Common use of Holders Meetings Clause in Contracts

Holders Meetings. (a) The Republic or the Trustee at any time may, and upon a request in writing to the Trustee made by Holders holding not less than 10% in aggregate principal amount of the Securities the Trustee shall, convene a meeting of Holders of the Securities. The Trustee shall give notice of each meeting of Holders of the Securities, setting forth the time and place of the meeting and in general terms the topics to be discussed, or the action to be taken, at that meeting, not less than 30 nor more than 60 days prior to the date fixed for the meeting. To be entitled to vote at any meeting of Holders of Securities a Person shall be, as of the date reasonably set by the Trustee, (i) a Holder of one or more Securities or (ii) a Person appointed by an instrument in writing as proxy by the Holder of one or more Securities. The only Persons who shall be entitled to be present or to speak at any meeting of Holders shall be the Persons entitled to vote at such meeting and their counsel, the Trustee and its counsel, and any representatives of the Republic and its counsel. (b) Holders entitled to vote a majority in aggregate principal amount of the Securities at the time Outstanding shall constitute a quorum at a meeting convened for the purpose referred to above. In the absence of a quorum at any such meeting, the meeting may be adjourned for a period of not less than ten days; in the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than ten days. Notice of reconvening of any such meeting need be given only once but must be given not less than five days prior to the date on which the meeting is scheduled to be reconvened. Subject to the foregoing, at the reconvening of any meeting further adjourned for lack of a quorum, the Holders entitled to vote 25% in aggregate principal amount of the Securities at the time Outstanding shall constitute a quorum for the taking of any action set forth in the notice of the original meeting and such quorum requirement shall be expressly stated in the notice of reconvening. Further provisions for meetings of Holders are contained in Article 10 of the Indenture.

Holders Meetings. (a) The Republic Each of the Company (through the Board of Directors or the Supervisory Committee of the Company) and the Trustee may at any time maycall a meeting of the Holders of the Notes for the purpose of entering into a supplemental indenture as provided in Section 8.2 or waiving a past default as provided in Section 5.11. In addition, and upon a request in writing to meeting of the Holders of Notes may be called by the Board of Directors, the Supervisory Committee of the Company, the Trustee made by or upon the request of the Holders holding not less than 10of at least 5% in aggregate principal amount of the Securities Outstanding Notes at the time, to give, deliver or receive any authorization, notice, amendment, waiver or other action or in general to amend the terms and conditions of the Note. In the case of a request to call a meeting by Holders, the Company shall notify the Trustee shallin writing of such request. Such written request shall include the specific matters to be addressed in the meeting. In the event the Board of Directors or the Supervisory Committee of the Company shall fail to call a meeting requested by the Trustee or the Holders as provided in the immediately preceding sentence, convene the meeting may be called by the CNV or by a competent court at the request of the Holders of the Notes. The meetings will be held in the City of Buenos Aires. In any event, meetings shall be held at the time and place determined by the Company. Any resolution duly passed will be binding on all Holders of Notes, as the case may be (whether or not they were present or represented at the meeting at which such resolution was passed). If a meeting is being held pursuant to a written request of Holders, such written request shall include the specific matters to be addressed in the meeting and such meeting shall be convened within forty (40) days from the date such written request is received by the Trustee or the Company, as the case may be. Notice of any meeting of Holders of Notes (which shall include the Securities. The Trustee shall give notice date, place and time of each meeting of Holders of the Securities, setting forth the time and place of the meeting and in general terms the topics to be discussed, or the action to be taken, at that such meeting, the agenda therefor and the requirements to attend) shall be given by the summoning party in the manner provided under Section 12.5 and will be given not less than 30 ten (10) days nor more than 60 thirty (30) days prior to the date fixed for the meetingmeeting and will be published at the Company’s expense in each of: (a) for five (5) business days in Argentina in the Official Gazette of Argentina (Boletín Oficial), and (b) a newspaper of general circulation in Argentina and the Bulletin of the XXXX (as long as the Notes are listed on the XXXX) and/or the Bulletin of the MAE (as long as the Notes are traded on the MAE), or