DURATEX S.A.
CNPJ. 97.837.181/0001-47
Publicly Traded Company
NIRE 35300154410
Authorized Capital: up to 920,000,000 common shares
Capital Subscribed and Paid: R$ 1.875.800.000,00 – 665.565.438 common shares
SUMMARY MINUTES OF THE EXTRAORDINARY GENERAL MEETING
HELD ON AUGUST,29 2014
DATE, TIME AND PLACE: On August 29, 2014, at 10:00 pm, at Av. Paulista, 1938, 5th
floor, in São Paulo (SP).
TABLE: Henri Penchas (Chairman) and Carlos Roberto Zanelato (Secretary).
QUORUM: Shareholders representing more than 76% of the share capital.
LEGAL PRESENCE: directors of Duratex S.A. (Company), Thermosystem Indústria Eletro
Eletrônica Ltda. and representative of MüllerEyng Auditores Independentes S/S, according to
Articles 8 and 227 of Law 6.404/76.
CALL NOTICE: published in the Diário Oficial do Estado de São Paulo, editions of 13 (page
20), 14 (page 13) and 08.15.2014 (page 8), and in O Estado de São Paulo, editions of 13
(page B5), 14 (page B12) and 08.15.2014 (page B9).
RESOLUTIONS: approval of the incorporation of Thermosystem Indústria Eletro Eletrônica
Ltda.’s incorporation (“Thermosystem”), which sole proprietorship the Company, CNPJ
under nº 81.778.920/0001-37, headquartered in Tubarão (SC), at Antonio Delpizzo Júnior
street, 2103, Oficinas Neighborhood, under the Proposal of the Board of Directors on
8/12/2014 by:
a. Protocol's approval and Incorporation's Justification (Attachment 1) signed on
08.12.2014 laying down the terms and conditions relating to the incorporation of the net
equity of the Thermosystem by the Company;
b. ratification of the appointment of MüllerEyng Auditores Independentes S/S
(“MüllerEyng”) a specialized company, CNPJ 07.945.703/0001-31 and CRC SC006351/O, to assess the value of the net equity of Thermosystem to be incorporated by
the Company and to approve the appraisal report for the equity of Thermosystem
(Attachment 2), prepared by MüllerEyng based on the accounting balance sheet as of
06/30/2014, for the incorporation purpose by the Company; and
c. approval of the Incorporation of Thermosystem by the Company pursuant to the
Protocol and Justification for Incorporation, which will be implemented without capital
increase, being extinguished the Company's investment in Thermosystem in return to
receive their equity with consequent recording of Thermosystem's assets and liabilities
in the accounts of the Company, with mere replacement of exinting accounting
expressions.
fls. 2
EXTRAORDINARY GENERAL MEETING HELD ON 08.29.2014 OF DURATEX S.A.
AUTHORIZATION: Company's Board is authorized to perform the necessary acts and
execute documents necessary to effect the Thermosystem's incorporation, according to the
legislation in force.
PUBLICATION: approved the publication of the Meeting's minutes omitting the names of the
shareholders present according to § 2º of Article 130 of Law 6.404/76.
COUNCIL FISCAL: no manifestation as it was not in operation.
QUORUM OF RESOLUTIONS: the proposals were approved by a majority of shareholders
who exercised their right to vote.
DOCUMENTS: filed at the Company, certified by the Board Assembly, the minutes of the
meeting of the Board of Directors of 08.12.2014, the Protocol and Justification for
Incorporation, the Valuation Report of Net Book Value of Equity Thermosystem and
Statements votes.
CLOSURE: Nothing more to treat and anyone wishing to manifest, the work was ended,
drawing up these minutes, which were read, approved and signed by all. São Paulo (SP),
August 29, 2014. (aa) Henri Penchas – Chairman; Carlos Roberto Zanelato – Secretary;
Shareholders: ...
FLAVIO MARASSI DONATELLI
Investor Relations Director