Repsol YPF

DETAILS ABOUT DIRECTORS, FIRST-LINE MANAGEMENT, ADVISORS AND MEMBERS OF THE AUDIT AND CONTROL COMMITTEE 

Board of Directors

Our operations are conducted by the Board of Directors, in accordance with our Articles of Association and the Argentine Corporations Law. Our Articles of Association stipulate the existence of a Board of Directors formed by a number of members ranging from eleven to twenty-one, as agreed by the shareholders' meeting, and by an equivalent number of alternate members. The alternate members are chosen by the shareholders in order to replace the directors absent in the meetings or who could not perform their duties, when and for the period that they are appointed by the Board of Directors to perform said purpose. The alternate members will have the same responsibilities, duties and powers as the directors insofar as they are called to attend the board of directors meeting and provided that they assume said post.

The directors will keep their post for a period of one to three years, as determined by the shareholders' meeting. After the ordinary and extraordinary general shareholders' meeting held on 7 March 2008, our Board of Directors is composed by seventeen nominee directors and fourteen alternate directors, whose registration with the IGJ is currently being processed.

In accordance with our Articles of Association, the Federal Government, sole shareholder of Class A shares, has the right to choose a nominee director and an alternate director. The current director representing Class A shares was appointed to exercise his post for a maximum period of one year.

Under the provisions of the Argentine Corporations Law, our directors must be residents in Argentina. All directors must have legal residence in Argentina for the processing of notifications with relation to their duties.

Our Articles of Association require the Board of Directors to gather at least once per quarter, whether personally or through a video conference, requiring a majority of directors to constitute a quorum. If no quorum is constituted one hour after the start set for the holding of the meeting, the Chairman or his substitute, can invite the alternates of the same class as the absent directors to attend the meeting, or call a meeting for another date. The resolutions must be adopted by the majority of the directors present, and the Chairman or his substitute will have the right to the casting vote in the event of a draw.

No member of the board of directors is a YPF shareholder. Without prejudice to the foregoing, Sebastián Eskenazi, Enrique Eskenazi, Matías Eskenazi Storey and Ezequiel Eskenazi Storey, together, control Petersen Energía, which owns 14.9% of our capital, and owns options of up to 3.84%, 2.32%, 3.84% and 0.10%, respectively or 10.1% as a whole, of our share capital. See “Main Shareholders and Transactions with Related Parties.”

Experience and external commercial interests of our Directors

Antonio Brufau Niubo

Mr. Brufau Niubo graduated with an Economics Degree from the University of Barcelona. From 1999 to 2004, he acted as Managing Director of the La Caixa Group. He served as a member of the Repsol YPF Board of Directors from 1996 until becoming Chairman and CEO of Repsol YPF in October 2004, a position he currently occupies. He was appointed Chairman of Gas Natural group in July 1997 and is now Vice Chairman of the Group. From July 2002 to July 2005, he was Chairman of Barcelona's Círculo de Economía. Mr. Brufau has served on the boards of directors of several companies, including Suez; Enagas; Abertis; Aguas de Barcelona; Colonial and Caixa Holding; CaixaBank France and CaixaBank Andorra. Until December 2005, he was the only Spanish member in the Executive Committee of the International Chamber of Commerce (ICC).

Sebastián Eskenazi

Mr. Eskenazi has been Executive Vice Chairman, CEO and member of the Board of Directors of YPF since March 2008. He is also Co-CEO of Marviol S.R.L. and Petersen Energía, and Chairman of Arroyo Lindo S.A. and Red Link S.A. Mr. Eskenazi is Vice Chairman of Petersen Inversiones S.A, Petersen Energía S.A. (Argentina), Petersen Thiele y Cruz S.A., Mantenimientos y Servicios S.A., Banco de Santa Cruz S.A., Nuevo Banco de Santa Fe S.A. and Nuevo Banco de Entre Ríos S.A., alternate director of the Board of Directors of Banco de San Juan S.A., and member of the board of directors of Petersen Energía S.A, Petersen Energía Pty. Ltd. and Petersen Inversiones S.A. Mr. Sebastián Eskenazi is son of Mr. Enrique Eskenazi, and brother of Messrs Matías and Ezequiel Eskenazi.

