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Federal Communications Commission DA 16-647
Before the
Federal Communications Commission
Washington, DC 20554
In the Matter of
América Móvil, S.A.B. de C.V.
Puerto Rico Telephone Company, Inc.
)
)
)
)
)
)
)
)
File No.: EB-IHD-14-00017926
Acct. No.: 201632080006
FRN: 0015025067
FRN: 0001731470
ORDER
Adopted: June 28, 2016 Released: June 28, 2016
By the Chief, Enforcement Bureau:
1. The Enforcement Bureau (Bureau) of the Federal Communications Commission
(Commission) has entered into a Consent Decree to resolve its investigation into whether Puerto Rico
Telephone Company, Inc. (PRTC), a telecommunications carrier operating in the United States territory
of Puerto Rico, and its ultimate parent, América Móvil, S.A.B. de C.V. (América Móvil), exceeded the
alien ownership and control limits set by the Commission and its International Bureau. The Bureau’s
investigation found that América Móvil and PRTC violated the Commission’s rules when Carlos Slim
Helú’s and his family’s (the Slim Family) ownership and control of América Móvil and PRTC exceeded
limits previously set by the International Bureau, without obtaining the International Bureau’s prior
approval.
2. Alien ownership and control limits are vital to the protection of the United States’ national
security, foreign policy, trade policy, and law enforcement interests. To settle this matter, América Móvil
and PRTC admit that prior approval from the Commission was required before the Slim Family, each
member of which is a citizen of Mexico, increased its direct and indirect ownership and control of
América Móvil and PRTC, respectively, above the voting control limits set by a 2007 Declaratory
Ruling
1
and the equity ownership limits set by a 2012 Declaratory Ruling.
2
América Móvil and PRTC
will implement a compliance plan and pay a $1,100,000 civil penalty.
3. After reviewing the terms of the Consent Decree and evaluating the facts before us, we find
that the public interest would be served by adopting the Consent Decree and terminating the investigation
regarding the compliance of América Móvil and PRTC with Section 310(b)(4) of the Communications
Act of 1934, as amended (Act),
3
Section 1.990 of the Commission’s rules (Rules),
4
and Commission
1
See Verizon Commc’ns, Inc., Transferor, & América Móvil, S.A.B. de C.V., Transferee, Memorandum Opinion and
Order and Declaratory Ruling, 22 FCC Rcd 6195, 6225, para. 68 (2007) (2007 Declaratory Ruling).
2
International Authorizations Granted, Public Notice, 27 FCC Rcd 13434, 13435 (Int’l Bur. 2012) (2012
Declaratory Ruling).
3
47 U.S.C. § 310(b)(4).
4
47 CFR § 1.990.
Federal Communications Commission DA 16-647
2
declaratory rulings addressing the Slim Family’s ownership of América Móvil and PRTC.
5
4. In the absence of material new evidence relating to this matter, we do not set for hearing the
question of PRTC’s basic qualifications to hold or obtain any Commission license or authorization.
6
5. Accordingly, IT IS ORDERED that, pursuant to Section 4(i) of the Act
7
and the authority
delegated by Sections 0.111 and 0.311 of the Rules,
8
the attached Consent Decree IS ADOPTED and its
terms incorporated in this Order by reference.
6. IT IS FURTHER ORDERED that the above-captioned matter IS TERMINATED.
7. IT IS FURTHER ORDERED that a copy of this Order and Consent Decree shall be sent (1)
by first class mail and certified mail to Alejandro Cantú Jiménez, General Counsel, América Móvil,
S.A.B. de C.V., Lago Zurich 245, Plaza Carso, Edificio Telcel, Piso 16, Colonia Granada Ampliación,
México, D.F. 11529; (2) by first class mail and certified mail, return receipt requested, to Francisco J.
Silva, General Counsel, Puerto Rico Telephone Company, Inc., PO Box 360998, San Juan, Puerto Rico
00936-0998; and (3) by first class mail and certified mail, return receipt requested, to Nancy J. Victory,
Esq., Counsel to América Móvil, S.A.B. de C.V. and Puerto Rico Telephone Company, Inc., Wiley Rein
LLP, 1776 K Street, N.W. Washington, DC 20006.
FEDERAL COMMUNICATIONS COMMISSION
Travis LeBlanc
Chief
Enforcement Bureau
5
See 2012 Declaratory Ruling, 27 FCC Rcd at 13435; International Authorizations Granted, Public Notice, 26 FCC
Rcd 1359, 1360 (Int’l Bur. 2011); 2007 Declaratory Ruling, 22 FCC Rcd at 6225, para. 68.
6
See 47 CFR § 1.93(b).
