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MULTIPLAN EMPREENDIMENTOS IMOBILIRIOS S.A. CNPJ/MF No. 07.816.890/0001-53 NIRE 33.3.

0027840-1 Publicly-held Company

Minutes of the Board of Directors Meeting held on February 21st, 2014

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Date, time and place: On February 21st, 2014, at 11:00 am, at the Multiplan Empreendimentos Imobilirios S.A. (Company) head office in the City and State of Rio de Janeiro, Av. das Amricas, 4.200, block 2, 5th floor. Call notice and attendance: Meeting called in accordance with the Company's bylaws and held by conference call, as authorized by Article 17, 2nd paragraph of the Bylaws. The meeting was held with the attendance of the majority members of the Board of Directors. The member of the Board of Director Mr. Manoel Joaquim Rodrigues Mendes justified his absence. Presiding Board: Chairman: Mr. Jos Isaac Peres; Secretary: Mr. Marcelo Vianna Soares Pinho. Agenda: Examine and discuss the following matters: (i) auditors report, managements report, officers account and Companys Financial Statements for the fiscal year ended on December 31st, 2013; (ii) proposal of destination of net income by the Company, to be submitted to the Companys Annual Meeting; (iii) feasibility study of the expectation of future taxable income generation to permit the deferred tax assets; and (iv) amendment of the Companys Board of Directors Meeting held on February 12th, 2014. Resolutions: The members of the Board of Directors decided, unanimously and without exceptions, the following: 5.1. Approval of the Auditors Report, Managements Report, Officers Account and Companys Financial Statements regarding the fiscal year ended on December 31st, 2013, to be submitted to the Companys Annual Meeting approval, which call notice will be made in accordance with the law and the Companys Bylaws. 5.2. Approval of the proposal of destination of net income by the Company regarding the fiscal year ended on December 31st, 2013, to be submitted to the Companys Annual Meeting.

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5.3. Approval of the feasibility study of the expectation of future taxable income generation of the deferred tax assets in compliance with CVM Rule N. 371/02, as per the proposal submitted by Companys Management to the Board of Directors. 5.4. Amendment of the Companys Board of Directors Meeting, held on February 12th, 2014, in order to amend the wording of the item 5.7 of the referred minutes, which authorized the granting of bail (fiana) by the Company, which should be guarantees (including endorsement and bail) (fiana and aval), and not only bail (fiana). 5.5. The Board of Directors authorized the Management of the Company to practice all necessary acts to implement the resolutions herein approved. 6. Closing, Drawing Up, and Approval of the Minutes: With no further issue to be addressed, these minutes were approved as per Article 17, 2nd paragraph and article 19 of the Bylaws and signed by Mr. Jos Isaac Peres and Mr. Eduardo Kaminitz Peres. The members of the Board of Directors Mr. John Michael Sullivan, Mr. Russell Todd Goin, Mr. Jos Carlos de Arajo Sarmento Barata and Mr. Jos Paulo Ferraz do Amaral will send their votes in writing. February 21st, 2014.

_________________________ Marcelo Vianna Soares Pinho Secretary