COSAN S.A. INDÚSTRIA E COMÉRCIO
CNPJ/MF 50.746.577/0001-15
NIRE 35.300.177.045
MINUTES OF THE MEETING OF THE
BOARD OF DIRECTORS HELD ON APRIL 30, 2015
1.
DATE, TIME AND PLACE: Held on April 30, 2015 at 3:00 p.m. at the
headquarters of Cosan S.A. Indústria e Comércio, located at Avenida Presidente Juscelino
Kubitscheck 1327, 4th Floor, Suite 01, Vila Nova Conceição, in the City and State of São
Paulo, (“Company”).
2.
ATTENDANCE: Present all members of the Company's Board of Directors: Messrs.
Rubens OMETTO SILVEIRA MELLO, Chairman of the Board of Directors; MARCOS MARINHO
LUTZ, Vice Chairman of the Board of Directors; MARCELO DE SOUZA SCARCELA PORTELA,
MARCELO EDUARDO MARTINS, BURKHARD OTTO CORDES, SERGE VARSANO and DAN
IOSCHPE, members.
3.
CALL: Call made via electronic message and waived given the attendance of all
members.
4.
PRESIDING: RUBENS OMETTO SILVEIRA MELLO, Chairman; FERNANDA MARIA DE
AZEVEDO, Secretary.
5.
AGENDA: Ratify the Company's conclusion of Hedge Transactions with Itaú,
Santander, Bradesco and Goldman Sachs banks, where the operations were made in nondeliverable forward (NDF) US dollars in the total amount of US$ 500,000,000.00 (five
hundred million US dollars) for the period of March 16, 2015 through March 18, 2015,
whose goal is to guarantee the principal value of Perpetual Bonds, which were issued in
October 2010 and July 2011.
6.
RESOLUTIONS: The members present ratified the Hedge transactions carried out
during the period of March 16, 2015 through March 18, 2015 as stated in the Agenda, as well
as all of the actions taken by the directors of the Company as a result of the referenced
transactions. With the Hedge contracts approved, they were initialed by the presiding officer
of the meeting and filed at headquarters in the Company's records.
7.
ADJOURNMENT: With no further business to be discussed, the Chairman
adjourned the meeting for the drawing up of these minutes which, after being read and found
to be accurate, were signed by all members and filed in the Company's records. Signed:
RUBENS OMETTO SILVEIRA MELLO, Presiding Officer and Chairman of the Board of
Directors; FERNANDA MARIA
DE
AZEVEDO, Secretary; MARCOS MARINHO LUTZ, Vice
Chairman of the Board of Directors; MARCELO
DE
SOUZA SCARCELA PORTELA; MARCELO
EDUARDO MARTINS; BURKHARD OTTO CORDES; SERGE VARSANO; and DAN IOSCHPE,
Members.
This is a free translation of the original minutes drawn up and recorded in the
Company's records.
São Paulo, April 30, 2015
FERNANDA MARIA DE AZEVEDO
Secretary