WAGNER BOTELHA

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1 WAGNER BOTELHA

2 PRACTICE AREAS: REAL ESTATE, URBAN PLANNING, AGRIBUSINESS AND INFRASTRUCTURE WAGNER GARCIA BOTELHA and his team have broad experience in providing legal assistance to companies and individuals, both domestic and foreign, in a wide variety of real estate, urban planning, agribusiness and infrastructure questions and transactions, especially in commercial, industrial, residential, hotel, rural, agricultural, forestry, shopping center, industrial condominium, distribution center, highway, railway, airport, port, container terminal and sports complex and arena developments. His practice highlights includes: property and business due diligence investigations; purchase and sale (including purchase commitments and options); properties exchanges (financial and future units); leases; built-to-suit transactions; sale and leaseback transactions; easements (civil and administrative); construction (retrofit, turn-key, management, with guaranteed maximum price); architectural and engineering projects; negotiation of infrastructure and tax incentives for industrial, hotel and port projects with municipal, state and federal authorities; real estate development (fixed price and management); projects under the government popular housing scheme Minha Casa Minha Vida ; creation of building joint-ownership and related joint-occupation issues (condos); real estate brokerage and consulting; land parceling (subdivision into plots and dismemberment); urban operations in consortium; land use and occupation (zoning); fee farm, occupation and leasing of public properties (especially coastal land); acquisition of rural properties, leases and rural partnerships (whether or not including participation of foreigners); project finance transactions (especially EPCs and in rem guarantees); conditional sales ( alienações fiduciárias ); mortgages on real properties and ships; pledge of industrial equipment and antichresis; structuring of real estate investment funds; structuring of equity investment funds; securitization of real estate receivables; legal actions for property repossession and ownership disputes.

3 ABOUT WAGNER BOTELHA WAGNER GARCIA BOTELHA is an attorney practicing in real estate, urban planning, agribusiness and infrastructure since 1997, with a bachelor s degree in Law from the Pontifical Catholic University of Campinas (PUC Campinas) and a post-graduate degree from the Brazilian Institute of Capital Markets (IBMEC/INSPER - São Paulo). Enrolled with the Brazilian Bar Association (Chapter of São Paulo) and the Portuguese Bar Association (Chapter of Lisbon). Permanent member of the Real Estate and Urban Planning Law Committee of the Brazilian Bar Association (Chapter of São Paulo), of the Lawyers Association of São Paulo and of the Official Spanish Chamber of Commerce in Brazil. A frequent lecturer in seminars and conferences in Brazil and abroad and co-author of several articles and books published in the USA and in Europe. His name has been included in the following international publications and rankings: 2008/2009, 2010/2011, 2012/2013 issues of EUROMONEY s Guide to the World s Leading Real Estate Lawyers, published in London by Euromoney (Expert Guides Media Legal Group): best ranked in Brazil (2008/2009; 2010/2011); 2010/2011 EUROMONEY s Guide to the World s Leading Emerging Markets Practitioners, published in London by Euromoney (Expert Guides Media Legal Group): best ranked in Real Estate in Brazil (2010/2011) ; and 2009, 2010, 2011 and 2012 issues of CHAMBERS LATIN AMERICA, published in London by Chambers & Partners, with the following mentions: a dynamic lawyer and a fantastic person to work with ; well respected as an extraordinary lawyer with great understanding of projects ; vast experience and deep understanding of

4 projects ; 2012 has a significant practice in real estate. His international experience includes time spent at Argentine and French law firms and he is also qualified to practice in Portugal. Worked as an attorney and Brazilian Law consultant in major international law firms in Brazil, Argentina, France and Spain. Fluent in English, Spanish and Portuguese. Tel.:

