Convenience Translation

This is a Convenience Translation into English from the Original Previously
Issued in Spanish.

Claro y Asociados has not reviewed the English translation of this report and
is only responsible for the Spanish version of the report.

Report of the Independent Evaluator Directors' Committee Banco Santander Chile

Claro y Asociados September | 2013
                                                                               1

Contents

Convenience Translation


* Executive Summary
* Limitation of Liability
* Introduction
* Conditions of the Operation
* Financial Evaluation
* Opportunity and Considerations
* Conclusions
* Attachments

                                                                               2

Executive Summary

Background Information

Convenience Translation

* This summary describes the methodology used and the main conclusions reached
by Claro y Asociados (the "Independent Evaluator" or "CyA"), following the
analysis of the transaction proposed by Banco Santander S.A. (Spain) ("Grupo
Santander") to Santander Chile ("Santander Chile"), hereinafter the
"Transaction".

* The Transaction, which envisages the purchase by Grupo Santander of 100% of
the shares of Santander Asset Management ("SAM"), a subsidiary of Santander
Chile, is classified as a transaction between related parties. Because of this,
in accordance with Article 147 of the Companies Act, the Directors' Committee
of Santander Chile has requested that, in our capacity as Independent
Evaluator, we express our opinion on the following:

 i. The conditions of the proposed transaction, its effects, and its potential
impact on Banco Santander;

 ii. Whether the transaction as proposed adds value to Santander Chile, and, if
not, in what conditions it would do so;

 iii. Whether the transaction as proposed is in line with similar transactions
in the market.

* This report was prepared with publicly available information and confidential
information provided by Santander Chile and its subsidiaries.

* The Transaction forms part of an operation that Grupo Santander is
negotiating in a number of countries (the "Global Operation"). This operation
consists of the consolidation of the Asset Management units of eleven countries
(one of them Chile) in order to sell 50% of this conglomerate of assets to the
Warburg Pincus and General Atlantic investment funds.

* In order to determine whether the offer is within the ranges of fair market
value, two independent analyses were made.


                                                                               3

Executive Summary

Methodology

Convenience Translation

1. The first analysis was a Discounted Cash Flow ("DCF") analysis of the
revenues that SAM produces for Santander Chile so as to determine the value
created by retaining the entire amount of the commissions paid on the managed
assets. This value was compared with the payment of the price (the "Price")
offered by Grupo Santander, plus the revenues from a distribution agreement
(the "Distribution Agreement") to be entered into by Grupo Santander and
Santander Chile.

Present Value of SAM for Santander Chile[]

Discount Rate []1% 354,653 439,392

Perpetuity Growth
                               374,099 410,352 []1%

Growth in AUM []1% 368,347 417,983

250,000 350,000 450,000

Value in millions of CLP

Value of the Price plus the Distribution Agreement

Discount Rate []1% 377,311 444,638

Perpetuity Growth
                                    392,774 425,196 []1%

Growth in AUM []1% 383,730 431,631

250,000 350,000 450,000

Value in millions of CLP

* It was concluded that the value, if the SAM transaction continues in its
present form, is in the same value range as the Transaction.

(1)The present value of SAM includes an available cash balance of 45.569
billion Chilean pesos (CLP).

                                                                               4

Executive Summary

Methodology

Convenience Translation

2. In the second analysis, SAM was treated as a complete unit, which, rather
than having its own distribution network, outsources it by paying rebates to
Santander Chile. The rebates used for this analysis were those included in the
Distribution Agreement that Grupo Santander proposes to draw up.

The results of this analysis are shown in the following graph:

      Discount Rate []1% Perpetuity Growth []1% Growth in AUM []1% Comparable
Multiples

Value of SAM as an Independent Unit(1)

Fair Value Range

107,342 124,754 111,325 119,739 114,617 116,351 123,228

142,545

80,000 90,000 100,000 110,000 120,000 130,000 140,000 150,000

* This complementary approach shows that the combined value of the fund
management company and the Distribution Agreement lies in value ranges close to
the Price (CLP 130 billion).

(1)The amount of the available cash balance (CLP 45.569 billion) was added to
the values obtained from the DFC analysis and comparable multiples.

                                                                               5

Executive Summary

Considerations and Conclusions

Convenience Translation

* The combination of payment of a Price at the time of concluding the
transaction and a ten-year Distribution Agreement (which can be extended for a
further ten years) adds a certain degree of complexity to the Transaction.

* It is not enough simply to show that the combined economic effect of Price
and Distribution Agreement is within a fair value range. It is also necessary
to verify that the price of each part of the Transaction is fair. If this were
not so, a disadvantageous Distribution Agreement would be offset by increasing
the sale price of the fund management company while a low sale price would be
offset by an attractive Distribution Agreement. Either of these anomalies would
be unfortunate, especially the latter, because the termination of the
Distribution Agreement after ten years would be indicative of a Transaction
that is outside the ranges of fair value and therefore disadvantageous to
Santander Chile.

* The dual analysis approach used makes it possible to determine whether the
value of the Transaction as a whole is fair (first analysis) and, once it has
been verified that the value of the Price paid for the integrated fund
management company is also fair (second analysis), the Distribution Agreement
must necessarily be in accordance with market conditions.

* With regard to the opinion on the conditions of the transaction, its effects,
and its potential impact on Santander Chile, the report includes a detailed
description of the clauses that in our opinion should be carefully analyzed in
order to avoid disadvantageous situations for Santander Chile's shareholders.
For some of these clauses alternative adjustments are proposed.

* Some aspects of the Transaction have not yet been defined. The arbitration
clause is incomplete inasmuch as the location where the arbitration would take
place is not specified. If an international tribunal is specified, the parties'
ability to settle minor differences might be prejudiced.

