TRADUCCIÓN PÚBLICA SWORN TRANSLATION TWELFTH AGREEMENT FOR THE IMPLEMENTATION OF AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENT
Exhibit
4.15
TRADUCCIÓN PÚBLICA
SWORN TRANSLATION
TWELFTH AGREEMENT FOR THE IMPLEMENTATION OF
AMENDMENTS
Agreement
made in the Autonomous City of Buenos Aires on the 30th day of June of 2020
by and between:
(i)
CRESUD S.A.C.I.F. y A.,
domiciled at Xxxxxx 877, 23th Floor, Autonomous City of Buenos
Aires, represented hereat by the undersigned attorneys-in-fact
(hereinafter “CRESUD”), party of the first
part;
(ii)
IRSA Propiedades Comerciales
S.A., domiciled at Xxxxxx 877, 22nd Floor, Autonomous
City of Buenos Aires, represented hereat by the undersigned
attorneys-in-fact (hereinafter “IRSAPC”), party of the
second part, and
(iii)
IRSA Inversiones y Representaciones
Sociedad Anónima, domiciled at Xxxxxxx 000,
0xx Xxxxx,
Xxxxxxxxxx Xxxx xx Xxxxxx Xxxxx and having established domicile for
purposes hereof at Xxxxxx 877, 22nd Floor, Autonomous
City of Buenos Aires, represented hereat by the undersigned
attorneys-in-fact, party of the third part (hereinafter
“IRSA” and collectively with CRESUD and IRSAPC referred
to as “THE PARTIES”).
WHEREAS:
(i) On
June 30, 2004 THE PARTIES executed a Master Agreement for the
Exchange of Corporate Services (hereinafter “the Master
Agreement”);
(ii) On
August 23, 2007 THE PARTIES executed the First Agreement for the
Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the “First Agreement”), whereby
certain amendments were introduced to the Areas of Exchange of
Corporate Services and the Cost Distribution Bases, and new
Individually Responsible Persons were appointed;
(iii)
On August 14, 2008 and November 27, 2009, THE PARTIES executed the
Second Agreement for the Implementation of Amendments to the
Corporate Services Master Agreement (hereinafter the "Second
Agreement”) and the Third Agreement for the Implementation of
Amendments to the Corporate Services Master Agreement (hereinafter
the “Third Agreement”), respectively, whereby new
amendments were introduced to the Areas of Exchange of Corporate
Services and the Cost Distribution Bases;
(iv) On
March 12, 2010, THE PARTIES executed an Addendum to the Master
Agreement for the Exchange of Corporate Services (hereinafter the
“Addendum”) whereby THE PARTIES agreed to unify in
CRESUD the services of the Areas of Exchange of Corporate Services,
for which purposes the employment agreements of
(v) On
July 11, 2011, THE PARTIES executed the Fourth Agreement for the
Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the "Fourth Agreement”); on October
15, 2012, THE PARTIES executed the Fifth Agreement for the
Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the "Fifth Agreement"); on November 12,
2013, THE PARTIES executed the Sixth Agreement for the
Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the “Sixth Agreement”); and on
February 18, 2015, THE PARTIES executed the Seventh Agreement for
the Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the “Seventh Agreement” and
together with the First Agreement, the Second Agreement, the Third
Agreement, the Fourth Agreement, the Fifth Agreement and the Sixth
Agreement, the “Agreements”), whereby new amendments
were introduced to the Areas of Exchange of Corporate Services and
the Cost Distribution Bases;
(vi)
Pursuant to the structuring process of a new organizational model
of division of areas by business, an agreement was reached to
transfer to IRSA and/or IRSAPC the employment agreements of those
employees who render services related to the Technical,
Infrastructure and Services, Purchases, Architecture and Design and
Works Development Area, Real Estate Business Management, Real
Estate Business Human Resources, Safety and Real Estate Areas, all
of them related to the real estate business. On February 24, 2014
THE PARTIES executed a Second Addendum to the Master Agreement for
the Exchange of Corporate Services (hereinafter the “Second
Addendum”) whereby the mechanisms to be used for the
allocation of the costs of potential labor expenses that such
process would involve were established.
(vii)
On November 12, 2015, THE PARTIES executed the Eighth Agreement for
the Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the “Eighth
Agreement”)
(viii)
On May 5, 2017, THE PARTIES executed the Ninth Agreement for the
Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the “Ninth
Agreement”).
(ix) On
June 29, 2018, THE PARTIES executed the Tenth Agreement for the
Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the “Tenth
Agreement”).
