concepts from which
in Buenos Aires, Dock Sud owns and
electricity and/or the energy committed to the forward market or other
operates a power plant with two
arrangements for the same concepts must be discounted.
generators with a total capacity of 870
MW. The Dock Sud power plant has four
I. Remuneration of Overhead: by means of pricing for the available power (PPAD)
gas turbines and one steam turbine.
by technology and based on compliance with availability goals.
Two of the gas turbines and the steam
turbine compose a combined cycle.
II. Non Fuel Variable Costs Compensation: fixed in terms of the energy generated
The energy generated by Dock Sud
by fuel type.
between April and December 2013 was
III. Additional Compensation: a portion is paid directly and the other portion is
3,582 GWh, while energy sales totaled
destined to a trust to be reinvested in financing new infrastructure projects in the
4,195 GWh, accounting for 3.4% of the
electricity sector. The Ruling provides that the Secretary of Energy timely specifies
total sales in the country.
the destination of the raised funds.
Up to December 31, 2013, the installed
The ruling also sets a new priority order for payments (eliminates the application
capacity of Dock Sud accounted for
of Ruling SE No. 406/03 for that purpose), with the following order of priority: (i)
02.8% of the total installed capacity in
first order, overhead generation costs are paid, own fuel costs, along with non-
the SIN.
fuel variable costs, and (ii) in second order additional compensation will be paid.
The ruling also provides that the supply of fuels to the power plants of the MEM,
the commercial management and shipping of fuel, be centralized in the Agency in
charge of shipping (OED).
Land Reserved for
Future Projects
Currently, there is no reserved land for
future projects in Argentina.
131
Also, this Ruling temporarily suspends
the addition of new contracts in the
term market and states that after
completion of the pre-existing contracts
before the issuance of the Ruling, It
will be mandatory for the MEM Large
Users to purchase their energy demand
from the OED, under the conditions
established for this purpose by the
Department of Energy.
Between May 30 and 31 the Group
companies submitted the requested
withdrawal. In the specific case of
Endesa Costanera the ministry of
energy should have defined certain
remunerative aspects because of
the coexistence of the new regime
established by the Ruling and the
Contracts regarding steam turbine and
combined cycle Equipment Availability
in the MEM. At the closing of the Annual
Report, the company was awaiting a
Power Distribution in
Argentina
response from the Secretary of Energy
Enersis takes part in the power distribution through its
regarding applications submitted under
subsidiary Edesur, which directly or indirectly owns, 71.6% of
Ruling.
the property.
The market share of our subsidiary in Argentina in terms of
physical sales, was approximately 20%.
Other power distributors in the Argentinean system are:
Empresa Jujeña de Energía (EJESA) Empresa de Distribución
de Energía de Tucumán (EDET), Empresa de Distribución
de Energía de Santiago del Estero (EDESE), Empresa
Distribuidora y Comercializadora Norte (EDENOR) and
Empresa de Distribución de la Plata (EDELAP).
132
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISEdesur
The main purpose of Edesur is the distribution and sale of
electricity in the south of the Greater Buenos Aires area,
servicing two-thirds of the city of Buenos Aires and twelve
districts of the province of Buenos Aires, covering 3,309 km2,
for a period of 95 years beginning August 31, 1992.
This term includes an initial one of 15 years and eight
additional 10 years terms. On February 5, 2007, the National
Electricity Regulatory Entity (ENRE) decided to extend the
initial term for an additional five years from the completion
of the Company rate Renegotiation (RTI).
The concession contract establishes the obligation to supply
electricity to Edesur on request of the owners or residents
of property within its concession area, meet certain quality
standards for the electricity supplied, meet operational
requirements with respect to maintaining distribution assets
and bill customers based on actual metering.
In 2013, Edesur provided electric service to 2,444,013
customers, a figure that remained virtually unchanged from
the previous year. Of the total, 87.6% were residential, 11.1%
commercial, 1.0% industrial and 0.3% other users.
Energy sales amounted to 18,137 GWh, an increase of
2.2% over the previous year. This was distributed 43.3% to
residential, 24.4% commercial, 7.8% industrial and 24.5% to
other customers.
The energy loss rate reached 10.8% in 2013.
133
Generation
Transmission
Distribution
Coelce
Fortaleza Power plant
Cachoeira Dourada
CIEN
Ampla
134
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISRío de JaneiroBelénManausSao PauloGoianaBrasiliaTypeHydroelectricInstalled Capacity665 MWInstalled Capacity2,100 MWEnergy sales10,718 GWhClientsEnergy losses3.5 millones12.5%TypeHydroelectricInstalled Capacity322 MWEnergy sales11,049 GWh ClientsEnergy losses2.8 millones19.8%Brazil
Endesa Fortaleza
Power generation
It is located in the municipality of Caucaia, 50 km from the
state capital of Ceará. It is a combined cycle power plant
of 322 MW using natural gas, and it has the capacity to
generate a third of the electricity needs of Ceará, which has a
Enersis takes part in power generation through Endesa Brazil
population of about 8.2 million people.
and its subsidiaries Endesa Fortaleza and Endesa Cachoeira.
These two plants, one hydroelectric and the other a thermal
the infrastructure of the Pecém Port and Industrial Complex,
power plant have a total capacity of 987 MW, amounting to
in the municipality of Caucaia, and integrates the Programa
about 1% of the capacity of the Brazilian SIN.
Prioritario de Termoeletricidade (PPT) of the federal
Built on an area of 70 thousand square meters, it is part of
The power generation of the Group in Brazil reached 4,992
growth and facilitate the establishment of other industries.
GWh, amounting to about 1% of the total generated in the
Its main customers are Coelce and Petrobras.
country, with a hydroelectric production of 48% of the total
generated by the Enersis Group in Brazil.
Power generation in 2013 was 2,588 GWh, while sales
government. The location is strategic to boost regional
In turn, the physical sales reached 6,827 GWh, about 1.5% of
total sales in the Brazilian system.
Land reserved for future projects
totaled 3,262 GWh.
Other generators connected to the Brazilian SIN are: CHESF,
In the city of Caucaia, state of Ceará, a plot of land of
Furnas, Cemig, Electronorte, Cesp, Copel, Eletrobras and
34 hectares is reserved for the development of the UTE
Eletropaulo.
Endesa Cachoeira
Carnaúba. The land is owned by Endesa Fortaleza, which
assigned use rights to Endesa Brazil under a loan, with a term
of 30 years beginning in 2013.
It is located in the State of Goias, 240 km south of Goiania. It
Furthermore, in the city of Macaé, state of Rio de Janeiro,
has ten units with a total installed capacity of 665 MW. It is
there is a 75 hectare plot of land, owned by Endesa Brazil, for
a run-of-the-river hydroelectric plant and uses the waters of
a new thermoelectric project.
the river Paranaiba.
Net generation in 2013 was 2,404 GWh, while sales totaled
Electrical Transmission
3,564 GWh.
The Enersis Group is also involved in the transmission and
sale of electricity in Brazil through the interconnection
line between Argentina and Brazil, by means of the CIEN
company, which has a 54.30% ownership.
135
Electrical Distribution in Brazil
Enersis takes part in the distribution through Endesa Brazil
and its subsidiaries Ampla and Coelce.
Enersis directly and indirectly owns 91.6% and 49.2% of the
property of these companies, respectively.
The market share of our subsidiaries in Brazil, in terms of
physical sales, was approximately 6%.
In Brazil, the distributors that make up the electrical system
total 64 companies, including: CPFL, Brasiliana de Energía,
AES Elpa, Cemig, Light, Coelba y Copel.
Endesa CIEN
La Compañía de Interconexión Energética
S.A. (CIEN) is a power transmission company
Ampla
in Brazil. Its complex consists of two
Ampla is a power distribution company with operations in
frequency conversion stations, Garabi I and
73.3% of the territory of the State of Rio de Janeiro, which
Garabi II, which convert both directions
corresponds to an area of 32,613 km2. The population is
Brazil frequencies (60 Hertz) and Argentina
about 8 million people, divided into 66 municipalities, which
(50 Hertz), and the transmission lines. On
include: Niteroi, São Gonçalo, Petrópolis, Campos and Cabo
the Argentinean side, these are managed
Frío.
by two subsidiaries: the Compañía de
Transmisión del Mercosur SA (CTM) and
During 2013, Ampla provided electric service to 2,801,427
Transportadora de Energía S.A (TESA) in
customers, 3.3% more than in 2012. Total, 90.5% are
both, Endesa maintains control of 100.0% of
residential, 6.1% commercial, and 3.4% other users.
the capital.
The company distributed 11,049 GWh to its end customers,
The interconnection system consists of two
representing an increase of approximately 2.2% over
transmission lines with a total length of
2012. Of the total distributed energy, 40.8% corresponded
1,000 kilometers, and the Garabi Conversion
to residential customers, 19.3% to commercial, 8, 3% to
plant.
industrial customers and 31.6% to other users (including toll
On April 5, 2011 the official gazette
customers 14.4%).
published the power transports which
Since 2003, Ampla acts with great emphasis on fighting the
define the annual value of the Annual
theft of energy, reducing this indicator by 4.01 percentage
Allowable Remuneration (RAP) for CIEN.
points (from 23.64% to 19.8%). Sustainable reduction is
Thus, the regulator equates CIEN (whose
only possible due to the set of positive results of the projects
assets consist of Garabi lines 1 and 2) to the
developed by Ampla (use of technology and social action).
public service transmission concessionaire.
For several years, the company has won a number of awards
The total annual RAP is adjusted annually
that indicate the excellence of its projects.
and processes rate revisions to be
conducted every 4 years. Since April 2011
However, energy losses remain one of the major challenges
therefore, CIEN was officially authorized to
of Ampla. In 2013 it ended with a slight increase of 0.02
receive payments under this new business
percentage points, from 19.6% to 19.8%.
approach.
136
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISDuring the Abradee awards of 2013 Coelce was chosen for the 8th consecutive
year Best Power Distribution Company of the Northeast. In addition, the
company was the 3rd Best of Brazil and is among the top 5 in the country in Social
Responsibility, and Operational, Financial and Economic Management.
Coelce
Is the electric distribution company
of the State of Ceará, in northeastern
Brazil, and covers a concession area of
149 000 km2 .
The company provides services to a
population of more than 8 million.
Remarkably, Coelce was awarded the
Social Energy Project Award (COGE)
in 2013 in the Social Responsibility
At the end of 2013, customers reached 3,500,155, representing a 4.9% increase in
category. In its 13th edition, there were
the number of existing customers when compared with same time the previous
66 projects involving 32 companies in
year. Classification by type of customers indicates that 77.7% are residential, 6.4%
the Brazilian electricity sector. The aim
are commercial customers, and the remaining 15.9% consist of other customers
of the event is to disseminate projects
which include rural. The energy sold in 2013 was 10,718 GWh, representing
and best practices of the sector. Created
a growth of 8.5% when compared with 2012 sales. The consumer classes
in 2006, the Coelce Social Energy Project
influencing this growth were: residential customers with a growth of 34.6%, due
conveys to the communities of the State
to shortage of rain during that year that caused the use of electric pumps for
of Ceará, the valuing of local culture and
irrigation. Then customers Tolls with a 12.5% growth, being 18.2% commercial,
art. The objective is income generation
10.9% industrial and other customers with a 23.8%
and improvement of life conditions in
communities by means of training and
professionalization of the work of our
artisans.
137
Tarapacá Power Plant
Taltal Power Plant
Huasco Power Plant
Generation
Transmission
Distribution
Diego de Almagro
San Isidro Power Plant
Los Molles Power Plant
Chilectra
Parque Canela I y II
Quintero Power Plant
Rapel Power Plant
Sauzalito Power Plant
Sauzal Power Plant
Maule Power Plant
Curillinque Power Plant
Loma Alta Power Plant
Pehuenche Power Plant
Ojos de Agua Power Plant
Cipreses Power Plant
Bocamina I y II
Isla Power Plant
Biobío Power Plant
Ralco Power Plant
Palmucho Power Plant
Laja Power Plant
Antuco Power Plant
Abanico Power Plant
El Toro Power Plant
138
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISAntofagastaTypeThermoelectricInstalled Capacity182 MWTypeThermoelectricInstalled Capacity64 MWTypeHydroelectricInstalled Capacity18 MWTypeEolicInstalled Capacity78 MWTypeThermoelectricInstalled Capacity257 MWTypeHydroelectricInstalled Capacity377 MWTypeHydroelectricInstalled Capacity12 MWTypeHydroelectricInstalled Capacity77 MWTypeHydroelectricInstalled Capacity690 MWTypeHydroelectricInstalled Capacity34 MWTypeThermoelectricInstalled Capacity245 MWTypeThermoelectricInstalled Capacity24 MWTypeThermoelectricInstalled Capacity1,245 MWTypeHydroelectricInstalled Capacity89 MWTypeHydroelectricInstalled Capacity40 MWTypeHydroelectricInstalled Capacity570 MWTypeMini hydroInstalled Capacity9 MWTypeHydroelectricInstalled Capacity106 MWTypeHydroelectricInstalled Capacity70 MWTypeHydroelectricInstalled Capacity320 MWTypeHydroelectricInstalled Capacity136 MWTypeHydroelectricInstalled Capacity450 MWEnergy sales15,152 GWhClientsEnergy losses1.7 millones5.3%478 MWTypeThermoelectricInstalled Capacity478 MWChile
Operational and Commercial Scenario
Power generation
Events influencing the operational and
commercial performance.
Enersis takes part in the electricity generation sector
During 2013, the Central Interconnected System (SIC) adds
through Endesa Chile and its subsidiaries, becoming the
its fourth consecutive year of drought, with a persistence,
company’s most important country in terms of installed
as in previous years, of high prices of the fuels used for
power generation capacity, in which Enersis directly holds
electricity generation, which meant that high costs electricity
60% ownership.
generation continue to be recorded, although the income
of 969 MW from coal plants in the second half of 2012 and
Endesa Chile, its subsidiaries and jointly-controlled
2013 (Santa Maria, Campiche, and Bocamina II) allowed to
companies in Chile have a generating capacity which
partially alleviate the supply situation of the system, because
comprises 103 units distributed along the Central
these are units of low production costs and high capacity
Interconnected System (SIC), and 2 units in the Norte
factor (constant output, in the case of the Bocamina II which
Grande Interconnected System (SING).
involves injecting 8,400 MWh / day to the system). Also
Electricity generation in Chile by the Enersis Group reached
growth in consumption, which was found to be 3.5% when
19,675 GWh in 2013, with 51% of it being hydroelectric.
compared with 2012 consumption, the growth rate was
The physical energy sales totaled 20,406 GWh in Chile,
lower than in 2013, which was around 5.6%.
contributed to not pushing upwards the cost of a moderate
an equivalent to 29% of total sales of the Group in Latin
America.
Undoubtedly, this sequence of dry years has had an
impact on the profits of the company during 2013, but it is
In Chile, other generators are: AES Gener, Colbún, EC-L y
important to point out the operational strengths Endesa
Norgener.
Endesa Chile
Chile has to face this adverse situation, namely: i) It has a
large size generating capacity,, varied and competitive,
composed mainly of hydropower and efficient thermal
plants, allowing to keep a low average operating costs
Endesa Chile, its subsidiaries and jointly-controlled
profile; ii) the commercial policy of the company, which
companies in Chile have a generating capacity which
has always been designed and implemented according
comprises 103 units distributed along the Central
to its generating facilities and the current and forecasted
Interconnected System (SIC), and 2 units in the Norte
reality for the national electricity market. This has meant a
Grande Interconnected System (SING).
constant concern for Endesa Chile to establish a balanced
type commercial policy, which aims to combine a condition
Power sales by Endesa Chile and its subsidiaries in the SIC
of low hydrological risk exposure with an adequate return;
Reached 19,387 GWh in 2013. This volume represents a
for which this policy contemplates to commit contracts with
41% share of the total sales of the SIC, including customer
an energy level according to the size and composition of the
sales and net sales in the spot market. Sales to regulated
generating capacity, maintaining a diversified portfolio of
customers Represent 76%, sales to deregulated customers
clients and implementing a pricing policy which allowed it
amount to 17%, and 7% Were net transactions in the
to sustain profitability even in situations of dry hydrology
spot market. In Addition, sales of electric energy of the
and high marginal costs in the spot market, as have been
Celta subsidiary in the SING, totaled, 1,019 GWh in 2013,
observed during 2013; and iii) a policy of exploitation
representing a 7% increase in the overall sales of the
whose aim has been to permanently maintain high quality
electrical system.
standards and operational readiness of the facilities of the
company, along with designing and implementing those
modernization plans necessary to maintain the operating
conditions of the equipment at optimum levels and up to
date.
139
Hydrological Condition in the
Generation and supply costs in the SIC
SIC
The dry condition was repeated in 2013, again involved
2013 began with a thaw without
a system of supply with a high proportion of thermal
precipitation, of dry characteristics
generation which corresponded to 59.6% of the total supply
until early May, when a very brief
of the SIC, a percentage which was higher than the 57.4%
period of high intensity began, which
of 2012. In this thermal generation, the predominant fuel
lasted until early June. Later, occasional
was coal, which represented 37.3% of the SIC total, well
low intensity rainfall was recorded,
above the 29.1% of the previous year, due to the entry of the
all of which configured a year of dry
new coal power plants mentioned above. LNG production
characteristics. The first two quarters of
followed, with 19.5% and finally, with a smaller share, oil
2013 were the driest, with probabilities
with 2.8% of the total.
of accumulated excess from tributaries
of 93% and 82%, an improvement
Meanwhile, hydroelectric generation continued to decline
in the third quarter due to rainfall in
its participation in the production of the SIC, representing
September, warm characteristics and
only 39.4% of its total generation, compared to the 41.9%
high zero isothermal, which produced
in 2012 and the 44.7% in 2011. This because the reservoirs
an unusual thawing of the snow, which
were kept operating with low elevation, with slight recovery
caused a significant increase in the
in the months when rainfall occurred. Particularly, annual
inflow in that period, and as a result
regulation reservoirs such as Lake Laja and Laguna del Maule,
of this, leaving very little for the next
continued to operate much of the year in the zone of highest
thaw. Consequently, as a result of the
extraction restriction.
hydrological conditions it should be
noted that 2013 was configured as a dry
Wind generation represented a percentage of 1.1%, slightly
year, with a cumulative probability of
higher than the 0,8% of 2012.
excess in tributaries of close to 84%.
Regarding the energy production of the SIC, Endesa
Chile had a participation of 39% of the total, with a 52%
contribution of hydroelectric and a thermal generation
contribution of 30%. In the thermal production, the company
had a major participation of LNG, which accounted for 60%
of the total, its contribution being less than coal generation
(16%) and oil (9%). In wind power, the contribution of Endesa
Chile was 29% relative to the total wind system.
The High levels of the generation costs in 2013 due to
the increased participation of thermal generation in the
production matrix, resulted in turn in higher energy prices
in the spot market, although lower, on average, than those
observed in 2012. It is noteworthy that although the annual
average hourly marginal cost at the Alto Jahuel - 220 kV node
recorded a decrease of 21% (from an average of 195 U.S. $/
MWh in 2012 to a value of 154 U.S. $/MWh in 2013), the
140
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISdecline is largely explained by increased
be achieved gradually by 2024, a new set value of 20 % to be attained gradually
hydroelectric generation occurred
by 2025. Moreover a mechanism of annual and exclusive public tenders for NCRE
during the last four months of the
in order to comply with the annual obligation to supply NCRE is established. The
year, due to the higher flow available
Ministry of Energy will be in charge of Such tenders and NCRE participants will
following the warm thaws that occurred
compete with price (energy) for blocks that are tendered, allowing them to sell
in that period. Indeed, until the month
at a stabilized price, with a maximum defined in the law itself. This new standard
of August, the cumulative average value
allows encouraging the incorporation of these generation technologies and to do
of the marginal cost of 2013 displayed
it more competitively.
a rather minor decrease (6%) than the
average value during the same period
The legislative debate on the power Highway Project continues, which provides
in 2012.
measures for facilitating development in the trunk transmission systems and
additional branchings, which include design with higher output gaps and which
Regulatory issues associated
with the power sector: bills
costs will be paid on shared among different users who benefit from it. The
main purpose of this project is to encourage the future development of poles
of generation or demand in different parts of the country, mainly of renewable
and regulations
energy, including hydropower.
Two laws of significance for the power
During 2013, the bill for power interconnection also passed, which allows
sector were enacted in 2013:
to include in the planning of the trunk transmission system, the power
The power Concessions Law (Law No.
regulation, which required an agreement between stakeholders in a process of
20,701) which was enacted on October
open negotiation of private agents to do so. In late 2013, the project was in an
interconnection between two systems such as the SIC and SING, unlike the current
14, its application aims to expedite the
advanced stage of approval in Congress.
processing and deadlines associated
with power concessions in the different
Moreover, within the rules of the regulatory range during 2013, the following
stages covered in the process of
regulations were approved: i) On April 24, the regulations of node prices, which
processing the power generation
are explicit and detailed on the calculation and provision procedures of the
projects. This law provides measures
information required for determining the selling prices for regulated customers
that make procedures for granting
and ii ) on August 5, a modification to the rules of the Center for Economic
concessions more expedite, thereby
Load Dispatch ( CDEC ) was issued, which aims to strengthen the autonomy and
a reduction of construction time of
operational areas of this entity to exercise its functions, for which changes have
transmission projects was expected,
been made mainly on the composition of the board of this organization (10 to 5
and delays would hamper the economic
members) and the manner of choosing its members (independent of participating
operation and the flow of power supply
companies); a redefinition of the segments of generation and the creation of a
between the different parts of the
new operating unit (Planning and Development) in order to support the analysis
country.
and coordination of power projects being developed in the system.
On October 22, Law No. 20,698 which
amends Law No. 20,257 on the NCRE
was published. In its core, it defines a
new supply obligation with the NCRE
involving a 10% increase of required
NCRE supply of marketed energy, to
141
Actions of Endesa Chile during
• Under the Reservoirs Law, which declared the Ralco dam
2013
In the operation of the facilities
as flood control, a flood simulation was conducted (August
23 to 30), this requirement is present in the communication
protocol between Endesa Chile and ONEMI. In the
simulation, which involved ONEMI, DGA and Endesa Chile,
• Indices associated with risk management
the communication systems, information transfer and
continue to improve. Regarding 2012,
decision making process were tested.
the frequency rate decreased by 0.56%,
the frequency and severity decreased by
• The generation of the two combined cycles together of
1.15%, displaying a 50% decrease in the
the San Isidro power plant was the highest in its history,
number of accidents with lost days.
reaching a production of 5,607 GWh. This thanks to the
record generation achieved by cycle No. 1, with 2,591
• On December 22, the bag house of the
GWh, and a high generation of cycle No.2 of 3,016 GWh.
Tarapacá power plant entered service.
This allowed meeting the new emissions
In the commercial area
standard regarding particulate matter,
which came into force on December 23.
Commercial operations by Endesa Chile during 2013 were
The emission level reached a third of the
in line with its commercial policy, whose purpose was to
regulation limit.
reconcile the achievement of all of the following objectives,
maintain industry leadership, adequately manage risk and
• In the month of July, a 100% compliance
profitability of the company in the worst condition of 2013
with the committed actions involved in
for the SIC, comply with the actions of its permanent client
the Clean Production Agreement, (APL)
fidelization policy and achieve greater efficiency in the
of the Puchuncaví-Quintero industrial
internal commercial management.
area was verified by the third of four
external audits.
