Filed On 4/7/00 ˇ SEC File 1-11538 ˇ Accession Number 950130-0-1957
As Of Filer Filing As/For/On Docs:Pgs Issuer Agent
4/07/00 Nat'l Telephone Co of Venezuela 20-F 12/31/99 2:253 Donnelley R R & S..02/FA
Annual Report of a Foreign Private Issuer ˇ Form 20-F
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 20-F Annual Report of a Foreign Private Issuer 133 517K
2: EX-10 English Translation of Agreement 120 372K
[The Agreement below is an English translation
of a Spanish language document.]
Bolivarian Republic of Venezuela - Ministry of Infrastructure, Office of the
Minister
EIGHTH-YEAR REVIEW OF AGREEMENT
By and between the Bolivarian Republic of Venezuela, through the Ministry of
Infrastructure, represented herein by Minister of Infrastructure ALBERTO EMERICH
ESQUEDA TORRES, Venezuelan, of legal age, bearer of Identification Card No.
636,073, as evidenced by Presidential Decree No. 632 dated January 10, 2000,
published in the Official Gazette of the Bolivarian Republic of Venezuela No.
36,866 of January 10, 2000, sufficiently empowered for this proceeding in
accordance with article 48 of the Decree with the Scope and Force of the Organic
Law of the Central Administration which, hereinafter and for purposes of this
Agreement, shall be known as the Republic, and Compania Anonima Nacional
Telefonos de Venezuela (CANTV), a corporation domiciled in Caracas, registered
in the Mercantile Registry carried by the former Court of Commerce of the
Federal District, at No. 2, Book 387, dated June 20, 1930, of which the most
recent revision of the bylaws was registered at the First Mercantile Registry of
the Judicial Circuit of the Federal District, State of Miranda on September 14,
1998, at No. 39, Book 208-A-pro, represented herein by its Chairman, GUSTAVO
ROOSEN, Venezuelan, of legal age, domiciled in Caracas, bearer of Identification
Card No. 2,938,282, who is duly empowered as evidenced in the minutes of the
regular stockholders meeting dated March 30, 1999, as provided in Article 11-b
of the Company's Corporate Bylaws, which hereinafter, and for the sole purpose
of this agreement, shall be known as the Concession Holder, who have agreed to
enter into this Agreement which shall be governed by the following clauses:
CHAPTER I
PURPOSE OF THE AGREEMENT
CLAUSE 1: PURPOSE
The object of this Agreement is to establish the regulatory system necessary to
prepare for the period of free competition, in execution of the mandate set
forth in CLAUSE 22 of the Contract, upon the occasion of the review of the
eighth (8th) year of the limited competition period and for consideration of the
agreement signed by CONATEL and the Concession Holder on October 27, 1999.
CLAUSE 2: SCOPE
This Agreement covers the regulatory system applicable to the preparatory
transition period of free competition in accordance with CLAUSE 4 of this
Agreement, specifically in the following areas:
A) Quality Parameters for Basic Telecommunications Services.
B) System for Evaluation of Compliance with Quality Objectives of Basic
Telecommunications Services.
C) Plant Modernization.
D) Rate System for Basic Telecommunications Services.
CLAUSE 3: DEFINITIONS
For purposes of this Agreement, the following terms shall have the following
meanings, which shall have preference over any others:
CONATEL: Agency of the National Executive charged with regulating
telecommunications.
The Contract: Concession Contract between the Republic and the Concession
Holder dated October 14, 1991, amended as of November 4 of the same year and
approved by the Congress of the Republic in the Accord published in the Official
Journal of the Republic of Venezuela No. 34,850, dated November 27, 1991.
Basic Services: Local, domestic or international fixed switchboard telephone
services, in existence now or in the future according to technological advances
in the telephone industry.
Parameters: Variables by which the quality of service is measured, which are
conformed by a set or family of indicators which permit presentation, in the
simplest form, of the principal characteristics of an attribute of quality of
service.
Indicator: Representative measure of the status of a quality attribute for a
given period.
Methodology: Defines the procedure, variables, sources, opportunity, measurement
frequency and formula(s) involved in the calculation of the indicator.
Objective: Pre-established numerical value for an indicator or parameter, which
must be reached within a given period of time.
Deviation: Permitted difference between the agreed annual objective and the
minimum or maximum value fixed for each parameter or indicator.
Period of free competition: Period which shall begin as of November 27, 2000,
the date on which the limited competition system provided in CLAUSE 21 of the
Contract closes, and, thereafter, other operators may begin to provide basic
services.
Operating division: Geographical area in which the Concession Holder exercises
its operational management, with boundaries according to the distribution of the
Telephone Facilities in the federal districts of the Republic, as set forth in
Annex "C" of this Agreement.
Places where the Concession Holder has no physical presence: Geographical areas
in which neither a switching station nor an external plant of the Concession
Holder exist.
Idle lines: Difference between lines installed (nominal capacity) and lines in
service.
2
CLAUSE 4: TERM
This Agreement shall be in effect as of the date it is signed until December 31,
2000, except for those clauses related to rate matters, which shall be subject
to the provisions established in CLAUSE 22 of this Agreement. It is understood
that the Concession Holder, upon expiration of the term of this Agreement, shall
be subject to those rules and regulations concerning quality established by the
Public Authorities which apply to basic telecommunications services operators.
CHAPTER II
SERVICE QUALITY PARAMETERS
CLAUSE 5: ESTABLISHING PARAMETERS AND INDICATORS
The Republic and the Concession Holder agree, in preparation for the period of
free competition, to establish the following parameters and indicators to
measure the quality of service provided by the Concession Holder:
a) Billing effectiveness
- Billing complaints
- Regular billing time
b) Accessibility to telephone service
- Waiting time for obtaining the service
- Waiting list
- Requests to service areas where the Concession Holder does not have a physical
presence
c) Efficiency of service by operator (services associated with numbers 80021515,
15, 100, 101, 103, 122, the same as all those which will be provided after this
Agreement takes effect).
- Average waiting time for a response from the operator
- Percentage of answered calls to operator services
d) Network operation quality
- Time for establishment of the calls
- Percentage of completed calls
- Getting a dial tone
e) "Retainability" of the service
- Actual problems reported for every 100 lines in service
- Problems fixed in less than 24 to 48 hours
- Average problem repair time
f) Customer satisfaction
CLAUSE 6: OBJECTIVES
The Concession Holder shall comply with the objectives established for the
parameters and indicators specified in the preceding CLAUSE in accordance with
Annex "A", and will likewise comply with objectives which, in accordance hereto,
may be subsequently defined.
3
CLAUSE 7: UPGRADE PERIOD
The parties agree to the establishment of an upgrade period of three months
beginning as of January 1, 2000, to enable the Concession Holder to upgrade its
physical infrastructure, systems and other operational resources to the new
parameters and respective objectives which shall be established in this
Agreement. It is understood that this upgrade period shall be applicable only
to those parameters and indicators for which the objectives are not defined in
Annex "A" or whose methodologies differ substantially from those in effect prior
to the signing of this Agreement.
CONATEL may conduct any inspections it deems necessary during the upgrade period
to which this CLAUSE makes reference for the purpose of adjusting the objectives
and methodologies to be agreed upon at the expiration of the first quarter.