Enrique Eskenazi

Mr.Eskenazi graduated with a Chemical Engineering degree from the Universidad Nacional del Litoral. He has been Vice Chairman and member of the Board of Directors of YPF since 2008. He is also Co-CEO of Marviol S.R.L. and Chairman of Petersen Inversiones S.A., Napelgrind S.A., Banco de San Juan S.A., Banco de Santa Cruz S.A., Nuevo Banco de Santa Fe S.A., Nuevo Banco de Entre Ríos S.A., Petersen Energía S.A. (Argentina), Petersen Energía S.A., Fundación Banco de Santa Cruz S.A., Fundación Nuevo Banco de Santa Fe S.A. and Fundación Nuevo Banco de Entre Ríos S.A. He is also Vice Chairman of Mantenimientos y Servicios S.A. and Santa Sylvia S.A., and member of the Board of Directors of Petersen Thiele y Cruz S.A., Estacionamientos Buenos Aires S.A., Petersen Energía S.A., Petersen Energía Pty. Ltd. and Agro Franca S.A. Mr. Enrique Eskenazi is the father of Messrs Sebastián, Matías and Ezequiel Eskenazi.

Antonio Gomis Sáez

Mr. Gomis Sáez graduated with a degree in Chemical Engineering from the Complutense University of Madrid and a MBA in Business Administration from the IESE –Business School – University de Navarre in Spain. He began his career in 1974 in the Repsol YPF Oil Refinery in Puertollano, Ciudad Real and then went on to work in the International Energy Agency in Paris founded by the Organization for Economic Cooperation and Development (OECD). He acted as Advisor to the Secretaría General de Energía y Recursos Minerales (General Secretary for Energy and Mineral Resources) in the Spanish Ministry of Energy. In 1986, he joined the Instituto Nacional de Hidrocarburos (National Hydrocarbons Institute), where he was appointed Managing Director of Institutional and International Relations of Repsol YPF. Between 1997 and 2000, he served as Director General for Energy in the Spanish Ministry of Industry and Energy. Between September 2000 and November 2004, he acted as Corporate Director of External Relations, supervising relations with investors and the media. In January 2005, he was appointed General Manager of Repsol YPF Química and Managing Director of the Repsol YPF Chemical Division for Europe and the rest of the world. In July 2007, he was appointed Director of our company and in August 2007, he became our Managing Director and remained in this post until March 2008. Since March 2008, he has been our Chief Operations Officer (COO).

Aníbal Guillermo Belloni

Mr. Belloni holds a degree in Electrical Engineering from the University of Buenos Aires, and has been a director of Petersen, Thiele y Cruz S.A. since 1989. He worked as an engineer and Business Development Manager at Sade S.A., as a General Manager at Cosapi S.A. in Lima, Peru, as Vice Chairman of Kanter S.A. and as Argentine representative of Foster Wheeler Corporation. He was an Executive Board member of the Cámara Argentina de la Construcción (Argentine Chamber of Construction) and was a founding member and Executive Board member of the Unión Argentina de la Construcción (Argentine Union of Construction).

Mario Blejer

Mr. Blejer graduated and has a Master's degree in Economy from the Hebrew University, in addition to a Master's degree and a PhD in Economy from the University of Chicago. He was Professor of Economy at the Hebrew University of Jerusalem, Boston University, the Central European University, in Budapest, and at New York University Graduate School of Business, Senior Consultant of the World Bank for the region of Europe and Central Asia, and of the International Monetary Fund. He also worked as Senior Researcher at the Centre for Latin American Monetary Studies. Between 2001 and 2002, he was Deputy Governor and Governor of the Central Bank, and from 2003 to 2008 he was Director of the Center for Banking Studies of the Central Bank and advisor to the Governor of the Bank of England. He is currently an independent financial consultant, professor at the University of San Andrés in Buenos Aires, and Director of Inversiones y Representaciones S.A. and Consultants Asset Management, both companies located in Buenos Aires.

