(free translation of the original in Portuguese)
BANCO INDUSVAL S.A.
Publicly Held Company with Authorized Capital
Corporate Taxpayer (CNPJ/MF) nº 61.024.352/0001-71
Company Registry (NIRE) nº 353.000.242-90
MINUTES OF THE BOARD OF DIRECTORS MEETING
HELD ON MAY 7TH, 2015
Date and Time: May 7th, 2015, at 10:00 a.m.. Place: the Corporation’s
headquarters, at Rua Iguatemi, 151, 6th floor, São Paulo, SP. Call Notice:
according to the 1st paragraph of the article 17 of the Company’s Bylaws.
Participants: the majority of the members of the Company’s Board of
Directors were present at the meeting, with the justified absence of Mr. Afonso
Antonio Hennel and Mr. Roberto de Rezende Barbosa. Board: Mr. Manoel
Felix Cintra Neto, Chairman; Mr. Luiz Masagão Ribeiro, Secretary to the Board.
Agenda: (i) To approve the financial statements for the first quarter of 2015,
ended on March 31st, 2015; (ii) To approve the revisions in the Risk and
Liquidity Policy and in the Personal Conduct Policy – Know your Employee;
(iii) To approve the following policies referring to retail transactions (credit
cards): (a) Anticorruption Policy; (b) Anti Money Laundering Policy; and (c)
Know Your Customer Policy; and (iv) To elect the members of the
Compensation Committee. Deliberations Taken by Unanimity of Votes:
(i) After analyzing the pertinent documents referring to the Financial
Statements for the period of three months ended on March 31st, 2015, the Board
decided, by unanimity of votes and without reservations, to approve the
Financial Statements referred herein, therefore authorizing its disclose and
remittance to Brazilian Securities Exchange Commission (Comissão de Valores
Mobiliários – CVM) and to BM&FBovespa S.A. – Bolsa de Valores, Mercadorias
e Futuros (“BM&FBovespa”) through IPE System; (ii) The revisions in the Risk
and Liquidity Policy and in the Personal Conduct Policy – Know your Employee
were approved; (iii) The following policies referring to retail transactions
(credit cards) were approved: (a) Anticorruption Policy; (b) Anti Money
Laundering Policy; and (c) Know Your Customer Policy; (iv) The following
members were elected, with 2-year mandate, to compose the Remuneration
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Committee: Mr. MANOEL FELIX CINTRA NETO, Brazilian, married,
economist, holder of the identification card (RG) # 3.979.718 SSP/SP, and
Federal Taxpayer Card (CPF/MF) # 297.435.758-04, domiciled in the capital of
the State of São Paulo at Rua Iguatemi, 151, 6th floor; Mr. LUIZ MASAGÃO
RIBEIRO, Brazilian, married, business administrator, holder of the
identification card (RG) # 4.994.287 SSP/SP and Federal Taxpayer Card
(CPF/MF) # 525.253.688-00, domiciled in São Paulo/SP at Rua Iguatemi, 151,
6th floor; Mr. JAIR RIBEIRO DA SILVA NETO, Brazilian, divorced,
entrepreneur, domiciled at Rua Iguatemi, 151, 6th floor, São Paulo/SP, holder of
identification card (RG) # 6.988.460-2 and Federal Taxpayer Card (CPF/MF) #
022.718.058-56; Mr. ALAIN JUAN PABLO BELDA FERNANDEZ,
Brazilian, married, business manager, residing in São Paulo-SP at Rua Suécia,
114, Jardim Europa – CEP 01446-000 – São Paulo-SP, holder of identification
card (RG) # 2.984.674 and Federal Taxpayer Card (CPF/MF) # 038.686.05800; and Mrs. ANA PAULA ORTIZ, Brazilian, single, bank employee, holder of
identification card (RG) # 20.877.665-5 and Federal Taxpayer Card (CPF/MF)
# 164.771.458-39, domiciled at Rua Iguatemi, 151, 6th floor, São Paulo/SP.
There being nothing further to be transacted, the floor was offered to whoever
wished to take it and, as nobody did, the meeting was adjourned for as long as
necessary to have these minutes drawn up which, upon reopening of the
meeting, were read, approved by all the Board members and signed. Presiding
Board: (sgd) Chairman: Mr. Manoel Felix Cintra Neto; Secretary: Mr. Luiz
Masagão Ribeiro. Board Members present: (sgd) Manoel Felix Cintra Neto,
Luiz Masagão Ribeiro, Jair Ribeiro da Silva Neto, Antonio Geraldo da Rocha,
Alain Juan Pablo Belda Fernandez, Alfredo de Goeye Junior, and Walter Iorio.
Place and Date: São Paulo (SP), May 7th, 2015.
I hereby certify that this is a true copy of the minutes drawn up in the Book of
Minutes of the Board of Directors’ Meeting.
LUIZ MASAGÃO RIBEIRO
Secretary
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