COSAN S.A. INDÚSTRIA E COMÉRCIO PUBLICLY HELD COMPANY Corporate Taxpayers Id. (CNPJ): / Company Registry (NIRE) No

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1 COSAN S.A. INDÚSTRIA E COMÉRCIO PUBLICLY HELD COMPANY Corporate Taxpayers Id. (CNPJ): / Company Registry (NIRE) No MINUTES OF THE ANNUAL AND EXTRAORDINARY SHAREHOLDERS MEETING HELD ON JULY 31, Date, Time and Venue: July 31, 2013, at 10 a.m. at the Company s head office located at Avenida Presidente Juscelino Kubitschek, 1327, 4º andar, sala 01, in the city and state of São Paulo. 2. Presiding Board: Marcelo de Souza Scarcela Portela Chairman (indicated in writing by the Chairman of the Board, Rubens Ometto Silveira Mello, pursuant to article 10 of the Company s Bylaws), and Maria Rita de Carvalho Drummond Secretary, as indicated by the Chairman of the Meeting. 3. Attendance: Shareholders representing more than two-thirds (2/3) of the voting capital, as per the signatures in the Shareholder Attendance Register. Also present were Mr. João Ricardo Ducatti, member of the Audit Committee; Mr. Valdir Augusto de Assunção, representative from the independent audit firm PricewaterhouseCoopers; Mr. Carlos Eduardo Vitorello Vianna, the Company accountant, and Mr. Marcelo Eduardo Martins, the Chief Financial and Investor Relations Officer. 4. Call Notice and Agenda: Call notice was published in the Caderno Empresarial section of the São Paulo State Official Gazette and Valor Econômico newspaper on July 16, 17 and 18, 2013, pursuant to article 124, paragraph 1, clause II of Law 6,404 of December 15, 1976, ( Brazilian Corporation Law ), to resolve on the following agenda: A) As to the Annual Meeting: (i) To analyze the management accounts, examine, discuss and vote on the financial statements relating to the fiscal year ended March 31, 2013; (ii) To allocate the net income from the fiscal year ended March 31, 2013; (iii) To ratify the amounts paid out as management compensation during the fiscal year ended March 31, 2013 and establish the overall management compensation for the fiscal year beginning April 1, 2013; and (iv) To change the Company s publishing newspaper. B) As to the Extraordinary meeting: (i) To increase the Company s authorized capital, regardless of statutory change; (ii) To eliminate the position of Food Division Executive

2 Officer and create the position of Chief Infrastructure Officer; (iii) To change the period corresponding to the Company's fiscal year to January 1 to December 31 of each year; and (iv) To consolidate the Company s Bylaws. 5. Deliberations: After analysis of the items on the agenda by the shareholders attending, the Chairman, started the vote: A) As to the Annual Meeting: After the matter mentioned in item (i) of the agenda was put to vote, the shareholders unanimously approved, with the abstention of those legally impeded, the Management s Report and the Financial Statements relative to the fiscal year ended March 31, 2013, duly published in the Caderno Empresarial of the São Paulo State Official Gazette and in the Valor Econômico newspaper on June 07, 2013, pursuant to the Brazilian Corporation Law. After the matter mentioned in item (ii) of the agenda was put to vote, the shareholders unanimously approved, with the abstention of those legally impeded, the allocation