ELEQ: International Endesa: Enersis - Value range proposal for Enersis Capital Increase

  ELEQ: International Endesa: Enersis - Value range proposal for Enersis
  Capital Increase

UK Regulatory Announcement


                              SIGNIFICANT EVENT

Attached is Significant Event filed with the Superintendency of Securities and
Insurance of Chile, by ENERSIS, an Endesa investee:

“Pursuant to articles 9 and 10, paragraph 2 of the Securities Market Law
(18,045), the provisions of General Norm 30 of the Superintendence, and in
compliance with the norms set forth in Chapter XVI of the Chilean Companies
Act, as well as the exercise of the powers bestowed upon me, I hereby inform
you of the following significant event. At its meeting held today, the Enersis
Board of Directors agreed upon several matters of interest to shareholders in
connection with the capital increase operation proposed by our parent company,
Endesa, S.A. ("Endesa Spain ").

The Board of Directors of Enersis S.A. (“Enersis,” or the “Company”) commented
on the use of funds, pointing out that cash proceeds, in the event of a
successful capital increase, would be primarily for the following activities:
the purchase of stakes in companies already consolidated by Enersis,
opportunistic acquisitions in the region and in activities where the Company
currently operates that are suitable for the Company’s best interest, adding
value to it, through taking advantage of market opportunities. The foregoing
is without prejudice to the need of a Board of Directors’ approval for each of
the analyzed operations, which should be evaluated in particular, detailed and
specific form in accordance with the administration ordinary powers of the

Also, Enersis Board of Directors approved the in-kind contribution from Endesa
Spain of assets described in independent reports issued by the expert Mr.
Eduardo Walker H. and appraisers IM Trust and Claro y Asociados. According to
the Board of Directors, such contribution should be in a range of value not
less than US$3,586 million neither above US$3,974 million, or the equivalent
amount in Chilean pesos, which ultimately will determine the Extraordinary
Shareholders’ Meeting. The Board of Directors expressly stated that the
previous approval is in compliance with article 14 Bis of the by-laws, and it
cannot be considered as a decision under the terms of Title XVI of Law No.
18,046, so it was without prejudice to what the Extraordinary Shareholders’
Meeting ultimately shall decide on the capital increase, according to the
provisions in the said Title and articles 15 and 67 of the Chilean Companies
Act. The Board stated that this values’ range was approved by six out of the
seven members of the corporate body, thus complying with the special quorum
provided for in article 14 Bis, that requires approval of at least two thirds
of the Board, noting that this decision’s foundations are contained in each
individual opinion issued by the board members in connection with this
operation, which are available to the shareholders in the Web page and
corporate offices.

In addition, the significant event dated October 31, 2012, regarding the
conditionality of the ongoing capital increase, the Enersis’ Board of
Directors has analyzed various measures in order to safeguard the Company’s
equity and those who attend the referred capital increase, which will be
published in a timely manner and brought to knowledge of the market and the

Finally, it was agreed by the Board of Directors to request Endesa Spain a
statement regarding the following matters, in connection with the ongoing
capital increase: (i) provision of certain representations and warranties with
respect to Piura, Yacilec and Central Dock-Sud; (ii) commitment that Enersis
S.A. will be the only vehicle for investment in South America of the Enel
Group on conventional sources of energy, with the exception of the activities
currently carried out through Enel Green Power and those who in the future can
this latter company develop in the field of renewable energy; (iii) commitment
to hold Enersis harmless on possible tax contingencies arising from the
structure of the operation and (iv) maintenance of the commitment not to
promote a special distribution of dividends as a result of the ongoing capital

                                                      Madrid, November 6, 2012


International Endesa
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