* The Transaction has a condition precedent over which Santander Chile has no
control. If one of the fund management companies involved in the Global
Operation does not accept the offer, the Transaction will be invalidated. In
other words, even though Santander Chile accepts the offer, Grupo Santander
might decide not to go through with the Transaction for reasons over which
Santander Chile has no control.

                                                                               6

Executive Summary

Considerations and Conclusions

Convenience Translation

* With regard to the value added to Santander Chile, the evaluation concludes
that the Transaction might have the following effects: i. Santander Chile's
expertise would be concentrated on its major asset, the distribution network;
ii. Monetization of the value of an asset that currently is probably not
reflected in the share price; iii. A potential increase in the number and
quality of funds that Santander can offer in the future; iv. Sale of a
secondary asset on fair terms within the group; v. The value of the Transaction
would be received before possible regulations on the industry become reality
and reduce the value of assets of this sort.

* Although we have mentioned the positive attributes of the Transaction, CyA
does not consider it a strategic opportunity. Nevertheless, the Transaction is
part of a Global Operation that may be defined as strategic for Grupo Santander
(Spain).

* Provided that it is carried out in accordance with the recommendations and
observations, and in the absence of negative economic evidence regarding the
conditions of price and terms of the offer, the Transaction is in accordance
with market conditions.

                                                                               7

Contents

Convenience Translation


* Executive Summary
* Limitation of Liability
* Introduction
* Conditions of the Operation
* Financial Evaluation
* Opportunity and Considerations
* Conclusions
* Attachments


                                                                               8

Limitation of Liability

Convenience Translation

* The present report (the "Report") has been prepared by Claro y Asociados
Limitada in their capacity as independent evaluators, from a financial
perspective, at the request of the Directors' Committee of Banco Santander
Chile S.A. in the terms established in Article 147 of Statute 18,046 ("The
Companies Act").

* In the preparation of this evaluation, CyA has had access to: (i) review of
the Letter containing the Offer related to the Transaction; (ii) public
information from comparable companies; (iii) public information from Santander
Chile, principally financial statements and reports; (iv) information provided
in confidence by Santander Chile and the companies subject to the Transaction,
including budgets, management reports, projections and financial analyses of
the offer; and (v) other sources of information considered relevant to the
purpose of the evaluation.

* CyA assumes that the information regarding Santander Chile and the companies
subject to the Transaction, contained in their financial statements, budget,
management reports, and other aforementioned documents is reliable and reflects
management's best understanding of the company and the Transaction. CyA has not
independently verified the veracity of the information. As a result, CyA
assumes no responsibility for the possible effect of any omissions or incorrect
information on this report. With regard to the financial analyses and
projections prepared by management, CyA assumes that they have been prepared
fairly. In the valuations, these assumptions have been modified whenever it has
seemed justified.

* CyA is not an expert on legal, regulatory, or tax issues and assumes no
responsibility in respect of these matters. Furthermore, this report does not
address any governmental or regulatory approval, or other type of consent
required to carry out the Transaction.

* CyA has completed the independent evaluation of the Transaction in the terms
in which it has been presented and does not assume responsibility with respect
to any modification made to the structure, terms and conditions thereof between
the date of the report and its later submission to a special meeting of
shareholders. The report contains conclusions based on economic, financial, and
market information, and other conditions that were valid at the time of
drafting. It should therefore be understood that any later event or development
might affect the validity or relevance of the report and its conclusions.

* The report is solely an independent evaluation. It does not constitute a
recommendation for investment and may not be used or interpreted for purposes
other than those expressly specified. The report does not constitute a
recommendation for the shareholders of Santander Chile as to how to vote on the
issues to be discussed at a special meeting. For the reasons mentioned above,
the contents of this report should be used only as an independent valuation for
analysis by the Directors' Committee and the directors in the individual
statements that they must make, as well as for analysis by all the shareholders
of Santander Chile. The Report is submitted for any other purpose permitted by
the law and current regulations and must not be used for purposes other than
those mentioned.


                                                                               9

Contents

Convenience Translation

* Executive Summary
* Limitation of Liability
* Introduction
* Conditions of the Operation
* Financial Evaluation
* Opportunity and Considerations
* Conclusions
* Attachments


                                                                              10

Introduction

Context of the Global Operation

Convenience Translation

* On May 30, 2013, Banco Santander S.A. (Spain) announced the association
agreement with Warburg Pincus and General Atlantic to promote the global assets
management business.

* Under this agreement Warburg Pincus and General Atlantic will own 50% of the
holding company that will control 11 management companies based in Europe and
Latin America.

* Grupo Santander has already agreed to the terms on which it will sell 50% of
the package, but at present it is not the direct owner of several of the
management companies.

* Because of this, before it can finalize its association with Warburg Pincus
and General Atlantic, Grupo Santander must acquire the holdings in the fund
managers that are currently owned by its subsidiaries or by other partners.
Finalization of these acquisitions is a condition precedent for its offer to be
valid in each country.

   Santander Asset Management Germany

   Santander Asset Management Argentina

[]

 Santander Asset Management Chile

        Grupo Santander 1 acquires asset management units

        It then sells 50% of the 2 global Santander Asset Management business

                                                                              11

Introduction

Convenience Translation

Appointment of the Independent Evaluator

* Grupo Santander has made a financial offer to Santander Chile for 100% of the
shares of its subsidiary, the fund management company Santander Asset
Management S.A. In Attachment II to its offer, Grupo Santander has set out
guidelines for a Distribution Agreement with Santander Chile* The Directors'
Committee of Santander Chile has agreed to commission the services of Claro y
Asociados as an independent evaluator to express its opinion on the following
questions: i. The conditions of the proposed transaction, its effects, and its
potential impact on Santander Chile. ii. Whether the transaction as proposed
adds value to Santander Chile, and, if not, in what conditions it would do so.
iii. Whether the transaction as proposed is in line with similar transactions
in the market, and if not, how it should be brought into line.