(x) On
June 28, 2019, THE PARTIES executed the Eleventh Agreement for the
Implementation of Amendments to the Corporate Services Master
Agreement (hereinafter the “Eleventh
Agreement”).
(xi)
THE PARTIES have been performing the Master Agreement based on an
Implementation Manual originally drafted by Deloitte & Co.
S.R.L., updated in due time;
(xii)
In accordance with the recommendations made by Deloitte on its
reports, new operational changes have been implemented in the Areas
of Exchange of Corporate Services and the Cost Distribution Bases
starting in July 2018, which THE PARTIES wish to acknowledge in
writing;
(xiii)
THE PARTIES have disclosed the content of the TWELFTH AGREEMENT FOR THE IMPLEMENTATION OF
AMENDMENTS TO THE CORPORATE SERVICES MASTER AGREEMENT
(hereinafter the “Twelfth Agreement”) to their
respective Audit Committees; and
(xix)
THE PARTIES execute this Twelfth Agreement ad referendum the effective approval
thereof by the Board of Directors of THE PARTIES;
NOW IN CONSIDERATION OF THE FOREGOING, THE PARTIES hereby
agree to execute this Twelfth Agreement subject to the following
terms and conditions:
ONE: THE PARTIES ratify that the Areas (as defined in the
Master Agreement) and the calculation method applicable to the
Exchange of Operational Services (also as defined in the Master
Agreement) have been changed as from the dates listed below,
amending therefore Exhibits I and II, as amended by the Agreements,
to the Master Agreement as per the following detail:
(i)
Starting in July 2019, the Human Resources department reporting to
the Shared Services Center (CSC) changed its Cost distribution
method from “50% weighing of percentages of the CSC sectors;
and 50% weighing of percentages of the Corporate divisions”
to “75% weighing of percentages of the CSC sectors; and 25%
weighing of percentages of the Corporate divisions.” As a
consequence, Exhibit II was modified to reflect these
changes.
(ii)
Starting in July 2019, the Commercial Transactions department
reporting to the Shared Services Center changed the Cost
distribution method from “Hours devoted to each task”
to “Number of agreements signed by company. As a consequence,
Exhibit II was modified to reflect these changes.
(iii)
Starting in July 2019, the Financial Planning and Risks department
reporting to the Administration and Finance area changed the Cost
distribution method from “time spent in tasks
performed” to “50 % for Financial Risks will be
distributed pro rata based on the following: Number of risk notes
made for balance sheets, Valuation of instruments, Fair Value of
Liabilities (number of valued debts), yield/risk analysis for
assets and Liabilities. Fifty percent (50%) for Financial Planning
will be distributed pro rata based on the number of consolidated
companies in each cash report submitted on a monthly basis and
those companies in which a quarterly report is separately sent for
the company because there is a partner.” As a consequence,
Exhibit II was modified to reflect these changes.
(iv)
Starting in July 2019, the System Maintenance division reporting to
the Shared Services Center became a party to the Shared Services
Agreement, and it applied the Cost distribution method “Hours
devoted to each task.” As a consequence, Exhibits I and II
were modified to reflect these changes.
(v)
Starting in January 2020, the Financial Administration department
reporting to Administration and Finance changed the Cost
distribution method from “total Assets weighted at 40% and
total Liabilities weighted at 60%. The resulting percentage shall
be weighted at 80% over the total. The remaining 20% will
correspond to the percentage that each company consummates over the
total inquiries for special transactions.” to “Total
Assets weighted at 60% and total Liabilities weighted at 40%. The
resulting percentage shall be weighted at 50% over the total.
Thirty percent (30%) corresponds to the number of transactions
performed for each vehicle and its subsidiaries. The remaining 20%
will correspond to the number of vehicles for which transactions
are performed and the number of inquiries for special
transactions.” As a consequence, Exhibit II was modified to
reflect these changes.
(vi)
Starting in March 2020, the functions of the Hotels division were
absorbed by the Investments area. As a consequence, Exhibits I and
II were modified to reflect these changes.
(vii)
Starting in March 2020, the Rental Offices segment ceased to report
to the Investments division. As a consequence, Exhibits I and II
were modified to reflect these changes.
(viii)
In March 2020, the Governmental Affairs division started reporting
to the Investments area. In addition, starting in July 2020, the
sector changed its Cost distribution method from “Weighing of
allocated projects” to “Tasks performed and time spent
in such tasks.” As a consequence, Exhibits I and II were
modified to reflect these changes.
