Proposed Amendment to the Company’s Articles of Incorporation, as approved by the Board of Directors and to be submitted for the consideration of the shareholders at their upcoming Annual Ordinary Meeting*


ARTICLE 15 - NOTICE OF SHAREHOLDERS´ MEETINGS. These shall be called by means of a notice published in a widely-circulating newspaper in the Company’s registered place of business. Notwithstanding the foregoing, the Company shall ensure that notices of meetings shall be amply disseminated and publicized using , among other media, the Company's website or the medium acting in its stead, social networks or individual emails (when available ). For meetings at which year-end financial statements are to be discussed, the corresponding notice shall be given at least thirty (30) calendar days beforehand; and in all other cases, a five (5) fifteen (15) calendar day notice shall suffice. These periods shall not take into account either the day the notice is given, or the day of the meeting. In any event, the term provided for the shareholders to exercise their inspection rights is governed by the provisions contained in these Articles of Incorporation In the case of corporate reorganizations, the notice calling for such meetings shall comply with that provided by applicable legislation. All notices or calls for extraordinary shareholder meetings shall include an agenda of the matters to be discussed. While the Company´s shares are listed on a public stock exchange and should the shareholders be called upon to discuss any increase in the Company’s authorized share capital or decrease in its subscribed shares, the respective item shall be included in the agenda provided in the corresponding notice. Any omission with regard to this requirement shall invalidate any decision taken in this respect.

PARAGRAPH. In the case of an ordinary meeting of the General Assembly of Shareholders, any shareholder may request that one or more matters be included in the agenda for subsequent discussion. This request should be addressed to the Board of Directors and sent to the Company Secretary´s Office within five (5) calendar days following the date on which the notice of the meeting was published. The reasons for such request must also be included.

Should the Board reject this request after being submitted by one or more shareholders representing at least five percent (5%) of the Company's subscribed capital, a written response shall be given, explaining the reasons for this decision and informing shareholders of their right to present their proposals during the meeting of the General Assembly of Shareholders in accordance with the provisions of Article 182 of the Code of Commerce.

Once the time allowed for the shareholders to submit their proposals has elapsed, and if the Board of Directors accepts the request, a supplement to the notice of the meeting shall be published at a minimum of fifteen (15) calendar days prior to the meeting.

This procedure shall also apply in the case of new proposals submitted by the shareholders with regard to the matters contained in the agenda.


Within a term of fifteen (15) business days prior to the meeting at which the Statement of Financial Position is to be approved, shareholders may request information or clarification regarding the documents required by currently applicable legal provisions, or the matters to be discussed as appearing on the agenda of the corresponding notice of meeting or any information that the Company should have placed in the public domain. This information shall be made available at the Company’s Secretary´s offices or on the Company's website. In the case of extraordinary meetings, information relating to decisions to be made at these, shall be made available to the shareholders in accordance with that provided by currently applicable legislation.

PARAGRAPH ONE. The Company may refuse to supply the required information, when in accordance with its internal procedures, as defined by the Board of Directors, the information is deemed to be: i) unreasonable; ii) irrelevant for gauging the progress made or the interests held by the Company; iii) confidential, including privileged stock market information, trade secrets, ongoing operations whose successful completion is substantially dependent on the Company maintaining the negotiations in the strictest reserve; and iv) any other disclosure which places the Company’s competitiveness or security or the safety of its executives in imminent serious danger.

PARAGRAPH TWO. Pursuant to this inspection right, any information or clarification given by the Company to a shareholder shall be given to all the other shareholders on the Company's website under the Shareholders tab.

PARAGRAPH THREE SPECIALIZED AUDITS ON THE PART OF SHAREHOLDERS AND INVESTORS In addition to the inspection right set forth in the Company’s Articles of Incorporation, the Board of Directors may authorize Specialized Audits to be carried out at the expense of the shareholder or group of shareholders representing at least 5% of the Company’s paid-in share capital or by investors holding at least 5% of the respective issue, on matters other than those audited by the Statutory Auditor, under the terms and conditions set forth in the Code of Good Corporate Governance.

ARTICLE 25 - STRUCTURE AND TENURE The BOARD OF DIRECTORS shall be composed of seven (7) members, all of whom shall be Principal Members, these appointed by the General Assembly of Shareholders for periods of two (2) years as of the date of their respective appointment, without prejudice to being freely re-appointed or removed at any time by the same General Assembly of Shareholders.

The number of Independent Members of the Board of Directors must be a minimum of 25% of the total The Board of Directors must include three (3) independent members.

PARAGRAPH. Basic information regarding the Company's Directors, Senior Management and principal executive officers can be consulted on the Company's website.