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Declare Is Of Interest Public National The Achievement Of The Self-Sufficiency Of Hydrocarbons. Create The Federal Council Of Hydrocarbons. Declared Of Public Utility And Subject To Expropriation 51% Of The Heritage Of Ypf Sa And Repsol Ypf Gas Sa

Original Language Title: Declárase de Interés Público Nacional el logro del autoabastecimiento de hidrocarburos. Créase el Consejo Federal de Hidrocarburos. Declárase de Utilidad Pública y sujeto a expropiación el 51% del patrimonio de YPF S.A. y Repsol YPF Gas S.A.

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Law 26,741

The achievement of self-supply of hydrocarbons is declared by the National Public Interest. Create the Federal Hydrocarbons Council. State of Public Utility and subject to expropriation 51% of the estate of YPF S.A. and Repsol YPF Gas S.A. Sanctioned: May 3, 2012 Enacted: May 4, 2012

The Senate and Chamber of Deputies of the Argentine Nation, meeting in Congress, etc., are sanctioned by law:


Single Chapter

From The Sovereignty Of

of the Argentine Republic

Article 1-Declaration of national public interest and as a priority objective of the Argentine Republic

the achievement of self-supply of hydrocarbons, as well as exploration, exploitation, industrialization,

transport and marketing of hydrocarbons in order to ensure economic development with equity

The Commission has been in the process of setting up a new system for the creation of new jobs.

equitable and sustainable growth of the provinces and regions.

ARTICLE 2 °-The National Executive Branch, in its capacity as the authority in charge of the establishment of the policy

in the matter, it will arbitrate the measures conducive to the fulfillment of the aims of the present with the contest

of the provincial and public and private, national and international capital.

ARTICLE 3-Establishment as principles of the policy of the Republic of Argentina


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(a) The promotion of the use of hydrocarbons and their derivatives as a factor for development and

the competitiveness of the various economic sectors and of the provinces and regions;

(b) the conversion of the resources of the water resources into proven reserves and their exploitation and the refund

of reserves;

c) The integration of public and private, national and international capital into strategic alliances aimed at

exploration and exploitation of conventional and non-conventional hydrocarbons;

d) The maximization of investments and the resources used to achieve self-supply of

Hydrocarbons in the short, medium and long term;

e) The incorporation of new technologies and management modalities that contribute to the improvement of the

activities for the exploration and exploitation of hydrocarbons and the promotion of technological development in the

Republic of Argentina with that object;

(f) Promotion of the industrialization and marketing of hydrocarbons with high added value;

(g) The protection of consumers ' interests related to the price, quality and availability of

derivatives of hydrocarbons;

(h) obtaining export balances for the improvement of the balance of payments;

ensuring the rational exploitation of the resources and the sustainability of their exploitation for the

exploitation of future generations.


Single Chapter

Of the Federal Council for Hydrocarbons

ARTICLE 4 °-Create the Federal Council of Hydrocarbons, which will be integrated with the participation of:

a) The Ministry of Economy and Public Finance, the Ministry of Federal Planning, Public Investment and

Services, the Ministry of Labour, Employment and Social Security and the Ministry of Industry, through its

respective holders;

b) The provinces and the Autonomous City of Buenos Aires, through the representatives who each

they designate.

ARTICLE 5-The following are the functions of the Federal Council of Hydrocarbons:

(a) Promote coordinated action by the national state and the provincial states in order to ensure

compliance with the objectives of the present;

(b) to be issued on any other matter linked to the fulfilment of the objectives of this Law and to the

fixing of the policy of the Argentine Republic, which the National Executive Branch will submit to

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their consideration.

ARTICLE 6-The Council shall meet the absolute majority of its members and shall be chaired and

represented by the representative of the national state that the National Executive Branch designates for this purpose.

It will dictate its own operating rules.


From the Recovery of YPF Control

Chapter I

From the Expropriation

ARTICLE 7-For the purpose of ensuring compliance with the objectives of the present Regulation,

public utility and subject to expropriation fifty-one percent (51%) of YPF Sociedad's estate

Anonymous represented by equal percentage of the Class D shares of that company, belonging to

Repsol YPF S.A., its controlled or controlled, in direct or indirect form. Also, declare

public utility and subject to expropriation fifty-one percent (51%) of Repsol YPF GAS's assets

S.A. represented by sixty per cent (60%) of the Class A shares of that undertaking,

belonging to Repsol Butano S.A., its controlled or controlled.

