Relevant Facts - May 2014
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Amec Opinion – That Simple

The Brazilian Exchange and Securities Commission – CVM – made a mistake.

The decision taken by CVM’s board in March about the restructuring of Grupo Oi may be the most worrying and negative precedent in years and years for investors who have believed in the Brazilian capital market. In addition to the damages caused to Oi’s shareholders, it creates precedents that, if maintained, open the doors for the institutionalized abuse against minority shareholders, in addition to putting the effectiveness of CVM in the Brazilian market at stake.

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Next Foreigners Commission’s meeting to take place on May 27

The next meeting of Amec’s Foreigners Commission (for members only) has been confirmed for May 27, via conference call (numbers will be sent soon, together with the meeting’s agenda). Confirmations of attendance must be sent to rosimeire@amecbrasil.org.br.

Updated information about Amec’s meetings can be found at www.amecbrasil.org.br.

   
   
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    Amec positions itself about CVM’s decision on Oi case    
   

Amec – the Association of Capital Market Investors – has intensively studied the restructuring operation of Oi S.A., announced on October 2, 2013, and the decision taken by the Brazilian Securities and Exchange Commission (CVM) on March 25, 2014, which led to the holding of an Extraordinary General Meeting on March 27, 2014.

   
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    Oi case already creates a precedent    
   

In its meeting held on April 28, CVM’s Board denied the request for the interruption and postponement of the Shareholders’ Meeting of Forjas Taurus, based on the precedent created by the process RJ2014/3059, related to Oi Case. It is, therefore, the first direct consequence contrary to minority shareholders resulting from CVM’s decision contested by Amec.

The complaint was filed by Previ and Amec member Grand Prix, together with other individual and institutional investors.

   
   
   
    Amec’s Annual/Extraordinary General Meeting elects its new Board of Directors, which decides for the reelection of the CEO Mauro Cunha    
   

The Association of Capital Market Investors’ Annual/Extraordinary General Meeting was held at its headquarters on April 29. Members elected the following new members to sit in Amec’s Board of Directors (followed by the name of the entity to which they are related) for the next three-year period (2014/2016): André Gordon (GTI); Eduardo Penido Monteiro (Opportunity); Fernando Tendolini (SulAmérica); Gabriel Amado de Moura (Itaú); Guilherme Abbud (HSBC); Guilherme de Morais Vicente (Mauá Sekular); Helder Soares (Claritas); Herculano Alves (Bradesco Asset Management); Jorge Marino Ricca (BB DTVM); Jorge Simino (Fundação CESP); Luis Sthulberger (CSHG); Marcos Duarte (Polo Capital); Paulo Corchaki (UBS); Pedro Batista (3G Radar); Regis Lemos de Abreu Filho (Bozano); Roberto Reis de Freitas Junior (Santander); Walter Mendes (Cultinvest), and William Landers (BlackRock).

   
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    CVM Instruction 409 focused on the updating of investment funds is submitted to public hearing    
   

CVM - the Brazilian Securities and Exchange Commission - submitted to public hearing the draft of the instruction no. 409/04, which deals with the setting up, management, operation and disclosure of information related to investment funds.

   
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    ICGN’s governance principles    
 
   

ICGN – International Corporate Governance Network – has extended the deadline for the public consultation on the Global Governance Principles. Now, suggestions can be submitted by May 12. The document will be of utmost importance considering ICGN’s role in the discussions among companies and investors.

   
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    Corporate Governance in the Financial and Capital Market    
   

Amec’s CEO, Mauro Rodrigues da Cunha, will be delivering a speech in the “Corporate Governance in the Financial and Capital Market” event, to be held at Rua Lìbero Badaró, 377 – 26° andar, on May 19, from 7 pm to 9:30 pm. The event is being organized by IASP – Instituto dos Advogados de São Paulo (“São Paulo’s Attorneys Institute”).

   
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