such other informative systems of the markets in which the Notes are listed, as is applicable, and also in the manner provided under Section 12.5. Meetings of Holders may be simultaneously convened for two dates, in case the initial meeting were to be adjourned for lack of quorum. However, for meetings that: (i) include in the agenda items requiring unanimous approval by the Holders, or the amendment of any of the terms and conditions of the Notes, or (ii) convened upon request of the Holders of the Notes, notice of a new meeting resulting from adjournment of the initial meeting for lack of quorum will be given not less than eight (8) days prior to the date fixed for such new meeting and will be published for three (3) business days in the Official Gazette of Argentina, a newspaper of general circulation in Argentina and the Bulletin of the XXXX (as long as the Notes are listed on the XXXX), the bulletin of the MAE (as long as the Notes are traded on the MAE), or such other informative systems of the markets in which the Notes are listed, as is applicable. Any Holder may attend any such meeting personally or by proxy. To be entitled to vote at any meeting of Holders of Securities a Person shall be, as of the date reasonably set by the Trustee, be (i) a Holder of one or more Securities Notes as of the relevant record date determined pursuant to Section 7.5(f) or (ii) a Person appointed by an instrument in writing as proxy by the such a Holder of one or more SecuritiesNotes. Holders who intend to attend a meeting of holders must notify the Company of their intention to do so at least three business days prior to the date of such meeting. The only Persons who shall be entitled to be present or to speak at any meeting of Holders shall be the Persons entitled to vote at such meeting and their counsel, any representatives of the Company and its counsel and the Trustee and its counsel. With respect to all matters not contemplated in this Indenture, meetings of Holders will be convened and held in accordance with the provisions of the Negotiable Obligations Law and the Argentine Companies Law No. 19,550 (the “Argentine Companies Law”), as amended, and any representatives of CNV Rules and the Republic and its counselrequirements established by the stock exchanges authorized by the CNV in Argentina and/or the foreign stock exchanges where the Notes are listed. (b) Holders entitled The quorum at any meeting called to vote adopt a resolution will be persons holding or representing a majority in aggregate principal amount of the Securities at the time Outstanding shall constitute a quorum at a meeting convened for the purpose referred to above. In the absence of a quorum Notes and at any reconvened adjourned meetings will be the person(s) present at such meeting, the meeting may be adjourned for a period of not less than ten days; in the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than ten days. Notice of reconvening of any such meeting need be given only once but must be given not less than five days prior to the date on which the meeting is scheduled to be reconvened. Subject to the foregoing, at the reconvening of any meeting further adjourned for lack of a quorum, the Holders entitled to vote 25% in aggregate principal amount of the Securities at the time Outstanding shall constitute a quorum for the taking of any action set forth in the notice of the original meeting and such quorum requirement shall be expressly stated in the notice of reconvening. Further provisions for meetings of Holders are contained in Article 10 of the Indenture.reconvened adjourned

Holders Meetings. (a) The Republic Each of the Bank (through the Board of Directors or the Supervisory Committee of the Bank) and the Trustee may (but shall not be required) at any time maycall a meeting of the Holders of the Securities of any Series for the purpose of entering into a supplemental indenture as provided in Section 11.02 or waiving a past default as provided in Section 7.02. In addition, and upon a request in writing to meeting of the Holders of Securities of a Series may be called by the Trustee made by or the Bank (through the Board of Directors or the Supervisory Committee of the Bank) at its discretion or upon the request of the Holders holding not less than 10of at least 5% in aggregate principal amount of the Outstanding Securities of a Series, pursuant to the Negotiable Obligations Law. In the case of a request to call a meeting by Holders, the Bank shall notify the Trustee shall, convene in writing of such request. In the event the Board of Directors or the Supervisory Committee of the Bank shall fail to call a meeting requested by the Trustee or the Holders as provided in the immediately preceding sentence, the meeting may be called by the CNV or by a competent court. Meetings will be held simultaneously in the City of Holders Buenos Aires and in New York City by any means of telecommunications which permits the participants to hear and speak to each other, and any such simultaneous meeting shall be deemed to constitute a single meeting for purposes of the Securitiesquorum