Argentina

O'Farrell advised John Deere Credit Compañia Financiera S.A. and EGFA Abogados advised Banco de Galicia y Buenos Aires S.A.U., Banco Santander Argentina S.A., Banco BBVA Argentina S.A., Balanz Capital Valores S.A.U., Banco Patagonia S.A., Macro Securities S.A.U., Puente Hnos S.A. and Banco Comafi S.A., as organizers and placement agents in the offering and issuance of Series XVII Notes denominated and payable in US dollars at a fixed annual nominal rate of 7,5% and maturing in 2027 for a total amount of US$ 42,131,380. The issuance of the Series XVII Notes was carried out on May 27, 2025, under the Frequent Issuer Regime established in Section VIII, Chapter V, Title II of the CNV Regulations. The Series XVI Notes have been authorized for listing on Bolsas y Mercados Buenos Aires S.A. (BYMA) through the Bolsa de Comercio de Buenos Aires S.A. (BCBA) and for trading on the A3 Mercados S.A. (A3). Legal advice to John Deere Credit Compañía Financiera S.A. O'Farrell: Partner Sebastián Luegmayer, Senior Consultant Nicolás Fernández Madero and associate Irupé Martínez. Legal advice to the Placement Agents EGFA Abogados: Partner Carolina Curzi and associates María Constanza Martella, Agustina Weil and Marina Galíndez.  

Buenos Aires, May 8, 2025. Nicholson y Cano Abogados acted as local legal counsel to Golar LNG Limited in the closing of one of the most significant transactions for the development of energy infrastructure in Argentina: the final investment decision (FID) and the execution of definitive agreements for the development of a natural gas liquefaction project aimed at export. This includes the execution of 20-year bareboat charter agreements for two floating liquefied natural gas (FLNG) units—the FLNG Hilli Episeyo and the MKII FLNG—to operate off the coast of the province of Río Negro. This project marks an unprecedented milestone in the country’s energy history: the first permit granted for the free export of LNG for a 30-year term, along with a globally scaled infrastructure investment that will enable the monetization of natural gas from the Vaca Muerta formation, the second-largest shale gas reserve in the world. Additionally, the project has been approved under the Regime for Incentives for Large Investments (RIGI) as a “Strategic Long-Term Export Project” within the "Oil & Gas" sector. Mariana Guzian and Nicolás Perkins, partners at the firm, led the local team that advised Golar on all regulatory, contractual, and corporate aspects of the transaction. Other participating partners included Horacio Payá (Environmental), Cecilia Martín (Tax), Martín Rodríguez (Regulatory), María Victoria Duarte Inchausti (Corporate), and Pablo Venarotti (Labor), along with associates Sofía Ravenna, Ignacio Muneta, and Federico De La Torre. The FLNG units will be located off the coast of the San Matías Gulf and will operate under agreements with Southern Energy S.A. (SESA), a company formed by Pan American Energy (30%), YPF (25%), Pampa Energía (20%), Harbour Energy (15%), and Golar LNG (10%). Operations of the Hilli unit are expected to begin in 2027, while the MKII unit is scheduled to start in 2028, following confirmation of the FID and completion of its conversion at CIMC Raffles shipyards in China. Golar’s estimated combined annual revenue from the project is approximately USD 685 million, with a variable rate linked to international LNG prices. The transaction involved close collaboration with international law firm Latham & Watkins LLP, led by partner Christopher Peponis and associate Carlos Díaz, alongside Golar’s in-house legal team: Pernille Noraas, Alejandro Figueroa, and Elizabeth Lord. This development marks the beginning of a new era for Argentina’s energy industry, as it provides the necessary infrastructure to deliver Vaca Muerta’s unconventional gas to international markets through an innovative, sustainable, and highly efficient model. “We are proud to have played an active role in bringing this transaction to life—not only for what it represents in terms of investment and energy development for Argentina and abroad, but also because of the wide range of legal practice areas at the firm that were involved,” said Mariana Guzian, partner at Nicholson y Cano and lead counsel on the deal. Along the same lines, Nicolás Perkins, also a partner and part of the advisory team, added: “Thanks to being a full-service firm, we had the strength and depth to support the transaction across all relevant practice areas—from contractual and administrative matters to environmental, tax, regulatory, corporate, and labor issues.”

