By letter dated September 30, 2016, the Company reported
the notice of call to the General Ordinary and Extraordinary
Shareholders’ Meeting to be held on October 31, 2016, at 3:00
p.m., outside the Company’s registered office, at Moreno 809
(Intercontinental Hotel), City of Buenos Aires.
CRESUD SACIF Y A
Registered
with the Superintendency of Corporations on February 19, 1937 under
No. 26, Page 2, Book 45 of Domestic Bylaws, hereby calls its
shareholders to attend a General Ordinary and Extraordinary
Shareholders’ Meeting to be held on October 31, 2016 at 3:00
p.m., outside its registered office, at Moreno 809
(Intercontinental Hotel), City of Buenos Aires, to deal with the
following Agenda:
1.
Appointment
of two shareholders to sign the meetings’
minutes.
2.
Consideration
of documents contemplated in section 234, paragraph 1, of Law No.
19,550 for the fiscal year ended June 30, 2016.
3.
Allocation
of net loss for the fiscal year ended June 30, 2016 for
$1,401,856,585.
4.
Consideration
of Board of Directors’ performance for the fiscal year ended
June 30, 2016.
5.
Consideration
of Supervisory Committee’s performance for the fiscal year
ended June 30, 2016.
6.
Consideration
of compensation payable to the Board of Directors for $18,985,218
for the fiscal year ended June 30, 2016 which recorded a computable
tax loss pursuant to the applicable regulations.
7.
Consideration
of compensation payable to the Supervisory Committee for the fiscal
year ended June 30, 2016.
8.
Appointment
of Regular and Alternate Directors due to expiration of
term.
9.
Appointment
of Regular and Alternate Members of the Supervisory Committee for a
term of one fiscal year.
10.
Appointment
of Certifying Accountant for the next fiscal year and determination
of its compensation. Delegation of powers.
11.
Update
on shared services agreement report.
12.
Treatment
of amounts paid as personal assets tax levied on the
shareholders.
13.
Renewal
of delegation of powers conferred to the Board of Directors in
order to determine the time and currency of issuance and further
terms and conditions governing the issue of notes under the
US$300,000,000 global note program currently in effect, as approved
by the shareholders’ meetings dated October 31, 2012,
November 14, 2014, and its increase by an additional amount of
US$200,000,000 as approved by the shareholders’ meeting dated
October 30, 2015.
14.
Grant
of indemnities to the Directors, Statutory Auditors and Managers
who perform or have performed duties for the Company accessorily to
the D&O policies.
15.
Approval
of special merger balance sheet of AGRO MANAGERS S.A.; separate
special merger balance sheet of CRESUD S.A.C.I.F.y A. and
consolidated merger balance sheet of CRESUD S.A.C.I.F y A. and AGRO
MANAGERS S.A. as of 06.30.2016 as well as the supervisory
committee’s and auditor’s reports. Approval of
preliminary merger agreement with AGRO MANAGERS and further related
documents. Authorizations and delegation of powers. Appointment of
representative to execute the final agreements and carry out the
relevant proceedings.
16.
Distribution
of treasury shares.
Note: The Registry of the Company’s book-entry shares
is kept by Caja de Valores S.A. (CVSA) domiciled at 25 de Mayo 362,
City of Buenos Aires. Therefore, in order to attend the
Shareholders’ Meeting, evidence is to be obtained of the
account of book-entry shares kept by CVSA which should be submitted
for deposit at Florida 537 Floor 18, City of Buenos Aires from 9:30
am to 4:00 pm no later than October 25, 2016. An acknowledgement of
admission to the Shareholders’ Meeting shall be furnished.
Upon considering items 11, 12, 13, 14, 15 and 16, the
Shareholders’ Meeting shall hold session in the nature of an
extraordinary meeting which shall require that quorum be 60%.
Pursuant to Section 22, Chapter II, Title II of the CNV Rules (2013
revision) upon registration for
attending the meeting, the shareholders shall provide the following
data: first and last name or full corporate name; identity document
type and number in the case of physical persons, or registration
data in the case of artificial persons, specifying the Register
where they are recorded and their jurisdiction and domicile, and
indicating their nature. Identical data shall be furnished by each
person who attends the Shareholders’ Meeting as
representative of any shareholder. Moreover, the Shareholders are
reminded that pursuant to the provisions of Section 24, Chapter II,
Title II of the CNV Rules (2013 revision) if the
shareholders were companies organized abroad under any form or
pattern, upon registering for attending the shareholders’
meeting they shall identify the final beneficial holders of the
shares of stock of the foreign company and the number of shares
that will be voted. The representative appointed to make the voting
at the Shareholders’ Meeting shall be registered in
accordance with Section 118 or 123 of the Argentine Companies Law.
Eduardo Sergio Elsztain, Chairman appointed by the
Shareholders’ Meeting dated November 14, 2014 and
distribution of Board offices dated November 14, 2014.
SIGNATURES