Alto Palermo S.A. (APSA)

to be issued and sold (or as soon thereafter as possible in accordance with the requirements of
such securities exchange or securities exchanges); and APSA will use all reasonable efforts to
cause such listing to be continued for so long as any of the Securities of such Series are
Outstanding and to furnish to each specified securities exchange all documents, information and
undertakings that may be reasonably necessary in order to effect or continue such listing;
provided that if, as a result of the European Union regulated market amended Directive
2001/34/EC (the “Transparency Directive”) or any legislation implementing the Transparency
Directive or other directives or legislation, APSA could be required to publish financial
information either more regularly than it otherwise would be required to or according to
accounting principles which are materially different from the accounting principles which APSA
would otherwise use to prepare its published financial information, APSA may delist the
Securities from trading on the EuroMTF in accordance with the rules of the Luxembourg Stock
Exchange and seek an alternative admission to listing, trading and/or quotation for the Securities
on a different market of the Luxembourg Stock Exchange or by such other listing authority,
securities exchange and/or quotation system inside or outside the European Union as the Board
of Directors of APSA may decide.
Section 3.9. Maintenance of Corporate Existence; Properties. APSA will, and
will cause each of its Subsidiaries to, (a) maintain in effect its corporate existence and all
registrations necessary therefore (except for transactions not otherwise prohibited by
Article VIII), (b) take all actions to maintain all rights, privileges, titles to property or
franchises necessary in the normal conduct of its business and (c) keep all its property used or
useful in the conduct of its business in good working order and condition; provided that this
covenant shall
not require APSA to maintain any such right, privilege, title to property or franchises, or to
preserve the corporate existence of any Subsidiary, if in each case (i) the Board of Directors of
APSA shall determine in good faith that the maintenance or preservation thereof is no longer
necessary or desirable in the conduct of business of APSA or (ii) the failure to so comply would
not have a material adverse effect on the business, assets, operations or financial condition of
APSA and its Subsidiaries taken as a whole.
Section 3.10. Compliance with Law. APSA will, and will cause each of its
Subsidiaries to, comply with all applicable laws, rules, regulations, orders and resolutions of
each Government Agency ha ving jurisdiction over it or its business except where the failure to
so comply would not have a material adverse effect on the business, assets, operations or
financial condition of APSA and its Subsidiaries taken as a whole.
Section 3.11. Reports to Holders. For so long as the Securities remain
outstanding, APSA will:
(1) Provide the Trustee with the following reports:
(a) within 135 days after the end of each fiscal year of APSA (or, if later, the date
on which APSA is required to deliver to the CNV financial statements for the relevant
fiscal period), a copy of the audited consolidated balance sheet of APSA and its
Subsidiaries as of the end of such year and the related consolidated statements of income
and statements of shareholders’ equity and statements of cash flows for such fiscal year,
prepared in accordance with Argentine GAAP applied consistently throughout the