Regarding customer contract management:
• In December, the construction of
• Under the framework of the tender Process for the
the 5000 m2 pilot cooling pond was
Supply of the SIC 2013/01 conducted in November 2013,
finalized in San Isidro, built by Crystal
Endesa Chile was awarded 3,500 GWh/year, which aim
Lagoons. This pond is intended to
to ensure the supply of energy to regulated customers of
verify the feasibility of applying this
the distribution companies of the SIC for the period from
technology to improve the efficiency of
December 2013 to December 2024 The awarding referred
the thermal power plant cooling.
to will result in a series of supply contracts with bidders (in
preparation) for a period of 11 years at an indexed price of
• During the year, continuous emissions
U.S. $ 129/MWh.
monitoring was put into service in all
thermal power plants of the system
• According to what was contractually agreed, during 2013
(CEMS) required by the new emissions
the following supplies were completed: i) March 31, the
standard for thermoelectric plants. The
contract with Codelco, Salvador Division and with EMELAT
systems are being validated for further
to supply their customer Kozan; ii) December 31, contracts
certification by the Environmental
with customers Mantoverde (a subsidiary of Anglo-
Service.
American) , CMPC (for its plants: Laja, Santa Fe, Pacific and
Inforsa) CMPC Cartulinas (Valdivia), and with Río Maipo
(for the variable block) and iii) with CGE to supply its
customer EFE.
142
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISRegarding the 2013 milestones of the
Customer area:
•
In November the “IX Seminar with
Endesa Clients and Subsidiaries” was
held, which had a high participation
of different clients of the group
companies. Talks Related to the
following issues were conducted:
i ) supply situation; ii ) Punta Alcalde
Project and iii ) Energy Matrix and
Shale Gas.
• During August and September,
• During the month of November, the customer satisfaction survey 2013 was
Customer Seminars were conducted
conducted. The end result of the ISC was 16.8, indicating a favorable perception
in La Serena, Concepción and
of our customers when compared to the result of the previous year (ISC 16,6) .
Valdivia, which were well received by
The best evaluated aspects, as in previous years, were the commercial staff and
the customers.
the billing process. Good customer feedback regarding the client executives and
the overall commercial. The Same for the operations team for the billing process
• In October, a visit to the Canela wind
is becoming ever more complex and cumbersome, and despite the change of
farm was conducted with customers.
professionals it has maintained a very good level of efficiency.
• Progress was made in the
development of the implementation
of the new billing system to SAP-ISU
customers.
143
Projects under study by Endesa Chile
Los Condores Hydroelectric
Plant
The Los Condores Hydroelectric plant
Project will be located in the Maule
Region, Province of Talca, Municipality
of San Clemente. It includes the
construction of a run-of-the-river
hydroelectric plant of about 150 MW
of installed capacity, with an average
annual generation of 560 GWh, which
will use the water of the Laguna del
Maule reservoir by a 12 kilometer
uptake. The plant will connect to the
SIC by a 220 kV double circuit link
between Los Condores power plant
and the Ancoa S / E, with a length of
approximately 90 kilometers.
The project has the basic engineering and environmental
assessment process by the Environmental Evaluation Service
The generation project has had an
(SEA) of the Region de los Rios completed. In November and
environmental approval since November
December 2013, respectively, the Addendum No. 4 to the draft
2011. Regarding the transmission line,
of the EIA of the generation project and Addendum No. 4 to the
a modification of the environmental
draft of the EIA of the transmission lines were submitted.
approval for the line connecting the
power plant to the SIC was obtained
Also, during the second semester of 2013, the SEA began the
in May 2013. In November 2013, the
process of consultation with the indigenous communities
Water Works Permit authorizing
territorially present in the area, both for the plant as well as for
the intervention of basins for the
the transmission line, in order to know their position regarding
construction of the plant was obtained.
both projects and comply with ILO Convention 169.
Neltume Hydroelectric power
Punta Alcalde Thermal Power Plant
plant
The Punta Alcalde thermoelectric plant project will be
located in the Atacama Region, Province and Municipality
The Neltume Hydroelectric power
of Guasco, 13 kilometers south of the city. The initiative
plant project will be located in the
provides for the construction of a power plant that will use
Los Ríos Region, in the Province of
bituminous coal as its main fuel. It will have two blocks,
Valdivia, Municipality of Panguipulli. The
with an installed capacity of 370 MW each. The plant will be
initiative includes the construction of a
connected to the trunk Maitencillo substation by means of a
hydroelectric power plant of 490 MW of
double circuit 220 kV transmission system of 40 km in length.
installed capacity, with an average annual
generation of 1,885 GWh, which would
In 2009, Endesa Chile submitted the project to the
use the energy potential existing between
Environmental Impact Assessment Service. A regulatory
the Neltume and Pirehueico lakes. The
change occurred in June 2011 in the emissions requirements,
plant will be connected to the SIC in the
which led to incorporate changes in the project. On June 25,
Pullinque area, by a 220 kV double circuit
2012, the EAC (Environmental Assessment Committee) of
transmission line.
the Atacama Region rejected the project, after which Endesa
Chile submitted an Appeal to the Committee of Ministers.
144
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISOn December 3, 2012, by unanimous
Taltal, Closure of Combined Cycle
vote, the Committee of Ministers
decided to reverse the decision of
This project is located in the town of Paposo, Taltal in the 2nd Region. It consists
the EAC of the Region of Atacama,
of the installation of a steam turbine to complete the Taltal power plant combined
environmentally approving the project.
cycle, which is currently operating. The operation of the combined cycle of this
In early 2013, four court claims were
power plant has a favorable RCA.
filed (protection resource) against the
ruling of the Committee of Ministers,
which were received by the Court
of Appeals in August 2013. Up to
December 2013, the case was in the
Supreme Court, awaiting a ruling.
Moreover, in early July 2013, the
transmission project that will connect
the power plant to the Maitencillo
substation of the SIC underwent
environmental assessment.
The project for the closure of the combined cycle will use the two existing gas
turbines of 123 MW each, and add a steam turbine of about 120 MW. Thereby, the
Taltal power plant will have a net power of the order of 370 MW and an efficiency
increase from the current 35% to approximately 50%.
In December 2013, an Environmental Impact Statement (EIS) that environmentally
optimizes the project was submitted, replacing the seawater cooling system that
was originally considered with a dry air cooled system.
The injection of power of the plant to the combined cycle will be through the
existing 220 kV Paposo-Diego de Almagro double-circuit line.
Land reserved for future projects
In December 2013, Endesa Chile holds real estate property (land) for a total area
of approximately 250 hectares, to be used in thermoelectric and hydroelectric
projects. These assets are located in the Atacama Region (208.9 hectares) and in
the region of Los Lagos (42 hectares).
145
Projects of associated companies
HidroAysén
the Supreme Court, with only that the Committee of Ministers
meets and rule on the claims by the company and opponents.
In this context, the company also announced a restructuring of
the organization to adjust to the challenges of the new stage
of development. By the end of 2013, and having far exceeded
HidroAysén, partnership in which Endesa Chile owns 51%
legal the limits for this, the Committee of Ministers had not yet
equity and the remaining 49% is owned by Colbún, is
been called to rule on the complaint resources submitted.
developing a project for the construction and operation of
five hydroelectric dams on the Baker and Pascua rivers in the
The successful experience of “House to House” dialogue of
Aysen Region.
2012 led to deepening the process during 2013. And in July,
the project visited 60% of all households in Cochrane, Tortel
The plants will have a total installed capacity of 2,750 MW
and Villa O’Higgins in the Capitán Prat Province; during August,
and an annual average generation capacity of 18,430 GWh,
70% of the households in Puerto Río Tranquilo, Puerto Guadal,
equivalent to 36% of the consumption in the central grid
Bahia Murta, Puerto Bertrand and Cerro Castillo, in the General
during 2013, thereby transforming the HidroAysén project
Carrera Lake; and by the end of 2013, households in Puerto
in the most important hydroelectric initiative that has
Ibáñez were visited, plus a deepening in the city of Coyhaique,
been developed in Chile. The total area of the reservoir,
allowing to cover 91% of households to date.
considering the five power plants will be of 5,910 hectares,
bringing the hydroelectric complex to qualify as one of the
Continuing with its policy of community relations during 2013,
most efficient in the world in terms of energy produced per
HidroAysén maintained its commitment with education in the
unit of surface flooded.
region, delivering more than 100 annual technical education
scholarships to young people in the region of Aysen and the
As provided by Law No. 19,300, the HidroAysén project
Capitán Prat Province, achieving to benefit about 227 students
submitted its Environmental Impact Assessment (EIA)
during the last five years.
for approval in August 2008 and after three years of
a comprehensive assessment, obtained a favorable
In August 2008, HidroAysén submitted an Environmental
Environmental Qualification Ruling in May 2011. during 2012,
Impact Study to the appropriate authority to begin processing
the company completed a long court proceeding initiated
of the project. On May 9, 2011, HidroAysén received a favorable
by opponents to the project, which tried in this way to stop
environmental qualification Ruling, with certain conditions. In
the initiative. In April 2012 the Supreme Court ruled in favor
June 2011, HidroAysén appealed to the Committee of Ministers,
of HidroAysén, rejecting appeals by environmental groups,
which consists of six members of the Cabinet and is chaired by
which had previously been received and ruled upon by
the Minister of Environment for the review of certain conditions
the Court of Appeals of Coyhaique and then its similar at
set forth in the ruling. In parallel, the project opponents filed 34
Puerto Montt, ruling in favor of the company. With this, the
complaints, adding to the request to the Committee a total of
country’s highest court validated the environmental approval
35 complaints.
of HidroAysén.
On January 30, 2014, the Committee of Ministers met to review
During 2012, HidroAysén restructured its executive staff and
the claims. The Committee requested additional information
created the Community and Communications Management,
and studies on certain item, ruling on only part of the claims. In
based in the Aysen region, in order to strengthen the
March of 2014, and now under the administration of President
company’s ties with the community and promote a policy of
Michelle Bachelet a new Committee of Ministers, which ordered
transparency, dialogue and direct communication with the
the institution of proceedings for invalidation concerning what
neighbors.
was agreed by the Committee of Ministers at its meeting of
January 30, 2014 under the administration of former President
In April 2013, HidroAysén informed the public that it
Sebastián Piñera. The new Committee stated that it would
had successfully completed the first stage of the project
review and rule on complaints within the 60 working days
development, obtaining the environmental approval of
provided by law. Currently, HidroAysén is awaiting the Ruling of
the five stations, the technical and engineering studies
the Committee.
necessary for this phase, and positive and definitive ruling of
146
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISChilectra
Chilectra is the largest distribution company in Chile in terms of sales of electrical
power. It operates in 33 communes of the Metropolitan Region and its concession
area covers over 2,118 km2, including the areas covered by its subsidiaries,
Empresa Eléctrica de Colina Ltda. and Luz Andes Ltda.
The company provided electric service to 1,693,948 customers, 2.1% more than in
2012. Of this total, 89.5% are residential, 7.8% commercial, 0.7% industrial and 2.0
% others. Also, in 2013, Chilectra sold 15,152 GWh to end customers, representing
an increase of 4.9% over 2012. During the exercise, Chilectra satisfactorily fulfilled
the Loss Plan developed and implemented for this purpose, achieving the best
result in the last 9 years, reducing losses by 0.05 percentage points compared to
2012, recording up to December 1st a TAM indicator of 5.31%. Due to the above,
Chilectra is positioned as the company with the lower level of losses within the
Group in South America.
Power Distribution
in Chile
Enersis takes part in the distribution
The distribution rates are established every four years, on the basis of cost studies
of power through its subsidiary
by specialized consulting firms. The National Energy Commission (CNE) established
Chilectra, of which directly holds 99.1%
typical distribution areas, and of each typical area of each company, it selects a
ownership. The market consolidated
reference from which the consultants must design an efficient business model.
participation of our distribution
subsidiaries in Chile, Chilectra, Luz
The last distribution rate established is in force since November 2012 for the 2012-
Andes and Colina, was of approximately
2016 period.
40%.
According to the rate regulations
governing the activities of power
distribution, the Chilectra service area
is defined as a high density area and
includes all residential, commercial,
industrial, government, and those
who pay tolls, among other clients.
The metropolitan area is the most
densely populated area of Chile and
has the highest concentration of
business activities, industrial parks and
commercial facilities in the country.
Another group of power distributors
involved in the electrical system are:
Chilquinta Energía, CGE Distribución,
Sociedad Austral de Electricidad,
Empresa Eléctrica de la Frontera and
minor distributors and / or electric
cooperatives.
147
Generation
Transmission
Distribution
Codensa (Consolidada)
Termozipa Power Plant
Cartagena Power Plant
Paraíso Power Plant
Limonar Power Plant
Barranquilla
Medellín
Bogotá
Tequendama Power Plant
Cali
San Antonio Power Plant
Neiva
Darío Valencia
Charquito Power Plant
La Guaca Power Plant
Betania Power Plant
El Guavio Power Plant
148
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISTypeThermoelectricInstalled Capacity236 MWTypeThermoelectricInstalled Capacity208 MWTypeHydroelectricInstalled Capacity277 MWTypeHydroelectricInstalled Capacity50 MWTypeHydroelectricInstalled Capacity15 MWTypeHydroelectricInstalled Capacity20 MWTypeHydroelectricInstalled Capacity20 MWTypeHydroelectricInstalled Capacity20 MWTypeHydroelectricInstalled Capacity325 MWTypeHydroelectricInstalled Capacity541 MWTypeHydroelectricInstalled Capacity1,213 MWEnergy sales13,342 GWhClientsEnergy losses2.7 millones7.0%Colombia
Projects under construction
Power Generation
El Quimbo Project
Enersis takes part in power generation through its subsidiary
of Huila, to the southeast of Bogota, Colombia and feeds
Endesa Chile and Emgesa, of which it controls, directly and
of the flow of the Magdalena River. It contemplates the
indirectly, 37.7% of the property.
construction of a 400 MW installed capacity hydroelectric
The El Quimbo project is located south of the department
This company has an installed capacity which in 2013
represented 20% of the power generation capacity of the
On February 25, 2013, the Administration Board approved
dam and an average annual generation of about 2,216 GWh.
country.
the awarding of the contract “Alternate routes and Bridges
construction” to the Consortium Quimbo Works, formed
The power generation of the Enersis group in Colombia
by the PCM, CSS, Sonacol and CASS companies, which was
reached 22% of the total generated in that market. For its
subsequently approved by the Board of Emgesa. Moreover,
part, the physical power sales represented 18% of the total
on May 7 2013, the National Environmental Licenses
sales.
Authority (ANLA) reported the approval of the amendment
to the Environmental License for the “Construction of
Other generators connected to the Colombian power system
alternate Roads and Bridges” allowing Emgesa to grant
are: Empresa Pública de Medellín, Isagen, Corelca, EPSA and
the Notice to proceed to the Quimbo works Consortium to
Chivor.
Emgesa
initiate activities. In early June 2013, the land required to
begin work was delivered to the contractor.
Between August 16 and September 9, 2013, there was a
On September 1, 2007 Colombian companies Emgesa
national agricultural strike, where neighboring communities
SA E.S.P. and Central Hidroeléctrica de Betania S.A. E.S.P
were mobilized to the project causing roadblocks and land
merged, the latter remained as absorbing company, which
seizures, which forced the company to prepare a contingency
changed its name to Emgesa SA E.S.P.
plan aimed at not stopping the critical works of the project
(fillings for the dam, assembly of the bridge crane assembly
It is the largest electricity generation company in Colombia,
of the Powerhouse) and prevent supplies shortages to the
located in the vicinity of the city of Bogotá. It is composed
project. Moreover, negotiations were maintained with the
by eleven plants with a total capacity of 2,925 MW, among
main contractors to achieve a program that unifies the
which is The Guavio of 1,213 MW, the largest hydroelectric
programs corresponding to the Main Civil Works and the
facility in the country. Of the eleven plants, nine are
Supply and Installation of Electromechanical Equipment
hydroelectric and two thermal.
Contracts.
Net generation was 12,811 GWh, while total sales reached
During the year and according to the commitments of
16,090 GWh.
the Environmental License of El Quimbo, there have been
projects associated with the resettlement nuclei and their
respective irrigation and urbanization districts, directly linked
to the conditions accepted by the people affected by the
project and the needs expressed by the local authorities.
149
Salaco Project
During this project, the San Antonio,
Limonar and La tinta-La junca plants
will undergo major maintenance
and upgrading, to operate as a
plant dispatch center at the edge of
water, like Salto II, Dario Laguneta
and Valencia, respectively. This will
represent a growth in installed capacity
of 144.8 MW for Emgesa and an
additional average increase in expected
generation of 482 GWh. The plants will
be operating with their original name,
Salto II (from 19.4 MW to 35 MW);
Laguneta (from 18 MW to 36 MW) and
Dario Valencia (from 38.8 MW to 150
MW). The project has duration of 24
months.
On November 6, 2013, the first
upgraded unit of the Salaco project,
Land reserved for future
projects
corresponding to unit 2 of the edge
In Colombia, currently there is no land reserved for future
of water plant Darío Valencia Samper
projects.
entered into service, with an installed
capacity of 50 MW. This unit generated
46.3 GWh from the date of its
commissioning to December 31.
150
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISPower Distribution
in Colombia
Codensa
Distributes and sells electricity in Bogota and 103 municipalities in the
departments of Cundinamarca, Boyacá and Tolima, in an area of 14.087 km2.
Since 2001, Codensa focuses primarily on providing services to regulated
customers but also serves some industrial, commercial and municipal public
lighting customers. Provided electrical service to 2,616,909 customers, 2.7% more
than last year. Of the total, 88.6% are residential, 9.6% commercial, 1.6% industrial
and 0.2% others.
Enersis takes part in the distribution of
This was distributed as follows: 33.7% to residential, 16.1% commercial, 6.5%
Power sales reached 13,342 GWh, representing an increase of 2.9% over 2012.
power through its subsidiary Codensa,
industrial and 43.7% others.
of which it holds, directly or indirectly,
48.4% of the property.
As for the power losses, this indicator recorded, again in 2013, a decrease from
7.3% to 7.0%. Management to control losses has focused on the incorporation
The market share of our subsidiary in
of new technologies and techniques for identifying losses as well as in the
Colombia in terms of physical sales,
strengthening of a customer / business relationship based on technical
was approximately 16%. In Colombia,
knowledge and the transparency of our actions.
there are 31 other distributors involved
in the power system, among which are:
As part of the rate review process, which is conducted every five years, during
EEPP Medellín, Empresa Distribuidora
August 2008 by ruling 093, the CREG published the rate of return applied to the
del Pacífico y Electrificadora del Caribe.
remuneration of the activity of power distribution, which was set at 13% for sub
transmission assets and 13.9% for medium and low voltage assets. In October
2009, the CREG issued ruling No.100 establishing the Codensa distribution
charges for the period 2009-2013. This ruling led to a decrease of 4.2%. in the
Distribution Added Value (VAD).
151
Generation
Transmission
Distribution
Moyopampa Power Plant
Callahuanca Power Plant
Huinco Power Plant
Matucana Power Plant
Eepsa Power Plant
Huampani Power Plant
Santa Rosa Power Plant
Ventanilla Power Plant
Yanango Power Plant
Chimay Power Plant
Chiclayo
Trujillo
Lima
Edelnor
Edelnor
Cuzco
Arequipa
152
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISEnergy sales7,045 GWhClients Energy losses1.3 millones7.9%TypeHydroelectricInstalled Capacity66 MWTypeHydroelectricInstalled Capacity80 MWTypeHydroelectricInstalled Capacity247 MWTypeHydroelectricInstalled Capacity133 MWTypeThermoelectricInstalled Capacity302 MWTypeHydroelectricInstalled Capacity30 MWTypeThermoelectricInstalled Capacity304 MWTypeThermoelectricInstalled Capacity485 MWTypeHydroelectricInstalled Capacity43 MWTypeHydroelectricInstalled Capacity151 MWPeru
Power Generation
Empresa Eléctrica de Piura
Eepsa has three power plants, located in the province of
Talara, Piura, in northern Peru. these are:
• Malacas power plant, with an open cycle Mitsubishi unit
Enersis takes part in the power generation through Endesa
operating on natural gas.
Chile and its subsidiary Edegel, of which it controls directly
and indirectly, 37.5% of the property. Additionally, Enersis
• Malacas 2 power plant, with an ABB open cycle unit which
directly controls 96.5% of the Empresa Eléctrica de Piura
can operate with or without water injection, with natural
(EEPSA).
gas.
Through its two subsidiaries, Enersis has an installed capacity
• Malacas 3, power plant, with a SIEMENS open cycle unit in
of 1,842 MW in Peru, which represented 24% of the installed
cold reserve condition, with B5 Diesel fuel.
capacity of Peru, which totals 7,814 MW. In terms of power
generation, the Enersis Group reached 21.4% of the total
generated in the country.
PRODUCTION CENTERS
In Peru, other generators connected to the power grid are:
Power plant Unit
Manufacturer
Electroperú, Enersur y Kallpa Generación.
Edegel
Malacas
Malacas 2
Malacas 3
Total
TG1
TGN4
TG-5 RF
MHI
ABB
SIEMENS
Declared
fuel
Natural Gas
Natural Gas
B5 Diesel
Effective
power
(MW)
11.698*
103.39 **
186.6 ***
301.688
It is located in the vicinity of the city of Lima. It is composed
of seven hydroelectric plants and two thermal plants with a
total capacity of 1,540 MW. The thermal plants use natural
Valid since August 09, 2013.
*
** Valid since August 09, 2013.
*** Valid since August 12, 2013. Still not approved by the COES.
gas as the main fuel and diesel as an alternative fuel.
With Eepsa-GC-113-2013 letter dated on July 11, 2013, Eepsa
requests certification of Commercial Operation of unit TG-5
The net generation of Edegel totaled 8,605 GWh, a decrease
RF which was accepted by the COES with COES/D/DP-723-
of 1.5% when compared to 2012 and physical sales totaled
2013 letter with an effective date of July 13, 2013.
8,904 GWh, a decrease of 7.1% from the previous year.
During 2013, the production of electricity of Eepsa was
137.78 GWh (of which 24.09 GWh were generated by the
Malacas power plant, 108.32 GWh by Malacas 2 power plant
and 5.37 GWh by Malacas 3 power plant lower by 72.8%
than the production of the previous year.
153
Projects under study
Curibamba Hydroelectric
power plant
This power plant will be located upstream of
the uptake of the Chimay power plant, in the
department of Junín and will use the flow of
the Uchubamba and Comas rivers.
The project includes the construction of
a run-of-the-river power plant with 192
MW capacity, a design flow of 86 m3/s, a
production of 1,013 GWh/year, and a single
triplet 220 kV 135 miles long transmission line
to the Pachachaca substation,
During 2013 the tender process for the Project
main contracts for Civil, Equipment, Electrical
Transmission Line and Interconnection System
Works began the necessary studies for the
Land reserved for future
projects
preparation of pre-construction permits
10 hectares of land belonging to the company Siderperu was
for the project. The approval of the Pre-
purchased, located in the province of Santa, department of
Operability Study by the system operator
Ancash with the aim of analyzing a proposed thermal power
(COES) was obtained. The basic designs of the
plant.
transmission line are completed for 100% of
the layout.
