Pursuant to Business Companies’ Act No. 19,550 (the ‘BCA’), Capital Markets’ Act No. 26,831 (the ‘CMA’) and Pampa’s bylaws, decision-making within the Company is vested in the Board of Directors. The Board consists of ten regular directors and a like or smaller number of alternate directors as determined by the Shareholders’ Meeting, a percentage of which will be independent according to the independence standards set out in the CNV rules. All of our directors are elected for a term of three years and they may be re-elected indefinitely; except for independent directors, who may not be re-elected for consecutive periods. The expiration and further renewal of terms of office is made on a partial and staggered basis every year, with the election of three directors for two years, and four directors on the third year.
As of the date of this Annual Report, Pampa’s Board of Directors has 8 regular directors following the renunciation submitted by Mr. Emmanuel Álvarez Agis, Ms. Lucía Belén Gutierrez and Mr. Eduardo Setti and the assumption of office of Mr. Carlos Tovagliari as regular director (who previously performed services as an independent alternate director). Furthermore, the Board of Directors has 7 alternate directors following the renunciation submitted by Ms. Cecilia Galarza and the assumption of office of Mr. Carlos Tovagliari as regular director, as previously described. Vacant positions will be filled at next Annual Shareholders’ Meeting.
At present, the composition of Pampa‘s Board of Directors is as follows:
| Name | Position | Independence | Term expiration* |
| Gustavo Mariani | Director | Non Independent | 12/31/2016 |
| Gustavo Mariani, born on September 9, 1970, has been member of Pampa Energía’s Board of Directors since November 2005. Mr. Mariani is shareholder and director of Grupo Dolphin, having joined that company as an analyst in 1993 and having served as investment portfolio manager. Mr. Mariani holds a degree in economics from the Universidad de Belgrano and an MBA from the Universidad del CEMA. | |||
| Ricardo Alejandro Torres | Director | Non Independent | 12/31/2016 |
| Ricardo Alejandro Torres, born on March 26, 1958, has been member of Pampa Energía’s Board of Directors and General Manager since November 2005. Previously, Mr. Torres was partner at Darwin Inversiones. From 1993 and 2001 Mr. Torres served as financial director of IRSA, a leading Argentine real estate company, and as a director of Alto Palermo and Brazil Realty. Currently, Mr. Torres is partner of Todos Capital and Pop Argentina. Mr. Torres holds a degree in Public Accounting from the Universidad de Buenos Aires and a MBA from the Instituto de Altos Estudios Empresariales—Escuela de Negocios de la Universidad Austral. | |||
| Marcos Marcelo Mindlin | Director | Non Independent | 12/31/2014 |
| Marcos Marcelo Mindlin, born on January 19, 1964, has been chairman of Pampa Energía’s Board of Directors since June, 2006. From 1991 to 2003, Mr. Mindlin was shareholder, vice-chairman and Chief Financial Officer of IRSA, a leading Argentine real estate company. Additionally, Mr. Mindlin served as vice-president of Alto Palermo S.A., a leading owner and operator of shopping centers in Buenos Aires, and as vice-president of Cresud S.A.I.C., one of the largest listed agricultural companies in Argentina. From 1999 to 2004, Mr. Mindlin also served as a director and member of the executive committee of Banco Hipotecario, the leading mortgage bank in Argentina. Mr. Mindlin has extensive expertise in Latin America through his roles in Brazil Realty in Brazil and Fondos de Valores Inmobiliarios in Venezuela. In November 2003, Mr. Mindlin resigned from IRSA to focus his work on Grupo Dolphin. Currently, Mr. Mindlin is shareholder and president of Grupo Dolphin. In addition, Mr. Mindlin founded and manages a non-political organization called “Fundación para la Iniciativa Popular” whose purpose is to relieve hunger among Argentine children and promote related political reforms. Mr. Mindlin is also chairman of the board of the executive committee of Tzedaka, a leading Jewish-Argentine foundation, and is member of the Council of the Americas. Mr. Mindlin holds an MBA from the Universidad del CEMA (Center of Macroeconomic Studies), and a degree in economics from the Universidad de Buenos Aires. | |||
| Damián Miguel Mindlin | Director | Non Independent | 12/31/2014 |
| Damián Miguel Mindlin, born on January 3, 1966, has been member of Pampa Energía’s Board of Directors since November 2005. Mr. Mindlin is shareholder and vice-president of Grupo Dolphin, having joined that company in 1991. Since November 2003, Mr. Mindlin serves as Grupo Dolphin’s investment portfolio manager. | |||
| Diego Martín Salaverri | Director | Non Independent | 12/31/2015 |
| Diego Martín Salaverri, born on August 7, 1964, has been member of Pampa Energía’s Board of Directors since June 2006. Mr. Salaverri is a founding partner of Errecondo, Salaverri, Dellatorre, Gonzalez & Burgio law firm. He currently serves as a director of several companies, including Laboratorios Northia, Dico, Formosa Refrescos and Edenor. Mr. Salaverri holds a law degree from Universidad Católica Argentina. | |||
