LIGHT S.A. Corporate Taxpayer s ID (CNPJ/MF) No / Corporate Registry (NIRE) No PUBLICLY HELD COMPANY.

Transcription

1 LIGHT S.A. Corporate Taxpayer s ID (CNPJ/MF) No / Corporate Registry (NIRE) No PUBLICLY HELD COMPANY. EXCERPT FROM THE MINUTES OF LIGHT S.A. ( Company ) S BOARD OF DIRECTORS' MEETING HELD ON AUGUST 31, 2015, DRAWN UP IN SUMMARY FORMAT. 1. Data, time and venue: August 31, 2015, at 10:00 a.m., at Light S.A. ("Company") s headquarters, located at Avenida Marechal Floriano, 168, parte, 2º andar, corredor A, Centro, in the City of Rio de Janeiro, State of Rio de Janeiro. 2. Attendance: The sitting Board members Nelson José Hubner Moreira, Chairman, Marcello Lignani Siqueira, Marcos Ricardo Lot, Marcelo Pedreira Oliveira, Guilherme Narciso de Lacerda, Silvio Artur Meira Starling and Carlos Alberto da Cruz, as well as the alternate members, César Vaz de Melo Fernandes, Eduardo Henrique Campolina Franco, Rogério Sobreira Bezerra and José Augusto Gomes Campos. The alternate members Samy Kopit Moscovitch, Daniel Batista da Silva Júnior, Eduardo Maculan Vincentini and Magno dos Santos Filho also attended the meeting but did not vote. The attorney Cláudia de Moraes Santos was invited to act as Secretary. 3. Agenda Resolutions: 3.1. Election of the Boards of Executive Officers of Light S.A., Light S.E.S.A. and Light Energia S.A., due to termination of employment extended to , pursuant to Article 150, paragraph 4 of Law 6,404/ Light S.A. s Board of Executive Officers The Board of Directors, by unanimous vote, with the absence of the Board Member Guilherme Narciso de Lacerda, elected the following members to the Company s Board of Executive Officers, for a mandate of 3 (three) years, that is until : a) for the position of Chief Executive Officer, Mr. Paulo Roberto Ribeiro Pinto, Brazilian, married, accountant, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address Avenida Marechal Floriano, 168, Centro, Rio de Janeiro/RJ, CEP ; b) for the position of Vice Chief Executive Officer, Mr. Cláudio Bernardo Guimarães de Moraes, Brazilian, divorced, accountant, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; c) for the position of Human Resources Officer, Mrs. Andreia Ribeiro Junqueira e Souza, Brazilian, married, business administrator, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano, 168, Centro, Rio de Janeiro/RJ, CEP ; d) for the position of Corporate Management Officer, Mr. Ailton Fernando Dias, Brazilian, married, electrical engineer, holder of identity card No. M , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; e) for the position of Energy Officer, Mr. Luís Fernando de Almeida Guimarães, Brazilian, married, engineer, holder of identity card No D, issued by CREA/RJ, registered under individual taxpayer

2 ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; f) for the position of Chief Business Development and Investors Relation Officer, Mr. João Batista Zolini Carneiro, Brazilian, married, economist, holder of identity card No. MG , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; g) for the position of Distribution Officer, Mr. Ricardo Cesar Costa Rocha, Brazilian, married, engineer, holder of identity card No. MG , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano, 168, Centro, Rio de Janeiro/RJ, CEP ; h) for the position of Legal Officer, Mr. Fernando Antônio Fagundes Reis, Brazilian, married, lawyer, holder of identity card No. M , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; and, i) for the position of Communication Officer, Mr. Guilherme Narciso de Lacerda, Brazilian, married, economist, holder of identity card No MG, issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP the Company Light Serviços de Eletricidade S.A. ( Light S.E.S.A. ) s Board of Executive Officers The Board of Directors, by unanimous vote, with the absence of the Board Member Guilherme Narciso de Lacerda, instructed that the Board members appointed by the Company, at Light S.E.S.A. s Board of Directors Meeting, approve the election of the following members to Light Serviços de Eletricidade S.A. s Board of Executive Officers, for a mandate of 3 (three) years, that is until : a) for the position of Chief Executive Officer, Mr. Paulo Roberto Ribeiro Pinto, Brazilian, married, accountant, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address Avenida Marechal Floriano, 168, Centro, Rio de Janeiro/RJ, CEP b) for the position of Vice Chief Executive Officer, Mr. Cláudio Bernardo Guimarães de Moraes, Brazilian, divorced, accountant, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; c) for the position of Human Resources Officer, Mrs. Andreia Ribeiro Junqueira e Souza, Brazilian, married, business administrator, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano, 168, Centro, Rio de Janeiro/RJ, CEP ; d) for the position of Corporate Management Officer, Mr. Ailton Fernando Dias, Brazilian, married, electrical engineer, holder of identity card No. M , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; e) for the position of Executive Officer with no specific designation, Mr. Luís Fernando de Almeida Guimarães, Brazilian, married, engineer, holder of identity card No D, issued by CREA/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; f) for the position of Chief Business Development and Investors Relation Officer, Mr. João Batista Zolini Carneiro, Brazilian, married, economist, holder of identity card No. MG , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; g) for the position of Distribution Officer, Mr. Ricardo Cesar Costa Rocha, Brazilian, married, engineer, holder 2

