Download Minutes of the Meeting of the Board of Directors of Light S.A. began

LIGHT S.A.
Corporate Taxpayer’s ID (CNPJ/MF): 03.378.521/0001-75
COMPANY REGISTRY (NIRE): 33.3.0026.316-1
PUBLICLY-HELD COMPANY
EXCERPT FROM THE MINUTES OF THE EXTRAORDINARY BOARD OF DIRECTORS’
MEETING OF LIGHT S.A. (“Company”), BEGAN ON JULY 01, 2015 AND ENDED ON JULY
02, 2015, DRAWN UP IN SUMMARY FORMAT.
1. Date, time and venue: Began on July 01, 2015, at 5:30 p.m., and reinstalled on July 02,
2015, at 3:30 p.m., both via conference call.
2. Attendance: The sitting board members Nelson José Hubner Moreira, Chairman, Giles
Carriconde Azevedo, Marco Antônio de Rezende Teixeira, Ana Marta Horta Veloso, Marcos
Ricardo Lot, Marcelo Pedreira Oliveira and Silvio Artur Meira Starling, as well as the alternates
members in exercise Eduardo Henrique Campolina Franco and Magno dos Santos Filho. The
alternate members Samy Kopit Moscovitch, César Vaz de Melo Fernandes and José Augusto
Gomes Campos also attended the meeting but did not vote. Attorney, Mrs. Cláudia de Moraes
Santos was invited to act as secretary. Executive officers Paulo Roberto Ribeiro Pinto, João
Batista Zolini Carneiro, Cláudio Bernardo Guimarães de Moraes, Ailton Fernando Dias, Luís
Fernando Guimarães, Ricardo César Costa Rocha and Andreia Ribeiro Junqueira e Souza also
attended the meeting but did not vote.
3. Agenda and Resolutions:
3.1. The meeting of the Company’s Board of Directors was installed, the Board members
appointed by the controlling shareholders requested the adjournment of the meeting due to the
absence of a preliminary resolution on the items on the agenda, in accordance with article 4.2.8
of the Shareholders’ Agreement of Light S.A., entered into on December 30, 2009 and filed at
the Company’s headquarters. The Board members unanimously approved the adjournment of
the Meeting of the Company’s Board of Directors, determining its continuation on July 02, 2015,
at 3:30 p.m., via conference call.
3.2. Agreement N-020/2015 (Light S.A, Light Energia S.A. and Renova Energia S.A.) –
Renova Operation – Wind Project.
As recommended by the Management Committee, the Board of Directors recommended that
the Board members appointed by the Company for the Board of Directors of Light Energia S.A.
approve the signature of the share purchase agreement (“CCVA” or “SPA”) between Light
Energia S.A. (“Light Energia”) and SunEdison, INC. (“SunEdison” or “Buyer”) related to the sale
of all the fifty million, five hundred sixty-one thousand, seven hundred and ninety-seven
(50,561,797) common shares that Light Energia holds in Renova Energia S.A. (“Renova”) to
SunEdison (“Transaction”) for the amount of two hundred and fifty million U.S. dollars
(US$250,000,000.00) to be paid upon the conclusion of the Transaction and in shares of
SunEdison issued for Light Energia free and unencumbered for trading on the New York stock
exchange. The conclusion of the Transaction depends on the conditions precedent envisaged in
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Minutes of the Meeting of the Board of Directors of Light S.A. began on July 01, 2015 and ended on July 02, 2015
(continuation)
the SPA, whose non-compliance implies the cancellation of the transaction, in accordance with
Agreement N-020/2015, of June 30, 2015.
This is a free English translation of the excerpt from the original minutes of the Board of
Directors’ Meeting of Light S.A. held on this date and drawn up in the Company’s records.
Cláudia de Moraes Santos
Secretary
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