7
47 U.S.C. § 154(i).
8
47 CFR §§ 0.111, 0.311.
Federal Communications Commission DA 16-647
Before the
Federal Communications Commission
Washington, DC 20554
In the Matter of
América Móvil, S.A.B. de C.V.
Puerto Rico Telephone Company, Inc.
)
)
)
)
)
)
File No.: EB-IHD-14-00017926
FRN: 0015025067
FRN: 0001731470
Acct. No.: 201632080006
CONSENT DECREE
1. The Enforcement Bureau of the Federal Communications Commission (Commission),
América Móvil, S.A.B. de C.V. (América Móvil) as the ultimate parent company of Puerto Rico
Telephone Company, Inc. (PRTC), and PRTC as holder of radio licenses for common carrier
telecommunications services, by their authorized representatives, hereby enter into this Consent Decree
for the purpose of terminating the Enforcement Bureau’s investigation into whether PRTC violated
Section 310(b)(4) of the Communications Act of 1934, as amended (Act),
1
as implemented by Section
1.990(a)(1) of the Commission’s rules (Rules)
2
and certain provisions of two Declaratory Rulings that
specify the equity and voting interests in América Móvil that Carlos Slim Helú and certain members of
his immediate family may own.
DEFINITIONS
2. For the purposes of this Consent Decree, the following definitions shall apply:
(a) “Act” means the Communications Act of 1934, as amended.
3
1
47 U.S.C. § 310(b)(4).
2
47 CFR § 1.990(a)(1).
3
47 U.S.C. § 151 et seq.
Federal Communications Commission DA 16-647
2
(b) “Adopting Order” means an order of the Commission or the Bureau adopting the
terms of this Consent Decree without change, addition, deletion, or modification.
(c) “Alien Ownership Rules” means the provisions of the Communications Laws
regarding foreign control over equity and voting rights, including the portions of
those Laws and any current declaratory ruling(s) addressing the Slim Family’s
ownership and control of the Companies.
(d) “América Móvil” means América Móvil, S.A.B. de C.V., its predecessors-in-
interest, and its successors-in-interest.
(e) “Bureau” means the Enforcement Bureau of the Federal Communications
Commission.
(f) “Commission” and “FCC” mean the Federal Communications Commission and all
of its bureaus and offices.
(g) “Communications Laws” means collectively, the Act, the Rules, and the published
and promulgated orders, declaratory rulings, and decisions of the Commission.
(h) “Companies” means América Móvil and PRTC.
(i) “Compliance Plans” means the compliance obligations, program, and procedures
described in this Consent Decree at paragraphs 15 and 16.
(j) “Covered Employees” means all employees and agents of América Móvil and PRTC
who perform, supervise, oversee, or manage América Móvil’s or PRTC’s
compliance with the Alien Ownership Rules or whose duties require knowledge of
the Slim Family Ownership and Control Interests or of anticipated transactions that
would change those Interests.
(k) “Effective Date” means the date by which the Bureau, América Móvil, and PRTC
have signed the Consent Decree.
(l) “Investigation” means the investigation commenced by the Bureau in EB-IHD-14-
00017926 regarding whether América Móvil and PRTC, a company in which
América Móvil holds a 100 percent indirect ownership interest, violated the
Communications Laws regarding alien ownership of, or voting power over, a holder
of radio licenses issued by the Commission for the provision of common carrier
telecommunications services.
(m) “June 27, 2014 Transaction” means the transaction consummated between AT&T
International, Inc., Inmobiliaria Carso, S.A. de C.V. and Control Empresarial de
Capitales, S.A. de C.V., which resulted in the Slim Family raising its indirect equity
ownership in PRTC from 48.69% to 57.06% and its indirect voting interest in PRTC
from 65.73% to 89.54%.
(n) “Operating Procedures” means the standard internal operating procedures and
compliance policies established by América Móvil and PRTC to implement the
Compliance Plan.
(o) “Parties” means América Móvil, PRTC, and the Bureau, each of which is a “Party.”
Federal Communications Commission DA 16-647
3
(p) “PRTC” means Puerto Rico Telephone Company, Inc., its predecessors-in-interest,
and its successors-in-interest.
(q) “Rules” means the Commission’s regulations found in Title 47 of the Code of
Federal Regulations.
(r) “Slim Family” means Carlos Slim Helú, his spouse, his children and their spouses,
and his grandchildren and their spouses.
(s) “Slim Family Ownership and Control Interests” means the equity interests and
voting interests held directly or indirectly in América Móvil by the Slim Family.
(t) “Slim Family Representative” means Raul H. Zepeda or his successor. The Bureau
shall be notified within thirty (30) days of the designation of a successor.