Carlos Bruno

Mr. Bruno graduated with a degree in Architecture from the University of Buenos Aires. He is Chairman and Co-Founder of the Centro de Investigaciones para la Transformación (Center of Research for Transformation). He has participated in the creation of the Center of International Economy while being a member of the Ministry for Foreign Affairs. He was Under-Secretary of Economic Integration and Secretary of International Economy Relations from 1984 to 1989 and was appointed Ambassador V with the Senate's approval. His areas of expertise are International Economic Relations and International Trade.

Santiago Carnero

Mr. Carnero graduated as a certified public accountant from the University of La Plata, Argentina. He has been a professional advisor in accounting, taxation and labor matters, and corporate organizational and constitutional matters. He has also served as an external auditor for public and private organizations. Since 2004, Mr. Carnero has served as advisor to the Bicameral Commission of Intelligence Activities and Expenses of the National Congress of Argentina. 

Carlos de la Vega

Mr. de la Vega was director of La Caja ART from 1996 to 2004 and Director of Luncheon Tickets from 1991 to 1998. Since April 2003, he has been President of the Argentine Chamber of Commerce, a position he also held from 1988 to 1993. He has been a member of our Board of Directors for Class D shares since 1993, and until 1996 was Director of Institutional Relations of Ciba-Geigy Argentina. He has been a member of our Audit Committee from 1993 to 1997 and from 2004 to the present.

Matías Eskenazi Storey

Mr. Eskenazi Storey is CEO of Administradora San Juan S.R.L. and Co-CEO of Petersen Energía S.A. (Spain). He is Chairman of Estacionamientos Buenos Aires S.A. and Vice-chairman of Comercial Latino S.A. and Banco de Santa Cruz S.A. Mr. Eskenazi Storey is alternate director of the Boards of Directors of Mantenimientos y Servicios S.A., Banco de San Juan S.A. and Red Link S.A. and member of the Boards of Directors of Petersen Energía S.A. (Spain), Petersen Energía Pty. Ltd., Petersen Inversiones S.A., Nuevo Banco de Santa Fe S.A., Nuevo Banco de Entre Ríos S.A. and Petersen Energía S.A. (Argentina). Mr. Matías Eskenazi is the son of Mr. Enrique Eskenazi, and brother of Messrs Sebastián and Ezequiel Eskenazi.

Eduardo Elzstain

Mr. Elsztain has more than twenty years of experience in the real estate industry. In 1990, he founded Consultores Asset Management, a leading portfolio management firm that has been a pioneer investor in Latin America and in other emerging countries. He serves as the Chairman of Cresud, a leading agricultural company in Latin America devoted to the operation and formation of a valuable portfolio of land and a producer of soybean, corn, wheat, beef cattle and milk . He is also a Board Member of BrasilAgro - Companhia Brasileira de Propriedades Agricolas and Chairman of IRSA, Argentina's largest and most diversified real estate company, with interests in office buildings, hotels and residential projects. He is also Chairman of IRSA's subsidiary, Alto Palermo S.A., the company which owns Argentina's leading shopping center. Mr. Elsztain is Vice Chairman of Banco Hipotecario S.A., Argentina's largest mortgage bank.
Mr. Elsztain studied Economics at the University of Buenos Aires and is member of the World Economic Forum, the Group of Fifty and Asociacion Empresaria Argentina (Argentine Business Association), among others. Moreover, Mr. Elsztain is President of Fundacion IRSA, Endeavor Argentina, Hillel Argentina and the Niños Abasto Museum, among others.

