12.07.2015 Views

Vivir mejor - Entel

Vivir mejor - Entel

Vivir mejor - Entel

SHOW MORE
SHOW LESS
  • No tags were found...

You also want an ePaper? Increase the reach of your titles

YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.

](7) that make up the board of directors of Telsur and Telcoy, Regarding the financial effects of the material event disclosed,subsidiaries of GTD.with respect to the assets, liabilities, or income of <strong>Entel</strong>, theboard of directors agrees that these will be reported upon_Other provisions that aim to facilitate the integration of the execution of the Merger, once the steps and activities in the<strong>Entel</strong> Group and the GTD Group, product of the Merger.Memorandum of Intent and the Merger Contract have beencompleted, permitting all the information required to determineit appropriately.4) Transitional Period129The Memorandum of Intent establishes that between its date VI. Parent Companyand the shareholder meetings to decide on the Merger, <strong>Entel</strong> Merger by Absorption of GTDand GTD must make their best efforts to ensure the GTD Groupand the <strong>Entel</strong> Group carry on business as usual and abstain By letter No. 26, dated December 23, 2011, communicatesfrom undertaking or participating in any activity beyond the that it has been acknowledged by the representatives of theremit of their businesses and the ordinary course of business. controller that on this date, Inversiones Altel Limitada (Altel),controller of <strong>Entel</strong>, and Inmobiliaria e Inversiones El Coigüe5) Merger ContractLimitada (Coigüe), have agreed to modify the Memorandumof Intent, signed between them on November 28, 2011, andAltel and Coigüe declare they will make their best efforts to executethe Merger as soon as possible and, for this purpose, in of Intent).reported as a material event on the same date (Memorandumthe Memorandum of Intent, they undertake to sign a definitiveand legally binding ratification (Merger Contract), by December23, 2011 at the latest, although this date may be postponed constitutes a material event for <strong>Entel</strong>, as detailed below:In light of its relevance, it is deemed the agreed modificationby mutual agreement between Altel and Coigüe.The board of directors agrees to begin to process the Memorandumof Intent insofar as it concerns <strong>Entel</strong>, especially regardingthe provision of and handling of information, reports,invitations to the board, and the next extraordinary shareholdersmeetings that must agree the Merger, and other steps andstages required, without affecting this material being definitiveand binding, for the effective signing of the announcedMerger Contract.1) The Memorandum of Intent reflects the willingness ofCoigüe in its capacity as controller of GTD Grupo TeleductosS.A. (GTD) and Altel, to undertake the merger by absorptionof GTD, which will be dissolved, with <strong>Entel</strong>, which will remain,(the Merger) however it does not constitute a legally bindingcontract.2) In the Memorandum of Intent, the parties are required tomake their best efforts to execute the Merger as soon aspossible, and to this effect, must sign a final and bindingReport 2011

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!