(ix)
Starting in July 2020, the Investments division and the Commercial
Design division, reporting to the Investments area, changed their
cost distribution methods from “By total book value of the
properties in each company” and “IRSA/IRSAPC: Projects
executed,” to the same method for both of them: “Tasks
performed and time spent in each”. As a consequence, Exhibit
II was modified to reflect these changes.
(x)
Starting in July 2020, the Internal Control and Internal Audit
departments, reporting to Compliance, were combined into one single
department under the name of “Risk Management and
Audit,” and implemented as Cost distribution method
“Time estimated/projected in the annual plan.” As a
consequence, Exhibit II was modified to reflect these
changes.
(xi)
Starting in July 2020, the Compliance Department, Fraud Prevention
and Corporate Governance, reporting to the Compliance department,
were combined into one single department under the name of
“Compliance Department,” and implemented the Cost
distribution method “Proportional among the three
companies.” As a consequence, Exhibit II was modified to
reflect these changes.
(xii)
Starting in July 2020, a part of the Corporate Accounting and
Reporting department reporting to the Administration and Finance
area, together with the Accounting and Reporting department of the
Real Estate Business reporting to the Administration department of
the Real Estate Business, and the Accounting and
Reporting
department reporting to the Agricultural Business, were combined
into one single department under the name of Accounting and
Reporting, and implemented the Cost distribution method
“Number of vouchers recorded by the three companies and their
managed subsidiaries.” As a consequence, Exhibit II was
modified to reflect these changes.
In
consideration of the foregoing, the PARTIES hereby put on record
that, subject to the clarifications detailed in the preceding
clauses and for purposes of updating Exhibits I and II, they shall
be read as hereto attached for the periods and as from the dates
indicated.
TWO: THE PARTIES represent that all the sections of the
Master Agreement, the Agreements, the Addendum and the Second
Addendum that have not been amended pursuant to this Twelfth
Agreement continue to be in full force and effect.
In
witness whereof, this Agreement has been executed in three (3)
counterparts of the same tenor and to a single effect in the place
and on the date first written.
CRESUD S.A.C.I.F.y A.
[Illegible signature] Xxxxxxx Xxxxxxx / [Illegible signature] Xxxxxx
Bolusson
Attorneys-in-fact
IRSA Inversiones y Representaciones Sociedad
Anónima
[Illegible signature] Xxxx Xxxx Xxxxxxxxx /
[Illegible signature] Xxxxxxx
Xxxxxx Xxxxxxxxxxx
Attorneys-in-fact
IRSA Propiedades Comerciales S.A.
[Illegible signature] Xxxxxx Xxxxxxx / [Illegible signature] Xxxxxxxx
Xxxxxxx
Attorneys-in-fact
Exhibit I
Description of Corporate Services Exchange
Areas
Corporate Human Resources
The Human Resources sector renders to THE PARTIES the service
consisting in Human Resources Administration; Human Resources
Management, and Organizational Culture Management. Within the main
activities of the sector we may mention labor relationships,
selection of managerial positions, leadership training and
interpersonal skills, compensation and benefits, internal
communications, etc.
Administration and Finance
The Administration and Finance sector renders to THE PARTIES the
service consisting in Investor Relations, Capital Markets,
Financial Risk and Management of Financial Transactions. In
addition, it renders to THE PARTIES the service consisting in
planning and defining the companies’ fiscal
policies and
Control and determination of the companies’ accounting
guidelines and policies.
Planning
The Planning area is responsible for medium- and long-term
planning, for aligning THE PARTIES’ objectives and individual
goals, for coordinating THE PARTIES’ investment analysis,
controlling the Board’s and corporate expenses management and
budgeting, and for coordinating all the management information
flowing through the businesses and submitted to the respective
Boards of Directors.
Institutional Relations
The Institutional Relations department renders to THE PARTIES the
service consisting in relations with the media and communities
where the company does business, consisting in drafting of
newsletters and statements, preparation of brochures and
institutional events, CSR strategy, relationship with NGOs and
planning and preparation of CSR actions.
Compliance
The Compliance sector is responsible for information security and
Internal Control, controlling the proper management of the
different processes that constitute the administrative and
accounting system and participating in their continuous
improvement. In addition, it is in charge of verifying compliance
with controls defined in the processes as well as with the
regulations, principles and procedures that govern the governing
bodies of the Parties. In addition, it provides support and
assistance to the Audit Committee for compliance with its duties.