Salvador Font Estrany

Mr. Font Estrany is a civil engineer. He is currently Energy General Manager of Sacyr Vallehermoso, S.A. in Spain. He has previously served as Sales Manager and Chairman of CAMPSA Red, Managing Director of CEPSA Red, Cepdisa and Dispesa, Chairman of CEPSA Estaciones de Servicio, a member of the Executive Committee of CEPSA, and was a Director of CEPSA Lubricantes, CEPSA Gas, Petro Cat, Cepsa Portuguesa and Turyocio. In the past, he served as General Sales Manager and member of the Operating and Executive Committees of Iberdrola. 

Federico Mañero

Mr. Mañero has a law degree from the Law School of San Sebastián. He is President of Comunicacion y Gestion de Entornos, and has more than twenty-five years of experience in managerial and consulting positions for organizations and private, public and political projects. He is an expert in strategic positioning and corporate communications, and has an international profile with professional activities in more than fifty countries and strong relations with Latin America. He is the founder of various non-profit projects and organizations like Solidaridad Internacional (International Solidarity), Programa de Cooperacion Iberoamericana en Temas de Juventud (OIJ, Organismo Iberoamericano de Juventud) (Program of Latin American Cooperation in Youth Issues (Latin American Youth Organization) and Movimiento por la Paz, el Desarme y la Libertad (Movement for Peace, Disarmament and Freedom) (MPDL) and is a regular collaborator with the Fundacion Salvador Allende (Foundation Salvador Allende), Fundacion Progreso Global (Global Progress Foundation) and UNICEF. Mr. Mañero is a native speaker of Spanish and French.

Fernando Ramírez Mazarredo

He received his degree in Economic and Business Sciences from the University of Madrid and is a Certified Public Accountant. He was Chairman of the Mercado Espanol de Futuros Financieros (Spanish Financial Futures market) from April 2004 to June 2005.

Luis Suárez de Lezo Mantilla

Mr. Suarez has a Law degree from the Complutense University of Madrid and is State Attorney specialising in Commercial and Administrative Law. He was Director of Legal Affairs of CAMPSA, and has worked in private legal practice, particularly in the energy industry. He is currently Director of Compañía Logística de Hidrocarburos S.A. (CLH) and Repsol – Gas Natural LNG, S.L. 

Javier Monzón

Mr. Monzón graduated with a degree in Economy from the Complutense University of Madrid. He is Chairman and CEO of Indra. He has extensive experience in finance and administration. He has been Corporate Banking Director in Caja Madrid; CFO and President of Telefonica International, as well as Executive Vice President and member of the Executive Committee of Telefonica, Country Partner in Arthur Andersen and Managing Partner of Corporate Finance Consulting Services and President of Alpha Corporate in Arthur Andersen Spain. He has also been and presently is board member of many companies, foundations and entrepreneurial organizations, among others, our company, ACS, YPF and the American Chamber of Commerce. 

Mario E. Vázquez

Mr. Vázquez is qualified as a public accountant by the University of Buenos Aires. He has been Professor of Auditing at the Faculty of Economy of the University of Buenos Aires. He served as CEO of Grupo Telefónica in Argentina and was member of the Board of Directors of Telefónica S.A. from 2000 to 2006. He is currently member of the Board of Directors of Telefónica Internacional, S.A. (Spain) and Telefónica Chile. He is also member of the boards of directors or trustee of several companies (including Telefónica de Argentina S.A., Telefónica Holding de Argentina S.A., YPF S.A., Santander Río Seguros, Indra, Universia and Sheraton Hotels). He is member of the board of directors of Fundación de Investigaciones Económicas Latinoamericanas (F.I.E.L.) (Foundation of Latin American Economic Research), Fundación Leer (Read Foundation), the Argentine Chamber of Commerce, IDEA, Consejo Argentino para las Relaciones Internacionales (CARI) (Argentine Council for International Relations) and Fundación Carolina (Carolina Foundation). Mr. Vázquez was also a Partner and Managing Director of Arthur Andersen (Pistrelli, Díaz y Asociados and Andersen Consulting – Accenture) for over twenty years until he retired in 1993.