CLAUSE 8: DEADLINES FOR DEFINITION OF OBJECTIVES NOT DETERMINED IN ANNEX "A"
AND MEASUREMENT METHODOLOGIES
Determination of the objectives for the parameters and indicators specified
below shall be governed according to the following guidelines, including
consideration of international trends and the Concession Holder's status with
respect to such matters:
A) Customer satisfaction: For purposes of fixing the objectives and
methodologies to measure the parameter of customer satisfaction, each party
shall appoint one (1) expert to a Committee whose objective shall be to submit,
within one month following appointment, the Survey model whereby this parameter
shall be measured. The results of the Survey conducted during the first quarter
of 2000 shall serve as the basis for establishment of the objectives which the
Concession Holder must meet. The Survey shall consist of questions aimed at
determining customer satisfaction with the services provided by the Concession
Holder and not of generic questions referring to the latter, thus making it
possible to measure this parameter objectively.
B) Time to establish calls: The parties agree to perform the measurements of
this indicator during the first quarter of 2000, upon prior determination of the
methodology to follow which, by mutual agreement, shall be established based
upon the timetable agreed to by the parties. Once the first quarter's results
have been evaluated, the annual objective and the monthly permitted deviation
shall be established.
C) Accessibility to telephone service in places where the Concession Holder has
no physical presence: Accessibility to service in places where the Concession
Holder has no physical presence shall be measured according to the percentage of
requests pending attention by the Concession Holder and which have been recorded
before December 31, 1999. To that end, the Concession Holder shall execute the
plan submitted to CONATEL, containing the timetable of projects to be executed
in order to be able to attend to fifty per cent (50%) of the aforementioned
requests. Additionally, if new requests are submitted in zones where the
Concession Holder has no physical presence, which together with those recorded
before December 31, 1999, equal or exceed one hundred fifty (150) requests
within a geographical area having a radius of 1.5 kilometers, they shall be
assessed for feasibility according to the technology permitted to the Concession
Holder, and within 45 to 60 days the Concession Holder and CONATEL shall define
4
the terms under which they shall be incorporated into the plan. If it is
determined that such requests cannot be added to the plan in question, it shall
be understood that such geographical areas may be served by other basic services
operators, if and when such operators employ, in that capacity, the same
technology permitted to the Concession Holder.
D) Efficiency of service by operator: The objectives for services associated
with numbers 101 and 80021515 shall be fixed before the close of the first
quarter of 2000, after evaluating the performance of such services during the
first two months of the year. Such evaluation shall serve as the basis for
fixing the annual objective and the monthly deviation for this parameter.
The Concession Holder agrees to initiate, within a period not to exceed three
months from execution of this Agreement, implementation of the measures
indicated in the Annual Plan for Improvement of Business Services contained in
Annex "B", to achieve immediate improvement in the performance of Business
Service Offices associated with number 80021515. In addition, the Concession
Holder shall submit, within thirty days following execution of this Agreement, a
timetable for quarterly implementation of the Plan.
CHAPTER III
SYSTEM FOR EVALUATION OF COMPLIANCE
WITH THE QUALITY OBJECTIVES
CLAUSE 9: METHODOLOGY FOR MEASURING THE QUALITY PARAMETERS
The methodology for measurement and determination of compliance with the quality
parameters shall be defined by CONATEL and the Concession Holder prior to the
close of the first quarter of 2000, based on the timetable fixed by mutual
agreement for that purpose.
CLAUSE 10: INSPECTIONS AND AUDITS
The Concession Holder's compliance with the objectives can be measured from the
inspections conducted by CONATEL, as well as from the results of the audits
which it performs, without prejudice to the provisions of CLAUSE 12 of this
Agreement. As provided in CLAUSE 27 of the Contract, the Concession Holder shall
provide all necessary support and facilitate both access to its facilities as
well as all pertinent information to enable CONATEL, either through its
employees or through third parties hired and sufficiently accredited and
identified for such purposes, to perform its inspection and audit tasks
meticulously. In the case of inspections and audits conducted by persons other
than CONATEL employees, CONATEL agrees to include, in the respective contracts
entered into with such third parties, a clause that guarantees the
confidentiality of the information which such parties obtain during and at the
time of such activities. CONATEL agrees to require any third parties to whom it
has entrusted the inspection and audit tasks to post a bond in order to
guarantee performance of the obligations.
CLAUSE 11: COMPLIANCE REPORTS AND DEADLINES FOR THEIR SUBMITTAL
The Concession Holder shall submit quarterly reports to CONATEL within fifteen
(15) business days following the close of the quarter under analysis. Such
reports shall provide evidence that they are valid and conform with the
parameters, that compliance during the month is based upon the agreed
methodology, that the permitted deviation comports with the agreed method, and
shall further specify any measures taken or improvements achieved with respect
to failures detected
5
during the quarter covered in the report, if applicable, as well as any measures
taken for the purpose of executing the corrective plan, if any exist, to which
CLAUSE 12 makes reference. In addition, the report may contain the Concession
Holder's reasons for believing he should be free from liability for any possible
default.
Reports shall be submitted that itemize the information received from each of
the Concession Holder's operating divisions throughout the country.
CLAUSE 12: DEVIATIONS
It is the Concession Holder's obligation to maintain service quality within the
range permitted by the deviations indicated as set forth in Annex "A" of this
Agreement, as well as those which may be fixed in accordance with CLAUSE 8,
which shall apply to the set of indicators that define each parameter.
Compliance with such obligation can be evidenced by the monthly records
contained in the quarterly reports submitted in accordance with CLAUSE 11 of the
results of the inspections conducted by CONATEL, or the results of the audits
conducted by the Concession Holder.
If, in CONATEL's judgment and on the basis of the foregoing instruments, there
is a degree of deviation higher than that permitted for any of the parameters
and service quality indicators, CONATEL shall notify the Concession Holder, who
shall submit a corrective plan to the satisfaction of CONATEL within not more
than fifteen (15) consecutive days from receipt of the notification, which it
shall fully implement within the quarter following the quarter during which the
non-compliance occurred. Notwithstanding, the Concession Holder may submit a
plan which exceeds three months, provided it is approved by CONATEL. Such
corrective plan shall contain the mechanisms to be employed by the Concession
Holder during the implementation period in order to reach the average level of
the affected parameter or indicator and maintain such level within the limits
permitted under the agreed deviation.
If, after analyzing the regular quarterly progress reports of the implementation
of this Agreement, CONATEL determines that as of the close of the period fixed
for execution of the submitted corrective plan, the average quarterly deviation
persists at a level higher than that permitted for the parameter(s) or
indicator(s) that are the subject of the submitted corrective plan, the
CONCESSIONAIRE shall submit a new corrective plan and shall comply with CLAUSE
13 of this Agreement.
CLAUSE 13: PENALTY CLAUSE. COMPENSATION TO SUBSCRIBERS
With respect to the situation described in the last paragraph of CLAUSE 12, the
Concession Holder shall compensate subscribers from the corresponding operating
division with a credit equivalent to an average basic rental amount calculated
on the subscriber's immediately preceding monthly basic rental. These amounts
shall be credited within two months after due proof and notice to the Concession
Holder, by CONATEL, of the situation that generates the compensation.
Compensation shall be paid one time only for each parameter or indicator not
complied with per line in each month.
6
CLAUSE 14: CRITERIA FOR EVALUATION OF ANNUAL OBJECTIVES FOR ALL PARAMETERS
Based upon the instruments referred to in CLAUSE 12 of this Agreement, CONATEL
shall verify compliance with the established annual objectives. The annual
objectives for each one of the quality parameters shall be deemed complied with
if the Concession Holder meets or exceeds the objective established for the
respective parameter or quality indicator as of the end of year 2000. If it is
determined that these objectives have not been met, the sanctions stipulated in
the Contract shall be applied.
If there is justification for a sanction in the form of a fine in accordance
with the Contract due to annual non-compliance with the same parameter or
indicator whereby subscribers were compensated according to CLAUSE 13, then the
amounts actually credited by the Concession Holder to the subscribers receiving
this compensation shall be applied to the amount of the applicable fine.
