Telmex the International
The shareholders of Telmex decided to settle down to Telmex the International like a public company that quotes separately and that owns the actions of the subsidiaries that operate the business outside Mexico and the business of yellow pages. The main intentions of the Split were: - To allow each company to operate more efficiently and on its own scale, in Mexico and abroad, to allow to each of her to operate of independent way for administrative, commercial and financial intentions. - To improve the competitive position of each company; and - To adapt the operation of Telmex in the market of telecommunications in Mexico, being distinguished its operations in the stop markets and means entrance, in which there is competition, of the markets of low rural income and, in which there is no competition. The split that formed to Telmex the International was realized using a procedure under the General Law of Mercantile Societies called? split? or? split-up. In a split, an existing company is divided and a new company is created to which some specific assets and liabilities are transferred him. The actions of the new company are emitted for the shareholders of the existing company, in proportion to their participation would drive in the existing company. This procedure defers from the separation procedure spin-off that typically is lead in the United States, by means of which a controladora company distributes action of a subsidiary to its shareholders. The split was approved the 21 of December of 2007 in an extraordinary assembly of shareholders. The establishment of Telmex the International became cash the 26 of December of 2007 (? effective date), subsequent to the resolution of shareholders of the extraordinary assembly that was certified before public notary, registered in the Public Registry of Mexican and published Commerce in the Official Newspaper. In the split, Telmex the International received the actions of a holding company intermediate call Controladora de Servicios de Telecomunicaciones, S.A. of H.P. or Consertel. Telmex the International did not receive any material assets different from the actions of Consertel, and it did not receive any liabilities. Consertel is the company through which Telmex previously owned the actions of all subsidiaries and this gave like result a separate split (the split of Consertel) shortly before the split of Telmex, that left Consertel with: (a) the actions of the subsidiaries of Telmex that operate outside Mexico (directly or through the intermediate holding companies), (b) the actions of the subsidiary of Telmex in charge of the business of the yellow pages in Mexico (directly or through the intermediate holding companies) and (c) active liquid with an approximated total value of U.S.$2 billions (directly or through subsidiaries). All the other assets and liabilities of Consertel were transferred to a new subsidiary of Telmex. These mainly consisted of the actions of the subsidiaries and investments of affiliates that were not transferred to Telmex the International and certain related liabilities. All the businesses of Telmex the International are taken by subsidiaries of separated operations and the continuity of existence of those organizations was not interrupted by the split.
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