On behalf of CRESUD SACIF Y A, below is a summary of the
resolutions adopted at the General Ordinary Shareholders’
Meeting held on October 21, 2021:
ITEM ONE: APPOINTMENT OF TWO SHAREHOLDERS TO SIGN THE
MEETING’S MINUTES.
The
meeting approved by majority of votes the appointment of the
representatives of shareholders ANSES FGS and The Bank of New York
Mellon ADRS (BONY) to approve and sign the minutes of the
Shareholders’ Meeting.
ITEM TWO: CONSIDERATION OF DOCUMENTS CONTEMPLATED IN SECTION 234,
PARAGRAPH 1, OF GENERAL COMPANIES LAW NO. 19,550 FOR THE FISCAL
YEAR ENDED JUNE 30, 2021.
The
meeting approved by majority of votes the documents required under
Section 234, paragraph 1, of General Companies Law No. 19,550 for
the fiscal year ended June 30, 2021
ITEM THREE: ALLOCATION OF NET LOSS FOR THE FISCAL YEAR ENDED JUNE
30, 2021, FOR ARS 7,333,298,422
The
meeting approved by majority of votes:
(i)
fully write off the special reserve in the amount of ARS
2,233,223,252 which, adjusted for inflation, amounts to the sum of
ARS 2,440,528,006 and use it for the partial absorption of the
result for the fiscal year, and,
(ii)
allocate the remaining loss of the fiscal year for the sum of ARS
5,991,798,962 which, adjusted by inflation, amounts to the sum of
ARS 6,548,003,279 to the Non-Allocated Income account.
ITEM FOUR: CONSIDERATION OF THE BOARD OF DIRECTOR’S
PERFORMANCE FOR THE FISCAL YEAR ENDED JUNE 30, 2021.
The
meeting approved by majority of votes the Board of Directors’
performance for the fiscal year ended June 30, 2021, under
consideration, discharged by all their members as well as all the
regular directors who are also members of the audit and executive
committees thereof, as regards all the activities carried out
during the fiscal, taking into consideration the legal
abstentions.
ITEM FIVE: CONSIDERATION OF SUPERVISORY COMMITTEE’S
PERFORMANCE FOR THE FISCAL YEAR ENDED JUNE 30, 2021.
The
meeting approved by majority of votes the performance of the
Supervisory Committee for the fiscal year ended June 30,
2021.
ITEM SIX:
CONSIDERATION OF
COMPENSATION PAYABLE TO THE BOARD OF DIRECTORS (ARS 93,083,687
ALLOCATED SUM) FOR THE FISCAL YEAR ENDED JUNE 30, 2021, WHICH WAS
COMPUTABLE BREAKDOWN IN THE TERMS OF THE REGULATION OF THE
ARGENTINE NATIONAL SECURITIES COMMISSION.
The
meeting approved by majority of votes the sum of ARS 93,083,687 as
total compensation payable to the Board of Directors for the fiscal
year ended June 30, 2021, exceeding the limits set forth in section
261 of General Companies Law No. 19,550, taking into account the
directors duties, the time allocated to professional roles, the
income/loss recorded during their management, the special technical
works carried out for subsidiary companies as well as the
professional experience in addition to the market value of the
services rendered; and to empower the Board of Directors to (i)
allocate and distribute such compensation sum in due course in
accordance with the specific duties discharged by its members; (ii)
to make monthly advance payments of fees contingent upon the
resolution to be adopted at the next ordinary shareholders’
meeting.
ITEM SEVEN: CONSIDERATION OF COMPENSATION PAYABLE TO THE
SUPERVISORY COMMITTEE (ARS 2,390,000 ALLOCATED AMOUNT) FOR THE
FISCAL YEAR ENDED JUNE 30, 2021.
The
meeting approved by majority of votes to pay ARS 2,390,000 to the
Supervisory Committee as aggregate fees for the tasks discharged
during the fiscal year ended June 30, 2021.
OCTAVO PUNTO: FIJACION DEL NÚMERO Y DESIGNACIÓN DE
DIRECTORES TITULARES Y SUPLENTES POR VENCIMIENTO DE MANDATO POR EL
TÉRMINO DE TRES EJERCICIOS.
The
meeting approved by majority of votes:
1.
to set in 10 (ten)
the number of regular directors and to determine in 7 (seven) the
number of alternate directors.
2.
to renew the
appointment of Jorge Oscar Fernandez as non-independent Regular
Director.
3.
The appointment of
Messrs. Gregorio Reznik and Pedro Dámaso Labaqui Palacio as
non-independent Alternate Directors.
ITEM NINE: APPOINTMENT OF REGULAR AND ALTERNATE MEMBERS OF THE
SUPERVISORY COMMITTEE FOR A TERM OF ONE FISCAL YEAR.
The
meeting approved by majority of votes to appoint José Daniel
Abelovich, Marcelo Héctor Fuxman and Noemí Ivonne Cohn as
REGULAR
STATUTORY AUDITORS and Messrs. Roberto Daniel Murmis,
Cynthia Deokmellian and Paula Sotelo as ALTERNATE STATUTORY
AUDITORS for a term of one fiscal year, noting that
according to the regulations of the Argentine National Securities
Commission, the proposed persons have the character of
independent.
ITEM TEN: APPOINTMENT OF CERTIFYING ACCOUNTANT FOR THE NEXT FISCAL
YEAR.
The
meeting approved by majority of votes to appoint the following
firms as certifying accountants for the 2020/2021 fiscal year (a)
PRICEWATERHOUSE&Co. member of PriceWaterhouseCoopers with
Carlos Brondo as Alternate External
Auditor and with Walter Rafael Zablocky as Regular External
Auditor.
ITEM ELEVEN: APPROVAL OF COMPENSATION FOR ARS 22,790,066 PAYABLE TO
CERTIFYING ACCOUNTANT FOR THE FISCAL YEAR ENDED JUNE 30,
2021.
The
meeting approved by majority of votes a compensation of ARS
22,790,066 for the tasks developed by the Certifying Accountants
for the fiscal year ended June 30, 2021.
ITEM
TWELVE: AUTHORIZATION TO CARRY OUT REGISTRATION PROCEEDINGS
RELATING TO THIS SHAREHOLDINGS’ MEETING BEFORE THE ARGENTINE
SECURITIES COMMISSION AND THE GENERAL SUPERINTENDENCY OF
CORPORATIONS.
The
meeting approved by majority of votes to authorize attorneys-at-law
María Laura Barbosa, Lucila Huidobro, Carla Landi and/or
Camila Juarez Cortese and Ms. Andrea Muñoz, so that, acting
individually and separately, they proceed to carry out each and
every one of the procedures aimed to carry out the necessary
registrations of the preceding assembly resolutions before the
National Securities Commission, General Inspection of Justice, and
any other National, Provincial or Municipal Organism that
corresponds, signing documents, accepting and implementing
modifications, receiving notifications, answering views, presenting
and breaking down documentation, signing edicts and everything
necessary for that purpose.