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How can I vote my shares?
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Whether you hold shares directly as the stockholder of record or beneficially in street name, you may vote as follows:
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If you are a stockholder of record, you may vote by proxy over the Internet or by telephone by following
the instructions provided in the Notice of Internet Availability, or, if you requested to receive printed proxy materials, you can also vote by mail pursuant to instructions provided on the proxy card. You may also attend the Annual
Meeting at 2:00 p.m., Eastern Time, on June 7, 2023 via the Internet at www.virtualshareholdermeeting.com/MELI2023 and vote during the Annual Meeting using the control number we have provided to you.
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If you hold shares beneficially in street name, you may also vote by proxy over the Internet or by
telephone by following the instructions provided in the Notice of Internet Availability, or, if you requested to receive printed proxy materials, you can also vote by mail by following the voting instruction card provided to you by your
broker, bank, trustee or nominee.
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Under Delaware law, votes cast by Internet or telephone have the same effect as votes
cast by submitting a written proxy card.
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Can I change my vote or revoke my proxy?
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If you are the stockholder of record, you may change your proxy instructions or revoke your proxy at any time before your proxy is
voted at the 2023 Annual Meeting. Proxies may be revoked by any of the following actions:
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filing a timely written notice of revocation with our Corporate Secretary at our principal executive
office (WTC Free Zone Dr. Luis Bonavita 1294, Of. 1733, Tower II Montevideo, Uruguay, 11300);
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granting a new proxy bearing a later date (which automatically revokes the earlier proxy) using any of
the methods described above (and until the applicable deadline for each method); or
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attending the 2023 Annual Meeting online and voting via the Internet using the control number we have
provided to you (attendance at the meeting will not, by itself, revoke a proxy).
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If your shares are held through a brokerage account or by a bank or other nominee, you
may change your vote by:
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submitting new voting instructions to your broker, bank or nominee following the instructions they
provided; or
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if you have obtained a legal proxy from your broker, bank or nominee giving you the right to vote your
shares, by attending the 2023 Annual Meeting and voting via the Internet using the control number we have provided to you (attendance at the meeting will not, by itself, revoke a proxy).
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Election of the nominees for Class I Directors. In the election of the nominees for Class I directors, you may vote “for” any or all
of the nominees for Class I directors or you may “withhold” your vote with respect to any or all of the nominees for Class I directors. Only votes “for” will be counted in determining whether a plurality has been cast in favor of a
nominee for Class I directors.
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Advisory Vote to Approve our Named Executive Officers’ Compensation for 2022. In the
approval, on an advisory basis, of the compensation of our named executive officers for fiscal year 2022, you may vote “for,” “against” or “abstain.”
Advisory Vote on the Frequency of an Advisory Vote on Executive Compensation: In the
approval, on an advisory basis, of the frequency of an advisory vote on executive compensation, you may vote for every one, two or three years, or you may “abstain.”
Ratification of Appointment of Independent Auditor. In the proposal to ratify the
appointment of our independent registered public accounting firm for 2023, you may vote “for,” “against” or “abstain.”
No cumulative voting rights are authorized, and dissenter’s rights are not applicable to
these matters.
If you sign and return your proxy card or broker voting instruction card without giving
specific voting instructions, your shares will be voted “FOR” the election of the nominees for Class I directors recommended by our board and named in this proxy statement, “FOR” approval of the compensation of our named executive officers, “FOR”
continuing to hold an advisory vote on the compensation of our named executive officers every one year, “FOR” the ratification of the approval of our independent auditors, and at the discretion of the proxies in any other matters properly brought
before the 2023 Annual Meeting.