-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Nkzh9LjSD6XMYWJSwYIldjX5LmFuCwgITPy8ex73lv+sZRpGcRipASJhF0d+Bmkl O6g1c8S5O1exbQ6kFJaYzQ== 0001275287-06-002893.txt : 20060518 0001275287-06-002893.hdr.sgml : 20060518 20060518100219 ACCESSION NUMBER: 0001275287-06-002893 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060517 FILED AS OF DATE: 20060518 DATE AS OF CHANGE: 20060518 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Macro Bansud Bank Inc. CENTRAL INDEX KEY: 0001347426 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 000000000 STATE OF INCORPORATION: C1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32827 FILM NUMBER: 06850680 BUSINESS ADDRESS: STREET 1: SARMIENTO 447 CITY: BUENOS AIRES STATE: C1 ZIP: 1041 BUSINESS PHONE: 54-11-5222-6500 MAIL ADDRESS: STREET 1: SARMIENTO 447 CITY: BUENOS AIRES STATE: C1 ZIP: 1041 6-K 1 mb5928.txt FORM 6-K ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 May 17, 2006 ---------- Commission File Number: 333-130901 ---------- MACRO BANSUD BANK INC. (Exact name of registrant as specified in its Charter) ---------- Sarmiento 447 Buenos Aires C1 1041 Tel: 54 11 5222 6500 (Address of registrant's principal executive offices) ---------- Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F [X] Form 40-F [ ] Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes [ ] No [X] Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes [ ] No [X] Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [ ] No [X] If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- N/A ================================================================================ INDEX ----- 1. Minutes of General Regular and Special Shareholders' Meeting held on April 28, 2006. 2. Extract from the Register of Shareholders'Attendance from the General Regular and Special Shareholders' Meeting held on April 28, 2006. MINUTES OF SHAREHOLDERS' MEETING No. 78 --------------------------------------- In the City of Buenos Aires, on the twenty-eighth day of April, 2006, at 11:15 a.m., the shareholders of "BANCO MACRO BANSUD S.A." listed on pages 39/40 of the book "Deposit of Shares and Register of Attendance at Shareholders' Meetings" No. 3, held a General Regular and Special Shareholders' Meeting at the corporate place of business, Sarmiento 447. The said meeting was convened pursuant to the legal provisions in force and was attended by the Directors Messrs. Jorge Horacio Brito, Delfin Jorge Ezequiel Carballo, Fernando Andres Sansuste, Juan Pablo Brito Devoto, Roberto Julio Eilbaum, Luis Carlos Cerolini, Carlos Enrique Videla and Jorge Pablo Brito; the Regular Statutory Auditors , Messrs. Ladislao Szekely, Santiago Marcelo Maidana and Herman Fernando Aner, and Mr. Carlos Marcelo Szpunar, on behalf of the Auditor, Pistrelli, Henry Martin y Asociados S.R.L. Mr. Alberto Jorge Traversa (accountant) attended on behalf of the Buenos Aires Stock Exchange. Nobody attended on behalf of the Comision Nacional de Valores (Argentina Securities Commission). The President, Mr. Jorge Horacio Brito, noted that the statutory quorum was present, and called the Meeting to order, with the presence of fifteen shareholders, five of them on their own and ten by proxy, holding 524,978,163 book-entry shares, of which 10,204,066 are Class "A", entitled to 5 votes each, and 514,774,097 are Class "B", entitled to 1 vote each, all of them AR$ 1.- each, representing a capital stock of AR$524,978,163.- (76.76% of the capital stock) and 565,794,427 votes. The Shareholders' Meeting was convened through notices in the Official Gazette and in the newspaper El Cronista, so as to discuss the following: AGENDA ------ 1) Appointment of two shareholders to sign the minutes of the Shareholders' Meeting. 2) Discussion of documents prescribed by section 234, subparagraph 1 of Law 19,550, for the fiscal year ended December 31, 2005. 