* This is in accordance with Article 147 of the Companies Act, which provides
that the services of at least one independent evaluator must be retained prior
to a transaction between related parties.

                                                                              12

Contents

Convenience Translation

* Executive Summary
* Limitation of Liability
* Introduction
* Conditions of the Operation
* Financial Evaluation
* Opportunity and Considerations
* Conclusions
* Attachments


                                                                              13

Conditions of the Operation

The Asset Management Industry in Chile

Convenience Translation

* There are 20 Fund Management Companies ("FMC") in the Chilean Association of
Mutual Fund Managers. Of these, 10 are owned by banks and 10 by other kinds of
institutions.

* Traditional banks (i.e., retail banks) account for 80% of the assets under
management ("AUM") .* The remaining 20% is managed by investment banks and
stockbrokers.

* Banco Santander takes part in this market through Santander Asset Management
("SAM"), which has a 15% share of the total market. Only Banchile is larger,
with 23.3%, while BCI ranks third with 12.9% .

AUM in Mutual Funds (millions of CLP)

                      4,500,000
                      4,000,000
                      3,500,000
                      3,000,000
                      2,500,000
                      2,000,000
                      1,500,000
                      1,000,000
AUM (millions of CLP)   500,000
                                  0

Nevasa Zurich IM Trust Penta Euroamerica Sura Cruz Del Sur Principal Celfin Capital
Larrain Vial Corpbanca Bbva Itau Security
 Bancoestado Scotia Bice Bci SAM Banchile


Others Banks

Source: Association of Mutual Fund Managers

                                                                              14

Conditions of the Operation

SAM's business as of December 2012

Convenience Translation

* SAM is principally engaged in the management of open-ended mutual funds and
has little presence in other kinds of funds.

* The segments in which the products are distributed are balanced between
personal (Private Banking, High Income, and Medium Income) and corporate
(International and Commercial Banking).

* Most of the funds under management are Money Market funds. However, because
of the low fees charged on these products, they account for a smaller part of
the Management Company's revenues than their share of AUM might indicate.


Products                        Fee (%) Revenues %
------------------------------- ------- ----------
Money Market                    0.53%      37.7%
Fixed Income                    1.35%      21.9%
Variable Income                 2.78%      26.1%
          National              2.57%      16.1%
          International         3.19%       9.9%
Guaranteed                      0.46%       0.3%
Balanced                        1.91%      10.7%
------------------------------- ------- ----------
          Total                 0.94%      96.7%
Real Estate Investment Funds    0.77%       3.3%
------------------------------- ------- ----------
          Total SAM             0.93%      100.0%
          Total ex-Money Market 1.72%      62.3%

AUM by Type of Fund

Mandates 9%
                                       Mutual Closed Funds Fund 86% 5%

AUM by Segment

Private
Banking Companies
8% (Int.) 27%
                                                 Average Income 8% Companies
Commercial High Banking 28% Income 29%

AUM by Type of Asset
                                      Guar-Real anteed Estate 1% 4% Balanced 6%
Var.
                                  Income 9% Money Market 65% Debt 15%

                                                                              15

Conditions of the Operation

SAM's Performance compared to the Industry

Convenience Translation

* After 2009, the assets managed by SAM did not recover as quickly as those
managed by the rest of the industry.* Since then SAM's Assets under Management
have remained flat, and its market share has dropped.

* Its market share in Money Market assets is higher than its share in other
funds.

12 35.0%

10 30.0% 25.0% 8 20.0% 6 15.0% 4 10.0%

2 5.0%

0 0.0% 2007 2008 2009 2010 2011 2012

Money Market Industry (excluding SAM) Money Market SAM

SAM's Market Share Money Market

16 16.0%

14 14.0%

12 12.0%

10 10.0%

8 8.0%

6 6.0%
AUM In billions of CLP 4 4.0%

2 2.0%

0 0.0% 2007 2008 2009 2010 2011 2012

Other Funds in the Industry (excluding SAM) Other SAM Funds SAM's Market Share
Other Funds

Source: SAM corporate presentation

                                                                              16

Conditions of the Operation

Background to the Proposed Transaction

Convenience Translation Convenience Translation

* Grupo Santander is SAM's indirect owner. SAM belongs almost entirely to Banco
Santander Chile, which in turn is controlled by Grupo Santander.

* This fact explains why the transaction is considered to be between related
parties.

* On May 17, 2013, Banco Santander Chile received an offer letter to buy 100%
of the shares of Santander Asset Management[] .

* Attachment I to the offer contains a business plan based on the net income to
be received by SAM between 2013 and 2017 (the "Business Plan").

* Attachment II to the offer sets out the terms of a Distribution Agreement
(the "Confidential Term Sheet dated May, 2013") to be entered into by the
parties.

* On July 24, 2013, Banco Santander Chile received a letter clarifying several
of the points included in the original offer.

* CyA was given access to earlier drafts of the present documents, and although
the latter are the only valid documents and nullify prior drafts, in some
sections we shall comment on their development.

(1) The offer is also addressed to Santander Inversiones Ltda and Santander
Corredora de Seguros Limitada, companies which own 0.014% of SAM.

                                                                              17

Conditions of the Operation

Background to the Proposed Transaction

Convenience Translation

* The following diagram illustrates the situation before and after the
Transaction.

