Marisa Lojas : Minutes of the Meeting of the Board of Directors held on June 8, 2016

MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS' MEETING HELD ON JUNE 8, 2016

Date, Time and Venue: On June 8, at 7am, in the city and state of São Paulo, at Rua dos Pinheiros, no. 870, 20th floor, rooms 203/204.

Call: The call notice was waived due to the presence, including via teleconference, of all members of the Company's Board of Directors.

Board: Cássio Casseb Lima, President; and Adalberto Pereira dos Santos, Secretary.

Order of business: (i) Examination of the resignation of Mr. Marcio Luiz Goldfarb as the Company's Chief Executive Officer; (ii) Election of the new Company Chief Executive Officer; (iii) renewal of the mandate of the members of the Company's Executive Board; and (iv) calling of an Extraordinary General Meeting of the Company.

Deliberations: After analysis and discussion, by unanimous vote by the board members, without reservations, the following decisions were taken:

i) To acknowledge the resignation of Mr. Marcio Luiz Goldfarb as the Company's Chief Executive Officer, who shall duly remain in his role and undertake all activities during this transitional period until June 28, 2016.

ii) To elect Mr. Marcelo Pereira Malta Araujo, Brazilian, married, engineer, holder of identity (RG) nº 04.176.539-7- DETRAN-RJ, inscribed in taxpayers no. (CPF/MF) 789.050.797-68, with offices at Rua James Holland, 422, Barra Funda, São Paulo/SP, for the position of Chief Executive Officer of the Company, being that such deliberation will take effect beginning June, 2016 (when the current CEO will resign from his position), with a mandate until the Board of Directors Meeting which will approve the election as CEO until 2017/2018.

The Chief Executive Officer hereby elected will be inaugurated into their position in accordance with Article 149 of Brazilian Corporate Law no. 6404/76, in the event that they will declare to not be involved in any legal action that could impede their ability to exercise their respective functions.

iii) To approve (a) the extension of the current mandate of the members of the Company's Executive Board (with the exception of the President, who was elected as part of this present mandate and for the next mandate, in accordance with item 'ii' above) until July 31, 2016 and (b) the unification of the mandate periods for the Company's Board of Director Members for the next mandate (2016/2017), which will be effective until May 31, 2017, giving the Board the following composition beginning on June 28, 2016: (a) Mr. Marcelo Pereira Malta Araujo, Brazilian, married, engineer, holder of identity (RG) nº 04.176.539-7- DETRAN-RJ, inscribed in taxpayers no. (CPF/MF) 789.050.797-68, resident and domiciled in the city and state of São Paulo, at Rua James Holland, nº 422, Barra Funda, for the position of CEO; (b) Mr. Adalberto Pereira dos Santos, Brazilian, married, economist, holder of identity (RG) nº 1.144.400 SSP/GO, inscribed in taxpayers no. (CPF/MF) 147.882.841-20, resident and domiciled in the city and state of São Paulo, at Rua da Consolação, no. 3438 (apt 201), CEP 01416-000, for the position of CFO and Investor Relations; (c) Mr. Rene Antonio da Silva, Brazilian, legally separated, administrator, holder of identity (RG) nº 50.095.349-1 SSP/SP, inscribed in taxpayers no. (CPF/MF) 505.149.460-91, resident and domiciled in the city and state of São Paulo, at Rua Munis de Souza, nº. 492 (apt 133), CEP 01534-000, for the position of Executive Officer; and (d) Ms. Janaina Machado da Silva, Brazilian, Divorced, Journalist, holder of identity (RG) nº 06.048.868-1UFRJ, inscribed in taxpayers no. (CPF/MF) 018.626.887-45, resident and domiciled in the city and state of São Paulo, at Rua Itapaiuna, nº 1800 (apt 74 Torre D1AGR), CEP 05707-001, for the position of Executive Officer.

iv) To approve the call for an Extraordinary General Meeting to discuss Mr. Marcio Luiz Goldfarb assuming the role of President of the Board of Directors, making Mr. Cássio Casseb Lima an independent member of the Board of Directors, and/or for the election of a new member to become part of the Board of Directors.

Closure and Drawing Up: With no further business to be discussed, these minutes were drawn up, read, approved and signed by all present.

São Paulo, June 8, 2016.

Presiding:

Cássio Casseb Lima
President

Adalberto Pereira dos Santos
Secretary

For further information, please contact Investor Relations:

Investor Relations
Phone:+55 (11) 2109-3121 / 6269
E-mail:dri@marisa.com.br
Website:http://www.marisa.com.br/ir

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About Marisa
Marisa is the largest women's apparel and lingerie chain in Brazil. With more than 65 years of experience, Marisa understands and follows women's needs and wishes, building strong relations based on complicity and intimacy with Brazil's female population. Always fully up to date, Marisa currently has 425.5 sqm of sales area in 414 stores in the country's most prestigious streets and malls, with various store concepts and formats: MarisaExpanded, MarisaWomen and MarisaLingerie. It has also maintained its own e-commerce store - www.marisa.com.br - for 15 years and, in 2012, once again underlined its pioneering spirit by becoming the first Brazilian fashion retailer to enter the direct selling market. Marisa also possesses a financial products and services division, associated with its consumer financing activities. The Marisa brand has been present in all regions of Brazil for more than 30 years and is renowned and recognized for its slogan 'F r o m W o m e n t o W o m e n'.