Bolsas y Mercados Argentinos S A : Annual Report 2024 and Financial Statements as of 12/31/24

About this update from Bolsas Y Mercados Argentinos Sa

Table of Contents ANNUAL REPORT 20 24 AND FI NANCIAL STATEMENTS 01. 02. 03. 04. 05. 06. 07. MESSAGE ORDINARY ANNUAL BYMA CAJA DE TECNOLOGÍA IAMC - FROM THE MEETING OF REPORT VALORES DE VALORES BYMAEDUCA CHAIRMAN SHAREHOLDERS 4 6 9 17 29 32 34 08. 09. 10. 11. 12. 13. 14. OWNERSHIP TRANSPARENCY FINANCIAL OUR TEAM CONSOLIDATION CODE OF SUSTAINABILITY STRUCTURE, AND CORPORATE DATA OF UNALLOCATED CORPORATE SHAREHOLDERS, GOVERNANCE RESULTS GOVERNANCE SHARE VALUE 36 38 44 48 53 59 60 Dear Shareholders, 01. MESSAGE FROM THE CHAIRMAN On behalf of the Board of Directors and in compliance with current regulations, I hereby submit for your consideration the 8th Annual Report corresponding to the Fiscal Year ended on December 31, 2024. The analysis and metrics used to evaluate market activity in 2024 indicate that the capital market's performance has been exceptional, suggesting a promising future for Argentina's economic context. Due to the dedication and hard work of our teams, we have achieved historic milestones that demonstrate our ability to adapt and our commitment to taking the market's competitiveness, transparency, and inclusiveness to the next level. The continuous investment in advanced technologies and strategic innovation initiatives played a vital role in making BYMA a leading force in our capital market's transformation, all this leading to higher trading values and fulfilling market participants' expanding interests. BYMA performance has been extraordinary and has reflected the growing trust of both investors and issuers. Financing instruments have reached their highest levels, with small and medium-sized enterprises (SMEs) playing a significant role. In addition, the growth of trading volumes in various segments has reinforced the strength of the financial ecosystem, and this has been supported with the expansion of operations boosted by technological solutions that enhance market access and efficiency. In terms of trading, BYMA has reached record effective volumes built on unprecedented number of closed trading operations. Just to give some context, I'd like to mention that BYMA has managed 6.4 million offers on a daily basis throughout the year, which resulted in 642 thousand trades, approximately two times the daily average of 2023, with a peak of 1,121,407 trades on December 18, 2024. These figures confirm our decision to invest in technology and optimize processes managed by our team of experts and peer-recognized staff. Another evidence of the above is that our Investor's accounts base expanded by 80.9%, reaching 16.5 million accounts -mainly leveraged by virtual wallets. This is also the result of our Central Security Deposit improvement plan, by means of which Caja de Valores "Investors App" enabled improved access to securities custody information and holdings movements -offering investors with enhanced transparency and security tools. Modernizing the market remains a strategic priority. Following this trend, BYMA has been working on the renewal of its settlement and risk system to add cutting-edge world-class technology provided by Nasdaq. This key development plan will be completed during 2025. BYMA will have a global premium financial infrastructure in place which will optimize customer experience and improve post-trading solutions. Our corporate venture capital fund -BYX Ventures- enables the growth of technology startups with disruptive solutions that promote our creative and innovative spirit while modernizing the market. Internally, we have accelerated the company's digital transformation, optimized processes and automatized key areas. BYMA has also consolidated its commitment to Sustainable Financing. The growth of Social, Green and Sustainable Bond issuance and the creation of the Voluntary Carbon Market aligned us with current global solutions and reinforced our leadership in the creation and maintenance of a responsible and sustainable market. We also strengthened our commitment to stock market education and training. Through BYMAEDUCA and BYMALAB we bring the Capital Market closer to society as a whole, by creating an accessible tool for training open to the public. In this sense, we have launched www.bymaeduca.com , a URL-based platform offering free training sessions. In a challenging context -once again- BYMA consolidates itself as a driving actor supporting the progress of the Argentine Capital Market. More than ever, and for reasons that go beyond numerical facts and are better explained by sentiment, I invite you all to move forward with the same commitment, passion and vision for the