3) Approval of the performance of the Board of Directors and of the actions taken by the Supervisory Committee. 4) Discussion of the distribution of cash dividends, subject to the authorization of the Central Bank of the Republic of Argentina. 5) Allocation of the Retained Earnings for the fiscal year 2005. 6) Discussion of the remuneration of the Board of Directors for the fiscal year ended December 31, 2005, in the amount of AR$ 12,163,714.93, exceeding by AR$1,046,835.28 the five percent (5%) limit of the profits increased pursuant to section 261 of Law No. 19,550 and the Rules of the Argentina Securities Commission, according to the amount proposed for the distribution of dividends. 7) Discussion of the remuneration of the Supervisory Committee. 8) Discussion of the remuneration of the Auditor for the fiscal year ended December 31, 2005. 9) Determination of the number and election of Regular and Alternate Directors, pursuant to section 14 of the corporate bylaws. 10) Determination of the number of, and election of the regular and alternate members of the Supervisory Committee, for one fiscal year. 11) Appointment of the Auditor for the fiscal year to be ended December 31, 2006. 12) Determination of the budget of the Audit Committee. Delegation to the Board of Directors. 13) Amendment to Section 1 of the corporate bylaws. 14) Granting of powers to procure consent to the amendment to the bylaws and its registration. Afterwards, the items of the Agenda were discussed. The outcome of the discussions was as follows: ITEM No. 1: By unanimous eligible votes, with a majority of 565,793,927 votes - ---------- for and the abstention of 500 votes, the shareholder Mr. Delfin Jorge Ezequiel Carballo and Mr. Fernando Ledesma Padilla, on behalf of The Bank of New York were appointed to sign the Minutes of the Shareholders' Meeting ITEM No. 2: Mr. Jorge H. Brito proposed taking the documents as read since they - ---------- were known to the shareholders because such documents had been made available to them prior to the Shareholders' Meeting and had been published in the Official Gazette on March 27 and 30, 2006. In view of his statements, Mr. Brito requested the approval of such documents, and his motion was approved by unanimous eligible votes, with a majority of 565,744,427 votes for and the abstention of 50,000 votes. The transcription of the documents approved was omitted, as they are included in the relevant certified and sealed books. ITEM No. 3: By unanimous eligible votes, with a majority of 565,789,427 votes - ---------- for and the abstention of 50,000 votes, with the due abstention in each case of the shareholders who are members of the Board of Directors as regards their own performance, the performance of the Board of Directors and the actions taken by the Supervisory Committee as of the date hereof were approved. ITEM No. 4: Mr. Brito noted that, under Communication A 4152 of June 2, 2004, - ---------- the Central Bank of the Republic of Argentina (B.C.R.A.) ruled out a general suspension regarding the distribution of profits directed by the B.C.R.A. through Communication A 3574, without prejudice to requiring the prior authorization of the Superintendence of Financial and Exchange Entities. Therefore, the Board of Directors proposed distributing cash dividends in the amount of AR$ 68,394,344, (10% of the capital stock in the amount of AR$ 683,943,437, the last increase of which is pending registration), and simultaneously applying to the B.C.R.A. for the required authorization. Likewise, during the current month a notice that the said authorization had been granted was received from the Superintendence of Financial and Exchange Entities, and therefore a motion was made to distribute to the shareholders as cash dividends the amount of AR$ 68,394,344, for the retained earnings as of December 