BANCO CENTRAL DE THE ARGENTINE REPUBLIC

COMMUNICATION "A" 2573 19/08/97

TO FINANCIAL ENTITIES:

Ref.: Circular LISOL 1 - 160. OPRAC 1 - 408. CREFI 2 - 11. Operations with related parties. Supplementary rules.

We address you to inform you that this Institution has adopted the following resolution:

"1. Establish, with validity for facilities granted - regardless of their modality and destination - from 1.10.97, that financial entities must require applicants for credit assistance from the non-financial private sector to present a sworn declaration regarding whether they hold or do not hold the status of related party or if their relationship with the financial intermediary implies the existence of controlling influence.

The debtors subject to this requirement will be those whose debt (for all concepts) at the time of granting plus the amount of the requested financing exceeds 2.5% of the computable net worth of the entity for the month prior to the relevant one or $1,000,000, whichever is lower.

For the purposes of defining the scope of the concept 'facilities', the provisions of point 4. of Chapter II of Circular LISOL - 1 (Communication "A" 414) shall be observed.

Furthermore, regarding related parties, the definitions contained in points 1.1. and 1.2. of Annex I to Communication "A" 2140 (points 1.1. and 1.2.) and 4.2.2. of Chapter I of Circular OPRAC-1 (Communication "A" 49) shall apply.

The sworn declaration must be formulated in the terms referred to in the models of Annexes I or II to this communication, as applicable. This declaration shall be integrated in duplicate, one copy of which shall be delivered to the presenter with the receipt confirmation from the entity.

Financial entities are obligated to provide applicants for assistance with the necessary information in a timely manner for the correct integration of the data contained in such declaration.

The granting of assistance shall be conditional upon the applicant presenting the sworn declaration, which must be kept in the debtor's file, permanently available to the Superintendence of Financial and Exchange Entities.

The sworn declaration must be updated within five calendar days following the date on which the facts determining the modification of the declared situation occur, or, alternatively, annually on 30.11.

Non-compliance with the presentation of the first declaration or subsequent updates will determine that the debtor must be considered related to the entity, and therefore, the total assistance granted must be computed for the purposes of calculating the limits indicated in Annex I to Communication "A" 2140 or, in its case, point 2. of the resolution disseminated through the aforementioned communication.

Additionally, the total debt registered by the borrower must be classified as uncollectible in relation to the provisions contained in Communication "A" 2216 and complementary, without taking into account the guarantees, even if self-liquidating, that back the assistance granted, as they must be included in category 6. of the Statement of Debtors, as provided in the provisions disseminated through Communication "A" 2440.

The application of the established treatment must be carried out from the date of granting of the assistance, when it concerns the first declaration, or, in the case of subsequent updates, from 1.12. When sworn declarations are presented out of term, these provisions must be observed until the day or month prior to the date on which the client makes the relevant presentation, depending on whether it concerns credit assistance limits or the classification of the debtor as uncollectible, respectively.

Furthermore, when the Superintendence of Financial and Exchange Entities determines falsity in the presented sworn declaration that leads to the entity not informing the debtor as a related client, without prejudice to the application of the prudential criteria established in the preceding paragraphs, the debtor and the entity - jointly and severally - shall be subject to the fine referred to in article 41 of the Financial Entities Law equivalent to 1 and 2 times, respectively, the amount of the disbursed credit.

External audit must verify - with the scope provided in point 4.1.1. of Annex IV to the Minimum Standards on External Audits (Report of external auditors) - that the entity has in the file of each borrower the information required in this point duly formalized and updated.

Non-compliance with this task may lead to the exclusion of the auditor from the 'Register of Auditors', according to the procedure provided in point 3. of the 'General Provisions on external audits.'

2. Substitute, with effect from 1.9.97, the first paragraph of point 1.7.1., Section 1, of Chapter I of Circular CREFI - 2 with the following:

'Financial entities incorporated in the country must provide the Superintendence of Financial and Exchange Entities with a detail, according to the model established for this purpose, of companies or entities in the country or abroad related to shareholders who hold 5% or more of the social capital and/or of the total votes of instruments with voting rights issued by the financial entity and of companies or entities in the country or abroad related to directors - or equivalent authority, including the local head responsible in the case of branches in the country of foreign financial entities, auditors or members of the Supervisory Council and persons who perform functions of general manager or deputy general manager - or equivalents - in the entity. These companies are included even if they do not operate with the entity, using for the purposes of establishing the existence of linkage the definitions contained in the relevant norms. The situation will be provided on 30.6. and 31.12. of each year at the latest on 31.7. and 31.1. of the following year.

