BR PROPERTIES S.A. CNPJ n° 06.977.751/0001-49 NIRE 35.300.316.592 "Publicly-held Company" MATERIAL FACT

BR Properties S.A. ("Company"), hereby announces to its shareholders and to the market, in compliance with the provisions of CVM Instruction No. 385/02, as amended, that the board of directors has approved, according to the meeting held on March 27th, 2017, the Company Share Buyback Program, in accordance with Article 8 of CVM Instruction No. 10, of February 14th, 1980, as amended ("Share Buyback Program").

The Share Buyback Program aims to acquire shares issued by the Company to be held in treasury and subsequently to be used as a guarantee for share-based compensation programs (Stock Option Plan and Restricted Shares Plan, both approved in the General Meeting of Shareholders on October 31, 2016 and their respective programs), with no capital reduction.

The Share Buyback Program will be valid until September 27th, 2017, and includes the acquisition of up to 2,900,000 (two million and nine hundred thousand) ordinary shares issued by the Company in the amount of up to R$ 29,000,000.00 (twenty nine million reais). The acquisition will take place on the São Paulo Stock Exchange at market price.

The following financial institutions will act as intermediaries in the shares acquisition transaction: ITAÚ CORRETORA DE VALORES S.A., headquartered at Avenida Brigadeiro Faria Lima, 3500, 3rd floor, São Paulo, SP, CNPJ No. 61.194.353/0001-64; and CREDIT SUISSE (BRASIL) S.A. CORRETORA DE TÍTULOS E VALORES

MOBILIÁRIOS, headquartered at Rua Leopoldo Couto de Magalhães Jr., 700 - 10th, 12th and 14th Floors, São

Paulo, SP, CNPJ No. 42.584.318/0001-07

The minutes of the board of directors' meeting that approved the operation is available for shareholders in the Company's headquarter and investor relations website (www.brpr.com.br), as well as in the website of CVM and BM&FBOVESPA.

São Paulo, March 28th, 2017.

André Fernandes Berenguer

Chief Financial and Investor Relations Officer

BR Properties SA published this content on 28 March 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 28 March 2017 21:25:11 UTC.

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