CLAUSE 15: MEASUREMENT OF THE QUALITY PARAMETERS
Except for those parameters whose objectives and methodologies are still to be
defined before the start of the first quarter of 2000, calculation of compliance
with the objectives, annual and monthly or for the time periods measured in the
inspections, shall begin as of January 1, 2000. In the other cases, such
calculation shall be performed starting in the second quarter of 2000,
inclusive.
CLAUSE 16: EXCEPTIONS FOR REGULAR BILLING TIME INDICATOR
Exceptional cases, which shall not be taken into account for purposes of
computing the objectives of the regular billing time indicator, shall include
significant anomalies caused by the "Project which corrects the failures caused
by the change of digits associated with the change of millenium (Y2K Project)",
and the implementation of the "Regulatory Numbering Framework" or "National
Numbering Plan" which may be in effect. In these cases, the Concession Holder
shall notify CONATEL of the problem that occurred, its impact and the respective
corrective action plan, so that CONATEL may approve the application, if deemed
appropriate, of special billing times of one hundred eighty (180) days for local
and domestic long distance calls and one (1) year for international long
distance calls, which shall commence being computed as of the moment the
respective calls are made; upon expiration of these times, the Concession Holder
may not conduct any corresponding billing. This measure shall have temporary
effects and shall be conditioned upon the duration of the facts of the situation
that trigger it.
CLAUSE 17: SPECIAL SYSTEM
The parties shall apply the special systems described below:
a. Maximum billing time: The Concession Holder may not charge subscribers for
Local, Domestic Long Distance and International Long Distance calls not billed
after 110 days from the time when they were made. The special time periods
established in CLAUSE 16 of this Agreement shall be applied to International
Collect Calls and calls made through third-party operators which could not be
reconciled within the time set forth above.
7
b. Service malfunctions and interruptions: When telephone service is
interrupted or malfunctioning so as to degrade service for more than seventy-two
(72) consecutive hours after having been reported, the Concession Holder shall
compensate the subscriber, even when the interruption or malfunction is due to
an act of God or force majeure, provided that the Concession Holder can access
the facilities within its territory and make the corresponding repairs. Such
compensation shall consist of a credit in an amount equivalent to the average
basic charge calculated based on the basic monthly charge immediately prior to
the interruption or malfunction. In each case, the Concession Holder is
obligated to restore service to the subscriber as soon as possible without
degradation of service quality. The compensation to which this clause makes
reference shall be credited on the affected subscriber's monthly bill within not
more than three months following the interruption or malfunction. This
compensation shall not be attributed to any provision of CLAUSE 14 of this
Agreement.
CHAPTER IV
PLANT MODERNIZATION
CLAUSE 18: MODERNIZATION
The Concession Holder agrees to carry out an accelerated modernization program
in order to achieve a national annual average objective of eighty percent (80%)
digitalization of its internal plant by the end of year 2000, as established in
CLAUSES 19 and 20 of this Agreement.
CLAUSE 19: GENERAL CRITERIA FOR DIGITALIZATION
For purposes of calculating the "digitalization" objective, the following items
shall be considered:
a) Removal of groups of 1000 lines from the ARF and Pentaconta plants,
currently idle, to improve the service quality of the active lines at these
plants.
b) Removal of analog plants, using the currently idle digital plant.
c) Removal of the existing analog plant, replacing it with new digital lines.
It is understood that upon reaching eighty percent (80%) digitalization, as
provided in CLAUSE 18, the Concession Holder may not install new analog lines.
CLAUSE 20: GEOGRAPHICAL DISTRIBUTION
The digitalization referred to in CLAUSE 18 shall be implemented as uniformly as
possible within the country's federal districts, taking into consideration the
characteristics of the existing plant in each of these. To that end, the
following digitalization objectives for each federal district shall be
established for digitalization of existing plants:
1. The objective for each federal district shall be considered reached if a
minimum of seventy percent (70%) digitalization is reached in each of the
following federal districts: Amazonas, Bolivar, Delta Amacuro, Miranda,
Tachira, Anzoategui, Carabobo, Guarico, Monagas, Sucre, Barinas, Cojedes, Lara,
Nueva Esparta and Zulia.
8
2. The objective for each federal district shall be considered reached if a
minimum of sixty percent (60%) digitalization is reached in each of the
following federal districts: Falcon, Portuguesa, Trujillo, Merida, Vargas,
Aragua, Apure, Federal District and Yaracuy.
For purposes of calculating the objective and as part of the Executed
Digitalization Program during 2000, account shall be taken of those plants which
are of such a nature and size as to make it structurally impossible to complete
the performance timetable before the end of year 2000, provided they are duly
documented by the Concession Holder and approved by CONATEL during the plan
formulation stage, and the transfers involved are completed during the first
forty-five (45) days of 2001. Likewise, for the purpose of meeting the
digitalization objectives, account shall be taken of those plants for which the
performance timetable equals or exceeds eighty percent (80%) as of December 31,
2000, provided that the total of lines involved does not represent more than one
percent (1%) of the Digitalization Program total.
To that end, CONATEL shall approve the Modernization Plan to which reference is
made in CLAUSE 9 of the Contract submitted by the Concession Holder. If CONATEL
does not propose corrections to the plan before the end of January 2000, the
plan shall be deemed approved.
CLAUSE 21: PUBLIC TELEPHONES
The Concession Holder agrees to submit during the first quarter of 2000 a study
of the public telephone objective stipulated in the Contract for 2000, to enable
CONATEL to consider a review of such objective.
CHAPTER V
RATE SYSTEM
CLAUSE 22: RATE SYSTEM
After having reviewed the method for capping and re-balancing the rates
established in the Contract for Basic Services, the Republic and the Concession
Holder agree to adjust such method and, consequently, following publication in
the Official Journal of the Bolivarian Republic of Venezuela of the Rate
Resolution stipulated in CLAUSE 32 until November 27, 2000, apply the rate
system set forth in this Agreement and detailed in Annex "D" hereof.
Nevertheless, if the rates applicable to the period of free competition have not
been established as of such date, this Agreement shall remain in effect until
December 31, 2000. In such event, before the close of the year 2000, the parties
shall review and agree upon the rates which the Concession Holder shall
temporarily apply during the beginning of the period of free competition, until
such time as the appropriate Public Authority establishes the new rate system
for all basic telecommunications services operators.
CLAUSE 23: RESIDENTIAL SERVICE RATES FOR THE OBLIGATORY SUPPLY PLANS
In accordance with CLAUSE 32, the Republic shall fix the rates applicable to,
and essential characteristics of, the basic residential telecommunications
services as established in the obligatory supply plans indicated below. The
rates to be approved by the Republic shall be those
9
established in Annex "D", which have been converted to Bolivars in the manner
set forth in CLAUSE 30.
Essential characteristics shall mean the rate plans for residential services,
the basic rental amount, the number of free minutes, and the local per-minute
charge established for each plan.
Initial Reference Charge for the Obligatory Supply Plans:
-----------------------------------------------------------------------------
Basic Rental Free minutes Local Minute Charge
-----------------------------------------------------------------------------
Plan A US$7.300 40 US$0.0441
-----------------------------------------------------------------------------
Plan B US$11.200 65 US$0.0312
-----------------------------------------------------------------------------
Plan C US$12.597 90 US$0.0285
-----------------------------------------------------------------------------
Plan F US$60 2500 Charge for Additional Minute
From 1 to 500 min: US$0.0100
From 501 to 1000 min: US$0.0090
From 1001 to 1500 min: US$0.0085
From 1501 to 2000 min: US$0.0080
From 2001 min: US$0.0075
--------------------------------------------------------------------------------
The additional minute charges under Plan F based on consumption volume shall be
applicable uniformly to all minutes over the established free minutes level and,
consequently, the charge per minute shall not be calculated in an escalating
manner.