Situation before the Transaction

Grupo Santander

Banco Santander

Rebates Chile Distribution SAM Customers (Fund Management Company in Chile)

Situation after the Transaction

Grupo Santander

         SAM (Fund Management Company in Chile)
Rebates Distribution
Banco Santander
Chile Customers

                                                                              18

Conditions of the Operation

Background to the Proposed Transaction

Convenience Translation

* The Transaction involves the transfer of the ownership of SAM to Grupo
Santander in exchange for payment of a Price and a Distribution Agreement.

Sale of Santander Asset Management

    Payment of CLP
1   130 billion
    Funds
2   Distribution
    Agreement

* The Price takes into account CLP 45.569 billion of available cash in SAM,
which will be withdrawn by the seller before the transaction and credited to
the Price.[]

[] See Attachment I for the calculation of available cash

                                                                              19

Conditions of the Operation

Main Terms of the Offer

Convenience Translation

Price* The Transaction involves the payment of CLP 130 billion in cash for all
the shares of Santander Asset Management FMC.

* This Price takes into account SAM's surplus cash, which can be withdrawn
before the Transaction and credited to the Price.

Price * If after the transaction is completed, Grupo Santander sells its SAM
shares for more than it paid for them, it will split the additional amount with
Banco Santander Chile as follows:
Adjustment.
- If the sale takes place within six months after completion of the
Transaction, Grupo Santander will pay 100% of the additional amount to Banco
Santander Chile.

- If the sale takes place between six and 18 months after completion of the
Transaction, Grupo Santander will pay 50% of the additional amount to Banco
Santander Chile.

Disputes* The offer will be subject to Chilean Law and any dispute will be
submitted to the courts of Santiago.

Attachments* Attachment I to the offer contains a description of a Business
Plan based on the net revenues to be received. This plan will be used to adjust
the commission on rebates to be paid to Santander Chile.

* Attachment II to the offer describes the main conditions attached to the
structuring of a Distribution Agreement.

* On July 24, 2013, Santander Chile received a letter clarifying some of the
points raised by Santander Chile concerning the original offer. This letter
forms an integral part of the offer.

                                                                              20

Conditions of the Operation

Main Terms of the Distribution Agreement

Convenience Translation

Period* The Distribution Agreement will last for an initial term of ten years,
with five automatic renewals every two years, giving a potential term of twenty
years.

Rebates* The distribution service that Santander Chile will provide to SAM will
be rewarded by payment of 75% of the commissions received by SAM from retail
customers and 50% of the commissions received from institutional customers.

* The Agreement also provides for adjustments to the rate of the aforementioned
rebates depending on the degree of fulfillment of the Business Plan specified
in Attachment I of the offer.

Exclusivity:* Santander Chile will be the exclusive distributor of SAM's
products.
* The Private Banking area (defined in the Distribution Agreement) is exempt
from this exclusivity.

* If the performance of one or more of the products offered by SAM falls by 15%
or if any of the products falls below the 60th percentile of comparable funds
in the market, Santander Chile may terminate the exclusivity in any of the
automatic renewal periods.

* It may also terminate the exclusivity on the renewal dates if the rebates
structure offered by a third party for a specific product is more favorable to
Santander Chile's interests.

Product * If Santander Chile wishes to offer its customers a product that is
not supplied by SAM, it may negotiate with SAM for the development of a new
product.
Development
* If SAM is unable to offer said product or if it does not wish to do so,
Santander Chile may offer alternative third-party  funds.

                                                                              21

Conditions of the Operation

Business Plan and Adjustment of Rebates

Convenience Translation

* The Business Plan in the offer envisages aggressive growth in the coming
years.

* In view of the performance of the industry in recent years, there is a strong
possibility that the growth figures specified in the Business Plan may not be
achieved. This is why the projection includes the adjustments to the rebates
that would be triggered if the Plan is not fulfilled.


                                Business Plan (2013-2017)
--------------------------------------------------------- ------- -------
Net Fees SAM (m CLP)         2013    2014    2015            2016    2017
---------------------------- ----- ------- -------------- ------- -------
Retail Fees                  8,146   9,629 11,548         13,675  15,881
Institutional Fees             580     691     824            965   1,109
---------------------------- ----- ------- -------------- ------- -------
Total Retail + Institutional 8,726 10,320  12,372         14,639  16,990
Year-on-Year Growth                18.27%  19.88%         18.32%  16.06%

20,000 25%
20% 15,000
15% 10,000 10%
5,000
5%

0 0% 2013 2014 2015 2016 2017

Retail Fees Institutional Fees Year-on-Year Growth

Rebates Adjustment Procedure

* The level of fulfillment of the Business Plan will be reviewed every year for
both retail and institutional customers.

* If the level of fulfillment is between 85% and 115%, there will be no
adjustment.

* If the level of fulfillment is above 115% or below 85%, an upward or downward
adjustment factor will be applied to the rebates, as described in Appendix B to
the Distribution Agreement.

* Regardless of the level of fulfillment, the adjustment factor shall not be
greater than 1.133 or less than 0.733.

                                                                              22

Contents

Convenience Translation

* Executive Summary

* Limitation of Liability

* Introduction

* Conditions of the Operation

* Financial Evaluation

* Opportunity and Considerations

* Conclusions

* Attachments


                                                                              23

Financial Evaluation

Convenience Translation

Approach Utilized

* In exchange for the sale of SAM, Santander Chile will receive the payment of
a Price and the structuring of a Distribution Agreement. In the opinion of CyA,
the Transaction must be evaluated as a whole (combined effect of the Price and
Distribution Agreement), but it is also necessary to determine whether each of
its components is at its fair value.

Sale of Santander Asset Management

+ Available cash


* The value of SAM will be determined considering a 0% rebate, in this way
emulating the value represented by the unit for Santander Chile.

* Current partners may make a withdrawal from the available cash, which amount
will be credited to the payment of the Price.

