Section 12. The management of the Company shall be vested on a Board of Directors of ten members elected by an Ordinary Meeting of Shareholders. Directors shall hold office during three fiscal years, and their term of office shall extend until their successors are appointed. The directors shall be appointed on a staggered basis and Board members shall be partially renewed each year in such a manner that three directors shall be elected in two consecutive years, and four directors shall be elected on the third year. Directors shall be appointed on the basis of lists in accordance with the rules set forth in this Section, provided that no objection against this procedure is raised by any shareholder or group of shareholders holding more than three per cent (3%) of the capital stock. Directors shall be otherwise appointed on an individual basis. Any shareholder or group of shareholders holding more than three per cent (3%) of the capital stock (each, a “Nominator”) may request that the Board of Directors make known to all other shareholders the list of candidates or individual candidate(s) that will be nominated for election by such shareholder or group of shareholders at the shareholders’ meeting. In the case of depositary banks holding shares registered to their name, this rule shall apply in respect of the respective beneficiaries. To such an effect the respective list, duly subscribed by the Nominator or the representatives thereof, if applicable, shall be sent to the Chairman of the Board or any person acting as a substitute thereof, not less than five business days before the date of the relevant meeting of shareholders, so that such list may be officially announced by its publication in the Bulletin of the Buenos Aires Stock Exchange not less than two days before the date when the meeting will be held. In order to facilitate the creation of lists and register the names of the candidates as from the date of the first notice of the relevant shareholders’ meeting, a book shall be kept available to the shareholders for such specific purpose in the Company’s registered office, where the names of any nominated lists or candidates shall be recorded at the request of the relevant shareholders. Similarly, the Board of Directors shall propose to the shareholders’ meeting a list of candidates to be elected, in the form of a list or individually if a list-based election is objected to, whose names shall be made known to all the shareholders together with the lists proposed by the Nominators. Also, no proposal shall be made for the election of any directors before the meeting is held or in the course thereof without written evidence having been submitted to the Company of the acceptance of their nomination by the nominated candidates. The list or individual, as the case may be, that obtains a majority of votes by the shares present at the meeting shall be declared elected. If no list attains such majority, a new voting will take place with the participation of the two most voted lists or individuals, and the list or individual attaining the largest number of votes shall be considered elected. The foregoing rules shall not prevent any shareholder present at the meeting from nominating any candidates not included in the proposals included in the circulars distributed by the Board of Directors.

Section 13. Upon the appointment of the Directors, the relevant Meeting of Shareholders shall also designate the same or a smaller number of alternate directors that will substitute Directors in the event of their resignation, death or any other inability. Such alternate members shall be admitted into the Board of Directors by a resolution and at the discretion thereof by a majority of Directors’ votes. In case of a temporary absence of any Directors the Board of Directors may decide to admit an alternate director, unless the absence of any Directors prevents the presence of quorum at Board meetings, in which case the Board of Directors may attain such quorum by the presence of any alternate members appointed by the shareholders’ meeting.

Section 14. The Board of Directors may hold meetings with its members present or communicated between them by other means allowing for the simultaneous transmission of sound, images and words, and directors both physically present and attending remotely shall be computed for purposes of quorum and majority requirements. The minutes of these meetings shall be prepared and signed within five (5) days after the relevant meeting has been held by the attending directors and statutory auditors. Any directors taking part in the meeting by other means for the simultaneous transmission of sound, images and words may sign the minutes pursuant to the authorization established under by section 266 of Law No. 19,550. The members of the Statutory Audit Committee shall expressly state for the record in the minutes the names of any Directors who have attended remotely and that any resolutions adopted at the meeting have been validly adopted. The statements of directors both physically present and attending remotely and the votes thereof in relation to any adopted resolution shall be recorded in the minutes. Board meetings may be held abroad. The Audit Committee may also hold meetings with its members present or in communication between them by other means allowing for the simultaneous transmission of sound, images and words, and members both physically present and attending remotely shall be computed for purposes of quorum and majority requirements. To such an effect, the formal requirements established for Board remote meetings shall be complied with.

Section 15. For so long as they hold their respective offices, Directors shall provide a guarantee of not less than AR$ 10,000 under General Resolution No. 7/2015 of the Corporate Regulatory Authority or other rules that may replace and/or amend and/or supplement it in the future – and such guarantee may consist of a surety bond or civil liability insurance or bank guarantee by means of a deposit in favor of the Company of money and/or governmental securities at nominal value and/or securities accepted for listing on a stock exchange – excluding shares of this Company – computed at their actual quoted price, or of a restraint of real property voluntarily incurred in favor of the Company, duly notarized and registered in the respective Register.