of the net income from the fiscal year ended March 31, 2013, in the amount of R$638,225, (six hundred thirty-eight million, two hundred twenty-five thousand three hundred seventeen reais and fifty-nine cents), will be allocated as follows: (a) legal reserve in the amount of R$31,911, (thirty one million, nine hundred and eleven thousand, two hundred sixty-five reais and eighty-eight cents), (b) payment of the minimum mandatory dividend in the amount of R$ 151,578, (one hundred fifty-one million, five hundred seventy-eight thousand, five hundred and twelve reais and ninety-three cents), calculated in accordance with the Brazilian Corporation Law and the Company s Bylaws ; and (c) allocation of the remaining balance of net income in the amount of R$ 454,735, (four hundred and fifty-four million, seven hundred thirty-five thousand, five hundred thirty-eight reais and seventy-eight cents) to the Special Reserve for the purposes specified in item (iv) of article 29 of the Bylaws. The Board also approved the payment of dividends in the amount of R$ 300,000, (three hundred million reais) comprising of: (a) R$ 151,578, (one hundred fiftyone million, five hundred seventy-eight thousand, five hundred and twelve reais and ninety-three cents) in minimum mandatory dividends for fiscal year ended March 31, 2013, as described above; (b) and the remaining balance against unrealized profit reserves and statutory reserves in the amounts of R$87,810, (eighty-seven million, eight hundred and ten thousand, five hundred and fifty-nine reais and fifty

3 cents); and (c) R$60,610, (sixty million, six hundred and ten thousand, nine hundred and twenty-seven reais and fifty-seven cents), respectively. The payment of dividends approved herein will be made within sixty (60) days from this date, without any update, to shareholders holding shares of the Company at the present date. After the matter mentioned in item (iii) of the agenda was put to vote, shareholders approved by absolute majority, with the abstention of those legally impeded, the ratification of the amounts paid out as overall management compensation to the Company officers for the fiscal year ended March 31, 2013, equivalent to R$ 36,194, (thirty six million, one hundred ninety-four thousand, six hundred twenty-six reais and seventy-five cents), which exceeded the amount previously approved by the shareholders, i.e., R$ 32,000, (thirty two million reais). In line with the provisions of art. 12, I, of CVM Instruction 481/09, shareholders present also approved that the overall management compensation for the year beginning April 1, 2013 and ending on December 31, 2013, exceptionally for 9 months due to the proposed amendment to Company's fiscal year, to be set in the amount of up to R$ 30,000, (thirty million reais), including fees and bonuses, to be revised annually based on the collective bargaining agreements in the food segment of the sugar and ethanol industry, which includes the administrators, with May 1 being the reference date. The Board of Directors, through its Compensation Committee, is entrusted with the task of fixing the individual compensation amount. In accordance with Article 161 of the Brazilian Corporation Law and the Bylaws, the Fiscal Council of the Company was installed, to hold office until the next Annual