31, 2005. The said distribution is subject to the withholding set forth in the Section added after Section 69 of the Income Tax Law, in the amount of 35% on the portion of dividends that may exceed the income determined on the basis of the application of the general provisions of the said law, which pursuant to the calculation method laid down in the said section is imposed in the amount of AR$ 9,952,100.99. By unanimity of votes present, with 565,794,427 votes for, a resolution was adopted to distribute to the shareholders as cash dividends the amount of AR$ 68,394,344, (10% of the capital stock in the amount of AR$ 683,943,437, the last increase of which is pending registration), for the retained earnings as of December 31, 2005. The Board of Directors was authorized to make available to the Shareholders, pro rata to their share holdings, the cash dividend approved at the meeting, within 30 calendar days, as prescribed by the current law. The shareholders Maxima AFJP, Origenes AFJP, Arauca Bit AFJP and Previsol AFJP, requested that an entry be made on the minutes of their disagreement regarding the withholding set forth in the Section added after Section 69 of the Income Tax Law. The reason for this was, as it had already been concluded both by the Technical and Legal Division of the Central Regional Department of the Federal Administration of Public Revenues, that the said withholding does not apply because the beneficiary of the dividends is a Pension and Retirement Fund. ITEM No. 5: By a majority of 565,788,427 votes for and 6,000 votes against, the - ---------- following allocation of the retained earnings for the 2005 fiscal year was approved: a) The amount of AR$ 52,543.469.50 to the Statutory Reserve; b) The amount of AR$ 68,394,344.- to Cash Dividends, pursuant to the approval under item No. 4 above; c) The amount of AR$ 509,667,335.98 to a New Fiscal Year. ITEM No. 6: In compliance with the provisions of Section 6, subparagraph a), - ---------- Chapter III, of the Rules of the Comision Nacional de Valores, Mr. Jorge H. Brito noted that the fees allocated to the Board of Directors are proper taking into account their responsibilities, the time devoted to their duties, their professional qualifications and reputation and the value of their services in the market and further said that the said fees apply because of the technical and administrative duties performed on an exclusive and permanent manner in the fiscal year ended December 31, 2005. By a majority of 565,732,427 votes for, the abstention of 56,000 votes and 6.000 votes against, the fees of the Board of Directors for the fiscal year ended December 31, 2005, in the amount of AR$ 12,163,714.93, exceeding by AR$ 1,046,835.28 the five percent (5%) limit of the profits increased pursuant to section 261 of the Law No. 19,550 and the Rules of the Comision Nacional de Valores were approved, in view of the proposed amount of distribution of dividends. A resolution was made to delegate to the Board of Directors the allocation to each one of the directors of the fees approved in the foregoing paragraph. ITEM No. 7: By a majority of 561,674,427 votes for, the abstention of 3,224,000 - ---------- votes and 896,000 votes against, the fees for the Supervisory Committee in the amount of AR$ 220,200.