This information must be based on the sworn declaration that financial entities must require from obligated persons as provided previously, which must be formulated in the terms referred to in the models of points 1.7.3. and 1.7.4.

The sworn declaration must be presented to the financial entity by the obligated persons as indicated below:

• shareholders: prior to any subscription of shares, and
• other obligated persons: prior to assuming their respective functions.

This is without prejudice to the updates that must be presented due to changes in the originally declared situation, which must be reported to the financial entity within five calendar days following the date on which they occurred.

The sworn declarations must be integrated in duplicate. The original will be sent by the financial entity to the Superintendence of Financial and Exchange Entities within five calendar days following the date of its presentation, while the copy will be delivered to the presenter with the receipt confirmation.

Non-observance of the presentation of the sworn declarations will lead to the application of the provisions of article 41 of the Financial Entities Law regarding the obligated persons.'

The models to be incorporated as points 1.7.3. and 1.7.4. of Section 1 of Chapter I of Circular CREFI - 2 are those included in Annexes III and IV to this communication.

3. Establish that persons who, on the date of this communication, are shareholders holding 5% or more of the social capital and/or of the total votes of instruments with voting rights issued by the financial entity or perform the function of directors - or equivalent authority, including the local head responsible in the case of branches in the country of foreign financial entities -, auditors or members of the Supervisory Council or general manager or deputy general manager - or equivalents -, must present to the financial entity the corresponding sworn declaration referred to in point 2. of this resolution, by 30.9.97 at the latest.

4. Establish that financial entities must require their shareholders, who hold 5% or more of the social capital and/or of the total votes of instruments with voting rights issued by the financial entity, directors - or equivalent authority, including the local head responsible in the case of branches in the country of foreign financial entities -, auditors or members of the Supervisory Council, general manager or deputy general manager - or equivalents -, and external auditors to present annual information regarding their family relationships.

Such data must be supplied to the entity according to the model of Annex V to this communication, which will be retained by the entity for the purposes of the controls that the auditor must periodically carry out in accordance with the current regulations in this matter.

Falsity of the data contained in the declarations of the aforementioned members and external auditor of the financial entity will make those who sign them subject to the sanctions provided for in article 296 of the Penal Code.

5. Establish that the information referred to in points 3.17.3.6. to 3.17.3.9. of the information regime on Major Debtors of Financial Entities (text according to Communication "A" 2562) must be supplied to these intermediaries as a sworn declaration according to the model of Annex VI to this communication and remain archived in the entity."

As an exception, regarding borrowers who during the period 1.10/29.11.97 have presented the sworn declaration referred to in point 1. of the preceding resolution, it will be admitted that the first update can be made on 30.11.98, within five calendar days following, except in cases where changes in the declared situation occur that require its presentation earlier, as provided in the eighth paragraph of said point.

We salute you very attentively.

BANCO CENTRAL DE LA REPÚBLICA ARGENTINA

Juan Carlos Isi
Submanager of Norms for Financial Entities

Alfredo A. Besio
Manager of Norms for Financial Entities

ANNEXES

B.C.R.A.
Model of Sworn Declaration on the status of the debtor regarding the rules of linkage to the financial entity.
Related parties.
Annex I to
Com. “A” 2573

BANCO CENTRAL DE THE ARGENTINE REPUBLIC
SUPERINTENDENCE OF FINANCIAL AND EXCHANGE ENTITIES

SWORN DECLARATION ON THE STATUS OF THE DEBTOR REGARDING THE LINKAGE RULES ESTABLISHED BY THE B.C.R.A RELATED PARTY CLIENT

ENTITY:

The/who (1) signs, (2), declares under oath that the data contained in this document are correct, complete and a true expression of the truth and that (1) is/is not covered by the linkage guidelines provided in points 1.1.1. to 1.1.3. and 1.2.1. to 1.2.3. of Annex I to Communication "A" 2140, and in point 4.2. of Chapter I of Circular OPRAC - 1 and/or those of controlling influence referred to in point 1.2.4. of the aforementioned Annex I to Communication "A" 2140.

