Summary of Shareholders’ Meeting – October 2024

FIRST ITEM: ELECTION OF TWO SHAREHOLDERS TO SIGN THE MINUTES OF THE MEETING.
It was approved by a majority vote to appoint the representatives of the ANSES-FGS shareholders and CRESUD S.A.C.I.F. Y A. (“CRESUD”) to approve and sign the minutes of the Meeting along with the Presidency.

SECOND ITEM: CONSIDERATION OF THE DOCUMENTATION FORESEEN IN CLAUSE 1 OF ARTICLE 234 OF LAW N° 19.550 PERTAINING TO THE FISCAL YEAR ENDING JUNE 30, 2024.
It was approved by a majority vote the documentation of Article 234, Section 1 of the Argentine Business Associations Law No. 19,550 (“LGS”) corresponding to the fiscal year ending June 30, 2024.

THIRD ITEM: CONSIDERATION OF THE RESULT OF THE FISCAL YEAR ENDING JUNE 30, 2024, WHICH SHOWS A LOSS OF ARS 18,376,813,259.44 (EIGHTEEN BILLION THREE HUNDRED SEVENTY-SIX MILLION EIGHT HUNDRED THIRTEEN THOUSAND TWO HUNDRED FIFTY-NINE PESOS WITH 44/100 CENTS).

. CONSIDERACIÓN DE LA APLICACIÓN DE RESERVAS FACULTATIVAS PARA ABSORCIÓN DE RESULTADOS ACUMULADOS NEGATIVOS. CONSIDERACIÓN DE LA DISTRIBUCIÓN DE DIVIDENDOS PAGADEROS EN EFECTIVO Y/O EN ESPECIE POR HASTA LA SUMA DE $90.000.000.000 (PESOS NOVENTA MIL MILLONES) CON RESERVAS FACULTATIVAS. DELEGACIÓN EN EL DIRECTORIO DE LA SOCIEDAD DE LA PROPORCIÓN DE DIVIDENDOS A ABONAR EN EFECTIVO Y/O EN ESPECIE.
It was approved by majority vote:

• To absorb the entire balance of the negative accumulated unassigned results for the amount indicated, that is, the sum of ARS 17,379,515,726.40 (SEVENTEEN BILLION THREE HUNDRED SEVENTY-NINE MILLION FIVE HUNDRED FIFTEEN THOUSAND SEVEN HUNDRED TWENTY-SIX PESOS WITH FORTY CENTS), which, when restated, amounts to ARS 19,487,827,826.93 (NINETEEN BILLION FOUR HUNDRED EIGHTY-SEVEN MILLION EIGHT HUNDRED TWENTY-SEVEN THOUSAND EIGHT HUNDRED TWENTY-SIX PESOS WITH NINETY-THREE CENTS), with optional reserves, which according to the separate financial statements as of June 30, 2024, consist of the Reserve for Future Dividends in the amount of ARS 72,956,731,092.82 (SEVENTY-TWO BILLION NINE HUNDRED FIFTY-SIX MILLION SEVEN HUNDRED THIRTY-ONE THOUSAND NINETY-TWO PESOS WITH EIGHTY-TWO CENTS) and the Special Reserve in the amount of ARS 58,076,308,045.13 (FIFTY-EIGHT BILLION SEVENTY-SIX MILLION THREE HUNDRED EIGHT THOUSAND FORTY-FIVE PESOS WITH THIRTEEN CENTS), which, when restated, amount to ARS 807,124,937.32 (EIGHT HUNDRED SEVEN MILLION ONE HUNDRED TWENTY-FOUR THOUSAND NINE HUNDRED THIRTY-SEVEN PESOS WITH THIRTY-TWO CENTS) and ARS 65,121,555,159.89 (SIXTY-FIVE BILLION ONE HUNDRED TWENTY-ONE MILLION FIVE HUNDRED FIFTY-FIVE THOUSAND ONE HUNDRED FIFTY-NINE PESOS WITH EIGHTY-NINE CENTS), respectively; and
• After deducting the accumulated losses as per point (i) above, to allocate part of the remaining optional reserves (Reserve for Future Dividends and Special Reserve) to the distribution of a dividend payable in cash and/or in kind to the shareholders in proportion to their shareholdings, up to the amount of ARS 90,000,000,000 (NINETY BILLION PESOS), delegating to the Board of Directors of the Company the proportion of the dividend to be paid in cash and/or in kind and the implementation of its payment within the legal deadlines, with the clarification that the dividend proposal does not assume restatement in homogeneous currency.

