Cetip Mercados Organizados : Notice to Shareholders - Subscription Rights

Corporate Taxpayer (CNPJ/MF) No. 09,358,105/0001-91
Company Registry (NIRE) No. 33,300,285,601
Publicly-Held Company

(i) capitalization of a portion of the special goodwill reserve under the terms of CVM Instruction 319/99, equal to 30% of the tax benefit earned in 2013 due to goodwill amortization, in the amount of R$ 4,598,586.89 (four million, five hundred ninety eight thousand, five hundred eighty six reais and eighty nine centavos), with issue of 187,697 (one hundred eighty seven thousand, six hundred ninety seven) common shares, with no par value to the investment funds that succeed Advent Securities. As established in the Protocol and Justification of Merger of Advent Depository from September 16,
2009, the issue price was established based on the average closing share price in the twenty-one trading days prior to the close of the fiscal year, resulting in the amount of R$ 24.500055355 per share.
(ii) capitalization of a portion of the special goodwill reserve under the terms of CVM Instruction 319/99, equal to 70% of the tax benefit earned in 2013 due to goodwill amortization, in the amount of R$ 10,730,036.06 (ten million, seven hundred thirty thousand, thirty six reais and six centavos), without the issue of new shares.

Due to the capital stock increase with issue of shares to the investment funds that succeed Advent Securities, the preference right will be guaranteed to the Company's other shareholders, in accordance with article 171, paragraph 2, of Law 6,404/76. The investment funds that succeed Advent Securities shall subscribe and paid-in, in cash, the total amount of R$ 4,598,586.89 related to the capital increase, by using the credits. If any shareholder shows interest in exercise his subscription right, the amount of money paid by him shall be transferred to the investment funds that succeed Advent Securities. The subscription rights shall be issued based on the shareholding position on May 13, 2014 at the ratio of 0.00071921 new shares for every share held (0.071921%), ignoring fractions, at a subscription rounded-up price of R$ 24.50 (twenty-four reais and fifty centavos) per share per share. As of May 14, 2014, the shares will be traded ex- rights.

The subscribed shares shall be paid-up in a single installment in domestic currency upon subscription.

Shareholders with common shares may exercise their subscription right for a period of 30 (thirty) days, from
May 17, 2014, until June 17, 2014.

After the end of the exercise period, it will be entitled to shareholders' that exercise their preference rights and state their interest to subscribe un-subscribed shares the right to compete for un-subscribed shares related to eventual shareholders that do not exercise their preference right.
Remaining shares, not subscribed in the period mentioned above, will be allocated proportionally among the shareholders that have indicated in the form, their interest in said shares during the subscription period.
The shareholders who have shown interest in reserving the remaining shares in the subscription notice will have 5 (five) business days counted from the Company's release of the Notice to Shareholders for the subscription of the remaining shares.

Investors who are registered with Banco Bradesco custody may access the share subscription form and exercise their subscription rights by presenting the following documents:
Individuals: identification card (RG), individual taxpayer's ID (CPF) and proof of residence.
Companies: authenticated copy of the most recent consolidated bylaws or corporate charter, inscription card of the National Corporate Taxpayer's Registry (CNPJ), corporate documentation authorizing power of representation and authenticated copies of the CPF, identification and proof of residence of its representatives. Investors residing abroad may be required to present other representation documents.
In the case of representation by power-of-attorney, the respective public instrument of power-of-attorney must be presented.
Investors with shares registered in the BM&FBOVESPA's fungible custody must exercise the subscription right with their respective custodian agent within the time limits mentioned above.

The issued shares will enjoy equal rights and conditions in all benefits, including any dividends and capital remuneration that may be approved by the Company.

The shares will be credited to shareholders 5 (five) working days after the the end of the deadline for exercising preference right

Investor Relations Officer

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