future and embrace this new financial year that has just begun. We are more than a duly registered company and we are more than a stock exchange; we are BYMA, and we are all aware that our work and commitment, together with their consequences, aim to contribute to improving our society well-being. Dear Shareholders, I want to express my gratitude to all of you for having placed your trust in BYMA Board of Directors and in me. Let me also thank all our employees, professional advisors, suppliers and clients -especially to brokers who choose BYMA for their daily trading- and to our stakeholders for their trust and daily efforts. I would also like to express my special gratitude to BYMA Board of Directors for their leadership and commitment to the company's strategy. Finally, I would like to thank my family for their unconditional support on the long working days I have endured since I started this exiting journey in BYMA, more than a decade ago. We express our gratitude to all those who support us on this transformation path. Ernesto Allaria Chairman | MESSAGEFROMTHECHAIRMAN ANNUAL REPORT 2024 In accordance with BYMA Bylaws, article 26, and with the provisions of the Argentine Companies Law No. 19,550, the Capital Markets Law No. 26,831, the CNV Regulations (R.T. 2013, as amended) and other regulatory provisions, the Board of Directors hereby calls Shareholders for the General Meeting of Shareholders to be held in person on April 10, 2025, the first call to be made at 5.00 pm and the second call to be made at 6.00 pm local time, at 25 de Mayo No. 362, City of Buenos Aires, which address does not correspond to the Company´s registered office. There follows the Agenda of the Meeting: 02. ORDINARY MEETING OF SHAREHOLDERS Announcement of General Meeting of Shareholders Agenda 1. Appointment of 2 (two) shareholders in attendance at the Meeting to, in representation thereof, take part in the drafting, approval and execution of the Minutes (BYMA Bylaws, article 31). 2. Shareholders consideration of the Annual Report, the Inventory and the Financial Statements of the Fiscal Year No. 8 commenced on January 1st, 2024 and ended on December 31, 2024. Said financial statements include the consolidated and separate statements on comprehensive income, financial results, changes in equity, cash flows and notes to the consolidated and separate financial statements, Summary of Activities, the Report of the Supervisory Board, and Independent Auditors' Reports. 3. Shareholders consideration of the unallocated loss of ARS 24,965,978,000, and our proposal to reverse the Earnings Reserve Fund for the amount needed to allocate funds as follows: (i) ARS 24,965,978,000 to absorb FY2024 loss; (ii) ARS 580,000,000 (out of ARS 850,000,000) in excess of the amount provisioned in the Financial Statements to Board of Directors and Supervisory Board's remunerations; (iii) ARS 21,500,000, 000 to increase the Guarantee Fund Reserve pursuant to section 45, Law No. 26,831; (iv) ARS 150,000,000,000 to the distribution of dividends payable in U.S. dollars through the Argentine financial system; and (v) ARS 50,000,000,000 to the creation of a fund reserve for future dividends, delegating the powers to create it to the Board of Directors. 4. Shareholders consideration of increasing the capital stock for an amount of ARS 3,812,500,000 by the capitalization of the Capital Adjustment account amounting to ARS 3,812,500,000, to raise capital stock to ARS 7,625,000, including the pertinent issuance of shares of stock of 1 vote each and a nominal value of ARS 1 each. Board of Directors authorization to conduct and complete the administrative procedures needed to record the capital increase and to set the terms and conditions of the shares of stock issuance, with the power to delegate related tasks for that purpose (according to section 188, 2nd paragraph of the Argentine Corporate Law). 5. Board of Director's and Supervisory Board's performance. 6. Consideration of the Board of Directors and the Supervisory Board's remunerations during the Fiscal Year ended on December 31st, 2024, amounting to ARS 1,430,000 (aggregate amount) and was recorded as loss pursuant to section 261 of Law No. No. 19,550, and to the CNV Regulations (R.T. 2013, as amended), with a provision of ARS 850,000,000. 7.- Appointment of a Public Accountant to decide on the quarterly financial statements and to the annual report to be issued on the next fiscal year, and the consideration of his/her remuneration. 8.- If necessary, consideration of the appointment of 4 (four) shareholders in attendance to act as controllers. 9- Consideration of the number of regular and alternate members of the Board of Directors. 10.