* The available cash amounts to CLP 45.569 billion.

vs

    Payment of CLP
1   130 billion
    Funds
2   Distribution
    Agreement


* Determination of the combined value of 1 and 2.

                                                                              24

Financial Evaluation

Approach Utilized

Convenience Translation

Transaction Validation as a Whole

* In order to determine whether the transaction as a whole is at its fair
value, the value SAM represents today for Santander Chile will be compared to
the amount of the Price plus the value of the Distribution Agreement.


1 Determination of SAM's current value

2 Determination of the funds Distribution Agreement, plus payment of the Price

3 Comparison of the value obtained in 1 with the value obtained in 2

Transaction Validation by Components

* Evaluation of the Price payable for SAM as an integrated unit, that is,
outsourcing a distribution network which is subcontracted under the rebates
payment modality.

* Once the fair value of SAM as an integrated unit is determined, and taking
into consideration that the Transaction as a whole is at its fair value, it can
be concluded that the terms agreed to in the Distribution Agreement are at
their fair value.

4 Valuation of SAM as an integrated unit

                                                                              25

Financial Evaluation

Convenience Translation

Traditional Methodology of DCF and Comparable Multiples

* In order to implement the plan described above, evaluations of each of the
components were performed using generally accepted methods.


       Method                                                     Considerations
--------------- -----------------------------------------------------------------------------------------
   Discounted   * Use of financial models with initial company projections, with a 10 year horizon, to
   Cash Flows      discount cash flows at appropriate rates in accordance with the risk.
                * Projections take into consideration a growth rate of 10% per year of the amounts of the
                   funds managed. A sensitivity factor of + 1% was applied to this variable in order to
                   generate value ranges.
                * Cash flows are projected in nominal figures and in CLP.
                * The application of the method requires a high degree of knowledge of the company and
                   its business.
Stock market    * Valuation based on stock market multiples of other similar market-traded
      Multiples    companies.
                * This method permits obtaining market value benchmarks with regard to the
                   company.
 Comparable     * Analysis of multiples implicit in comparable companies.
  Transaction
      Multiples



                                                                              26

Financial Evaluation

Convenience Translation

Estimate of WACC[] rate and End Value Criterion

  Currency, Risk- * Determination of a nominal WACC rate in CLP. free and
market * The 10-year  BCP[] risk free rate was used as a reference.
* A market risk premium of 6.0% was defined.
rate

Beta Estimate* Selection of companies without including the data for market
traded Chilean Fund Management Companies, it was decided to disregard this
information, given the particular characteristics of these institutions, which
are different from those of the industry in which the rest of the General Fund
Management Companies operate (listing of companies in Attachment II).

Resulting * A discount rate of 13.27% was determined.
* Given the high volatility of results with respect to the discount rate, a
sensitivity factor of [] 100
Discount Rate
bp[] was applied to this variable, thereby generating value ranges.

End Value* A nominal perpetual growth rate of 4% was estimated in the different
cases, applying a sensitivity factor of + 1% to that growth rate in order to
generate value ranges.

* The use of an End Value presupposes that the company operation and the
conditions contained in the Distribution Agreement exceed the ten-year
projection period.

* In this sense, it is reasonable to assume that either the agreement will be
renewed or that similar conditions to those governing the current Distribution
Agreement will be agreed to.

[] Weighted Average Cost of Capital [] Sovereign bond in CLP
[] Basis points (1 bp is equivalent to 0.01%)

                                                                              27

Financial Evaluation

Comparable Stock market Multiples

Convenience Translation

Name Market Cap (US$ bn) AUM (US$ bn) FV/EBITDA (LTM) Equity/AUM

Affiliated Managers Group, Inc 8.095 431.800 16.9 1.9% Ameriprise Financial.
Inc. 15.153 562.364 7.9 2.7% BlackRock, Inc. 45.608 3.791.588 12.9 1.2% Cohen and
Steers, Inc. 1.686 45.797 14.8 3.7% Diamond Hill Investment Group, Inc. 247
8.671 8.4 2.8% Eaton Vance Corp. 4.940 199.508 10.6 2.5% Franklin Resources,
Inc. 32.982 749.900 10.4 4.4% GAMCO Investors, Inc. 1.394 36.405 11.4 3.8%
Invesco Ltd. 13.175 687.700 15.9 1.9% Janus Capital Group Inc. 1.791 156.800
7.4 1.1% Lazard Ltd 4.467 167.060 19.6 2.7% Northern Trust Corporation 13.304
758.900 NA 1.8% Pzena Investment Management, Inc. 390 17.100 10.2 2.3% T. Rowe
Price Group, Inc. 19.681 576.800 13.0 3.4% U.S. Global Investors Funds 52 1.624
18.7 3.2% Virtus Investment Partners, Inc. 1.500 45.537 20.2 3.3% W.P. Stewart
and Co. Ltd. 36 1.400 NA 2.6% Waddell and Reed Financial, Inc. 3.753 96.365 9.5
3.9% Westwood Holdings Group, Inc. 350 14.200 11.0 2.5% Winmill and Co.
Incorporated 3 125 NA 2.7%

Average 12.2 2.7%

                                                                              28

Financial Evaluation

Convenience Translation

Comparable Transactions

* Recent comparable transactions in the region are shown, with the Equity/AUM
multiple.

* It is important to point out that this multiple should be regarded carefully
because traded companies have dissimilar characteristics to those observed in
SAM. Some refer to Pension Fund Administrators, which have a totally different
dynamic, while others refer to fund administrators or stockbrokers which also
have other associated businesses.

* In addition, perhaps the most significant difference between the
characteristics of these operations and the Transaction is that in these
examples a client base is being acquired, a factor which is not present in the
Transaction.