Furthermore, assumes the commitment to inform any modification that occurs in this regard, within five calendar days of occurrence, by presenting a new sworn declaration that will also integrate, even if no facts implying modification of the status are verified, informing the status on 30.11. of each year, with the same deadline as previously provided.

Date: Signature:

Document: Type (3) No. Country and Issuing Authority (4):

Invoked Status (5):

Legal Entity Name (6):

CUIT/CUIL (1) No.:

We certify that the preceding signature matches the one registered in our books/was put in our presence (1).

(Seal of the entity and signature of two authorized officials)

Observations:

------------------------------------------------------------------------------------------------------------------------------------ (1) Strike out what does not apply.
(2) Integrate with the first and last name of the client, in the case of natural persons, even if an attorney signs on their behalf.
3) Indicate D.N.I., L.E. or L.C., as applicable for native Argentines. For foreigners: Foreign D.N.I., International Card, Passport, Provisional Certificate, Identity Document of the respective country.
(3) Integrate only in the case of foreigners who do not have residence in the country.
(4) Indicate holder, legal representative, attorney. When it concerns an attorney, the power granted must be broad and general and be valid on the date on which this declaration is signed.
(6) Integrate only in cases where the signatory does so as an attorney or legal representative of a legal entity.

------------------------------------------------------------------------------------------------------------------------------------ This declaration must be integrated in duplicate, one copy of which, endorsed by the financial entity, will serve as confirmation of receipt of this declaration for the borrower. On the back, transcribe Points 1.1.1. to 1.1.3. and 1.2.1. to 1.2.4. of Annex I to Communication "A" 2140 and point 4.2. of Chapter I of Circular OPRAC - 1 (Communication "A" 49).

B.C.R.A.
Model of Sworn Declaration on the status of the debtor regarding the linkage rules to the financial entity.
Unrelated parties.
Annex II to
Com. “A” 2573

BANCO CENTRAL DE THE ARGENTINE REPUBLIC
SUPERINTENDENCE OF FINANCIAL AND EXCHANGE ENTITIES

SWORN DECLARATION ON THE STATUS OF THE DEBTOR REGARDING THE LINKAGE RULES ESTABLISHED BY THE B.C.R.A UNRELATED CLIENT

ENTITY:

The/who (1) signs, (2), declares under oath that the data contained in this document are correct, complete and a true expression of the truth and that (1) is/is not covered by the linkage guidelines provided in points 1.1.1. to 1.1.3. and 1.2.1. to 1.2.3. of Annex I to Communication "A" 2140, and in point 4.2. of Chapter I of Circular OPRAC - 1 and/or those of controlling influence referred to in point 1.2.4. of the aforementioned Annex I to Communication "A" 2140.

Likewise, declares that they know that, in case of falsity of the content of this presentation, the fine referred to in article 41 of the Financial Entities Law applicable is 1 time the amount of the credit received, without prejudice to the sanctions provided for in article 296 of the Penal Code.

Furthermore, assumes the commitment to inform any modification that occurs in this regard, within five calendar days of occurrence, by presenting a new sworn declaration that will also integrate, even if no facts implying modification of the status are verified, informing the status on 30.11. of each year, with the same deadline as previously provided.

Date: Signature:

Document. Type (3) No. Country and Issuing Authority (4).

Invoked Status (5):

Legal Entity Name (6)

CUIT /CUIL(1) No.:

We certify that the preceding signature matches the one registered in our books/was put in our presence (1).

(Seal of the entity and signature of two authorized officials)

Observations:

------------------------------------------------------------------------------------------------------------------------------------ (1) Strike out what does not apply.
(2) Integrate with the first and last name of the client, in the case of natural persons, even if an attorney signs on their behalf.
(3) Indicate D.N.I., L.E. or L.C., as applicable for native Argentines. For foreigners: Foreign D.N.I., International Card, Passport, Provisional Certificate, Identity Document of the respective country.
(4) Integrate only in the case of foreigners who do not have residence in the country.
(5) Indicate holder, legal representative, attorney. When it concerns an attorney, the power granted must be broad and general and be valid on the date on which this declaration is signed.
(6) Integrate only in cases where the signatory does so as an attorney or legal representative of a legal entity.