and voting percentages applicable to such meeting. The Trustee If a meeting is being held pursuant to a request of Securityholders, the agenda for such meeting shall give notice be that set forth in the request made by such Securityholders and such meeting shall be convened to be held within 40 days from the date such request is received by the Bank and the Trustee. Notice of each any meeting of Holders of the SecuritiesSecurityholders, setting forth the date, time and place of the such meeting and the agenda therefor (which shall describe in general terms the topics action proposed to be discussed, or taken at such meeting and the action to requirement for attendance) shall be taken, at that meeting, given as specified in Section 12.01 not less than 30 10 nor more than 60 30 days prior to the date fixed for the meetingmeeting and shall be published at the expense of the Bank for five business days in Argentina in the Boletín Oficial de la República Argentina (Official Gazette of Argentina), in a newspaper of general circulation in Argentina and in the Bulletin of the BASE (as long as the Securities are listed on the BASE). Meetings of Holders may be simultaneously convened for two dates, in case the initial meeting were to be adjourned for lack of quorum. However, for meetings that include in the agenda items requiring consent of each Holder of a Security, notice of a new meeting resulting from adjournment of the initial meeting for lack of quorum will be given not less than 8 days prior to the date fixed for such new meeting and will be published for three business days in the Boletín Oficial de la República Argentina (Official Gazette of Argentina), a newspaper of general circulation in Argentina and in the Bulletin of the BASE (as long as the Securities are listed on the BASE). To be entitled to vote at any meeting of Holders of Securities Securityholders a Person shall be, as of the date reasonably set by the Trustee, be (i) a Holder of one or more Securities as of the relevant record date determined pursuant to Section 10.02 or (ii) a Person appointed by an instrument in writing as proxy by the such a Holder of one or more Securities. The only Persons who shall be entitled to be present or to speak at any meeting of Holders Securityholders shall be the Persons entitled to vote at such meeting and their counsel, any representatives of the Bank and its counsel and the Trustee and its counsel. With respect to all matters not contemplated in this Indenture, and any representatives meetings of the Republic and its counselSecurityholders will be held in accordance with Argentine Business Companies Law. (b) Holders The quorum at any meeting called to adopt a resolution will be persons holding or representing a majority in aggregate principal amount of the Outstanding Securities of a Series and at any reconvened adjourned meetings will be the persons present at such reconvened adjourned meeting. At a meeting or a reconvened adjourned meeting duly convened and at which a quorum is present, any resolution to modify or amend, or to waive compliance with, any provision of the Securities of any Series (other than items requiring consent of each Holder of a Security) will be validly passed and decided if approved by the persons entitled to vote a majority in aggregate principal amount of the Securities of such Series then Outstanding represented and voting at the meeting. Any instrument given by or on behalf of any Holder of a Security in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent Holders of such Security. Any modifications, amendments or waivers to the Indenture or to the Securities of a Series will be conclusive and binding upon all Holders of Securities of such Series whether or not they have given such consent or were present at any meeting, and on all Securities of such Series, provided that no such modifications, amendments or waivers, without consent of each Holder of a Security of such Series at the time Outstanding Outstanding, shall constitute affect any of the items included in Section 11.02. (c) Any Securityholder who has executed an instrument in writing appointing a Person as proxy shall be deemed to be present for the purposes of determining a quorum and be deemed to have voted; provided that such Securityholder shall be considered as present or voting only with respect to the matters covered by such instrument in writing. Any resolution passed or decision taken at a any meeting convened for the purpose referred to above. In the absence of Securityholders of a quorum Series duly held in accordance with this Section shall be binding on all the Securityholders of such Series whether or not present or represented at the meeting. (d) The appointment of any such proxy shall be proved by having the signature of the Person executing the proxy guaranteed or certified by any notary public, bank or trust company or judicially certified in the manner provided under Argentine law. The following persons may not act as proxies: members of the Board of Directors or of the Supervisory Committee of the Bank and managers and other employees of the