Announce-                                                                   Company Value
ment Date  Target Company                    Purchaser                           (US$m)   AUM (US$m) Equity/AUM
---------- --------------------------------- ------------------------------ ------------- ---------- ----------
Feb-01-13  Provida Internacional S.A         MetLife, Inc.                        1,977       45,260      4.4%
 Jul-25-11 AFP Integra S.A (80% Stake)       General Atlantic LLC                 3,842       33,935     11.3%
Oct-08-12  AFP Cuprum SA                     Principal Financial Group, Inc       1,513       32,829      4.6%
 Jul-31-12 IM Trust (60.6% Stake)            Banco de Credito del Peru             180        1,550      11.6%
Dec-04-08  BancoEstado SA AGF (49.99% Stake) BNP Paribas                            54          707       7.6%
Jan-24-08  Legg Mason (Chile) AGF SA         Banco de Chile                         13          700       1.9%
---------- --------------------------------- ------------------------------ ------------- ---------- ----------
           Average                                                                                        6.9%


* A detailed review of the sample available leads to the conviction that a
significant difference exists between these companies and the unit involved in
the Transaction being evaluated.

                                                                              29

Financial Evaluation

Convenience Translation

Results of the Evaluation of the Transaction as a Whole

1 Determination of the current value of SAM

* In this valuation by discounted cash flows, SAM is considered in its current
condition, receiving 100% of the commissions from assets management (0%
rebate).
* The financial model utilizes projections which correspond to a moderate view
of the Independent Evaluator and does not take into consideration the Business
Plan proposed in the offer.
* Given the relatively non-comparable  nature of the institution being valued,
the comparable multiples method is not applicable.
* Available cash amounting to CLP 45.569 billion is added to the results
obtained by means of the model.

Discount Rate []1%

Perpetuity Growth []1%

Growth in AUM []1%

354,653

374,099

368,347

                   439,392 410,352 417,983

300,000 320,000 340,000 360,000 380,000 400,000 420,000 440,000 460,000

Value in millions of CLP

                                                                              30

Financial Evaluation

Convenience Translation

Results of the Evaluation of the Transaction as a Whole

2 Determination of the value of the Funds Distribution Agreement, plus payment
of the Price

* For this second valuation, the flows which Santander Chile would receive
under the Distribution Agreement were considered.

* These flows were analyzed under the same premises utilized in the first
valuation, but here only revenues from the rebates are considered. For this
reason, no market comparables exist, and the only method utilized is that of
Discounted Cash Flows.

* Payment of the Price (CLP 130 billion) is added to the value obtained by
means of the Cash Flow Discount, obtaining the following results:


Discount Rate []1%

Perpetuity Growth []1%

Growth in AUM []1%

377,311 392,774 383,730

            444,638 425,196 431,631

300,000 320,000 340,000 360,000 380,000 400,000 420,000 440,000 460,000

Value in millions of CLP

                                                                              31

Financial Evaluation

Convenience Translation

Results of the Evaluation of the Transaction as a Whole

3 Comparison of the value obtained in 1 with the value obtained in 2

Sale of Santander Asset Management

+ Available cash

CLP 354,653m ~ CLP 439,392m

vs

1   Payment of CLP
    130 billion
    Funds Distribution
2   Agreement


CLP 377,311m ~ CLP 444,638m

* It is concluded that the Transaction as a whole is within a fair value
range.

                                                                              32

Financial Evaluation

Convenience Translation

Results of the Evaluation of the Transaction by its Components

4 Valuation of SAM as an integrated unit

* The following shows the results obtained by means of DCF and comparable
multiples for SAM as an integrated unit (paying rebates equivalent to those in
the proposed Distribution Agreement), plus the value of the available cash
(CLP
45.569 billion) Fair Value Range

    Discount Rate []1% Perpetuity Growth []1% Growth in AUM []1% Comparable
Multiples

107,342 124,754 111,325 119,739 114,617 116,351

123,228 142,545

80,000 90,000 100,000 110,000 120,000 130,000 140,000 150,000
Value in millions of CLP

* It is determined that the Price offered (CLP 130 billion) falls within the
upper limit of the fair value range generated by means of the 70% weighting for
the DCF results and 30% weighting for the results obtained from comparable
multiples.

* It is important to note that the highest range determined for traded
companies corresponds to multiples of companies with managed assets which are
substantially larger than the assets managed by SAM.

* Given this fact, we can conclude that the conditions set forth in the
Distribution Agreement are also in accordance with the market.


                                                                              33

Financial Evaluation

Convenience Translation

Business Plan Analysis

* The Business Plan set forth in theTransaction requires very aggressive
growthrates forthe firstfiveyears and thereafter a growth rate in accordance
with the market of around 10% per year.

* Despite the fact that the Evaluator considers it improbable that this
Business Plan will be fulfilled, the value that the management company would
have if it is fulfilled is included.

* This value should be compared to the graph presented in point 4 of the
preceding analysis.

    Discount Rate []1% Perpetuity Growth []1% Comparable Multiples

Fair Value Range

116,498 136,700 121,094 130,904 123,228 142,545

80,000 90,000 100,000 110,000 120,000 130,000   140,000 150,000
                                              Value in millions of CLP


* Improvements are noted in the values obtained by DCF, and at the same time it
is noted that the Price still lies within a fair value range.

* The range was obtained from the 70% weighting for the DCF results and 30%
weighting for the results from comparable multiples.

                                                                              34

Financial Evaluation

Convenience Translation

Additional Information Regarding the Global Operation

* On May 30, 2013, Grupo Santander announced the agreement reached with Warburg
Pincus and General Atlantic for its coming partnership in the assets management
business.

* This announcement indicates that the valuation at which the transaction will
be realized assumes an intrinsic value for Santander Asset Management of
[]2.047 billion.

