Expert Corporate Governance Service (ECGS)
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Etude de l'AG du 03/05/2017

This year as in previous years we continue to have concerns regarding the overall governance of the Company.

Notably, there is an absence of disclosure regarding executive compensation. Furthermore, we note that non-executives receive a fixed sum that does not appear to be linked with attendance, nor is attendance at board meeting disclosed coupled with the substantial increase in board fees proposed for 2017 leads us to oppose setting board fees in Resolution 7.

Moreover, regarding the overall corporate governance of the Company, our concerns include, the absence of a single independent director with the exception of Yves Speeckaert a new nominee to the baord, the separation between functions of the Chairman and CEO, the Company's slate method of board elections (which we oppose in Resolution 6).

Finally we recommend opposing the election of the statutory auditor's and their fees in Resolution 8 given that the Company fails disclose the first year the auditor was elected to the board. Moreover the auditor has served since at least 2002, thereby surpassing the maximum number of years the we believe and auditor may remain on the board and retain their independence.

Tenaris S.A. ADS


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