Section 16. Both Directors and alternate directors may be reelected (subject solely to the limitations established in the Rules of the Audit Committee). Any alternate director substituting an outgoing Director shall fill such vacancy for the time remaining until the end of such Director’s term of office.

Section 17. A Director’s capacity as such may solely be revoked by a Meeting of Shareholders. Directors need not be shareholders.

Section 18. On an annual basis the Board of Directors shall, at the first meeting held after the respective Ordinary Shareholders’ Meeting, elect a Chairman and Vice Chairman from its number. In the event of any vacancy occurring during a fiscal year, the Board of Directors shall carry out a new distribution of positions in the Board.

Section 19. The Board of Directors shall hold meetings validly with the presence of a majority of members and adopt resolutions by a majority of votes present; in case of a tie, the Chairman shall have a casting vote.

Section 20. The Board of Directors shall hold meetings as many times as necessary, not less than once every three (3) months or such shorter period as the Board deems necessary when circumstances so require, or when requested by any of its members or by the Statutory Audit Committee. Board meetings shall be convened in accordance with applicable legal regulations, and shall be presided over by the Chairman or, if applicable, the Vice Chairman of the Board, and in case of absence of both the Chairman and Vice Chairman, by any Director temporarily designated to act as ad hoc Chairman.

Section 21. The Board of Directors is vested with the legal representation of the Company, both in court and out of court, through its Chairman or, in case of the Chairman’s absence or inability through its Vice Chairman, or otherwise by the Director(s) designated in each case by the Board of Directors, or by the Company’s attorneys in fact, within the limits of their powers conferred to the Board of Directors, and is vested also with the most ample powers of administration and disposition in relation to the corporate business and assets, and may perform any acts it may deem necessary for the better fulfillment of the Company’s purpose in accordance with applicable law, its Bylaws and any Resolutions of the General Meetings of Shareholders. The Vice Chairman’s attendance at any administrative, judicial or corporate acts that require the presence of the Chairman implies that the Chairman is absent and shall be binding on the Company without any communication or justification whatsoever. Notwithstanding the foregoing provision, it is hereby provided that the Board of Directors shall have in particular the power to: a) comply and enforce the provisions of the Bylaws and Regulations and the resolutions adopted by Shareholders’ Meetings; b) designate and remove managers and attorneys in fact, establishing their respective duties and remuneration; c) convene Ordinary and Extraordinary Shareholders’ Meetings; d) submit annually to the General Shareholders’ Meeting the Annual Report on the operation of the Company, Inventory, Statement of Financial Position and Statement of Income at the end of each fiscal year. These documents shall be available to the shareholders not less than 20 days before the date of their consideration by a Shareholders’ Meeting; e) propose to the General Shareholders’ Meeting the dividends to be distributed to the shareholders and submit to the consideration of the Meeting any other matters that must be approved by it; f) perform transactions with, deposit and withdraw any corporate funds, either in the Argentine Central Bank, Banco de la Nación Argentina, Banco de la Provincia de Buenos Aires, Caja Nacional de Ahorro y Seguro and Banco Ciudad de Buenos Aires or other official or private banking institutions and financial entities, either in a checking account, time deposit, in custody, in a savings account or in any other manner, including overdrawn accounts, and to such an effect subscribe checks, money orders, vouchers or other documents that may be required; g) lend and borrow money with or without the provision of a security interest or personal guarantee; h) hold interests in other joint stock companies; i) make use of lending facilities as deemed advisable in the best interest of the Company; j) purchase, sell, exchange, assign and lease real estate, personal property, livestock, securities, notes, rights and shares or any other asset subject to the payment periods, at the prices and pursuant to payment and other terms it deems advisable; k) grant general or special powers of attorney to be exercised in Argentina or abroad, renew or revoke such powers of attorney when deemed advisable; l) issue internal regulations; m) resolve all the matters of any nature whatsoever with the most ample powers, including those specified in paragraphs d), e), f), g), h), i), j), k) and l) of section 375 of the National Civil and Commercial Code and section 9 of Decree Law No. 5965/63, subject to no limitations other than those expressly established in these Bylaws; n) prepare the lists of candidates for the election of directors as provided by section 12 of these Bylaws.

Section 22. The Board of Directors may assign the performance of any administrative or technical duties to one or more directors, whose remuneration shall be established by a Meeting of Shareholders and charged to general and administrative expenses.

Section 23. There is no incompatibility between the position of Director and that of Manager and Attorney in fact. The remuneration of a Manager and/or Attorney in fact is independent of his/her remuneration as Director, if applicable.