5 RELEVANT EXPERIENCES WAGNER GARCIA BOTELHA worked since 1997 in various real estate, urban planning, agribusiness and infrastructure businesses and complex transactions involving significant assets. His experiences include: 2012: sale of rural properties in the Municipalities of Ituiutaba and Gurinhatã, State of Minas Gerais, hiring of agricultural partnership and purchase of sugar cane crops, involving historical amount above R$ 50,000, Client: foreign multinational company; 2012: redevelopment of port area in the Municipality of Porto Alegre, State of Rio Grande do Sul, with 181,295 square meters, involving historical amount of investments above R$ 560,000, Clients: foreign and domestic companies in the sector of architecture and engineering; 2012: residential development in the Municipality of São Paulo, State of São Paulo, with 384 units, involving historical potential sales value above R$ 56,500, Client: developer and construction company; 2011: land acquisition and negotiation of infrastructure and tax benefits with authorities in the Municipality of Pindamonhangaba, State of São Paulo, for installation of steel industry, involving historical value of investment of more than R$ 584,000, Client: multinational company - buyer; 2011: acquisition of 30 warehouses and distribution centers in several Brazilian states, involving historicalal amount of R$ 2,200,000, Client: foreign investment fund - buyer; 2011: residential development in the Municipality of Caçapava, State of São Paulo, with 200 units, involving historical general sales value above R$ 26,000, Client: developer and construction company; 2011: residential development in the Municipality of Rio Claro, State of São Paulo, with 42 units, involving historical potential sales value over R$ 8,000, Client: developer and construction company; 2011: low-income housing development in the Municipality of Nova Odessa, State of São Paulo, with 847 lots, involving historical potential sales value over R$ 50,000, Client: construction and town planning companies; 2011: low-income housing development in the Municipality of Americana, State of São Paulo, with 9,510 square meters, involving historical construction value greater than R $ 11,000, Client: construction and town planning companies;

6 2011: low-income housing development in the Municipality of Osasco, State of São Paulo, with 92 lots, involving historical construction value greater than R$ 10,500, Client: construction and town planning companies; 2011: structuring of securitization of real estate receivables involving historical value greater than R$ 21,800, Client: securitization company; 2011: structuring of securitization of real estate receivables involving historical value greater than R$ 17,000, Client: securitization company; 2011: financial exchange of real property in the Municipality of São Paulo, State of São Paulo, for residential development, involving historical value greater than R$ 37,500, Client: company owner of the land; 2011: sale of real estate assets, machinery and equipment owned by a soybean crushing and processing company, in the Municipalities of Estrela, São Borja and Palmeira das Missões, State of Rio Grande do Sul, involving historical value greater than R$ 38,000, Client: selling company; 2011: lease and refurbishment of industrial real property for auto parts company in the Municipality of Cordeirópolis, State of São Paulo, involving historical value greater than R$ 5,000, Client: multinational company tenant; 2011: lease and refurbishment of commercial real estate for technology company in the Municipality of São Paulo, State of São Paulo, involving historical value greater than R $ 50,000, Client: multinational company tenant; 2011: structuring of partnership and financial exchange of real properties for development of subdivision in the Municipality of Maricá, State of Rio de Janeiro, involving an approximate area of 5,620,000 square meters, with historical potential value of sales of more than R$ 750,000, Client: company owner of the land; 2010: acquisition of division of auto parts industries in the Municipalities of São Paulo and Santana do Parnaíba, State of São Paulo, in global operation involving historical amount of more than R$ 1,475,000, Client: foreign investment fund buyer; 2010: acquisition of rural properties in the States of Tocantins and Piauí, with approximately 10,000 hectares, involving historical amount greater than R$ 20,000, Client: buying company in the agribusiness sector;

7 2010: acquisition of rural property in western State of Bahia, with approximately 7,000 hectares, involving historical value greater than R$ 19,000, Client: buying company in the agribusiness sector; 2010: acquisition of rural properties in the Municipality of Pirajú, State of São Paulo, for plantation of lychee, involving historical value greater than R$ 5,000, Client: buyer foreign company; 2010: residential development in the Municipality of Itapira, State of São Paulo, with 270 units, involving historical potential sales value over R$ 17,500, Client: developer and construction company; 2010: residential development in the Municipality of Atibaia, State of São Paulo, with 384 units, involving historical potential sales value over R$ 46,000, Client: developer and construction company; 2010: residential development in the Municipality of Ponta Grossa, State of Paraná, with 167 units, involving historical potential sales value over R$ 19,000, Client: developer and construction company; 2010: residential development in the Municipality of Osasco, State of São Paulo, with 308 units, involving historical sales value over R$ 36,000, Client: developer and construction company; 2010: residential development in the Municipality of Santo André, State of São Paulo, with 60 units, involving historical potential sales value over R$ 9,500, Client: developer and construction company; 2009/2010: structuring of retrofit project and condominium of a Triple A commercial building in the Municipality of Rio de Janeiro, State of Rio de Janeiro, involving historical value of more than R$ 120,000, Client: multinational developer company; 2009/2010: real estate development of a Triple A commercial building in the Municipality of Rio de Janeiro, State of Rio de Janeiro, involving historical value of more than R$ 140,000, Client: multinational developer company; 2009/2010: real estate development of Triple A commercial buildings in the Municipality of Barueri, State of São Paulo, involving historical value of more than R$ 200,000, for the initial phase of the project. Client: multinational developer company; 2009: acquisition of land, structuring of subdivision projects, real estate and hotels developments in the Municipalities of Ilha Grande and Parnaíba, State of Piauí, with approximately 80,000,000 square meters, involving historical