Moreover, in April 2013, the approval of the
Environmental Impact Assessment (EIA) of the
first section of the transmission line and the
second stretch was received to undergo the
evaluation process, the project has Certificates
of Absence of Archaeological Remains (CIRA)
and approved generation and transmission.
Finally in December 2013 began the process to
obtain the final Generation concession.
154
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISPower Distribution
in Peru
Edelnor
The concession area granted to Edelnor covers a total of 1,517 km2 which correspond
mostly to the north of Lima and Callao. Edelnor is the concessionaire of the public
electricity service for the north of Lima and Callao, and the provinces of Huaura, Huaral,
Barranca and Oyon. It serves 52 districts exclusively and shares an additional 5 districts
with the distributor of the south. In the metropolitan area, the Edelnor concession
comprises mainly the industrial area of Lima and some highly populated districts of the
city.
Edelnor delivered electric service to 1,254,624 customers, an increase of 4.3% over
2012. Of these, 94.5% are residential, 3.3% commercial, 0.1% industrial and 2.1% other
customers.
Enersis takes part in the power
The growth in sales is explained by an increased consumption in the residential and
Physical energy sales totaled 7,045 GWh, representing an increase of 2.7% over 2012.
distribution through its subsidiary
commercial sectors.
Edelnor, in which it controls, directly and
indirectly, 75.5% of the property.
In the case of the power loss indicator, it was significantly lower when compared to
The market share of our subsidiary
2013, decreasing from 8.2% to 7.9%.
in Peru in terms of physical sales was
Regarding the establishing of distribution rates, through Ruling No. 137-2011-OS/CD
around 18%.
(27-7 - 2011) the Osinergmin conducted some price fixing at the generation level, and
In Peru, other distributors involved
to the unitary charges by rate, additional generation and unitary toll for compensation
in the power distribution system are:
that is added to the corresponding secondary Transmission Systems Tolls.
Ruling No. 138-2011-OS/CD (27-7-2011) which made an adjustment of the update factor
Luz del Sur, Electro Sur, Electrocentro,
ENOSA, Hidrandina and ENSA.
Also, Osinergmin by means of ruling Nº140-2011-OS/CD (27-07-2011) made an
adjustment to the surcharge factor is performed in the social power compensation fund
(FOSE).
During 2013, Edelnor had its rate review by Ruling No. 203-2013-OS/CD the
OSINERGMIN fixed the added Distribution values, fixed charges and rate calculation
parameters for the period from November 2013 to October 2017. Results show an
increase of 1.2% of Distribution Added Value (VAD) in the range of Edelnor, when
compared to the rate previously in force, so that the negative effect of the pre-
publication of OSINERGMIN which calculated a -4.9% with respect to the base of Dec-
12. This was confirmed by Rulings No. 255 and No. 256-2013-OS/CD of December 20,
giving answer to the Resources for Reconsideration filed by the distribution companies
of Lima.
155
Other businesses
Manso de Velasco
Inserted into the ENEA project is the Aguas Santiago
Poniente SA Company, which provides sanitary services
related to real estate development. Product of major new
housing and industrial buildings in ENEA, the company had
to expand its sanitary infrastructure which serves to date
Manso de Velasco focuses on the development of major
to more than 3,489 residential and industrial customers
real estate projects primarily in the management of the real
and treats 100% of the effluents of the project. In this
estate assets of the group in South America, in all matters
perspective, Aguas Santiago Poniente is in a phase of
relating to the purchase, sale and development of assets.
increasing its economic value, being certain of the existence
of clients requiring the services offered by the company
Its main project, named ENEA, corresponds to the real estate
associated with the development of ENEA.
development of a property, originally of 1,041 hectares,
strategically located in the west of Santiago, commune
Within its real estate business, Manso de Velasco also
of Pudahuel. Adjacent to the Arturo Merino Benitez
manages a total of 13,009 m2 of construction corresponding
International Airport, the project is being developed and
to office buildings, which are mostly rented to related
urbanized to sell lots to business, industrial, commercial,
companies and third parties.
residential, services, educational and other requirements.
Revenues of Real estate Manso de Velasco, consolidated for
The road connectivity of the project, each year is
2013 were $ 15,442 million
complemented by the construction of new linking roads,
streets, side roads and new accesses to highways. These
works allow ENEA to improve its already excellent connection
to the centers of the city, resulting in a significant value
ICT
increase for this Business Park.
ICT Computer Services Limited is a consulting, management,
contract administration and operation company in matters
Currently phases II and III and west are under development
related to the field of information systems, information
and marketing, which respond to the concept of Industrial
technology, telecommunications and control systems for
and Business Park. The project has a complete infrastructure,
Chile and South America, of which Enersis directly and
which has increased this past year, with new equipment
indirectly owns 100%.
and landscaping works, providing better service to the
subdivision and its users.
At a strategic level, the function of ICT aims to constantly
push, to provide better services in line with the new
During fiscal year 2013, ENEA advanced on the commercial
technological trends, managing the successful integration of
level. Major companies were integrated to the Business Park,
technological solutions in order to drive strategic initiatives
the sale made to the HJ ltda. Import and Export company of
of the Enersis group. ICT consistently makes contributions
4 hectares and Profit Summit for 1 hectare stand out, as do
to improved operational efficiency, helping boost the
the sales in Phase II to the following customers: Distribuidora
competitive advantage of the Group companies in the
Santa Barbara, Quinta S.A. and Empresas JR S.A. among
region, based on global best practices and standards in
others. The total sales during the year were $ 12,489,000,000.
technology matters.
156
DESCRIPTION OF THE ELECTRICAL BUSINESS BY COUNTRY
2013 ANNUAL REPORT ENERSISDuring 2013 ICT focused its efforts on improving the
customers new communication media. Additionally, the
continuous operation of information systems, at the same
implementation of projects which allow Chilectra to reduce
time it worked on the development and implementation of
operational costs in the billing and collection processes was
new projects in South America that will allow the Enersis
conducted.
Group to have cutting edge technology to meet new
strategic challenges.
Additionally, initiatives such as Web Pay and Pay
buttons were implemented; both initiatives incorporate
Regarding Generation Systems, this year we have worked
improvements in collection channels, enabling greater
in terms of the implementation of Phase I of the SCADA
functionality according to the trends, which aim to provide
systems of generators of Chile and Colombia. The region has
the best contact channels for Chilectra customers also
continued with the roll out of the SIVY system project which
allowing web payments.
will allow generators to integrate measurements from the
generation plants in each country. Additionally, there have
Regarding the Holding Systems, the update of web
been advances in SIGO and PGIS systems where a number of
systems and institutional platforms has been promoted,
improvements were implemented, limiting security risks and
implementing solutions that provide greater robustness and
limiting undue access to the data network and systems.
flexibility, allowing the incorporation of new technologies.
On matters of Telecommunications of Endesa Chile, intense
In generation systems in Chile, there have been technological
work has been conducted to ensure operational continuity
upgrading activities of the Meridian and GEMA platforms.
of services in generation plants in Chile, with the goal of
Particularly in Chile all the necessary technological
providing improved communications and the availability and
infrastructure for the beginning of the last phase of the
performance of the systems.
SCADA Generation project have been incorporated.
In terms of distribution systems at the regional level
advances have been made in the implementation of
strategic projects like GCORE which is successfully being
implemented in Colombia and Brazil, it is estimated that this
initiative will be launched during 2014 in Chile. In a similar
scenario, the regional SCADA distribution project, this has
been implemented successfully in countries such as Chile,
Colombia and Brazil.
In Chile, during the current year, improvement projects were
implemented in substation maintenance systems along
with improvements in the SIGMA platform related to the
management of public lighting. innovative projects like the
new MOBILE APP platform for smart phones have been
implemented, aimed at improving communication channels
with our customers according to global trends by providing
157
Ownership
structure
158
OWNERSHIP STRUCTURE
2013 ANNUAL REPORT ENERSISDirect and Indirect economic shareholdings
ARGENTINA
Costanera
El Chocón
Docksud
Edesur
CTM
TESA
CEMSA
Gasoducto Atacama Argentina
CHILE
Endesa Chile
Celta
Pehuenche
Canela
HidroAysén
GasAtacama
Chilectra
Transquillota
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
EEPSA
Notes
Gx: Generation
Dx: Distribution
Tx: Transmission / Commercialization
Ox: Gas pipelines, others
(*) Considers Enersis Group operational companies.
Business
Gx
Gx
Gx
Dx
Tx
Tx
Tx
Ox
Business
Gx
Gx
Gx
Gx
Gx
Gx
Dx
Tx
Ox
Ox
Ox
Ox
Ox
Ox
Business
Gx, Dx, Tx
Gx
Gx
Dx
Dx
Tx
Business
Gx
Dx
Business
Gx
Dx
Gx
Ownership
45.40%
39.21%
39.99%
71.61%
83.54%
83.53%
81.99%
30.75%
Ownership
59.98%
61.49%
55.57%
46.12%
30.59%
30.75%
99.09%
30.75%
59.98%
30.75%
30.75%
25.49%
19.99%
12.00%
Ownership
83.54%
83.54%
83.33%
91.63%
49.18%
83.54%
Ownership
37.72%
48.39%
Ownership
37.46%
75.54%
96.50%
159
Perimeter of Enersis’ Shareholding
99.99997%
99%
Inmobiliaria
Manso de Velasco Ltda.
ICT Servicios
Informaticos Ltda.
1%
0.00003%
57.50%
Soc. Agrícola
de Cameros Ltda.
25.82%
Aguas Santiago
Poniente S.A.
53.06%
99.998243%
55.00%
Const. y Proyectos
Los Maitenes S.A.
Chilectra
Inversud S.A.
0.001757%
Deca S.A.
82.34%
(*) 94.95 % Emgesa
48.997%
Sociedad Portuaria
Central Cartagena S.A.
4.90%
Inversora
Codensa S.A.S.
100%
99.90%
Luz Andes S.A.
0.10%
Central
Dock Sud S.A.
69.992 %
0.0002%
99.9998%
Empresa Eléctrica
de Colina S.A.
Generalima S.A.
100 %
20 %
Empresa Electrica
Caboblanco S.A.
80 %
60%
36.50 %
Empresa Electrica
De Piura S.A.
Termoeléctrica Manuel
Belgrano S.A.
1.42%
Termoeléctrica José
de San Martín S.A.
1.42%
Central Vuelta
de Obligado S.A.
6.40%
Argentina
Brazil
Chile
Colombia
Peru
160
OWNERSHIP STRUCTURE
3.781705%
Compañía Eléctrica
Tarapaca S.A.
96.214172%
21.60%
Emgesa S.A.
26.873987 %
(*) 94.95 % sobre Sociedad
Portuaria Central Cartagena S.A.
0.0127644%
99.0778566%
59.98%
EEC S.A.
Codensa S.A.
Yacilec S.A.
9.35%
39.13%
22.22%
Inversora
Dock Sud S.A.
57.1417 %
55 %
Endesa Cemsa S.A.
45%
EASA
100%
27.1941%
23.4184%
22.2548 %
20.8477%
Distrilec
Inversora S.A.
0.8875 %
56.3577%
Edesur S.A.
Generandes
Perú S.A.
60.99845%
50.00%
54.19961%
Sacme S.A.
Edegel S.A.
29.3974%
Edelnor S.A.
24.00%
51.684%
Inversiones
Distrilima S.A.
69.846%
30.154%
50.093666 %
5.328342 %
Endesa Brasil S.A.
(Holdco)
3.996592%
34.640090%
5.941306%
0.0001%
Comercio e Serviços S.A.
Endesa Brasil
99.9999%
99.95%
Eólica Fazenda Nova
Geraçao e Comercializaçao
de Energia S.A.
10.344606%
21.383694%
21.022414%
46.886283%
Ampla
Energia S.A.
0.975 %
EGP
Modelo I Eólica
0.975 %
EGP
Modelo II Eólica
58.867455 %
100%
100%
99.754055 %
Coelce S.A.
CIEN S.A.
C.G.T
Fortaleza S.A.
Cachoeira
Dourada S.A.
2013 ANNUAL REPORT ENERSIS99.99997%
99%
Inmobiliaria
Manso de Velasco Ltda.
ICT Servicios
Informaticos Ltda.
1%
0.00003%
57.50%
Soc. Agrícola
de Cameros Ltda.
25.82%
Aguas Santiago
Poniente S.A.
55.00%
Const. y Proyectos
Los Maitenes S.A.
53.06%
99.998243%
3.781705%
Compañía Eléctrica
Tarapaca S.A.
96.214172%
21.60%
Emgesa S.A.
26.873987 %
(*) 94.95 % sobre Sociedad
Portuaria Central Cartagena S.A.
0.0127644%
99.0778566%
59.98%
Deca S.A.
82.34%
(*) 94.95 % Emgesa
48.997%
Sociedad Portuaria
Central Cartagena S.A.
4.90%
Inversora
Codensa S.A.S.
100%
99.90%
Luz Andes S.A.
0.10%
Central
Dock Sud S.A.
69.992 %
Chilectra
Inversud S.A.
0.001757%
0.0002%
99.9998%
Empresa Eléctrica
de Colina S.A.
Generalima S.A.
100 %
20 %
Empresa Electrica
Caboblanco S.A.
80 %
60%
36.50 %
Empresa Electrica
De Piura S.A.
Termoeléctrica Manuel
1.42%
Belgrano S.A.
Termoeléctrica José
de San Martín S.A.
1.42%
Central Vuelta
de Obligado S.A.
6.40%
EEC S.A.
Codensa S.A.
Yacilec S.A.
9.35%
39.13%
22.22%
Inversora
Dock Sud S.A.
57.1417 %
55 %
Endesa Cemsa S.A.
45%
EASA
100%
27.1941%
23.4184%
22.2548 %
20.8477%
Distrilec
Inversora S.A.
0.8875 %
56.3577%
Edesur S.A.
Generandes
Perú S.A.
60.99845%
50.00%
54.19961%
Sacme S.A.
Edegel S.A.
29.3974%
Edelnor S.A.
24.00%
51.684%
Inversiones
Distrilima S.A.
69.846%
30.154%
50.093666 %
5.328342 %
Endesa Brasil S.A.
(Holdco)
3.996592%
34.640090%
5.941306%
0.0001%
Endesa Brasil
Comercio e Serviços S.A.
99.9999%
99.95%
Eólica Fazenda Nova
Geraçao e Comercializaçao
de Energia S.A.
10.344606%
21.383694%
21.022414%
Ampla
Energia S.A.
46.886283%
0.975 %
EGP
Modelo I Eólica
0.975 %
EGP
Modelo II Eólica
58.867455 %
100%
100%
99.754055 %
Coelce S.A.
CIEN S.A.
C.G.T
Fortaleza S.A.
Cachoeira
Dourada S.A.
Argentina
Brazil
Chile
Colombia
Peru
161
Perimeter of Endesa Chile Shareholding
2.4803%
18.85%
1.42%
18.85%
1.42%
33.2%
6.40%
41.9411%
Hidroinvest S.A.
54.1535%
59.00%
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%
Termoeléctrica
Manuel Belgrano S.A.
5.326%
49.6843%
Endesa
Costanera S.A.
24.8458%
Termoeléctrica
José de San Martín S.A.
5.326%
Distrilec S.A.
0.887466%
Central Vuelta de
Obligado S.A.
1.3%
Central Dock Sud S.A.
Chinango S.A.C.
1.00%
Ingendesa do
Brasil Ltda.
99.00%
Endesa Cemsa S.A.
55.00%
60.99845%
80.00%
34.640090%
26.873987%
Generandes
Perú S.A.
3.996592%
Endesa Brasil S.A.
(Holdco)
29.3974%
54.19961%
Edegel S.A.
Emgesa S.A.
26.873987%
21.60%
100%
Emgesa Panamá S.A.
Ampla S.A.
46.886283%
2.273448%
Coelce S.A.
CIEN S.A.
100%
99.95%
Eólica Fazenda Nova
Geraçao e Comercializaçao
de Energia S.A.
94.95%
Sociedad Portuaria
Central Cartagena S.A.
4.90%
Inversora
Codensa S.A.S.
0.001%
99.999%
Transportadora
de Energía
del Mercosur S.A.
(Tesa)
99.999993%
Cía. de Transmisión
del Mercosur S.A.
(CTM)
100%
C.G.T
Fortaleza S.A.
0.01%
99.99%
EN - Brasil Comercio
e Servicios S.A.
99.754055%
Cachoeira
Dourada S.A.
0.975610%
EGP Modelo I Eólica
0.975610%
EGP Modelo II Eólica
162
OWNERSHIP STRUCTURE
99.9911%
Túnel el Melón S.A.
96.214172%
0.00886%
Compañía Eléctrica
3.781705%
Tarapaca S.A.
50.00%
Inversiones
Gas Atacama
Holding Ltda.
Atacama Finance Co.
99.90%
0.1%
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
Consorcio
Ara-Ingendesa Ltda.
50.00%
Central Eólica
Canela S.A.
75%
Transquillota Ltda.
0.057198%
50.99995%
Centrales
Hidroeléctricas
de Aysén S.A.
0.00005%
0.51%
99%
Aysén
Transmisión S.A.
99%
Aysén
Energia S.A.
0.51%
99.997706%
0.001147%
Gas Atacama S.A.
92.65%
Pehuenche S.A.
33.33%
GNL Chile S.A.
20%
GNL Quintero S.A.
42.50%
Electrogas S.A.
Argentina
Brazil
Chile
Colombia
Peru
Islas Caymán
2013 ANNUAL REPORT ENERSIS41.9411%
54.1535%
Hidroinvest S.A.
59.00%
Hidroeléctrica
El Chocón S.A.
6.1938%
2.4803%
18.85%
1.42%
18.85%
1.42%
33.2%
6.40%
Central Vuelta de
Obligado S.A.
1.3%
Central Dock Sud S.A.
Termoeléctrica
Manuel Belgrano S.A.
5.326%
49.6843%
Endesa
Costanera S.A.
24.8458%
Termoeléctrica
José de San Martín S.A.
5.326%
Distrilec S.A.
0.887466%
Endesa
Argentina S.A.
99.657366%
0.342634%
Southern Cone Power
Argentina S.A.
98%
2.0%
5.5%
1.00%
Ingendesa do
Brasil Ltda.
99.00%
Endesa Cemsa S.A.
55.00%
60.99845%
80.00%
34.640090%
26.873987%
Chinango S.A.C.
3.996592%
Endesa Brasil S.A.
(Holdco)
Emgesa S.A.
26.873987%
21.60%
100%
Emgesa Panamá S.A.
29.3974%
54.19961%
Generandes
Perú S.A.
Edegel S.A.
Ampla S.A.
46.886283%
2.273448%
Coelce S.A.
CIEN S.A.
100%
99.95%
Eólica Fazenda Nova
Geraçao e Comercializaçao
de Energia S.A.
94.95%
Sociedad Portuaria
Central Cartagena S.A.
4.90%
Inversora
Codensa S.A.S.
100%
C.G.T
Fortaleza S.A.
0.01%
99.99%
EN - Brasil Comercio
e Servicios S.A.
0.001%
99.999%
Transportadora
de Energía
del Mercosur S.A.
(Tesa)
99.999993%
Cía. de Transmisión
del Mercosur S.A.
(CTM)
99.754055%
Cachoeira
Dourada S.A.
0.975610%
EGP Modelo I Eólica
0.975610%
EGP Modelo II Eólica
99.9911%
Túnel el Melón S.A.
96.214172%
0.00886%
Compañía Eléctrica
Tarapaca S.A.
3.781705%
50.00%
Inversiones
Gas Atacama
Holding Ltda.
99.90%
Atacama Finance Co.
0.1%
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
Consorcio
Ara-Ingendesa Ltda.
50.00%
Central Eólica
Canela S.A.
75%
Transquillota Ltda.
0.057198%
99.997706%
0.001147%
Gas Atacama S.A.
50.99995%
Centrales
Hidroeléctricas
de Aysén S.A.
0.00005%
0.51%
Aysén
Transmisión S.A.
99%
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
Brazil
Chile
Colombia
Peru
Islas Caymán
163
Significant events
of the entity
164
SIGNIFICANT EVENTS OF THE ENTITY
2013 ANNUAL REPORT ENERSISEnersis
2013
In accordance with Articles 9 and 10°, second paragraph, of Law No. 18,045 on the Securities Market,
and the provisions of General Rule No. 30 of the Superintendence, the following essential facts are
reported:
• On January 8, 2013, it was reported that Empresa Nacional de Electricidad SA (Endesa Chile), has
accepted the terms of the final and definitive amount to compensate for the losses related to the
effects of the earthquake on February 27, 2010 reported by the liquidator Becket SA Insurance
Adjusters in a letter dated on January 7, 2013. Such terms have also been accepted by all the
insurance companies.
Regarding the facilities of the Bocamina 1 power plant owned by Endesa Chile, a compensation
agreement has been reached for U.S. $ 85,665,673 for loss of profits and damages (U.S. $ 66,165,673
and U.S. $ 19,500,000 respectively) following the aforementioned earthquake. Our subsidiary has
received cash advances due to the event in the amount of U.S. $ 42,665,673.
Regarding Bocamina 2, also owned by Endesa Chile, the agreement involves compensations in the
amount of U.S. $ 112,999,528, of which U.S. $ 2,953,306 correspond to property damage and U.S. $
110,046,222 correspond to lost profits as a result of the incident (ALOP).
As of December 31, 2012, our subsidiary Endesa Chile registered an amount of U.S. $ 114,711,895 in
operating income as compensation for lost profits. This represents a profit for Enersis in the amount
of U.S. $ 55,043,356 after taxes and minorities.
• On January 22, 2013, it was reported that in connection with the communication of material fact
dated December 21, 2012, which accounts for the Capital Increase approved at the Extraordinary
Shareholder Meeting held on December 20, 2012, Enersis SA (“Enersis”) has taken steps in order
to study the placement of shares in Chile and in foreign markets through an ADR program (as such
term is defined in the communication), with the following investment banks / underwriters: J.P.
Morgan, BTG Pactual / Celfin, Bank of America Merril Lynch, Banchile, BBVA, Crédit Suisse, Deutsche
Bank, Goldman Sachs, HSBC, Larraín Vial, Morgan Stanley, Santander, Bank of Tokyo, Mitsubishi UFJ
Securities, BNP Paribas y Crédit Agricole.
165
It is stated that Enersis SA will provide the information
• On February 15, 2013, it is reported that in the Special
required under section II. 1b) of the communication, as
Board Meeting of Enersis held on this date, the following
soon as it becomes aware of it.
agreements were reached:
Nothing of what was informed by means of this essential
1) To report the registration of shares for payment in
fact constitutes an offer to sell securities in the United
the register of securities of the superintendence of
States of America. The securities may not be offered
securities and insurance under No. 971 dated February
or sold in the United States without registration or
13, 2013.
exemption from registration. Enersis intends to register
2) Initiate the preferential subscription period for
securities for public sale in the United States of America in
16.441.606.297 new payment shares issued by the
connection with its announced Capital Increase.