General Meeting, being elected the following members: (a) as a member, NADIR DANCINI BARSANULFO, Brazilian, divorced, lawyer, bearer of Identity Card RG / SSP / SP No , and Individual Taxpayer Registration (CPF/MF) no , resident and domiciled in the city of São Paulo, with business address at Avenida Presidente Juscelino Kubitschek, 1327, 3 andar, CEP , São Paulo, State of São Paulo, and as her alternate SÉRGIO ROBERTO FERREIRA DA CRUZ, Brazilian, divorced, economist, bearer of identity Card RG / SSP / RJ No and Individual Taxpayer Registration (CPF/MF) no , resident and domiciled in the Capital of the State of Rio de Janeiro, with residential address Avenida Major Dulcidio Cardoso, 1100, Bloco 1, apt. 2202; (b) as a member, CELSO RENATO GERALDIN, Brazilian, married, accountant, bearer of Identity Card RG n , and Individual Taxpayer Registration (CPF/MF) no , resident and domiciled in the city of Piracicaba, State of São Paulo, with commercial address at Av. Limeira, 222, 5 andar, sala 507, Centro Empresarial Mario Dedini, and as

4 his alternate MARCOS AURÉLIO BORGES, Brazilian, married, accountant, bearer of identity Card. n and Individual Taxpayer Registration (CPF/MF) no , resident and domiciled in the city of Piracicaba, State of São Paulo, with commercial address at Av Limeira, 222, 5 andar, sala 507, Centro Empresarial Mario Dedini; and (c) as a member, ALBERTO ASATO, Brazilian, married, business administrator, bearer of Identity Card RG / SSP / SP No , and Individual Taxpayer Registration (CPF/MF) no , resident and domiciled in the city of Assis, State of São Paulo, at Rua Raimundo Recco, 212, and as his alternate EDISON ANDRADE DE SOUZA, Brazilian, married, accountant and lawyer, bearer of identity Card RG / SSP / SP No , and Individual Taxpayer Registration (CPF/MF) no , with offices in Fazenda Nova America, s / n º, Água da Aldeia, Tarumã, State of São Paulo, ZIP The shareholders have also established the compensation of the Fiscal Council members of up to R$400, (four hundred thousand reais), and; After the matter mentioned in item (iv) of the agenda was put to vote, the shareholders recorded that the publications required by the Brazilian Corporation Law relating to the Company are made in the newspaper "Folha de São Paulo", and naturally in the Official State Gazette, "Caderno Empresarial". B. As to the extraordinary meeting: After the matter mentioned in item (i) of the agenda was put to vote, shareholders approved by absolute majority, to increase the amount of the Company's authorized capital regardless of statutory change from R$5,000,000, (five billion reais) to R$6,000,000, (six billion reais), and the caput of Article 6. of the Company s Bylaws shall have the following wording: Article 6 - The Company is authorized to increase its capital stock up to the limit of six billion reais (R$6,000,000,000.00), regardless of amendment to the Bylaws, upon resolution of the Company s Board of Directors, which has the authority to establish the number of shares to be issued, for distribution in Brazil or abroad, whether through public or private issue, payment price and term and other issue, subscription and payment conditions within the authorized capital stock, as well as to resolve on the exercise of preemptive right, in accordance with legal standards and these Bylaws, mainly as set forth in Article 172 of Law 6,404, of December 15, 1976 ( Brazilian Corporation Law ).