Prepayment Mode: the Concession Holder shall also provide an obligatory supply
plan with a prepayment option for basic telephone service using the following
rates:
Initial Reference Charge for the Basic Telephone Plan featuring the Prepayment
option:
-------------------------------------------------------------------------------
Charge per Minute Minimum consumption
-------------------------------------------------------------------------------
Prepayment Plan US$0.09 Bs.10,000.00 in 60 days
-------------------------------------------------------------------------------
In each case, application of this option may be undertaken only with prior
approval by CONATEL of the respective "service contract" which sets forth the
conditions and terms of provision of the service using this method of payment.
10
Furthermore, the Republic, in accordance with CLAUSE 32, shall fix the rates
applicable to, and essential characteristics of, the basic telephone plan under
the prepayment option. The rates to be approved by the Republic shall be those
established in Annex "D", which have been converted to Bolivars in the manner
set forth in CLAUSE 30.
The Concession Holder may offer other plans which feature prepayment options
under the established local-minute rate and contain a minimum consumption level
which is less than the above.
The Concession Holder shall be required to offer the obligatory plans.
CLAUSE 24: PLAN SWITCHING
Customers enrolled in the Basic, Intermediary and Advanced "Special Savings"
Plans, existing before the Resolution that will fix the new rates takes effect,
shall be automatically reclassified in plans A, B and C, described in Annex "D",
respectively, at no cost to the subscriber.
Residential subscribers may ask at their discretion and at no charge to switch
rate plans as many as two times within one year. Beginning with and including
the third plan switch, and for each additional plan switch within the same
period, the Concession Holder may charge the fee established in Annex "D" for
this amount.
In no case may the Concession Holder, in any plan changes following the initial
automatic reclassification, transfer a subscriber from his current rate plan to
another plan without his prior consent, or force such subscriber to switch to
another plan different from that chosen by such subscriber.
CLAUSE 25: OPTIONAL COMPLEMENTARY PLANS FOR RESIDENTIAL SERVICES
Pursuant to CLAUSE 32, the Republic shall fix the applicable rates and essential
characteristics established for the optional complementary plans as indicated
below. The rates to be approved by the Republic shall be those established in
Annex "D", which have been converted to Bolivars in the manner set forth in
CLAUSE 30.
The optional complementary plans may be modified by the Concession Holder
without the need for additional authorization or approval by CONATEL. In such
case, the modification shall be published one month prior to its taking effect
in at least two (2) nationally circulating daily newspapers for three (3)
consecutive days and shall notify all users listed on the Concession Holder's
regular billing schedule and CONATEL.
Initial Reference Charge for the Complementary Plans:
--------------------------------------------------------------------------
Basic Rental Free minutes Local Minute Charge
--------------------------------------------------------------------------
Plan D US$20 360 US$0.0280
-------------------------------------------------------------------------
Plan E US$27 600 US$0.0255
-------------------------------------------------------------------------
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The Concession Holder may offer subscribers other optional complementary plans,
which in no case shall feature a basic rental which exceeds eighty U.S. Dollars
(US$80).
CLAUSE 26: NON-RESIDENTIAL SERVICE RATES
Pursuant to CLAUSE 32, the Republic shall fix the Basic Rental rates applicable
to Non-Residential Service at an initial amount equivalent to US$21.00, and the
local per-minute rates at an initial amount equivalent to US$0.0374. The rates
shall be those established in Annex "D", which have been converted to Bolivars
in the manner set forth in CLAUSE 30.
CLAUSE 27: LONG DISTANCE RATES
Pursuant to CLAUSE 32, the Republic shall fix the Long Distance rates as
established below:
Domestic Long Distance: The rate is set at a weighted average level as of the
beginning of year 2000 equivalent to US$0.1875 per minute. The rates shall be
those established in Annex "D", which have been converted from U.S. Dollars to
Bolivars in the manner set forth in CLAUSE 30.
The parties also agree to modify the times established for application of the
normal and reduced Domestic Long Distance rates under the terms established in
Annex "D".
The Concession Holder may establish additional discounts on the rates set forth
in Annex "D" for Domestic Long Distance services.
International Long Distance: The rate is set at a weighted average level as of
the beginning of year 2000 equivalent to US$0.7437 per minute. The rates shall
be those established in Annex "D", which have been converted from U.S. Dollars
to Bolivars in the manner set forth in CLAUSE 30.
The Domestic Long Distance and International Long Distance rates shall not be
subject to new adjustments in 2000, except for special adjustments which shall
be valid in accordance with the Special Rate Adjustment Procedure set forth in
CLAUSE 31.
The Concession Holder may not combine or grant additional special discounts on
the Domestic Long Distance and International Long Distance rates or associate
them with specific plans established for residential or non-residential
customers. Accordingly, the Concession Holder may only offer additional
discounts on the Domestic Long Distance and International Long Distance rates if
they apply to all plans.
CLAUSE 28: PUBLIC TELEPHONE RATES
Pursuant to CLAUSE 32, the Republic shall fix the rates applicable to Public
Telephone Services as established below. The rates to be approved by the
Republic shall be those established in Annex "D", which have been converted to
Bolivars in the manner set forth in CLAUSE 30.
12
A) Local Use
1. Reference charge for one minute of local use
-------------------------------------------------------------
a) Public telephones: TPM, TPT and Teletasa US$0.0312
-------------------------------------------------------------
b) Special public telephone US$0.0630
-------------------------------------------------------------
The parties understand "special public telephone" to mean those public
telephones located in special places or establishments approved by CONATEL,
currently installed or proposed by the Concession Holder. For purposes of
operating special public telephones, the Concession Holder shall inform users on
each telephone of this type, in a clear and visible manner, of the special rate
to be applied. This type of telephone shall be clearly identified for purposes
of differentiating it from regular public telephones.
Initially, the operation of this type of public telephone shall be permitted in
establishments holding a "five (5) star" rating, as established in the Organic
Tourism Law and its regulations, and which are enrolled as such in the National
Tourism Registry carried by the Tourism Corporation of Venezuela.
2. Reference charge for the Domestic Long Distance Public Telephone (DDN)
signal:
-----------------------------------------------------
Normal rate US$0.0329
-----------------------------------------------------
Reduced rate US$0.0280
-----------------------------------------------------
3. Frequency of the Domestic Long Distance Public Telephone (DDN) signal:
One (1) pulse every ten (10) seconds
B) Reference charge for International Long Distance Service (LDI)
The rates applied for minutes of use shall be those indicated by country for
International Long Distance telephone service as provided in CLAUSE 27 and
contained in Annex "D".
C) Reference charge for Credit Card Service
------------------------------------------
Local Use US$0.232
------------------------------------------
LDN Use US$0.594
------------------------------------------
LDI Use US$1.2256
------------------------------------------
CLAUSE 29: LEASED PUBLIC TELEPHONE
Pursuant to CLAUSE 32, the Republic shall fix the rates and characteristics
applicable to the Leased Public Telephone Service as established below. The
rates to be approved by the Republic shall be those established in Annex "D",
which have been converted to Bolivars in the manner set forth in CLAUSE 30.
In all cases, this option may be offered only with CONATEL's prior approval of
the respective Service Contract which contains the conditions and terms for
providing of such service.
13
Reference charges for Leased Public Telephone Service
---------------------------------------------------------------
Local Use US$0.063
---------------------------------------------------------------
Maintenance fee US$21.00
---------------------------------------------------------------
Free minutes 60
---------------------------------------------------------------
CLAUSE 30: ESTABLISHING RATES
The parties agree that the rate schedule shall be applied by means of two
adjustments, the first to be carried out one month after the publication to
which CLAUSE 32 of this Agreement makes reference as provided in Article 14 of
the Telecommunications Law, and the second, as of June 16 of the same year, as
provided in Annex "D".