------------------------------------------------------------------------------------------------------------------------------------ This declaration must be integrated in duplicate, one copy of which, endorsed by the financial entity, will serve as confirmation of receipt of this declaration for the borrower. On the back, transcribe Points 1.1.1. to 1.1.3. and 1.2.1. to 1.2.4. of Annex I to Communication "A" 2140, point 4.2. of Chapter I of Circular OPRAC - 1 (Communication "A" 49) and Article 41 of the Financial Entities Law.

B.C.R.A.
Model of Sworn Declaration of shareholders, members of the governing and supervisory bodies, auditors and general and deputy general managers of the financial entity regarding the non-existence of linkage with companies or entities, in the country or abroad
Annex III
to Com. “A” 2573

BANCO CENTRAL DE THE ARGENTINE REPUBLIC
SUPERINTENDENCE OF FINANCIAL AND EXCHANGE ENTITIES

SWORN DECLARATION OF SHAREHOLDERS, MEMBERS OF THE GOVERNING AND SUPERVISORY BODIES, AUDITORS AND GENERAL AND DEPUTY GENERAL MANAGERS OF THE FINANCIAL ENTITY REGARDING THE NON-EXISTENCE OF LINKAGE WITH COMPANIES OR ENTITIES IN THE COUNTRY OR ABROAD

ENTITY:

The/who (1) signs, (2), who will integrate (1) the entity as (3), declares under oath that the data contained in this document are correct, complete and a true expression of the truth and that, according to the guidelines provided in points 1.1.1. to 1.1.3. and 1.2.1. to 1.2.3. of Annex I to communication" 2140, and in point 4.2. of Chapter I of Circular OPRAC - 1 and/or those of controlling influence referred to in point 1.2.4. of the aforementioned Annex I to Communication "A" 2140, does not/does not have (1) linkage with any company, bank or other financial institution, in the country or abroad.

Furthermore, assumes the commitment to inform any modification that occurs in this regard, within five calendar days of occurrence, by presenting a new sworn declaration that will also integrate, even if no facts implying alteration of the status are verified, informing the status on 30.6. and 31.12. of each year.

Date: Signature:

Document: Type (4) No. Country and Issuing Authority (5):

Invoked Status (6):

Legal Entity Name (7):

CUIT /CUIL No.:

We certify that the preceding signature matches the one registered in our books/was put in our presence (1).

(Seal of the entity and signature of two authorized officials)

Observations:

------------------------------------------------------------------------------------------------------------------------------------ (1) Strike out what does not apply.
(2) In the case of natural persons obligated to present this declaration, integrate with their first and last name, even if an attorney signs on their behalf.
(3) Indicate shareholder, director - or equivalent authority -, member of the board of directors, auditor, general manager, deputy general manager.
(4) Indicate D.N.I., L.E. or L.C., as applicable for native Argentines. For foreigners: Foreign D.N.I., International Card, Passport, Provisional Certificate, Identity Document of the respective country.
(5) Integrate only in the case of foreigners who do not have residence in the country.
(6) Indicate holder, legal representative, attorney. When it concerns an attorney, the power granted must be broad and general and be valid on the date on which this declaration is signed.
(7) Integrate only in cases where the signatory does so as an attorney or legal representative of a legal entity.

----------------------------------------------------------------------------------------------------------------------------------- This declaration will be integrated in duplicate, one copy of which, endorsed by the financial entity, will serve as confirmation of receipt of this declaration.

