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ENEVA S.A. – IN JUDICIAL RECOVERY
CNPJ/MF (Taxpayer Registration Number): 04.423.567/0001-21
NIRE (Company Registration Number): 33.3.0028402-8
(Publicly Held Company)
MINUTES OF THE EXTRAORDINARY SHAREHOLDERS´ MEETING
HELD ON FEBRUARY 2, 2015
I.
DATE, TIME AND PLACE: On February 2, 2015, at 11 a.m., at Praia do
Flamengo, nº 66, 7th floor, Rio de Janeiro – RJ.
II.
CALL: Call notices published in Diário Oficial do Estado do Rio de Janeiro, on
January 16, 21 and 22, 2015 (pages 03, 08 and 04 respectively), and in Diário
Mercantil on January 16, 19 and 21, 2015 (pages 11, 02 and 02, respectively), in
accordance with the provisions of Article 124, item II of Law 6.404/76, as amended.
III.
ATTENDANCE:
Shareholders
representing
more
than
74%
(seventy-four
percent) of the voting capital of ENEVA S.A. – In Judicial Recovery (“Company”),
pursuant to the Shareholders´ Attendance Book, as well as Mr. Ricardo Levy, Deputy
CEO of the Company. Once the required quorum was confirmed, the Meeting was
declared to have been legally convened.
IV.
CHAIR: In accordance with Article 25, Paragraph One of the Company´s Bylaws
and with Article 128 of Law 6.404/76, the attending shareholders unanimously and
without reservations chose Mr. Ricardo Levy to act as chairman of the Meeting who, in
turn, invited Mr. Rodrigo Beraldo to carry out the duties of Secretary.
V.
AGENDA: Deliberate on the election of one new independent member of the
Company’s Board of Directors in accordance with the applicable regulation.
VI.
RESOLUTIONS: The shareholders resolved to:
Approve, unanimously, the election, for a term unified with the other members of the
Board of Directors, until the Company’s 2015 Annual General Meeting, of the following
new independent member for the Company´s Board of Directors: Mr. Marcos
Grodetzky. Therefore, the Board of Directors of the Company shall have the following
composition:
- MARCOS GRODETZKY, Brazilian, divorced, economist, ID card n. 3474360, issued
by IFP/RJ, enrolled with the Taxpayers’ Registration under n. 425.552.057-72,
residing and domiciled in the City of São Paulo, State of São Paulo, Rua Alemanha,
732, Jardim Europa, Zip Code 01448-010, as Independent Member of the Board of
Directors;
- FABIO HIRONAKA BICUDO, Brazilian, married, businessman, ID card n.
35.909.761-3, enrolled with the Taxpayers’ Registration under n. 820.110.876-00,
residing and domiciled in the City and State of Rio de Janeiro, with offices at Praia do
Flamengo, nº 66, 6th floor, Zip Code 22.210-903, as Member of the Board of
Directors;
- ADRIANO CARVALHÊDO CASTELLO BRANCO GONÇALVES, Brazilian, married,
lawyer, ID card n. 10.331.951-3, enrolled with the Taxpayers’ Registration under n.
085.158.937-54, residing and domiciled in the City and State of Rio de Janeiro, with
offices at Praia do Flamengo, nº 66, 6th floor, Zip Code 22.210-903, as Member of the
Board of Directors;
- STEIN DALE, Norwegian citizen, married, business administrator, passport n.
28605707, domiciled in E.ON Platz 1, 40479, Düsseldorf, as Member of the Board of
Directors;
- JØRGEN KILDAHL, Norwegian citizen, married, economist, passport nº 25045060,
domiciled in E.ON Platz 1, 40479, Düsseldorf, as the Chairman of the Board of
Directors;
- KEITH PLOWMAN, British citizen, married, economist, passport nº 801463073,
domiciled in E.ON Platz 1, 40479, Düsseldorf, as Member of the Board of Directors.
The Chairman of the Shareholders’ Meeting also informed that he had obtained from
the members of the Board of Directors herein elected confirmation that they are able
to sign, without any exception, the statement referred to in Article 147, § 4 th, of Law
6,404 / 1976.
The investiture of the members of the Board of Directors is subject to (i) the signing of
the statement mentioned above, pursuant to the applicable law; (ii) the signing of the
instrument of investiture, recorded in the appropriate book; and (iii) the signing of the
Statement of Consent of Senior Managers, required by the Listing Regulation of
BM&FBOVESPA S.A. – Bolsa de Valores, Mercadorias e Futuros’ Novo Mercado.
VII. RECORDING OF THE MINUTES: The recording of these minutes in summary
form was approved, pursuant to paragraphs one and two of article 130 of Law 6,404,
dated December 15, 1976, and publication of the Minutes with omission of the
signatures of the shareholders was authorized.
VIII. CLOSING: As there was nothing further to be discussed, the Meeting was closed
after drafting of these Minutes, which were read, approved and signed by all attending
shareholders. Signatures: Chair: Ricardo Levy, Chairman and Rodrigo Beraldo,
Secretary.
IX.
ATTENDING SHAREHOLDERS: CENTENNIAL ASSET MINING FUND LLC (by
proxy Renata Vidal Trigueiro Brautigam); CENTENNIAL ASSET BRAZILIAN EQUITY
FUND LLC (by proxy Renata Vidal Trigueiro Brautigam); EIKE FUHRKEN BATISTA (by
proxy Renata Vidal Trigueiro Brautigam); DD BRAZIL HOLDINGS S.À.R.L. (by proxy
Isabela Buranelli Francovig); FUNDO DE INVESTIMENTO DE ACOES DINAMICA
ENERGIA (by proxy José Pais Rangel); JOSÉ PAIS RANGEL; YORK LION FUNDO DE
INVESTIMENTO
MULTIMERCADO
(by
proxy
Bernardo
Prôa
Bressane);
PUBLIC
EMPLOYEES RETIREMENT SYSTEM OF OHIO; EATON VANCE TRUST CO COMMON
TRUST FUND - PARAMETRIC STRUCTURED EMERGING MARKETS EQUITY COMMON
TRUST; CITY OF NEW YORK GROUP TRUST; MARKET VECTORS BRAZIL SMALL-CAP
ETF; HAND COMPOSITE EMPLOYEE BENEFIT TRUST; NORGES BANK (by proxy George
W. Tenório Marcelino).
Rio de Janeiro, February 2, 2015.
____________________________________________
Rodrigo Beraldo
Secretary