SUPERINTENDENCE OF COMPANIES (INSPECCIÓN GENERAL DE JUSTICIA) EXECUTIVE ORDER No. 754/95 LAW No. 23,412

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1 SUPERINTENDENCE OF COMPANIES (INSPECCIÓN GENERAL DE JUSTICIA) EXECUTIVE ORDER No. 754/95 LAW No. 23,412 ASSOCIATION OF NOTARIES PUBLIC IN AND FOR THE CITY OF BUENOS AIRES L Official Certification No Belonging to: BANCO HIPOTECARIO S.A. Address: Reconquista 151 Book: Shareholders Meetings Minutes Book Number: 2 Consisting of 0500 pages Remarks: No remarks This Book is officially certified on this date with the involvement of the Certifying Notary Public duly authorized to be in charge of Notarial Register No. 453 in the City of Buenos Aires Buenos Aires, May 9, 2008 [Illegible [Seal:] Stella Maris Castorina Head - Books Official Certification Area [Illegible [Round seal:] Elizabeth A. Cordoba License 4253 Notary Public 1

2 MINUTES OF SPECIAL MEETING OF CLASSES C AND D SHAREHOLDERS No In the City of Buenos Aires on April 4, 2017 at p.m. a Special Meeting of Classes C and D Shareholders was held at the registered office located at Reconquista 151, 7th floor, City of Buenos Aires, by the shareholders of "BANCO HIPOTECARIO S.A." registered on pages 150 and 151 of the Company s Share Deposit Book and Record of Shareholders Meeting Attendance Nº 6, in order to deal with the Agenda items as described in Board Minutes No. 402 dated February 22, 2017, as published in the Official Gazette on March 1, 2, 3, 6 and 7, and in La Prensa Newspaper from March 2 to and including March 6, The Shareholders Meeting was attended, on first call, by 10 shareholders represented by proxy and by 1 shareholder acting on his own behalf, holding in the aggregate 688,850,717 common Class "C" and "D" shares, representing 92.90% of the outstanding capital stock and entitled to 1,916,552,151 votes. The Shareholders Meeting was presided over by Mr. Eduardo Sergio ELSZTAIN as Chairman of the Company. The meeting was attended by Directors: Mario BLEJER, Cristina SALZWEDEL, Edgardo PODJARNY, Fernando RECALDE, Saúl ZANG, Ada MAZA, Julio DREIZZEN, Carlos PÍSULA, Gabriel REZNIK, Pablo VERGARA DEL CARRIL, Ernesto VIÑES and Mauricio WIOR. Moreover, Statutory Auditors, Francisco GONZÁLEZ, Héctor IVANCICH, Ricardo FLAMMINI and Marcelo Héctor FUXMAN were also present. In addition, the General Manager, Mr. Fernando RUBIN, was also present. Statutory Auditor José Daniel ABELOVICH was not present as he was abroad at the time. Further, Accountant Ariel SCHMUTZ attended the meeting on behalf of the Buenos Aires Stock Exchange and Accountant Natalia COLOMBO did so on behalf of the Argentine Securities Commission. Then, upon quorum being verified and as no objections were raised against holding the meeting, the Chairman called the meeting to order and submitted the first Agenda item: I. APPOINTMENT OF TWO SHAREHOLDERS TO APPROVE AND SIGN THE MINUTES The representative of Shareholders identified under Order Numbers 5 through 10, asked for the floor and proposed that the Shareholders Meeting Minutes be approved and signed by the representative of Shareholder ARGENTINE SOCIAL SECURITY ADMINISTRATION SUSTAINABILITY FUND Law No. 26,425 and by the representative of Shareholder IRSA INVERSIONES Y REPRESENTACIONES S.A., anticipating his affirmative vote in that sense. The Shareholders cast their votes, and the Chairman informed that the motion was approved unanimously by 1,915,909,011 affirmative votes, representing 99.97% of the votes cast, with the abstention of Shareholder identified under Order Number 2 (THE BANK OF NEW YORK ADRS) for 643,140 shares. Next, the Chairman submitted the second Agenda item: II. ELECTION OF THREE REGULAR STATUTORY AUDITORS FOR TWO FISCAL YEARS, TO REPLACE THREE REGULAR STATUTORY AUDITORS WHOSE MANDATE HAS EXPIRED. The representative of Shareholders identified under Order 2