3 of identity card No. MG , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano, 168, Centro, Rio de Janeiro/RJ, CEP ; h) for the position of Legal Officer, Mr. Fernando Antônio Fagundes Reis, Brazilian, married, lawyer, holder of identity card No. M , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; and, i) for the position of Communication Officer, Mr. Guilherme Narciso de Lacerda, Brazilian, married, economist, holder of identity card No MG, issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP Light S.E.S.A Light Energia S.A. s Board of Executive Officers The Board of Directors, by unanimous vote, approved and instructed that the Board members appointed by the Company, at Light Energia S.A. s Board of Directors Meeting, approve the election of the following members to Light Energia S.A. s Board of Executive Officers, for the mandate of 3 (three) years, that is until : a) for the position of Chief Executive Officer, Mr. Paulo Roberto Ribeiro Pinto, Brazilian, married, accountant, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address Avenida Marechal Floriano, 168, Centro, Rio de Janeiro/RJ, CEP ; b) for the position of Vice Chief Executive Officer, Mr. Cláudio Bernardo Guimarães de Moraes, Brazilian, divorced, accountant, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; c) for the position of Human Resources Officer, Mrs. Andreia Ribeiro Junqueira e Souza, Brazilian, married, business administrator, holder of identity card No , issued by IFP/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano, 168, Centro, Rio de Janeiro/RJ, CEP ; d) for the position of Chief Business Development and Investors Relation Officer, Mr. João Batista Zolini Carneiro, Brazilian, married, economist, holder of identity card No. MG , issued by SSP/MG, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; and, e) for the position of Energy Officer, Mr. Luís Fernando de Almeida Guimarães, Brazilian, married, engineer, holder of identity card No D, issued by CREA/RJ, registered under individual taxpayer ID (CPF/MF) No , with office address at Avenida Marechal Floriano 168, Centro, Rio de Janeiro/RJ, CEP ; Light Energia S.A Boards of Executive Officers composition: The Chairman presented the new Light S.A. s Board of Executive Officers: Chief Executive Officer: Paulo Roberto Ribeiro Pinto; Vice Chief Executive Officer: Cláudio Bernardo Guimarães de Moraes; Chief Business Development and Investors Relation Officer: João Batista Zolini Carneiro Human Resources Officer: Andreia Ribeiro Junqueira e Souza; 3

