MINUTES FROM THE BOARD OF DIRECTORS MEETING HELD ON 19 MARCH
2012
1. DATE, TIME AND PLACE: Held on 19 March 2012, at 2
p.m., in the city of
São Paulo, state of São Paulo at Rua Gomes de Carvalho, 1507,
16º andar, CEP
04547-005.
2. CALL: Call issued under the terms of article 17 of
the Corporate By-Laws of Arezzo Indústria e Comércio S.A.
("Company"), upon written notification delivered to the
members of the Board of Directors on 13 March 2012.
3. ATTENDANCE: Present the following members of the
Board of Directors of the Company: Anderson Lemos Birman,
Alexandre Café Birman, Pedro de Andrade Faria, José Murilo
Procópio de Carvalho, Eduardo Silveira Mufarej, José Ernesto
Beni Bolonha and Guilherme Affonso Ferreira.
4. BOARD: Chaired by Mr. Anderson Lemos Birman. Duties
of secretary were carried out by Mr. Alexandre Café
Birman.
5. ORDER OF THE DAY: (i) to approve the
proposal of amendment to article 38 of Company's Bylaws to
adapt to the new rules comprised in the New Market List
Regulation, in force since 10 March 2011; (ii)
to approve the call of an Extraordinary General Meeting
of the Company to resolve on the matters stated in item "i"
above; and (iii) to authorize Company's
Directors to practice all the necessary measures for the
implementation of decisions to be taken in the Board of
Directors Meeting.
6. RESOLUTIONS: The meeting was established, following
the discussion of the matters object to the order of the day,
the Attending Shareholders have decided as follows:
6.1 To approve the proposal of amendment to article 38
of Company's Bylaws, to be taken to General Meeting, to adapt
to the new rules comprised in the New Market List Regulation,
in compliance with the provisions of CVM Circular Notice n.
038/2011
- DP, issued on 16 August 2011 ("Circular Notice n.
038/2011") by BM&FBOVESPA S.A.
6.2 To approve the convening of an Extraordinary
General Meeting to resolve on the matters indicated on item
6.1 above.
6.3 To authorize Company's Directors to practice all
the necessary measures for the implementation of the
decisions taken.
7. CLOSING: CLOSURE: All matters having
been duly addressed, these minutes were drafted, considered
compliant, unanimously approved and signed by all those
present. Signatures: Anderson Lemos Birman, Alexandre Café
Birman, Pedro de Andrade Faria, José Murilo Procópio de
Carvalho, Eduardo Silveira Mufarej, José Ernesto Beni Bolonha
and Guilherme Affonso Ferreira.
São Paulo, 19 March 2012. Board:
Anderson Lemos Birman
Chairman
Alexandre Café Birman
Secretary
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This press release was issued by Arezzo Indústria e Comércio SA and was initially posted at http://www.arezzoco.com.br/EN/Download/263_Arezzo_-_RCA_-_19_03_2012_-_Alteracao_ES__(versao_junta_) _ingles.pdf . It was distributed, unedited and unaltered, by noodls on 2012-03-20 00:09:23 AM. The issuer is solely responsible for the accuracy of the information contained therein.
Arezzo Industria e Comercio SA is a Brazil-based women's footwear, handbags and accessories retailer. The Company's brand portfolio includes Arezzo, a footwear retailer; Blizza, a brand focused on flipflops, sandals, sliders, and purses; Bambini, the Company's children's line, with bright colors and comfortable shoes, as well as MyShoes, whose portfolio includes footwear, handbags and fashion content. Each one of Arezzo Industria e Comercio SA's brands has a specific public and specific products, operating through a variety of distribution channels: Company-owned stores, franchises, multi-brand stores, e-commerce, and some also export. The Company has several subsidiaries, including Arzz International Inc, Tiferet Comercio de Roupas Ltda and Guarana Brasil Difusao de Moda Ltda.