-, which is charged to the result of the fiscal year as of December 31, 2005 were approved. ITEM No. 8: By a majority of 564,848,427 votes for, the abstention of 50,000 - ---------- votes and 896,000 votes against, a resolution was made to approve the remuneration of the Auditor, in the amount of AR$ 844,746, paid for his work related to the audit of the financial statements for the fiscal year ended December 31, 2005. ITEM No. 9: The number of regular directors was fixed at ten, and the number of - ---------- alternate directors, at three. Mr. Jorge H. Brito nominated the following regular directors: Messrs. Jorge Horacio Brito, Delfin Jorge Ezequiel Carballo, Fernando Andres Sansuste, Juan Pablo Brito Devoto, Roberto Julio Eilbaum, Luis Carlos Cerolini, Carlos Enrique Videla, Jorge Pablo Brito, Alejandro Macfarlane and Guillermo Eduardo Stanley, and the following alternate directors: Messrs. Mario Eduardo Bartolome, Ernesto Eduardo Medina and Hugo Raul Garnero, and noted that Messrs. Jorge Horacio Brito, Delfin Jorge Ezequiel Carballo, Fernando Andres Sansuste, Juan Pablo Brito Devoto, Roberto Julio Eilbaum, Luis Carlos Cerolini, Jorge Pablo Brito, Mario Eduardo Bartolome and Ernesto Eduardo Medina are non-independent directors and that Messrs. Carlos Enrique Videla, Alejandro Macfarlane, Guillermo Eduardo Stanley and Hugo Raul Garnero are independent directors. Likewise, pursuant to the provisions of Section 14 of the corporate bylaws, with the number of regular directors having been fixed at ten at this Shareholders' Meeting and with this Shareholders' Meeting being the first one to elect directors following the registration of the amendment to the said Section 14 of the corporate bylaws, Mr. Brito noted that it is necessary to determine among the elected directors who shall serve for periods of three fiscal years, two fiscal years and one fiscal year. Therefore, he made a motion that Messrs. Jorge Horacio Brito, Delfin Jorge Ezequiel Carballo and Jorge Pablo Brito hold office for three fiscal years; that Messrs. Juan Pablo Brito Devoto, Roberto Julio Eilbaum and Luis Carlos Cerolini hold office for two fiscal years, and Messrs. Fernando Andres Sansuste, Carlos Enrique Videla, Alejandro Macfarlane and Guillermo Eduardo Stanley hold office for one fiscal year, and further noted that the alternate directors, by virtue of the number prescribed by the said Shareholders' Meeting, must hold office for three fiscal years. By a majority of 564.843.427 votes for, the abstention of 55,000 votes and 896,000 votes against, the following regular directors were appointed: Messrs. Jorge Horacio Brito, Delfin Jorge Ezequiel Carballo and Jorge Pablo Brito, to hold office for three fiscal years; Messrs. Juan Pablo Brito Devoto, Roberto Julio Eilbaum and Luis Carlos Cerolini, to hold office for two fiscal years; Messrs. Fernando Andres Sansuste, Carlos Enrique Videla, Alejandro Macfarlane and Guillermo Eduardo Stanley, to hold office for one fiscal year. Messrs. Mario Eduardo Bartolome, Ernesto Eduardo Medina and Hugo Raul Garnero were appointed alternate directors, to hold office for three fiscal years, and it was recorded that any of the alternate directors should substitute for any of the regular directors in case of absence or vacancy. ITEM No. 10: The number of regular members and of alternate members of the - ----------- Supervisory Committee was fixed at three. Mr. Jorge H. Brito nominated the following persons as regular members of the Supervisory Committee: Ladislao Szekely, Santiago Marcelo Maidana and Herman Fernando Aner; and as alternate members, Messrs. Alejandro Almarza, Horacio Della Roca and Alejandro Carlos Piazza. Mr. Jorge H. Brito noted that as prescribed by the rules of the Comision Nacional de Valores, he made record of the independent capacity of Messrs. Szekely, Maidana, Aner, Almarza, Della Rocca and Piazza. Furthermore, he made record that the said persons do not serve and shall not be nominated to serve as auditors of this company; that the regular and alternate members of the Supervisory Committee have or are members of firms that keep a professional relationship with this company or with companies controlled by or related to this company and are paid fees by this company or by the companies controlled by or related to this company, besides those fees received for serving as such. By a majority of 564,848,427 votes for, the