You are on page 1of 4

LIGHT S.A. CORPORATE TAXPAYERS ID (CNPJ/MF): 03.378.521/0001-75 COMPANY REGISTRY (NIRE): 33.3.

0026316-1 PUBLICLY-HELD COMPANY MINUTES OF THE EXTRAORDINARY BOARD OF DIRECTORS MEETING OF LIGHT S.A., HELD ON AUGUST 8, 2013, DRAWN UP IN THE SUMMARY FORMAT, IN ACCORDANCE WITH PARAGRAPH 1, ARTICLE 130, OF LAW 6,404 OF DECEMBER 15, 1976 (BRAZILIAN CORPORATION LAW). 1. Date, time and venue: August 8, 2013, at 3:00 p.m., via conference call. 2. Attendance: The following sitting Board members attended the meeting: Srgio Alair Barroso, Chairman of the Meeting, Djalma Bastos de Morais, Rutelly Marques da Silva, Maria Estela Kubitschek Lopes, Luiz Carlos da Silva Cantdio Jnior, David Zylbersztajn and Carlos Alberto da Cruz, as well as deputy acting Board members, Csar Vaz de Melo Fernandes, Fernando Henrique Schffner Neto, Jos Augusto Gomes Campos and Jlisson Lage Maciel. The deputy members, Carmen Lcia Claussen Kanter, Wilson Borrajo Cid, Marcelo Pedreira de Oliveira, Almir Jos dos Santos and Magno dos Santos Filho also attended the meeting, but they did not vote. The attorney, Mrs. Cludia de Moraes Santos was invited to act as secretary. The Companys Chief Executive Officer, Paulo Roberto Ribeiro Pinto and the executive officers Joo Batista Zolini Carneiro, Evandro Leite Vasconcelos and Fernando Fagundes Reis also attended the meeting. 3. Agenda and Resolutions: 3.1. ACD E-082/2013 (Light S.A., Itaocara Energia Ltda., UHE Itaocara Consortium) Return of Concession. As recommended by the Management Committee, the Board of Directors unanimously approved and ordered the affirmative vote of the Companys representatives at the Partners Meeting of Itaocara Energia Ltda. to resolve on: a) the Request to Terminate the Concession Agreement 012/2001 (Concession Agreement), referring to UHE Itaocara, to be filed at the Brazilian Agency of Electricity (ANEEL) on August 9, 2013; and b) the maintenance of UHE Itaocara Consortium after the termination of the Concession Agreement, through the execution of an Addendum, and the interest of fifty-one percent (51%) held by Itaocara Energia Ltda. and forty-nine percent (49%) held by Cemig Gerao e Transmisso S.A., as per ACD E-082 of August 8, 2013 remain unaltered. 3.2. ACD T-083/2013 (Light S.A., Light Energia S.A. and Renova Energia S.A.) Projeto Jequitib (Renova). As recommended by the Management Committee and including the absence and abstention of votes by Board members appointed by Companhia Energtica de Minas Gerais (Cemig), due to conflict of interests, the Board of Directors, chaired by the Vice Chairman, Luiz Carlos da Silva Cantdio Jnior, by majority vote approved and ordered the affirmative vote of the Companys representatives at Light Energias Board of Directors (Light Energia) to resolve on: 1) the ratification of affirmative vote of Light Energias representatives at the Board of Directors Meeting of Renova Energia S.A. (Renova), held on July 18, 2013, which resolved on the acquisition of the Special Purpose Entity, Chipley SP Participaes S.A (SPE Chipley); 2) Light Energias signature of the Investment Agreement to be entered into between Light Energia, RR Participaes S.A. (RR), Cemig

Minutes of the Extraordinary Board of Directors Meeting of Light S.A., held on August 8, 2013, at 3:00 p.m., via conference call (continued).