- Election of 2 (three) Regular Directors for 3 (three) fiscal years and their pertinent Alternate Directors for the same period. 11- Election of 1 (one) Regular Director and her respective Alternate for 3 (three) fiscal years, in accordance with the requirements set forth in Article 10 of BYMA Corporate Governance Panel Regulations. 12.- Election of 3 (three) Regular Members and their respective Alternate Members of the Supervisory Board for 1 (one) fiscal year. 13.- Authorization to conduct and complete the procedures and filings needed to obtain the pertinent registration records. City of Buenos Aires, March 8th, 2025. The Board of Directors. Remarks: a) Any and all relevant information on the Meeting, the documentation to be considered therein and the Board of Director's proposals will be made available to Shareholders at BYMA website: www.byma.com.ar and at the National Securities Commission's Financial Information Platform (CNV: "Autopista de Información Financiera") 20 (twenty) calendar days in advance to the date set for the Shareholders Meeting (Law No. 26,831, section 70). b) The Shareholders are hereby reminded that the Share Register of the Company is kept by Caja de Valores S.A., domiciled at 25 de Mayo 362, City of Buenos Aires. Pursuant to section 238 of the Argentine Companies Law No. 19,550, Shareholders must request a certificate of their securities deposit account issued to such end by Caja de Valores S.A. to attend the Meetings. Shareholders whose Caja de Valores S.A. securities accounts are classified as "individuals" -and their powers of attorney- shall request the Certificate through the App "Caja de Valores-Inversores" (CVSA Investors App), available at: https:// www.cajadevalores.com.ar/AppInversores . Shareholders with securities accounts classified as "legal entities"-having their Shares deposited in the Book-Entry Share Register in Caja de Valores S.A.- shall submit a request to CVSA to obtain the Certificate to the following email address: [email protected] . Shareholders may communicate with CVSA to their Contact Center by phone at +54 911 4316-6000, from 9.00 am to 6.00 pm. Shareholders having their shares deposited in CSD Participant's accounts (cuentas comitentes) shall request said Certificate to their pertinent CSD Participant (Depositante). Once the aforementioned certificates have been obtained, the Shareholders must submit them for registration in the Meeting Attendance Register by sending an email to [email protected] , no less than 3 (three) business days before the date set for the Meeting, i.e. by 6:30 pm on April 4th. The email Title need to be: "Confirmation of Attendance to the Annual Meeting of Shareholders 2025 in first and second call." c) Shareholders may issue Proxies for their representatives to attend and vote on his/her behalf, having their signature certified by a Civil Law Notary Public or a Bank Authority (BYMA Bylaws, article 28), which must be drafted in Spanish. Directors, auditors, managers and other staff of the Company shall not act as proxies pursuant to the provisions of section 239 of Companies Law No. 19,550. Should the proxy be issued by a legal entity, both the signature and the capacity of the issuer of said proxy shall be certified by Civil Law Notary Public, or as the case may be, the pertinent documentation supporting said capacity and signature shall be submitted. In case the Shareholder submits a proxy including signature/s certification issued by a Bank Authority, the Shareholder shall also submit the documentation evidencing the signatory capacity or power thereof. Legal representatives of legal entities or companies organized in Argentina shall attend with the original or certified documentation evidencing their designation and title, as recorded in the Public Registry of Commerce, or Provincial Directorate of Legal Entities. Pursuant to the provisions of sect. 62 of Law No. 26,831 and sect. 25, Chapter II, Title II of CNV Regulations (RT 2013, as amended) a legal entity organized in a foreign country may attend Meetings of Shareholders by duly executed ANNUAL REPORT 2024 | ORDINARYMEETINGOFSHAREHOLDERS proxies. Proxies issued by foreign shareholders to be represented at the Meeting of Shareholders shall comply with all formal respects in conformity with their country's regulations, shall have it certified in their country and legalized or have an Apostille attached thereto by the Ministry of Foreign Affairs, International Commerce Department as it may correspond, and if applicable thereto, shall also attach a translation into Spanish issued by a certified public translator whose signature shall be legalized at the Public Translators Chamber or Public Translators Authority that may correspond. In any case, the pertinent