MRV ENGENHARIA E PARTICIPAÇÕES S.A.
Corporate Taxpayers' Id. (CNPJ/MF): 08.343.492/0001-20
Company Registry (NIRE) No.: 31.300.023.907
Publicly Held Company
CALL NOTICE FOR THE GENERAL SHAREHOLDERS' MEETING
Shareholders of MRV ENGENHARIA E PARTICIPAÇÕES S.A. (“Company”) are hereby called to
the Extraordinary Shareholders' Meeting to be held at the Company’s headquarters, at
Avenida Raja Gabaglia, 2720, Estoril, in Belo Horizonte, state of Minas Gerais, on November 16,
2010, at 10:00 am, in order to vote on the following agenda:
(i)
to approve the fourth issue of debentures in the amount of R$300,000,000.00
(three hundred million reais) through a public offering with limited distribution
efforts, without registration at the Securities and Exchange Commission of Brazil
(CVM), pursuant to CVM Rule 476/09, unsecured, non-convertible, with maturity in
five (5) years from the issue date; amortization in quarterly and equal installments
as of the thirty-sixth (36th) month (inclusive) from the issue date; and other
conditions typical to this type of operation, pursuant to CVM Rule 476/09, with
additional guarantees (“Debentures”) represented by (i) the fiduciary assignment
of credit rights from the trading housing units in real estate developments financed
or not financed through funds from the Debentures, (ii) the fiduciary assignment of
accounts linked to the receipt, issue and permitted allocation of funds from the
Debenture issue and also funds from receivables and (iii) the fiduciary assignment
in guarantee of development lots financed with funds raised from the Debentures.
(ii)
to authorize the Board of Directors to take all necessary measures to issue
Debentures.
General Instructions: As provided for under the terms of art. 126 of Law no. 6,404/76 and
further amendments (“Brazilian Corporation Law”), shareholders shall submit identification
and proof of Company shareholding as issued by the depositary financial institution, with
proxy representation permitted, pursuant to legal regulations and restrictions. Documents
attesting to proper representation must be submitted at the Company’s headquarters up to 48
hours before the Meeting. Documents concerning article 133 of Brazilian Corporation Law and
Exhibit 15 to CVM Rule no. 481/2009 are available to shareholders, as of this date, at the
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Company’s headquarters or through its website (www.mrv.com.br – please access the
“Investor Relations” from the home page), the BM&FBOVESPA - Bolsa de Valores, Mercadorias
e Futuros website (www.bmfbovespa.com.br – please access “Listed Companies” on the home
page and type “MRV Engenharia e Participações S.A.” in the search field followed by “MRV
Engenharia e Participações S.A.”) and the Securities and Exchange Commission website
(www.cvm.gov.br – please access “acesso rápido”, then “ITR, DFP, IAN, IPE, FC. FR e outras
Informações” and type “MRV Engenharia e Participações S.A.” in the search field followed by
“MRV Engenharia e Participações S.A”).
Belo Horizonte, October 28, 2010.
RUBENS MENIN TEIXEIRA DE SOUZA
President of the Board of Directors
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