Company due to the Capital Increase approved at the
Extraordinary Shareholder Meeting of the Company
Any public offering of securities to be made in the United
held on December 20, 2012 (the “Meeting”) beginning
States will be made by means of a prospectus that may be
on February 25, 2013 and ending on March 26, 2013.
obtained from the issuer or the depositary of securities for
the Board agreed to approve in due course how the
sale and will contain detailed information about Enersis
shares which are not subscribed during the period
and its administration, as well as its financial statements.
of preferent option will be offered, as well as those
corresponding to fractioning of shares resulting from
•
On January 29, 2013, our subsidiary Endesa Chile reported
the apportionment among shareholders in a bid period
that under the international arbitration proceedings related
remaining under the terms and conditions set forth by
to the differences between the parties of the turnkey
the Board. Relevant publications were made in the El
construction contract of the Bocamina II Thermal Power
Mercurio newspaper.
Plant owned by Endesa Chile and was initiated by a request
3) The placement price at which such shares will be
for arbitration filed by our Company in October 2012 at
preferentially offered to shareholders of the Company
the International Chamber of Commerce in Paris (CII),
during the preferent option period is the sum of $ 173
Endesa Chile has been notified by the Technical Secretariat
per share, which corresponds to the price set by the
of the International Chamber of Commerce in Paris that
Board.
the Consortium SES-TECNIMONT separately proceeded
4) Approval of documents called Form F-3, Prospectus
to respond to the request for arbitration of Endesa Chile
Supplement, F-6 and 8-A and its entry into the
containing their claims and along with that, have sued
Securities and Exchange Commission (SEC) in the United
Endesa Chile reconvenctionally in the amount of U.S. $
States of America for the preferred offering on the New
MM1.294, in the case of Tecnimont and U.S. $ MM15, in the
York Stock Exchange. The Board has delegated to the
case of SES.
General Manager of the Company to determine the
onset of the preferential offering period in the United
Our subsidiary, Endesa Chile believes that the
States once all the necessary arrangements for this have
counterclaims are unsubstantiated, therefore our
been perfected.
Company will defend its position in this arbitration
proceeding, believing that it has the law and the facts in
•
On February 25, 2013, the following is reported as an
this dispute and that this has justified the collection of
essential matter of fact:
bank guarantee bonds due to serious breaches by the
Consortium.
That the necessary documentation has been registered
before the Securities and Exchange Commission (SEC)
In consideration of the foregoing, and bearing in mind
of the United States to begin the subscription period
the lack of grounds for the claims of the plaintiffs
of the Capital Increase approved by the Extraordinary
counterclaims, to date there is no recorded financial
Shareholder Meeting of the Company on 20 December
impact on the assets, liabilities or results of Enersis SA or
2012 in the market
its subsidiary Endesa Chile.
166
SIGNIFICANT EVENTS OF THE ENTITY
2013 ANNUAL REPORT ENERSIS
The documents entered before the SEC include Form F-3,
SA, equivalent to 9,967,630,058 options for a total
by which the issuance of these securities is recorded, and
acquisition value of $ 32,783,535,261 has been registered.
the prospectus supplement to the register as well as other
The value paid by Endesa SA to Endesa Latinoamérica SA
related documents. Copies of these documents were
is equivalent to $ 3.289 per option, value at which the
admitted today to the Superintendence of Securities and
options were trading at the closing on March 12, 2013.
Insurance pursuant to the provisions of Circular No. 1375
of February 12, 1998.
This has no financial effect on the assets, liabilities or
results of Enersis SA.
Citibank, NA, as Depositary Bank for the American
Depositary Shares (ADSs) of Enersis. Distributed to holders
• On March 21, 2013, the following is reported as an
of ADSs (each such ADSs representing 50 ordinary shares)
essential matter of fact:
rights to subscribe ADSs at a rate of 0.504 per ADS owned
by such holders at 17:00 hrs. New York City Time on
On today, Endesa, SA (Endesa Spain), comptroller of
February 25, 2013. The options about fractions of ADSs
Enersis SA, exercised all of the preferential subscription
will not be distributed, and any option on fractions will
rights that were granted by its subsidiary Endesa
be assembled and sold by Citibank, NA and the amount
Latinoamérica, SA, through the holding of a share
raised will be distributed to holders of ADSs which would
subscription agreement with Enersis SA. The contract
have been entitled to such fractions.
accounts for the subscription of 9,967,630,058 ordinary
shares for the ongoing Capital Increase of Enersis SA at
The subscription price for each ADS will be U.S. $ 19.19
a value of 173 pesos per share, corresponding to a total
per ADS, which equals $ 8,650 Chilean pesos plus an
subscription value of 1,724,400,000,034 Chilean pesos, in
additional 5% of that amount in order to cover potential
legal tender.
exchange rate fluctuations, the fee of the Trustee bank,
expenses and certain taxes. The subscription period
The total subscription value will be paid by Endesa Spain
for shares in the United States of America will begin on
by transferring all of its social rights in the Southern
February 26, 2013 and will end on March 21, 2013 at 14:15
Cone Holdings Ltd. partnership, which were approved
hrs. New York City time.
as a contribution of noncash property by the Enersis
Extraordinary Shareholder Meeting on December 20,
Preferred ADS options will trade on the New York Stock
2012. That contribution was valued by that corporate
Exchange under the symbol “ENI RT”. The beginning of
body in the sum of $ 1.724.400.000.034 indicated above.
the transaction is expected on February 26, 2013 and will
continue until March 15, 2013.
Until the suspension condition which is affecting the said
Capital Increase is not verified, the conclusion of that
J. P. Morgan, BTG Pactual and BofA Merrill Lynch have
contract to subscribe for shares has no financial impact on
been hired as Global Coordinators and Joint Bookrunners
the assets, liabilities or results of Enersis SA.
for the offering. Banchile, BBVA, Credit Suisse, Deutsche
Bank Securities, Goldman, Sachs & Co., HSBC, Larrain Vial,
•
On March 22, 2013, the following is reported as an
Morgan Stanley and Santander have been contracted as
essential matter of fact:
underwriters (“Bookrunners”) and BNP Paribas, Credit
Agricole CIB and Mitsubishi UFJ Securities have been
On today, Citibank NA, in its capacity as Depositary Bank
contracted as Co-Managers.
for ADR holders of Enersis SA, has communicated that
at the end of the preferred offering in the market of
• On March 14, 2013, the following is reported as an
the United States of America, which ended on Thursday
essential matter of fact:
March 21 2013 at 12:15 (Time of the City of New York)
preemptive rights for a total of 33,508,834 American
On today, the transfer to Endesa Latinoamérica SA,
Depositary Shares have been exercised, equal to
the controlling shareholder of Enersis SA and holder of
1.675.441.700 ordinary shares for the ongoing Capital
60.62% of the share capital of the Company made to
Increase of Enersis SA, with a total subscription value of $
Endesa, SA (Endesa Spain) of all of its options of preferent
624,939,754.10 of the United States of America Dollars.
subscription in the ongoing Capital Increase of Enersis
167
Until the suspension condition which is affecting the said
3. Authorize the General Manager, Don Ignacio
Capital Increase is not verified, the above subscriptions
Antoñanzas Alvear, to report compliance with the
ADR lack financial impact on the assets, liabilities or results
Condition and to publish the notice of the result to the
of Enersis SA.
Central Securities Depository and to the Santander
Also note that Enersis SA and its subsidiary Empresa
Given that the aforementioned Capital Increase
Eléctrica de Colina Limitada, dated yesterday formed a
operation is ongoing, the financial impact on the
company called “INVERSIONES SUDAMÉRICA LIMITADA”,
assets, liabilities or results of Enersis SA will be timely
based in Santiago de Chile, which will aim to develop and
communicated on completion of the said Capital
Bank.
carry out, at home or abroad, all the investments and / or
Increase.
businesses, especially investment in the power sector and
related industries, for itself or their parties, either directly
• On March 27, 2013, it is reported that in the Special Board
or through subsidiaries or affiliated companies. The
Meeting of the Company held on this date, the following
capital of this new subsidiary is the amount of 10,000,000
agreements were adopted:
Chilean pesos, which will be contributed and paid in cash
by the partners as follows: Enersis SA, 99.99999%, i.e.
1. Make known the result of the placement of the shares
9,999,999 Chilean pesos; and Empresa Eléctrica de Colina
of the ongoing Capital Increase during the preferential
Limitada, 0.00001%, this is 1 Chilean peso.
offer ended on March 26, 2013 at midnight, in which a
total of 16.284.562.981 shares were subscribed, a total
• On March 25, 2013, it is reported that on the Special Board
of 16.441.606.297 shares, which represents a placement
Meeting of the Company held on this date, the following
of 99.04% of the shares authorized for issuance.
agreements were adopted:
Consequently, there is a balance of 157.043.316 shares
yet to be placed. The amounts shown above include the
1. Declare fulfilled the condition precedent to which is the
shares subscribed in the local market and abroad.
Capital Increase of the company is subject to, agreed by
2. Making the offer of the remnant 157,043,316 shares,
Extraordinary Shareholder Meeting held on December
this will be conducted by an auction in the Santiago
20, 2012, in connection with the public offering of
Stock Exchange, to be held on Thursday, March 28, 2013
16.441.606.297 payment shares. The fulfillment of the
Given the aforementioned Capital Increase operation
precedent condition is in line with the terms approved
is ongoing, the financial impact on the assets, liabilities
by the aforementioned Shareholders.
or results of Enersis SA will be timely communicated on
Under this condition, all contracts for shares that were
completion of the above mentioned Capital Increase
subject to subscription and payment by shareholders
and / or third parties either in the preferent
• On March 27, 2013, the following is reported as an
subscription period or the remnant subscription
essential matter of fact:
period, at least 3,169,224,294 shares so as to allow the
Company controller to subscribe and pay 9,967,630,058
That on Thursday March 28, 2013 at 12:30 pm, the auction
shares, not exceeding the legal and statutory maximum
of 157,043,316 shares of Enersis SA will be held on the
concentration limit of 65% of the voting capital of the
Santiago Stock Exchange. Those shares were not those
Company.
which were placed in the preferent subscription period of
2. Approve the text of the notice to be published in the
the ongoing Enersis Capital Increase
El Mercurio newspaper on April 26, 2013, which will
inform the public on the compliance with this precedent
The auction will be divided into 15 lots of 10,000,000
condition, as a result of which all share subscription
shares each and a lot of 7,043,316 shares. Only ordinary
contracts will produce the integrity of its legal effects
shares will be offered. No ADRs will be auctioned.
and, therefore proceed to the registration of the shares
on behalf of the respective holder in the register of
The minimum price of the auction will be 178 Chilean
shareholders of Enersis and will be regarded as the date
pesos per share.
of subscription of the shares, the date on which the
shareholder or third party has subscribed the contract to
subscribe the shares.
168
SIGNIFICANT EVENTS OF THE ENTITY
2013 ANNUAL REPORT ENERSIS
• On March 28, 2013, the following is reported as an
•
On April 16, 2013, Enersis SA reported that at the Ordinary
essential matter of fact:
Shareholders Meeting held today, a new Board of Directors
was appointed for the company for a period of three years,
On today, Thursday March 28, 2013 at 12:30 pm via Celfin
made up of the following persons:
Capital SA Brokers and Merrill Lynch SpA Stock Brokers
we proceeded to sell at auction in the Santiago Stock
Sr. Pablo Yrarrázaval Valdés
Exchange a total of 157,043,316 shares of first issuance of
Sr. Borja Prado Eulate
Enersis SA at a price of 182.3 Chilean pesos per share. The
Sr. Andrea Brentan
total amount raised by the auction amounted to a total of
Sr. Luigi Ferraris
28,628,996,507 Chilean pesos.
Sr. Hernán Somerville Senn
Sr. Leonidas Vial Echeverría
The above mentioned auction ends the offer of the
Sr. Rafael Fernández Morandé
remnant of the Enersis Capital Increase which was
approved by the extraordinary shareholder meeting on
In a board meeting held following the above ordinary
December 20, 2012, with a subscription of 100% of the
shareholder meeting, Mr. Pablo Yrarrázaval Valdés was
total shares placing.
elected as Chairman of the board and, Mr. Borja Prado
Eulate as Vice Chairman, and as secretary of the Board, Mr.
This is the largest Capital Increase conducted in Chile and
Domingo Valdés Prieto.
positions Enersis SA as the only vehicle for expansion in
South America for the Enel-Endesa Group in the field of
Also at the aforementioned board meeting the board
conventional energy, being given the necessary resources
proceeded to the appointment of the Directors Committee
to undertake its growth in the region.
governed by Law 18,046 of stock trading corporations
and the Sarbanes Oxley Act, which was composed of the
The Capital Increase has allowed the incorporation of all the
Directors: Hernán Somerville Senn, Leonidas Vial Echeverria
assets that make up the equity of Cono Sur Participaciones
and Rafael Fernández Morandé. In accordance with the
S.L, provided by Endesa Spain and brings equity interests
provisions of Bulletin No. 1,956 of the Superintendence
of the generation, transmission and distribution sectors
of Securities and Insurance, reported that the three
of Chile, Peru, Colombia, Brazil and Argentina and in turn,
aforementioned directors are independent directors.
allow to raise the sum of 1,121,458,392,186 Chilean pesos,
which includes a premium of placement of shares of
Finally, it is communicated that the Board of Enersis has
1,460,502,839 Chilean pesos.
appointed director Hernán Somerville Senn as Financial
Expert of the Directors Committee.
Finally, note that once the periods of Preferential
Offer and the Capital Increase Remnant ended, a
• On May 16, 2013 and in accordance with the provisions of
total of 16,441,606,297 shares, corresponding to
Articles 9 and 10 °, second paragraph, of Law 18,045, on the
2,845,858,392,220 Chilean pesos, so which the total capital
Securities Market and the provisions of General Rule No. 30
Enersis will amount to 5,669,280,724,381 Chilean pesos has
of the Superintendence it is reported as an essential matter
been fully subscribed and is in the process of being fully
of fact that, on May 15, 2013 in the Republica Argentina
paid.
Ruling SE No. 250/13 of the Ministry of Energy, Ministry
of Federal Planning, Public Investment and Services (the
• On April 16, 2013, Enersis SA reported that in the Ordinary
“Ruling” ) was published, which authorizes compensation
Shareholder Meeting held today, it has been agreed
for the debt that our subsidiary Empresa Distribuidora Sur
to distribute a minimum mandatory dividend (partly
SA (“EDESUR”) recorded regarding income derived from
composed of Interim Dividend No. 86), and an additional
the implementation of the Program for the Rational Use
dividend, amounting to a total of $ 188,675,260,500.
of Electric Energy until February 2013, with the credit for it
Given that the said Interim Dividend No. 86 has already
arising from the recognition that the same Ruling makes of
been paid, it shall distribute and pay the remainder of the
the Cost Monitoring Mechanism for the six-month periods
Final Dividend No. 87, amounting to $ 148,991,647,050,
included between May 2007 and February 2013.
equivalent to $ 3,03489 per share.
169
Additionally, the aforementioned Ruling instructed the
• On July 4, 2013 the merger by absorption has been perfected
Compañía Administradora de Mercado Mayorista Eléctrico
between Inversiones Sudamérica Limitada (subsidiary at
Sociedad Anónima (“CAMMESA”) to issue Liquidations of
99,99999% of Enersis) and Cono Sur Participaciones, S.L.U.
Sales with a due date to be defined (the “liquidations”)
(100% subsidiary of Enersis), the latter becoming extinct. This
for the excess compensation values mentioned and
merger has produced all its effects retroactively as of July 1,
authorized Cammesa to receive such Liquidations as
2013.
part-payment of debts by economic transactions in the
Wholesale Electricity Market (“MEM”) and other debts
Cono Sur Participaciones, S.L.U. was the corporation by
EDESUR maintains with it. Finally, it instructs EDESUR to
which Endesa Spain, controller of Enersis, made the payment
give the surplus to the Trust consisting of ENRE Ruling
corresponding to its shareholding proportion in the Capital
No. 347 of November 23, 2012 and its withdrawal of
Increase approved by the Enersis Extraordinary Shareholder
administrative claims filed by requesting recognition of
Meeting dated in December 2012.
higher costs in excess of the Cost Monitoring Mechanism
stated in the Ruling and the comprehensive rate review.
• On November 26, 2013, Enersis SA reported that at its
board meeting today, the Board of Enersis SA, agreed by
Flat rate, the financial effects of the Ruling on the
unanimous vote, to pay on January 31, 2014, an interim
consolidated results of Enersis SA are estimated at the
dividend of $ 1.42964 per share, charged to the income
equivalent of about USD $ 398 million in EBITDA and in
statement of 2013, corresponding to 15% of the net
approximately the equivalent of $ 327 million in the result
profits calculated as of September 30, 2013, in accordance
line, Net of Minorities.
• On May 29, 2013 and in accordance with the provisions
of Articles 9 and 10 °, second paragraph, of Law 18,045,
on the Securities Market and the provisions of General
with the
2012
Rule No. 30 of the Superintendence it is reported as an
By means of Essential Fact submitted on January 31, 2012,
essential matter of fact in regular Session of the board
Enersis S.A. informs that Enersis S.A. has recorded a provision
of directors of Enersis SA held as of May 29, 2013, has
to assets of its subsidiaries Empresa Distribuidora Sur S.A.,
agreed to propose the relevant corporate bodies to their
and Central Costanera S.A., whose impact on the results of
subsidiaries Inversiones Sudamérica Limitada (99.99999%
Enersis S.A. amounted to MM$106,750.
Officer) and Cono Sur Participaciones, S.L.U. extinguishing
the latter. Cono Sur Participaciones, S.L.U. is the company
The above has been included in the Consolidated Financial
through which Endesa Spain, controller of Enersis SA, paid
Statements as of December 31, 2011, approved by the Board
in kind corresponding to its shareholding proportion in
of Directors in the meeting held today. If such adjustments
the Capital Increase approved by the Extraordinary Enersis
has not been recorded, the results of Enersis S.A. would have
SA Shareholder meeting on December 20, 2012.
been similar to those for year 2010.
Also it was authorized, that once the aforementioned
On February 2, 2012, the Company informs that the
merger by absorption, Enersis SA advanced with the
information contained in Essential Fact sent on January
acquisition of the minority shareholding of 0.00001% its
31, 2012, disclosing the provisions to assets of subsidiaries
subsidiary Empresa Eléctrica de Colina limitada owns in
Empresa Distribuidora Sur S.A. (Edesur) and Endesa
Inversiones Sudamérica Limitada. Due to this acquisition
Costanera S.A. (Central Costanera), recorded and that
all Property of Inversiones Sudamérica in Enersis SA, will
impacted the results of Enersis S.A. in MM$106,750, is being
be gathered at that time, as the direct owner of all the
complemented.
shares in South America that were contributed by Endesa
Spain during the Capital Increase.
170
SIGNIFICANT EVENTS OF THE ENTITY
2013 ANNUAL REPORT ENERSIS
With this respect, it is worth mentioning that such amount
This will represent a distribution of $ 139,880,862 thousand
responds to the effect on Enersis of the following:
of the results at December 31, 2011.
• A provision for losses recorded as an impairment
This modifies the current dividend policy which determined
account related to Property, Plant and Equipment of
the distribution of a 55% dividend payout of the
Edesur totaling $ 69,607 million, net of non-controlling
distributable net income of the Company.
shareholdings (see note 15 d) vii) of the Consolidated
Financial Statements as of December 31, 2011).
In the Ordinary Shareholders’ Meeting of Enersis S.A. held
on April 26, 2012, the shareholders agreed to distribute a
• The reversal of tax credits on taxes paid out by Edesur and
minimum mandatory dividend (partially paid by Provisional
Endesa Costanera for $ 17,220 million and $ 7,723 million,
Dividend No. 84) and an additional dividend, for a total of
respectively, net of non-controlling shareholdings.
$ 5.74970. Given that the above mentioned Provisional
• Finally, a provision for losses recorded as an impairment
the remaining amount of the Definitive Dividend No. 85, for $
Dividend No. 84 was already paid, we will distribute and pay
account was made on existing goodwill balances in Edesur
4.28410 per share.
and Endesa Costanera, amounting to $ 8,931 million
and $ 3,269 million, respectively, net of non-controlling
On July 13, 2012, Enersis informs that through ENRE
shareholdings (see note 14 of the Consolidated Financial
Resolution N° 183/2012, dated July 12th 2012, from the
Statements as of December 31, 2011).
Argentine electric regulatory entity, Mr. Luis Miguel Barletta
was designated as supervisor of our Argentine subsidiary,
In the case of Edesur, the measures above are attributable
Empresa Distribuidora Sur S.A. (Edesur). This designation
to the uncertainties generated by the delays in the
does not replace the company’s current management, nor
recognition of tariff adjustments via the semi-annual Cost
does it represent a type of joint management.
Monitoring System (MMC, in its Spanish acronym) and
the implementation of an Integral Tariff Review (RTI, in its
In its meeting held today, July 25, 2012, Enersis S.A.’s
Spanish acronym).
Board of Directors agreed to summon an Extraordinary
Shareholders Meeting to be held on September 13, 2012
With respect to Endesa Costanera, the situation is
at 10:30 a.m., at The Marriott Hotel, Av. Kennedy N° 5741,
attributable to the difficulties in obtaining adjustments to
Las Condes, Santiago, Chile with the purpose to address the
revenue sufficient to cover real generation costs, working
following issues:
capital deficits, due to difficulties in the collection of the
system operator’s sales, all of which factors have an impact
1. Increase capital for the amount, equivalent in Chilean
on the company’s short-term financial stability.
pesos, of US$ 8,020 million or In the amount determined
by the Extraordinary Shareholders Meeting, through the
On February 29, 2012, the Board of Directors of Enersis S.A.,
issuance of a certain number of common shares to be
unanimously agreed to propose to the Enersis Ordinary
determined by the Meeting, to be paid in cash and/or in
Shareholders Meeting, to maintain the same dividend
kind. The shares to be issued will be nominative, all of
payout ratio paid for the previous period; namely, 50% of
the same special issuance, without any preference, and
the Company’s distributable net income. For this period,
without a nominal value.
such percentage is equivalent to $ 5.7497 per share, from
which the interim dividend of Ch$ 1.46560 per share paid in
2. Approve each and every contribution in kind subject to
January 2012 must be deducted. Therefore, the amount to be
being capitalized, as well as their respective estimated
distributed as a final dividend to shareholders would be Ch$
appraisals carried out by the independent expert
4.2841 per share.
appraiser, Mr. Eduardo Walker Hitschfeld, whose report
171
will be made available today to the shareholders on
resolution of the ESM at the company’s headquarters,
the company’s web site at www.enersis.cl. The report
located in Santa Rosa 76, 15 th Floor, Santiago, Chile, fifteen
estimates the total value of the contribution in kind in US$
days prior to the Meeting. The complete information will
4,862 million.
also be made available on the Company’s web site.
