
It is hereby requested to justify the proposal to be submitted for consideration of this item of the Agenda.
The Board of Director resolved, at his Meeting held on October 8 of this year, to propose to the Meeting the distribution of a supplementary cash dividend in the amount of AR$ 12,000,000,000, corresponding to the partial write-off of the voluntary reserve for future distributions of results, so as to increase the amount of the cash dividend approved by the General Ordinary and Extraordinary Shareholders Meeting held on May 15, 2020 in the amount of AR$ 2,500,000,000, all of it subject to the prior Argentine Central Bank (“BCRA”) authorization.
In said Meeting, it was resolved to write-off partially the AR$ 2,500,000,000 voluntary reserve, to apply it to the payment of a cash dividend in said amount, on a pro rata basis to the nominal holding of each shareholder, equivalent to AR$ 4.08056912 per share, delegating to the Board of Directors the powers to fix the date of implementation of the write-off and the date of payment for such dividend.
Pursuant to the Argentine Central Bank (the “BCRA”) Communication “A” 6886, the effective payment of the dividend is subject to the prior BCRA authorization. Likewise, by Communication “A” 6939 and 7035, the BCRA extended until December 31 of this year, the suspension of the distribution of results by the financial entities.
The Board of Directors proposal which shall be submitted for consideration of the General Extraordinary Shareholders Meeting is due to the financial capacity of the Company.
Alternatively, it is hereby requested to provide a detail of the “Voluntary Reserve for Future Result Distributions” evolution specifying its composition at present, date in which it was created and last movements.
The evolution of the Voluntary Reserve for Future Result Distributions is detailed below in the following table:
| | | | | | | | |
| | Movement | | | Balance | |
Balance as of December 31, 2017 | | | | | | | 10,489,416 | |
Distribution in accordance with the Meeting held on April 10, 2018 | | | 2,132,612 | | | | | |
Balance as of December 31, 2018 | | | | | | | 12,622,028 | |
Distribution in accordance with the Meeting held on April 24, 2019 | | | 5,283,950 | | | | | |
Balance as of December 31, 2019 | | | | | | | 17,905,978 | |
The movements of the voluntary reserve are expressed at historic values in the published financial statements, submitted to the different regulatory authorities.
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