BACKGROUND
3. Section 310(b)(4) of the Act establishes a 25 percent limit on stock ownership and voting
by foreign individuals, corporations, and governments in entities that control, inter alia, U.S. common
carrier radio licensees.
4
Pursuant to Section 310(b)(4), the Commission may permit higher levels of
foreign ownership or voting if it determines that such higher levels are consistent with the public interest.
5
The Commission has adopted Rules governing the procedures and setting the conditions for obtaining the
Commission’s prior approval of foreign ownership and voting interests exceeding the 25 percent limit.
6
Commission approval must be obtained before direct or indirect aggregate foreign ownership of any
controlling, U.S.-organized parent company exceeds directly or indirectly, 25 percent of the parent’s
equity interests and/or 25 percent of its voting interests.
7
Further, Commission approval must be obtained
each time a licensee seeks to further increase its foreign ownership above the amount previously approved
by the Commission.
8
4
47 U.S.C. § 310(b)(4).
5
Id.
6
47 CFR § 1.990 et seq.
7
47 CFR § 1.990(a)(1).
8
See, e.g., In the Matter of Review of Foreign Ownership Policies for Common Carrier and Aeronautical Radio
Licenses Under Section 310(b)(4) of the Communications Act, as amended, Second Report and Order, 28 FCC Rcd
5741, 5788, 5811, paras. 87, 135 (2013) (“We emphasize that, under the new rules, licensees that have received a
foreign ownership ruling will still have an obligation to monitor and stay ahead of changes in foreign ownership to
ensure that the licensee obtains Commission approval before such a change renders the licensee out of compliance
with its ruling(s) or our rules.” And reminding “licensees that they have a continuing obligation to monitor their
foreign ownership and ensure that they remain compliant with the requirements of the Act, the rules . . . and a
licensee's particular foreign ownership ruling”).
Federal Communications Commission DA 16-647
4
4. PRTC holds radio licenses for common carrier telecommunications services subject to
Section 310(b)(4) of the Act and Section 1.990 of the Rules.
9
PRTC is a corporation formed and based in
the Commonwealth of Puerto Rico, a territory of the United States.
10
América Móvil, a publicly traded
company formed and based in Mexico, is the ultimate parent of PRTC.
11
América Móvil is controlled by
the Slim Family, each member of which is a citizen of Mexico.
12
5. The Commission has addressed the Slim Family’s ownership and control of América
Móvil and PRTC in three Declaratory Rulings, which permit levels of foreign ownership and voting
higher than the statutory limit. In its 2007 Declaratory Ruling, the Commission granted a petition by
América Móvil to exceed the 25 percent foreign ownership benchmark.
13
In granting that petition, the
Commission limited the Slim Family’s direct or indirect equity and voting interests in América Móvil,
and in turn PRTC, to 32.33 percent and 66.21 percent plus a buffer to account for publicly traded shares.
14
This buffer allowed the Slim Family to increase its equity and voting control by an aggregate three
percent above the 32.33 percent and 66.21 percent caps.
15
6. The voting interest ceiling was not raised in subsequent declaratory rulings, including the
2011 Declaratory Ruling and the 2012 Declaratory Ruling, which both addressed only the equity
component of the Slim Family’s direct control over América Móvil and indirect control over PRTC.
16
The 2012 Declaratory Ruling limited the Slim Family’s equity interest in América Móvil to 49.99
percent.
17
7. The June 27, 2014 Transaction increased the Slim Family’s indirect ownership interest in
the Companies to 57.06 percent and the Slim Family’s indirect voting interest in the Companies to 89.54
percent.
18
Although these percentages exceeded the then existing limits on the Slim Family’s indirect
9
A current listing of PRTC’s radio licenses issued by the Commission can be found at the Commission’s Universal
Licensing Service database at http://wireless2.fcc.gov/UlsApp/ApplicationSearch/searchAppl.jsp.
10
See Puerto Rico Telephone Company, Inc., Petition for Declaratory Ruling Under Section 310(b)(4) of the
Communications Act of 1934, as amended, (Erratum) at 6 (2014 PRTC Petition for Declaratory Ruling), attachment
to International Bureau Filing System (IBFS) File No.: ISP-PDR-20140707-00004 available at
http://licensing.fcc.gov/myibfs/.
11
Id. at 1, 8.
12
Id.
13
See Verizon Commc’ns, Inc., Transferor, & América Móvil, S.A.B. de C.V., Transferee, Memorandum Opinion
and Order and Declaratory Ruling, 22 FCC Rcd 6195, 6225, para. 68 (2007) (2007 Declaratory Ruling).