5 After the matter mentioned in item (ii) of the agenda was put to vote, shareholders approved by absolute majority, to eliminate the position of Food Division Executive Officer, and create the position of Chief Infrastructure Officer, with subsequent change on Article 21 and paragraph 2 nd of Article 23 of the Company s Bylaws, which shall have the following wording: Article 21 - The Board of Executive Officers shall consist of three (3) to eight (8) members, resident in Brazil, shareholders of the Company or not, one (1) Chief Executive Officer, one (1) Chief Financial and Investor Relations Officer, one (1) Chief Lubricants Officer, one (1) Chief Legal Officer, One (1) Chief Infrastructure Officer and three (3) Executive Officers without special designation, and any officer may cumulate more than one position. Article 23 ( ) Paragraph 2 Each executive officer shall have exclusively the following attributions: (i) Chief Executive Officer: (a) to implement and cause the implementation of the decisions of the Shareholders Meeting and the Board of Directors; (b) to determine and cause the implementation of the policies, strategies, budgets, investment projects and other conditions of the Company s business plan; (c) to coordinate the activities of the other officers, in compliance with the specific attributions set forth in these Bylaws (d) to preside over the Board of Executive Officers meetings; and (e) to permanently coordinate the performance of other executive officers, establishing the corporate, legal, political and institutional guidelines in the development of the Company s activities; (ii) Chief Financial and Investor Relations Officer: (a) to plan, implement and coordinate the financial policy of the Company, as well as to organize, prepare and control the financial budget of the Company; (b) to coordinate, administer, manage and supervise the capital market relations, represent the Company before shareholders, investors, market analysts, the CVM, the Stock Exchanges, the Brazilian Central Bank and other authorities related to the capital markets activities, in Brazil or abroad; (c) to provide all the information required by laws and stock market regulation; (d) to plan and execute management policies within his scope of authority; (e) to plan, execute and manage merger & acquisition operations to be carried out by the Company, as well as ensure the regular execution and compliance with the agreements deriving from these operations; and (f) to represent the Company, in Brazil and abroad, before authorities, financial institutions or companies involved in merger & acquisition operations; (iii) Chief Lubricants Officer: (a) to plan, execute and manage the Company s business activities referring to lubricants and basic oils, including activities related to the trading of certain products manufactured by the Company in the domestic or foreign