Bank. The holding of Securities shall be proved by the Register maintained in accordance with Section 3.05; provided that the holding of a beneficial interest in a DTC Global Security shall be proved by a certificate or certificates of DTC and the holding of a beneficial interest in an Euroclear/Clearstream Global Security shall be proved by a certificate or certificates of Euroclear or Clearstream, as the case may be, or the Common Depositary therefor. (e) A representative of the Trustee shall act as the chairman of the meeting. If the Trustee fails to designate a representative to act as chairman of the meeting, the Bank shall designate a member of the Supervisory Committee to act as chairman of the meeting. If the Bank fails to designate such a person, the chairman of the meeting may shall be adjourned for (i) a period person elected by vote of not less than ten days; in the absence Holders of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than ten days. Notice of reconvening of any such meeting need be given only once but must be given not less than five days prior to the date on which the meeting is scheduled to be reconvened. Subject to the foregoing, at the reconvening of any meeting further adjourned for lack of a quorum, the Holders entitled to vote 25% majority in aggregate principal amount of the Securities of the relevant Series represented at the time meeting, (ii) a representative of the CNV or (iii) a person appointed by a competent court. If the meeting is called by the CNV or by a competent court, the CNV or the competent court shall designate a person to act as chairman, in accordance with applicable CNV regulations. The secretary of the meeting shall be elected by vote of the Holders of a majority in aggregate principal amount of the Securities of the relevant Series represented at the meeting. At any meeting of Securityholders of any Series, each Securityholder of such Series or proxy shall be entitled to cast one vote for each U.S. dollar or Dollar Equivalent in principal amount of the Securities held by such Holder or represented by such proxy. Notwithstanding the foregoing, at any meeting of Holders of more than one Series of Securities, a Holder of a Security which does not specify regular payments of interest, including without limitation, original issue discount Securities, shall be entitled to one vote at any such meeting for each U.S. dollar or Dollar Equivalent of the redemption value of such Security calculated as of the date of such meeting. Where Securities are denominated in one or more currencies other than U.S. dollars, the Dollar Equivalent of such Securities shall be calculated at the Exchange Rates on the date of such meeting or, in the case of written consents or notices, on such dates as the Bank shall designate for such purpose. No vote shall be cast or counted at any meeting in respect of any Security challenged as not Outstanding and ruled by the chairman of the meeting to be not Outstanding. The chairman of the meeting shall constitute have no right to vote except as a Holder or proxy. Any meeting of Holders duly called at which a quorum is present may be adjourned from time to time, and the meeting may be held as so adjourned without further notice. (f) The vote upon any resolution submitted to any meeting of Securityholders shall be by written ballot on which shall be subscribed the signatures of the Securityholders or proxies and on which shall be inscribed the serial number or numbers of the Securities held or represented by them. The chairman of the meeting shall appoint two inspectors of votes who shall count all votes cast at the meeting for or against any resolution and who shall make and file with the taking secretary of the meeting their verified written reports in duplicate of all votes cast at the meeting. A record in duplicate of the proceedings of each meeting of Securityholders shall be prepared by the secretary of the meeting and there shall be attached to said record the original reports of the inspectors of votes on any action set vote by ballot taken thereat and affidavits by one or more persons having knowledge of the facts setting forth in a copy of the notice of the original meeting and such quorum requirement showing that said notice was published as provided above. The record shall be expressly stated in signed and verified by the notice permanent chairman and secretary of reconveningthe meeting and one of the duplicates shall be delivered to the Bank and the other to the Trustee to be preserved by the Trustee, the latter to have attached thereto the ballots voted at the meeting. Further provisions Any record so signed and verified shall be conclusive evidence of the matters therein stated. (g) If and for so long as the Securities of any Series are listed on the Luxembourg Stock Exchange for trading on the EuroMTF, the BASE or any other securities exchange, meetings of Holders are contained in Article 10 of such Securities and notices thereof shall comply with the applicable rules of the IndentureLuxembourg Stock Exchange, the BASE or such securities exchange, as applicable.