4 Corporate Management Officer: Ailton Fernando Dias; Energy Officer: Luís Fernando de Almeida Guimarães; Distribution Officer: Ricardo Cesar Costa Rocha; Legal Officer: Fernando Antônio Fagundes Reis; and, Communication Officer: Guilherme Narciso de Lacerda The Chairman also presented the new Light S.E.S.A. s Board of Executive Officers: Chief Executive Officer: Paulo Roberto Ribeiro Pinto; Vice Chief Executive Officer: Cláudio Bernardo Guimarães de Moraes; Chief Business Development and Investors Relation Officer: João Batista Zolini Carneiro; Human Resources Officer: Andreia Ribeiro Junqueira e Souza; Corporate Management Officer: Ailton Fernando Dias; Executive Officer with no specific designation: Luís Fernando de Almeida Guimarães; Distribution Officer: Ricardo Cesar Costa Rocha; Legal Officer: Fernando Antônio Fagundes Reis; and, Communication Officer: Guilherme Narciso de Lacerda The Chairman also presented the new Light Energia S.A. s Board of Executive Officers: Chief Executive Officer: Paulo Roberto Ribeiro Pinto; Vice Chief Executive Officer: Cláudio Bernardo Guimarães de Moraes; Chief Business Development and Investors Relation Officer: João Batista Zolini Carneiro; Human Resources Officer: Andreia Ribeiro Junqueira e Souza; and, Energy Officer: Luís Fernando de Almeida Guimarães; ACD No. N-063/2015 and F-011/2015 (Light S.A. and Lightger S.A.) Credit Facility Contracting and the respective Corporate Guarantee. The Board of Directors, by unanimous vote and as advised by the Management and the Finance Committees, approved and instructed the favorable vote of the Board Members, appointed by the Company, at Lightger S.A. s Board of Directors Meeting, to resolve on the approval of Credit Facility contracting, through the guaranteed account contract product in the amount of R$20,000, (twenty million reais) for a term of 1 (one) year. The Board of Directors, also by unanimous vote and as advised by the Management and the Finance Committees, approved the issuance of a Letter of Corporate Guarantee by the Company in the amount of R$20,000, (twenty million reais) in favor of Lightger S.A. for the hiring of a Credit Facility through the guaranteed account contract product in the amount of R$20,000, (twenty million reais) for a term of 1 (one) year, according to ACD No. N-063 and F-011/2015, on ACD No. N-065/2015 and F-012/2015 (Light S.A., Itaocara Energia Ltda. and Consórcio UHE Itaocara) Ratification of the Guarantee given by Light S.A. and approval and voting instructions for the ratification of the contracting of the Suretyship Insurance between J.Malucelli Seguradora S.A. and Itaocara Energia Ltda. The Board of Directors, by unanimous vote and as advised by the Management and the Finance Committees, approved the ratification of the guarantee to be provided by the Company, totaling R$43,777, (forty-three million, seven hundred and seventy-seven thousand, one hundred and ninety-seven reais and fifty centavos), in the Suretyship Insurance Policy (Performance Bond), between Itaocara Energia Ltda. ("Itaocara Energia") and J.Malucelli Seguradora S.A., to guarantee 100% (one hundred percent) responsibility of the HPP Itaocara Consortium, according to obligation under the Edict Auction No. 03/ ANEEL ''A-5 of 2015''. 4

5 The Board of Directors, also by unanimous vote and as advised by the Management and the Finance Committees, instructed the favorable vote of the Company s representatives at Itaocara Energia s Partners Meeting, to resolve on the ratification of the contracting of the Suretyship Insurance (Performance Bond), in the amount of R$43,777, (forty-three million, seven hundred and seventy-seven thousand, one hundred and ninety-seven reais and fifty centavos) between J.Malucelli Seguradora S.A. and Itaocara Energia, to guarantee 100% (one hundred percent) responsibility of the HPP Itaocara Consortium, according to ACD No. N-065/2015 and F-012/2015, on ACD No. N-067/2015 (Light S.A., Light Energia S.A. and Guanhães Energia S.A.) Guanhães Energia Ratification of the voting instructions for the participation of wholly owned subsidiaries in the Auction A-3 nº04 / The Board of Directors, by unanimous vote and as advised by the Management Committee, ratified the favorable vote of the Board members appointed by the Company at Light Energia S.A. s Board of Directors Meeting, to ratify: 1) the favorable vote of its representatives, at the Extraordinary General Meeting of Guanhães Energia S.A. ("Guanhães"), held on August 21, 2015, which resolved on: a) authorization for participation and submission of bids in the Auction A-3 No. 04/2015 ("Auction"), held by the National Electric Energy Agency ("ANEEL"), through Guanhães wholly owned subsidiaries, that is, SHP Dores de Guanhães S.A., SHP Senhora do Porto S.A., SHP Jacaré S.A. and SHP Fortuna II S.A., subject to a proposal of a minimum price higher than currently practiced in the Power Purchase and Sale Agreement ("CCVEI") between the subsidiaries and Cemig Geração e Transmissão de Energia S.A. ("Cemig GT") to be established by Guanhães Board of Directors; b) registration and contracting of the Insurance Guarantee for Guanhães wholly owned subsidiaries, in the amount of R$498, (four hundred and ninety-eight thousand reais) for their participation in the Auction; and, 2) the approval of Light Energia S.A. ("Light Energia") for the issuance of the Insurance Guarantee by Guanhães in the amount of R$253, (two hundred and fifty three thousand and nine hundred and eighty reais), equivalent to 51% of its equity interest in the company, according to ACD No. N-067/2015, on This is a free English translation of the excerpt from the minutes drawn up in the Company s records referring to Light S.A. s Board of Directors Meeting held on this date. Cláudia de Moraes Santos Secretary 5