6 markets; (b) to establish product mix guidelines and respective trading channels in the domestic and foreign markets; and (c) to participate in the determination of the distribution guidelines of the Company s lubricant products; (iv) Chief Legal Officer: (a) to organize, control, coordinate and supervise the Company s legal issues concerning their technical, operational, institutional and strategic aspects; and (b) to organize, control, coordinate and supervise the engagement of external professionals related to legal services; (v) Chief Infrastructure Officer: (a) to supervise the Company s infrastructure projects execution; (b) to participate in the determination of guidelines related to the logistics business of the Company and its Subsidiaries; and (c) to establish, promote and oversee both the execution and implementation of the Company s strategies, as well as new investments in infrastructure projects; and (vi) Executive Officers without specific designation: to perform the duties attributed by the Board of Directors or by the Chief Executive Officer, in order to execute the Company s purposes. After the matter mentioned in item (iii) of the agenda was put to vote, shareholders approved by absolute majority, to change the period corresponding to the Company's fiscal year, to January 1 to December 31 of each year, and the current fiscal year shall exceptionally consist of nine (9) months, with subsequent change to the caput of Article 28 of the Company s Bylaws, which shall have the following wording: Article 28 - The Company s fiscal year shall commence on January 1st and shall end on December 31 of each year. At the end of each fiscal year, the financial statements related to the fiscal year ended shall be drawn up and submitted to the Board of Directors and at the Shareholders Meeting. After the matter mentioned in item (iv) of the agenda was put to vote, shareholders approved by absolute majority, to consolidate the Company's Bylaws, so that the new version takes into account the adjustments approved herein, and shall have the wording set out in Annex I. 6. Closure and Approval of Minutes: The Chairman of the Meeting recorded that Dr. Daniel Alves Ferreira submitted the list containing the votes of shareholders represented by him, containing votes in favor, against and abstentions, which was received and initialized by the Presiding Board. With no other business to be addressed, the Chairman called the meeting to close and I, the Secretary, drew up these Minutes, which were read, approved and signed by all, and authorization was given to publish these Minutes without the names of the Shareholders present.

7 Presiding Board: MARCELO DE SOUZA SCARCELA PORTELA Chairman MARIA RITA DE CARVALHO DRUMMOND Secretary Shareholders: ANNISTON PTE. LTD.; COMMONWEALTH CARRIERS S/A; COSAN LIMITED; and ISLAND SERVICES MANAGEMENT CORP pp. Fernanda Maria de Azevedo JOSÉ EUGÊNIO DE REZENDE BARBOSA SOBRINHO; RENATO EUGÊNIO REZENDE BARBOSA; REZENDE BARBOSA S/A ADMINISTRAÇÃO E PARTICIPAÇÕES; e ROBERTO DE REZENDE BARBOSA. pp. Fernanda Maria de Azevedo CONSTELLATION MASTER FUNDO DE INVESTIMENTO DE ACOES; GC FUNDO DE INVESTIMENTO DE ACOES; BARTHE HOLDINGS LLC; TYLER FINANCE LLC; BEWETT INTERNATIONAL LLC; e LS OC LLC. pp. Rafael Sales Guimarães PERFIN FORESIGHT MASTER FUNDO DE INVESTIMENTO DE ACOES; PERFIN LONG SHORT MASTER FUNDO DE INVESTIMENTO MULTIMERCADO; e PERFIN LONG SHORT PLUS MASTER FIM. pp. Ralph Gustavo Whitaker Carneiro PAVA FUNDO DE INVESTIMENTO DE ACOES pp. Renato Ópice Sobrinho