Alejandro Quiroga López

Dr. Quiroga López has a Law degree from the Law Faculty of the University of Buenos Aires. Since 2001, he has served as General Advisor and Secretary of our Board of Directors. He was Partner of the Nicholson & Cano law firm between 1986 and 1997, Foreign Associate of Davis Polk & Wardwell, in 2000, and Under-Secretary of Banking and Insurance of the Ministerio de Economía de la Argentina (Ministry of Economy of Argentina) from 1997 to 1999. He was Professor of Banking and Commercial Law at the University of Cema. He was a member of the Executive Board of the Law Faculty of the University of Buenos Aires and completed the Wharton Advanced Management Program. 

Gonzalo López Fanjul

Mr. López Fanjul graduated as a Mining Engineer from the University of Oviedo. He is alternate director of our company and director of certain companies we hold interests in. He was previously our Director of Exploration and Production.

Alfredo Pochintesta

Mr. Pochintesta has received degrees in Public Accounting and Administration from the University of Buenos Aires. He worked as Planning and Administration Manager in Pluspetrol S.A., Planning Manager in Petrosur S.A. and Senior Auditor at PriceWaterhouseCoopers. He worked for Astra for more than eighteen years as CFO and since 1990 as head of the Gas and Electricity Division. Mr. Pochintesta joined Repsol YPF in 1999 when Repsol YPF purchased Astra. He was in charge of the LPG business for Latin America from 1999 to January 2005, when he was appointed Marketing Director. He also serves as director of a number of other companies.

Rafael López Revuelta

Mr. López Revuelta graduated with a degree in Chemical Engineering from the Complutense University of Madrid and a MBA from IESE, Madrid. He has been a director in different areas of Repsol YPF since 1988.

Tomás García Blanco

Mr. García Blanco graduated with a degree in Mining Engineering from the University of Oviedo, he also received degrees in Petroleum Engineering from Oil & Gas Consultants International of Tulsa, Oklahoma, and a "IMD Managing Corporate Resources" degree from Lausanne University. He has developed his Exploration and Production career internationally in Spain, USA, Egypt, Libya, Venezuela and Argentina. Mr. García Blanco has worked in several different positions in Repsol YPF, including Field Engineer, Reservoir Engineer, Production Engineer, Development Manager, Production Manager, Operations Manager, Business Unit Manager, Director of Technical Staff and, since August 2006, he has been Repsol YPF's Exploration and Production Director for Argentina and Bolivia.

Fabián Falco

Mr. Falco has been a Director of Communications and External Relations since 2001. He was Director of External Relations and Corporate Marketing of Aguas Argentinas S.A. and Director of External Communications and Press of Bridas S.A.

Walter Forwood

Mr. Forwood graduated with a degree in Economy from the Universidad Argentina de la Empresa (Argentine Business University) and a Master's Degree in finance from Florida International University. He began his career at Bank of Boston and Continental Bank, Argentina. Mr. Forwood joined Industrias Metalurgicas Pescarmona in 1993 and subsequently served as CFO of Corporacion Impsa. In 1997, he joined Cisneros Television Group and held the positions of CFO of Grupo Cisneros Televisión and Ibero-American Media Partners, Vice-chairman of Imagen Satelital and COO of El Sitio Inc. In 2001, M. Forwood was appointed CFO of Verizon Communications Inc., Chairman and General Manager of CTI, CFO of Telefónica de Puerto Rico, CEO of Verizon Wireless of Puerto Rico, and COO of Telefónica de Puerto Rico. Mr. Forwood is currently an alternate member of the Board of Directors.

Fernando Dasso

Mr. Dasso graduated with a labor relations degree from the University of Buenos Aires. In 1993, he joined our company and has held several positions within our company since that time. In 2006, he was appointed Director of Human Resources in the Exploration and Production business unit for Argentina, Bolivia and Brazil. Since June 2007, he has been our Director of Human Resources.

