MILLS ESTRUTURAS E SERVIÇOS DE ENGENHARIA S.A.
CNPJ/MF No. 27.093.558/0001-15
NIRE 33.3.0028974-7
A PUBLICLY HELD COMPANY
MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS
HELD ON SEPTEMBER 17, 2015
DATE, TIME AND PLACE: On September 17, 2015, at 15:00 p.m., at the head office of
Mills Estruturas e Serviços de Engenharia S.A. ("Company"), located at Avenida das
Américas 500, bloco 14, loja 108, salas 207 and 208, Barra da Tijuca, Shopping
Downtown, in the city of Rio de Janeiro, State of Rio de Janeiro.
CALL NOTICE AND ATTENDANCE: Call notice was waived in light of the attendance of all
members of the Board of Directors, in accordance with Article 15, paragraph 2nd and 3rd
of the By-laws of the Company, stating the compliance with the requirements set forth
therein.
CHAIR: Chairman: Mr. Andres Cristian Nacht; Secretary: Mr. Frederico Átila Silva
Neves.
AGENDA: (i) acknowledge the resignation of Mrs. Alessandra Eloy Gadelha, as Investor
Relations Officer of the Company; (ii) approve the election of Mr. Frederico Átila Silva
Neves, as the new Investor Relations Officer of the Company; and (iii) approve the
election of Mr. Ricardo de Araújo Gusmão, as Officer without specific designation of the
Company.
RESOLUTIONS: After discussing the matters on the agenda, the Directors, by unanimous
vote and without any reservations or restrictions:
1.
Acknowledged the resignation of Mrs. Alessandra Eloy Gadelha, Brazilian,
married, chemical engineer, bearer of ID card no. RG 06066958-7, issued by the IFP/RJ,
registered with the CPF/MF under No. 021.092.597-36, resident and domiciled at
Avenida Afrânio de Melo Franco 42, apto. 101, Leblon, in the city of Rio de Janeiro,
State of Rio de Janeiro, to the position of Investor Relations Officer of the Company, to
which she was elected in the meeting of the Board of Directors held on March 9, 2015,
thanking her for the relevant services rendered.
1.1. Mrs. Alessandra Eloy Gadelha granted to the Company full, complete, plain,
general, irreversible and irrevocable release, stating that she does not have anything to
claim from the Company, its shareholders, subsidiaries, affiliated or successors for any
purpose and at any time.
2.
Thereafter, the members of the Board of Directors approved the election of
Mr. Frederico Átila Silva Neves, Brazilian, married, engineer, bearer of ID card
No. 811004822-D, issued by the CREA/RJ, registered with the CPF/MF under
No. 595.166.407-10, resident and domiciled at Rua Cupertino Durão 21, apto. 302, in the
city of Rio de Janeiro, State of Rio de Janeiro, for the position of Investor Relations
Officer of the Company, together with his position of Administrative Financial Officer of
the Company, to which he was elected in the meeting of the Board of Directors of the
Company held on March 9, 2015.
3.
Also, the members of the Board of Directors approved the election of Mr. Ricardo
de Araújo Gusmão, Brazilian, divorced, engineer, bearer of ID card no. 73259301, issued
by IFP/RJ, registered with the CPF/MF under No. 987.271.927-68, resident and domiciled
at Alameda Suiça 70, Residencial Euroville, in the city of Carapicuíba, State of São
Paulo, for the position of Officer without specific designation. The term of office of Mr.
Ricardo de Araújo Gusmão shall coincide with the term of office of the Officers elected
in the meeting of the Board of Directors of the Company held on March 9, 2015.
4.
The Officers elected hereby will take office upon execution of the investiture
instruments drawn up on the Book of Minutes of Executive Officers' Meetings, which will
contain the statements required by law, in compliance with Articles 146 and 147 of Law
No. 6,404, dated as of December 15, 1976, the second paragraph of Article 18 of the
Bylaws of the Company, as well as the provisions of CVM Instruction No. 367, dated as
of May 29, 2002, as amended.
CLOSING AND SIGNATURES: There being nothing more to address, the Chairman closed
the meeting; these minutes of the Meeting of the Board of Directors were drawn up and,
after being read and approved, were signed in the book of minutes by all the members of
the Board of Directors of the Company in attendance, the Chairman and the Secretary.
Directors in attendance: Andres Cristian Nacht, Elio Demier, Francisca Kjellerup Nacht,
Nicolas Arthur Jacques Wollak, Pedro Sampaio Malan and Jorge Marques de Toledo
Camargo.
Rio de Janeiro, September 17, 2015.
I certify that these minutes are a truly copy of the minutes executed in the Company's proper
books.
_______________________________
Frederico Átila Silva Neves
Secretary
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