Following the enactment of Law N°27,739 on March 15, 2024, which designated the CNV as the regulatory authority for the crypto industry, the CNV issued General Resolution No. 994, which introduced a mandatory registry for Virtual Assets Service Providers (“VASPs”). On October 15, 2024, the CNV issued General Resolution No. 1025/2024, which proposed a comprehensive regulatory framework applicable to VASPs and opened a consultation process, which ended with the issuance of General Resolution No. 1058/2025 on March 12, 2025- The following is an overview of the key elements of the regulation: The VASPs Registry General Resolution No. 1058/2025 outlined the requirements and conditions for registration and the necessary documentation that both individuals and entities needed to submit to be included in the VASPs Registry. The regulation aimed to ensure proper oversight of VASPs and enhance regulatory compliance in line with anti-money laundering efforts. (a) Scope of the VASPs Registry The CNV's resolution established specific conditions for mandatory registration. Individuals and entities residing or established in Argentina who are directly engaged in VASP Services, are required to register in the VASPs Registry before conducting such activities. For foreign individuals and entities, the requirement to register applies if they perform VASP Services that are connected with Argentina. Registration is mandated if operations involve: (i) the use of a ".ar" domain, (ii) commercial agreements or subsidiaries receiving funds from Argentine residents for operations (ramp services), (iii) clear business focus or advertising directed at Argentine residents, not including cases where the client initiates contact with the legal entity established outside the Republic of Argentina (reverse solicitation), or (iv) a business volume in Argentina exceeding 20% of their total business volume (in which case only the total business volume related to the activities requiring registration in the VASPs Registry will be considered). Exemptions from registration are granted to VASPs if the total value of their activities or operations do not exceed the equivalent of 35,000 UVA per month (approx. US$44,275). In that regard, unregistered individuals and entities were prohibited from conducting VASP Services within Argentina. Foreign VASPs not registered in the VASPs Registry may participate as sponsors in international events held in Argentina, provided they meet certain conditions. (b) Disclosure requirements Registered entities are obligated to display a clear notice on their website, social media, and promotional materials indicating their registration status. This notice clarifies that registration was for oversight purposes only and does not imply licensing or supervision by the CNV over the VASP’s activities. Furthermore, registration in the VASPs Registry does not equate to a license to operate virtual asset activities, which will be subject to further regulation, as mentioned in section B. below. (c) Public offering of virtual assets The resolution clarifies that the CNV has the authority to exclusively regulate the activity of PSAVs, without extending such authority to the regulation of virtual assets, except when they fall under the definition of securities as established in Article 2 of Law No. 26,831. In that regard, PSAVs are prohibited from making any offering or intermediation that constitutes a public offering of virtual assets that qualify as securities, unless they have been granted public offering authorization by the CNV. However, the resolution lacks mechanisms to determine when a specified virtual asset is considered a security. (d) Effectiveness VASPs registered in the VASP Registry as of the effective date of General Resolution No. 1058/2025 (i.e., May 26, 2025), must comply with the following requirements: • VASPs must update and complete all documentation requested for the VASPs Registry, before July 1, 2025 (in the case of individuals), or before August 1, 2025 (in the case of entities). • VASPs organized as S.A.S. (simplified share companies), must convert to S.A. or S.R.L. types. • Foreign VASPs must prove their registration as a branch in Argentina (Article 118 of Law No. 19.550) before September 1, 2025. In cases where foreign VASPs decide to establish a company in the country (remaining as a foreign shareholder), the newly formed company must apply for registration in the VASP Registry before September 1, 2025. • All provisions established in the General Resolution 1058/2025, except for those specified in the preceding paragraphs, will be applicable to registered VASPs, starting on December 31, 2025. O’Farrell has a dedicated team of Virtual Assets laws and regulations lawyers, whose deal experience, business acumen, and regulatory insight can help guide clients through a wide range of sophisticated transactions and regulatory requirements. ayeeof.com.ar For more information contact: Sebastian Luegmayer Partner [email protected] Nicolas Fernández Madero Senior Counsel [email protected]  

Estudio O'Farrell advised John Deere Credit Compañia Financiera S.A. and EGFA Abogados advised Banco de Galicia y Buenos Aires S.A.U.,Banco Santander Argentina S.A., Banco BBVA Argentina S.A., Balanz Capital Valores S.A.U., Banco Patagonia S.A., Macro Securities S.A.U., Puente Hnos S.A. and Banco Comafi S.A., as organizers and placement agents in the offering and issuance of Series XVI Notes denominated and payable in US dollars at a fixed annual nominal rate of 7% and maturing in 2028 for a total amount of US$ 50,000,000. The issuance of the Series XVI Notes was carried out on January 17, 2025, under the Frequent Issuer Regime established in Section VIII, Chapter V, Title II of the CNV Regulations. The Series XVI Notes have been authorized for listing on Bolsas y Mercados Buenos Aires S.A. (BYMA) through the Bolsa de Comercio de Buenos Aires S.A. (BCBA) and for trading on the Mercado Abierto Electrónico S.A. (MAE). Legal advice to John Deere Credit Compañía Financiera S.A. Estudio O'Farrell: Partner Sebastián Luegmayer, Senior Consultant Nicolás Fernández Madero and associate Irupé Martínez. Legal advice to the Placement Agents EGFA Abogados: Partner Carolina Curzi and associates Agustina Weil, María Constanza Martella, and Marina Galindez.