The rates contained in this Agreement have been stated in U.S. Dollars adjusted
in accordance with international rate fluctuation, and they constitute an
initial reference charge for establishing the rates contained in Annex "D".
For conversion of the rates set forth in this Agreement to Bolivars, the parties
have agreed to apply the Bolivars-to-U.S. Dollar exchange rate expectations
according to the following monthly estimates for 2000:
------------------------------------------------------------------------------
Closing Rates Month Average Average Cumulative
(Bs./US$) (Bs./US$) Rate (Bs./US$)
------------------------------------------------------------------------------
651.00
------------------------------------------------------------------------------
January 658.09 654.55 654.55
------------------------------------------------------------------------------
February 665.18 661.64 657.97
------------------------------------------------------------------------------
March 672.27 668.73 661.64
------------------------------------------------------------------------------
April 679.36 675.82 665.15
------------------------------------------------------------------------------
May 686.45 682.91 668.77
------------------------------------------------------------------------------
June 693.55 690.00 672.27
------------------------------------------------------------------------------
July 700.64 697.10 675.88
------------------------------------------------------------------------------
August 707.73 704.19 679.48
------------------------------------------------------------------------------
September 714.82 711.28 682.96
------------------------------------------------------------------------------
October 721.91 718.37 686.56
------------------------------------------------------------------------------
November 729.00 725.46 690.04
------------------------------------------------------------------------------
The conversion of the rates stated in U.S. Dollars in this document to the
figures in Bolivars referred to in Annex "D" and to be published in the
Resolution to which CLAUSE 32 makes reference shall be effectuated subject to
the following provisions:
a) The basic residential rental rates for obligatory supply plans A, B and
C corresponding to the period from the effective date of the approved
rates to June 15, 2000, shall be determined by applying the exchange rate
of 651 Bs./US$.
Beginning June 16, 2000, an increase of 5.82% shall take effect on basic
residential rental rates for obligatory supply plans A, B and C.
14
b) The conversion of U.S. Dollars to Bolivars corresponding to the service
rates for Domestic Long Distance and International Long Distance shall be
effectuated by applying the exchange rate of 651 Bs./US$, and there shall
be no adjustment during the effective period of this Agreement, except as
provided in CLAUSE 31.
c) A conversion rate shall be applied to nonresidential basic rental,
residential and nonresidential local use, public telephone local use,
residential and nonresidential installation and subscription, and the
residential basic rental of Plan F and the complementary plans offered by
the Concession Holder in the following manner:
1. Until June 15, 2000, a conversion rate of 670.21 Bs./US$ shall be
applied.
2. As of June 16, 2000, a conversion rate of 709.25 Bs./US$ shall be
applied, except with respect to complementary plans.
d) For other services not explicitly indicated in this Principal Document,
an exchange rate of 606.00 Bolivars per U.S. Dollar was applied to the
rates in effect for December 1999. The rate level for 2000 shall be
determined by applying the following conversion rates to the above rate
level:
1. Until June 15, 2000, a conversion rate of 670.21 Bs./US$ shall be
applied.
2. As of June 16, 2000, a conversion rate of 709.25 Bs./US$ shall be
applied.
Likewise, in these cases, pursuant to CLAUSE 32, the Republic shall fix the
applicable rates established in Annex "D".
CLAUSE 31: SPECIAL RATE ADJUSTMENTS
Beginning in March 2000, both parties shall effectuate a follow-up process at
the close of each month on the fluctuation of the cumulative average exchange
rate for 2000, in comparison with the expectations described in CLAUSE 30. If a
variance is found, pursuant to the terms established in Annex "E", special
adjustments shall be made which shall be valid for all rates set forth in Annex
"D", and in accordance with the Special Rate Adjustment Procedure set forth in
Annex "E" of this Agreement. The resulting rate adjustment shall be verified and
approved by CONATEL as provided in the Resolution referred to in CLAUSE 32.
Notwithstanding, in the case indicated in Annex "E" (3-c), the resulting rates
shall be published in a new Rate Resolution which will be established for this
purpose by the Ministry of Infrastructure.
For these purposes, the official information to be used each month shall be the
rates announced by the Central Bank of Venezuela.
15
CHAPTER VI
FINAL PROVISIONS
CLAUSE 32: RATE RESOLUTION
The rates applicable to the rate plans and their respective adjustments in 2000
established in CLAUSE 30 of this Agreement, shall be those fixed by the Ministry
of Infrastructure in a Resolution which shall be published in the Official
Journal immediately following execution of this Agreement. The rates shall take
effect as provided in the Resolution.
CLAUSE 33: GOOD FAITH COMMITMENT
The parties agree to take any action necessary to perform in good faith all the
obligations contained in this Agreement.
CLAUSE 34: THE CONCESSION HOLDER'S WAIVER OF THE EXERCISE OF LEGAL ACTION
The Concession Holder waives the exercise of any type of legal administrative
action now or in the future against the Republic deriving from the failure to
approve the rate adjustments corresponding to the period from the third quarter
of 1999 to the date of execution of this Agreement. Consequently, it is
expressly understood that such waiver shall be conditioned upon the Republic's
performance of the essential terms and obligations established in this
Agreement.
CLAUSE 35: EIGHTH-YEAR REVIEW
The provisions contained in this document constitute regulatory changes to be
imposed for the period of free competition which is part of the eighth-year
review process, as set forth in CLAUSE 22 of the Contract. As a consequence,
the parties acknowledge that it is advisable for the effective period of this
Agreement, to modify the rates as well as to modernize and qualify objectives in
the terms established in this Agreement and, therefor, by execution hereof,
declare the eighth-year review concluded and deem resolved the differences that
have arisen between the parties prior to the signing of this Agreement related
to the definition of the expansion and modernization objectives and
methodologies, the waiting time for obtaining service and billing errors,
without prejudice to CONATEL's rights provided under CLAUSES 27 and 28 of the
Contract.
Upon execution of this Agreement, Annexes "A", "B" and "C" of the Contract shall
be replaced in their entirety and, consequently, for the term of this Agreement,
only the quality and digitalization objectives established pursuant to this
Agreement shall control.
CLAUSE 36: PRINCIPAL DOCUMENT AND ANNEXES
This Agreement consists of this Principal Document and the following Annexes,
which together form an integral part hereof:
Annex A: "Year 2000 Quality Parameters and Indicators"
Annex B: "Business Service Improvement Plan"
Annex C: "CANTV Operating Divisions"
Annex D: "Rates"
Annex E: "Special Rate Adjustment Procedure"
16
The parties agree that in the event of doubt as to the scope and meaning of a
contractual provision, the stipulations contained in the Principal Document of
the agreement shall prevail over those incorporated into the Annexes.
CLAUSE 37: BINDING NATURE OF THE CONCESSION CONTRACT
The clauses of the Contract shall be applied to all matters not specifically set
forth in this Agreement. In the event of dispute, the provisions of this
Agreement shall prevail.
Likewise, if due to any circumstance the parties fail to reach agreement with
respect to the definition of methodologies, objectives or any other element to
which this Agreement makes reference within the required time periods or any
others specifically created for that purpose, the Concession Holder shall submit
proposals regarding the issues in dispute, which shall be submitted to CONATEL
for approval. If there are objections and modifications to the proposals
submitted, CONATEL shall notify the Concession Holder in the appropriate manner.
In such event, the Concession Holder shall be obligated to apply the objections
and modifications.