Furthermore, it renders to THE PARTIES Corporate Fraud Prevention
services.
Shared Services Center
The Shared Services Center provides THE PARTIES with all the
transactional and operational services associated with income and
expense management, to the services inherent in managing human
resources benefits and payroll processing, in commercial contract
management, in errand running services and in general services. And
it is also responsible for managing, maintaining and providing
support to systems, technology and processes and the
companies’ tax calculation processes. In addition, it
controls the expenses management and budgeting of the
area.
Safety
The Safety sector renders to THE PARTIES the surveillance
service.
Legal Affairs - Corporate
The Legal Affairs - Corporate sector renders to THE PARTIES the
service consisting in aid to the preparation, analysis of and
answer to legal briefs, agreements, official letters, etc. In
addition, it renders to THE PARTIES the service consisting in
managing their assets’ coverage by negotiating, purchasing
and monitoring insurance policies, dealing with claims in terms of
coverage, collection, etc.
Technical, Infrastructure and Services
The Technical, Infrastructure and Services sector renders to THE
PARTIES the services consisting in Operation, maintenance and
preservation of real estate assets and land reserves of the
Companies.
Purchases and Hirings
The Purchases and Hirings sector renders to THE PARTIES the
services consisting in procuring the most appropriate goods and/or
service for the purpose for which they will be used. Quality, costs
and terms of delivery are essential when taking the decision to
hire. In addition, this sector deals with the necessary means to
obtain appropriate financing of the purchases from
suppliers.
Proceedings and Permits
The Proceedings and Permits sector renders to IRSA and IRSA PC the
service consisting in management of national and municipal permits
and licenses before the controlling entities.
Corporate Environment
The Corporate Environment Sector assesses the environmental impact
of projects and activities in order to determine preventive and
corrective actions. This sector seeks to minimize potential
impacts, following the working methodology set forth in an
Environmental Management System. This area also manages the
environmental records that are required by operation of
law.
Investments
The Investments sector renders to IRSA and IRSA PC the services
consisting in sales, acquisitions, Commercial design and Project
management of real estate. In addition, it takes part in the
businesses of IRSA and IRSA PC arising from governmental grants
(exploitation concessions and private initiatives).
It renders to IRSA the services consisting in the integration of
the different areas of hotels along with their business relations.
It carries out activities to optimize and control hotels’
management and organization.
It renders to IRSA the services consisting in the integration of
the different areas of IRSA International Businesses with its
business relationships and performs tasks intended to optimize and
control management of such companies.
Rental Offices
The Rental Offices sector renders to IRSA and IRSA PC the services
consisting in commercial management of offices and other real
properties of the real estate business.
Xxxxxxx
Xxxxxxx includes the employees performing activities of
support and assistance to the Parties’ Board of
Directors.
Real Estate Business Board of Directors to be
Distributed
The Real Estate Business Board of Directors to be Distributed
sector includes the employees performing activities of support and
assistance to the Board of Directors of IRSA and
IRSAPC.
Attorneys-in-Fact
The Attorneys-in-Fact sector groups the employees who perform
activities consisting in representing THE PARTIES before different
governmental agencies.
General Management Department to be Distributed
The General Management Department to be Distributed sector includes
employees performing activities of support and assistance to the
Parties’ General Management Departments.
Board of Directors’ Safety
The Board of Directors’ Safety sector renders to the Parties
the service consisting in comprehensive safety for the main
officers acting in their Board of Directors.
Real Estate Business Management
The Real Estate Business Management sector renders the following
services to IRSA and IRSAPC: budget and management control,
analysis of new businesses, marketing and leadership agreements for
the business legal aspects.
Real Estate Business HR
The Real Estate Business HR sector renders to IRSA and IRSAPC the
service consisting in Human Resource Administration; Human Resource
Management; Workplace Safety, Hygiene and Environment;
Organizational Culture Management and Project Management. The main
sector activities include, among others: personnel management,
recruitment and training, compensation and benefits, internal
communication, etc.
Accounting and Reporting
The Accounting and Reporting sector renders to the Parties the
services consisting in accounting and preparation of
non-consolidated and consolidated financial statements of IRSA
Inversiones y Representaciones S.A., IRSA Propiedades Comerciales
S.A. and CRESUD S.A.C.I.F. y A. and of the respective managed
subsidiaries.