14
See id. at 6219-21, 6225, paras. 54, 56, 68.
15
See id. at 6225, para. 68.
16
See International Authorizations Granted, Public Notice, 26 FCC Rcd 1359, 1360 (Int’l Bur. 2011) (2011
Declaratory Ruling); International Authorizations Granted, Public Notice, 27 FCC Rcd 13434, 13435 (Int’l Bur.
2012) (2012 Declaratory Ruling).
17
See 2012 Declaratory Ruling supra note 16.
18
See 2014 PRTC Petition for Declaratory Ruling at 5, 7-8, and Appendix A Puerto Rico Telephone Company, Inc.
Ownership Chart.
Federal Communications Commission DA 16-647
5
equity and voting interests, the Companies did not obtain Commission approval for the increases prior to
AT&T International, Inc., Inmobiliaria Carso, S.A. de C.V. and Control Empresarial de Capitales, S.A. de
C.V. consummating the June 27, 2014 Transaction.
19
PRTC represented that this unauthorized increase in
the Slim Family’s ownership and control was “[d]ue to an oversight.”
20
8. The International Bureau referred the June 27, 2014 Transaction to the Enforcement
Bureau, which began an investigation in which it discovered that this was not the first time the Slim
Family exceeded the level of permissible foreign control over equity and voting rights in PRTC.
21
TERMS OF AGREEMENT
9. Adopting Order. The provisions of this Consent Decree shall be incorporated by the
Bureau in an Adopting Order without change, addition, deletion, or modification.
10. Jurisdiction. América Móvil and PRTC agree that the Commission, acting through the
Bureau, has jurisdiction over the Companies and the matters contained in this Consent Decree and has the
authority to enter into and adopt this Consent Decree.
11. Effective Date. The Parties agree that this Consent Decree shall become effective on the
Effective Date as defined herein. As of the Effective Date, the Parties agree that this Consent Decree
shall have the same force and effect as any other order of the Commission.
12. Termination of Investigation. In express reliance on the covenants and representations
in this Consent Decree and to avoid further expenditure of public resources, the Bureau agrees to
terminate the Investigation. In consideration for the termination of the Investigation, América Móvil and
PRTC agree to the terms, conditions, and procedures contained herein. The Bureau further agrees that, in
19
See 2014 PRTC Petition for Declaratory Ruling at 5.
20
Id. (“Due to an oversight, PRTC and América Móvil inadvertently did not seek Commission approval prior to the
Slim Family’s purchase of the shares held by AT&T.”).
21
In 2010, América Móvil violated the terms of the 2007 Declaratory Ruling by permitting the Slim Family to
increase their indirect equity interest in PRTC to 40.18 percent. See América Móvil, S.A.B. de C.V., Petition for
Declaratory Ruling Pursuant to Section 310(b)(4) of the Communications Act of 1934 That Foreign Ownership in
Excess of Twenty-Five Percent is in the Public Interest at 3-4 (2010 Petition for Declaratory Ruling), attachment to
IBFS File No.: ISP-PDR-20100623-00012 available at http://licensing.fcc.gov/myibfs/; see also 2011 Declaratory
Ruling supra note 14. América Móvil represented that “due to an oversight” it “inadvertently did not seek
Commission approval” to increase the Slim Family’s equity ownership interest beyond the limit set by the 2007
Declaratory Ruling. 2010 Petition for Declaratory Ruling at 4. América Móvil represented to the Commission that
it “takes its obligations under FCC’s rules . . . very seriously and has put in place internal measures to ensure that
such an oversight does not reoccur.” Id. The 2010 Violation resulted in the release of a Notice of Apparent
Liability Forfeiture against América Móvil as parent of PRTC, which América Móvil paid. See América Móvil,
S.A.B. de C.V., Parent of Puerto Rico Tel. Co., Inc., Notice of Apparent Liability for Forfeiture, 26 FCC Rcd 8672
(Enf. Bur. 2011).
Federal Communications Commission DA 16-647
6
the absence of new material evidence, it will not use the facts developed in the Investigation through the
Effective Date, or the existence of this Consent Decree, to institute any new proceeding, formal or
informal, or take any action against América Móvil or PRTC and their regulated affiliates concerning the
matters that were the subject of the Investigation. The Bureau also agrees that, in the absence of new
material evidence, it will not use the facts developed in the Investigation through the Effective Date, or
the existence of this Consent Decree, to institute any proceeding, formal or informal, or to set for hearing
the question of América Móvil’s or PRTC’s basic qualifications to be a Commission licensee or hold
Commission licenses or authorizations.