8 ABU DHABI RETIREMENT PENSIONS AND BENEFITS FUND; ACADIAN EMEMRGING MARKETS EQUITY FUND; ACADIAN EMERGING MARKETS EQUITY II FUND, LLC; ADVANCED SERIES TRUST - AST FI PYRAMIS ASSET ALLOCATION POR; ADVANCED SERIES TRUST - AST PARAMETRIC EME PORTFOLIO; ADVANCED SERIES TRUST - AST PRUDENTIAL GROWTH ALLOCATION POR; ADVANCED SERIES TRUST - AST QMA EMERGING MARKETS EQUITY PORT; ADVANCED SERIES TRUST - AST RCM WORLD TRENDS PORTFOLIO; ADVISORS INNER CIRCLE FUND-ACADIAN E.M.PORTF; ALASKA PERMANENT FUND; AMERICAN AIRLINES, INC MASTER F. B. P. TRUST; ARIZONA PSPRS TRUST; ARTISAN EMERGING MARKETS FUND; ARTISAN PARTNERS GLOBAL FUNDS PUBLIC LIMITED COMPANY; AT&T UNION WELFARE BENEFIT TRUST; BELLSOUTH CORPORATION RFA VEBA TRUST; BEST INVESTMENT CORPORATION; BLACKROCK CDN MSCI EMERGING MARKETS INDEX FUND; BLACKROCK INSTITUTIONAL TRUST COMPANY NA; BLACKROCK LATIN AMERICA FUND INC; BP PENSION FUND; BRITISH AIRWAYS PEN TRUSTEES LTD- MAIN A/C; BRITISH AIRWAYS PENSION TRUSTEES LTD. (MPF A/C); CAISSE DE DEPOT ET PLACEMENT DU QUEBEC; CATHOLIC UNITED INVESTMENT TRUST; CAUSEWAY EMERGING MARKETS FUND; CAUSEWAY INTERNATIONAL OPPORTUNITIES GROUP TRUST; CF DV EMERGING MARKETS STOCK INDEX FUND; CIBC EMERGING MARKETS INDEX FUND; CITY OF NEW YORK GROUP TRUST; COLLEGE RETIREMENT EQUITIES FUND; COMMONWEALTH OF PENNSYLV.PUB.SCHOOL EMP RET S; COMMONWEALTH SUPERANNUATION CORPORATION; COMPASS AGE LLC; COUNTY EMPLOYEES ANNUITY AND BENEFIT FD OF THE COOK COUNTY; EATON VANCE COLLECTIVE INVESTMENT TFE BEN PLANS EM MQ EQU FD; EATON VANCE PARAMETRIC STRUCTURED EMERGING MARKETS FUND; EATON VANCE PARAMETRIC TAX-MANAGED EMERGING MARKETS FUND; EATON VANCE TR CO CO TR FD - PA STR EM MKTS EQ COM TR FD; EMERGING MARKETS EQUITY FUND S OF M P F WORLD FUNDS, LLC; EMERGING MARKETS EQUITY INDEX MASTER FUND; EMERGING MARKETS EQUITY INDEX PLUS FUND; EMERGING MARKETS EQUITY TRUST 4; EMERGING MARKETS EX-CONTROVERSIAL WEAPONS EQUITY INDEX FD B; EMERGING MARKETS INDEX NON-LENDABLE FUND; EMERGING MARKETS INDEX NON-LENDABLE FUND B; EMERGING MKTS EQTY MGRS: PORTFOLIO 1 OFFSHORE MASTER L.P.; EMERGING MARKETS SUDAN FREE EQUITY INDEX FUND; EMPLOYEES RET SYSTEM OF THE

9 STATE OF HAWAII; EVANGELICAL LUTHERAN CHURCH IN AMERICA B O PN; FIDELITY FUNDS - LATIN AMERICA FUND; FIDELITY GLOBAL DISCIPLINED EQUITY FUND; FIDELITY GLOBAL OPPORTUNITIES FUND; FIDELITY INTERNATIONAL DISCIPLINED EQUITY FUND; FIDELITY OVERSEAS FUND; FIDELITY SALEM STREET TRUST: FIDELITY SERIES G EX US I FD; FIDELITY SALEM STREET TRUST: SPARTAN EMERGING MARKETS IND FD; FIDELITY SALEM STREET TRUST: SPARTAN GL EX U.S. INDEX FUND; FIL GENESIS LIMITED; FIRST TRUST BRAZIL ALPHADEX FUND; FIRST TRUST EMERGING MARKETS ALPHADEX FUND; FIRST TRUST LATIN AMERICA ALPHADEX FUND; FLORIDA RETIREMENT SYSTEM TRUST FUND; FORD MOTOR CO DEFINED BENEF MASTER TRUST; FORD MOTOR COMPANY OF CANADA, L PENSION TRUST; FUTURE FUND BOARD OF GUARDIANS; GLOBAL ADVANTAGES F - EMG MKTS HIGH VALUE TEILFONDS; GMAM INVESTMENT FUNDS TRUST; HSBC BRIC EQUITY FUND; IBM 401 (K) PLUS PLAN; IBM DIVERSIFIED GLOBAL EQUITY FUND; ILLINOIS STATE BOARD OF INVESTMENT; IMPERIAL EMERGING ECONOMIES POOL; ING EMERGING MARKETS INDEX PORTFOLIO; ISHARES II PUBLIC LIMITED COMPANY; ISHARES III PUBLIC LIMITED COMPANY; ISHARES MSCI BRAZIL (FREE) INDEX FUND; ISHARES MSCI BRIC INDEX FUND; ISHARES MSCI EMERGING MARKETS INDEX FUND; ISHARES PUBLIC LIMITED COMPANY; JANUS CAPITAL MANAGEMENT LLC; JAPAN TRUSTEE SERVICES