Exhibit II
Cost Distribution Bases
|
Corporate
Departments
|
Department
|
Division
/ Subdivision
|
Distribution
Method
|
|
Corporate Human Resources
|
Corporate
Human Resources
|
|
By
headcount (non-corporate personnel) and weighting the percentages
of other areas (corporate personnel).
|
|
Administration and Finance
|
Finance
Department
|
|
The
percentages of all the sectors making up the area are
weighted.
|
|
Capital
Markets
|
|
Number
of financial
transactions conducted in the period weighted at 70% and the
remaining 30% corresponds to updates of offering memoranda and
“horizontal” works (20F, annual reports, Press Release,
etc.)
|
|
|
Relations
with Investors
|
|
Number
of business highlights during the six-month period, number of
earnings releases, number of meetings with investors (current or
potential) to discuss the companies’ business and strategy,
number of active coverages, number of earnings release conferences,
the complexity of the website of each company, number of material
events published in the Argentine Securities Commission and the US
Securities and Exchange Commission, and number of Roadshows
(Deal or Non-Deal). All items involved are weighted in equal
parts.
|
|
|
Financial
Planning and Risks
|
|
Fifty
percent (50 %) for Financial Risks will be distributed pro rata
based on the following: Number of risk notes made for balance
sheets, Valuation of instruments, Fair Value of Liabilities (number
of valued debts), yield/risk analysis for assets and Liabilities.
Fifty percent (50%) for Financial Planning will be distributed pro
rata based on the number of consolidated companies in each cash
report submitted on a monthly basis and those companies in which a
quarterly report is separately sent for the company because there
is a partner.
|
|
|
Financial
Administration
|
|
Total
Assets weighted at 60% and total Liabilities weighted at 40%. The
resulting percentage shall be weighted at 50% over the total.
Thirty percent (30%) corresponds to the number of transactions
performed for each vehicle and its subsidiaries. The remaining 20%
will correspond to the number of vehicles for which transactions
are performed and number of inquiries for special
transactions.
|
|
Corporate
Departments
|
Department
|
Division
/ Subdivision
|
Distribution
Method
|
|
|
Corporate
Tax
|
|
Salaries
are weighted by position and by tasks performed (by
company)
|
|
|
Corporate
Accounting and Reporting
|
|
Tasks
performed and time spent in each.
|
|
Planning
|
Planning
Department
|
|
Each
one of the sectors making up the area is weighted.
|
|
Corporate
Budget and Management Control
|
|
Overhead
expenses budget for the period is pro-rated.
|
|
|
Strategic
Analysis
|
|
Tasks
performed and the time spent in each.
|
|
|
Institutional Relations
|
|
|
Area
expenses budget for the period is pro-rated
|
|
Compliance
|
Compliance
Department
|
|
Proportional
among the three companies.
|
|
Risk
Management and Audit
|
|
Time
estimated/projected in the annual plan.
|
|
|
Information
security
|
|
Time
spent in each task is weighted
|
|
|
Shared Services Center (CSC)
|
CSC Department
|
|
The
percentage corresponding to each sector falling within the scope of
the CSC area is weighted on the basis of the impact exerted by the
relevant sector’s projected salaries on the total salaries of
the CSC.
|
|
Revenues
Administration
|
|
Number
of Revenue Transactions performed for each Company + Direct
Allocation of Resources
|
|
|
Expenses
Administration
|
|
Number
of Expense Transactions performed for each Company + Direct
Allocation of Resources
|
|
|
Customer
Administration
|
|
Direct
Allocation of Resources
|
|
|
Collections
Administration
|
|
Direct
Allocation of Resources
|
|
|
Treasury
Administration
|
|
Number
of Treasury Transactions performed for each Company.
|
|
|
Own
Account Administration
|
|
Number
of Transactions performed for each Company.
|
|
|
Technology
|
|
Weighting
of time spent in each task (related to the services).
|
|
|
IT
Services
|
|
Number
of CASTI incidents processed for each Company.
|
|
|
Master
Data
|
|
Number
of transactions processed by each Company.
|
|
|
Systems
and Applications
|
|
Hours
devoted to each task.
|
|
|
Project
Systems
|
|
Hours
devoted to each task.
|
|
|
Systems
Maintenance
|
|
Hours
devoted to each task.
|
|
|
Commercial
Transactions
|
|
Number
of agreements signed by Company
|
|
|
Data
Management
|
|
Hours
devoted to each task.
|
|
|
Process
Quality
|
|
Weighting
of time spent in each task.
