Extraordinary Shareholders' Meeting Call Notice To be held on September 4, 2014

BHG S.A. - BRAZIL HOSPITALITY GROUP, a publicly-held company headquartered in the city of Rio de Janeiro, state of Rio de Janeiro, at Rua do Passeio, no. 56, 14th floor, Centro, CEP 20021-290, enrolled with the Corporate Taxpayer's Registry ("CNPJ/MF") under no. 08.723.106/0001-25, registered with the Brazilian Securities and Exchange Commission ("CVM") as a publicly-held company of the "A" class under the code 02090-7, with its shares traded on BM&FBOVESPA's ("BM&FBOVESPA") Novo Mercado segment under the BZHG3 ticker ("Company"), pursuant to article 124 of Law no. 6.404, of December 15, 1976, as amended ("Brazilian Business Corporation Act") and articles 3 and 5 of CVM Instruction no. 481, of December 17, 2009, as amended ("ICVM 481/09"), hereby calls its shareholders to a Special Meeting of Shareholders ("Special Meeting") to be held at 10:00 a.m. on September 4, 2014 at the Company's headquarters to review, discuss and vote on the following agenda:

(i) Appointing, pursuant to item IX of article 12 of the Company's Articles of Incorporation and By-Laws, the specialized company which will be in charge of preparing the appraisal report of the Company's shares, within the scope of the public offering, which was the subject of the material event disclosed on August 8, 2014, among the companies indicated by the Company's Board of Directors, as follows: (a) N. M. Rothschild & Sons (Brasil) Ltda.; (b) Banco Santander S.A.; and (c) Banco de Investimentos Credit Suisse (Brasil) S.A.

The proceedings at the Special Meeting shall follow the provisions of item 10.1.1 of the Novo Mercado Regulation. In accordance with the Novo Mercado Regulation, in order for the appraising company to be appointed, in the event the Meeting is convened on first call, it shall have the presence of shareholders representing at least 20% (twenty percent) of the total shares outstanding, as stated in said Regulation. On second call, the Meeting may be convened with the presence of any number of shareholders. The resolution that is the subject of the Special Meeting shall be made by the majority of the votes of the shareholders representing the shares outstanding present to the Meeting, excluding blank votes.

In accordance with article 126 of the Brazilian Business Corporation Act, only those persons who are either duly qualified as a shareholder or as a shareholder's proxy, pursuant to the applicable legislation, may be present and participate in the Special Meeting.

Proof of qualification shall be made by presenting originals or certified copies of the following documents: (i) a valid ID card of the shareholder or their proxy; (ii) proof issued by the financial institution depositary of the book-entry shares of their ownership over the last five (5) days prior to the Special Meeting; (iii) for those shareholders participating in the fungible custody of registered shares, a statement issued by the qualified body showing the respective shareholding; and/or (iv) for proxies, the notarized proxy appointment issued less than one (1) year ago to a proxy who is either a shareholder or a manager of the Company, a lawyer or a financial institution, and the managers of investment funds will be the proxies of co-owners (paragraph 1 of article 126 of the Brazilian Business Corporation Act).

The Company shall accept as a valid photo ID the following: Identity Card (RG), driver's license (CNH), passport, ID cards issued by regulatory councils and public servant's ID cards issued by Brazilian governmental bodies, provided they have a photo of its holder.

Documents of shareholders that are issued abroad shall be notarized by a Notary Public, legalized at a Brazilian Consulate, translated by a court-certified translator enrolled at the Registry of Commerce and registered with the Registry of Deeds and Documents, pursuant to the legislation in force.

For the purpose of improving the organization of the Special Meeting, the Company recommends that copies of the above-mentioned documents are deposited at its headquarters, to the care of the Investor Relations Department, at least seventy-two (72) hours before the scheduled time and date of the Special Meeting. A copy of the above-mentioned documentation may be forwarded to the following e-mail: ri@bhg.net or by fax: +55 21 2517-9826.

Shareholders may participate in the Special Meeting even if they fail to make the deposit of the documents, provided they present such documents at the start of the Special Meeting, as provided by paragraph 2 of article 5 of ICVM 481/09.

The documents related to the matters to be discussed at the Special Meeting are available to the shareholders for consultation at the Company's headquarters and at the websites of the Company (http://www.bhg.net), the BM&FBOVESPA (http://www.bmfbovespa.com.br) and the CVM (http://www.cvm.gov.br) on the Internet, in compliance with the provisions of the Brazilian Business Corporation Act and the applicable regulations.

Rio de Janeiro, August 20, 2014.

RUBENS MARIO MARQUES DE FREITAS
CHAIRMAN OF THE BOARD OF DIRECTORS

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