MATERIAL FACT

Brasil Insurance Participações e Administração S.A. ("Company"), a publicly-held company whose common shares are traded on Bovespa's Novo Mercado under ticker symbol BRIN3, in compliance with CVM Rule 358/2002, announces to its shareholders and the market in general that, in accordance with its strategy of growth through acquisition of interest in insurance and reinsurance intermediaries, concluded the formalization of agreement with the acquisition of the control of Fidelle Administradora, Corretora de Seguros e Prestadora de Serviços Ltda., hereinafter referred to as "Fidelle", the 51st brokerage firm of the Brasil Insurance Group.

Fidelle, with head office in Belo Horizonte (Minas Gerais), is a brokerage firm with an outstanding performance in Group Life and Personal Accidents. Founded in 1996, the Fidelle currently has more than 460,000 insured lives in your portfolio. The broker sells approximately R$ 40 million in annual insurance premiums.

Brasil Insurance will hold 99.96% of the shares representing the capital stock of Fidelle. The acquisition amounts to R$3.2 million, plus four (4) variable annual installments calculated using an earn-out structure based on Fidelle future results. The total acquisition price is estimated at R$17 million, of which 40% should be paid in cash and 60% in Brasil Insurance shares.

Since its IPO, the Company invested approximately R$470 million, including future earn-out estimate, in the acquisition of 11 insurance brokerage firms in 2011 (R$192 million), eight in 2012 (R$170 million) and five in 2013 (R$108 million).

Pursuant to Article 256, Item I of the Brazilian Corporation Law (Law 6404/1976), the Company will submit this decision to the Extraordinary Shareholders' Meeting to resolve on the matter. Shareholders dissenting from the acquisition of Fidelle will have the right to withdraw from the Company by the book value per share based on the statements of December 31, 2012, amounting to R$5.42. Shareholders of record on December 13, 2013, inclusive, will be entitled to exercise the right to withdraw. Shareholders wishing to dissent must notify the Company of their decision to withdraw within thirty (30) days as of the publication date of the minutes of the Extraordinary Shareholders' Meeting that will resolve on this acquisition.

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São Paulo, December 13th, 2013

Miguel Longo Junior
CFO and Investor Relations Officer

About Brasil Insurance:
The Brasil Insurance Group is Brazil's largest brokerage firm, with Brokerage Partners with extensive experience and a long history of operations on the insurance brokerage and/or insurer markets, averaging 20 years on these markets. The Brokerages sell a wide range of products, including health and dental plans, automobile insurance, fleet insurance, large risks, insurance guarantees, civil liability, engineering risk, transportation and others, and is present in more than ten Brazilian states through 30 offices, serving customers throughout the country.

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