BANK, LTD. STB BRAZIL STOCK MOTHER FU; JAPAN TRUSTEE SERVICES BK, LTD. RE: RTB NIKKO BEA MOTHER FD; JOHN HANCOCK FUNDS II INTERNATIONAL GROWTH EQUITY FUND; JOHN HANCOCK FUNDS II STRATEGIC EQUITY ALLOCATION FUND; JOHN HANCOCK VARIABLE INS TRUST INTERN EQUITY INDEX TRUST B; LEGG MASON GLOBAL FUNDS PLC; LVIP BLACKROCK EMERGING MARKETS INDEX RPM FUND; MANAGED PENSION FUNDS LIMITED; MANULIFE GLOBAL FUND; MARQUIS INSTITUTIONAL GLOBAL EQUITY PORTFOLIO; MARVIN & PALMER EMERG.MKTS.EQUITY L.P.; MARVIN & PALMER FUNDS PLC; MELLON BANK N.A EB COLLECTIVE INVESTMENT FUND PLAN; MICROSOFT GLOBAL FINANCE; MINISTRY OF STRATEGY AND FINANCE; NATIONAL COUNCIL FOR SOCIAL SECURITY FUND; NATIONAL PENSIONS RESERVE FUND COMMISSION; NAV CANADA PENSION PLAN; NEW YORK STATE TEACHERS RETIREMENT SYSTEM; NEW ZEALAND SUPERANNUATION FUND; NORTHERN TRUST INVESTIMENT FUNDS PLC; NORTHERN TRUST UCITS COMMON CONTRACTUAL FUND; NZAM EM8 EQUITY PASSIVE FUND; OLD WESTBURY GLOBAL OPPORTUNITIES FUND;

10 PANAGORA GROUP TRUST; PICTET - EMERGING MARKETS INDEX; PICTET FUNDS S.A RE: PI(CH)-EMERGING MARKETS TRACKER; PPL SERVICES CORPORATION MASTER TRUST; PRINCIPAL FUNDS, INC. - DIVERSIFIED INTERNATIONAL FUND; PRINCIPAL FUNDS, INC-INTERNATIONAL EMERGING MARKETS FUND; PRINCIPAL GLOBAL INVESTORS COLLECTIVE INVESTMENT TRUST; PRINCIPAL LIFE INSURANCE COMPANY; PRINCIPAL VARIABLE CONTRACTS FUNDS INC INT EMERG MAR ACCOUNT; PRINCIPAL VARIABLE CONTRACTS FUNDS,INC-DIVER INT ACCOUNT; PRUDENTIAL RETIREM INSURANCE AND ANNUITY COMP; PSP FOREIGN EQUITY FUND; PUBLIC EMPLOYEE RETIREMENT SYSTEM OF IDAHO; PUBLIC EMPLOYES RET SYSTEM OF MISSISSIPPI; PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO; PYRAMIS GLOBAL EX U.S. INDEX FUND LP; PYRAMIS GROUP TRUST FOR EMPLOYEE BENEFIT PLANS; PYRAMIS SELECT EMERGING MARKETS EQUITY TRUST; ROBECO GLOBAL EMERGING MARKETS EQUITY FUND II; ROBECO PORTFOLIO TRUST - ROBECO GLOBAL EMERGING MARK EQ FD; RS EMERGING MARKETS FUND; RS EMERGING MARKETS VIP SERIES; SAN DIEGO GAS & ELEC CO NUC FAC DEC TR QUAL; SCHWAB EMERGING MARKETS EQUITY ETF; ENERGY PENSION MASTER TRU; SOUTHERN CAL ED C N F Q C DC MT S ON P VD N G; SPDR S&P EMERGING MARKETS ETF; SSGA ACTIVE EMERGING M S S L QIB COMMON TRUST FUND; SSGA EMERGING MARKETS FUND; SSGA EMERGING MARKETS INDEX PLUS NON LENDING COMMON TR FUND; SSGA MSCI BRAZIL INDEX NON-LENDING QP COMMON TRUST FUND; STATE OF CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM; STATE OF OREGON; STATE OF WISCONSIN INVT. BOARD MASTER TRUST; STATE ST B AND T C INV F F T E RETIR PLANS; STATE STREET EMERGING MARKETS; STATE STREET GLOBAL ADVISORS LUXEMBOURG SICAV - SSGA EMSEF; STICHTING BEDRIJFSTAKPENSIOENFONDS VOOR DE MEDIA PNO; STICHTING CUSTODY ROBECO INSTITL RE:ROBECO INSTIT EM MKT FON; STICHTING PENSIOENFONDS HORECA & CATERING; TEACHER RETIREMENT SYSTEM OF TEXAS; TEACHERS RETIREMENT SYSTEM OF OKLAHOMA; TEACHERS RETIREMENT SYSTEM OF THE STATE OF ILLINOIS; THE COCA COLA MASTER RETIREMENT TRUST; THE GENERAL MOTORS CANADIAN HOURLY-RATE EMPLOYEES PENSION PL; THE MTBJ, LTD. AS TRT F N TRT ALL C WD E IN I F (TAX E QIIO); THE MONETARY AUTHORITY OF SINGAPORE; THE NOMURA T AND B CO LTD RE I E S INDEX MSCI E NO HED M FUN; THE PENSION RESERVES INVESTMENT MANAG.BOARD; THE SEVENTH SWEDISH NATIONAL PENSION FUND - AP7