8 value of more than R$ 3,000,000, Client: developer companies, investment funds and foreign investors; 2009: residential development in the Municipality of Santo André, State of São Paulo, with 60 units, involving historical potential sales value over R$ 11,500, Client: developer and construction company; 2009: real estate structuring in project financing for construction of power plants in the Municipalities of Santo Antonio de Lopes and São Luis, State of Maranhão, involving historical value of over US$ 130,000, in global project of approximately US$ 800,000,000,00. Client: international financial institution; 2009: real estate structuring in project financing for construction of thermal power plant in São Gonçalo do Amarante, State of Ceará, involving historical value of over US$ 327,000, in global project of approximately US$ 1,400,000, Client: international financial institution; 2009: real estate structuring in project financing for construction of a port in the Municipality of Itapoá, State of Santa Catarina, involving historical value above US$ 144,000, Client: international financial institution; 2008: structuring of built to suit operation for construction and leasing of a building in the Municipality of São Paulo, State of São Paulo, involving historical value greater than R$ 90,000, Client: construction and securitization companies; 2008: acquisition of rural properties in the Municipalities of Capivari, Rafard, Elias Fausto, Salto and Porto Feliz, State of São Paulo, with approximately 18,765 hectares, involving historical value above R$ 252,000, Client: buying company in the agribusiness sector; 2008: structuring of debentures with collaterals of a state-owned company, involving historical value of more than R$ 900,000, Client: national financial institution; 2007: construction of landfills and industry in the port area (under regimes of fee farm and occupation) in the Municipality of Vila Velha, State of Espírito Santo, involving historical value greater than R$ 90,000, Client: multinational company in umbilical cables sector; 2007: purchase of land and construction of the first Triple A commercial building in the Municipality of Santos, State of São Paulo, involving historical value greater than R $ 50,000, Client: buyer - multinational company of shipping industry;

9 2007: acquisition of commercial properties in the Municipality of São Paulo, State of São Paulo, involving historical value greater than R$ 10,000, Client: buyer - multinational company of shipping industry; 2007: sale of in rem rights relating to a hotel/resort project in the Municipality of Barra de Santo Antonio, State of Alagoas, involving historical value greater than R$ 45,000, Client: foreign investment fund; 2006/2007: structuring and construction of a shopping mall in the Municipality of São Paulo, State of São Paulo, involving gross lettable area of 26,538 square meters. Client: investing company; 2005/2006: acquisition of land, approval and construction of subdivision in the Municipality of São Roque, São Paulo, involving area of approximately 245,000 square meters. Client: developer and construction company; 2005/2006: acquisition of auto parts industry in the Municipality of Itapevi, State of São Paulo, involving historical value greater than R$ 20,000, Client: foreign acquiring company; 2005: acquisition of land and negotiation of infrastructure and tax benefits in the Municipality of Araraquara, State of São Paulo, for construction of industry, involving historical value above R$ 125,000, Client: multinational purchasing company in chemical-food sector; 2004: structuring of debentures with collaterals for a company in supermarket sector, involving the historical value of over US$ 300,000, Client: foreign investor; 2003/2004: structuring of security interests in real properties located in the Municipality of São Paulo, State of São Paulo, involving historical value of more than US$ 13,000, Client: guarantor developer; 2003/2004: structuring of security interests in real properties and equipments located in Brazil, Ecuador and Colombia involving historical value above US$ 12,000, Client: creditor - foreign company in the oil and gas sector; 2002: acquisition of land and construction of hydroelectric power plant in the State of Tocantins, involving historical value of more than R$ 1,300,000, Client: multinational company in the energy sector; 2002: acquisition of real properties in the States of Amazonas, Pernambuco, São Paulo and Rio de Janeiro, involving purchase of company in the fixed telephony sector, with historical value of more than US$ 266,000, Client: purchasing company in the telecommunication industry;

