IRSA PROPIEDADES COMERCIALES S.A. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Amended and Restated Deposit Agreement Dated as of July 5, 2017 Effective July 20, 2017Deposit Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings • New York
AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of July 5, 2017 and effective July 20, 2017 among IRSA PROPIEDADES COMERCIALES S.A. (formerly known as Alto Palermo S.A. (APSA)), a company incorporated with limited liability under the laws of the Argentine Republic (herein called the “Issuer”), THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York), a New York banking corporation (herein called the “Depositary”), and all Owners (as hereinafter defined) and holders from time to time of American Depositary Shares issued hereunder.
ELEVENTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 31st, 2019 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
TRADUCCIÓN PÚBLICA SWORN TRANSLATION ADDENDUM TO CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
IRSA Propiedades Comerciales S.A. as Issuer, The Bank of New York Mellon as Trustee, Co-Registrar, Principal Paying Agent and Transfer Agent, and Banco Santander Río S.A. as Registrar, Paying Agent, Transfer Agent and Representative of the Trustee in...Indenture • October 21st, 2016 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings • New York
THIS INDENTURE, dated as of March 23, 2016 (this “Indenture”), among IRSA Propiedades Comerciales S.A., a sociedad anónima organized under the laws of the Republic of Argentina (“Argentina”) and domiciled at Moreno 877, 22nd Floor, (C1091AAQ) City of Buenos Aires, Argentina (“IRSA PC”), incorporated, organized and registered with the Public Registry of Commerce of the City of Buenos Aires (IGJ) on August 29, 1889, under Number 323, Page 6, Book 85 of the Stock Corporations Volume, with a term of duration which expires on August 28, 2087, The Bank of New York Mellon, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as trustee (in such capacity, the “Trustee”), co-registrar (in such capacity, the “Co-Registrar”), principal paying agent (in such capacity, the “Principal Paying Agent”, and together with any other paying agents appointed by IRSA PC in their respective capacities as such, the “Paying Agents”) and transfer agent (in suc
IRSA PROPIEDADES COMERCIALES S.A., as Issuer and The Bank of New York Mellon, as Trustee, Co-Registrar, Principal Paying Agent and Transfer Agent, The Bank of New York Mellon (Luxembourg) S.A., as Luxembourg Paying Agent and Luxembourg Transfer Agent...First Supplemental Indenture • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of March 23, 2016, between IRSA PROPIEDADES COMERCIALES S.A., a sociedad anónima organized under the laws of the Republic of Argentina (“Argentina”) and domiciled at Moreno 877, 22nd Floor, (C1091AAQ) City of Buenos Aires, Argentina (“IRSA PC”) , incorporated, organized and registered with the Public Registry of Commerce of the City of Buenos Aires (IGJ) on August 29, 1889, under Number 323, Page 6, Book 85 of the Stock Corporations Volume, with a term of duration which expires on August 28, 2087, The Bank of New York Mellon, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as trustee (in such capacity, the “Trustee”), co-registrar (in such capacity, the “Co-Registrar”), principal paying agent (in such capacity, the “Principal Paying Agent” and, together with the Luxembourg Paying Agent (as defined below) and any other paying agents appointed by IRSA PC
ContractCorporate Services Master Agreement • October 23rd, 2015 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
SECOND ADDENDUM TO CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 31st, 2014 • Alto Palermo Sa Apsa • Operators of nonresidential buildings
SIXTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS ----TO THE CORPORATE SERVICES MASTER AGREEMENT----Corporate Services Master Agreement • October 31st, 2014 • Alto Palermo Sa Apsa • Operators of nonresidential buildings
FIFTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 26th, 2012 • Alto Palermo Sa Apsa • Operators of nonresidential buildings
AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • December 27th, 2007 • Alto Palermo Sa Apsa • Operators of nonresidential buildings
TRADUCCIÓN PÚBLICA SWORN TRANSLATION TWELFTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENT TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 27th, 2020 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
TRADUCCIÓN PÚBLICA SWORN TRANSLATION [All odd pages carry five illegible signatures.] NINTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
FRAMEWORK AGREEMENT FOR THE EXCHANGE OF CORPORATE SERVICEFramework Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
TRADUCCIÓN PÚBLICA SWORN TRANSLATION EIGHTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTSCorporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
Clause 2Property Transfer Agreement • February 3rd, 2014 • Alto Palermo Sa Apsa • Operators of nonresidential buildings
Background. 2.1. Property. That according to the background information, "APSA" owns the property located at Beruti numbers 3351 and 3359 in this city, with the size, boundaries and other circumstances exposed below, hereinafter referred to indistinctly as "the property".
IRSA PROPIEDADES COMERCIALES S.A. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Amended and Restated Deposit Agreement Dated as of July 5, 2017Deposit Agreement • July 13th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings • New York
AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of July 5, 2017 among IRSA PROPIEDADES COMERCIALES S.A. (formerly known as Alto Palermo S.A. (APSA)), a company incorporated with limited liability under the laws of the Argentine Republic (herein called the “Issuer”), THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York), a New York banking corporation (herein called the “Depositary”), and all Owners (as hereinafter defined) and holders from time to time of American Depositary Shares issued hereunder.