3. Agree on a value or price of issuance for the shares which
On August 3, 2012, Enersis S.A. informs that it was notified
will correspond to the capital increase that is agreed upon
by the Ordinary Official Letter 18,684 issued by the
or delegate the determination of such value upon the
Superintendence of Securities and Insurance that it must
Board of Directors.
submit the capital increase operation proposed by the
4. Modify the company’s bylaws in accordance to the
to operations among related parties.
agreements adopted in connection with the capital
increase and authorize the Company’s Management to
The company takes note of the administrative interpretation
submit a consolidated and updated version of the bylaws.
and will evaluate, within the Board of Directors, what should
controlling shareholder to Title XVI of Law N°18,046, related
be done, as a result of this new situation.
5. Adopt all necessary agreements that may be needed
and convenient for the full execution of the respective
Notwithstanding the above, it is important to reaffirm
decisions adopted at the Meeting including, but not
Enersis S. A and its Board of Directors have the conviction
limited to, the determination, timing, and procedure
that they have acted in good faith, strictly according to
for the issuance of shares corresponding to the capital
the applicable legislation, highlighting that they had
increase, the registration of such shares in the Registry
been particularly careful to search for the advice with due
of Securities, the period for issuance, subscription
anticipation, consulting with, and obtaining from, prestigious
and payment of the shares; the establishment of the
local legal firms legal reports that, categorically confirmed
procedure for the issuance of any follow on shares left
that they were proceeding correctly.
over after a preemptive rights’ issuance; or the full
empowerment of the Board of Directors for each of these
The Board of Directors of Enersis S.A., in its Extraordinary
items, or for the adoption of any other agreement that
Session held on August 9, 2012, has decided the following:
may be needed to supplement or grant compliance to
whatever may be resolved at the Meeting, or to satisfy
1. Notwithstanding its opposition with the legal arguments
any legal, regulatory, or administrative requirement of the
contained in Ordinary Official Letter 18,684 issued by the
Superintendence of Securities and Insurance, the Chilean
Superintendence of Securities and Insurance on August
Tax Authority or, in general, any other publicly competent
3, 2012, the Board declared its intention to continue with
entity, and delegating powers for such purposes on the
the capital increase process which had been proposed by
Chief Executive Officer, the Deputy Chief Executive Officer
the controlling shareholder, supplementing such process
and the Company’s Counsel so that any of them, acting
with procedures that may be deemed appropriate for the
on an individual manner, may carry out all the actions and
purpose of compliance with the dispositions contained in
legal steps that may be required or convenient to fully
Title XVI of the Corporations’ Act.
bring about what has been hereby described.
6. Information on all agreements relating to related party
summons to an Extraordinary Shareholders’ Meeting
operations referred to in Title XII of Law 18,046 and any
which had been planned for September 13, 2012, until
others that may have been subsequent to those informed
such date as may be determined opportunely.
2. As a consequence, the Board decided to postpone the
in the last Extraordinary Shareholders Meeting, if any.
Shareholders may obtain a copy of all the documentation
22, 2012, with the purpose of adopting the decisions that
that explains and backs the items submitted for the
may be deemed appropriate in compliance with these
3. Finally, the Board decided to summon a session for August
referenced procedures.
172
SIGNIFICANT EVENTS OF THE ENTITY
2013 ANNUAL REPORT ENERSISThe Board of Directors of Enersis S.A. (the “Company”) in
We also inform that the Directors Committee is searching for
its Ordinary Meeting held August 31, 2012, has decided
an independent appraiser in compliance with article 147 of
the following regarding the capital increase in place (the
the LSA.
operation):
The Directors Committee of Enersis S.A. in its extraordinary
1. Inform that the since Directors Pablo Yrarrázaval Valdés
meeting held September 7, 2012, decided to engage Claro
(Chairman), Andrea Brentan (Vice chairman), Rafael
y Asociados Ltda. as independent appraiser in connection
Miranda Robredo, Hernán Somerville Senn, Leónidas Vial
with the capital increase, based on the firm’s independence,
Echeverría and Eugenio Tironi Barrios, had been elected
absence of conflicts of interest, and technical and
with the votes of the controlling shareholder of the
professional competence. The above in compliance with the
Company had declared having interests in the operation in
formalities established by Title XVI of the Corporations Law
terms of Article 147 of the Corporations Law, considering
(LSA)
the dispositions of the Memorandum N° 21,001, issued
August 29m 2012 by the SVS.
On September 20, 2012, the controlling shareholder, Endesa
S.A. (Spain) has disclosed, as a Significant Event the attached
2. Inform that the Chief Executive Officer, Mr. Ignacio
presentation, in Spanish and in English. A copy of such
Antoñanzas Alvear, for having a position in Endesa
presentations are also available on the Endesa, S.A. website
Latinoamérica, S.A., controlling shareholder of the
(www.endesa.es) and will soon be available on Enersis S.A.
Company, has declared that he also has interests in the
website (www.enersis.cl).
operation in terms of Article 147 of the Corporations Law.
Therefore, the Board defined the parameters required for
On October 24, 2012 the Company informed that the Enersis
the Chief Executive Officer to be able to act with respect
Directors’ Committee officially received in its extraordinary
to the operation.
session officially received the report from Claro y Asociados,
independent appraisers designated by the aforementioned
3. Inform that the Board has agreed to continue with the
committee on September 7 th in relation to the Enersis’
referred operation and that in order to do so has begun
proposed capital increase operation.
the process of seeking an independent consultant
for purposes of the provisions in article 147 of the
The Company also informs that Enersis’ Board of Directors, at
Corporations Law, regardless of what is to be resolved by
its extraordinary meeting formally received the report from
the Directors Committee.
IM Trust, independent appraisers designated by the Board on
September 5 th in relation to the capital increase operation
4. Inform that the Board is aware of the letter received
in progress.
by the controlling shareholder of the Company by
means of which it confirms its interest In continuing
In accordance with legal requirements, these reports
the capital increase process proposed and requests
refer to the conditions of the in progress capital increase
calling, when appropriate, a shareholder meeting,
operation, to its effects and potential impact on Enersis, and
taking into consideration the dispositions of Title XVI of
to additional issues subject to evaluation which have been
the Corporations Law and in such terms and with the
expressly raised by the Board of Directors, the Directors’
anticipation necessary for all Enersis S.A. shareholders,
Committee, and by its members.
including ADR holders, to participate in such Meeting.
As of this date, copies of these reports will be at the
The Board of Directors of Enersis S.A., in its extraordinary
shareholders’ disposal at Enersis’ headquarters, and on the
meeting held September 5, 2012, has decided to contract
company’s website at www.enersis.cl.
IM Trust, as independent appraiser of the capital increase,
due to its high technical and professional competence
These reports are added to the report of Mr. Eduardo Walker
and its renowned prestige on these matters as well as
H., which is already in the above-mentioned website.
its independence, in compliance with Title XVI of the
Corporations Law (LSA).
173
On October 30, 2012, the Company informs that at its
The Board of Directors of Enersis stated during its session
extraordinary meeting which began yesterday, and ended
held October 31, 2012, that Endesa’s proposal contributes to
early this morning, the Enersis Directors’ Committee officially
the best interest of Enersis and that a future board meeting,
issued its report in connection with the capital increase
will adopt the measures deemed appropriate to protect such
operation of Enersis S.A. in progress, and in compliance with
best interests of Enersis and of those who would participate
the norms set forth in article 50 bis of the Corporations Law.
in the aforementioned capital increase.
As of this date, copies of this report is at the shareholders’
On November 6, 2012, the company informs that at its
disposal at Enersis’ headquarters, located in Santa Rosa
meeting held today, the Enersis Board of Directors agreed
76, 15 th Floor, Santiago, Chile (Investor Relations and Risk
to summon an Extraordinary Shareholders Meeting in
Department), and on the company’s website at www.enersis.
order to give an announcement about the capital increase
cl.
in progress, in the same terms that was proposed by our
parent company Endesa, S.A. (“Endesa España”) as a single
On October 31, 2012 the company informs that Enersis’
operation. In such meeting, shareholders would be informed
Directors have officially delivered, within the deadline
about other subjects not related to the capital increase.
prescribed by the Corporations Law, their individual opinions
Such Extraordinary Shareholders Meeting will be held on
for the purposes of provisions in numbers 5 and 6 of article
December 20, 2012, at 12:30 p.m. (Santiago time), in the “Las
147 of the Corporations Law, in connection with the capital
Américas” room of the Intercontinental Hotel, located in
increase operation in progress.
Vitacura Avenue 2885, Las Condes, Santiago.
As of this date, a copy of the above mentioned opinions
The issues that will be submitted to the knowledge and
will be at the shareholders’ disposal at the company’s
decision of the ESM are the following, which may be
headquarters, located in Santa Rosa 76, 15 th Floor,
discussed in the order determined by the Extraordinary
Santiago, (Investor Relations and Risk Department), and on
Shareholders Meeting, therefore the agreements to be
the company’s website at www.enersis.cl.
adopted will be duly consistent:
On October 31, 2012 the company informs that Enersis S.A
1. Approve, in accordance with the terms of Title XVI of Law
has received a letter from Endesa S.A. (Endesa Spain or
18,046 of the Chilean Companies Act (“LSA”, in its Spanish
Endesa) dated October 30, 2012, presenting a conditionality
acronym), the related parties transaction, which consists
proposal regarding the Enersis’ capital increase ongoing
of the capital increase described in the following points of
process. The letter is attached to this form.
this notification, taking into consideration the information
Through this letter, Endesa formally requests to Enersis’
Company’s headquarters and on the Company’s website:
that for this effect is available to shareholders at the
Extraordinary Shareholder Meeting, which will address to
www.enersis.cl.
the capital increase, that the subscription and payment of
the issued shares as a result of the operation be subject
2. Increase the issued capital by an amount in Chilean Pesos,
to a conditional clause consisting in that those minority
the legal currency of Chile, which will not be lower than
shareholders subscribe and pay, either in one or more
US$ 5,915 million nor higher than US$ 6,555 million at
preemptive rights’ subscription periods a minimum number
an exchange rate of Ch$ 482.29 per US Dollar, or by the
of shares that would allow Endesa to subscribe at least its
amount that the Extraordinary Shareholder Meeting
right to shares without exceeding the aforementioned legal
determines. This capital increase will be accomplished
and by-law 65% threshold of shares issued with voting rights.
via the issuance of the number of shares that will be
If the total number of shares subscribed and paid implies that
determined for this effect. All the shares that will be
Endesa exceeds such limit, the condition shall automatically
issued will be nominative and ordinary from a single
be deemed not satisfied and the subscription contracts of
special series without preference and without nominal
shares would have no legal effect, returning the amounts
value, to be called Series B. This Series B will have exactly
delivered for the shares to the subscribers.
the same rights as the shares already issued, with the only
174
SIGNIFICANT EVENTS OF THE ENTITY
2013 ANNUAL REPORT ENERSISone exception of their exchange rights. Series B will be
6. Approve that all the share subscription contracts are
created with the single purpose of differentiating these
subject to the fulfillment of a conditional clause whereby
new shares from those already issued, since all of the
the interested parties should subscribe and pay, whether
latter are governed by the Exchange Convention agreed
during the preemptive subscription period or during
to on September 24, 2008 between Enersis S.A. (the
the remaining subscription period, at least a quantity
“Company”), Citibank N.A. and the Chilean Central Bank.
of shares that makes it possible for the parent company
Endesa España to subscribe and pay for the total amount
3. Approve those non-monetary contributions that may
of shares that corresponds to it in accordance with
be capitalized and their respective contribution values,
the pro-rata, without exceeding the legal and by-laws
submitting to discussion for the effects of articles 15
threshold of 65% of the outstanding issued shares with
and 67 No. 6 of the LSA the estimations included in the
voting rights. In the event that the total amount of
independent appraisal reports issued by Mr. Eduardo
shares subscribed and paid implied that Endesa España
Walker Hitschfeld,, by IM Trust and by Claro y Asociados.
exceeded this threshold, the clause would be understood
These reports are available to shareholders on the
automatically failed and all the share subscription
Company’s website: www.enersis.cl and at the Company’s
contracts would not produce any legal effect and would
headquarters. Therefore, the shares that are issued as
be returned to the subscribers their amounts.
part of the capital increase will be paid in cash and with
the contribution of ownership of all the equity interests
7. Approve the use of proceeds arising from the capital
of Cono Sur Participaciones S.L., a company that will
increase.
group together the shares detailed in the aforementioned
reports.
8. Amend articles fifth permanent and second transitional
of the Company’s by-laws according to the agreements
4. Agree on a subscription’s price of the shares that are
adopted in the present Shareholders Meeting on
issued or establish a formula and, in the latter case,
the capital increase and to authorize the Company’s
delegate the final decision about such price, to the Board
management to provide a consolidated and updated text
of Directors, as long as the subscription starts within the
of by-laws.
180 days following the date of the Meeting, in accordance
with article 23 of the Corporations Rule. Bearing in mind
9. Agree on those other aspects of the described capital
the resulting subscription’s price, the Board of Directors
increase operation that the Shareholders Meeting deem
must offer the quantity of shares corresponding to the
the case to approve, being accessories or functional to
number of shares that is strictly necessary so that, in
the aforementioned operation.
relation to such price, the amount of the capital increase
is obtained. Information will be made available about
10. Adopt all necessary agreements conducive and
the treatment that will be given to the issuing and
convenient for the development and implementation
subscription cost of the shares issued, as well as the
of the respective decisions adopted by the Meeting,
amount of the shares issued.
including, but not limited to determine the form, time
and method of subscription of shares for the capital
5. Establish that the first Instance of the share subscription
increase; registration of the issue of shares in the
offer must be made within the preemptive subscription
Securities Registry; term issue, subscription and payment
period established in article 25 of the LSA, and the
of shares; establish the procedure for the subscription of
remaining shares not subscribed within that period must
the remaining shares that are not subscribed within the
be offered in a remaining subscription period, at values
preemptive subscription period; or broadly empower
not lower, nor in more advantageous conditions, than
the Board of Directors to all these effects, as well as to
those offered in the preemptive subscription period.
enable it to take any agreements required to complete
Additionally, agree on the deadlines within which the
or comply with decisions reached by the Meeting, or to
shares must be issued, subscribed and paid.
meet any legal, regulatory or administrative provision
175
or requirement of the Superintendence of Securities and
On November 6, 2012, the Company informs that the Board of
Insurance, the Securities and Exchange Commission of
Directors of Enersis S.A. agreed on several matters of interest
the United States of America, Internal Revenue Service,
to shareholders with respect to the capital increase operation
or in general, any other public authority, authorizing to
proposed by the controlling shareholder Endesa, S.A. (“Endesa
the CEO, the Deputy CEO and Attorney of the Company
España”).
to any one individual acting they make all the measures,
proceedings and legal acts which are necessary or
First of all, the Board gave Its opinion in terms of the use of
convenient to carry out the aforementioned.
proceeds, indicating that funds obtained by the Company, If
the capital increase operation in progress was consummated,
11. Ratify the Third Private Rating Agency Designated by the
would be mainly used for the following: purchase shareholdings
Board of Directors of the Company.
in companies that Enersis S.A. already consolidates, and
12. The following information not related to the capital
S.A. currently operates, that contribute to the best interest
acquisitions in the region and in activities in which Enersis
increase:
of the Company because they add value and allow taking
advantage of market opportunities. The above mentioned,
12.1. Request from Public Company Accounting Oversight
notwithstanding that the Board must approve each and every
Board (PCAOB) Of the United States of America to the
one of the analyzed operations, which must be evaluated
external auditors of the Company Ernst & Young.
individually, specifically and with detail according to the
administration powers assigned to the Board.
12.2. Agreements on operations with related parties
governed by Title XVI of the LSA, adopted after the
Also, the Company’s Board of Directors approved Endesa Spain’
last Ordinary Shareholders’ Meeting and other Board’s
s contribution in kind of its shareholdings described by the
agreements that must be reported.
independent reports issued by the experts Eduardo Walker
Hitschfeld and the evaluators IM Trust and Claro y Asociados
None of the aforementioned propositions prevent the ESM,
and stated that the value of such contribution in kind should
in its full powers, from accepting, rejecting, modifying them
fall within a range not lower than US$ 3,586 million and not
or from agreeing to something different, as the case may be.
higher than US$ 3,974 million or in the amount equivalent
in pesos, legal currency, that finally is determined by the
The shareholders are informed that the Board of Directors
Extraordinary Shareholders Meeting. The Board of Directors
has agreed that the qualification of Powers of Attorney will
officially noted that with this approval, the dispositions of
take place on December 17, 18 and 19, 2012 at the Company’s
article 14 Bis of the by-laws were being fulfilled, and that, by
headquarters, located at Santa Rosa 76, Downtown Santiago,
no means, could this be considered an opinion within the terms
from 9:30 to 12:30 and from 15:30 to 18:00 (Santiago time),
of Title XVI of the Corporations Law 18,046, and therefore has
and on the same day as the ESM, between 11:30 and 12:30,
no relation with what finally will be resolved by Extraordinary
at the same place as the meeting will be held. The day of the
Shareholders Meeting that will express its opinion with respect
ESM, the Powers of Attorney will only be received until 12:30
to the capital increase in compliance with the dispositions of
p.m., when the reception of these will be closed; therefore,
such Title and articles 15 and 67 of the Corporations Law. The
only Powers of Attorney received before that time will
Board noted that such value range was approved by six of the
qualify.
seven members of such corporate body, complying with the
special quorum established by article 14 Bis, which requires the
The shareholders may obtain a complete copy of the
approval of at least two thirds of the Board of Directors, and,
documents that explain and detail the matters that are
considering that the arguments to support such decision were
submitted for the information and decisions of the ESM at
contained in the respective individual opinions that each of the
the Company’s headquarters, located at Santa Rosa 76, 15
concurring Directors issues with respect to this operation and
th Floor (Investments and Risk Department), Santiago, Chile,
that are available to the Company shareholders in the respective
fifteen days before the meeting is held, as well as at the
Website and at the main office.
Company’s website.
176
SIGNIFICANT EVENTS OF THE ENTITY
2013 ANNUAL REPORT ENERSISAdditionally, with respect to the Significant Event dated
On November 12, 2012 the Company informs that on
October 31, 2012, regarding the capital increase in progress,
November 21, 2012 the Company received a communication
the Board of Enersis S.A. has proceeded to analyze the
from pension fund administration companies AFP Habitat
different measures to safeguard the Company’s equity, and
S.A., AFP Planvital S.A., AFP Provida S.A., AFP Capital
of those that subscribe the capital increase, which will be duly
S.A., AFP Cuprum S.A. and AFP Modelo S.A., all of them
published and brought to the knowledge of the market and
shareholders of Enersis S.A. altogether representing
the shareholders.
13.63% of the Company’s voting shares. Through this
communication, (which is enclosed to this letter), the above-
Finally, the Board agreed to request that Endesa España
mentioned shareholders request the summoning of an
give its opinion with respect to the following matters,
additional Extraordinary Shareholders’ Meeting of Enersis
regarding the capital Increase in progress: (i) offer certain
S.A. to be held before the Extraordinary Shareholders’
representations warranties with respect to Piura, Yacylec and
Meeting already summoned by the Board of Directors for
Central Dock-Sud; (ii) Commitment In terms of Enersis S.A.
December 20, 2012 at 12: 30 hours.
being the only investment vehicle of the Enel Group in South
America, with the exception of the activities currently being
Likewise, the Company informed that given the request
developed through Enel Green Power and those that may
submitted by the above-indicated shareholders, and
developed in the future by the latter In the renewable energy
in accordance with the provisions of article 58 N°3 of
field; and (iii) the commitment to protect Enersis, regarding
Corporations Law 18,046, the Enersis Board of Directors in
tax contingencies derived from the structure of the and (iv)
an extraordinary meeting held this afternoon, agreed to
maintain the commitment to not promote an extraordinary
summon to an Extraordinary Shareholders’ Meeting “to be
distribution of dividends as a consequence of the capital
duly apprised about the reasons of the Board of Directors
increase in progress.
and of each one of its members, with regard to the decision
of summoning to an Extraordinary Shareholders’ Meeting
On November 8, the Company informs that it has received
to approve a capital increase payable in kind and in cash, as
additional information from the controlling Shareholder,
proposed by the controlling shareholder Endesa S.A. (Spain)
Endesa S.A. regarding its position with respect to certain
and, in particular, to inform the following:
specific aspects of the referred Capital Increase proposed.
a) which will be the proposal of the Board of Directors or of
On November 9, the Company informs that the controlling
each of its members with respect to the exchange ratio
Shareholder, Endesa S.A. has begun an investor road show in
between the Enersis’ new shares representing the capital
connection with the proposed Enersis S.A. capital increase.
increase and the package of assets to be contributed by
Attached you will find a copy of the presentation, in English
the controlling shareholder, as well as the reasons that
and Spanish, disclosed as part of such road show. Copies of
would justify the convenience of such proposals, both for
these presentations are also available on Endesa, S.A.’s web
the Company and for all its shareholders, as well as the
page (www.endesa.es) and will be soon available on Enersis
manner in which such proposals would allow compliance
S.A.’s web page (www.enersis.cl)
with the provisions of article 30 of Law No 18,046;
On November 12, the Company informs that the controlling
b) the reasons for which Board Members have had to
Shareholder, Endesa S.A. has submitted a Significant Event
propose a floor or minimum value of the assets with which
to the National Securities Market Commission of Spain,
the controlling shareholder intends to contribute to the
attaching an enlarged presentation for its investor road show
capital increase;
in connection with the proposed capital increase in Enersis.
Attached to this letter is a copy of this presentation in English
c) the reasons of the Board of Directors and its members that
and Spanish. Copies of these presentations are also available
would justify the convenience of materializing a capital
on Endesa, S.A.’s web page (www.endesa.es) and will be
increase that would exceed the amount of assets that
soon available on Enersis S.A.’s web page (www.enersis.cl)
the controlling shareholder intends to contribute to the
Company; and,
177
d) to inform and explain the provisions of the ADR Deposit
Finally, attached herewith is a copy of Enersis S.A.’s Board
Agreement on the use of non-voting ADRs and the
of Directors response to Official Letter No. 28,292 dated
manner in which to exercise the votes of the referred ADR
December 3, 2012, issued by the Superintendence of
holders.
Securities and Insurance, regarding the enquiries made by
the AFPs and the SVS itself.
Such Extraordinary Shareholders’ Meeting will be held
on December 14, 2012 at 12:30 p.m. at the Enersis
On December 18, 2012, the Company informs that the
Group’ Stadium located in Carlos Medina Street No 858,
Directors’ Committee has reviewed and by unanimity of its
Independencia, Santiago.
members, has referred to the Board of Directors without
observations the subscription contract of shares to be held
On November 29, 2012 the Company informs that the Board
between Enersis S.A. and its controller, Endesa, S.A., for
of Directors of Enersis S.A., in a meeting held yesterday, has
its distribution to the shareholders. The contract will be
unanimously agreed to distribute on January 25, 2013, an
submitted for approval at the Extraordinary Shareholders’
interim dividend of Ch$1.21538 per share attributable to
Meeting which shall decide upon the capital increase of
the fiscal period of 2012, corresponding to 15% of liquid net
Enersis S.A., to be held on December 20 this year. The draft
income as of September 30, 2012, in accordance with the
of such contract, without its descriptive exhibits, will be
Company’s dividend policy.
available for shareholders consideration in the Investments
and Risks Department of Enersis S.A., located at Santa Rosa
On December 7, 2012 the Company informs that it has
76, floor 15, Santiago, and in the company’s website: www.
received a copy of the press release issued by Endesa, S.A.,
enersis.cl.
relating to the capital increase of Enersis S.A.