written proxy or certified documentation mentioned above shall be filed with BYMA at least 72 hours prior to the date of the Meeting of Shareholders, i.e. until April 4th, by or before 6:30 pm (GMT-3), in PDF format, via email to the following address: [email protected] . Likewise, together with the documentation evidencing the pertinent powers mentioned above, Shareholders shall inform the details of the proxy who will attend the Meeting of Shareholders. d) Shareholders or their representatives must show a valid Argentine DNI (ID) or Passport and a printed of the Proxy, if applicable, to attend the Meeting. General Powers of Attorney shall be submitted in original format. Notarilly certified copies or a simple copy shall not be valid. e) Shareholders who are willing to nominate a candidate to cover any pertinent vacancies shall also comply with the provisions of articles 13 and 23 of BYMA Bylaws. f) Please find below the list of Regular and Alternate Directors whose terms of office expired during the fiscal year 2024: Claudio Zuchovicki / Juan Ignacio Abuchdid; Eduardo Tapia / Fernando Terrile; María Angélica Grisolia / Silvia Abeledo; and the Regular Independen Director with his/her pertinent Alternate Director: Roberto D´Avola / María Julia Díaz Ardaya (the minimum requirements are met). g) Find below the list of Regular and Alternate Directors of the Supervisory Board whose terms of office expired during the fiscal year 2024: Fernando Diaz / Eduardo Di Costanzo; Matías Olivero Vila / María José Van Morlegan and Guillermo Lipera/Carlos Vyhñak. h) In regard to quorum and majorities for the General Meeting of Shareholders, the provisions of BYMA Bylaws, article 30 and Companies Law No. 19,550, sections 243 and 244 shall govern. i) BYMA's Supervisory Board will conduct its supervisory functions on every step of the Meeting to observe the compliance of the applicable regulations and statutory and regulatory rules in force. j) Shareholders are hereby informed that BYMA staff will be present at the Shareholders Meeting venue from 4.00 pm (GMT-3) to enable the accreditation process to the Meeting. 03. ANNUAL REPORT Dear Shareholders, In compliance with the statutory and regulatory provisions in force, the Board of Directors of Bolsas y Mercados Argentinos S.A. (BYMA) hereby submits for your consideration this Annual Report for the company's 8th Fiscal Year ended on 31 December 2024. We begin with an overview of the international and the domestic context, with a summary of the capital market evolution. INTERNATIONAL CONTEXT The year 2024 was characterized by moderate global growth, the World Bank showing an estimated increase of 2.7%. The leading activity indicators of the main economies worldwide are still, in all cases, within the expansion zone. However, global risks remained, including trade tensions between the United States and China, and volatility in the energy markets, aggravated by the escalation of conflicts in the Middle East. In the United States, annualized inflation reached 2.4% in November 2024, slightly above the Federal Reserve's (Fed) target of 2%. Against this backdrop, the Fed opted to reduce its interest rate three times during the year, setting it between 4.25% and 4.50% in December. Towards the end of 2024, the monetary authority indicated that interest rate cuts would be less frequent in 2025, projecting two 0.25-point cuts during the year. This announcement initially negatively affected markets -who expected a more pronounced reduction path. The tariff and trade policies President Trump would implement and their potential impact on inflation are still uncertain variables during 2025. The latter, in turn, may imply that the Federal Reserve maintains a slow decline trend in the monetary policy rate -which may conflict with President Trump vision on the need to reduce it. Brazil's economy has faced difficulties based on their poor economic performance, mainly for its deficit -which impacted their currency's (Real) depreciation and led to internal political tensions- thus affecting bilateral trade and financial stability of the region. This context also had an impact on prices of Brazil's financial assets. DOMESTIC CONTEXT The year 2024 brought significant changes to the Argentine economy. With the inauguration of President Javier Milei in December 2023, the Argentine government moved forward with a plan of fiscal adjustment and structural reforms, prioritizing macroeconomic stability. The fiscal adjustment implemented reversed Argentina's National Public Sector primary deficit of 2.7% of GDP in 2023 and achieved a primary surplus of 1.8% of GDP in 2024, according to official records. The latter was achieved through a strong tightening of spending