| Marcerlo Blanco | Director | Independent | 12/31/2015 |
| Marcelo P. Blanco, was born in 1962. Mr. Blanco has been a director of Pampa since 2013. Previously, he served as chief country officer of Deustche Bank S.A Argentina and he worked at Deutsche Bank Securities as managing director, head of Latin America capital markets and sales and also at Copérnico Capital Partners, UBS Warburg Dillon Read, The Chase Manhattan Bank N.A. and The First Boston Corporation. Mr. Blanco holds a degree in Industrial Engineering from the Instituto Tecnológico de Buenos Aires and a master’s degree in Economics from the University of California at Santa Bárbara. | |||
| Carlos Tovagliari | Director | Independent | 12/31/2015 |
| Carlos Tovagliari, born December 27, 1959, has been an alternate director of Pampa Energía since June 2006 and serves as the managing partner and the general manager of Pop Argentina. Previously, he worked for IRSA and Petersen Thiele y Cruz S.A. Mr. Tovagliari holds a degree in industrial engineering from the Universidad de Buenos Aires. | |||
| Pablo Díaz | Alternate Director | Non Independent | 12/31/2015 |
| Pablo Díaz, born on June 26, 1957, has been an alternate director of Pampa Energía since June 2006. Previously, Mr. Díaz was an advisor to the federal Subsecretaría de Energía Eléctrica (the Sub-Secretariat for Electrical Energy). | |||
| Alejandro Mindlin | Alternate Director | Non Independent | 12/31/2015 |
| Alejandro Mindlin, born on August 30, 1975, has been an alternate director of Pampa Energía since June 2006. Mr. Mindlin has a B.A. in Political Science from Tel Aviv University, as well as a Film Director’s degree. | |||
| Gabriel Cohen | Alternate Director | Non Independent | 12/31/2015 |
| Gabriel Cohen, born on September 11, 1964, is Director of Finance of Pampa Energia. He has been an alternate director of Pampa Energía since 2006, director of Transener since 2004, and director of Petrolera Pampa since 2014. Previously, Mr. Cohen worked at Citibank, N.A. for fifteen years, serving at the bank’s offices in Buenos Aires and Paris, where he held different positions in Financial Control, Treasury, Investment Banking, Corporate Banking and debt restructuring processes. Mr. Cohen holds a degree in business administration from the Universidad de Buenos Aires. | |||
| Mariano Batistella | Alternate Director | Non Independent | 12/31/2015 |
| Mariano Batistella, was born on July 31, 1982. He has been an alternate director of the Company since 2013. He currently works as Investor Relations Officer, Planning Manager and Special Projects Manager of the Company. Mr. Batistella worked in investment banking at Goldman Sachs. Mr. Batistella holds a degree in business administration from the Universidad de San Andrés and has a postgraduate degree in finance from the same institution. | |||
| Brian Henderson | Alternate Director | Non Independent | 12/31/2014 |
| Brian Henderson, was born on September 23, 1945 and currently serves as alternate director in Pampa Energía. Previously, Mr. Henderson served as a director of Latin American Region at National Grid (United Kingdom), Silica Networks and Manquehue Net Telecomunicaciones (Chile) and as Vice-Chairman of Commercial Operations at Charter Oak Energy for the Americas, Africa and Europe. Prior to joining Charter Oak Energy, Mr. Henderson served as Vice Chairman and General Manager at Deutsche Babcock Riley, Canada Inc., a subsidiary controlled by Deutsche Babcock, Germany. Mr. Henderson studied in the United Kingdom where he obtained a degree in Electrical Engineering from Heburn College. | |||
| Carlos Pérez Bello | Alternate Director | Independent | 12/31/2015 |
| Carlos Pérez Bello, was born on September 19, 1954. He has been an alternate director of Pampa since April 2013. Mr. Perez Bello also serves as director of Mantero, Arcucci & Asociados and of Pereira, Teliz, Bonin & Asociados and is a member of Comisión de Cambio y Competitividad del CPCECABA, of the Red de Apoyo del Club Argentino de Negocios de Familia and of the Red de Apoyo del Centro de Entrepreneurship of the IAE. Mr. Perez Bello holds a degree in Public Accounting from Universidad de Belgrano. Also Mr. Perez Bello has a post graduate degree in Commercialization and Agro Business and a master’s degree in Business Administration. | |||
| Gerardo Carlos Paz | Alternate Director | Non Independent | 12/31/2016 |
| Gerardo Paz, was born on October 24, 1968. He has been an alternate director of Pampa since June 2014. Mr. Paz also is currently director of Termoeléctrica José de San Martín and Termoeléctrica Manuel Belgrano, as weel as alternate director of Hidroeléctrica Diamante S.A., Hidroeléctrica Los Nihuiles S.A., Petrolera Pampa S.A. y Central Térmica Güemes S.A. He holds a law degree from Universidad Nacional de Córdoba. | |||
*They will be in office until the election of their substitutes.