On December 13, 2012 the Company informs that the Board
the Citibank Depositary has notified that it will not grant the
of Directors of the Company has decided to propose to the
Chairman of the Board the discretionary vote of those ADR
Extraordinary Shareholders’ Meeting summoned to make
holders that have not expressed their intention to voted.
In addition, the Company informs as a significant event that
a decision on the ongoing capital increase of Enersis S.A, to
be held on December 20, of the present year, a range for the
On December 18, 2012, the Company informs that on
subscription price of new shares from Ch$ 160 to Ch$ 187 per
December 20, 2012 the Extraordinary Shareholders´ Meeting
share.
was held which decided upon the capital increase of Enersis
S.A. In such Meeting, a very large majority, almost 86%
In addition, the Board, by the unanimity of its members,
of all shareholders present with voting rights, equivalent
agreed to declare that the capital increase amount, the
to 81.94% of the total shares with voting rights of the
value of the assets and the maximum number of shares
Company, approved the capital increase with the following
to be issued contained in the press releases published
characteristics:
on December 7 by Endesa, S.A. and five Pension Fund
Administration companies: AFP Capital S.A., AFP Cuprum
1) Maximum amount of the capital increase: Ch$
S.A., AFP Habitat S.A., AFP Plan Vital S.A. and AFP Provida
2,844,397,889,381, divided into 16,441,606,297 ordinary
S.A., are within the parameters referred to in the reports
nominative payment shares of the same series, with no
issued by the independent evaluators and by the Company’s
preemptive rights and no par value.
Directors’ Committee. The Board of Directors considers that
the terms contained in the above mentioned press releases
2) Value of non-cash contributions to be capitalized: The
are consistent with the approaches made to date by the
total equity of Cono Sur, Company that will concentrate
Board and the Directors’ Committee.
the shares that are identified in the reports that have
178
SIGNIFICANT EVENTS OF THE ENTITY
2013 ANNUAL REPORT ENERSISbeen 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.
3) Placement share price: A fixed price of Ch$173 for every
payment share to be issued as a result of the capital
increase.
Shareholders approved the terms of the capital increase
described above, as a related party transaction within
market conditions and in the best interest of the Company,
thus complying with the requirements of Article 147 of Law
18,046.
Additionally, the commitments of the controlling
shareholder, which had been previously reported through
significant event dated November 8, were voted, ratified and
approved.
179
Identification
of subsidiaries
and associate
companies
180
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISAGRÍCOLA DE CAMEROS
Name
Sociedad Agrícola de Cameros Limitada
Type of entity
Limited partnership
TAX ID
77,047,280-6
Address
Camino Polpaico a Til-Til, S/N Til-Til
Phone number
(56 2) 2378 4700
Subscribed and paid capital (Th$)
5,738,046
Corporate purpose
The exploitation of agricultural land
Core business
Real estate and agriculture
Main executives
Hugo Ayala Espinoza
CEO
Enersis stake
(direct and indirect)
57.50% - No variation.
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
Address
Boulevard Aeropuerto Norte 9623, local 4, Parque
Industrial Enea, Pudahuel
Phone number
(56 2) 2601 0601
Subscribed and paid capital (Th$)
6,601,121
Corporate purpose
Exclusively to establish, construct and exploit
public utilities for water production and
distribution; sewage collection, treatment and
disposal, and other functions expressly authorized
by Law 382 of 1988 and its amendments.
Core business
Water and related services.
Board of Directors
Víctor M. Jarpa Riveros
Andrés Salas Estrades
Luis F. Edwards Mery
José M. Guzmán Nieto
Fernando Gardeweg Ried
Main executives
Roberto Alcalde Eyzaguirre
CEO
Enersis stake
(direct and indirect)
55.00% - No variation.
AMPLA ENERGÍA
Name
Ampla Energia e Serviços S.A.
Type of entity
Publicly held Limited Liability Company
Address
Praça Leoni Ramos, N° 01, São Domingos, Niteroi,
Río de Janeiro, Brasil
Phone number
(55 21) 2613 7000
Subscribed and paid capital (Th$)
288.837.437
Corporate purpose
Study, plan, project, build and explore electricity
production, transmission, transformation,
distribution and sale systems, and provide related
services 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.
Core business
Distribution of electricity.
Board of Directors
Mario Fernando de Melo Santos (Chairman)
Antonio Basilio Pires e Albuquerque
(ViceChairman)
Nelson Ribas Visconti
Luciano Galasso Samaria
Ramón Francisco Castañeda Ponce
José Távora Batista
José Alves de Mello Franco
Cristián Fierro Montes
Otacilo de Souza Junior
Main executives
Marcelo Llévenes Rebolledo
Director Presidente
José Alves de Mello Franco
Bruno Golebiovsky
Carlos Ewandro Naegele Moreira
Claudio Rivera Moya
Déborah Meirelles Rosa Brasil
Teobaldo Jose Cavalcante Leal
Janaina Savino Vilella Carr
Enersis stake
(direct and indirect)
91.63 %
Proportion of Enersis assets
de Enersis
1.92%
ARA – INGENDESA
Name
Consorcio Ara – Ingendesa Limitada
Type of entity
Limited partnership
Tax ID
77,625,850-4
Address
Santa Rosa 76, Santiago, Chile.
Phone 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.
Core business
Engineering services.
Subscribed and paid capital
M$500
Attorneys-in-fact
Alejandro Santolaya de Pablo
Juan Benabarre Benaiges
Attorneys-in-fact Alternate
Daniel Barría
Cristián Araneda Valdivieso
Fernando Armijo Scotti
Nelson Hernández Pérez
Enersis stake
(direct and indirect)
29.99%- No variation.
ATACAMA FINANCE
Name
Atacama Finance Co.
Type of entity
Exempt company
Address
Caledonian House P.O. Box 265 G, George Town,
Grand Cayman, Cayman Islands
181
Phone number
(562) 2630 9000
Subscribed and paid capital (Th$)
3,305,043
Corporate purpose
Money borrowing in the financial market 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 Ávila (International Finance,
Enersis S.A.)
Gonzalo Alende Serra
Eduardo Escaffi Johnson (CFO Enersis S.A.)
Ramiro Alfonsín Balza
Carlos Martín Vergara
Claudio Iglesis Guillard
Juan Eduardo Vásquez
Alternate Directors
Sebastián Fernández Cox
Eduardo Lauer Rodríguez
Cristián Morales Jaureguiberry
Enrique Donoso Moscoso
Main executives
Jorge Andrés Taboada Rodriguez
CEO
Enersis stake
(direct and indirect)
30.59% - No variation.
AYSÉN ENERGÍA
Enersis stake
(direct and indirect)
30.75%
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
Phone number
(562) 2713 5000
Subscribed and paid capital (Th$)
22,368
Corporate purpose
Develop, and alternatively or additionally manage,
the electricity transmission systems required by the
hydroelectric generation project that Hidroaysén
is planning to build in the 11th Region of Aysén,
del general Carlos Ibáñez del Campo. In order to
do so, the following activities are Included in its
corporate purpose: a) the design, development,
construction, operation, ownership, maintenance
and exploitation of electricity transmission
systems, b) electricity transportation, and c)
procurement of services related to Its corporate
purpose
Core business
Electricity transmission
Board of Directors
Joaquín Galindo Vélez (Chairman)
Juan Benabarre Benaiges
Bernardo Larraín Matte
Luis Felipe Gazitúa Achondo
Name
Aysén Energía S.A.
Type of entity
Private company.
TAX ID
76,091,595-5
Address
Miraflores 383, Of. 1302, Santiago, Chile
Phone number
(562) 2713 5000
Subscribed and paid capital (Th$)
4,900
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
Bernardo Larraín Matte
Luis Felipe Gazitúa Achondo
Juan Eduardo Vásquez
Alternate Directors
Carlos Martín Vergara
Sebastián Fernández Cox
Claudio Iglesis Guillard
Eduardo Lauer Rodríguez
Cristián Morales Jaureguiberry
Enrique Donoso Moscoso
Main executives
Daniel Fernández Koprich
CEO
Enersis stake
(direct and indirect)
30.59%
CELTA
Name
Compañía Eléctrica Tarapacá S.A.
Type of entity
Private company
TAX ID
96,770,940-9
Address
Santa Rosa 76, Santiago, Chile
Phone number
(562) 2630 9000
Subscribed and paid capital (Th$)
331,770,543
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
CEO
Enersis stake
(direct and indirect)
61.49%
Proportion of Enersis assets de Enersis
0.17%
182
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISCore business
Electricity generation (proyect).
Board of Directors
Joaquín Galindo Vélez
Juan Benabarre Benaiges
Ramiro Alfonsín Balza
Bernardo Larraín Matte
Luis Felipe Gazitúa Achondo
Juan Eduardo Vásquez
Alternate Directors
Carlos Martín Vergara
Sebastián Fernández Cox
Claudio Iglesis Guillard
Eduardo Lauer Rodríguez
Cristián Morales Jaureguiberry
Enrique Donoso Moscoso
Main executives
Daniel Fernández Koprich
Vicepresidente Ejecutivo
Enersis stake
(direct and indirect)
30.59% - No variation.
CHILECTRA
Name
Chilectra S.A.
Type of entity
Publicly held Limited Liability Company
CENTRAL DOCK SUD S.A.
Name
Central Dock Sud S.A.
Type of entity
Private company
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.
Address
Pasaje Engineer Butty 220 Piso 16 Ciudad
Autónoma de Buenos Aires
Core business
Construction of a thermoelectric power plant
named Vuelta Obligado.
Board of Directors
José Miguel Granged Bruñen
Fernando Claudio Antognazza
José María Vázquez
Eduardo Nitardi
Alternate Directors
Leonardo Marinaro
Juan Carlos Blanco
Roberto José Fagan
Adrian Salvatore
Main executives
Eduardo Nitardi
CEO
Enersis stake
(direct and indirect)
16.17%
CENTRALES
Phone number
4229-1000
Subscribed and paid capital (Th$)
M$ 12,272,405
Corporate purpose
Electricity Generation.
Core business
Electricity Generation
Board of Directors
Martin Mandarano
Alejandro Héctor Fernández
Rodolfo Berisso
José Miguel Granged Bruñen
Joaquín Galindo Vélez
José María Hidalgo Martín-Mateos
Paula María García Kedinger
María Inés Justo Borga
Pablo Vera Pinto
Alternate Directors
Juan Carlos Blanco
Julián Matías Ferreiro
Daniel Gustavo Ciaffone
Gerardo Zmijak
Sebastián Ortiz
Jorge Norberto Peña
Fernando Claudio Antognazza
Fernando Boggini
Rodrigo Quesada
Enersis stake
(direct and indirect)
39.99%
CENTRAL VUELTA OBLIGADO
Name
Central Vuelta Obligado S.A.
Type of entity
Private company
HIDROELÉCTRICAS DE AYSÉN
Name
Centrales Hidroeléctricas de Aysén S.A.
Type of entity
Private company incorporated in Santiago, Chile,
recorded in the Securities Registry of the SVS
TAX ID
96,800,570-7
Address
Santa Rosa 76, piso 8,
Santiago, Chile
Phone number
(56 2) 2675 2000
TAX ID
76,652,400-1
Address
In Santiago, Chile, calle Miraflores 383, oficina
1302.
In Coyhaique, Chile, calle Baquedano 260.
In Cochrane, Chile, calle Teniente Merino 324.
Phone number
(562) 2713 5000
Subscribed and paid capital (Th$)
168,945,662
Address
Av. Thomas Edison 2701, Ciudad Autónoma de
Buenos Aires, Argentina
Phone number
(5411) 4117 1077
Subscribed and paid capital (M$arg)
500
Corporate purpose
Generation of electricity and its commercialization
by blocks and particularly, equipment purchasing
management, construction, operation and
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 sale of electricity to its shareholders;
c) the administration, operation and maintenance
of hydraulic works, electrical systems and
hydroelectric generating plants.
Subscribed and paid capital (Th$)
367,928,682
Corporate purpose
Exploit in Chile or abroad the distribution and sale
of hydraulic, thermal, heat or any kind of electricity,
as well as the distribution, transport and sale of
fuels of any kind, supplying this energy or fuel
directly or through other companies to as many
customers possible.
Core business
Distribution of electricity.
Board of Directors
Juan María Moreno Mellado
Marcelo Llévenes Rebolledo
Livio Gallo
Hernán Felipe Errázuriz Correa
José Luis Marín López-Otero
Elena Salgado Méndez
Main executives
Cristián Fierro Montes
CEO
Gianluca Caccialupi
Deputy CEO
Gonzalo Vial Vial
Andreas Gebhardt Strobel
Daniel Gómez Sagner
183
Enrique Fernández Pérez
Ramón Castañeda Ponce
Jaime Muñoz Vargas
Gloria Salgado Rubilar
Héctor Villouta Sanhueza
Luciano Galasso Samaria
Jean Paul Zalaquett Falaha
Enersis stake
(direct and indirect)
99.09% - No variation.
CHINANGO
Name
Chinango S.A.C.
Type of entity
Private company
Address
Avda. Víctor Andrés Belaúnde 147, Edificio Real 4,
piso 7, San Isidro, Lima, Perú
Proportion of Enersis assets de Enersis
6.75%
Subscribed and paid capital (Th$)
50,042,423
CHILECTRA INVERSUD
Name
Chilectra Inversud S.A.
TAX ID
99,573,910-0
Type of entity
Private company
Address
Santa Rosa 76, piso 8, Santiago, Chile
Phone number
(56 2) 2675 2000
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.
CEO
Edegel S.A.A. represented by Julián
Cabello Yong
Enersis stake
(direct and indirect)
29.97% (No variation)
Roberto José Fagan
Fernando Carlos Boggini
Orlando Adalberto Díaz
Alejandro Nagel
Main executives
Fernando Claudio Antognazza
CEO
Fernando Carlos Luis Boggini
CFO
Néstor Srebernic
Gerente de Producción
Cristian Vargas
Gerente Comercial
Rodolfo Silvio Bettinsoli
Gerente de Recursos Humanos
Enersis stake
(direct and indirect)
39.21% - No variation.
CODENSA
Name
Codensa S.A. E.S.P.
Type of entity
Private company
Address
Carrera 13 A #93-66, Bogotá, Colombia
Subscribed and paid capital (Th$)
265,306,226
CHOCÓN
Phone number
(57 1) 601 6060
Corporate purpose
Exploit abroad, for its own or through third parties,
the distribution and sale of electricity. It may make
investments in foreign companies and make all kind
of investments in all kind of financial instruments,
such as; bonds, debentures, debt titles, credits,
negotiable securities or other financial or commercial
documents, all with to the objective of obtaining
their natural and civil returns. In order to do so, it may
constitute, amend, dissolve and liquidate companies
in foreign countries and develop all other activities
that are complementary and/or related to the above
mentioned businesses.
Core business
Investments.
Board of Directors
Ramón Castañeda Ponce
Francisco Miqueles Ruz
Gonzalo Vial Vial
Main executives
Francisco Miqueles Ruz
CEO
Enersis stake
(direct and indirect)
99.09% - No variation.
Name
Hidroeléctrica El Chocón S.A.
Type of entity
Corporation
Address
Avda. España 3301,
Buenos Aires, Argentina
Subscribed and paid capital (Th$)
24,073,993
Corporate purpose
Electricity Generation and its block
comercialization .
Core business
Electricity Generation.
Board of Directors
Joaquín Galindo Vélez
José Miguel Granged Bruñen
José María Hidalgo Martín Mateos
Eduardo Escaffi Johnson (CFOEnersis S.A.)
Vacant
Alex Daniel Horacio Valdez
Juan Carlos Nayar
Sergio Maschio
Alternate Directors
Jorge Raúl Burlando Bonino
Francisco Domingo Monteleone
Juan Carlos Blanco
Subscribed and paid capital (Th$)
3,593,166
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
184
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISintangible 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
Distribution of electricity.
Board of Directors
Cristian Fierro Montes
José Antonio Vargas Lleras
Lucio Rubio Díaz
Sandra Stella Fonseca Arenas
Ricardo Roa Barragán
Ricardo Bonilla González
Orlando José Cabrales Martínez
Alternate Directors
Gustavo Gómez Cerón
Leonardo López Vergara
David Felipe Acosta Correa
Ernesto Moreno Restrepo
Álvaro Torres Macías
José Alejandro Herrera Lozano
Antonio Sedán Murra
Main executives
David Felipe Acosta Correa
CEO
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 Barrera
Enersis stake
(direct and indirect)
48.39%
Proportion of Enersis assets de Enersis
11.02%
COELCE
Name
Companhia Energética do Ceará
Type of entity
Publicly held Limited Liability Company
Address
Rua Padre Valdevino, 150 - Centro, Fortaleza,
Ceará, Brasil
Phone number
(55 85) 3453-4082
Subscribed and paid capital (Th$)
98,549,260
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 energy 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 technical assistance 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
Board of Directors
Mario Fernando de Melo Santos (Chairman)
Marcelo Llévenes Rebolledo (ViceChairman)
Gonzalo Vial Vial
José Alves de Mello Franco
Jorge Parente Frota Júnior
Cristián Eduardo Fierro Montes
Francisco Honório Pinheiro Alves
Renato Soares Sacramento
Nelson Ribas Visconti
Joao Francisco Landim Tavares
Claudio Manuel Rivera Moya
Alternate Directors
Antonio Basilio Pires de Carvalho e Albuquerque
Luciano Alberto Galasso Samaria
Teobaldo José Cavalcante Leal
José Caminha Alencar Aripe Júnior
José Távora Batista
Carlos Ewandro Naegele MoreiraVládia Viana Regis
José Nunes de Almeida Neto
Bruno Golebiovsky
Robson Figueiredo de Oliveira
Main executives
Abel Alves Rochinha
Chairman
David Augusto de Abreu
Teobaldo José Cavalcante Leal
José Nunes de Almeida Neto
Carlos Ewandro Naegele Moreira
José Távora Batista
Olga Jovanna Carranza Salazar
José Alves de Mello Franco
Cristine de Magalhães Marcondes
Nelson Ribas Visconti
Enersis stake
(direct and indirect)
49.18%
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
Américo Vespucio 100, Pudahuel, Santiago, Chile
Phone number
(56 2) 2601 0601
Subscribed and paid capital (Th$)
41,742,265
Corporate purpose
a) The construction for its own or for third parties’,
on its own land or other land, urbanized or not,
of all kind of civil works, facilities, buildings,
housing, offices and others; b) the sale or disposal
in any form of such building works; c) the study
and development of projects for such buildings,
including engineering, architecture, financing,
commercialization, and others. In order to do so, it
may act for its own or third parties, either directly
or forming part of associations, communities,
companies and legal entities of any kind, in which
it may also assume the management.
Core business
Real Estate.
Board of Directors
Fernando Gardeweg Ried
Andrés Salas Estrades
Luis Felipe Edwards Mery
José Manuel Guzmán Nieto
Victor Jarpa Riveros
Main executives
Roberto Alcalde Eyzaguirre
CEO
Rodrigo Sánchez Cubric
Fernando Krebs Labarca
Enersis stake
(direct and indirect)
55.00% - No variation.
CTM
Name
Compañía de Transmisión del Mercosur S.A.
Type of entity
Corporation
Address
Bartolomé Mitre 797, piso 11, Ciudad Autónoma de
Buenos Aires, Argentina
Subscribed and paid capital (Th$)
1,142,971
185
Corporate purpose
Provide high-voltage electricity transmission
services both in relation to national and
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
Alternate Directors
José Venegas Maluenda
Juan Carlos Blanco
Roberto José Fagan
Main executives
Arturo Miguel Pappalardo
CEO
Enersis stake
(direct and indirect)
83.54%
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 Piso 5
Subscribed and paid capital (Th$)
57,871,689
Corporate purpose
The company’s main purpose is the distribution
and commercialization of electricity, and the
execution of all associates, complementary
and related activities to distribution and
commercialization of electricity, public works,
designs and electrical engineering consulting, and
the commercialization of products for the benefit
of its customers.
Core business
Distribution and commercialization of electricity
Board of Directors
Catalina Velasco Campusano
David Felipe Acosta
María Cristina Toro Restrepo
Alternate Directors
Iván Pinzón Amaya
Leonardo López Vergara
Fabiola Leal Castro
Main executives
Álvaro Torres Macías
CEO
Enersis stake
(direct and indirect)
23.71%
Héctor Sergio Falzone
José María Saldungaray
Osvaldo Alejandro Pollice
Leonardo Marinaro
Justo Pedro Saenz
Main executives
Antonio Jerez
CEO
Enersis stake
(direct and indirect)
50.93% - No variation.
Proportion of Enersis assets de Enersis
0.01%
EDEGEL
Name
Edegel S.A.A.
DISTRILEC INVERSORA
Name
Distrilec Inversora S.A.
Type of entity
Private company
Type of entity
Publicly held Limited Liability Company
Address
Avda. Víctor Andrés Belaúnde 147, Edificio Real 4,
piso 7, San Isidro, Lima, Perú
Address
San José 140, Buenos Aires, Argentina
Subscribed and paid capital (Th$)
423,750,467
Phone number
(54 11) 4370 3700
Subscribed and paid capital (Th$)
40,756,974
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 (Chairman)
Alberto Briand Rebaza Torres (ViceChairman)
Joaquín Galindo Vélez
Rafael Fauquié Bernal
Reynaldo Llosa Barber
Claudio Herzka Buchdahl
Gerardo Rafael Sepúlveda Quezada
Core business
Investments.
Board of Directors
José María Hidalgo Martín Mateos (Chairman)
Cristián Fierro Montes
María Inés Justo
Juan Carlos Blanco
Rafael Fauquié Bernal
Gonzalo Alejandro Pérez Moore
Juan Carlos Bledel
José María Vásquez
Fernando Bonnet
Edgardo Licen
Alternate Directors
Fernando Antognazza
Rodrigo Quesada
Roberto Fagan
Mariana Marine
Gonzalo Vial Vial
Alternate Directors
Julián Cabello Yong
Raffaele Enrico Grandi
Arrate Gorostidi Aguirresarobe
Mariano Paz Soldán Franco
Alberto Triulzi Mora
Sebastián Fernández Cox
Eric Andrés Añorga Müller
Main executives
Francisco Pérez Thoden Van Velzen (CEO)
Julián Cabello Yong (Gerente de Explotación)
Carlos Rosas Cedillo (Gerente de Gestión de
Energía y Comercialización)
Eric Añorga Müller (CFO)
Daniel Abramovich Ackerman (Gerente de Asesoría
Legal)
Enersis stake
(direct and indirect)
37.46% (No variation)
186
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISEDELNOR
Phone number
(54 11) 4370 3700
Name
Empresa de Distribución Eléctrica de Lima Norte
S.A.A.
Subscribed and paid capital (Th$)
69,224,794
and, especially, in the related to the generation,
production, and marketing of electric power;
as well as activities of generation, transmission,
Distribution and commercialization of electricity in
a direct way.
Type of entity
Publicly held Limited Liability Company
Corporate purpose
Distribution and commercialization of electricity
and related activities
Core business
Investments.
Address
Jr. Teniente Cesar López Rojas 201 Urb. Maranga,
San Miguel, Lima, Perú
Core business
Distribution of electricity.