|
|
|
CSC
Human Resources
|
|
75%
weighting of % of CSC sectors; and 25% weighting % of Corporate
sectors.
|
|
|
Errand
Running Service
|
|
Number
of errands run.
|
|
|
Back
office
|
|
Hours
spent in each task.
|
|
|
General
Services
|
|
Hours
spent in each task.
|
|
|
Administrative
operations
|
|
The
percentage of each sector served is weighted.
|
|
|
Services
Control
|
|
Number
of documents controlled by company
|
|
|
CSC
Taxes
|
|
Salaries
are weighted by position and by tasks performed (by
company)
|
|
|
Real Estate Business Management
|
Real
Estate Business Administration Department
|
|
Each of
the Departments comprising the Area is weighted. It does not render
services to Cresud.
|
|
Real
Estate Business Analysis
|
|
Hours
devoted to reviewed projects as applicable to IRSA PC or
IRSA.
|
|
|
Real
Estate Legal Affairs
|
|
Weighting
of hours and salaries.
|
|
|
Real
Estate Budget and Management Control
|
|
Actual
revenues per company.
|
|
|
Real Estate Business Board of Directors to be
Distributed
|
|
|
Proportional
between IRSA and IRSAPC. Excludes Cresud.
|
|
Real Estate Business HR
|
|
|
By
payroll
|
|
Safety
|
|
|
Per
hour
|
|
Legal Affairs - Corporate
|
|
|
Weighted
between number of minutes analyzed and premium amount of the annual
insurance program.
|
|
Corporate
Departments
|
Department
|
Division
/ Subdivision
|
Distribution
Method
|
|
Corporate Environment and Quality
|
|
|
Area
expenses budget for the period is pro-rated.
|
|
Technical, Infrastructure and Services
|
Technical,
Infrastructure and Services
(IRSAPC
– IRSA: Weighted average from the Departments reporting to it
less the percentage allocated to CRESUD. CRESUD: a percentage is
calculated based on the hours spent in the tasks
performed/planned)
|
Planning
and Control
|
By
allocation of resources
|
|
Logistics
|
Weighted
between directly assigned personnel and centralized personnel
distributed per square meter of the real property (IRSA and IRSAPC)
and time spent in tasks (CRESUD).
|
||
|
Distributed
Operations
|
Square
meters of real property held, operated and to which maintenance
services are provided (IRSA and IRSAPC) and time spent in tasks
(CRESUD).
|
||
|
Third
parties' services
|
Distribution
by resource allocation.
|
||
|
Traveling
Personnel
|
Maintenance
hours (IRSA and IRSAPC) and time spent in tasks
(CRESUD).
|
||
|
Engineering
and Maintenance
|
Square
meters of real property held, to which maintenance, engineering and
other services are provided (IRSA and IRSAPC) and time spent in
tasks (CRESUD).
|
||
|
Architecture
|
Personnel
distributed by footage and number of stores.
|
||
|
Buildings
Personnel To be distributed
|
By
number of buildings in each company.
|
||
|
Purchases and Hirings
|
|
|
Purchase
orders through a weighting of their volume and amount.
|
|
Proceedings and Permits
|
|
|
Tasks
performed and time spent in each.
|
|
Investments
|
Investments
|
|
Tasks
performed and time spent in each.
|
|
Project Management
|
|
Tasks
performed and time spent in each.
|
|
|
Commercial Design
|
|
Tasks
performed and time spent in each.
|
|
|
Governmental Affairs
|
|
Tasks
performed and time spent in each.
|
|
|
Rental Offices
|
|
|
By
total book value of the properties in each company
|
|
Bolívar
|
|
|
Proportional
among the three companies.
|
|
Attorneys-in-fact
|
|
|
Proportional
among the three companies.
|
|
Board of Directors’ Safety
|
|
|
Proportional
among the three companies.
|
|
General Management to be distributed
|
|
|
Proportional
among the three companies.
|
|
Accounting and Reporting
|
|
|
Number
of vouchers recorded for the three companies and their managed
subsidiaries.
|
THIS DOCUMENT IS A TRUE AND
ACCURATE TRANSLATION into English of the document in Spanish
I have had before me in Buenos Aires, on this 25th day of August,
2020.
[For authentication purposes
only:]
ES TRADUCCIÓN FIEL xx
xxxxxx del documento adjunto redactado en español que he
tenido ante mí y al cual me remito en Buenos Aires, a los 00
xxxx xx xxxxxx xx 0000.