Holders Meetings. (a) The Republic Each of the Company (through the Board of Directors or the Supervisory Committee of the Company) and the Trustee may at any time maycall a meeting of the Holders of the Notes for the purpose of entering into a supplemental indenture as provided in Section 8.2 or waiving a past default as provided in Section 5.11. In addition, and upon a request in writing to meeting of the Holders of Notes may be called by the Board of Directors, the Supervisory Committee of the Company, the Trustee made by or upon the request of the Holders holding not less than 10of at least 5% in aggregate principal amount of the Securities Outstanding Notes at the time, to give, deliver or receive any authorization, notice, amendment, waiver or other action or in general to amend the terms and conditions of the Note. In the case of a request to call a meeting by Holders, the Company shall notify the Trustee shallin writing of such request. Such written request shall include the specific matters to be addressed in the meeting. In the event the Board of Directors or the Supervisory Committee of the Company shall fail to call a meeting requested by the Trustee or the Holders as provided in the immediately preceding sentence, convene the meeting may be called by the CNV or by a competent court at the request of the Holders of the Notes. The meetings will be held in the City of Buenos Aires. In any event, meetings shall be held at the time and place determined by the Company. Any resolution duly passed will be binding on all Holders of Notes, as the case may be (whether or not they were present or represented at the meeting at which such resolution was passed). If a meeting is being held pursuant to a written request of Holders, such written request shall include the specific matters to be addressed in the meeting and such meeting shall be convened within forty (40) days from the date such written request is received by the Trustee or the Company, as the case may be. Notice of any meeting of Holders of Notes (which shall include the Securities. The Trustee shall give notice date, place and time of each meeting of Holders of the Securities, setting forth the time and place of the meeting and in general terms the topics to be discussed, or the action to be taken, at that such meeting, the agenda therefor and the requirements to attend) shall be given by the summoning party in the manner provided under Section 12.5 and will be given not less than 30 ten (10) days nor more than 60 thirty (30) days prior to the date fixed for the meetingmeeting and will be published at the Company’s expense in each of: (a) for five (5) business days in Argentina in the Official Gazette of Argentina (Boletín Oficial), and (b) a newspaper of general circulation in Argentina and the Bulletin of the XXXX (as long as the Notes are listed on the XXXX) and/or the Bulletin of the MAE (as long as the Notes are traded on the MAE), or such other informative systems of the markets in which the Notes are listed, as is applicable, and also in the manner provided under Section 12.5. Meetings of Holders may be simultaneously convened for two dates, in case the initial meeting were to be adjourned for lack of quorum. However, for meetings that: (i) include in the agenda items requiring unanimous approval by the Holders, or (ii) convened upon request of the Holders of the Notes, notice of a new meeting resulting from adjournment of the initial meeting for lack of quorum will be given not less than eight (8) days prior to the date fixed for such new meeting and will be published for three (3) business days in the Official Gazette of Argentina, a newspaper of general circulation in Argentina and the Bulletin of the XXXX (as long as the Notes are listed on the XXXX), the bulletin of the MAE (as long as the Notes are traded on the MAE), or such other informative systems of the markets in which the Notes are listed, as is applicable. Any Holder may attend any such meeting personally or by proxy. To be entitled to vote at any meeting of Holders of Securities a Person shall be, as of the date reasonably set by the Trustee, be (i) a Holder of one or more Securities Notes as of the relevant record date determined pursuant to Section 7.5(f) or (ii) a Person appointed by an instrument in writing as proxy by the such a Holder of one or more SecuritiesNotes. Holders who intend to attend a meeting of holders must notify the Company of their intention to do so at least three business days prior to the date of such meeting. The only Persons who shall be entitled to be present or to speak at any meeting of Holders shall be the Persons entitled to vote at such meeting and their counsel, any representatives of the Company and its counsel and the Trustee and its counsel. With respect to all matters not contemplated in this Indenture, meetings of Holders will be convened and held in accordance with the provisions of the Negotiable Obligations Law and the Argentine Companies Law No. 19,550 (the “Argentine Companies Law”), as amended, and any representatives of CNV Rules and the Republic and its counselrequirements established by the stock exchanges authorized by the CNV in Argentina and/or the foreign stock exchanges where the Notes are listed. (b) Holders The quorum at any meeting called to adopt a resolution will be persons holding or representing a majority in aggregate principal amount of the Outstanding Notes and at any reconvened adjourned meetings will be the person(s) present at such reconvened adjourned meeting. At a meeting or a reconvened adjourned meeting duly convened and at which a quorum is present, any resolution to modify or amend, or to waive compliance with, any provision of the Notes (other than the provisions referred to in Section 8.2) will be validly passed and decided if approved at a meeting by the persons entitled to vote a majority in aggregate principal amount of the Securities Notes then Outstanding, provided that the unanimous consent or the unanimous affirmative vote of