abstention of 50,000 votes and 896,000 votes against, Messrs. Ladislao Szekely, Santiago Marcelo Maidana and Herman Fernando Aner were appointed regular members of the Supervisory Committee, and Messrs. Alejandro Almarza, Horacio Della Rocca and Alejandro Carlos Piazza were appointed alternate members. ITEM No. 11: By a majority of 564,898,427 votes for and 896,000 votes against, - ----------- Mr. Norberto Marcelo Nacuzzi (Accountant) was appointed Auditor and Mr. Eduardo Cesar Coduri (Accountant) was appointed Alternate Auditor for the fiscal year ending December 31, 2006. Both of them are partners of the firm of auditors Pistrelli, Henry Martin y Asociados S.R.L. Pursuant to directives of the professional accounting rules in force, especially Pronouncement No. 7, of the Argentine Federation of Professional Councils of Economic Science, and by the pertinent rules of the Comision Nacional de Valores, the appointed external auditors' capacity as independent professionals was recorded. Likewise, it was recorded that all of the rules of the Comision Nacional de Valores related to the appointment of the auditors have been met. ITEM No. 12: By unanimous eligible votes, with a majority of 565,784,427 votes - ----------- for and the abstention of 10,000 votes, a resolution was adopted to delegate to the Board of Directors the determination of the Audit Committee's budget. ITEM No. 13: So as to reinstate the original name of the company and simplify - ----------- business in all the regions of the country under the same one-word name, by unanimous eligible votes, with a majority of 565,732,427 votes for and the abstention of 62,000 votes, the change in the corporate name to Banco Macro S.A. and the amendment to Section 1 of the corporate bylaws, to read as follows, were approved: SECTION 1: Banco Macro Bansud S.A., the surviving entity of Banco Bansud S.A., which is, in turn, the surviving entity of Banco del Sud Sociedad Anonima, continues carrying on businesses under the name of BANCO MACRO S.A., with principal place of business in the City of Buenos Aires. The Bank may establish branches, affiliates, of any kind or nature whatsoever, representations or correspondent offices, either within or without the country, whether or not assigning to them a specified capital amount, in accordance with applicable legal and banking rules in effect. ITEM No. 14: By unanimous eligible votes, with a majority of 565,732,427 votes - ----------- for and the abstention of 62,000 votes, a resolution was adopted to empower the Board of Directors to accept any possible amendments to the resolutions adopted at this meeting, regarding the actions to obtain consent and proceed with registration of the amendment to the bylaws, which may arise from any objections made by the control authority and to propose others, accordingly, and a special power-of-attorney was granted to Luis Carlos Cerolini, Alejandro Senillosa, Josefina Sansuste, Ana Cristina Rodriguez, Hugo Nicolas Luis Bruzone, Mariano Juarez Goni and Juan Pablo Bove, so that acting jointly, individually or alternately, they may take any action required for the approval and registration of the amendment to the bylaws, before any relevant agency, being empowered to accept or appeal any possible objections, and sign any necessary public or private instruments, including the authority to sign any notices and to withdraw any documents. There being no further matters to be dealt with, the meeting was adjourned at 11:45 a.m. In compliance with the provisions of Chapter VII, section 23, subparagraph d), of the Rules of the Comision Nacional de Valores, there follows a list of the votes of The Bank of New York, depository of the ADRs, for each item: Item BNY for BNY against BNY abstentions - ----------- ------------- -------------- -------------------- 1 119,375,500 --- 500 2 119,326,000 --- 50,000 3 119,371,000 --- 5,000 4 119,376,000 --- --- 5 119,370,000 6,000 --- 6 119,314,000 6,000 56,000 7 115,256,000 896,000 3,224,000 8 118,430,000 896,000 50,000 9 118,425,000 896,000 55,000 10 118,430,000 896,000 50,000 11 118,480,000 896,000 --- 12 119,366,000 --- 10,000 13 119,314,000 --- 62,000 14 119,314,000 --- 62,000 Signed.: Jorge Horacio Brito (President), Ladislao Szekely (Statutory Auditor), Santiago Marcelo Maidana (Statutory Auditor), Herman Fernando Aner (Statutory Auditor), Carlos M. Szpunar (on behalf of Pistrelli, Henry Martin y Asociados S.R.L. - Auditor), Delfin Jorge Ezequiel Carballo (Shareholder), Fernando Ledesma Padilla (on behalf of The Bank of New York). EXTRACT FROM THE REGISTER OF SHAREHOLDERS' ATTENDANCE CORPORATE NAME: BANCO MACRO BANSUD S.A. General Regular and Special Shareholders' Meeting held on April 28, 2006 Page 39/40
NUMBER OF SHARES ----------------------- ORDER NO. DATE SHAREHOLDER REPRESENTATIVE CLASS A CLASS B - --------- ------ --------------------------------------------- ----------------------------------- --------- ------------ Brito, Jorge Horacio DNI 10.550.549 1 24-4 Sarmiento 735, 5th floor, Bs.As. (Special) 4,110,747 119,033,732 Carballo, Delfin Jorge Ezequiel DNI 10.788.109 2 24-4 Sarmiento 447, 7th floor, Bs.As.(Special) 3,795,903 105,109,461 Sansuste, Fernando Andres DNI 10.140.776 3 24-4 Sarmiento 447, 7th floor, Bs.As.(Special) 2,015,826 47,553,355 Brito Devoto, Juan Pablo DNI 13.765.210 4 24-4 Sarmiento 447, 7th floor, Bs.As.(Special) 281,590 8,410,396 Banco Rio de la Plata S.A. Ledesma Padilla, Fernando Bartolome Mitre 480, Bs.As.(Legal) (Special) DNI 18.255.086 Federal Trial Record Court for Commercial Bartolome Mitre 480, Bs.As. Matters, 05-14-68, No. 1215, p. 64, Book (Special) Juarez Goni, Mariano 66, Volume A of National Bylaws (Special) DNI 23.222.562 Acting as custodian under the ADR's B(degree)Sta. Barbara L 3, Pacheco, program of Banco Macro Bansud S.A. on Province of Bs. As. (de facto) behalf of The Bank of New York (with place of business at One Wall St., New York 10286 USA, chartered as a bank in 1784 in the State of New York, USA, and No. Of registration with FDIC 00639), which in turn acts as Depository solely in the name and on behalf of the investors in the 119,376,000 5 24-4 ADR's Program. Origenes AFJP SA Fondo Negociable Perret, Maria Emilia (Special) Paseo Colon 357, 3rd floor, Bs. As.(Legal) DNI 27.188.397 I.G.J., Bs. As. 02- 24-94, No.1591, Book 114, Suipacha 1111, 18th floor, 6 24-4 Volume A of Stock Companies Bs. As.. (Special) 19,000,000 NUMBER OF ORDER NO. DATE SHAREHOLDER REPRESENTATIVE CAPITAL $ VOTES - --------- ------ --------------------------------------------- ----------------------------------- ----------- ------------- Brito, Jorge Horacio DNI 10.550.549 1 24-4 Sarmiento 735, 5th floor, Bs.As. (Special) 123,144,479 139,587,467 Carballo, Delfin Jorge Ezequiel DNI 10.788.109 2 24-4 Sarmiento 447, 7th floor, Bs.As.(Special) 108,905,364 124,088,976 Sansuste, Fernando Andres DNI 10.140.776 3 24-4 Sarmiento 447, 7th floor, Bs.As.(Special) 49,569,181 57,632,485 Brito Devoto, Juan Pablo DNI 13.765.210 4 24-4 Sarmiento 447, 7th floor, Bs.As.(Special) 8,691,986 9,818,346 Banco Rio de la Plata S.A. Ledesma Padilla, Fernando Bartolome Mitre 480, Bs.As.(Legal) (Special) DNI 18.255.086 Federal Trial Record Court for Commercial Bartolome Mitre 480, Bs.As. Matters, 05-14-68, No. 1215, p. 64, Book (Special) Juarez Goni, Mariano 66, Volume A of National Bylaws (Special) DNI 23.222.562 Acting as custodian under the ADR's B(degree)Sta. Barbara L 3, Pacheco, program of Banco Macro Bansud S.A. on Province of Bs. As. (de facto) behalf of The Bank of New York (with place of business at One Wall St., New York 10286 USA, chartered as a bank in 1784 in the State of New York, USA, and No. Of registration with FDIC 00639), which in turn acts as Depository solely in the name and on behalf of the investors in the 119,376,000 119,376,000 5 24-4 ADR's Program. Origenes AFJP SA Fondo Negociable Perret, Maria Emilia (Special) Paseo Colon 357, 3rd floor, Bs. As.(Legal) DNI 27.188.397 I.G.J., Bs. As. 02- 24-94, No.1591, Book 114, Suipacha 1111, 18th floor, 6 24-4 Volume A of Stock Companies Bs. As.. (Special) 19,000,000 19,000,000