and gradual improvements in taxation. At the same time, the Argentine Central Bank (BCRA) implemented a strong contractionary monetary policy that aimed to keep monetary issuance constant in real terms and positive real interest rates that would boost open positions in Pesos (ARS). In spite of doubts and increased volatility towards the middle of the year, the government stayed the course with a pragmatic vision -which allowed for a strong deceleration of inflation. Monthly CPI fell from 25.5% in December 2023 to 2.4% in November 2024, closing the year with an annual inflation rate of 118%, a figure significantly lower than the 211% achieved in 2023. One of the key measures adopted by the current administration was a new tax amnesty Plan during the second half of 2024. This Plan led to dollar cash deposits exceeding USD 18 billion. The Plan's characteristics were of the essence to achieve this goal, since it was not revenue-driven, it was issued by the Government, it provided for tax rates adapted to the economic context in force, and it was issued under solid legal terms. All the factors stated above led to an amount in dollar cash deposits of USD 32.5 billion and allowed for the expansion of credit to the private sector. According to a study published at the time of drafting this report, in 2024 credit to the private sector registered the highest growth in the last 30 years. For example, loans issued in ARS expeirenced monthly growth of 6.3% in October and 5.7% in November, in a context of increasing trust in the macroeconomic stability. The economic activity showed signs of stabilizing by the second half of the year -after experiencing a fall in the first half, with GDP drops of 5.4% and 1.7% in the first and second quarters, respectively. The recovery was evidenced by increases recorded in different sectors of economic activity during the second half of the year. In November 2024, the GDP registered a 0.1% year over year growth, the first positive figure since May 2023. This suggests that the economic stabilization plan would translate into gradual reactivation, but with an upward trend. In terms of foreign trade, Argentina achieved a trade surplus of USD 18.9 billion in 2024, driven by agricultural exports growth and the moderation of imports. The Argentine Central Bank gross reserves closed the year at USD 31,254 million, while net reserves, although still negative, showed an improvement. OUTLOOK FOR THE YEAR 2025 A consolidation of the economic recovery is expected during 2025. Forecasts show GDP growth between 4% and 5%, driven by increased investment, exchange rate stability and the continuity of structural reforms. Inflation should continue to slow down and may end the year at around 20% to 25%, with monthly inflation rates close to 1% towards the fourth quarter. The government announced its intention to move towards the gradual elimination of currency controls in the first quarter of the year, and to release the foreign exchange limitations - known as "Cepo" - at some point during 2025. Analysts agree that this will depend on having the possibility to accumulate net reserves between USD 10 and 20 billion to cope with the volatility of the offer and demand of U.S. dollars, upon lifting the controls. In this sense, a new agreement with the IMF including the receipt of new funds is one of the alternatices closely monitored by the market. However, there are still risks being monitored for the effect they could have on this outlook. In the international context, the evolution of the United States economy, the FED policies, and the situation in Brazil. Domestically, the sustainability of the fiscal adjustment together with the way the foreign currency limitation -Cepo- is lifted in practice will be one of the key aspects to consider. The other aspect is the political side: Argentina is facing mid-term legislative elections in October 2025. The ruling party will seek to increase its representation in Congress, and this would be key for the implementation of deeper structural reforms. The year 2025 is forecasted to be another year of economic growth and low inflation, in which, if the policies implemented and the appropriate management of risks are maintained, it could translate into the consolidation of the economic recovery and lay the foundations for sustained growth in the coming years -not seen in recent history. PRIMARY MARKET - CORPORATE FINANCING GRWOTH¹ Capital-market financing by corporate companies during 2024 amounted to a historical peak of USD 23,932 million². This figure was 42% higher than 2023 and 38% higher than the previous peak in 2017 (USD 17,323 million). ANNUAL REPORT 2024 | ANNUALREPORT

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