PDG REALTY S.A. EMPREENDIMENTOS E PARTICIPAÇÕES
CNPJ/MF no. 02.950.811/0001-89
NIRE 33.300285.199
Minutes of the Board of Directors Meeting,
held on October 21, 2008.
1. DATE, PLACE
AND
TIME: On October 21, 2008, at the Company’s headquarters, at Praia de
Botafogo, 501, 2nd Floor, Suite 203, part, Torre Pão de Açúcar, in the capital of the state of Rio
de Janeiro, at 7:00 p.m.
2. SUMMONS: Summons was waived due to the presence of all the members of the
Company’s Board of Directors.
3. CHAIR: Chairman: Gilberto Sayão da Silva; Secretary: Cauê Castello Veiga Innocêncio
Cardoso.
4. RESOLUTIONS:
4.1
The following resolutions were approved unanimously by the directors, with
abstention of those legally impeded from voting:
a) To create the First Share Repurchase Program, with the aim of maximizing the
generation of shareholder value, through efficient administration of the capital structure,
under the following conditions:
i. the maximum term for acquisition of the referred shares is 365 days counted from the
date hereof;
ii. the limit on the number of shares to be acquired in this first repurchase program is
8,142,064 common shares, corresponding to 10% of the shares in circulation;
iii. the acquisition transactions will be carried out at the market price on the trading
floor of Bolsa de Valores de São Paulo S.A. – BVSP (São Paulo Stock Exchange), with
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intermediation of UBS Pactual Corretora de Títulos e Valores Mobiliários S.A. ,
enrolled on the CNPJ/MF under no. 48.815.158/ 0001-22.
b) To authorize the Company’s Executive Board to perform all acts and execute all
documents necessary to carry out the decisions hereby approved;
c) To authorize the writing up of these minutes in summary form, as permitted by Article
130, § 1, of Law 6404/76, and their publication without signatures.
5. ADJOURNMENT:
There being no further business to conduct, the present minutes
were written up, and after being read and approved, were signed by all those present.
6. SIGNATURES: Gilberto Sayão da Silva, Alessandro Monteiro Morgado Horta, Marco Racy
Kheirallah, José Antonio Tornaghi Grabowsky, Michel Wurman and Dionísio Dias Carneiro
Netto
CERTIFICATE
Checks against the original written in the specific book.
______________________________________
Cauê Castello Veiga Innocêncio Cardoso – Secretário
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