EXTRACT FROM THE REGISTER OF SHAREHOLDERS' ATTENDANCE CORPORATE NAME: BANCO MACRO BANSUD S.A. General Regular and Special Shareholders' Meeting held on April 28, 2006 Page 39/40 Maxima SA AFJP Fondo de Jubilaciones y Chialva, Nicolas Leandro (Special) Pensiones Tucuman 671, PB, DNI 25.442.576 Bs.As.(Legal) I.G.J., Bs.As., Avda. de Mayo 701, 20th floor, 02-16-94, No. 1291, Book 114, Bs. As.(Special) 7 24-4 Volume A of Stock Companies 16,288,369 Met AFJP S.A. Fondo Negociable Hejeij, Christian Marcelo (Special) Tte. Gral. Peron 646, DNI 21.851.919 6th floor, Bs.As.(Legal) Peron 646, 6th floor, Bs.As.(Special) I.G.J., Bs.As., 01-03-01, No. 203, Book 13, of 8 24-4 Joint Stock Company 23,132,468 Consolidar Fondo Naveiro, Marcelo Jose (Special) Avda. Independencia 169, 5th floor, DNI 23.804.367 Bs.As. (Legal) Independencia 169, Bs.As.(Special) I.G.J., Bs.As., 02-09-94, No. 1081, Book 114, 9 24-4 Volume A of Stock Companies 25,026,464 Nacion AFJP Cta. Fdo. Tit. Negociable Cortinez, Pablo Alejandro (Special) San Martin 913, Bs.As. (Legal) DNI 20.130.042 I.G.J., Bs.As., 02-01-94, No. 846, San Martin 903, Bs.As. (Special) Book. 114, 10 24-4 Volume A of Stock Companies 17,838,331 Nacion AFJP Cta. Encaje Tit. Negociable Cortinez, Pablo Alejandro (Special) San Martin 913, Bs.As. (Legal) DNI 20.130.042 I.G.J., Bs.As., 02-01-94, No. 846, Book 114, San Martin 903, Bs. As. (Special) 11 24-4 Volume A of Stock Companies 163,240 Arauca Bit A.F.J.P. S.A. Fondo Padovan, Maria Rosa (Special) Avda. Leandro N. Alem 1050, DNI 21.003.659 11th floor, Bs.As. (Legal) Alem 1050, 11th floor, Bs. As. I.G.J., Bs.As., 02-1194, No. 1134, Book 114, (Special) 12 24-4 Volume A of Stock Companies. 10,815,057 Arauca Bit A.F.J.P. S.A. Encaje Padovan, Maria Rosa (Special) Avda. Leandro N. Alem 1050, DNI 21.003.659 11th floor, Bs.As. (Legal) Alem 1050, 11th floor, Bs.As. I.G.J., Bs.As., 02-11-94, (Special) No. 1134, Book 114, 13 24-4 Volume A of Stock Companies. 76,936
Maxima SA AFJP Fondo de Jubilaciones y Chialva, Nicolas Leandro (Special) Pensiones Tucuman 671, PB, DNI 25.442.576 Bs.As.(Legal) I.G.J., Bs.As., Avda. de Mayo 701, 20th floor, 02-16-94, No. 1291, Book 114, Bs. As.(Special) 7 24-4 Volume A of Stock Companies 16,288,369 16,288,369 Met AFJP S.A. Fondo Negociable Hejeij, Christian Marcelo (Special) Tte. Gral. Peron 646, DNI 21.851.919 6th floor, Bs.As.(Legal) Peron 646, 6th floor, Bs.As.(Special) I.G.J., Bs.As., 01-03-01, No. 203, Book 13, of 8 24-4 Joint Stock Company 23,132,468 23,132,468 Consolidar Fondo Naveiro, Marcelo Jose (Special) Avda. Independencia 169, 5th floor, DNI 23.804.367 Bs.As. (Legal) Independencia 169, Bs.As.(Special) I.G.J., Bs.As., 02-09-94, No. 1081, Book 114, 9 24-4 Volume A of Stock Companies 25,026,464 25,026,464 Nacion AFJP Cta. Fdo. Tit. Negociable Cortinez, Pablo Alejandro (Special) San Martin 913, Bs.As. (Legal) DNI 20.130.042 I.G.J., Bs.As., 02-01-94, No. 846, San Martin 903, Bs.As. (Special) Book. 114, 10 24-4 Volume A of Stock Companies 17,838,331 17,838,331 Nacion AFJP Cta. Encaje Tit. Negociable Cortinez, Pablo Alejandro (Special) San Martin 913, Bs.As. (Legal) DNI 20.130.042 I.G.J., Bs.As., 02-01-94, No. 846, Book 114, San Martin 903, Bs. As. (Special) 11 24-4 Volume A of Stock Companies 163,240 163,240 Arauca Bit A.F.J.P. S.A. Fondo Padovan, Maria Rosa (Special) Avda. Leandro N. Alem 1050, DNI 21.003.659 11th floor, Bs.As. (Legal) Alem 1050, 11th floor, Bs. As. I.G.J., Bs.As., 02-1194, No. 1134, Book 114, (Special) 12 24-4 Volume A of Stock Companies. 10,815,057 10,815,057 Arauca Bit A.F.J.P. S.A. Encaje Padovan, Maria Rosa (Special) Avda. Leandro N. Alem 1050, DNI 21.003.659 11th floor, Bs.As. (Legal) Alem 1050, 11th floor, Bs.As. I.G.J., Bs.As., 02-11-94, (Special) No. 1134, Book 114, 13 24-4 Volume A of Stock Companies. 76,936 76,936