Article 8 °-Actions subject to expropriation of companies YPF Sociedad Anonima and Repsol

YPF GAS S.A., in compliance with the previous article, will be distributed as follows:

Fifty-one percent (51%) will belong to the national state and forty-nine percent (49%)

the remaining will be distributed among the provinces that are members of the Federal Organization of the


The regulations must provide for the conditions of the cession ensuring that the distribution of

actions between the provinces that accept their transfer is carried out in an equitable manner, also having

for this purpose the levels of production of hydrocarbons and of proven reserves of each of the


ARTICLE 9 °-For the purpose of guaranteeing the fulfillment of the objectives of the present, the Executive Branch

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National, by itself or through the body designated by it, shall exercise political rights over the whole of

actions subject to expropriation until the transfer of political rights is perfected and

(a) the economic situation in the Member State concerned;

The transfer of the political and economic rights of the shares subject to expropriation, which the

National State in favor of the provincial states members of the Federal Organization of States

Producers of Hydrocarbons shall provide for the exercise of the share rights corresponding to them

in a unified form for the minimum period of fifty (50) years through a syndication pact


The designation of the Directors of YPF Company Anonima which corresponds to nominate in representation of

the shares subject to expropriation shall be made in proportion to the holdings of the national State,

Provincial states and one representing the employees of the company.

ARTICLE 10. -For the purposes of the implementation of the present and the registration of the ownership of the

rights relating to shares subject to expropriation must be recorded as

Expropriation of such actions is because of public utility and the transfer is prohibited

of them without authorization from the Congress of the Nation voted by the two-thirds of its members.


ARTICLE 11. -The expropriation processes will be governed by the provisions of Law 21,499 and

act as expropriating the National Executive Branch.

ARTICLE 12. -The price of the goods subject to expropriation will be determined as foreseen in the

Article 10 and concordant of Law 21,499. The appraisal will be carried out by the Nation's Court of Tasings.

Chapter II

From Operational Continuity

ARTICLE 13. -In order to ensure continuity in exploration, production,

The industrialization and refining of hydrocarbons by YPF Sociedad Anonima and Repsol YPF GAS S.A.,

as well as their transport, marketing and distribution and the increase of the investor flow, for the appropriate

supply of fuels necessary for the functioning of the national economy in the framework of the

the provisions of the present, the National Executive Branch, through the persons or bodies that

designate, from the entry into force of this law shall exercise all the rights that the actions to

Expropriate confers on the terms of Articles 57 and 59 of that rule.

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The National Securities Commission on the day of the enactment of this law will convene an Assembly of

Shareholders, for the purpose of dealing, among other matters deemed necessary and relevant for the purposes of

the present, the removal of all the head and alternate directors and the trade union members and

substitutes and the designation of their replacements for the appropriate term.

ARTICLE 14. -Facultítón al Poder Executive Nacional y al Interventor de YPF Sociedad Anonima y Repsol

YPF GAS S.A. designated by the latter, to take all the necessary actions and collect, up to

Both assume control of YPF Sociedad Anonima and Repsol YPF GAS S.A., in order to guarantee the

operation of companies, the preservation of their assets and the supply of hydrocarbons.

Chapter III

Of the Legal Continuity

and the Management of YPF S.A.

ARTICLE 15. -For the development of its activity, YPF Sociedad Anonima and Repsol YPF GAS S.A.,

continue to operate as open anonymous companies, in the terms of Chapter II, Section V, of the

Law 19,550 and concordant rules, not having any applicable legislation or administrative rules

to govern the administration, management and control of undertakings or entities in which the State

national or provincial states have participation.

ARTICLE 16. -the management of the equity rights corresponding to the shares subject to

Expropriation, by the national State and the provinces, shall be carried out in accordance with the following


(a) the strategic contribution of YPF Sociedad Anonima to the fulfilment of the objectives of the present;

(b) The management of YPF Sociedad Anonima in accordance with the best practices of the industry and the

corporate governance, preserving the interests of its shareholders and generating value for them;

c) The management of YPF S.A. through a professionalized management.

ARTICLE 17. -In order to fulfill its object and the purposes of the present, YPF Company Anonima will go to

sources of external and internal financing and the coordination of strategic partnerships, joint

ventures, transitional partnerships of companies and all types of association agreements and business collaboration

with other public, private or mixed companies, national or foreign.

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ARTICLE 18. -This law is of public order and will take effect from its publication in the

Official Gazette.

ARTICLE 19. -Contact the National Executive Branch.




BELOVED BOUDOU. -JULIAN A. DOMINGUEZ. -Juan H. Estrada. -Gervasio Bozzano.

Date of publication: 07/05/2012

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