the Holders shall be required to adopt a valid decision on any of the matters listed in Section 8.2. Any instrument given by or on behalf of any Holder of a Note in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent Holders of such Note. Any modifications, amendments or waivers to this Indenture or to the Notes will be conclusive and binding upon all Holders of Notes whether or not they have given such consent or were present at any meeting, and on all Notes; provided that no such modifications, amendments or waivers, without consent of each Holder of a Note at the time Outstanding Outstanding, shall constitute affect any of the items included in Section 8.2. (c) Any Holder who has executed an instrument in writing appointing a Person as proxy shall be deemed to be present for the purposes of determining a quorum at a meeting convened for and be deemed to have voted; provided that such Holder shall be considered as present or voting only with respect to the purpose referred to abovematters covered by such instrument in writing. In the absence of a quorum Any resolution passed or decision taken at any such meeting of Holders duly held in accordance with this Section shall be binding on all the Holders whether or not present or represented at the meeting. (d) The appointment of any proxy shall be proved by having the signature of the Person executing the proxy guaranteed or certified by any notary public, bank or trust company or judicially certified in the manner provided under Argentine law. The members of the Board of Directors of the Company may not act as proxies. The holding of Notes shall be proved by the Register maintained in accordance with Section 2.3. (e) A representative of the Trustee shall act as the chairman of the meeting. If the Trustee fails to designate a representative to act as chairman of the meeting, the Company shall designate a member of the Board of Directors to act as chairman of the meeting. If the Company fails to designate such a person, the Chairman of the meeting may shall be adjourned for (i) a period person elected by vote of not less than ten days; in the absence Holders of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than ten days. Notice of reconvening of any such meeting need be given only once but must be given not less than five days prior to the date on which the meeting is scheduled to be reconvened. Subject to the foregoing, at the reconvening of any meeting further adjourned for lack of a quorum, the Holders entitled to vote 25% majority in aggregate principal amount of the Securities Notes represented at the time meeting, (ii) a representative of the CNV, at the request of the Holders of Notes or (iii) a person appointed by a competent court. If the meeting is called by the CNV or by a competent court upon request of the Holders of the Notes, the CNV or the competent court shall designate a person to act as chairman. The secretary of the meeting shall be elected by vote of the Holders of a majority in aggregate principal amount of the Notes represented at the meeting. No vote shall be cast or counted at any meeting in respect of any Note challenged as not Outstanding and ruled by the chairman of the meeting to be not Outstanding. The chairman of the meeting shall constitute have no right to vote except as a Holder or proxy. Any meeting of Holders duly called at which a quorum is present may be adjourned from time to time, and the meeting may be held as so adjourned without further notice. (f) The vote upon any resolution submitted to any meeting of Holders shall be by written ballot on which shall be subscribed the signatures of the Holders or proxies and on which shall be inscribed the serial number or numbers of the Notes held or represented by them. The chairman of the meeting shall appoint two inspectors of votes who shall count all votes cast at the meeting for or against any resolution and who shall make and file with the taking secretary of the meeting their verified written reports in duplicate of all votes cast at the meeting. A record in duplicate of the proceedings of each meeting of Holders shall be prepared by the secretary of the meeting and there shall be attached to said record the original reports of the inspectors of votes on any action set vote by ballot taken thereat and affidavits by one or more persons having knowledge of the facts setting forth in a copy of the notice of the original meeting and such quorum requirement showing that said notice was published as provided above. The record shall be expressly stated signed and verified by the permanent chairman and secretary of the meeting and one of the duplicates shall be delivered to the Company and the other to the Trustee to be preserved by the Trustee, the latter to have attached thereto the ballots voted at the meeting. Any record so signed and verified shall be conclusive evidence of the matters therein stated. The Trustee will designate the record date for determining the Holders of Notes entitled to vote at any meeting and will provide notice to Holders of Notes in the notice manner set forth in this Indenture. The Holder of reconveninga Note may, at any meeting of Holders of the Notes at which such Xxxxxx is entitled to vote, cast one vote for each U.S. Dollar in principal amount of the Notes held by such Holder. Further provisions Officers may not be appointed as proxies. (g) If and for so long as the Notes are listed on the XXXX or any other securities exchange, and for negotiation in the MAE, meetings of Holders are contained in Article 10 of such Notes and notices thereof shall comply with the applicable rules of the IndentureXXXX, the XXX or such securities exchange, as applicable. (h) Notwithstanding the foregoing, prior to any meeting called to adopt a resolution to modify or amend this Indenture or the Notes, the Company shall submit any such proposed modifications to the CNV for analysis, if required by applicable laws and regulations, as interpreted by the CNV and/or any other applicable authorities.

