Telecom(US:TEO)2024-03-21 21:22Financial Performance - Telecom Argentina reported a negative retained earnings balance of AR$ 257,729,766,816 as of December 31, 2023[8]. - The Board of Directors proposed to absorb the negative retained earnings from the "Voluntary Reserve" to maintain capital expenditures and solvency[19]. Compensation and Budget Proposals - Total compensation for the Board of Directors for the fiscal year ended December 31, 2023, is proposed at AR$ 889,453,418[22]. - The proposed compensation for the Supervisory Committee for the fiscal year ended December 31, 2023, is AR$ 106,243,621[23]. - The budget for the Audit Committee for Fiscal Year 2024 is set at AR$ 127,958,619[15]. - The compensation for audit services provided by Independent Auditors for Fiscal Year 2023 is proposed at AR$ 490,046,900[28]. - The proposed compensation for the Board of Directors of Telecom Argentina for fiscal year 2023 is AR$ 889,453,418.00, which is considered reasonable and adequate in terms of market conditions for similar companies[53]. - The budget for the Audit Committee's functioning for fiscal year 2024 is proposed to be AR$ 127,958,619.00, adjusted for inflation based on the currency as of August 31, 2023[30][47]. Shareholders' Meeting - The Shareholders' Meeting is scheduled for April 25, 2024, to discuss the proposals and financial documentation for Fiscal Year 2023[6]. - The Board of Directors will seek delegation of powers to decide on the release of the "Voluntary Reserve" for potential dividend distribution[19]. - The meeting will also address the performance of the Board of Directors and Supervisory Committee members during Fiscal Year 2023[21]. - The proposal to authorize advance payments of fees to Directors for fiscal year 2024 is contingent upon the decision of the Shareholders' Meeting[36][56]. Audit Committee Activities - The financial documentation for Fiscal Year 2023 includes the Integrated Annual Report and Financial Statements, which have been approved by the Board and Audit Committee[18]. - Telecom Argentina plans to appoint Price Waterhouse & Co. S.R.L. as Independent Auditors for fiscal year 2024, with Alejandro Javier Rosa as the certifying accountant[39][41]. - The total amount proposed for the Independent Auditors' services for fiscal year 2023 is AR$ 490,046,900.00, which includes AR$ 334,810,700.00 for financial statements audit and AR$ 155,236,200.00 for Sarbanes-Oxley Act certification[38][42]. - The Audit Committee unanimously approved the proposed fees for the Independent Auditors, considering the complexity and specialization required for the audit activities[41]. - The Audit Committee's total expenses for fiscal year 2023 amounted to AR$ 9,714,715.00[45]. - The Audit Committee conducted a review of Price Waterhouse & Co. S.R.L.'s performance and concluded that the firm meets stringent levels of quality and independence[44][45]. - The Audit Committee's budget request for fiscal year 2024 is consistent with the estimated needs for training and advisory services[47]. Meeting Format - The meeting was held in a hybrid format, allowing both in-person and remote participation, ensuring accessibility for all members[33].