* The announcement indicates that the assets currently managed by SAM in the 11
countries in which it is present (among them Chile) amount to []152 billion.

* This information permits the calculation of a ratio of 1.35% for the
Equity/AUM multiple.

* If the ratio implicit in the Transaction between Santander Chile and Grupo
Santander is analyzed, we will have:

Calculation of the existing ratio in the Transaction

$130,000m -- $45,569m
                                                         = 2.62% $3,219,539m

* Without having in-depth knowledge of the Global Operation, the information
included in the announcements leads to the assumption that the price adjustment
clause included in the Transaction will not be activated.

                                                                              35

Table of Contents

Convenience Translation


* Executive Summary
* Limitation of Liability
* Introduction
* Conditions of the Operation
* Financial Evaluation
* Opportunity and Considerations
* Conclusions
* Attachments


                                                                              36

Opportunity and Considerations

Analysis of the Opportunity for Santander Chile

Convenience Translation

Focus on * Analyzing the rebates structures, the greater importance of the
distribution channel over that of the fund manager is undeniable.
Distribution
* The Transaction represents an opportunity to focus on the potentialities of
the distribution channel and outsource the Fund Management function.

Product Quality* Increase in the number of funds available to clients.
* Eventual changes in the quality of international and domestic product
offerings.

Value Capture* Because the Fund Management Company is a minor unit within the
Santander Chile structure, and for this reason its contribution is not
reflected in the share price, the Transaction would make it possible to
monetize its value.

Industry Risk* Recent years have been marked by growing regulation of the
financial system (creation of Financial Sernac, regulatory SBIF changes with
respect to the collection of commissions, etc. ).

* It is probable that these risks are not entirely captured in the discount
rate and that therefore, the final value of the asset to be transferred is
lower than that contemplated in the Transaction.

Strategic * While the Transaction falls within fair value ranges, no material
strategic opportunity is seen for Santander Chile.
Opportunity
* The Global Operation does have strategic value for Grupo Santander.

                                                                              37

Opportunity and Considerations

Convenience Translation

Evaluation of the Terms and Conditions of the Offer

* The Offer Letter clearly specifies the definition of the Price and its
payment mechanism,
Payment of the
                     taking into consideration the cash surplus, which is taken
as a credit to the Price. Likewise, Price the profits generated between
February 28, 2013 and the final closing date may be withdrawn by the current
SAM partners. Despite the letter of clarification dated July 24 , it is not
entirely clear whether or not the withdrawal of profits mentioned above will be
considered a credit against the Price. In the opinion of CyA, said withdrawal
should not constitute a credit against the Price.

Global Operation* The Independent Evaluator considers it appropriate to include
in the Offer Letter a general outline of the Global Operation which Grupo
Santander is carrying out with the Warburg Pincus and General Atlantic funds.

* The Offer Letter includes a price adjustment clause in the event that Grupo
Santander obtains
Price Adjustment
an increased price in a future SAM sale (Global Operation) .

* Without additional details regarding the Global Operation, no defined
mechanism is known to establish what proportion of the price paid in the Global
Operation corresponds to the payment for each of the Fund Management Companies
comprising the complete package.

* The validity of the offer is conditional upon the joint approval of the
transactions in the 11
Validity of the
different jurisdictions within the framework of the Global Operation.
Offer* This condition could generate a failed approval process for the sale of
SAM, in which after meeting all the steps required, the offer could be
extinguished due to causes unrelated to Santander Chile.

* In the opinion of CyA, the Transaction should be evaluated as the effect of
both the Price and
Overall Effect
the conditions of the Distribution Agreement, since it is important to
determine that each of these components are at fair value.

                                                                              38

Opportunity and Considerations

Convenience Translation

Evaluation of the Distribution Agreement conditions

* The Distribution Agreement stipulates exclusivity for Santander Chile, but
not for SAM.
Exclusivity
* CyA considers that it is not necessary to force reciprocal exclusivity, but
it would be important to have a clause prohibiting the offer of SAM products to
third parties under better conditions than those agreed to with Santander
Chile. This latter point was included in the clarification letter dated July 24
..

* With respect to the exceptions to exclusivity, CyA considers that the
conditions under which such exceptions may be invoked are complicated to
achieve. The definition of performance appears limited, and the funds must
exhibit a severe and prolonged deterioration to invoke the clause. The letter
dated July 24 recognizes that the definition of performance is ambiguous, and
determines that for the purpose of the final structuring of the Distribution
Agreement, specific rules will be established.

* The exception to exclusivity is analyzed in depth, and appears to be
disadvantageous to Santander Chile, since the performance of the entire family
of products is pertinent to fund competitiveness. The letter dated July 24
includes some additional clarifications on this point, which are aimed at
maintaining the quality and breadth of the products to be offered.

* The Private Banking activity is defined in the conditions contained in the
Distribution
Private Banking
Agreement.

* Said definition may be limiting in the future development of Santander Chile
segmentation strategies. Nevertheless, CyA considers that definition to be
worthy of consideration by the purchaser since it represents the only exception
to the exclusivity required.

New Products* The documents consider a solution to a possible lack of products
required by Santander Chile, in the sense of being able to require said
products from SAM, and finally utilize third party products.

* This point is an improvement on prior versions of the documentation.

                                                                              39

Opportunity and Considerations

Convenience Translation

Evaluation of the Distribution Agreement Conditions

Agreement Term* The conditions under which the distributor may terminate the
agreement in each of the renewal windows are relatively demanding, making such
termination very unfeasible.

* CyA raised the matter that, in the event of non-renewal  of the agreement, no
policy existed to determine the rebates which would continue to be applied to
the AUM which remained under the management of Santander Chile. This was
corrected with an indication contained in the letter dated July 24.