Gerao e Transmisso S.A. (CEMIG GT), Renova and SPE Chipley, aiming: (a) the capitalization of SPE Chipley by CEMIG GT and Renova, so that they hold, forty percent (40%) and sixty percent (60%), respectively, of SPE Chipleys capital stock; (b) CEMIG GT (or a vehicle appointed by it, in which CEMIG GT holds interest) entry into in Renovas controlling interest, via subscription and payment of new shares to be issued by Renova, increasing its capital stock; and (c) SPE Chipleys acquisition, pursuant to the Stock Purchase Agreement entered into between CEMIG GT and Petrleo Brasileiro S.A. Petrobras, on June 14, 2013 (CCVA Petrobras) of forty-nine percent (49%) or one hundred percent (100%) of common shares, where applicable, issued by Brasil PCH S.A. (Brasil PCH), a holding company indirectly holding through PCH Participaes S.A., 100% of shares issued by the following companies: So Simo Energia S.A.; So Joaquim Energia S.A.; So Pedro Energia S.A.; Calheiros Energia S.A.; Funil Energia S.A.; Capara Energia S.A.; Carangola Energia S.A.; Santa F Energtica S.A.; Monte Serrat Energtica S.A.; Bonfante Energtica S.A.; Jata Energtica S.A.; Irara Energtica S.A.; and Retiro Velho Energtica S.A; 3) the formalization, within the context of negotiations as to Cemig GTs entry into Renovas controlling interest, of free-of-charge assignment, on behalf of CEMIG GT, of all its preemptive rights in the subscription of Renova shares, due to the capital increase mentioned in item 4 line j, n o. 1 (Light Energias signature of Renovas new Shareholders Agreement, to be entered into between Light Energia, RR, CEMIG GT and Renova); 4) the affirmative vote of the Board member appointed by Light Energia at Renovas Board of Directors Meeting to resolve on: a) Renovas signature of the Investment Agreement to be entered into between Light Energia, RR, CEMIG GT, Renova and SPE Chipley; b) the execution of the Assignment Instrument of CCVA Petrobras between SPE Chipley and CEMIG GT; c) the effective capital increase of Renova, through which CEMIG GT will subscribe and fully pay eighty-seven million, one hundred, eighty-six thousand and thirty-five (87,186,035) common shares issued by Renova, at the unit issue price in the amount of sixteen point two, two, six, six reais (R$16.2266) per common share, totaling one billion, four hundred, fourteen million, seven hundred, thirty-two thousand, nine hundred, fifteen reais and fifty-three centavos (R$1,414,732,915.53), restated as of December 31, 2012 by CDI (Interbank deposit rate) variation; d) Renovas signature, as consenting intervening party, of Renovas new Shareholders Agreement, to be entered into between Light Energia, RR, CEMIG GT; e) the call for Renovas Extraordinary Shareholders Meeting to elect new Board members, pursuant to Renovas Shareholders Agreement; f) Renovas signature of SPE Chipleys Shareholders Agreement between Renova and Cemig GT, and Chipley as consenting intervening party; g) the affirmative vote of Renovas representatives at SPE Chipleys Extraordinary Shareholders Meeting to amend SPE Chipleys Bylaws to increase its capital; h) the authorization to start the processes for ANEEL (Brazilian Agency of Electricity) and CADE (Brazilian Antitrust Authority)s consent related to the acquisition of Brasil PCH by SPE Chipley; i) the authorization to Renovas Board of Executive Officers to take all the measures necessary or convenient to effectively implement the aforementioned resolutions; j) the authorization to call for Renovas Extraordinary Shareholders Meeting to approve the following matters: 1) to increase Renovas authorized capital to the limit of up to five billion and two million reais (R$5,002,000,000.00); 2) to approve the acquisition of up to one hundred percent (100%) of common shares of Brasil PCH through SPE Chipley; 3) to ratify the appointment and hiring of Ernst & Young Terco to prepare Brasil PCHs valuation report, as per Article 256 of the Brazilian Corporation Law; 4) to approve said valuation report; and 5) to amend Renovas Bylaws, pursuant to ACD E-083/2013 of August 8, 2013.

Minutes of the Extraordinary Board of Directors Meeting of Light S.A., held on August 8, 2013, at 3:00 p.m., via conference call (continued).

4. Closure: There being no further issues to address, these minutes were drawn up, read and signed by the secretary and all attending Board members. Srgio Alair Barroso Chairman of the Meeting Board Members: Srgio Alair Barroso Cludia de Moraes Santos Secretary

Djalma Bastos de Morais

Rutelly Marques da Silva

Maria Estela Kubitschek Lopes

Luiz Carlos da Silva Cantdio Jnior

David Zylbersztajn

Carlos Alberto da Cruz

Csar Vaz de Melo Fernandes

Fernando Henrique Schffner Neto

Jos Augusto Gomes Campos

Jlisson Lage Maciel

Minutes of the Extraordinary Board of Directors Meeting of Light S.A., held on August 8, 2013, at 3:00 p.m., via conference call (continued).

Carmen Lcia Claussen Kanter

Wilson Borrajo Cid

Marcelo Pedreira de Oliveira

Almir Jos dos Santos

Magno dos Santos Filho


(Page of signatures of Light S.A.s Extraordinary Board of Directors Meeting held on August 8, 2013, at 3:00 p.m., via conference call).