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Members in Attendance: Masato Ninomiya President; Paulo Frank Coelho da Rocha, Lcio de
Lima Pires, Domenica Eisenstein Noronha and Julio Sergio de Souza Cardozo; Bruno Lage de
Arajo Paulino, Secretary.
Agenda
I Issue an opinion on capital increase through the issuance of PN shares by the
Board of Directors (Authorized Capital) The Fiscal Council, pursuant to the second
paragraph of article 166 of the Brazilian Corporate Law, analyzed the proposal of capital increase
exercised by the Companys Board of Directors, pursuant to the 1st, 2nd paragraphs of article 5th
of the Companys Bylaws, through private subscription, in the amount of up to R$64,882,316.80,
through the immediate issuance of up to 50,689,310 class A preferred shares, at the issuance
price of R$1.28 per share, which was fixed, pursuant to item III of article 170 of Law No
6,404/1976, based on the average of trading of the closing prices of the Companys class A
preferred shares, in trading sessions of BM&FBOVESPA S.A. Bolsa de Valores, Mercadorias e
Futuros (BM&FBOVESPA) held between the days 11.30.2015 and 03.01.2016 (average of the
prices of the class A preferred shares issued by the Company weighted by the volume of each
transactionVWAP), admitted the partial homologation of the capital increase in case that shares
that reach the amount of R$ 32,441,158.50 are subscribed.
In view of the above conditions, the Fiscal Council, by the majority of its members, issued the
Opinion attached with its conclusions on this matter, defeated the Fiscal Council Member
Domenica Eisenstein Noronha. It is registered herein that Fiscal Council Member Domenica
Eisenstein Noronha presented statement of vote which will be attached to these minutes and
filed in the Fiscal Council minutes book.
II Adjournment - There being no further business the Meeting was adjourned and these
minutes drawn-up, duly signed by the present members and by the Secretary. Belo Horizonte,
March, 28th, 2016.
Masato Ninomiya
President
Masato Ninomiya
President