Fundamental * In the event that a fundamental transaction takes place (change
of distributor comptroller),
                                Grupo Santander would have a put option to sell
SAM to the distributor at a price defined in an Transaction established plan.

* CyA considered that said option is highly aggressive towards the Santander
Chile minority stockholders, more so when the institution deciding a
fundamental transaction is the same one which would become the owner of the put
option.

* This was also corrected in the letter dated July 24, which included
clarification of the matter, indicating that, if a fundamental transaction
takes place, Grupo Santander will assume the risks of the acquisition of SAM if
it wishes to exercise the put option.

Business Plan* The Business Plan envisaged for rebates adjustments is
relatively aggressive in comparison with the growth rates seen in recent years.
As of 2017, the plan should be in accordance with the global industry growth
rates.

* The Business Plan's structure is based on net fees. In prior versions it was
based on gross fees.
Regardless of which is used, it is important to be consistent throughout the
documentation.

                                                                              40

Opportunity and Considerations

Convenience Translation

Evaluation of the Distribution Agreement Conditions

Severe regulatory * CyA detected the risk that, in the event of the possibility
that a regulatory agency disqualifies fee sharing, Santander Chile should
continue to distribute the funds without receiving any change remuneration
whatsoever. This was regulated in the letter dated July 24, which states that
if the above situation arises, the parties will negotiate in good faith to find
a mechanism replicating the structure previously agreed to.

* The exceptions to the rebates adjustment set forth in the agreement appear
necessary but
Regulatory, legal
incomplete.
or tax changes
* Said exceptions do not cover market contingencies unrelated to Santander
Chile, and which could affect fulfillment of the Business Plan.

* An example of these contingencies could be fraud within the industry, which
would trigger massive flight from this type of instrument.

* CyA considers that the exception clause should include this type of event.

Restrictions on * The agreement contains certain restrictions under which
Santander Chile cannot transfer client funds to cover future bank funding
requirements.
fund movements
* The Independent Evaluator understands these restrictions and considers them
to be adequate in the light of SAM's objectives.

                                * The Distribution Agreement is governed by the
laws of the Republic of Chile and, in the event of Governing law arbitration,
shall be subject to the International Chamber of Commerce, with the place of
and competent arbitration to be defined. law courts * In prior drafts the place
of arbitration is defined as the city of Paris, which clause is incompatible
with minor disputes which do not justify the expenses associated with a
proceeding in France.

                                                                              41

Table of contents

Convenience Translation


* Executive Summary
* Limitation of Liability
* Introduction
* Conditions of the Operation
* Financial Evaluation
* Opportunity and Considerations
* Conclusions
* Attachments


                                                                              42

Conclusions

Final comments

Convenience Translation

* After analyzing the financial conditions set forth in the Transaction, the
report does not propose modifications to the Transaction value ranges.

* Certain undefined items are noted with respect to some terms and conditions
in the Distribution Agreement. Principally, the meaning of fund performance
deterioration, for the purpose of the activation of the exclusivity exceptions,
is not clearly defined. This lack of definition needs to be corrected
appropriately prior to closing the Transaction, as stipulated in the letter
dated July 24.

* The original documentation identified a series of points and conditions which
are patently disadvantageous to the Santander Chile stockholders. These points
were resolved in the clarification letter dated July 24. That letter provides a
final solution or describes the mechanism with which problems detected will be
resolved.

* The financial magnitude of the Transaction does not represent a risk factor.

* While the Transaction provides certain positive elements for Santander Chile,
the Independent Evaluator is unable to identify materiality in these elements
which would support an unquestionable strategic opportunity. On the other hand,
apart from the conditions mentioned which require certain revision and
redefinition, no risk factors for stockholders can be identified.

* Along the same lines as the preceding point, the Independent Evaluator
stresses the strategic character which the Global Operation would represent for
Grupo Santander.

* Santander Chile management has the capacity to manage the future development
of the business, potentiating the advantages of the international integration
of fund managers.

                                                                              43

Table of contents

Convenience Translation

* Executive Summary
* Limitation of Liability
* Introduction
* Operation Conditions
* Financial Evaluation
* Opportunity and Considerations
* Conclusions
* Attachments

                                                                              44

Attachment I

Form of Payment of the Price

Convenience Translation

* The payment of the Price of the Transaction will be subject to a credit in
accordance with the condition of the corporate shareholder equity at the time
of the Transaction.

* At February 28, 2013, the net shareholder equity amounted to CLP
51,686,918,286. This amount should be adjusted downwards or upwards in such a
way that the shareholder equity prior to the Transaction is in accordance with
a value equivalent to 0.19% of the total assets under management.

* Considering total AUM of approximately CLP 3.220 billion at the end of
December, 2012, the shareholder equity must be adjusted to reach a value of CLP
6.117 billion; in other words, Santander Chile should make a cash withdrawal of
CLP 45.569 billion, with which the net flow of the Price payable would reach an
amount of CLP 84.430 billion.

* In addition, the increases or decreases in managed assets occurring during
the period from February 28 through the date of the effective Transaction
closing date will also participate in this credit against the Price.

Calculation of the Net Flow to be Transferred

CLP 130 billion

Stockholder equity at Feb/28/13 CLP 51.687 billion

0.19% * [] AUM

0.19% * AUM

                                                                              45

Attachment II

Convenience Translation

Companies Utilized for the Beta Calculation


Company       Country       AUM (US$m)  Beta
------------- ------------- ----------- -----
Blackrock     United States   3,791,588 1.191
Legg Mason    United States     643,300 1.452
T. Rowe Price United States     576,800 1.434
Invesco       United States     687,700 1.716
Aberdeen      Great Britain     322,300 1.134
Schroders     Great Britain     212,000 1.276


                                                                              46