PDG Realty Empreend e Participacoes : Notice to the Shareholders - Annual Ordinary General Meeting held on April 15, 2015

(This is a free translation of the Call Notice to the Ordinary Shareholders' General Meeting of PDG Realty S.A. Empreendimentos e

Participações to be held on April 29, 2015 and it's been distributed for information purposes only.)

PDG REALTY S.A. EMPREENDIMENTOS E PARTICIPAÇÕES

CALL NOTICE

ORDINARY SHAREHOLDERS' GENERAL MEETING

TO BE HELD ON APRIL 29, 2015

PDG REALTY S.A. EMPREENDIMENTOS E PARTICIPAÇÕES, corporation, with its corporate acts filled before JUCERJA under the Company Registry (NIRE) 33.3.00285.199, enrolled before the Corporate Taxpayer ID (CNPJ) No. 02.950.811/0001-89, registered before the Brazilian Securities Commission ("CVM") as a level "A" public held corporation, under the code 20478, with its shares traded on Novo Mercado, the segment of BM&FBOVESPA S.A. - Bolsa de Valores, Mercadorias e Futuros ("BM&FBOVESPA") under the ticker "PDGR3" ("Company") hereby, in accordance with Article 124 of Law No. 6,404, from December 15, 1976, as amended ("Brazilian CorporateLaw") and articles 3rd, 4th and 5th of CVM Instruction No. 481, from December 17, 2009, as amended ("ICVM 481/09"), calls the shareholders to take part on the Ordinary Shareholders' General Meeting ("General Meeting") to be held at 10am, April 29, 2015, to review, discuss and vote the following agenda:

(i) the management accounts, the management report, the Company's financial statements and the report of the independent auditors relating to the fiscal year ended on December 31, 2014;

(ii) the management proposal for the allocation of the results of the fiscal year ended on December 31, 2014;

(iii) the definition of the number of members of the Company's Board of

Directors;

(iv) the election of the members for the Company's Board of Directors;

(v) the instatement of the Company's Board of Auditors;

(vi) the definition of the number of members of the Company's Board of Auditors;

(vii) the election of the members for the Company's Board of Auditors;

(viii) the annual global compensation of the management and members of the

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(This is a free translation of the Call Notice to the Ordinary Shareholders' General Meeting of PDG Realty S.A. Empreendimentos e

Participações to be held on April 29, 2015 and it's been distributed for information purposes only.)

Board of Auditors for the fiscal year of 2015; and

(ix) the alteration of the newspapers in which the Company usually does its publications.

In accordance with paragraph 1st of article 141 of the Brazilian Corporate Law, and with articles 1 and 3 of the CVM Instruction No. 165/91, as amended, and with article 4 of ICVM 481/09, shareholders that held equity interests representing at least five percent (5%) of the Company's capital stock may request, by means of a written notice delivered with up to forty eight (48) hours prior to the General Meeting, the adoption of the multiple voting procedure for the election of the members of the Board of Directors.
In regard to investment funds, the representation of the quotaholders at the General Meeting shall be incumbent to the fund's manager, with due regard to the provisions of the fund's regulation regarding the person who is entitled to exercise the voting rights of the shares and assets that are part of the fund's portfolio. In such case, the representative of the fund's manager, in addition to the corporate documents mentioned above regarding such manager, shall present copy of the fund's regulation, duly registered with the competent body.
In connection with the participation by means of an attorney-in-fact, the powers to participate of the General Meeting shall have been granted at least one (1) year prior to the meeting, in accordance with article 126, paragraph 1st, of the Brazilian Corporate Law. Additionally, in compliance with article 654, paragraphs 1st and 2nd of the Brazilian Civil Code, the power-of-attorney shall include the place where it was granted, the complete qualification of the grantor and of the grantee, the date and the purpose of the granting,
limiting the extension of the powers granted, containing the notarization of the signatures.

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(This is a free translation of the Call Notice to the Ordinary Shareholders' General Meeting of PDG Realty S.A. Empreendimentos e

Participações to be held on April 29, 2015 and it's been distributed for information purposes only.)

Please note that (1) the Company's individual shareholders shall only be represented at the General Meeting by an attorney-in-fact that is also a Company's shareholder, a Company's manager, a lawyer or a financial institution, in accordance with the provisions of article 126, paragraph 1st of the Brazilian Corporate Law; and (2) the Company's legal entity shareholders shall be represented by an attorney-in-fact appointed in accordance with its articles of association or Bylaws and with the regulations of the Brazilian Civil Code, with no necessity that such attorney-in-fact is a Company's shareholder, a Company's manager or a lawyer (as provided by CVM Procedure RJ2014/3578, judged in 11.04.2014).
The Company shall accept as identity documents the National Identity Card (RG), as well as the National Driving License (CNH), passport, identity cards issued by the professional councils and other functional identification cards issued by governmental bodies, provided that it contains a picture of its holder.
The representative of the legal entity shareholder shall present a certified copy of the following documents, duly registered with the competent bodies (Registry of Legal Entities or Board of Trade, as applicable): (1) articles of association or Bylaws; and (2) corporate act that elects the manager that (a) attends the General Meeting as the legal entities' representative, or (b) grants the power-of-attorney to a third party for representation of the legal entity shareholder.
The documents of the shareholders that were issued abroad shall be notarized by the Public Notary, legalized at the Brazilian Consulate, translated by a sworn translator registered in the Board of Trade, and filled in the Registry of Deeds and Documents, in accordance with the applicable legislation.

The documents in connection with the agenda to be discussed at the General Meeting are available for consultation by the shareholders at the Company's headquarters and at the
websites of the Company (http://www.pdg.com.br/ri), BM&FBOVESPA

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(This is a free translation of the Call Notice to the Ordinary Shareholders' General Meeting of PDG Realty S.A. Empreendimentos e

Participações to be held on April 29, 2015 and it's been distributed for information purposes only.)

(http://www.bmfbovespa.com.br) and CVM (http://www.cvm.gov.br) on the world wide web, in accordance with the provisions of Brazilian Corporate Law and applicable regulations.
C ompa ny 's c urrent hea dqua rters : City of Rio de Janeiro, State of Rio de Janeiro, at Rua da Quitanda, No. 86, 4th floor (part), Centro, Zip Code: 20.091-005.

C ompa ny 's hea dqua rters on the d a te of the Ordina ry Sha reholde rs' Genera l Mee ting : City of São Paulo, State of São Paulo, at Avenida Engenheiro Luis Carlos Berrini, No. 105,

11th floor, Cidade Monções, Zip Code: 04571-010.
Rio de Janeiro, March 27, 2015.

Gilberto Sayão da Silva

Chairman of the Board of Directors

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