---

B.C.R.A.
Model for Sworn Declaration of shareholders, members of the governing and oversight bodies, auditors, and general managers and deputy general managers of the financial entity regarding the existence of links with companies or entities, from the country or abroad
Annex IV
to Comm. “A” 2573
CENTRAL BANK OF THE ARGENTINE REPUBLIC
SUPERINTENDENCY OF
FINANCIAL AND EXCHANGE ENTITIES
SWORN DECLARATION REGARDING COMPANIES OR ENTITIES FROM THE COUNTRY OR ABROAD LINKED to SHAREHOLDERS, MEMBERS OF THE GOVERNING AND OVERSIGHT BODIES, AUDITORS, AND GENERAL MANAGERS AND DEPUTY GENERAL MANAGERS OF THE FINANCIAL ENTITY ENTITY:
The undersigned (1), (2), who will be part of (1) the entity in the capacity of (3), declares under oath that the data provided in this document are correct, complete, and a faithful expression of the truth and that, in accordance with the guidelines set forth in points 1.1.1. to 1.1.3. and 1.2.1. to 1.2.3. of Annex I to Communication “A” 2140, and in point 4.2. of Chapter I of Circular OPRAC-1 and/or the controlling influence links referred to in point 1.2.4. of the aforementioned Annex I to Communication “A” 2140, the companies, banks, or financial institutions from the country or abroad to which the undersigned/the firm representing is linked (1) are limited to those informed in the Annex forming part of this declaration and that, therefore, no other case of linkage exists in accordance with current regulations.

Furthermore, the undersigned assumes the commitment to inform of any modification that occurs in this regard within five calendar days of its occurrence, by submitting a new sworn declaration, which shall also be included, even if no facts implying a change in the situation are verified, informing the status as of June 30 and December 31 of each year.

Date: Signature:
Document: Type (4) No. Country and Issuing Authority (5):
Capacity invoked (6):
Legal entity name (7):
CUIT/CUIL No.:
We certify that the preceding signature matches the one registered in our books/was placed in our presence (1).
(Seal of the entity and signature of two authorized officials) Observations:

------------------------------------------------------------------------------------------------------------------------------------ (1) Cross out what does not apply.
(2) In the case of natural persons obliged to present this declaration, include their first and last name, even if an attorney signs on their behalf.
(3) Indicate shareholder, director - or equivalent authority -, member of the board of directors, auditor, general manager, deputy general manager.
(4) Indicate D.N.I., L.E. or L.C., as appropriate for native Argentines. For foreigners: Foreign D.N.I., International Card, Passport, Provisional Certificate, Identity Document of the respective country.
(5) Include only in the case of foreigners who do not have residence in the country.
(6) Indicate holder, legal representative, attorney. When it concerns an attorney, the power granted must be broad and general and be valid on the date this declaration is signed.
(7) Include only in cases where the signer acts as an attorney or legal representative of a legal entity.

----------------------------------------------------------------------------------------------------------------------------------- This declaration shall be completed in duplicate, the copy intervened by the financial entity will serve as proof of receipt of this declaration.

B.C.R.A.
Model for Sworn Declaration regarding family members of shareholders, members of the governing and oversight bodies, auditors, general managers and deputy general managers and external auditors of the financial entity
Annex V
to Comm. “A” 2573
CENTRAL BANK OF THE ARGENTINE REPUBLIC
SUPERINTENDENCY OF
FINANCIAL AND EXCHANGE ENTITIES
SWORN DECLARATION REGARDING FAMILY MEMBERS OF
SHAREHOLDERS, MEMBERS OF THE GOVERNING AND OVERSIGHT BODIES, AUDITORS, GENERAL MANAGERS AND DEPUTY GENERAL MANAGERS AND EXTERNAL AUDITORS OF THE FINANCIAL ENTITY ENTITY:
The undersigned (1), (2), in the capacity of (3), declares under oath that the data provided in this document are correct, complete, and a faithful expression of the truth and that they are aware that they will be subject to the sanctions provided for in Article 296 of the Penal Code in the case of falsity of content of this presentation.

Furthermore, the undersigned assumes the commitment to inform of any modification that occurs in this regard within five calendar days of its occurrence, by submitting a new sworn declaration.

LIST OF FAMILY MEMBERS: (5)
LAST NAME AND FIRST NAMES
TYPE and No. OF
DOCUMENT (4)
COUNTRY AND AUTHORITY
OF ISSUANCE (6)
DEGREE OF KINSHIP
……………………………………………………………………………………………………………………
……………………………………………………………………………………………………………………
Date: Signature:
Document: Type (4) No.
Capacity invoked (7):
CUIT/CUIL No.:
We certify that the preceding signature matches the one registered in our books/was placed in our presence (1).