13. Admissions. América Móvil and PRTC admit for the purpose of this Consent Decree
and for Commission civil enforcement purposes, and in express reliance on the provisions of paragraph
10 of this Consent Decree, that Section 310(b)(4) of the Act, as implemented by Section 1.990(a)(1) of
the Rules, required prior approval from the Commission in the form of a declaratory ruling before the
Slim Family Ownership and Control Interests could exceed the levels established by the 2007
Declaratory Ruling with respect to voting control and the 2012 Declaratory Ruling with respect to equity
ownership. América Móvil and PRTC further admit that the June 27, 2014 Transaction violated Section
310(b)(4) of the Act, as implemented by the provisions of the 2007 Declaratory Ruling and 2012
Declaratory Ruling because it increased the Slim Family Ownership and Control Interests in América
Móvil beyond the limits set by these Declaratory Rulings without prior Commission approval.
14. Compliance Officers. Within thirty (30) calendar days after the Effective Date, América
Móvil and PRTC shall each designate a Covered Employee within their respective Companies to serve as
the Compliance Officer for their respective Company and to personally discharge the duties set forth
below. Each Compliance Officer shall be responsible for developing, implementing, and administering
the Compliance Plan and ensuring that his/her Company complies with the terms and conditions of the
Compliance Plans and this Consent Decree. In addition to the general knowledge of the Communications
Laws necessary to discharge his or her duties under this Consent Decree, each Compliance Officer shall
have specific knowledge of the Alien Ownership Rules.
15. Compliance Plan for América Móvil. For purposes of settling the matters set forth
herein, América Móvil agrees that it shall, within the dates set out below, develop and implement a
Compliance Plan designed to ensure future compliance with the Alien Ownership Rules, all current
declaratory ruling(s), and the terms and conditions of this Consent Decree. América Móvil will
implement, at a minimum, the following procedures:
(a) Compliance Processes. Within ninety (90) calendar days after the Effective Date,
América Móvil shall develop appropriate measures to monitor increases and learn
about impending increases in the Slim Family Ownership and Control Interests.
(b) Operating Procedures. Within ninety (90) calendar days after the Effective Date,
América Móvil shall establish Operating Procedures that all Covered Employees
must follow to help ensure that América Móvil complies with the Commission’s
Alien Ownership Rules. América Móvil’s Operating Procedures shall include
internal procedures and policies specifically designed to ensure that the Compliance
Processes in paragraph 15(a) are met. América Móvil shall also develop a
Compliance Checklist that describes the steps that a Covered Employee must follow
to ensure compliance with the Commission’s Alien Ownership Rules.
Federal Communications Commission DA 16-647
7
(c) Compliance Manual. Within ninety (90) calendar days after the Effective Date, the
Compliance Officer shall develop and distribute a Compliance Manual to all
Covered Employees. The Compliance Manual shall set forth the Alien Ownership
Rules applicable to América Móvil. América Móvil shall periodically review and
revise the Compliance Manual as necessary to ensure that the information set forth
in it remains current and accurate. América Móvil shall distribute any revisions to
the Compliance Manual promptly to all Covered Employees.
(d) Compliance Training Program. América Móvil shall establish and implement a
Compliance Training Program on compliance with the Alien Ownership Rules. As
part of the Compliance Training Program, Covered Employees shall be advised of
América Móvil’s obligations to report noncompliance under paragraph 17 of this
Consent Decree and shall be instructed on how to disclose noncompliance to the
Compliance Officer. All Covered Employees shall be trained pursuant to the
Compliance Training Program within ninety (90) calendar days after the Effective
Date, except that any person who becomes a Covered Employee at any time after the
initial Compliance Training Program shall be trained within sixty (60) calendar days
after the date such person becomes a Covered Employee. América Móvil shall
repeat compliance training on an annual basis, and shall periodically review and
revise the Compliance Training Program as necessary to ensure that it remains
current and complete and to enhance its effectiveness.
16. Compliance Plan for PRTC. For purposes of settling the matters set forth herein, PRTC
agrees that it shall, within the dates set out below, develop and implement a Compliance Plan designed to
ensure future compliance with the Alien Ownership Rules and with the terms and conditions of this
Consent Decree. PRTC will implement, at a minimum, the following procedures:
(a) Compliance Processes. Within ninety (90) calendar days after the Effective Date,
PRTC shall develop appropriate measures for receiving and analyzing information
from América Móvil about increases and impending increases in the Slim Family
Ownership and Control Interests.
(b) Operating Procedures. Within ninety (90) calendar days after the Effective Date,
PRTC shall establish Operating Procedures that all Covered Employees must follow
to help ensure that PRTC complies with the Commission’s Alien Ownership Rules.
