v3.25.4
BALANCES AND TRANSACTIONS WITH RELATED PARTIES
12 Months Ended
Dec. 31, 2025
BALANCES AND TRANSACTIONS WITH RELATED PARTIES  
BALANCES AND TRANSACTIONS WITH RELATED PARTIES

NOTE 28 – BALANCES AND TRANSACTIONS WITH RELATED PARTIES

a)

Controlling Company

As of December 31, 2025 and 2024, CVH is the controlling company of Telecom Argentina, holding 28.16% of the capital stock of Telecom Argentina. Additionally, both CVH and FTL hold 235,177,350 shares each in the Voting Trust (the Voting Trust Agreement was formalized on April 15, 2019), in accordance with the Shareholders´ Agreement, shares representing 10.92% of the capital of Telecom Argentina so the shares subject to such agreement represent 21.84% of the total capital of Telecom Argentina (the “Shares in Trust”).

According to the Voting Trust Agreement, the trustee appointed by CVH must vote the Shares in Trust as instructed or voted by CVH with respect to all issues except in respect of certain matters subject to veto under the Shareholders’ Agreement dated July 7, 2017.

b)Balances with Related parties

●

Associates and Joint venture

​

​

​

​

​

​

​

​

CURRENT ASSETS

​

​

​

 December 31, 

​

 December 31, 

Trade receivables

  ​ ​ ​

​

  ​ ​ ​

2025

  ​ ​ ​

2024

OPH

​

Joint venture

​

97

​

61

​

​

​

​

97

​

61

CURRENT LIABILITIES

​

​

​

  ​

​

  ​

Trade payables

​

​

​

​

​

​

La Capital Cable

​

Associate

​

798

​

272

OPH

​

Joint venture

​

1,064

​

626

​

​

​

​

1,862

​

898

Other liabilities

​

​

​

​

​

​

OPH

​

Joint venture

​

—

​

3,961

​

​

​

​

—

​

3,961

NON - CURRENT LIABILITIES

​

​

​

​

​

​

Other liabilities

​

​

​

​

​

​

OPH

​

Joint venture

​

—

​

3,625

​

​

​

​

—

​

3,625

​

●Other related parties

​

​

​

​

​

​

CURRENT ASSETS

​

December 31, 

​

December 31, 

Trade receivables

  ​ ​ ​

2025

  ​ ​ ​

2024

Other related parties

​

2,880

​

2,467

​

​

2,880

​

2,467

Other receivables

​

​

​

​

Other related parties

​

15

​

834

​

​

15

​

834

CURRENT LIABILITIES

​

​

​

​

Trade payables

​

​

​

​

Other related parties

​

18,496

​

15,975

​

​

18,496

​

15,975

​

c)

Transactions with Related parties

●Associates and Joint venture

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Transaction

​

Kind of related party

​

Years ended December 31, 

​

  ​ ​ ​

​

  ​ ​ ​

​

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

​

​

​

​

​

​

Profit (loss)

​

​

​

​

​

​

Revenues

La Capital Cable

​

Services revenues and other revenues

​

Associate

​

138

 

174

 

292

Ver TV

​

Services revenues and other revenues

​

Associate

​

—

​

70

​

95

OPH

​

Services revenues and other revenues

​

Joint venture

​

777

 

442

 

241

​

​

​

​

​

​

915

​

686

​

628

​

​

​

​

​

​

Operating costs

La Capital Cable

​

Fees for services

​

Associate

​

(2,273)

 

(2,340)

 

(2,493)

OPH

​

Fees for services

​

Joint venture

​

(3,594)

​

(1,176)

​

—

​

​

​

​

​

​

(5,867)

 

(3,516)

 

(2,493)

​

●Other Related parties

​

​

​

​

​

​

​

​

​

​

​

​

Transaction

​

Years ended December 31, 

​

  ​ ​ ​

​

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

​

​

​

​

Profit (loss)

​

​

​

​

Revenues

Other Related parties

​

Services and advertising revenues

​

6,375

 

7,584

 

5,655

​

​

​

​

6,375

 

7,584

 

5,655

​

​

​

​

Operating costs

Other Related parties

​

Programming costs

​

(48,148)

 

(53,489)

 

(50,942)

Other Related parties

​

Editing and distribution of magazines

​

(3,715)

 

(5,417)

 

(7,811)

Other Related parties

​

Advisory services

​

(12,242)

 

(11,501)

 

(6,606)

Other Related parties

​

Advertising purchases

​

(4,759)

 

(3,110)

 

(4,194)

Other Related parties

​

Other purchases and commissions

​

(11,851)

 

(8,182)

 

(3,206)

​

​

​

​

(80,715)

 

(81,699)

 

(72,759)

​

The transactions discussed above were made on arm length transaction basis. When Telecom’s transactions represented more than 1% of its total shareholders’ equity, they were approved according to Law No, 26,831, the Bylaws and the Executive Committees’ Faculties and Performance Regulation.

d)

Key Managers

Compensation for Directors for technical-administrative functions and Key Managers includes fixed and variable compensation, retention plans, social security contribution, and, in some cases, accrued severance compensation. Compensation for Directors and Key Managers of Telecom for the years ended December 31, 2025, 2024 and 2023 amounted to $31,606 million, $17,266 million and $5,898 million, respectively (in currency of the transaction date), and were recorded as expenses under the line item “Employee benefits expenses and severance payments”. As of December 31, 2025, an amount of $9,007 million remained unpaid.

Telecom Argentina has recorded fees of its Board of Directors’ members of $6,399 million, $3,224 million and $765 million for the year ended December 31, 2025, 2024 and 2023, respectively (in currency of the transaction date). As of December 31, 2025, there are no unpaid balances.

The members and alternate members of the Board of Directors do not hold executive positions in Telecom Argentina or its subsidiaries.