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LIGHT S.A.CORPORATE TAXPAYERS ID (CNPJ/MF):
03.378.521/0001-75
COMPANY REGISTRY (NIRE): 33.3.0026316-1PUBLICLY-HELD COMPANY
MINUTES OF THE EXTRAORDINARY BOARD OF DIRECTORS MEETING OF
LIGHTS.A., HELD ON AUGUST 8, 2013, DRAWN UP IN THE SUMMARY FORMAT,
INACCORDANCE WITH PARAGRAPH 1, ARTICLE 130, OF LAW 6,404 OF
DECEMBER15, 1976 (BRAZILIAN CORPORATION LAW).
1. Date, time and venue: August 8, 2013, at 3:00 p.m., via
conference call.
2. Attendance: The following sitting Board members attended the
meeting: Srgio AlairBarroso, Chairman of the Meeting, Djalma Bastos
de Morais, Rutelly Marques da Silva,Maria Estela Kubitschek Lopes,
Luiz Carlos da Silva Cantdio Jnior, David Zylbersztajnand Carlos
Alberto da Cruz, as well as deputy acting Board members, Csar Vaz
de MeloFernandes, Fernando Henrique Schffner Neto, Jos Augusto
Gomes Campos andJlisson Lage Maciel. The deputy members, Carmen
Lcia Claussen Kanter, WilsonBorrajo Cid, Marcelo Pedreira de
Oliveira, Almir Jos dos Santos and Magno dos SantosFilho also
attended the meeting, but they did not vote. The attorney, Mrs.
Cludia deMoraes Santos was invited to act as secretary. The
Companys Chief Executive Officer,Paulo Roberto Ribeiro Pinto and
the executive officers Joo Batista Zolini Carneiro,Evandro Leite
Vasconcelos and Fernando Fagundes Reis also attended the
meeting.
3. Agenda and Resolutions:3.1. ACD E-082/2013 (Light S.A.,
Itaocara Energia Ltda., UHE Itaocara Consortium) Return of
Concession.As recommended by the Management Committee, the Board of
Directors unanimouslyapproved and ordered the affirmative vote of
the Companys representatives at thePartners Meeting of Itaocara
Energia Ltda. to resolve on: a) theRequest to Terminate
theConcessionAgreement012/2001 (Concession Agreement), referring to
UHE Itaocara, tobe filed at the Brazilian Agency of Electricity
(ANEEL) on August 9, 2013; and b) themaintenance of UHE Itaocara
Consortium after the termination of the ConcessionAgreement,
through the execution of an Addendum, and the interest of fifty-one
percent(51%) held by Itaocara Energia Ltda. and forty-nine percent
(49%) held by Cemig Gerao
e Transmisso S.A., as per ACD E-082 of August 8, 2013 remain
unaltered.
3.2. ACD T-083/2013 (Light S.A., Light Energia S.A. and Renova
Energia S.A.) Projeto Jequitib (Renova).As recommended by the
Management Committee and including the absence andabstention of
votes by Board members appointed by Companhia Energtica de
MinasGerais (Cemig), due to conflict of interests, the Board of
Directors, chaired by the ViceChairman, Luiz Carlos da Silva
Cantdio Jnior, by majority vote approved and ordered theaffirmative
vote of the Companys representatives at Light Energias Board of
Directors(Light Energia) to resolve on: 1) the ratification of
affirmative vote of Light Energiasrepresentatives at the Board of
Directors Meeting ofRenova Energia S.A. (Renova), heldon July 18,
2013, which resolved on the acquisition of the Special Purpose
Entity, ChipleySP Participaes S.A (SPE Chipley); 2) Light Energias
signature of the InvestmentAgreement to be entered into between
Light Energia, RR Participaes S.A. (RR), Cemig
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Minutes of the Extraordinary Board of Directors Meeting of Light
S.A., held on August 8, 2013, at 3:00 p.m., via
conference call (continued).