10 2002: real estate structuring in project financing for construction of thermal power plant in the Municipality of Candiota, State of Rio Grande do Sul, involving historical value of more than US$ 800,000, Client: multinational company in the energy sector; 2001/2002: construction of maritime terminal for the transportation of cellulose in the Municipality of Belmont, State of Bahia. Client: company in the cellulose sector; 2001: structuring of real estate investment fund of Triple A commercial building in the Municipality of São Paulo, State of São Paulo, involving historical value of more than R$ 380,000, Client: multinational developer company; 2001: acquisition of real properties and equipments for metallurgy company in the Municipality of Boituva, State of São Paulo, involving historical value greater than R$ 15,000, Client: foreign company in the metallurgy sector; 2001: transfer of real estate assets in Brazil of Swiss financial institution, involving global transaction with historical value of approximately FS (Swiss francs) 420,000,000, Client: buyer - financial institution; 2000/2001: real estate structuring in project financing for construction of thermal power plant in the Municipality of Seropédica, State of Rio de Janeiro, involving historical value of more than US$ 400,000, Client: multinational company in the energy sector; 2000/2001: purchase of land and negotiation of construction of sports arena in the Municipality of São Paulo, State of São Paulo, involving historical amounts exceeding R$ 60,000, and $ 35,000,000.00, respectively. Client: buyer - foreign investment fund; 2000: lease of property for industrial production of auto parts in the Municipality of São Paulo, State of São Paulo, involving historical value greater than R$ 3,000, Client: lessee company; 2000: structuring of funding and real estate collaterals relating to a Brazilian company in the telecommunication sector, involving historical value exceeding US$ 1,725,000, Clients: international financial institutions; 2000: acquisition of real property and equipments for industrial production of optical fiber in the Municipality of Pedreira, State of São Paulo, involving historical value greater than R$ 13,000, Client: acquiring foreign company;

11 2000: lease of property for telecommunications activities in the Municipality of São Paulo, State of São Paulo, involving historical value greater than R$ 19,000, Client: multinational company tenant; 2000: real estate structuring in project finance for extension of oil pipeline in the State of Rio de Janeiro, involving over US$ 850,000, Client: foreign financial institution; 2000: acquisition of real property for construction of luxury hotel in the Municipality of São Paulo, State of São Paulo, involving historical value of more than US$ 16,000, Client: buyer - multinational hotel company; 1999/2001: regularization and construction of gas pipeline Brazil - Bolivia, transmission lines and aqueduct, involving historical value exceeding US$ 1,600,000, Client: multinational company in the energy sector; 1999/2001: acquisition of several properties (130 stores) and supermarket chains located in the States of Rio Grande do Sul, Santa Catarina, Paraná and São Paulo, involving investments of historical value of approximately R$ 1,000,000,000.00, and several built to suit operations. Client: buyer - multinational company; 1999: redevelopment of areas in urban operation in consortium in the Municipality of Santo André, State of São Paulo, involving an approximate area of 12 square kilometers. Client: multinational company in the automotive sector; 1999: construction of part of gas pipeline in the State of Rio Grande do Sul, involving historical value above US$ 265,000, Client: multinational company in the energy sector; 1998/2000: real estate structuring in project financing for construction of power plant and transmission lines in the Municipality of Cuiabá, State of Mato Grosso, involving historical value of more than US$ 500,000, Client: multinational company in the energy sector; 1998/1999: development and construction of Triple A commercial building and shopping center in the Municipality of São Paulo, State of São Paulo, involving historical value of more than R$ 182,000, Client: multinational developer company; 1998: acquisition of part of a shopping mall in the Municipality of Santos, State of São Paulo, involving historical value greater than R$ 17,000, Client: buyer - multinational company in the supermarket industry;

12 1998: acquisition of real properties and department store chains in several Brazilian states, involving historical value exceeding US$ 139,000, Client: buyer - multinational company in the supermarket sector; 1997: built to suit operation for lease and construction of industrial facilities for the production of hygiene products in the Municipality of São Paulo, State of São Paulo, involving historical value greater than R$ 10,000, Client: multinational company tenant. (Further clarification of the businesses listed above may be obtained upon request)

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