1. DATE, TIME AND PLACE: Held at 5:30 p.m. on November 7, 2012 at the Company‘s head offices located at Avenida Chedid Jafet, 222, Bloco B, 5th floor, in the City of São Paulo, State of São Paulo.
2. ATTENDANCE: All elected members of the Company‘s Board of Directors were present.
3. PRESIDING: Ms. Ana Maria Marcondes Penido Sant’Anna chaired the meeting and Mr. Marcus Rodrigo de Senna, was secretary.
4. By unanimous and unrestricted vote, the Members discussed the following, pursuant to item (v) of article 142 of Law 6.404/76 and item (v) of article 14 of the Company‘s Bylaws and, in view of the Special Review Report issued by Deloitte Touche Tohmatsu Auditores Independentes on November 7, 2012, and the favorable opinion of it from the Company‘s Audit Committee and Fiscal Council, in meetings held on the date, analyzing and expressing a favorable opinion regarding the Quarterly Information of the quarter ended September 30, 2012, based on the documents presented to the members of the Board during this Meeting.
5. CLOSURE: There being no further business at hand, the meeting was reinitiated with the minutes being read, found to be in order, approved and signed by all present. São Paulo, November 7, 2012. Ms. Ana Maria Marcondes Penido Sant’Anna, Chairwoman and Mr. Marcus Rodrigo de Senna, Secretary. Members: (1) ANA MARIA MARCONDES PENIDO SANT’ANNA; (2) EDUARDO BORGES DE ANDRADE; (3) EMERSON DE ALMEIDA; (4) FRANCISCO CAPRINO NETO; (5) HENRIQUE SUTTON DE SOUSA NEVES; (6) LUIZ ALBERTO COLONNA ROSMAN; (7) MARCELO PIRES OLIVEIRA DIAS; (8) PAULO ROBERTO RECKZIEGEL GUEDES; (9) RICARDO COUTINHO DE SENA e (10) ROBERTO CARLOS DEUTSCH. I hereby certify this is a faithful copy of the original minutes as inscribed in its own book.

Marcus Rodrigo de Senna