11 EQUITY FUND; THE STATE TEACHERS RETIREMENT SYSTEM OF OHIO; TIAA-CREF FUNDS - TIAA-CREF EMERGING MARKETS EQUITY FUND; TIAA-CREF FUNDS - TIAA-CREF EMERGING MARKETS EQUITY I F; UAW RETIREE MEDICAL BENEFITS TRUST; UPS GROUP TRUST; VANGUARD EMERGING MARKETS STOCK INDEX FUND; VANG FTSE ALL-WORLD EX- US INDEX FD, A S OF V INTER E I FDS; VANGUARD FUNDS PUBLIC LIMITED COMPANY; VANGUARD TOTAL WSI FD, A SOV INTERNATIONAL EQUITY INDEX FDS; VIRGINIA RETIREMENT SYSTEM; WELLS FARGO ADVANTAGE DIVERSIFIED STOCK PORTFOLIO; WHEELS COMMON INVESTMENT FUND; YALE UNIVERSITY; HUA NAN COM BANK THE MAS CUS OF HSBC NEW RICH EQ FD; INTERNATIONAL EQUITY GROWTH CORPORATE CLASS; INTERNATIONAL EQUITY GROWTH POOL; ROBECO CAPITAL GROWTH FUNDS; SYNERGY CANADIAN CORPORATE CLASS; SYNERGY GLOBAL CORPORATE CLASS; FDA 21 - BANCO SANTANDER (BRAZIL) S.A.; GRD 21 - BANCO SANTANDER (BRASIL) S.A.; BRITISH COAL STAFF SUPERANNUATION SCHEME; FIDELITY INSTITUTIONAL FUNDS ICVC - SELECT EM MA EQ FUND; FLEXSHARES MORNINGSTAR EMERGING MARKETS FACTOR TILT INDEX F; JNL/MELLON CAPITAL EMERGING MARKETS INDEX FUND; NEW YORK STATE COMMON RETIREMENT FUND; NORGES BANK; OHIO POLICE AND FIRE PENSION FUND; PUBLIC EMPLOYEES RE ASSOC OF NEW MEXICO; RETIREMENT INCOME PLAN OF SAUDI ARABIAN OIL COMPANY; SBC MASTER PENSION TRUST; STATE OF NEW MEXICO EDUCATIONAL RETIREMENT BOARD; STATE OF NEW MEXICO STATE INV. COUNCIL; STICHTING DEPOSITARY APG EMERGING MARKETS EQUITY POOL; STICHING PENSIOENFONDS VOOR HUISARTSEN; THE MASTER TRUST BANK OF JAPAN, LTD. AS T. FOR MTBJ ; THE MASTER TRUST BANK OF JAPAN, LTD. AS T. FOR MTBJ ; VANGUARD INVESTMENT SERIES PLC; VANGUARD TOTAL INTERNATIONAL STOCK INDEX FD, A SE VAN S F; SANTANDER FI ENERGY ACOES; SANTANDER FI VALOR ACOES; e FUNDO DE INVESTIMENTO EM ACOES MERLOT; FUNDO DE INVESTIMENTO EM ACOES LOURDES; SANTANDER FI INFRAESTRUTURA MASTER ACOES; SANTANDER FIA MIRANTE IBRX; SANTANDER FI EM ACOES BISA ACOES; FIA SANTANDER PREV; SANTANDER FI ATIVO II ACOES; SANTANDER FI STAR LONG SHORT MULTIMERCADO; SANTANDER FUNDO DE INVESTIMENTO ACOES; SANTANDER FI PREV MULTIMERCADO; SANTANDER FI INSTITUCIONAL ACOES; SANTANDER FI IBRX ACOES; FIA SANTANDER ARGUS; SANTANDER FUNDO DE INVESTIMENTO SMALL CAP

12 ACOES; ASGARD FIA; SANTANDER FI SUL ENERGIA ACOES; FIA SANTANDER VIGO; SANTANDER FI IBOVESPA PASSIVO ACOES; SANTANDER FI IBRX INVEST ACOES; AQUILA FUNDO DE INVESTIMENTO MULTIMERCADO; e MBPREV III MULTIMERCADO - FUNDO DE INVESTIMENTO. pp. Daniel Alves Ferreira DYC FUNDO DE INVESTIMENTO EM ACOES; ASCESE FUNDO DE INVESTIMENTO EM ACOES; DYNAMO COUGAR FUNDO DE INVESTIMENTO EM ACOES; DYBRA FUNDO DE INVESTIMENTO EM ACOES; DYNAMO BETON FUNDO DE INVESTIMENTO EM ACOES; DYNAMO BRASIL I LLC; DYNAMO BRASIL II LLC; DYNAMO BRASIL III LLC; DYNAMO BRASIL V LLC; DYNAMO BRASIL VII LLC; DYNAMO BRASIL VI LLC; DYNAMO BRASIL VIII LLC; DYNAMO BRASIL IX LLC; KEMNAY DYBRA LLC; DYNAMO BRASIL XIII LLC; RAUTA FUNDO DE INVESTIMENTO EM ACOES; TNAD FUNDO DE INVESTIMENTO EM ACOES; FPRV DYN UIRAPURU FIA PREVIDENCIARIO; e SAO FERNANDO IV FUNDO DE INVESTIMENTO EM ACOES. pp. Júlio André Kogut NÚCLEO MASTER FIA Fernando Cezar Cunha Spnola Junior All others present: JOÃO RICARDO DUCATTI Audit Committee VALDIR AUGUSTO DE ASSUNÇÃO Representative from the independent audit firm, Pricewaterhousecoopers CARLOS EDUARDO VITORELLO VIANNA Company Accountant MARCELO EDUARDO MARTINS Chief Financial and Investor Relations Officer