FOURTH ITEM: CONSIDERATION OF THE ALLOCATION OF THE REMAINING OPTIONAL RESERVES TO SPECIFIC PURPOSES (FUTURE DIVIDENDS, SHARE REPURCHASE, AND/OR PROJECTS RELATED TO THE COMPANY’S BUSINESS PLAN) AND DELEGATION OF THEIR APPLICATION AND DISPOSAL TO THE COMPANY’S BOARD OF DIRECTORS.
It was approved by a majority vote to reassign the so-called ‘Special Reserve’ and ‘Reserve for Future Dividends’ to a single optional reserve called ‘Special Reserve,’ whose specific purpose may be the future distribution of dividends, share repurchase, and/or new projects related to the Company’s business plan. The use, disposal, and/or application of this reserve in future periods is delegated to the Board of Directors, responding to a prudent and reasonable management of the Company, as has been developed in recent years, all in accordance with the provisions of Articles 66, Section 3, and 70 of Law 19,550.

FIFTH ITEM: CONSIDERATION OF THE MANAGEMENT OF THE BOARD OF DIRECTORS FOR THE FISCAL YEAR ENDING JUNE 30, 2024.
It was approved by a majority vote the management of the Board of Directors for the fiscal year ending June 30, 2024, carried out by each of its members, as well as the management of the executive directors who are also members of the Audit and Executive Committees operating within it, for the activities carried out during the fiscal year ending June 30, 2024.

SIXTH ITEM: CONSIDERATION OF THE MANAGEMENT OF THE SUPERVISORY COMMITTEE FOR THE FISCAL YEAR ENDING JUNE 30, 2024.

It was approved by a majority vote the management of the Supervisory Committee for the fiscal year ending June 30, 2024.

SEVENTH ITEM: CONSIDERATION OF THE REMUNERATIONS TO THE BOARD OF DIRECTORS (ARS 13,323,000,000 (THIRTEEN BILLION THREE HUNDRED TWENTY-THREE MILLION PESOS) – ASSIGNED AMOUNT) FOR THE FISCAL YEAR ENDING JUNE 30, 2024, WHICH RESULTED IN A COMPUTABLE LOSS UNDER THE TERMS OF THE NATIONAL SECURITIES COMMISSION REGULATIONS.
Approved by majority vote (I) The remunerations to the Board of Directors of the Company, in the total amount of ARS 13,323,000,000 (THIRTEEN BILLION THREE HUNDRED TWENTY-THREE MILLION PESOS) for the fiscal year ending June 30, 2024, which include technical-administrative functions carried out by the directors. These remunerations are in line with reasonable standards regarding compensation for the performance of executive functions and take into account the technical, operational skills, and experience of the board members, as well as their commitment to their roles. Additionally, comparable market criteria for companies of similar size are considered, all in accordance with the corporate governance practices established in the Corporate Governance Code; and (II) empower the Board of Directors to (i) to proceed to their timely allocation and distribution in accordance with the specific tasks duly performed by its members; and (ii) to make monthly fee advances ad referendum of what the next ordinary meeting may consider.

