Minutes of the Board of Directors’ Meeting
held on September 6, 2013
1. DATE, TIME AND VENUE: On September 6, 2013, at 5:00 p.m., at the Company’s head offices located in the city of Barretos, State of São Paulo, at prolongamento da Avenida Antônio Manço Bernardes, s/n.º, Rotatória Família Vilela de Queiroz, Chácara Minerva, CEP 14.781-545.
2. PRESIDING BOARD: The meeting was chaired by Mr. Edivar Vilela de Queiroz and Mrs. Juliana Helena Desani Garcia as secretary.
3. CALL NOTICE: Previous call notice is exempted since all members of the Company’s Board of Directors attended the meeting.
4. ATTENDANCE: all members of the Company’s Board of Directors.
5. AGENDA: The members of the Company’s Board of Directors held a meeting to resolve on: (a) the Company’s granting of security interest; (b) authorization to the Company’s Board of Executive Officers to take the measures and practice the acts necessary to implement the resolutions approved herein.
6. RESOLUTIONS TAKEN: After discussing the matters, the members of the Company’s Board of Directors, without any restrictions unanimously resolved:
6.1 To authorize the Company’s granting of security interest within the scope of the Loan Agreement to be entered into between the Company and the International Finance Corporation (“IFC”), by means of mortgage in favor of IFC referring to Barretos industrial unit.
6.2 To authorize the Company’s Board of Executive Officers, in good faith and in line with this Board of Directors’ Meeting, to take the measures and practice the acts necessary to implement the resolutions taken in previous item, as well as ratify the acts already practiced by the Board of Executive Officers, where applicable.
7. CLOSURE AND DRAWING UP OF THESE MINUTES: There being no further business to discuss, and after the Chairman offered the floor to anyone who intended to speak, as no one did, the meeting was adjourned for the time necessary to draw up these minutes, which were then read, approved and signed by all attending board members. Venue and Date: Barretos, September 6, 2013. Presiding Board: Edivar Vilela de Queiroz, Chairman; Juliana Helena Desani Garcia, Secretary. Attending members of the Board of Directors: (undersigned) Edivar Vilela de Queiroz; Antonio Vilela de Queiroz; Ibar Vilela de Queiroz, Norberto Lanzara Giangrande Júnior, Alexandre Mendonça de Barros, José Luiz Rego Glaser, João Pinheiro Nogueira Batista and Sérgio Carvalho Mandin Fonseca.
Barretos, September 6, 2013.
Juliana Helena Desani Garcia
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