Carlos Jiménez López

Mr. Jimenez graduated with a degree in chemical engineering from the Complutense University of Madrid and received a Master's Degree in Business Administration and Financial Management from the Polytechnic University of Madrid.  He also performed the Programa de Desarrollo Directivo (Management Development Program) at the INSEAD. He began his professional career as a Process and Startup Engineer in 1980 with a leading engineering and construction company, while also being employed as professor at the Complutense University of Madrid. In 1986 he joined Petronor, S.A., part of the Repsol YPF group, as head of the Department of Technical Studies in the area of Commercial Planning and Coordination. In 1999, he became Refining Director in the area of Strategic Planning and Development of Repsol YPF. During the period 2002 to 2004, he was Director of the Refining and Marketing business unit in Brazil, and from 2004 to 2007, he was Technical Director of Refining and Logistics. In addition, he is a member of the boards of directors of Oiltanking-Ebytem S.A., Oldelval S.A. and OTA and OTC S.A. He is also the President of the Refinery Committee of ARPEL. He is currently our Director of Management Control.

Carlos Alfonsi

Carlos Alfonsi graduated with a Chemistry Degree from Technological University of Mendoza, Argentina, an "IMD Managing Corporate Resources" degree from Lausanne University and studied at the Massachusetts Institute of Technology. In 1987, he joined our company where he has held several positions. Mr. Alfonsi has also joined Repsol-YPF. The positions held include Operations manager, director of the La Plata refinery, Operational Planning Director, Trading and Transport Director for Latin America, Refining and Marketing Director in Peru, Country Manager for Peru, and R&M for Peru, Chile, Ecuador and Brazil. Since January 2008, he has been our company's Director of Refining and Logistic Operations. 

Ezequiel Eskenazi Storey

Mr. Eskenazi Storey serves as Vice President of Agro Franca S.A. He is also an alternate member of the boards of directors of Los Boulevares S.A. and Petersen Inversiones S.A., and a member of the boards of directors of Petersen Thiele Y Cruz S.A., Santa Sylvia S.A. and Agro Franca S.A. Mr. Ezequiel Eskenazi is the son of Mr. Enrique Eskenazi, and brother of Messrs Sebastián and Matías Eskenazi.

Mauro Renato José Dacomo

Mr. Dacomo graduated with a Law degree from the University of Buenos Aires. He is Partner at ABD law firm. He is also President of Inwell S.A. and Los Boulevares S.A. Mr. Dacomo serves as General Counsel to Fundacion Banco de Santa Cruz S.A., Fundacion Nuevo Banco de Santa Fe S.A. and Fundacion Nuevo Banco de Entre Rios S.A. He is an alternate member of the boards of directors of Petersen Energia S.A. (Argentina), Arroyo Lindo S.A. and Nuevo Banco de Santa Fe S.A., and member of the boards of directors of Inwell S.A. and Nuevo Banco de Entre Rios S.A. Mr. Dacomo is also Director and Secretary of Petersen Energia S.A. (Spain). 

Ignacio Cruz Morán

Mr. Morán has a degree in Public Accounting from the University of Buenos Aires. Mr. Moran is an alternate member of the Board of Directors of Banco de Santa Cruz S.A., Nuevo Banco de Santa Fe S.A. and Red Link S.A. and member of the Board of Directors of Banco de San Juan S.A., Nuevo Banco de Entre Rios S.A., ACH S.A. and Petersen Energia S.A. (Spain). Mr. Morán is currently or Economic and Financial Director.

Eduardo Angel Garrote

Mr. Garrote graduated with a degree in Architecture from the University of Buenos Aires. He is director of Nuevo Banco de Santa Fe S.A. and alternate director of Nuevo Banco de Entre Rios S.A. Mr. Garrote is also General Manager of Petersen, Thiele y Cruz S.A.