Holders Meetings. (a) The Republic Each of the Company (through the Board of Directors or the Supervisory Committee of the Company) or the Trustee may at any time maycall a meeting of the Holders of the Notes for the purpose of entering into a supplemental indenture as provided in Section 7.2 or waiving a past default as provided in Section 4.10. In addition, and upon a request in writing to meeting of the Holders of Notes may be called by the Trustee made by or the Company (through the Board of Directors or the Supervisory Committee of the Company) at its discretion or upon the request of the Holders holding not less than 10of at least 5% in aggregate principal amount of the Securities Outstanding Notes at the time, to make, give or take any request, demand, authorization, direction, notice, consent, waiver or other action provided by the Notes to be made, given or taken by the Holders of such Notes, including the modification of any of the terms and conditions of the Notes. In the case of a request to call a meeting by Holders, the Company shall notify the Trustee shallin writing of such request. In the event the Board of Directors or the Supervisory Committee of the Company shall fail to call a meeting requested by the Trustee or the Holders as provided in the immediately preceding sentence, convene the meeting may be called by the CNV or by a competent court at the request of the Holders of the Notes. The meetings will be held simultaneously in the City of Buenos Aires and London by means of telecommunications which permit the participants to hear and speak to each other. In any case, meetings shall be held at such time and at such place in any such city as the Company shall determine. Any resolution passed at a meeting convened in London shall be binding on all Holders of Notes, as the case may be (whether present or not at such meeting), only upon ratification by a meeting of such Holders held in the City of Buenos Aires in accordance with the Negotiable Obligations Law. This Indenture contains provisions for Holders present or represented at meetings of Holders convened in London to appoint representatives at meetings of Holders in the City of Buenos Aires. Subject as aforesaid, any resolution duly passed will be binding on all Holders of Notes, as the case may be (whether or not they were present at the meeting at which such resolution was passed). If a meeting is being held pursuant to a request of Holders, the agenda for the meeting shall be as determined in the request and such meeting shall be convened within forty (40) days from the date such request is received by the Trustee or the Company, as the case may be. Notice of any meeting of Holders of Notes (which shall include the Securities. The Trustee shall give notice of each meeting of Holders date, place and time of the Securitiesmeeting, setting forth the time agenda therefor and place of the meeting and in general terms the topics requirements to attend) shall be discussed, or the action to be takengiven, at that meetingthe Company’s expense, not less than 30 ten (10) days nor more than 60 thirty (30) days prior to the date fixed for the meetingmeeting in the Official Gazette of Argentina (Boletin Oficial), in one other newspaper of general circulation in Argentina and the Bulletin of the BASE (as long as the Notes are listed on the BASE); and also in the manner provided under Section 12.4 and any publication thereof shall be for five (5) consecutive Business Days in each place of publication. To be entitled to vote at any meeting of Holders of Securities a Person shall be, as of the date reasonably set by the Trustee, be (i) a Holder of one or more Securities Notes as of the relevant record date determined pursuant to Section 6.2 or (ii) a Person appointed by an instrument in writing as proxy by the such a Holder of one or more SecuritiesNotes. The only Persons who shall be entitled to be present or to speak at any meeting of Holders shall be the Persons entitled to vote at such meeting and their counsel, any representatives of the Company and its counsel and the Trustee and its counsel. With respect to all matters not contemplated in this Indenture, and any representatives meetings of Holders will be held in accordance with the Republic and its counselArgentine Companies Law. (b) Holders The quorum at any meeting called to adopt a resolution will be persons holding or representing a majority in aggregate principal amount of the Outstanding Notes and at any reconvened adjourned meetings will be the persons present at such reconvened adjourned meeting. At a meeting or a reconvened adjourned meeting duly convened and at which a quorum is present, any resolution to modify or amend, or to waive compliance with, any provision of the Notes (other than items requiring consent of each Holder of a Note) will be validly passed and decided if approved by the persons entitled to vote a majority in aggregate principal amount of the Securities Notes then Outstanding represented and voting at the meeting. Any instrument given by or on behalf of any Holder of a Note in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent Holders of such Note. Any modifications, amendments or waivers to the Indenture or to the Notes will be conclusive and binding upon all Holders of Notes whether or not they have