PRTC’s Operating Procedures shall include internal procedures and policies
specifically designed to ensure that the Compliance Processes in paragraph 16(a) are
met. PRTC shall also develop a Compliance Checklist that describes the steps that a
Covered Employee must follow to ensure compliance with the Commission’s Alien
Ownership Rules.
(c) Compliance Manual. Within ninety (90) calendar days after the Effective Date, the
Compliance Officer shall develop and distribute a Compliance Manual to all
Covered Employees. The Compliance Manual shall set forth the Alien Ownership
Rules applicable to PRTC. PRTC shall periodically review and revise the
Compliance Manual as necessary to ensure that the information set forth in it
Federal Communications Commission DA 16-647
8
remains current and accurate. PRTC shall distribute any revisions to the
Compliance Manual promptly to all Covered Employees.
(d) Compliance Training Program. PRTC shall establish and implement a
Compliance Training Program on compliance with the Alien Ownership Rules. As
part of the Compliance Training Program, Covered Employees shall be advised of
PRTC’s obligations to report noncompliance under paragraph 17 of this Consent
Decree and shall be instructed on how to disclose noncompliance to the Compliance
Officer. All Covered Employees shall be trained pursuant to the Compliance
Training Program within ninety (90) calendar days after the Effective Date, except
that any person who becomes a Covered Employee at any time after the initial
Compliance Training Program shall be trained within sixty (60) calendar days after
the date such person becomes a Covered Employee. PRTC shall repeat compliance
training on an annual basis, and shall periodically review and revise the Compliance
Training Program as necessary to ensure that it remains current and complete and to
enhance its effectiveness.
17. Reporting Noncompliance. Each Compliance Officer shall report all material
noncompliance with the Alien Ownership Rules and with the other terms and conditions of this Consent
Decree within fifteen (15) calendar days after discovery of such noncompliance. Such reports shall
include a detailed explanation of: (i) each instance of such noncompliance; (ii) the steps that América
Móvil and PRTC have taken or will take to remedy such noncompliance; (iii) the schedule on which such
remedial actions will be taken; and (iv) the steps that América Móvil and PRTC have taken or will take to
prevent the recurrence of any such noncompliance. All reports of noncompliance shall be submitted to
Chief, Investigations and Hearings Division, Enforcement Bureau, Federal Communications Commission,
445 12th Street, S.W., Washington, DC 20554, with copies submitted electronically to Jeffrey J. Gee at
Jeffrey.Gee@fcc.gov, Kalun Lee at Kalun.Lee@fcc.gov, and Robert B. Krinsky at
Robert.Krinsky@fcc.gov.
18. Reporting Requirements.
(a) Compliance Reports. Each Compliance Officer shall file compliance reports with
the Commission one hundred twenty (120) calendar days after the Effective Date,
twelve (12) months after the Effective Date, and then every twelve (12) months
thereafter until the Termination Date.
1. Each Compliance Report shall include a detailed description of América
Móvil’s or PRTC’s efforts during the relevant period to comply with the terms
and conditions of this Consent Decree and the Communications Laws,
including the Alien Ownership Rules in effect for the period covered by the
Compliance Report.
2. In addition, each Compliance Report shall include a certification by the
Compliance Officer, as agent of and on behalf of América Móvil or PRTC,
respectively, stating that the Compliance Officer has personal knowledge that
the Officer’s respective company has: (i) established and implemented the
company’s Compliance Plan; (ii) utilized the Operating Procedures since the
implementation of that Compliance Plan; and (iii) has no knowledge of any
Federal Communications Commission DA 16-647
9
instances of noncompliance with the terms and conditions of this Consent
Decree, including the reporting obligations set forth in paragraph 17 of this
Consent Decree.
3. Each Compliance Officer’s certification shall be accompanied by a statement
explaining the basis for such certifications and shall comply with Section 1.16
of the Rules and be subscribed to as true under penalty of perjury in
substantially the form set forth therein.
22
4. If a Compliance Officer cannot provide the requisite certification, the
Compliance Officer, as an agent of and on behalf of his/her respective
company, shall provide the Commission with a detailed explanation of the
reason(s) why and describe fully: (i) each instance of noncompliance; (ii) the
steps that his/her respective company has taken or will take to remedy such
noncompliance, including the schedule on which proposed remedial actions
will be taken; and (iii) the steps that his/her respective company has taken or
will take to prevent the recurrence of any such noncompliance, including the
schedule on which such preventive action will be taken.