EXTRACT FROM THE REGISTER OF SHAREHOLDERS' ATTENDANCE CORPORATE NAME: BANCO MACRO BANSUD S.A. General Regular and Special Shareholders' Meeting held on April 28, 2006 Page 39/40 Previsol AFJP Fondo Titulos Negociables Akris, Guillermo Mario (Special) Alsina 633, Bs. As. (Legal) CI 9.710.103 I.G.J., Bs. As., 02-25-94, No. 1633, Alsina 633, 2nd floor, 14 24-4 Book 114, Volume A of Stock Companies Bs. As. (Special) 2,949,288 Varela, Elba Beatriz DNI 5.112.995 15 24-4 Av. San Juan 535, Bs. As. (Special) 1,000 Gracey, Carlos Alberto and/or Arias, Carlos Aurelio Ramon Paraguay 749, 4(degree)14, Bs. As. 16 24-4 (Absent) 22,000 Mellon Bank NA Omnibus Santilli Highway 135, Everet Ma, USA 17 24-4 (Absent) 366,765 Mellon Bank NA Int BK Reconstr Santilli Highway 135, Everett, USA 18 24-4 (Absent) 17,053 BBH Cust. For Presid Fellows of Harv 40 Water Str., Boston, Ma, USA 19 24-4 (Absent) 71,975 The Northern Trust Co (A.V.F.C.) 50sth Lasalle Str., Illin., Chicago, USA 20 24-4 (Absent) 1,162,672 ---------- ----------- 10,204,066 516,414,562 ========== ===========
Previsol AFJP Fondo Titulos Negociables Akris, Guillermo Mario (Special) Alsina 633, Bs. As. (Legal) CI 9.710.103 I.G.J., Bs. As., 02-25-94, No. 1633, Alsina 633, 2nd floor, 14 24-4 Book 114, Volume A of Stock Companies Bs. As. (Special) 2,949,288 2,949,288 Varela, Elba Beatriz DNI 5.112.995 15 24-4 Av. San Juan 535, Bs. As. (Special) 1,000 1,000 Gracey, Carlos Alberto and/or Arias, Carlos Aurelio Ramon Paraguay 749, 4(degree)14, Bs. As. 16 24-4 (Absent) 22,000 22,000 Mellon Bank NA Omnibus Santilli Highway 135, Everet Ma, USA 17 24-4 (Absent) 366,765 366,765 Mellon Bank NA Int BK Reconstr Santilli Highway 135, Everett, USA 18 24-4 (Absent) 17,053 17,053 BBH Cust. For Presid Fellows of Harv 40 Water Str., Boston, Ma, USA 19 24-4 (Absent) 71,975 71,975 The Northern Trust Co (A.V.F.C.) 50sth Lasalle Str., Illin., Chicago, USA 20 24-4 (Absent) 1,162,672 1,162,672 ----------- ------------ 526,618,628 567,434,892 =========== ============
This register was closed on this date, with the registration of twenty shareholders, holding 526,618,628 book-entry shares, AR$ 1.- par value each, of which 10,204,066 are Class "A" shares, entitling to 5 votes each, and 516,414,562 are Class "B", entitling to 1 vote each, which represent a capital stock of AR$526,618,628.- (77% of the capital stock) and 567,434,892 votes (77.85% of votes). Buenos Aires, April 24, 2006 Signed: Jorge Horacio Brito Signed.: Ladislao Szekely President on behalf of the Supervisory Committee At 11:15 a.m., upon registration of twenty shareholders, the Meeting was called to order with the presence of 15 shareholders, 5 on their own and 10 by proxy, holding 524,978,163 book-entry shares, AR$ 1.- par value each, of which 10,204,066 are Class "A", entitling to 5 votes each, and 514,774,097 are Class "B", entitling to 1 vote each, which represent a capital stock of AR$ 524,978,163.- (76.76% of the capital stock) and 565,794,427 votes (77.62% of the votes). Signed.: Jorge H. Brito Signed.: Ladislao Szekely Signed.: Santiago M. Maidana President Statutory Statutory Auditor Auditor Signed.: Herman F. Aner Signed.: D.J. Ezequiel Carballo Signed.: Fernando Ledesma Padilla Statutory Shareholder on behalf of Auditor The Bank of New York
SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized. Date: May 17, 2006 MACRO BANSUD BANK INC. By: /s/ Luis Cerolini ----------------------- Name: Luis Cerolini Title: Attorney-in-fact -----END PRIVACY-ENHANCED MESSAGE-----