given such consent or were present at any meeting, and on all Notes; provided that no such modifications, amendments or waivers, without consent of each Holder of a Note at the time Outstanding Outstanding, shall constitute affect any of the items included in Section 7.2. (c) Any Holder who has executed an instrument in writing appointing a Person as proxy shall be deemed to be present for the purposes of determining a quorum and be deemed to have voted; provided that such Holder shall be considered as present or voting only with respect to the matters covered by such instrument in writing. Any resolution passed or decision taken at a any meeting convened for of Holders duly held in accordance with this Section shall be binding on all the purpose referred to aboveHolders whether or not present or represented at the meeting. (d) The appointment of any proxy shall be proved by having the signature of the Person executing the proxy guaranteed or certified by any notary public, bank or trust company or judicially certified in the manner provided under Argentine law. In The following persons may not act as proxies: members of the absence Board of Directors or of the Supervisory Committee of the Company and managers and other employees of the Company. The holding of Notes shall be proved by the Register maintained in accordance with Section 2.10; provided that the holding of a quorum at any beneficial interest in a Euroclear/Clearstream Global Note shall be proved by a certificate or certificates of Euroclear or Clearstream, as the case may be, or the Common Depositary therefor. (e) The Company shall designate a member of the Supervisory Committee to act as chairman of the meeting. If the Company fails to designate such meetinga person, the Chairman of the meeting may shall be adjourned for (i) a period person elected by vote of not less than ten days; in the absence Holders of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than ten days. Notice of reconvening of any such meeting need be given only once but must be given not less than five days prior to the date on which the meeting is scheduled to be reconvened. Subject to the foregoing, at the reconvening of any meeting further adjourned for lack of a quorum, the Holders entitled to vote 25% majority in aggregate principal amount of the Securities Notes represented at the time meeting, (ii) a representative of the CNV, at the request of the Holders of Notes or (iii) a person appointed by a competent court. If the meeting is called by the CNV or by a competent court upon request of the Holders of the Notes, the CNV or the competent court shall designate a person to act as chairman. The secretary of the meeting shall be elected by vote of the Holders of a majority in aggregate principal amount of the Notes represented at the meeting. At any meeting of Holders, each Holder or proxy shall be entitled to cast one vote for each U.S. dollar or Dollar Equivalent in principal amount of the Notes held by such Holder or represented by such proxy. No vote shall be cast or counted at any meeting in respect of any Note challenged as not Outstanding and ruled by the chairman of the meeting to be not Outstanding. The chairman of the meeting shall constitute have no right to vote except as a Holder or proxy. Any meeting of Holders duly called at which a quorum is present may be adjourned from time to time, and the meeting may be held as so adjourned without further notice. (f) The vote upon any resolution submitted to any meeting of Holders shall be by written ballot on which shall be subscribed the signatures of the Holders or proxies and on which shall be inscribed the serial number or numbers of the Notes held or represented by them. The chairman of the meeting shall appoint two inspectors of votes who shall count all votes cast at the meeting for or against any resolution and who shall make and file with the taking secretary of the meeting their verified written reports in duplicate of all votes cast at the meeting. A record in duplicate of the proceedings of each meeting of Holders shall be prepared by the secretary of the meeting and there shall be attached to said record the original reports of the inspectors of votes on any action set vote by ballot taken thereat and affidavits by one or more persons having knowledge of the facts setting forth in a copy of the notice of the original meeting and such quorum requirement showing that said notice was published as provided above. The record shall be expressly stated signed and verified by the permanent chairman and secretary of the meeting and one of the duplicates shall be delivered to the Company and the other to the Trustee to be preserved by the Trustee, the latter to have attached thereto the ballots voted at the meeting. Any record so signed and verified shall be conclusive evidence of the matters therein stated. (g) If and for so long as the Notes are listed on the Luxembourg Stock Exchange for trading on the EuroMTF, the BASE or any other securities exchange, and for negotiation in the notice of reconvening. Further provisions for MAE, meetings of Holders are contained in Article 10 of such Notes and notices thereof shall comply with the applicable rules of the IndentureLuxembourg Stock Exchange, the BASE, the MAE or such securities exchange, as applicable.