CLAUSE 38: SPECIAL DOMICILE
The Republic and the Concession Holder elect as special and exclusive domicile,
for all effects deriving under this Agreement, the city of Caracas, and the
courts thereof to which they declare themselves subject.
Three (3) counterparts are hereby executed with the same tenor and to the same
effect, in the City of Caracas on the ________ ( __ ) day of the month of ______
of the year 2000.
[signatures and stamps follow]
For the Concession Holder For the Republic
By: /s/ GUSTAVO ROOSEN By: /s/ ALBERTO EMERICH ESQUEDO TORRES
---------------------- --------------------------------------
Gustavo Roosen Alberto Emerich Esqueda Torres
President of CANTV Minister of Infrastructure
17
BOLIVARIAN REPUBLIC OF VENEZUELA. Dr. ASTRID CAROLINA GOMEZ DE RODRIGUEZ NOTARY
PUBLIC (1) TWENTY-FIFTH OF THE MUNICIPALITY LIBERTADOR OF THE FEDERAL DISTRICT.
Caracas, February 21, 2000. 190(DEGREES) and 140(DEGREES). The foregoing
document drafted by Dr. EUNISIS MORENO DE PASCHER, Esq., enrolled in the
national register for lawyers under No. 8292, was submitted for authentication
and devolution as per form No. 400/9 dated: 2/18/2000. Its signatories were
present and identified themselves: ALBERTO EMERICH ESQUEDA TORRES AND GUSTAVO
ROOSEN, of legal age, domiciled in Caracas, of VENEZUELAN nationality, married,
holders of Identification Cards Nos. 636,073 and 2,938,282. The original having
been read to them and compared with its photocopies in the Notary's presence,
the executing parties have said: "ITS CONTENTS ARE CORRECT, AND OURS ARE THE
SIGNATURES WHICH APPEAR AT THE BOTTOM OF THE INSTRUMENT". Whereupon they
declared it to be authentic in the presence of the witnesses: MAIGRETT RIVAS AND
YANETH PARRA, bearers of Identification Cards Nos. 12,539,194 and 6,887,136,
inserting it under No. 25, Book 23, of the Books of Authentication carried by
this Notary. The subscribing Notary states for the record having viewed the
following documents: 1) Presidential Decree No. 632 dated January 10, 2000,
published in the Official Journal of the Bolivarian Republic of Venezuela No.
36,866, dated 1/10/2000, with such authority as is provided in Article 48 of the
Decree and with the Scope and Force of the Organic Law of Central
Administration; 2) Certificate of Incorporation and Bylaws of Compania Anonima
Nacional Telefonos de Venezuela (C.A.N.T.V.), registered in the Mercantile
Registry held by the former Court of Commerce of the Federal District, at No. 2,
Book 387, dated June 20, 1930, of which the most recent revision of the bylaws
was registered at the First Mercantile Registry of the Judicial Circuit of the
Federal District, State of Miranda on September 14, 1998, inserted at No. 39,
Book 208-A-Pro; 3) Minutes of the Regular Stockholders Meeting dated March 30,
1999, as provided in Article 11(b). And further for the record authorizes
MARIBEL PADILLA, bearer of Identification Card No. V-5,430,584, to witness the
signing of this instrument at Park Central, East Tower, Floor 50, Ministry of
Infrastructure, at 5:00 P.M.
[signatures and stamps follow]
18
NOTARY PUBLIC
By: /s/ DR. ASTRID CAROLINA DE RODRIGUEZ
------------------------------------------
Dr. Astrid Carolina de Rodriguez
SIGNATORIES
By: /s/ ALBERTO EMERICH ESQUEDA TORRES
--------------------------------------
Alberto Emerich Esqueda Torres
(Minister of Infrastructure)
By: /s/ GUSTAVO ROOSEN
-----------------------
Gustavo Roosen
(CANTV President)
THE WITNESSES:
By: /s/ MAIGRET RIVAS
---------------------------
MAIGRET RIVAS
By: /s/ YANETH PARRA
---------------------------
YANETH PARRA
AUTHORIZED OFFICER
By: /s/ MARIBEL PADILLA
-------------------------
19
Annex A
"PARAMETERS AND QUALITY INDICATORS"
YEAR 2000
This Annex contains the parameters and quantitative objectives of quality of
service with which to measure the quality of service of the Concession Holder's
telephone network for the year 2000. These parameters are:
1. Accessibility to the telephonic service:
1.1. Waiting time for obtaining the service: Average of the time elapsed from
the request (date of commercial approval) and the installation of the service.
Delays not attributed to the customer and/or third parties (municipal and
national regulatory agencies) duly documented for verification shall not be
computed. The computation shall consider only the service requests from
residences inside the local area of coverage. The high risk zones (defined by
competent entities) shall be excluded.
National annual objective: 67 days
Monthly maximum: 77 days
1.2. Waiting list: Pending requests more than a month old based on the date of
commercial approval of the request of the customer, excluding the cases
indicated in clause 1.1.
Annual objective: 82%
Monthly maximum: 90%
1.3. Requests attended in zones without physical presence: Percentage of
requests recorded as of December 31, 1999, in zones without a physical presence
that shall be attended during the year 2000.
Annual objective: 50%
2. Retainability of the telephone service:
2.1. Actual complaints reported for every 100 lines in service, per month:
Annual average: 2.5% /month
Monthly maximum
by operating division: 2.9% /month
2.2. Percentage of breakdowns repaired in less than 24 hours:
Annual average: 70.0%
Monthly minimum
by operating division: 59.5%
2.3. Percentage of breakdowns repaired in less than 48 hours:
Annual average: 90.0%
Monthly minimum
by operating division: 76.5%
2.4. Average Time to Fix Breakdowns: Total time elapsed, in hours, from the
time actual breakdowns are reported until repaired, among the total actual
problems reported by the customers.
Annual average: 25 hours
Monthly maximum,
by operating division: 28.8 hours
3. Quality of operation of the network:
3.1. Percentage of calls completed for local traffic, domestic long distance
and international long distance: Percentage of calls attempted and correctly
dialed, which are successfully connected to the party being called (includes
cases when the party being called either answers, rings but does not answer, the
line is busy, a prerecorded machine answers, a suspended subscriber tone is
received, or it is a toll-free call).
-------------------------------------------------------------------------------
Domestic Annual Monthly Minimum
Calls Objective (%) by Operating Division (%)
-------------------------------------------------------------------------------
Local 96.5 82.0
-------------------------------------------------------------------------------
DLD 95.5 81.2
-------------------------------------------------------------------------------
ILD 96.5 82.0
-------------------------------------------------------------------------------
3.2. Time to complete call: Time that elapses since the last digit is dialed
until an answering tone is received.
Objective: To be established during the first quarter of the year 2000.
3.3. Percentage of calls initiated that receive a dial tone in no more than
three seconds during peak hours (results to be evaluated during first quarter):
Annual Objective: 98%
2
4. Efficiency of operator service:
4.1. Average waiting time for operator answer: Average time in which operators
delay in answering user calls.
Service Domestic Annual Goal (sec) Monthly maximum (sec)
------- ------------------------- ---------------------
15 5 6.5
100 8.0 8.8
101 15.0 16.5
103 20.0 22.0
122 20.0 22.0
80021515 (*)
* Measure of the time that elapses from the moment the customer requests the aid
of a Telemarketing Executive (option "zero" in the robot menu) until receiving
attention. It begins with a parameter of 3.5 minutes and its behavior is
evaluated during the first quarter of 2000, in order to establish objectives for
subsequent quarters which imply improvements in this index.
4.2. Percentage of traffic calls answered directed to Operator Services:
Percentage of calls that were answered by the different operator services.