5. All Compliance Reports shall be submitted to Chief, Investigations and
Hearings Division, Enforcement Bureau, Federal Communications
Commission, 445 12th Street, S.W., Washington, DC 20554, with a copy
submitted electronically to Jeffrey J. Gee at Jeffrey.Gee@fcc.gov, Kalun Lee
at Kalun.Lee@fcc.gov, and Robert B. Krinsky at Robert.Krinsky@fcc.gov.
(b) Reports on Slim Family Ownership and Control Interests. América Móvil shall
file a report on the Slim Family Ownership and Control Interests (Slim Family
Report) thirty (30) calendar days after the Effective Date, and then every thirty (30)
calendar days thereafter until the Termination Date.
1. Each Slim Family Report shall state América Móvil’s understanding, based on
the materials identified in paragraph 18(b)(2), of: (i) the level of direct or
indirect equity ownership held by the Slim Family in América Móvil and the
Slim Family’s level of indirect equity ownership held in PRTC expressed as
percentages of one hundred (100) percent equity ownership in América Móvil
and PRTC, respectively; and (ii) the level of voting control held by the Slim
Family directly or indirectly in América Móvil and indirectly in PRTC
expressed as percentages of one hundred (100) percent voting control in
América Móvil and PRTC, respectively.
2. As part of the preparation of each Slim Family Report under paragraph
18(b)(1), América Móvil’s Compliance Officer, or designee, will notify the
Slim Family Representative as to the Compliance Officer’s understanding of
22
47 CFR § 1.16.
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the Slim Family’s equity and voting interests in América Móvil based on
public filings with the U.S. Securities and Exchange Commission (SEC). This
Notice also will remind the Slim Family Representative of the applicable
restrictions on the Slim Family’s equity and voting interests in América Móvil
and state the percentages by which those equity and voting interests may
increase without prior Commission approval. This Notice will request that, no
later than ten (10) calendar days prior to the due date of the next Slim Family
Report, the Slim Family Representative: (i) certify whether the equity and
voting interests stated in the Notice are accurate to the Slim Family
Representative’s knowledge, information, and belief; (ii) if not, certify the
accurate level of the Slim Family’s equity and voting interests in América
Móvil to the Slim Family Representative’s knowledge, information, and
belief; and (iii) certify whether the Slim Family has taken action reflecting
earnest intent to increase the Slim Family Ownership and Control Interests
above the maximum amounts permitted in the next twelve months such that
América Móvil should seek prior Commission approval.
3. Each Slim Family Report shall also state: (i) the date the Notice was provided
to the Slim Family Representative in connection with that Report; (ii) whether
the Slim Family Representative responded to that Notice and, if so, the date of
that response; (iii) the amount of the Slim Family’s ownership calculated by
América Móvil and the response (if any) from the Slim Family Representative
regarding the accurate amount; and (iv) the response, if any, from the Slim
Family Representative to the Compliance Officer’s request for certification
under paragraph 18(b)(2)(iii).
19. Termination Date. Unless stated otherwise, the requirements set forth in paragraphs 14
through 18 of this Consent Decree shall expire thirty-six (36) months after the Effective Date.
20. Section 208 Complaints; Subsequent Investigations. Nothing in this Consent Decree
shall prevent the Commission or its delegated authority from adjudicating complaints filed pursuant to
Section 208 of the Act
23
against América Móvil and PRTC or their affiliates for alleged violations of the
Act, or for any other type of alleged misconduct, regardless of when such misconduct took place. The
Commission’s adjudication of any such complaint will be based solely on the record developed in that
proceeding. Except as expressly provided in this Consent Decree, this Consent Decree shall not prevent
the Commission from investigating new evidence of noncompliance by América Móvil and PRTC with
the Communications Laws.
21. Civil Penalty. For purposes of settling the matters set forth herein, América Móvil and
PRTC will be jointly and severally responsible for the payment of a civil penalty to the United States
Treasury in the amount of one million one hundred thousand dollars ($1,100,000) within thirty (30)
calendar days of the Effective Date. América Móvil and/or PRTC shall send electronic notification of
23
47 U.S.C. § 208.
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payment to Jeffrey J. Gee at Jeffrey.Gee@fcc.gov, Kalun Lee at Kalun.Lee@fcc.gov, and Robert B.
Krinsky at Robert.Krinsky@fcc.gov on the date said payment is made. The payment must be made by
check or similar instrument, wire transfer, or credit card, and must include the Account Number
201632080006 and FRN 0015025067, and FRN 0001731470. Regardless of the form of payment, a
completed FCC Form 159 (Remittance Advice) must be submitted.
