This document discusses corporate governance and unethical practices at NET, the largest cable company in Brazil. It provides an overview of NET's business operations, board structure, market performance, and issues with corporate governance. Specifically, NET has not fully implemented strict corporate governance standards, which has negatively impacted its share price and growth. It believes feedback from regulators and the market is needed to improve internal and external communication and compliance. A Fiscal Board was established to take on audit committee functions and ensure adherence to Sarbanes-Oxley requirements.

1. Corporate Governance
& Unethical Practices
Presented to: Sir SaifUllah
Presentedby: MuhammadYousifSolangi
EMBA Reg# 1758120

2. INDEX Page#
1. Introduction 01
2. Mission, Values, & Quality Policy 02
3. NET Services Strategy 03
4. NET Board of Directors 04
5. NET Market Performance 05
6. Regulators & Poor Corporate Governance 07
7. Conclusion 08

3. 1. Introduction
NET is the largest cable company in Brazil and as well as in Latin America.
They provide integrated services that includes:
• Pay TV (NET)
• Digital Video (NET Digital)
• High Definition Digital Video (NET Digital HD)
• Bidirectional Broadband Internet Access (NET Virtua)
• Voice (NET Fone Via Embratel)
NET Offers voice, pay TV and broadband inter services through a single
cable.
NET shares are traded on the Sao Paulo Stock Exchange . The investment
has been increased in different sectors.
NET runs its business in 79 cities in Brazil, including most populated
metropolitan areas namely Sao Paulo, Rio de Janeiro, etc.

4. 2. Mission, Values, & Quality Policy
Mission
To be the best multi-service cable solution, connecting people to the world
from their homes.
Values
Integrity, results, excellence, teamwork and pragmatic attitudes.
Quality Policy
The Level of customer’s satisfaction with the company is the measure of
success of the quality of products and services.

5. 3. NET Servicos Strategy
NET’s strategy is based on three basic principles:
Principles
• Accelerated growth
• Sustainable profitability
• Excellence in service quality
Operating Marketing
• Entertainment
• Communication
• Information
Complete Solution
• Services not product
Relationship
• Client= greatest asset

6. 4. NET Board of Directors
Chairman 01
CEO 01
Executive Directors 12
Seven directors are nominated by Globo, three by Telmex and, following
latest requirements of BOVESPA’s Level 2.
Directors are elected for a one-year period and may be reelected. The
Board of Directors is also supported by an Executive Committee and a
Financial Committee.

7. 5. NET Market Performance
Pay TV Subscriber Year 2010 4,212,000 clients
Pay TV Subscriber Year 2009 3,690,000 clients
The Broadband Year 2010 3,524,000 clients
The Broadband Year 2009 2,882,000 clients
NET Fone Year 2010 3,153,000 clients
NET Fone Year 2009 2,557,000 clients
In 2010 NET’s pay-TV market share reached 51% of the total subscribers and
broadband market share reached 25.3% of the total.

8. 6. Regulators and Poor Corporate Governance at NET
• BOVESPA or Sao Paulo Stock exchange and NOVO Mercado.
•Brazilian Security and exchange commission
System of rules, practices and processes by which a company is directed and
controlled. Corporate governance is all about to balance the interests.
Poor Corporate Governance
1- NET not implemented strict corporate governance standards, its share price
and overall market value growth.
2- NET believes to get feedback from market.
3- To improve communication internal and external.
4- A Fiscal Board was established with powers to perform Audit Committee
functions and ensure compliance with the Sarbanes-Oxley Act’s requirements.