------------------------------------------------------------------------------------------------------------------------------------ Observations:
(1) Cross out what does not apply.
(2) Include the first and last name of the persons obliged to present this declaration, even if an attorney signs on their behalf.
(3) Indicate shareholder, director - or equivalent authority -, member of the board of directors, auditor or member of the Supervisory Council, general manager, deputy general manager, external auditor.
(4) Indicate D.N.I., L.E. or L.C., as appropriate for native Argentines. For foreigners: Foreign D.N.I., International Card, Passport, Provisional Certificate, Identity Document of the respective country.
(5) Indicate spouse and all relatives up to the second degree of consanguinity or first degree of affinity. If the assigned space proves insufficient, complete the information on a supplementary sheet, which shall be considered an integral part of this declaration. (6) Include only in the case of foreigners who do not have residence in the country. (7) Indicate holder, legal representative, attorney. When it concerns an attorney, the power granted must be broad and general and be valid on the date this declaration is signed.

----------------------------------------------------------------------------------------------------------------------------------- This declaration shall only be completed by natural persons. It shall be presented in duplicate, the copy intervened by the financial entity will serve as proof of receipt of this declaration.

B.C.R.A.
Model for Sworn Declaration of clients (legal entities) regarding their shareholders, partners or associates, managing partners, members of the governing and oversight bodies, auditors, managers, external and internal auditors, certified accountant and attorneys
Annex VI
to Comm. “A”
2573
CENTRAL BANK OF THE ARGENTINE REPUBLIC
SUPERINTENDENCY
OF FINANCIAL AND EXCHANGE
ENTITIES
SWORN DECLARATION OF CLIENTS (LEGAL
ENTITIES) REGARDING THEIR SHAREHOLDERS, PARTNERS OR ASSOCIATES, MANAGING PARTNERS, MEMBERS OF THE GOVERNING AND OVERSIGHT BODIES, AUDITORS, MANAGERS, EXTERNAL AND INTERNAL AUDITORS, CERTIFIED ACCOUNTANT AND ATTORNEYS ENTITY:
……………………………………………………………………………………………………………………
CLIENT:
……………………………………………………………………………………………………………………
The undersigned (1), in the capacity of (2) of (3) declares under oath that the data provided in this document are correct, complete, and a faithful expression of the truth and that they are aware that they will be subject to the sanctions provided for in Article 296 of the Penal Code in the case of falsity of content of this presentation.

Furthermore, the undersigned assumes the commitment to inform of any modification that occurs in this regard within five calendar days of its occurrence, by submitting a new sworn declaration.

LIST OF COMPANY MEMBERS (8):
LAST NAME AND FIRST NAMES
TYPE and No. OF
DOCUMENT (4)
COUNTRY AND AUTHORI TY
OF ISSUANCE (5)
PERCENTAGE OF
PARTICIPATION (7)
……………………………………………………………………………………………………………………
……………………………………………………………………………………………………………………..
Date: Signature:
Document: Type (4) No.
Capacity invoked (9):
CUIT/CUIL No.:
We certify that the preceding signature matches the one registered in our books/was placed in our presence (1).

----------------------------------------------------------------------------------------------------------------------------------- Observations:
(1) Cross out what does not apply.
(2) Indicate president, partner, attorney, or equivalent function that has sufficient power to commit the firm.
(3) Indicate trade name.
(4) Indicate D.N.I., L.E. or L.C., as appropriate for native Argentines. For foreigners: Foreign D.N.I., International Card, Passport, Provisional Certificate, Identity Document of the respective country.
(5) Indicate only in the case of foreigners who do not have residence in the country.
(6) Indicate shareholder, partner or associate, director, managing partner, member of the board of directors, auditor, members of the oversight body, manager, external or internal auditor, certified accountant, attorney, administrator, representative, etc., consigning, where applicable, both the holders and the substitutes. (7) Indicate in the case of shareholders or partners of companies. (8) If the assigned space proves insufficient, complete the information on a supplementary sheet, which shall be considered an integral part of this declaration. (9) Indicate holder, legal representative, attorney. When it concerns an attorney, the power granted must be broad and general and be valid on the date this declaration is signed. This declaration shall be completed in duplicate, the copy intervened by the financial entity will serve as proof of receipt of this declaration.