SWORN TRANSLATION THIRD AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
SEVENTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS —TO THE CORPORATE SERVICES MASTER AGREEMENT—Corporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
FOURTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS —TO THE CORPORATE SERVICES MASTER AGREEMENT—Fourth Agreement for the Implementation of Amendments to the Corporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
FIFTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
IRSA Propiedades Comerciales S.A. as Issuer, The Bank of New York Mellon as Trustee, Co-Registrar, Principal Paying Agent and Transfer Agent, and Banco Santander Río S.A. as Registrar, Paying Agent, Transfer Agent and Representative of the Trustee in...Indenture • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings • New York
THIS INDENTURE, dated as of March 23, 2016 (this “Indenture”), among IRSA Propiedades Comerciales S.A., a sociedad anónima organized under the laws of the Republic of Argentina (“Argentina”) and domiciled at Moreno 877, 22nd Floor, (C1091AAQ) City of Buenos Aires, Argentina (“IRSA PC”), incorporated, organized and registered with the Public Registry of Commerce of the City of Buenos Aires (IGJ) on August 29, 1889, under Number 323, Page 6, Book 85 of the Stock Corporations Volume, with a term of duration which expires on August 28, 2087, The Bank of New York Mellon, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as trustee (in such capacity, the “Trustee”), co-registrar (in such capacity, the “Co-Registrar”), principal paying agent (in such capacity, the “Principal Paying Agent”, and together with any other paying agents appointed by IRSA PC in their respective capacities as such, the “Paying Agents”) and transfer agent (in suc
SIXTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS —TO THE CORPORATE SERVICES MASTER AGREEMENT—Corporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
TRADUCCIÓN PÚBLICA SWORN TRANSLATION SECOND AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • October 11th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
IRSA Propiedades Comerciales S.A. 10,240,000 common shares in the form of American Depositary Shares Underwriting AgreementUnderwriting Agreement • October 31st, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings • New York
IRSA Inversiones y Representaciones S.A. a corporation (sociedad anónima) organized under the laws of Argentina (the “Selling Stockholder”) proposes to sell to J.P. Morgan Securities LLC (the “Underwriter”), an aggregate of 10,240,000 common shares par value Ps. 1.00 per share, of IRSA Propiedades Comerciales S.A., a corporation (sociedad anónima) organized under the laws of Argentina (the “Company”) (the common shares of the Company, the “Shares”) in the form of 2,560,000 American Depositary Shares (the “ADSs”), each representing four Shares (such amount of Shares in the form of ADSs, the “Offered Securities”). The Shares will be delivered in the form of ADSs and will be evidenced in the form of American depositary receipts (“ADRs”) to be issued under an amended and restated deposit agreement dated as of July 5, 2017, among the Company, The Bank of New York Mellon (as successor to The Bank of New York), as depositary (the “Depositary”), and owners of ADSs issued thereunder (the “Depos
TRADUCCIÓN PÚBLICA SWORN TRANSLATION SECOND AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTCorporate Services Master Agreement • December 30th, 2008 • Alto Palermo Sa Apsa • Operators of nonresidential buildings
EIGHTH AGREEMENT FOR THE IMPLEMENTATION OFCorporate Services Master Agreement • October 21st, 2016 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
TRADUCCIÓN PÚBLICA SWORN TRANSLATION THIRD AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTThird Agreement for the Implementation of Amendments to the Corporate Services Master Agreement • December 30th, 2009 • Alto Palermo Sa Apsa • Operators of nonresidential buildings
Alto Palermo S.A. (APSA) as Issuer, The Bank of New York as Trustee, Co- Registrar, Principal Paying Agent and Transfer Agent, and Banco Santander Río S.A. as Registrar, Paying Agent, Transfer Agent and Representative of the Trustee in Argentina...Indenture • December 27th, 2007 • Alto Palermo Sa Apsa • Operators of nonresidential buildings • New York
THIS INDENTURE, dated as of May 11, 2007 (this “Indenture”), among Alto Palermo S.A. (APSA), a sociedad anónima organized under the laws of the Republic of Argentina (“Argentina”) and domiciled at Moreno 877, 22nd Floor, (C1091AAQ) City of Buenos Aires, Argentina (“APSA”), incorporated, organized and registered with the Public Registry of Commerce of the City of Buenos Aires (IGJ) on August 29, 1889, under Number 323, Page 6, Book 85 of the Stock Corporations Volume, with a term of duration which expires on August 28, 2087, The Bank of New York, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as trustee (in such capacity, the “Trustee”), co-registrar (in such capacity, the “Co-Registrar”), principal paying agent (in such capacity, the “Principal Paying Agent”, and together with the Luxembourg Paying Agent (as defined below) and any other paying agents appointed by APSA in their respective capacities as such, the “Paying Agents”)
FOURTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS ----TO THE CORPORATE SERVICES MASTER AGREEMENT----Fourth Agreement for the Implementation of Amendments to the Corporate Services Master Agreement • December 13th, 2011 • Alto Palermo Sa Apsa • Operators of nonresidential buildings
TRADUCCIÓN PÚBLICA SWORN TRANSLATION [All odd pages carry five illegible signatures.] NINTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENTNinth Agreement for the Implementation of Amendments to the Corporate Services Master Agreement • May 26th, 2017 • Irsa Propiedades Comerciales S.A. • Operators of nonresidential buildings