Phone number
(51 1) 561 2001
Subscribed and paid capital (Th$)
99,904,810
Corporate purpose
Engage in the activities of distribution,
transmission and generation of electricity
in accordance with the provisions of current
legislation. Additionally, the company may
engage in the sale of goods in any form, as well as
providing consulting and financial services, among
others, except those services which require specific
authorization in accordance with current law.
Core business
Distribution of electricity
Board of Directors
Reynaldo Llosa Barber (Chairman)
Ignacio Blanco Fernández
Paolo Giovanni Pescarmona
María Cecilia Blume Cilloniz
Cristian Eduardo Fierro Montes
Fernando Fort Marie
Claudio Eduardo Helfmann Soto
José María Hidalgo Martín Mateos
Main executives
Ignacio Blanco Fernández
CEO
Carlos Solís Pino
Walter Sciutto Brattoli
Rocío Pachas Soto
Raffaele Enrico Grandi
Luis Salem Hone
Pamela Gutiérrez Damiani
Alfonso Valle Cisneros
Enersis stake
(direct and indirect)
75.54%
Proportion of Enersis assets
1.52%
EDESUR
Name
Empresa Distribuidora Sur S.A.
Type of entity
Corporation
Board of Directors
José María Hidalgo Martin Mateos (Chairman)
Juan Carlos Blanco
Cristian Fierro Montes
Marcelo Silva Iribarne
Gonzalo Vial Vial
Marco Fadda (Gerente Regional Planificación y
Control Enersis S.A.)
Ernesto Pablo Badaraco
José María Vásquez
Alternate Directors
Roberto Fagan
José Miguel Granged
Fernando Antognazza
María Inés Justo
Rodrigo Quesada
Mariana Marine
Fernando Bonnet
José María Saldungaray
Main executives
Antonio Jerez Agudo
CEO
Silvia Migone Díaz
Legal Affairs Director
Enersis stake
(direct and indirect)
71.61%
Proportion of Enersis assets de Enersis
0.05%
ELÉCTRICA CABO
BLANCO S.A.C.
Name
Cabo Blanco S.A.C.
Type of entity
Private company
Address
Calle César López Rojas N° 201, Urbanización
Maranga, Distrito de San Miguel, Provincia y
Departamento de Lima
Phone number
(051) 517-2993
Subscribed and paid capital (Th$)
8,723,363
Address
San José 140 (1076), Capital Federal, Argentina
Corporate purpose
Investments in other companies, mainly those
engaged in the exploitation of natural resources
Main Executives
Manuel Cieza Paredes (CEO)
Enersis stake
(direct and indirect)
100%
Proportion of Enersis assets de Enersis
0.40%
ELECTROGAS
Name
Electrogas S.A.
Type of entity
Private company
TAX ID
96,806,130-5
Address
Alonso de Córdova 5900, Oficina 401, Comuna de
Las Condes
Santiago, Chile
Phone 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.
Core business
Gas transportation.
Subscribed and paid capital (Th$)
11,176,162
Board of Directors
Juan Eduardo Vásquez Moya (Chairman)
Alan Fischer Hill (ViceChairman)
Pedro Gatica Kerr
Eduardo Lauer Rodríguez
Fernando Promis Baeza
Alternate Directors
Andrés Opazo Irarrázaval
Gastón Schofield Lara
Cristian Morales Jaureguiberry
Juan Oliva Vásquez
Ricardo Santibáñez Zamorano
Main executives
Carlos Andreani Luco
CEO
Enersis stake
(direct and indirect)
25.49% - No variation.
187
EMGESA
Name
Emgesa S.A. E.S.P.
Type of entity
Public utility Corporation
EMGESA PANAMÁ, S.A.
Name
Emgesa Panamá, S.A.
Type of entity
Private company.
Board of Directors
Manuel Guillermo Camargo
David Alfredo Riaño
María Cristina Toro
Alvaro Cruz Vargas
Paulo Jairo Orozco Díaz
Omar Serrano Rueda
Martha Catalina Velasco Campuzano
Address
Carrera 11 N°82-76, piso 4, Santa Fe de Bogotá,
D.C. Colombia
Address
Ciudad de Panamá, Panamá
Subscribed and paid capital (Th$)
165,215,801
Corporate purpose
The main purpose of the company is generation
and commercialization of electricity and
associated, connected, complementary and
related activities.
Core business
Electricity generation and commercialization.
Board of Directors
Joaquín Galindo Vélez
Lucio Rubio Díaz
José A. Vargas Lleras
Sandra Stella Fonseca Arenas
Ricardo Roa Barragán
Ricardo Bonilla González
Luisa Fernanda Lafaurie Rivera
Alternate Directors
Omar Serrano Rueda
Carlos Luna Cabrera
Juan Manuel Pardo
Ernesto Moreno Sánchez
Álvaro Torres Macías
Jose Alejandro Herrera Lozano
Andrés López Valderrama
Main executives
Lucio Rubio Díaz
CEO
Carlos Luna Cabrera
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 Barrera
Ana Patricia Delgado Meza
Javier Blanco Fernández
Enersis stake
(direct and indirect)
37.72%
Proportion of Enersis assets de Enersis
2.90%
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$)
5,255
Directors
Lucio Rubio Díaz
Andrés Caldas Rico
Omar Serrano Rueda
Main executives
Fernando Gutiérrez Medina
Andrés Caldas Rico
Elizabeth Laverde Enciso
Enersis stake
(direct and indirect)
37.72%
Alternate Directors
Javier Botero Álvarez
Claudia Niño Cubides
Fabiola Leal Castro
Luis Fernando Ayala
David Feferbaum Gutfraind
Aurelio Bustilho de Oliveira
Javier Ortíz Muñoz
Main executives
Carlos Mario Restrepo Molina
Alberto Duque Ramírez
Olga Pérez R.
Alba Marina Urrea Gómez
Diego Mauricio Muñoz Hoyos
Nidia Ximena León Corredor
Enersis stake
(direct and indirect)
19.52%
EMPRESA ELÉCTRICA DE
COLINA
Name
Empresa Eléctrica de Colina Ltda.
Type of entity
Sociedad de Responsabilidad Limitada
EMPRESA DE ENERGÍA DE
CUNDINAMARCA
TAX ID
96,783,910-8
Name
Empresa de Energía de Cundinamarca S.A.
Address
Chacabuco 31, Colina, Santiago, Chile
Type of entity
Private company
Tax ID
860,007,638-0
Address
Carrera 11 N° 93-52 Bogotá D.C.
Phone number
(571) 7051800
Subscribed and paid capital (Th$)
10,798,989
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.
Phone number
(56 2) 2844 4280
Subscribed and paid capital (Th$)
82,222
Corporate purpose
Distribution and sale of electricity and home,
sports, entertainment and computer electrical
appliances.
Core business
Distribution of electricity.
Main executives
Leonel Martínez Garrido
CEO
Enersis stake
(direct and indirect)
99.09% - No variation.
188
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISEMPRESA ELECTRICA DE
PIURA S.A.
Name
Empresa Eléctrica de Piura S.A
Type of entity
Corporation
Address
Calle César López Rojas N° 201, Urbanización
Maranga, Distrito de San Miguel, Provincia y
Departamento de Lima
Phone number
(051) 517-2993
Subscribed and paid capital (Th$)
M$ 15,318,148
Corporate purpose
Electricity generation and commercialization.
Core business
Electricity generation and commercialization
Directors
Manuel Muñoz Laguna
Fernando Prieto Plaza (Chairman)
Claudio Helfmann Soto (ViceChairman)
Main Executives
CEO: Manuel Vicente Cieza Paredes
Gerente de Planificación y Control: Juan Martín
Sabogal Carrillo
Enersis stake
(direct and indirect)
96.50%
ENDESA ARGENTINA
Name
Endesa Argentina S.A.
Type of entity
Sociedad Anónima
Address
Suipacha 268, piso 12, Buenos Aires, Argentina
Phone number
(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$)
56,314,705
Board of Directors
José María Hidalgo Martín Mateos
José Miguel Granged Bruñen
Maria Inés Justo
Phone number
(5521) 3607 9500
Subscribed and paid capital (Th$)
210,254,158
Alternate Directors
Rodrigo Quesada
Mariana Cecilia Mariné
María Julia Nosetti
Enersis stake
(direct and indirect)
59.98% - No variation.
EN - BRASIL COMÉRCIO E
SERVIÇOS S.A.
Name
En- Brasil Comércio e Serviços S.A.
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.
Phone number
(55 21) 2613 7000
Subscribed and paid capital (Th$)
222,486
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
CEO
Rafael de Bessa Sales
Enersis stake
(direct and indirect)
83.54%
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
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.
Core business
Investments.
Board of Directors
Mario Fernando de Melo Santos (Chairman)
Ignacio Antoñanzas Alvear (ViceChairman) (CEO de
Enersis S.A.)
Massimo Tambosco (SubCEO de Enersis S.A.)
Antonio Basilio Pires de Carvalho e Albuquerque
Ramiro Diego Alfonsín Balza
Cristián Eduardo Fierro Montes
Joaquín Galindo Velez
Main executives
Marcelo Llévenes Rebolledo
CEO
Nelson Ribas Visconti (Vice CEO)
Luis Larumbe Aragón
Antonio Basilio Pires de Carvalho e Albuquerque
José Alves de Mello Franco
Carlos Ewandro Naegele Moreira
Teobaldo José Cavalcante Leal
Janaina Savino Vilella Carro
Enersis stake
(direct and indirect)
83.54%
Proportion of Enersis’ assets
8.15%
ENDESA CACHOEIRA
Name
Centrais Elétricas Cachoeira Dourada S.A.
Type of entity
Private Company
Address
Rodovia GO 206, Km 0, Cachoeira Dourada
Goiania, Goiás, Brasil
Phone number
(55 62) 3434 9000
Subscribed and paid capital (Th$)
14,314,684
189
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 Claudio Antognazza
Main executives
Joaquín Galindo Vélez
CEO
Ramiro Alfonsín Balza
Deputy CEO
Carlos Fernando Gardeweg Ried
Federico Poleman
Francisca Moya Moreno
Fernando Prieto Plaza
Paulo Domingues
Fernando Lafuente
Sebastian Fernandez Cox
José Venegas Maluenda
Ignacio Quiñones Sotomayor
Corporate purpose
The company´s corporate purpose is to perform
the studies, planning, construction, installation,
operation and exploitation of electricity
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
Ana Cláudia Goncalves Rebello
Luis Larumbe Aragón
Main executives
Guilherme Gomes Lencastre
CEO
Manuel Herrera Vargas
José Ignácio Pires Medeiros
Carlos Ewandro Naegele Moreira
José Alves de Mello Franco
Ana Cláudia Goncalves Rebello
Teobaldo José Cavalcante Leal
Janaina Savino Vilella Carro
Enersis stake
(direct and indirect)
83.33%
ENDESA CEMSA
Name
Endesa Cemsa S.A.
Type of entity
Corporation
Address
Pasaje Ing. E. Butty 220, piso 16,
Buenos Aires, Argentina
Alternate Directors
Arturo Pappalardo
Roberto José Fagan
Pedro Cruz Viné
Main executives
Juan Carlos Blanco
CEO
Enersis stake
(direct and indirect)
81.99%
Proportion of Enersis assets
0.05%
ENDESA CHILE
Name
Empresa Nacional de Electricidad S.A.
Type of entity
Publicly held Limited Liability Company
TAX ID
91,081,000-6
Address
Santa Rosa 76, Santiago, Chile
Phone number
(5411) 4875 0600
Phone number
(56 2) 2630 9000
Subscribed and paid capital (Th$)
1,129,748
Subscribed and paid capital (Th$)
1,331,714.085
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
Corporate purpose
Generation and supply of electricity, engineering
and consulting services in Chile and abroad and
the construction and exploitation of infrastructure
works.
Core business
Electricity Generation
Board of Directors
Jorge Rosenblut (Chairman)
Paolo Bondi (ViceChairman)
Francesco Buresti
Vittorio Corbo Loi
Felipe Lamarca Claro
Jaime Bauzá Bauzá
Enrique Andrés Cibié Bluth
Manuel Moran Casero
Alfredo Arahuetes García
Commercial relations
Trading current accounts, accounting, trading desk
and treasury services.
Enersis stake
(direct and indirect)
59.98% - No variation.
Proportion of Enersis assets
30.43%
ENDESA CIEN
Name
CIEN - Compañía de Interconexión Energética S.A.
Type of entity
Private Company
Address
Praça Leoni Ramos, N° 1, piso 6, Bloco 2, São
Domingos, Niterói, Río de Janeiro, Brasil
Phone number
(55 21) 3607 9500
Subscribed and paid capital (Th$)
63,418,309
Corporate purpose
The purpose of the company is the
production, industrialization, distribution and
commercialization of electricity, including the
import and export activities. In view of achieving
the purposes mentioned above, the company will
promote the study, planning and construction
of facilities for production systems, transmission,
conversion and distribution of electricity by
capturing the necessary investment to develop the
activities and by providing services. Beyond the
purposes referred to, the company may promote
the implementation of associated products, as well
as inherent, ancillary or complementary activities
to services and jobs that cometh to provide. To
carry out the activities necessary to achieve its
goals, the company may participate in other
societies.
Core business
Electricity transmission.
Board of Directors
Marcelo Andrés Llévenes Rebolledo
Ana Claudia Gonçalves Rebello
José Augustín Venegas Maluenda
190
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISMain executives
Guilherme Gomes Lencastre
CEO
Manuel Herrera Vargas
José Ignácio Pires Medeiros
Carlos Ewandro Naegele Moreira
Teobaldo José Cavalcante Leal
José Alves de Mello Franco
Ana Cláudia Goncalves Rebello
Janaina Sabino Vilella Carro
Enersis stake
(direct and indirect)
83.54%
ENDESA COSTANERA
Name
Endesa Costanera S.A.
Type of entity
Corporation
Address
Avda. España 3301, Buenos Aires, Argentina
Phone number
(5411) 4307 3040
Subscribed and paid capital (Th$)
58,560,092
Corporate purpose
The production of electricity and its block
commercialization.
Enersis stake
(direct and indirect)
45.40%
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, Brasil
Phone number
(55 85) 3464-4100
Subscribed and paid capital (Th$)
33,803,508
Corporate purpose
Study, project, build and explore production,
transmission, distribution and commercialization
systems of electricity under concessions, permits or
authorizations under any title, and other activities
related to services supply of any kind related to
the above activities; the acquisition, obtaining and
exploration of any right, concession or privilege
related to the above activities and the carrying
out of all the other acts and business necessary
for achieving its purposes; and participation in
the capital of other companies as shareholder or
partner, whatever their purposes.
Core business
Electricity Generation.
Core business
Electricity Generation.
Board of Directors
Joaquín Galindo Vélez (Chairman)
Máximo Luis Bomchil
José María Hidalgo Martín Mateos
Eduardo Escaffi Johnson (CFO of Enersis)
María Inés Justo
César Fernando Amuchástegui
Matías Maria Brea
Damián Camacho
Alternate Directors
Roberto José Fagan
Francisco Domingo Monteleone
Fernando Carlos Boggini
Claudio Iglesis Guillard
Jorge Raúl Burlando Bonino
Rodrigo Quesada
Fernando Claudio Antognazza
Main executives
Jose Miguel Granged Bruñen
CEO
Roberto José Fagan
Director de Explotación
Fernando Carlos Luis Boggini
Gerente Financiero
Rodolfo Silvio Bettinsoli
Gerente de Recursos Humanos
Francisco Domingo Monteleone
Gerente de Producción
Rodrigo Quesada
Legal Affairs Director
Board of Directors
Marcelo Andrés Llévenes Rebolledo
Ana Claudia Gonçalves Rebello
Luis Larumbe Aragón
Main executives
Manuel Herrera Vargas
CEO
Raimundo Câmara Filho
Teobaldo José Cavalcante Leal
José Ignácio Pires Medeiros
José Alves de Mello Franco
Ana Cláudia Goncalves Rebello
Janaina Savino Vilella Carro
Enersis stake
(Direct and indirect)
83.54%
ENERGEX
Name
Energex Co.
Type of entity
Exempt company, incorporated in Cayman Islands,
BWI
Address
Walker House, 87 Mary Street, George Town,
Grand Cayman, Cayman Islands
Subscribed and paid capital (Th$)
5,246
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.
Core business
Investments.
Board of Directors
Horacio Reyser
Gonzalo Alende Serra
Ingrid Morales Ávila (International Finance, Enersis
S.A.)
Eduardo Escaffi Johnson (CFO Enersis S.A.)
Enersis stake
(direct and indirect)
30.75%
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$ 66,125,000
Corporate purpose
Wind Electricity generation
Core business
Electricity Generation.
Main Executives
Newton Souza de Moraes
Enrique de las Morenas Moneo
CEO
Enersis stake
(direct and indirect)
0.81%
191
ENEL GREEN POWER
MODELO II EÓLICA S.A.
Name
Enel Green Power Modelo II Eólica S.A.
Type of entity
Private company.
Alternate Directors
Claudio Betti Pruzzo
Juan Cristóbal Pavéz Recart
Marcelo Álvarez Ríos
Alejandro García Chacón
Main executives
Wilfredo Jara Tirapegui
CEO
Address
Praça Leoni Ramos, Nº 1, 5º andar, bloco 2, Niterói,
RJ, Brasil.
Enersis stake
(direct and indirect)
46.12%
Corporate purpose
Wind Electricity generation
Core business
Electricity Generation.
Subscribed and paid capital
R$ 75,295,000
Main Executives
Newton Souza de Moraes
Enrique de las Morenas Moneo
CEO
Enersis stake
(direct and indirect)
0.81%
EÓLICA CANELA
Name
Central Eólica Canela S.A.
Type of entity
Private company
TAX ID
76,003,204-2
Address
Santa Rosa 76, Santiago, Chile
Phone number
(562) 2630 9000
Subscribed and paid capital (Th$)
12,284,743
Corporate purpose
Promote and develop renewable energy projects,
mainly wind energy, identify and develop clean
development mechanism (MDL in its Spanish
acronym) projects and act as depository and
trader in emission reduction certificates originated
from these projects. The generation, transport,
distribution, supply and sale of electricity, for
which it may acquire and exploit the respective
concessions and grants.
Core business
Wind farm electricity generation.
Board of Directors
Juan Benabarre Benaiges
Jesús Espadas Misioné
Sebastián Fernández Cox
Cristóbal García-Huidobro Ramírez
Bernardo Canales Fuenzalida
192
EÓLICA FAZENDA NOVA
Name
Eólica Fazenda Nova o Geraçãoa e Comercialização
de Energia S.A.
Type of entity
Private company
Address
Rua Felipe Camarão, nº 507, sala 104, Ciudad de
Natal, Rio Grande do Norte, Brasil
Phone number
(5521) 3607 9500
Subscribed and paid capital M$ 409,151
Corporate purpose
Generation, transmission, distribution and
commercialization of energy, participation in
other companies as a partner, shareholder,
or quota holders and import machinery and
equipment related to the generation, transmission,
distribution and commercialization of wind energy.
Core business
Electricity Generation.
Main Executives
Marcelo Llévenes Rebolledo
Chairman
Guilherme Gomes Lencastre
Vacant
Enersis stake
(direct and indirect)
83.49%
GASATACAMA
Name
GasAtacama S.A.
Type of entity
Private company
TAX ID
96,830,980-3
Address
Avenida Isidora Goyenechea 3365, piso 8,
Santiago, Chile
Phone number
(562) 2366 3800
Subscribed and paid capital (Th$)
152,915,467
Corporate purpose
The purpose of the company is: a) the
administration and management of the companies
Gasoducto Atacama Chile Limitada, Gasoducto
Atacama Argentina Limitada, GasAtacama
Generación Limitada and other companies agreed
to by the partners; b) investment of its own or third
party’s resources, in all kinds of assets, corporeal
or incorporeal, securities, shares and commercial
paper.
Core business
Investments.
Board of Directors
Raúl Sotomayor Valenzuela (Chairman)
Joaquín Galindo Vélez
Gonzalo Dulanto Letelier
Ramiro Alfonsín Balza
Alternate Directors
Juan Benabarre Benaiges
Eduardo Ojea Quintana
Fernando Gardeweg Ried
Gonzalo Alende Serra
Main executives
Rudolf Araneda Kauert
CEO
Enersis stake
(direct and indirect)
30.75%
GASATACAMA CHILE
Name
GasAtacama Chile S.A.
Type of entity
Private company
TAX ID
78,932,860-9
Address
Avenida Isidora Goyenechea 3365, piso 8, Las
Condes, Santiago, Chile
Phone number
(562) 2366 3800
Subscribed and paid capital (Th$)
97,066,063
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
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISconcessions 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
Vacant
Alternate Directors
Juan Benabarre Benaiges
Eduardo Ojea Quintana
Fernando Gardeweg Ried
Gonzalo Alende Serra
Main executives
Rudolf Araneda Kauert
CEO
Enersis stake
(direct and indirect)
30.75%
GASODUCTO ATACAMA
ARGENTINA
Name
Gasoducto Atacama Argentina S.A.
Type of entity
Private company
TAX ID
78,952,420-3
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.
Enersis stake
(direct and indirect)
30.75%
Core business
Gas transportation.
Board of Directors
Rafael Zamorano Chaparro
Gustavo Venegas Castro
Pedro de la Sotta Sánchez
Alternate Directors
Luis Cerda Ahumada
Mario Guevara Esturillo
Alejandro Sáez Carreño
Main executives
Rudolf Araneda Kauert
CEO
Enersis stake
(direct and indirect)
30.75%
GASODUCTO TALTAL
Name
Gasoducto Taltal S.A.
Type of entity
Private company
TAX ID
77,032,280-4
Address
Avenida Isidora Goyenechea 3365, piso 8, Las
Condes, Santiago, Chile.
Phone number
(562) 2366 3800
GENERALIMA S.A.C.
Name
Generalima S.A.C.
Type of entity
Private company
Address
Calle César López Rojas N° 201, Urbanización
Maranga, Distrito de San Miguel, Provincia y
Departamento de Lima
Phone number
(051) 561-0466
Subscribed and paid capital (Th$)
27,523,467
Corporate purpose
Investments in other companies, mainly those
engaged in the exploitation of natural resources
and, especially, in the related to the generation,
production, and marketing of electric power.
Core business
Investments.
Main Executives
Claudio Helfmann Soto (CEO)
Enersis stake
(direct and indirect)
100%
Proportion of Enersis assets de Enersis
0.30%
Corporate purpose
Transportation, commercialization and distribution
of natural gas, through its own means or together
with other parties within Chile, especially in
the towns of Mejillones and Paposo in the 2nd
Region, including the construction, location and
exploitation of gas pipelines and other activities
related directly or indirectly to it.
GENERANDES PERÚ
Name
Generandes Perú S.A.
Type of entity
Sociedad Anónima
Address
Avenida Isidora Goyenechea 3365, piso 8, Las
Condes, Santiago, Chile
Core business
Gas transportation.