3 Numbers 5 through 10 took the floor and motioned for the appointment of the following individuals: José Daniel ABELOVICH (National Identity Document DNI- No ), Marcelo Héctor FUXMAN (National Identity Document DNI- No ) and Ricardo FLAMMINI (National Identity Document DNI- No ) as Regular Statutory Auditors to hold office for two fiscal years and establishing special domicile as follows: Mr. ABELOVICH and Mr. FUXMAN, at 25 de Mayo 596, 8 th floor and Mr. FLAMMINI at Reconquista 151, 5 th floor, both in the City of Buenos Aires. For the purposes of Section 12 Part III - Chapter III, Title II of the Argentine Securities Commission Regulations (N.T. 2013), it was informed that Messrs. ABELOVICH, FUXMAN, and FLAMMINI are independent. The Chairman remarked that none of the above-mentioned individuals appointed is subject to any of the disqualifying conditions as provided for by Section 10 of the Financial Institutions Law. Then, the representative of Shareholder ARGENTINE SOCIAL SECURITY ADMINISTRATION SUSTAINABILITY FUND Law No. 26,425, Mr. Ignacio Álvarez Pizzo, identified under Order Number 4, took the floor and, pursuant to Section 114 of Law No. 24,156, motioned and voted for the appointment of accountants Sandra AUDITORE (National Identity Document DNI- No ), Cecilia Leonor CARABELLI (National Identity Document DNI- No ) and Gustavo Alberto MACAGNO (National Identity Document DNI- No ) to act as Regular Statutory Auditors to hold office for two fiscal years. It was informed that the above-mentioned individuals are independent pursuant to the terms of Section 12 Part III - Chapter III, Title II of the Argentine Securities Commission Regulations (N.T. 2013). The Chairman submitted the above-mentioned motions to vote, beginning with the first motion made. The Shareholders cast their votes and the Chairman informed that the motion submitted by the representative of the Shareholders identified under Order Numbers 5 through 10 was approved by 1,346,082,216 affirmative votes, representing 70.23% of votes cast. A number of 569,826,795 negative votes were cast representing 29.73% of the votes issued by Shareholders identified under Order Number 1 (BANCO DE LA NACIÓN ARGENTINA - TRUSTEE OF THE FFFIR ASSISTANCE TRUST), 3 (THE BANK OF NEW YORK ADRS - BANCO NACIÓN) and 4 (ARGENTINE SOCIAL SECURITY ADMINISTRATION). The abstention of Shareholder identified under Order Number 2 (THE BANK OF NEW YORK ADRS) for 643,140 votes was recorded. The Chairman remarked that the above-mentioned individuals appointed Regular Statutory Auditors have given notice to the Company by sufficient means, and prior to this Shareholders Meeting, of their acceptance of the office proposed. Then, the Chairman submitted the third Agenda item: III. ELECTION OF THREE ALTERNATE STATUTORY AUDITORS FOR TWO FISCAL YEARS, TO REPLACE THREE ALTERNATE STATUTORY AUDITORS WHOSE MANDATE HAS EXPIRED. The representative of Shareholders identified under Order Numbers 5 3

4 through 10 took the floor and motioned for the appointment of the following individuals: Roberto MURMIS (National Identity Document DNI - No ); Alicia Graciela RIGUEIRA (National Identity Document DNI- No ) and Noemí COHN (National Identity Document DNI- No ) to act as Alternate Statutory Auditors to hold office for two fiscal years, establishing special domicile at 25 de Mayo 596, 8 th Floor, City of Buenos Aires. For the purposes of Section 12 Part III - Chapter III, Title II of the Argentine Securities Commission Regulations (N.T. 2013), it was informed that Messrs. MURMIS, RIGUEIRA and COHN are independent. Furthermore, the Chairman remarked that none of the above-mentioned individuals appointed is subject to any of the disqualifying conditions as provided for by Section 10 of the Financial Institutions Law. Then, the representative of Shareholder ARGENTINE SOCIAL SECURITY ADMINISTRATION SUSTAINABILITY FUND Law No. 26,425, Mr. Ignacio Álvarez Pizzo, identified under Order Number 4, asked for the floor and motioned and voted for the appointment of Accountants Javier Rodrigo SIÑERIZ (National Identity Document DNI- No ), Walter Antonio PARDI (National Identity Document DNI- No ) and Jorge Roberto PARDO (National Identity Document DNI- No ), to act as Alternate Statutory Auditors to hold office for two fiscal years, stating that the above-mentioned individuals are independent for the purposes of Section 12 Part III - Chapter III, Title II of the Argentine Securities Commission Regulations (N.T. 2013). The Chairman submitted the above-mentioned motions to vote, beginning with the first motion made. The Shareholders cast their votes and the Chairman informed that the motion submitted by the representative of the Shareholders identified under Order Numbers 5 through 10 was approved by 1,346,082,216 affirmative votes, representing 70.23% of votes cast. A number of 569,826,795 negative votes were cast representing 29.73% of the votes issued by Shareholders identified under Order Number 1 (BANCO DE LA NACIÓN ARGENTINA - TRUSTEE OF THE FFFIR ASSISTANCE TRUST), 3 (THE BANK OF NEW YORK ADRS - BANCO NACIÓN) and 4 (ARGENTINE SOCIAL SECURITY ADMINISTRATION - SUSTAINABILITY FUND Law No. 26,425). The abstention of Shareholder identified under Order Number 2 (THE BANK OF NEW YORK ADRS) for 643,140 votes was recorded. The Chairman remarked that the above-mentioned individuals appointed as Regular and Alternate Statutory Auditors have given notice to the Company by sufficient means, and prior to this Shareholders Meeting, of their acceptance of the offices proposed. There being no further business to transact, the meeting rose at pm. [Illegible signatures] 4