EIGHTH ITEM: CONSIDERATION OF THE REMUNERATIONS TO THE SUPERVISORY COMMITTEE IN THE AMOUNT OF ARS 16,876,719 (SIXTEEN MILLION EIGHT HUNDRED SEVENTY-SIX THOUSAND SEVEN HUNDRED NINETEEN PESOS – ASSIGNED AMOUNT) FOR THE FISCAL YEAR ENDING JUNE 30, 2024.
It was approved by a majority vote to pay the Supervisory Committee for the tasks carried out during the fiscal year ending June 30, 2024, the total amount of ARS 16,876,719 (SIXTEEN MILLION EIGHT HUNDRED SEVENTY-SIX THOUSAND SEVEN HUNDRED NINETEEN PESOS), with the individual allocation of the indicated amount delegated to the Supervisory Committee itself.

NINTH ITEM: DETERMINATION OF THE NUMBER AND APPOINTMENT OF REGULAR AND ALTERNATE DIRECTORS. THE BOARD OF DIRECTORS SHALL ESTABLISH THE DURATION OF THEIR TERMS OF OFFICE FOR UP TO THREE FISCAL YEARS, IN ACCORDANCE WITH ARTICLE TWELVE TWO OF THE COMPANY’S BYLAWS.
It was approved by a majority vote: (i) to maintain the number of regular directors at 12 (twelve) and set the number of alternate directors at 3 (three); (ii) to renew the positions of Regular Directors for Messrs. Eduardo Sergio Elsztain, Saúl Zang, Mauricio Wior, and Ben Iosef Elsztain with a mandate for three terms, i.e., until June 30, 2027; and (iii) to renew the position of Alternate Director for Mr. Oscar Marcos Barylka with a mandate for three terms, i.e., until June 30, 2027. It is noted that all the proposed regular and alternate directors are non-independent, in accordance with Article 11 of Section III of Chapter III of Title II of the CNV Rules (T.O. 2013).

TENTH ITEM: APPOINTMENT OF THE REGULAR AND ALTERNATE MEMBERS OF THE SUPERVISORY COMMITTEE FOR A TERM.
It was approved by a majority vote: (i) the appointment of Messrs. José Daniel Abelovich, Marcelo Héctor Fuxman, and Noemí Ivonne Cohn as Regular Auditors, and Messrs. Roberto Daniel Murmis, Cynthia Deokmellian, and Paula Andrea Sotelo as Alternate Auditors. for the term of one fiscal year, noting that according to CNV regulations the proposed persons are independent, informing that they have provided remunerated professional assistance in connection with companies under Article 33 of the LGS and (ii) authorize the proposed receivers to participate in the syndication of other companies by virtue of the provisions of Articles 273 and 298 of the LGS.

ELEVENTH ITEM: APPOINTMENT OF THE CERTIFYING ACCOUNTANTS FOR THE FISCAL YEAR ENDING JUNE 30, 2025.
It was approved by a majority vote the appointment of the certifying accountants for the 2024/2025 fiscal year as follows: (a) PRICEWATERHOUSE&Co., a member firm of PriceWaterhouseCoopers, with Carlos Brondo as the Regular External Auditor and Andrés Suarez as the Alternate External Auditor; and (b) Abelovich Polano & Asociados, with Noemi Ivonne Cohn as the Regular External Auditor and José Daniel Abelovich and Marcelo Héctor Fuxman as the Alternate External Auditors.
–

TWELFTH ITEM: CONSIDERATION OF THE APPROVAL OF THE FEE FOR THE CERTIFYING ACCOUNTANTS FOR THE FISCAL YEAR CLOSED ON JUNE 30, 2024.
It was approved by a majority vote to approve a fee in the amount of ARS 597,983,928 (FIVE HUNDRED NINETY-SEVEN MILLION NINE HUNDRED EIGHTY-THREE THOUSAND NINE HUNDRED TWENTY-EIGHT PESOS) for the tasks carried out by the Certifying Accountants for the fiscal year closed on June 30, 2024.