Operator Domestic Annual Monthly Minimum,
Service (%) Objective (%) by Division
----------- --------------- -----------------
100 65.0 58.5
103 75.0 67.5
122 55.0 49.5
15 65.0 58.5
The objectives for services 101 and 800 21515 shall be fixed after evaluating
their behavior during the first quarter of 2000.
5. Effectiveness of billing:
5.l. Billing claims: Claims outstanding for every 100 invoices, monthly.
Annual Domestic Monthly maximum
--------------- ---------------
CANTV's own services 0.35 0.5
Services of third parties 0.11(*)
(*) During the first quarter of the year 2000 and subject to evaluation
of the success of the parameter, agreement will be reached with
respect to objectives that will be established for subsequent
quarters in the year 2000.
The base for the measurement of both indicators shall be total valid claims.
When CONATEL deems it advisable it will revise the "Procedure for Investigation
of Billing Complaints". The
3
Concession Holder shall submit the breakdown of complaints by type of service on
a quarterly basis, as additional information.
5.2. Regular Billing Time: Number of days elapsed since the Domestic Long
Distance and International Long Distance calls were made, as generated in the
CANTV network, until such calls were billed.
Domestic Annual Objective: 95% less than or equals to of 45 days
6. User satisfaction: To be agreed between the parties upon completion of
the first surveys conducted by third parties.
4
REPUBLIC OF VENEZUELA. Dr. ASTRID CAROLINA GOMEZ DE RODRIGUEZ, NOTARY PUBLIC (1)
TWENTY-FIFTH OF THE MUNICIPALITY LIBERTADOR OF THE FEDERAL DISTRICT. Caracas,
February 21, 2000. 189(DEGREES) and 140(DEGREES). This is the Annex and/or plan
referred to in the document drafted by Dr. EUNISIS MORENO DE PASCHER, Esq.,
enrolled in the national register for attorneys under No. 8292, submitted for
Authentication and Devolution as per form No. 400/9 dated: 2/18/2000. Signed on
this date by the authorized parties: ALBERTO EMERICH ESQUEDA TORRES AND GUSTAVO
ROOSEN, inserting it under No. 25, Book 23, of the Books of Authentication
carried by this Notary.
[signatures and stamps follow]
NOTARY PUBLIC
By: /s/ DR. ASTRID CAROLINA DE RODRIGUEZ
------------------------------------------
Dr. Astrid Carolina de Rodriguez
SIGNATORIES
By: /s/ ALBERTO EMERICH ESQUEDA TORRES
--------------------------------------
Alberto Emerich Esqueda Torres
(Minister of Infrastructure)
By: /s/ GUSTAVO ROOSEN
-----------------------
Gustavo Roosen
(CANTV President)
5
Annex B
"COMMERCIAL SERVICE IMPROVEMENT PLAN"
This Annex contains the plan for improvement of the services provided by the
"800 21515" Service Center, as well as to the Commercial Service Offices which
the Concession Holder will be connected to in the year 2000.
1. "800 21515" Service Center
1.1. To increase to 570 the lines of access to the service, by means of the
installation of 270 additional lines, which will permit an increase of 1,600,000
calls attended monthly.
1.2 To increase to 240 the number of telemarketing executives by hiring 50
additional executives to attend calls.
1.3 To raise the service indicators to the level recognized as the
international standard, and, following evaluation of new programs, traffic
fluctuation, staff increases and improvements in customer service procedures, to
develop specific plans for achieving such standards.
2. Plan for improvement of Commercial Service Offices "OAC's"
2.1 Upgrading the Commercial Service Offices: Minimum conditions of operation
focusing on the criteria of Security and Customer Service (Infrastructure and Q-
Matic).
Year 2000 goal: 11 offices
2.2 Automation of Offices: To network the offices at the domestic level,
integrate the information applications and add the On Line Collection System,
SRL (integration of the cash and service systems in a single executive).
Year 2000 goal: increase from 3 to 89 offices equipped with SRL
2.3 Telecommunications Services Learning Center: Process of training and
certifying staff to permit training of member Agents.
Year 2000 goal: increase from 32 to 801 certified executives
2.4. Teller windows: To continue with the installation of payment points in
business and public places with heavy traffic volume.
Year 2000 goal: increase from 74 to 100 windows
2.5. Full Service Points (PAI): To provide various service alternatives by
establishing a network of contact points which make it possible to satisfy the
customer's needs in the area of telecommunications.
Year 2000 goal: increase from 2 to 20 PAIs.
2
REPUBLIC OF VENEZUELA. Dr. ASTRID CAROLINA GOMEZ DE RODRIGUEZ NOTARY PUBLIC (1)
TWENTY-FIFTH OF THE MUNICIPALITY LIBERTADOR OF THE FEDERAL DISTRICT. Caracas,
February 21, 2000. 189(DEGREES) and 140(DEGREES). This is the Annex and/or plan
referred in the document drafted by Dr. EUNISIS MORENO DE PASCHER, Esq.,
enrolled in the national register for attorneys under No. 8292, submitted for
Authentication and Devolution as per form No. 400/9 dated: 2/18/2000. Signed on
this date by the authorized representatives: ALBERTO EMERICH ESQUEDA TORRES AND
GUSTAVO ROOSEN, inserting it under No. 25, Book 23, of the Books of
Authentication carried by this Notary.
[signatures and stamps follow]
NOTARY PUBLIC
By: /s/ DR. ASTRID CAROLINA DE RODRIGUEZ
------------------------------------------
Dr. Astrid Carolina de Rodriguez
SIGNATORIES
By: /s/ ALBERTO EMERICH ESQUEDA TORRES
--------------------------------------
Alberto Emerich Esqueda Torres
(Minister of Infrastructure)
By: /s/ GUSTAVO ROOSEN
----------------------
Gustavo Roosen
(CANTV President)
3
Annex C
GEOGRAPHICAL DISTRIBUTION OF
TELEPHONE PLANTS
(OF THE CANTV OPERATING DIVISIONS)
CAPITAL REGION (ZONE I)
------------------------------------------------------------------------------
UBIC. OPERATING FEDERAL
CONT. CCCC PLANT SERIAL DIV. ENTITY
------------------------------------------------------------------------------
2212 2019 BOLEITA 02-232,4,5,7,8,9
---------------------------------------------------------
2233 2022 URBINA 02-241,2,3
---------------------------------------------------------
3610 3610 TURUMO 02-244
---------------------------------------------------------
2235M 2023 MIRANDA 02-242,3
---------------------------------------------------------
2236 2032 LIMONCITO 02-2912
---------------------------------------------------------
3606 3612 FILA DE MARICHES 02-5320
---------------------------------------------------------
2513 2138 CNT-LOS CORTIJOS (**) 02-500
---------------------------------------------------------
2222 2017 CALIFORNIA I 02-271
---------------------------------------------------------
2222 2018 CALIFORNIA II 02-272
---------------------------------------------------------
2225P 2027 PETARE 02-2566 ZONE I MIRANDA
---------------------------------------------------------
2226 2025 PALO VERDE 02-251,2
---------------------------------------------------------
2237 2026 MACARACUAY 02-256,7,8
---------------------------------------------------------
2313 2029 CHACAO 02-261 al 267
---------------------------------------------------------
2314 2030 LOS PALOS GDES. I 02-283
---------------------------------------------------------
2314 2030 LOS PALOS GDES. II 02-284
---------------------------------------------------------
2314 2031 LOS PALOS GDES. 02-285,6
---------------------------------------------------------
2323 2120 CAFETAL 02-985
---------------------------------------------------------
2323 2121 CAFETAL II 02-986
---------------------------------------------------------
2323 2121 CAFETAL III 02-987
------------------------------------------------------------------------------
GEOGRAPHICAL DISTRIBUTION OF
TELEPHONE PLANTS
(OF THE CANTV OPERATING DIVISIONS)
CAPITAL REGION (ZONE I)
---------------------------------------------------------------------------
UBIC. OPERATING FEDERAL
CONT. CCCC PLANT SERIAL DIV. ENTITY
---------------------------------------------------------------------------