5 SUPERINTENDENCE OF COMPANIES EXECUTIVE ORDER No. 754/95 LAW No. 23,412 ASSOCIATION OF NOTARIES PUBLIC IN AND FOR THE CITY OF BUENOS AIRES L Official Certification No Belonging to: BANCO HIPOTECARIO S.A. Address: Reconquista 151 Book: Share Deposit Book and Record of Shareholders Meeting Attendance Book Number: 6 Consisting of 0250 pages Remarks: No remarks This Book is officially certified on this date with the involvement of the Certifying Notary Public duly authorized to be in charge of Notarial Register No. 453 [Illegible] Buenos Aires, December 11, 2008 [Illegible [Seal:] Monica Andrea Fernandez Superintendence of Companies (IGJ) Resolution 25/08 Books Official Certification Area [Illegible [Round seal:] Elizabeth A. Cordoba License 4253 Notary Public 5

6 SPECIAL MEETING OF CLASS C AND D SHAREHOLDERS HELD ON APRIL 4, 2017 Order No. Date Year 2017 Day Mon th SHAREHOLDER (Full Name and Last Name) (Identity Document / Registration) (Address) BANCO DE LA NACIÓN ARGENTINA TRUSTEE OF THE FFFIR ASSISTANCE TRUST - BARTOLOMÉ MITRE 326 CITY OF BUENOS AIRES (DR) THE BANK OF NEW YORK ADRS - BARCLAY STREET 101 (10286) NEW YORK - U.S.A. (DR) PROXY (Full Name and Last Name) (Identity Document) (Address) FRANCISCO URDANIZ BASAVILBASO RD FLOOR OFFICE B CITY OF BUENOS AIRES ID No MARÍA VERÓNICA [Illegible] ID No B. MITRE RD FLOOR CITY OF BUENOS AIRES THE BANK OF NEW YORK ADRS - BARCLAY STREET 101 (10280) NEW YORK - U.S.A. (DR) ARGENTINE SOCIAL SECURITY ADMINISTRATION DEFENSA ST FLOOR CITY OF BUENOS AIRES (DL) E COMMERCE LATINA S.A. Public Register of Commerce Registration No Book 9 Volume A - MORENO ST FLOOR - CITY OF BUENOS AIRES (DR) IRSA INVERSIONES Y REPRESENTACIONES S. A. - Public Register of Commerce Registration No BOOK 146 Volume A - BOLÍVAR ST FLOOR - CITY OF BUENOS AIRES (DR) JOSE MANUEL LOPEZ ALBERTI ID No B. MITRE ND FLOOR 242 CITY OF BUENOS AIRES IGNACIO GUSTAVO ÁLVAREZ PIZZO ID No TUCUMAN ND FLOOR CITY OF BUENOS AIRES RITELCO S.A. - Public Register of Commerce File No PERU MENDOZA (DL) INVERSORA BOLÍVAR S.A. - Public Register of Commerce Registration No. 11 Book 1 - MORENO nd Floor - CITY OF BUENOS AIRES (DR) PALERMO INVEST S.A. - Public Register of Commerce Registration No BOOK 7 VOLUME OF STOCK COMPANIES - BOLÍVAR ST FLOOR - CITY OF BUENOS AIRES (DR) 6

7 TYRUS S.A. FILE No. 1/ PROFESOR MARIÑO TEMPERLEY - BUENOS AIRES (DL) TZIAVARAS OLGA CRISTINA AND/OR DOMÍNGUEZ JORGE ALBERTO - VIAMONTE TH FLOOR OFFICE 01 - CITY OF BUENOS AIRES (DL) OLGA CRISTINA TZIAVARAS TEODORO GARCÍA ST FLOOR APT. C - CITY OF BUENOS AIRES ID No. F 4,971,089 7

8 Number of Shares or Certificates No. of Shares Certificates, Shares or Certificates Capital $ Number of votes Signatures Class A Class B Class C Class D Order Securities Clearing House 75,000, ,000,000 75,000,000 [Illegible 213,000, ,000, ,000,000 [Illegible 90,905, ,905, ,715,000 [Illegible 74,037, ,037, ,111,795 [Illegible 58,367, ,367, ,103,670 [Illegible 52,439, ,439, ,319,505 [Illegible 48,760, ,760, ,280,000 [Illegible 35,698, ,698, ,095,170 [Illegible 33,553, ,553, ,659,111 [Illegible 7,084, ,084,300 21,252,900 [Illegible 5, ,000 15,000 [Illegible On March 29, 2017, this Register is closed with the attendance of 11 shareholders, holding 688,850,717 Class C and D common shares, representing 92.90% of the capital stock of such Classes and granting right to cast 1,916,552,151 votes. [Illegible signatures] On April 4, 2017, at p.m., the Meeting was attended by 10 Shareholders represented by Proxy and 1 Shareholder on his own behalf holding in the aggregate 688,850,717 common shares representing 92.90% of the outstanding capital stock and granting right to cast 1,916,552,151 votes representing 92.39% of all the votes cast by the Company in the aggregate. [Illegible signatures] 8