HYPERMARCAS S.A.

a Publicly-Held Corporation

CNPJ nº. 02.932.074/0001-91
NIRE 35.300.353.251

CALL NOTICE SHAREHOLDERS' ANNUAL MEETING

Messrs. Shareholders of Hypermarcas S.A. ("Company") are hereby called to meet in the Shareholders' Annual Meeting to be held on April 17, 2014, at 11:00 a.m., at the Company's administrative offices located at Avenida Magalhães de Castro, 4.800, 24thfloor, suite 241, Edifício Continental Tower, Cidade Jardim, in the City of São Paulo, State of São Paulo, for the purpose of, pursuant to the provisions of Article 121 etseq.of Law No. 6,404 of December 15, 1976, as amended and currently in force (the "Brazilian Corporate Law"), resolving on the following agenda::
(i) to review, discuss and vote the Annual Managerial Report, the Company's Financial Statements accompanied with the respective Explanatory Notes, the Independent Auditors' Opinion and other documents and information, pertaining to the fiscal year ended December 31, 2013;
(ii) to approve the proposal of allocation of net profits referring to the
Company's fiscal year ended December 31, 2013;
(iii) to resolve on the increase, from nine (9) to eleven (11), of the number of seats of the Board of Directors of the Company;
(iv) to elect two (2) new members for the Board of Directors of the
Company, in addition to the other members currently forming such body;

and
(v) to set the global and annual remuneration of the Company's managers;
(vi) to authorize the Company's Management to perform any and all act required to give effect to the resolutions proposed and passed by the Shareholders of the Company.

General Information:


Any documents and information pertaining to the matters to be discussed in the Shareholders' Annual Meeting called herein are at the disposal of the shareholders at the Company's registered office, as well as in website of the Comissão de Valores Mobiliários (www.cvm.gov.br), of the BM&F Bovespa S.A. - Bolsa de Valores, Mercadorias e Futuros (www.bmfbovespa.com.br) and of the Company ( www.hypermarcas.com.br/ri ),in accordance with the provisions of the Brazilian Corporate Law and of CVM Instruction No. 481/2009.
The shareholders of the Company shall attend the Meeting bringing with them the following documents: (a) the relevant evidence of book-entry shares as issued by the custodian financial institution; and (b) if applicable, powers of attorney to represent a shareholder (in case of a proxy), granted in conformity with Article 126 § 1stof the Brazilian Corporate Law.
We inform that five per cent (5%) is the minimum percentage of interest held in the voting capital required for purposes of requesting the adoption of multiple vote as provided for in Article 141 of the Brazilian Corporate Law, in CVM Instruction 165/91, as amended by CVM Instruction 282/98 and CVM Instruction 481/9.
São Paulo, March 17, 2014
João Alves de Queiroz Filho
Chairman of the Board of Directors

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