BM&FBOVESPA S.A. -
BOLSA DE VALORES, MERCADORIAS E FUTUROS
The Brazilian Securities, Commodities and Futures Exchange
Brazilian Federal Taxpayer CNPJ No.09.346.601/0001-25
State Registration NIRE No.35.300.351.452
MINUTES OF THE EXTRAORDINARY MEETING OF THE
BOARD OF DIRECTORS HELD ON JUNE 13, 2013
Date, Time and Place. Meeting held on June 13, 2013, at 10 a.m., in the registered
office of the Company, located in the City of São Paulo, State of São Paulo, at Praça
Antonio Prado 48, 7
2. Attendance. Mr. Pedro Pullen Parente Chairman of the Board; and Messrs. Alfredo
Antonio Lima de Menezes, André Santos Esteves, Candido Botelho Bracher, Charles Peter
Carey, Claudio Luiz da Silva Haddad, José de Menezes Berenguer Neto, José Roberto
Mendonça de Barros, Luiz Fernando Figueiredo, Luiz Nelson Guedes de Carvalho and
Marcelo Fernandez Trindade. Such as permitted under paragraph 4 of article 26 of the
Bylaws, the directors met by conference call.
3. Presiding Officers. Mr. Pedro Pullen Parente Chairman; Mr. Henrique de Rezende
4. Resolutions taken by unanimous voting, without record of any objections. These
minutes in summary form have been duly authorized.
4.1. The directors accepted the justification presented by Mr. Daniel Sonder, Chief
Financial and Corporate Affairs Officer elect, in connection with his request to delay the
investiture date until July 1, 2013. Mr. Daniel Sonder has been appointed pursuant to a
May 9, 2013, Board decision, which, thus, is confirmed and remains valid at this time.
4.2. Given the term of office of the audit committee members is set to end on June 16,
2013, the directors agreed to reappoint the following members to serve on the Audit
Committee through to June 2015:
(i) Mr. Luiz Nelson Guedes de Carvalho, Independent Director, who will act in the
capacity of Committee Coordinator and as Finance Specialist (for purposes of
paragraph 6, article 31-C of Brazilian Securities Commission (CVM) Ruling No.
308/99, as amended by CVM Ruling No. 509/12); and
(ii) Messrs. Paulo Roberto Simões da Cunha, Pedro de Oliva Marcilio and Sérgio
Darcy da Silva Alves, as well as Ms. Tereza Cristina Grossi Togni, each acting as
independent and external committee member.
5. Closing. There being no other business to transact, these minutes were drawn up, and
subsequently read, found to conform, approved and signed by all directors in attendance.
São Paulo, June 13, 2013. Signatures: Messrs. Pedro Pullen Parente, Alfredo Antonio Lima
de Menezes, André Santos Esteves, Candido Botelho Bracher, Charles Peter Carey,
Claudio Luiz da Silva Haddad, José de Menezes Berenguer Neto, José Roberto Mendonça
de Barros, Luiz Fernando Figueiredo, Luiz Nelson Guedes de Carvalho and Marcelo
This is a true copy of the minutes drawn up in the proper register.
Pedro Pullen Parente