24
When completing the FCC Form
159, enter the Account Number in block number 23A (call sign/other ID) and enter the letters “FORF” in
block number 24A (payment type code). Below are additional instructions that should be followed based
on the form of payment selected:
? Payment by check or money order must be made payable to the order of the Federal
Communications Commission. Such payments (along with the completed Form 159) must be
mailed to Federal Communications Commission, P.O. Box 979088, St. Louis, MO 63197-
9000, or sent via overnight mail to U.S. Bank – Government Lockbox #979088,
SL-MO-C2-GL, 1005 Convention Plaza, St. Louis, MO 63101.
? Payment by wire transfer must be made to ABA Number 021030004, receiving bank
TREAS/NYC, and Account Number 27000001. To complete the wire transfer and ensure
appropriate crediting of the wired funds, a completed Form 159 must be faxed to U.S. Bank
at (314) 418-4232 on the same business day the wire transfer is initiated.
? Payment by credit card must be made by providing the required credit card information on
FCC Form 159 and signing and dating the Form 159 to authorize the credit card payment.
The completed Form 159 must then be mailed to Federal Communications Commission, P.O.
Box 979088, St. Louis, MO 63197-9000, or sent via overnight mail to U.S. Bank –
Government Lockbox #979088, SL-MO-C2-GL, 1005 Convention Plaza, St. Louis, MO
63101.
Questions regarding payment procedures should be addressed to the Financial Operations Group Help
Desk by phone, 1-877-480-3201, or by e-mail, ARINQUIRIES@fcc.gov.
22. Waivers. As of the Effective Date, América Móvil and PRTC waive any and all rights
they may have to seek administrative or judicial reconsideration, review, appeal or stay, or to otherwise
challenge or contest the validity of this Consent Decree and the Adopting Order. América Móvil and
PRTC shall retain the right to challenge Commission interpretation of the Consent Decree or any terms
contained herein. If either Party (or the United States on behalf of the Commission) brings a judicial
action to enforce the terms of the Consent Decree or the Adopting Order, neither América Móvil, nor
PRTC, nor the Commission shall contest the validity of the Consent Decree or the Adopting Order, and
América Móvil and PRTC shall both waive any statutory right to a trial de novo. América Móvil and
PRTC hereby agree to waive any claims that each entity may otherwise have under the Equal Access to
Justice Act
25
relating to the matters addressed in this Consent Decree.
24
An FCC Form 159 and detailed instructions for completing the form may be obtained at
http://www.fcc.gov/Forms/Form159/159.pdf.
25
See 5 U.S.C. § 504; 47 CFR §§ 1.1501–1.1530.
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23. Severability. The Parties agree that if any of the provisions of the Consent Decree shall
be held unenforceable by any court of competent jurisdiction, such unenforceability shall not render
unenforceable the entire Consent Decree, but rather the entire Consent Decree shall be construed as if not
containing the particular unenforceable provision or provisions, and the rights and obligations of the
Parties shall be construed and enforced accordingly.
24. Invalidity. In the event that this Consent Decree in its entirety is rendered invalid by any
court of competent jurisdiction, it shall become null and void and may not be used in any manner in any
legal proceeding.
25. Subsequent Rule or Order. The Parties agree that if any provision of the Consent
Decree conflicts with any subsequent Rule or Order adopted by the Commission (except an Order
specifically intended to revise the terms of this Consent Decree to which América Móvil and PRTC do
not expressly consent) that provision will be superseded by such Rule or Order.
26. Successors and Assigns. América Móvil and PRTC agree that the provisions of this
Consent Decree shall be binding on its successors, assigns, and transferees.
27. Final Settlement. The Parties agree and acknowledge that this Consent Decree shall
constitute a final settlement between the Parties with respect to the Investigation.
28. Modifications. This Consent Decree cannot be modified without the advance written
consent of both Parties.
29. Paragraph Headings. The headings of the paragraphs in this Consent Decree are
inserted for convenience only and are not intended to affect the meaning or interpretation of this Consent
Decree.
30. Authorized Representative. Each Party represents and warrants to the other that it has
full power and authority to enter into this Consent Decree. Each person signing this Consent Decree on
behalf of a Party hereby represents that he or she is fully authorized by the Party to execute this Consent
Decree and to bind the Party to its terms and conditions.
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31. Counterparts. This Consent Decree may be signed in counterpart (including
electronically or by facsimile). Each counterpart, when executed and delivered, shall be an original, and
all of the counterparts together shall constitute one and the same fully executed instrument.
________________________________
Travis LeBlanc
Chief
Enforcement Bureau
________________________________
Date
________________________________
Alejandro Cantú Jiménez, General Counsel
América Móvil, S.A.B. de C.V.
______________________________
Date
Federal Communications Commission DA 16-647
________________________________
Francisco J. Silva, General Counsel
Puerto Rico Telephone Company, Inc.
________________________________
Date