Address
Avda. Víctor Andrés Belaúnde 147, Edificio Real 4,
piso 7, San Isidro, Lima, Perú
Phone number
(562) 2366 3800
Subscribed and paid capital (Th$)
109,209,703
Corporate purpose
The company´s purpose is the transportation 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. 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
Subscribed and paid capital (Th$)
19,085,847
Phone number
(511) 215 6300
Board of Directors
Rafael Zamorano Chaparro
Gustavo Venegas Castro
Pedro de la Sotta Sánchez
Alternate Directors
Luis Cerda Ahumada
Mario Guevara Esturillo
Alejandro Sáez Carreño
Main executives
Rudolf Araneda Kauert
CEO
Subscribed and paid capital (Th$)
186,325,266
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.
193
of act or contract that may be necessary, useful or
convenient for meeting its purposes.
Core business
Import and commercialization of natural gas
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.
Board of Directors
Ignacio Blanco Fernández (Chairman)
Alberto Briand Rebaza Torres (ViceChairman)
Joaquín Galindo Vélez
Raffaele Enrico Grandi
José Agustín Venegas Maluenda
Rafael Fauquie Bernal
Gerardo Rafael Sepúlveda Quezada
Alberto Triulzi Mora
Alternate Directors
Guillermo Lozada Pozo
Rafael Alcázar Uzátegui
Julían Cabello Yong
Carlos Rosas Cedillo
José María Hidalgo Martín-Mateos
Gonzalo Adolfo De las Casas Salinas
Sebastián Fernández Cox
Eric Andrés Añorga Müller
Enersis stake
(direct and indirect)
36.59% - No variation.
GNL CHILE
Name
GNL Chile S.A.
Type of entity
Private company
TAX ID
76,418,940-K
Board of Directors
José Agustín Venegas Maluenda
Marc Llambias Bernaus
Klaus Lührmann Poblete
Alternate Directors
Víctor Turpaud Fernández
Juan Oliva Vásquez
Mario Basualto Vergara
Main executives
Alejandro Palma Rioseco
CEO
GNL QUINTERO
Name
GNL Quintero S.A.
Type of entity
Private company
TAX ID
76,788,080-4
Main executives
Francisco Pérez Thoden Van Velzen (CEO)
Eric Andrés Añorga Müller (CFO)
Enersis stake
(direct and indirect)
19.99% - No variation.
Core business
Unloading, storing and re-gasifying liquefied
natural gas and natural gas.
Board of Directors
José Agustín Venegas Maluenda
Julio Bertrand Planella
Francesco Gazmuri Schleyer
Jesús Saldaña
Sultán Al Bartamani
Main executives
Juan Oliva Vásquez
Fernando Promis Baeza
Victor Turpaud Fernández
Rafael González
Hilal Al Kharusi
Principales ejecutivos
Antonio Bacigalupo Gittins
CEO
Enersis stake
(direct and indirect)
12% - No variation.
HIDROINVEST
Name
Hidroinvest S.A.
Dirección
Rosario Norte 532, oficina 1604, Las Condes,
Santiago, Chile
Type of entity
Corporation incorporated in Buenos Aires,
Argentina
Address
Rosario Norte 530, oficina 1303, Las Condes,
Santiago, Chile
Phone number
(562) 2499 0900
Address
Avda. España 3301, Buenos Aires, Argentina
Phone number
(562) 2892 8000
Subscribed and paid capital (Th$)
1,590,361
Corporate purpose
The company purpose is to a) contract the services
of the liquefied natural gas (LNG) regasification
company GNL Quintero S.A. and use all the natural
gas and LNG storage, processing, re-gasification
and delivery capacity of its re-gasification
terminal, including its expansions if any and
any other matter stated in the contract that
the Company signs to use of the re-gasification
terminal; b) import LNG under the delivered on
ship (DES) mode from LNG suppliers according to
LNG purchase agreements; c) the sale and delivery
of natural gas according to contracts signed by
the company with its customers; d) manage and
coordinate the programming and nominations of
LNG loads, as well as the delivery of natural gas
among the different customers; e) comply with
all its obligations and demand compliance with
all its rights according to the contracts mentioned
above and coordinate all activities included in
such contracts, and in general carry out any type
Subscribed and paid capital (Th$)
59.941.639
Phone number
(5411) 4307 3040
Corporate purpose
a) the development, financing, design,
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
Subscribed and paid capital (Th$)
4,459,651
Corporate purpose
Acquire and maintain a majority shareholding in
Hidroeléctrica Alicura S.A. and/or Hidroeléctrica El
Chocón S.A. and/or Hidroeléctrica Cerro Colorado
S.A. (“the concessionaire companies”) created
by National Executive Power decree 287/93 and
manages such investments.
Core business
Investments.
Board of Directors
Joaquín Galindo Vélez (Chairman)
José Miguel Granged Bruñen
José María Hidalgo Martín Mateos
Fernando Claudio Antognazza
Eduardo Escaffi Johnson (CFOEnersis S.A.)
Juan Carlos Blanco
Roberto José Fagan
Carlos Martín Vergara
194
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSIS
Alternate Directors
Francisco Monteleone
Jorge Raúl Burlando Bonino
Daniel Garrido
Rodolfo Bettinsoli
Fernando Boggini
Rodrigo Quesada
Sergio Camps
Oscar Rigueiro
Enersis stake
(direct and indirect)
57.64% - No variation.
ICT
Name
ICT Servicios Informáticos Limitada
Type of entity
Limited partnership
TAX ID
76,107,186-6
Address
Santa Rosa 76, piso 9
Phone number
(562) 2353 4606
Subscribed and paid capital (Th$)
500,000
Corporate purpose
The provision of consulting services in matters
related to information technology and computing,
telecommunications and data transmission.
Core business
Consulting services in information and computing
technology, telecommunications, and data
transmission; acquire and dispose of all assets
related to the company´s business.
Main Executives
Pedro Carrizo Polanco
CEO
Enersis stake
(direct and indirect)
99.99%
Proportion of Enersis assets
0.01%
INGENDESA DO BRASIL
(en liquidación)
Name
Ingendesa do Brasil Ltda.
Type of entity
Sociedad de responsabilidad limitada.
Address
Praça Leoni Ramos, Nº 1, parte, São Domingos,
Niterói - RJ, Brasil.
Corporate purpose
The corporate purpose includes offering services in
engineering, studies, projects, technical consulting,
management, inspection and supervision of works
supply, inspection and reception of materials and
equipment for laboratories, appraisals, commercial
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.
INVERSIONES DISTRILIMA
Name
Inversiones Distrilima S.A.C.
Type of entity
Private company
Address
Jr. Teniente César López Rojas 201, Maranga, San
Miguel, Lima, Perú.
Core business
Engineering services.
Subscribed and paid capital
M$48,203
Representative
Bruno César Vasconcelos
INMOBILIARIA MANSO DE
VELASCO
Name
Inmobiliaria Manso de Velasco Ltda.
Type of entity
Sociedad de Responsabilidad Limitada
TAX ID
79,913,810-7
Address
Miraflores 383, piso 29, Santiago, Chile
Phone number
(562) 2378 4700
Corporate purpose
Acquisition, disposal, commercialization and
exploitation of real estate and investment
companies.
Core business
Real estate.
Subscribed and paid capital (Th$)
25,916,800
Attorneys-in-fact
Andrés Salas Estrades
Fernando Gardeweg Ried
Main executives
Andrés Salas Estrades
CEO
Hugo Ayala Espinoza
Jorge Carnevali Flores
Commercial relations
Property rentals, trading desk services, accounting,
tax and other services supply. Commercial accounts
trading.
Phone number
(511) 561 1604
Subscribed and paid capital (Th$)
37,694,885
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
CEO
Enersis stake
(direct and indirect)
99.73%
Proportion of Enersis assets
2.01%
INVERSIONES GASATACAMA
HOLDING
Name
Inversiones Gasatacama Holding Limitada
Type of entity
Sociedad de Responsabilidad Ltda.
Enersis stake
100% - No variation.
TAX ID
76,014,570-K
Proportion of Enersis assets de Enersis
0.12%
Address
Avenida Isidora Goyenechea 3365, piso 8,
Santiago, Chile
195
Phone number
(562) 2366 3800
Core business
Investments.
Phone number
(56 2) 2634 6310
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 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$)
174,967,716
Board of Directors
Raúl Sotomayor Valenzuela
Joaquín Galindo Vélez
Eduardo Escaffi Johnson (CFO Enersis S.A.)
Gonzalo Dulanto Letelier
Alternate Directors
Juan Benabarre Benaiges
Claudio Iglesis Guillard
Eduardo Ojea Quintana
Pedro Pablo Errázuriz
Main executives
Rudolf Araneda Kauert
CEO
Enersis stake
(direct and indirect)
30.75%
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
Phone number
(571) 601 6060
Subscribed and paid capital (Th$)
M$ 1,360
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.
Legal Representative
David Felipe Acosta Correa
Subscribed and paid capital (Th$)
1,224
Enersis stake
(direct and indirect)
48.39%
Corporate purpose
Distribution and commercialization of electricity
and the sale of home, sports, entertainment and
computers electrical appliances.
INVERSORA DOCK SUD S.A.
Core business
Distribution of electricity.
Name
Inversora Dock Sud S.A.
Type of entity
Private company
Address
Pasaje Engineer Butty 220 Piso 16 Ciudad
Autónoma de Buenos Aires
Phone number
4229-1000
Subscribed and paid capital (Th$)
20,613,502
Corporate purpose
Sole object of capital investment in companies.
Core business
Investments
Board of Directors
José M. Hidalgo Martín-Mateos
Joaquín Galindo Velez
Maria Inés Justo
Jorge Norberto Peña
Martin Mandarano
José Miguel Granged Bruñen
Pablo Vera Pinto
Alternate Directors
Sebastián Ortiz
Gerardo Zmijak
Juan Carlos Blanco
Alejandro Fernández
Fernando Claudio Antognazza
Enersis stake
(direct and indirect)
57.14%
LUZ ANDES
Name
Luz Andes Limitada
Type of entity
Limited liability company
TAX ID
96,800,460-3
Address
Santa Rosa 76, Santiago, Chile
Main executives
Claudio Inzunza Díaz
CEO
Enersis stake
(direct and indirect)
99.09% - No variation.
PEHUENCHE
Name
Empresa Eléctrica Pehuenche S.A.
Type of entity
Publicly held Limited Liability Company
TAX ID
96,504,980-0
Address
Santa Rosa 76, Santiago, Chile
Phone number
(562) 2630 9000
Corporate purpose
The company purpose is the generation,
transmission, distribution and 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$)
200,319,020
Board of Directors
Alan Fischer Hill
Alejandro García Chacón
Humberto Espejo Paluz
Fernando Gardeweg Ried
Fernando Prieto Plaza
Main executives
Lucio Castro Márquez
CEO
Enersis stake
(direct and indirect)
55.57% - No variation.
196
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISPROGAS
Name
Progas S.A.
Type of entity
Private company
TAX ID
77,625,850-4
Address
Avenida Isidora Goyenechea 3365, piso 8,
Santiago, Chile
Phone number
(562) 2366 3800
Corporate purpose
Develop the following businesses in the 1st, 2nd
and 3rd regions of the country, the acquisition,
production, storage, transportation, distribution,
transformation and commercialization of
natural gas and other oil derivatives and fuels
in general, the supply of services, manufacture,
commercialization of equipment and materials,
and carrying out works related to the above
purposes or those necessary for their execution
and development, any other activity necessary
or leading to comply with the above mentioned
purposes.
Core business
Gas supply.
Subscribed and paid capital (Th$)
1,563
Board of Directors
Rudolf Araneda Kauert
Luis Cerda Ahumada
Pedro De La Sotta Sánchez
Main executives
Alejandro Sáez Carreño
CEO
Enersis stake
(direct and indirect)
30.75%
SACME
Name
Sacme S.A.
Type of entity
Private company
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
Conduction, supervision and control of operations
of part of the Argentine electricity system.
Board of Directors
Osvaldo Ernesto Rolando
Leandro Ostuni
Daniel Flaks
Eduardo Maggi
Alternate Directors
Abel Cresta
Leonardo Félix Druker
Alberto Rica
José Luis Marinelli
Main executives
Francisco Cerar
CEO
Enersis stake
(direct and indirect)
35.80%
Board of Directors
Carlos Alberto Luna Cabrera
Juan Manuel Pardo
Leonardo López Vergara
Alternate Directors
Fernando Gutiérrez Medina
Alba Lucía Salcedo
Luís Fernando Salamanca
Main executives
Fernando Gutiérrez Medina
CEO
Enersis stake
(direct and indirect)
38.19%
SOUTHERN CONE POWER
ARGENTINA
Name
Southern Cone Power Argentina S.A.
Type of entity
Sociedad Anónima
Address
Avda. España 3301, Buenos Aires, Argentina
Phone number
(54 11) 4307 3040
Subscribed and paid capital (Th$)
34,670
Corporate purpose
Wholesale electricity buying and produced by third
parties and to be consumed by third parties. It may
also hold participations in companies dedicated to
electricity generation.
SOCIEDAD PORTUARIA
CENTRAL CARTAGENA
Name
Sociedad Portuaria Central Cartagena S.A.
Type of entity
Corporation
Address
Carrera 13 A Nº 93-.66, piso 2 Bogotá, D.C.
Colombia.
Core business
Investments
Board of Directors
José María Hidalgo Martín Mateos
José Miguel Granged Bruñen
Roberto José Fagan
Alternate Directors
Fernando Claudio Antognazza
Enersis stake
(direct and indirect)
60.01%
Address
Avda. España 3251, Ciudad Autónoma de Buenos
Aires, Argentina
Phone number
(5411) 4361 5107
Subscribed and paid capital
($Argentinos)
12,000
Subscribed and paid capital (Th$)
1,578
TERMOELÉCTRICA JOSÉ DE
Corporate purpose
The company’s main purpose is the following:
1. Investment, construction and maintenance
of docks and private and public ports, their
management and operations and the development
and operation of a multipurpose port, according to
the law, among others.
SAN MARTÍN
Name
Termoeléctrica José de San Martín S.A.
Type of entity
Sociedad Anónima
Address
Elvia Rawson de Dellepiane 150, piso 9, Buenos
Aires, República de Argentina
197
Phone number
(511) 561 0386
Subscribed and paid capital (Th$)
40,314
Corporate purpose
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
José María Vázquez
Claudio O. Majul
José Miguel Granged Bruñen
Fernando Claudio Antognazza
Patricio Testorelli
Martín Genesio
Gerardo Carlos Paz
José Manuel Tierno
Jorge Ravlich
Alternate Directors
Juan Carlos Blanco
Roberto José Fagan
Adrián Gustavo Salvatore
Leonardo Pablo Katz
Iván Durontó
Emiliano Chaparro
Luís Agustín León Longobardo
Sergio Raúl Sánchez
Rigoberto Orlando Mejía Aravena
Main executives
Claudio Omar Majul
CEO - Gerente de Main Executives y Finanzas
Fernando Rabita - Gerente Operativo de Planta
Guillermo Paillet - Gerente Comercial
Enersis stake
(direct and indirect)
10.38%
TERMOELÉCTRICA MANUEL
BELGRANO
Name
Termoeléctrica Manuel Belgrano S.A.
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
Patricio Testorelli
Martín Genesio
Adrián Gustavo Salvatore
José María Vásquez
Fernando Claudio Antognazza
José Miguel Granged Bruñen
Gerardo Carlos Paz
José Manuel Tierno
Jorge Ravlich
Alternate Directors
Rigoberto Orlando Mejía Aravena
Juan Carlos Blanco
Roberto José Fagan
Leonardo Marinaro
Leonardo Pablo Katz
Emiliano Chaparro
Luis Agustín León Longobardo
Sergio Raúl Sánchez
Iván Diego Durontó
Main executives
Gabriel Omar Ures
CEO
Gustavo Manifesto
Gerente Técnico
Óscar Zapiola
Gerente de Main Executives y Finanzas
Sergio Schmois
Gerente Comercial
Enersis stake
(direct and indirect)
10.38%
TESA
Name
Transportadora de Energía S.A.
Type of entity
Sociedad Anónima
Type of entity
Corporation
Address
Bartolomé Mitre 797, piso 11, Buenos Aires,
República de Argentina
Address
Suipacha 268, piso 12, Buenos Aires, Argentina
Phone number
(5411) 4394 1161
Phone number
(511) 561 0386
Subscribed and paid capital (Th$)
40,314
Subscribed and paid capital (Th$)
8,063
Corporate purpose
Supply high voltage electricity transmission services
in relation to national and international electricity
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.
Directores
José María Hidalgo Martín-Mateos
Guilherme Gomes Lencastre
Arturo Miguel Pappalardo
Alternate Directors
José Venegas Maluenda
Juan Carlos Blanco
Roberto José Fagan
Main executives
Arturo Pappalardo
CEO
Enersis stake
(direct and indirect)
83.53%
TRANSQUILLOTA
Name
Transmisora Eléctrica de Quillota Ltda.
Type of entity
Sociedad de Responsabilidad Limitada
TAX ID
77,017,930-0
Address
Tax IDa 60, km 25, Lo Venecia, Comuna de Quillota,
V Región de Valparaíso
Phone number
(562) 2630 9000
Subscribed and paid capital (Th$)
4,404,446
Corporate purpose
Transmission, distribution and supply of electricity,
by itself or through third parties.
Core business
Electricity transmission.
Attorneys-in-fact
Juan Eduardo Vásquez Moya
Gabriel Carvajal Menególlez
Ricardo Santibáñez Zamorano
198
IDENTIFICATION OF SUBSIDIARIES AND ASSOCIATE COMPANIES
2013 ANNUAL REPORT ENERSISAttorneys-in-fact Alternate
Eduardo Calderón Avilés
Carlos Ferruz Bunster
Ricardo Sáez Sánchez
Enersis stake
(direct and indirect)
30.75%
TÚNEL EL MELÓN
Name
Sociedad Concesionaria Túnel El Melón S.A.
Type of entity
Private company
TAX ID
96,671,360-7
Address
Santa Rosa 76, Santiago, Chile
Phone number
(562) 2690 5081
Subscribed and paid capital (Th$)
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 (CFO of Enersis S.A.)
Sebastián Fernández Cox
Vacant
Main executives
Maximiliano Ruiz Ortíz
CEO
Enersis stake
(direct and indirect)
59.98% - No variation.
YACYLEC S.A.
Name
Yacylec S.A.
Type of entity
Private company
Subscribed and paid capital (Th$)
1,612,544
Corporate purpose
Construction, operation and maintenance of the
electrical link between the hydroelectric Yacyreta
(Corrientes Province), and the transformer station
resistance (Chaco province), and the provision of
services of transport of electricity.
Core business
Electricity transmission.
Board of Directors
Jorge Neira (Chairman)
Juan Manuel Pereyra (ViceChairman)
José María Hidalgo Martín-Mateos
Juan Carlos Blanco
Gerardo Luis Ferreyra
Osvaldo Acosta
Guillermo Díaz
Eduardo Martín Albarracin
Miguel Angel Sosa
Luis Juan Bautista Piatti
Arturo Pappalardo
Patricia Liliana Díaz
Alternate Directors
Ricardo Repetti
Javier Elgueta
María Inés Justo
Roberto José Fagan Pecollo
Gianfranco Catrini
Massimo Villa
Roberto Leonardo Maffiolli
Darío Ballaré
Sergio Vestfrid
Daniel Garrido
Robert Ortega
Alberto Verra
Main executives
Arturo Pappalardo (CEO)
Alberto Funes
Alberto Ledesma
Jessica Chelén
Enersis stake
(direct and indirect)
22.22%
Proportion of Enersis assets de Enersis
0.02%
Notes:
1. There are no acts or contracts subscribed by
Enersis S.A. with its subsidiaries or associates
that significantly influence 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.
Address
Bartolomé Mitre 797, piso 11º; Ciudad Autónoma
de Buenos Aires.
3. In subsidiaries and associates that do not include
the item commercial relations, Enersis does not
have a commercial relations.
Phone number
(5411) 4587 4322
199
Declaration of
responsibility
200
DECLARATION OF RESPONSIBILITY
2013 ANNUAL REPORT ENERSISDeclaration 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
VICECHAIRMAN
Borja Prado Eulate
Passport: AAC809697
DIRECTOR
Andrea Brentan
Passport: YA0688158
DIRECTOR
Luigi Ferraris
Passport: YA2600789
DIRECTOR
Hernán Somerville Senn
Tax ID: 4,132,185-7
DIRECTOR
Leonidas Vial Echeverría
Tax ID: 5,719,922-9
DIRECTOR
Rafael Fernández Morandé
Tax ID: 6,429,250-1
CEO
Ignacio Antoñanzas Alvear
Tax ID: 22,298,662-1
201
Santiago Stock Exchange
ENERSIS
New York Stock Exchange
ENI
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$5,669,280,725,
divided into 49,092,772,462 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$15,177,664,307 as of December 31, 2013. 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 2013, net income attributable to the dominant company amounted to
MCh$658,514 and operating income amounted to MCh$1,741,138. At the end of 2013, it provided direct
jobs to 11,574 people through its subsidiaries in South America.
Directors and Executive Officers
CHAIRMAN
Pablo Yrarrázaval Valdés
PHONE NUMBER (56-2) 2353 4663
VICE CHAIRMAN
Borja Prado Eulate
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Andrea Brentan
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Luigi Ferraris
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Hernán Somerville Senn
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Leonidas Vial Echeverría
PHONE NUMBER (56-2) 2353 4631
DIRECTOR
Rafael Fernández Morandé
PHONE NUMBER (56-2) 2353 4631
CEO
Ignacio Antoñanzas Alvear
PHONE NUMBER (56-2) 2353 4510
DEPUTY CEO
Massimo Tambosco
PHONE NUMBER (56-2) 2353 4613
COMMUNICATIONS OFFICER
Daniel Martini
PHONE NUMBER (56-2) 2353 4666
INTERNAL AUDIT OFFICER
Alain Rosolino
PHONE NUMBER (56-2) 2353 4647
ADMINISTRATION, FINANCE AND CONTROL OFFICER
Eduardo Escaffi Johnson
PHONE NUMBER (56-2) 2353 4682
PLANNING AND CONTROL OFFICER
Marco Fadda
PHONE NUMBER (56-2) 2353 4684
LEGAL COUNCEL AND SECRETARY OF THE BOARD
Domingo Valdés Prieto
PHONE NUMBER (56-2) 2353 4631
HUMAN RESOURCES OFFICER
Carlos Niño Forero
PHONE NUMBER (56-2) 2675 2780
PROCUREMENT OFFICER
Eduardo López Miller
PHONE NUMBER (56-2) 2353 4635
SHARED SERVICES OFFICER
Jaime Sánchez-Cano
PHONE NUMBER (56-2) 2353 5159
Investor Relations
INVESTOR RELATIONS DIRECTOR
Pedro Cañamero González
PHONE NUMBER (56-2) 2353 4682
CITIBANK NY
Teresa Loureiro-Stein
PHONE NUMBER (1-212) 816 6814
SANTANDER INVESTMENT
Ignacio Algora
PHONE NUMBER (34-91) 289 3951
Design and Production LEADERS
Annual Report
s
i
s
r
e
n
E
t
r
o
p
e
R
l
a
u
n
n
A
3
1
0
2
Enersis es una empresa del Grupo Enel
www.enersis.cl
Annual Report and Financial
Statements of Enersis
2013
@ABCDEF)
GA!A