THIRTEENTH ITEM: CONSIDERATION OF THE DISTRIBUTION OF TREASURY SHARES IN THE PORTFOLIO, UP TO A QUANTITY OF 25,700,000 (TWENTY-FIVE MILLION SEVEN HUNDRED THOUSAND) SHARES, TO SHAREHOLDERS IN PROPORTION TO THEIR HOLDINGS, IN ACCORDANCE WITH THE PROVISIONS OF ARTICLE 67 OF LAW NO. 26,831.
It was approved by a majority vote to distribute 25,700,000 treasury shares with a nominal value of ARS 10 from the share repurchase programs, for the distribution of these shares among the shareholders in proportion to their shareholdings, and to authorize the Board of Directors to implement the distribution of the indicated shares.

FOURTEENTH ITEM: RATIFICATION OF THE CASH DIVIDEND DISTRIBUTION MADE ON MAY 2, 2024, THROUGH THE WITHDRAWAL OF RESERVES.
It was approved by a majority vote to ratify in all its terms the cash dividend distribution in the amount of ARS 55,000,000,000 (FIFTY-FIVE BILLION PESOS) resolved by the Board of Directors on May 2, 2024, made within the framework of the delegations granted by the Ordinary and Extraordinary General Assembly dated October 28, 2022, through the partial withdrawal of the discretionary reserve called ‘Special Reserve,’ based on the financial statements closed as of June 30, 2023, re-expressed in accordance with the latest Consumer Price Index published by INDEC as of March 31, 2024.

FIFTEENTH ITEM: CONSIDERATION OF THE USE OF TREASURY SHARES FOR THE IMPLEMENTATION OF AN INCENTIVE PLAN FOR THE MANAGEMENT AND DIRECTORS OF THE COMPANY, UP TO 1% OF THE SHARES ISSUED. AUTHORISATIONS FOR THE SUBMISSION OF THE COMPENSATION PROGRAM TO THE NATIONAL SECURITIES COMMISSION.
Approved by majority vote (i) To authorize the Board of Directors of the Company with the broadest powers to develop an incentive plan encouraging the participation of the individuals identified as shareholders of the Company, submitting the approval of such plan to the relevant authorities; and (ii) that the plan may involve up to 1% of the shares issued by the Company at the time of its implementation, with treasury shares in the existing portfolio or those to be acquired through share repurchase programs in accordance with current regulations being allocated to the plan. These shares will be delivered to the beneficiaries of the plan in accordance with the compliance guidelines of the participants in the program.

SIXTEENTH ITEM: CONSIDERATION OF THE REQUEST FOR THE ISSUANCE AND PUBLIC OFFERING OF ADDITIONAL ORDINARY SHARES RESULTING FROM THE ADJUSTMENT IN THE NUMBER OF SHARES TO WHICH THE OPTIONS ISSUED UNDER THE CAPITAL INCREASE AUTHORIZED BY RESOLUTION N° RESFC-2021-20968-2021 APN-DIR#CNV OF FEBRUARY 8, 2021, FROM THE NATIONAL SECURITIES COMMISSION (“CNV”) ENTITLE. DELEGATION TO THE BOARD OF DIRECTORS FOR ITS IMPLEMENTATION WITH THE BROADEST POWERS.
It was approved by majority vote:

• To request the issuance and public offering of additional ordinary shares, complementing those authorized by Resolution N° RESFC-2021-20968-2021 APN-DIR#CNV of February 8, 2021, from the National Securities Commission (“CNV”), within the framework of the capital increase for the subscription of shares approved by the shareholders’ meeting on October 30, 2019, and by the board of directors on January 20, 2021, for a total of 80,000,000 shares with a nominal value of ARS 1 (currently with a nominal value of ARS 10), with one vote per share, and 80,000,000 options entitling the holder to receive ordinary shares, bringing the total number of shares to be issued to a maximum of 160,000,000 shares in total.
• To delegate to the Board of Directors of the Company the authority to set all the terms and conditions for the issuance and public offering of additional shares required to fulfill the delivery of shares under the exercise of the options holders’ rights, with the power to subdelegate to one or more directors, managers of the company, or individuals authorized by the board, in accordance with the current regulations, including but not limited to the following powers, as applicable: (i) the determination of the total number of shares required to comply with the conversion of options into shares, in accordance with the conversion mechanisms set forth in the prospectus published on April 12, 2021; (ii) the request for authorization for the public offering and listing of shares derived from the exercise of the options to be issued before the CNV, and listing and/or trading on authorized stock exchanges and/or securities markets in the country and/or abroad, with the authority to request any necessary public offering authorizations before the CNV, the United States Securities and Exchange Commission (“SEC”), and/or other similar agencies in the country or abroad; (iii) the expansion and/or adjustment and/or amendment of the American Depositary Receipts program in effect as of the date between the Company and The Bank of New York Mellon as the depositary, representing American Depositary Shares, and the delegation to the board to determine the terms, conditions, and scope of said program and/or the subscription of a new depositary program with a new depositary, and delegation to the board to agree on the terms, conditions, and scope of said program; (iv) the preparation and subscription of the preliminary and final versions of the necessary documents to be submitted to the CNV, the SEC, and/or other similar agencies and/or authorized securities markets, both in the country and/or abroad; and (v) the signing of all necessary documents to implement the issuance of the additional shares, along with all related acts required to comply with the provisions set forth in the issuance prospectus published on April 12, 2021, in relation to the capital increase by subscription, with the broadest powers.

The SEVENTEENTH ITEM of the Agenda is submitted for consideration:

SEVENTEENTH ITEM: Consideration of the merger by absorption of Centro de Entretenimientos La Plata S.A. (“CELAP”) with IRSA Inversiones y Representaciones Sociedad Anónima, and approval of the separate and consolidated merger financial statements prepared for this purpose. Consideration of the prior commitment for the merger by absorption. Authorizations, delegations, and appointment of a representative to execute the final agreements and other related procedures.
It was approved by majority vote:

• The corporate reorganization process.
• The accounting and legal documentation submitted for consideration by the assembly, highlighting that the reorganization process does not require a capital increase nor the establishment of a swap ratio due to the existing control relationship between the absorbing and absorbed entities, and particularly the economic, organizational, and operational advantages that this implies for IRSA;
• The Prior Merger Commitment between IRSA and CELAP signed on September 11, 2024;
• The omission of reading the accounting and legal documentation referenced, as it was made available to the shareholders in due time;
• The delegation to the board of directors of the authority to accept non-substantial changes and/or modifications to the documentation under review and
• Authorize the members of the Board of Directors and/or the attorneys of the Company and/or Dr. María Laura Barbosa and/or Lucila Huidobro and/or Carolina Zang, individually and indistinctly, to sign and execute the Definitive Merger Agreement with sufficient powers to substitute this authorization in favor of any other person if necessary.

EIGHTEENTH ITEM: AUTHORISATIONS FOR THE REGISTRATION OF PROCEDURES RELATED TO THIS ASSEMBLY BEFORE THE NATIONAL SECURITIES COMMISSION, ARGENTINE STOCK EXCHANGES AND MARKETS S.A., BOXES OF SECURITIES S.A., AND THE GENERAL INSPECTION OF JUSTICE.
It was approved by a majority vote to appoint doctors María Laura Barbosa, Carolina Zang, María Angélica Grisolía, Lucila Huidobro, Pilar Isaurralde, Nadia Dib, doctors Gastón Di Iorio and Gonzalo Sifon, and Mrs. Andrea Muñoz, so that they, acting individually and separately, carry out all and each of the procedures and/or formalities necessary for the authorization and/or registration of the resolutions adopted at this meeting, before the National Securities Commission, Argentine Stock Exchanges and Markets S.A., Box of Securities S.A., and the General Inspection of Justice, with powers to submit the procedures, sign documents, accept and implement modifications, receive notifications, respond to reviews and/or observations, be notified of resolutions, make legal publications, make document breakdowns, and all related actions necessary for the authorization and/or registration mentioned.