3202 3204 TEQUES 02-364
----------------------------------------------------
3202 3202 TEQUES 02-321,2,3
----------------------------------------------------
3203R 3203 SANT. OMERO 02-322
----------------------------------------------------
3204P 3212 SAN PEDRO 02-378
----------------------------------------------------
3205 3205 CARRIZALES 02-383
----------------------------------------------------
3205C 3206 COL. DE CARRIZALES 02-383
----------------------------------------------------
3207 3207 SAN ANTONIO 02-371,372
----------------------------------------------------
3224 3209 SAN ANTONIO 02-373
----------------------------------------------------
3208 3208 LAS MINAS 02-372,373
----------------------------------------------------
3210 3210 SAN JOSE 02-3751
----------------------------------------------------
3215 3214 PARACOTOS 02-3911
----------------------------------------------------
3216 3213 EL JARILLO 02-392
----------------------------------------------------
3912 3903 OCUMARE DEL TUY II 039-240, 50
----------------------------------------------------
3913 3905 SAN FCO. DE YARE 038-29
----------------------------------------------------
3914 3911 SANTA LUCIA I 039-47
----------------------------------------------------
3914 3912 SANTA LUCIA II 039-481
----------------------------------------------------
3915 3907 SANTA TERESA 039-31
----------------------------------------------------
3917 3904 AVE MARIA 039-281
----------------------------------------------------
3922 3916 CUA 039-91
----------------------------------------------------
3923 3918 CHARALLAVE 039-96,8
----------------------------------------------------
3924 3914 LOS ANAUCOS 039-82 MIRANDA MIRANDA
----------------------------------------------------
3926 3919 TACATA 039-9910
----------------------------------------------------
3603 3603 CUIDAD FAJARDO 02-381
----------------------------------------------------
3607 3607 GUATIRE I 02-341,44
----------------------------------------------------
3600 3600 TRAPICHITO 02-361,2,3
----------------------------------------------------
3602 3602 SANTIAGO DE LEON 02-3691
----------------------------------------------------
3605 3605 VALLE ARRIBA 02-3416
----------------------------------------------------
3616 3616 PALO ALTO 02-347
----------------------------------------------------
3413 3413 CAUCAGUA I 034-61
----------------------------------------------------
3413 3414 CAUCAGUA II 034-62
----------------------------------------------------
3424 3404 HIGUEROTE 034-230,36
----------------------------------------------------
3426 3409 T. DE MAMPORAL I 034-41
----------------------------------------------------
3426 3411 T. DE MAMPORAL II 034-421
----------------------------------------------------
3426 3432 T. DE MAMPORAL 034-42
----------------------------------------------------
3431 3427 SAN FDO. DEL GAUPO 034-820
----------------------------------------------------
3432 3424 CUPIRA 034-79
----------------------------------------------------
3433 3426 EL GUAPO 034-810
----------------------------------------------------
3435 3418 S. JOSE DE RIO CHICO 034-721
----------------------------------------------------
3435 3420 RIO CHICO 034-74
----------------------------------------------------
3437 3416 TAC. DE LA LAGUNA 034-7110
----------------------------------------------------
3442 3408 CHIRIMENA 034-381
---------------------------------------------------------------------------
2
GEOGRAPHICAL DISTRIBUTION OF
TELEPHONE PLANTS
(OF THE CANTV OPERATING DIVISIONS)
CAPITAL REGION (ZONE II)
------------------------------------------------------------------------------
UBIC. OPERATING FEDERAL
CONT. CCCC PLANT SERIAL DIV. ENTITY
------------------------------------------------------------------------------
2513 2064 LOS CAOBOS I 02-571
-----------------------------------------------------
2513 2064 LOS CAOBOS II 02-572
-----------------------------------------------------
2513 2065 LOS CAOBOS III 02-5730
-----------------------------------------------------
2513 2065 LOS CAOBOS IV 02-574
-----------------------------------------------------
2513 2067 LOS CAOBOS 02-575,6,7,8
-----------------------------------------------------
2513 2058 CENTRO NACIONAL 02-531
-----------------------------------------------------
2516 2060 SAN AGUSTIN I 02-545
-----------------------------------------------------
2516 2059 SAN AGUSTIN II 02-541
-----------------------------------------------------
2516 2128 SAN AGUSTIN 02-___ 3
-----------------------------------------------------
2517 2050 ROMULO GALLEGOS I 02-551
-----------------------------------------------------
2517 2057 ROMULO GALLEGOS II 02-552
-----------------------------------------------------
2517 2124 ROMULO GALLEGOS 02-550,2
-----------------------------------------------------
2813 2061 CARACAS I 02-561
-----------------------------------------------------
2813 2061 CARACAS II 02-562
-----------------------------------------------------
2813 2062 CARACAS III 02-563
-----------------------------------------------------
2813 2063 CARACAS 02-564 ZONE II FEDERAL DISTRICT
-----------------------------------------------------
2712 2080 ALTA FLORIDA 02-730
-----------------------------------------------------
2712 2079 ALTA FLORIDA 02-731
-----------------------------------------------------
2713 2106 EL ROSAL 02-951,2,3,4
-----------------------------------------------------
2513 2137 CNT - EL ROSAL (**) 02-500
-----------------------------------------------------
2714 2085 FLORIDA 02-761,2,3
-----------------------------------------------------
2716 2087 LA SALLE I 02-781
-----------------------------------------------------
2716 2087 LA SALLE II 02-782
-----------------------------------------------------
2716 2088 LA SALLE 02-793,4
-----------------------------------------------------
2513 2135 CNT - LA SALLE (**) 02-500
------------------------------------------------------------------------------
3
GEOGRAPHICAL DISTRIBUTION OF
TELEPHONE PLANTS
(OF THE CANTV OPERATING DIVISIONS)
CAPITAL REGION (ZONE II)
[Download Table]
-----------------------------------------------------------------------------------
UBIC.
CONT. CCCC PLANT SERIAL OPERATING DIV. FEDERAL ENTITY
-----------------------------------------------------------------------------------
2912 2081 BELLO MONTE II 02-751
---------------------------------------------------
2912 2129 BELLO MONTE 02-753,4
---------------------------------------------------
2913 2107 CHUAO 02-959
---------------------------------------------------
2914 2100 MERCEDES II 02-992
---------------------------------------------------
2914 2122 MERCEDES III 02-991,3
---------------------------------------------------
2924 2119 FCO. SALIAS III 02-979
---------------------------------------------------
2924 2116 FCO. SALIAS 02-975,6,7,8
---------------------------------------------------
2924A 2115 VALLE ARRIBA 02-9756136
---------------------------------------------------
2924P 2117 ALTO PRADO 02-979,6
---------------------------------------------------
2933 2101 TRINIDAD I 02-945 ZONE II MIRANDA
---------------------------------------------------
2933 2102 TRINIDAD II 02-941
---------------------------------------------------
2933 2104 TRINIDAD III 02-943
---------------------------------------------------
2933 2131 TRINIDAD IV 02-944,45
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2934 2110 LOS GUAYABITOS 02-962
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2935 2111 EL HATILLO 02-961,3
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2935L 2113 LOMAS D/L LAGUNITA 02-963819
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2935P 2114 POTRO REDONDO 02-963883
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2936H 2103 HOYO DE LA PUERTA 02-942 ZONE II FEDERAL DISTRICT
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