Gerao e Transmisso S.A. (CEMIG GT), Renova and SPE Chipley,
aiming: (a) thecapitalization of SPE Chipley by CEMIG GT and
Renova, so that they hold, forty percent(40%) and sixty percent
(60%), respectively, of SPE Chipleys capital stock; (b) CEMIG GT(or
a vehicle appointed by it, in which CEMIG GT holds interest) entry
into in Renovascontrolling interest, via subscription and payment
of new shares to be issued by Renova,increasing its capital stock;
and (c) SPE Chipleys acquisition, pursuant to the Stock
Purchase Agreement entered into between CEMIG GT and Petrleo
Brasileiro S.A. Petrobras, on June 14, 2013 (CCVA Petrobras) of
forty-nine percent (49%) or onehundred percent (100%) of common
shares, where applicable, issued by Brasil PCH S.A.(Brasil PCH), a
holding company indirectly holding through PCH Participaes S.A.,
100%of shares issued by the following companies: So Simo Energia
S.A.; So JoaquimEnergia S.A.; So Pedro Energia S.A.; Calheiros
Energia S.A.; Funil Energia S.A.; CaparaEnergia S.A.; Carangola
Energia S.A.; Santa F Energtica S.A.; Monte Serrat EnergticaS.A.;
Bonfante Energtica S.A.; Jata Energtica S.A.; Irara Energtica S.A.;
and RetiroVelho Energtica S.A; 3) the formalization, within the
context of negotiations as to CemigGTs entry into Renovas
controlling interest, of free-of-charge assignment, on behalf
ofCEMIG GT, of all its preemptive rights in the subscription of
Renova shares, due to the
capital increase mentioned in item 4 line j, n
o
. 1 (Light Energias signature of Renovasnew Shareholders
Agreement, to be entered into between Light Energia, RR, CEMIG
GTand Renova); 4) the affirmative voteof the Board member appointed
by Light Energia atRenovas Board of Directors Meeting to resolve
on: a) Renovas signature of theInvestment Agreement to be entered
into betweenLight Energia, RR, CEMIG GT, Renovaand SPE Chipley; b)
the execution of the Assignment Instrument of CCVA Petrobrasbetween
SPE Chipley and CEMIG GT; c) the effective capital increase of
Renova, throughwhich CEMIG GT will subscribe and fully pay
eighty-seven million, one hundred, eighty-sixthousand and
thirty-five (87,186,035) common shares issued by Renova, at the
unit issueprice in the amount of sixteen point two, two, six, six
reais (R$16.2266) per common share,totaling one billion, four
hundred, fourteen million, seven hundred, thirty-two thousand,
ninehundred, fifteen reais and fifty-three centavos
(R$1,414,732,915.53), restated as of
December 31, 2012 by CDI (Interbank deposit rate) variation; d)
Renovas signature, asconsenting intervening party, of Renovas new
Shareholders Agreement, to be entered intobetween Light Energia,
RR, CEMIG GT; e) the call for Renovas ExtraordinaryShareholders
Meeting to elect new Board members, pursuant to Renovas
ShareholdersAgreement; f) Renovas signature of SPE Chipleys
Shareholders Agreement betweenRenova and Cemig GT, and Chipley as
consenting intervening party; g) the affirmative voteof Renovas
representatives at SPE Chipleys Extraordinary Shareholders Meeting
toamend SPE Chipleys Bylaws to increase its capital; h) the
authorization to start theprocesses for ANEEL (Brazilian Agency of
Electricity) and CADE (Brazilian AntitrustAuthority)s consent
related to the acquisition of Brasil PCH by SPE Chipley; i)
theauthorization to Renovas Board of Executive Officers to take all
the measures necessary orconvenient to effectively implement the
aforementioned resolutions; j) the authorization to
call for Renovas Extraordinary Shareholders Meeting to approve
the following matters: 1)to increaseRenovas authorized capital to
the limit of up to five billion and two million
reais(R$5,002,000,000.00); 2) to approve the acquisition of up to
one hundred percent (100%) ofcommon shares of Brasil PCH through
SPE Chipley; 3) to ratify the appointment and hiringof Ernst &
Young Terco to prepare Brasil PCHs valuation report, as per Article
256 of theBrazilian Corporation Law; 4) to approve said valuation
report; and 5) to amend RenovasBylaws, pursuant to ACD E-083/2013
of August 8, 2013.
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Minutes of the Extraordinary Board of Directors Meeting of Light
S.A., held on August 8, 2013, at 3:00 p.m., via
conference call (continued).
4. Closure: There being no further issues to address, these
minutes were drawn up, readand signed by the secretary and all
attending Board members.
Srgio Alair Barroso Cludia de Moraes SantosChairman of the
Meeting Secretary
Board Members:
Srgio Alair Barroso
Djalma Bastos de Morais
Rutelly Marques da Silva
Maria Estela Kubitschek Lopes
Luiz Carlos da Silva Cantdio Jnior
David Zylbersztajn
Carlos Alberto da Cruz
Csar Vaz de Melo Fernandes
Fernando Henrique Schffner Neto
Jos Augusto Gomes Campos
Jlisson Lage Maciel
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Minutes of the Extraordinary Board of Directors Meeting of Light
S.A., held on August 8, 2013, at 3:00 p.m., via
conference call (continued).
Carmen Lcia Claussen Kanter
Wilson Borrajo Cid
Marcelo Pedreira de Oliveira
Almir Jos dos Santos
Magno dos Santos Filho
(Page of signatures of Light S.A.s Extraordinary Board of
Directors Meeting held on August 8, 2013, at 3:00 p.m.,via
conference call).
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