ROSSI RESIDENCIAL S.A. Publicly Held Company - CVM Registration No. 01630-6 Corporate Taxpayer ID (CNPJ): 61.065.751/0001-80 Company Registry (NIRE): 35.300.108.078 MINUTES OF THE BOARD OF DIRECTORS' MEETING HELD ON AUGUST 4, 2014 Date, time and place: August 4, 2014, at 10:00 a.m., at the Company's headquarters located at Avenida Major Sylvio de Magalhães Padilha, n° 5200, Edifício Miami, Bloco

C, Conjunto 31, in the city and state of São Paulo, CEP 05693-000.

Attendance: All the directors attended the meeting via e-mail, as envisaged in article

20, head paragraph, of the Bylaws.

Presiding Board: João Rossi Cuppoloni, Chairman and Heitor Cantergiani, Secretary. Call notice: Call notice

was waived given the attendance of all the directors of the
Company, in accordance with article 16, sole paragraph of the Bylaws of the
Company.

Agenda: To authorize the contracting of a letter of bank guarantee by the Company to guarantee the leasing of suite 12 on the first floor of the Edifício América Business Park building, located at Avenida Major Sylvio de Magalhães Padilha nº 5200, Edifício

Miami, Bloco C, in the city and state of São Paulo, CEP 05693-000.

Reading of documents: The reading of documents related to the agenda was waived

since the directors of the Company are fully aware of them.

Resolution: The directors approved, by unanimous vote and without any reservation or qualification, the contracting of a letter of bank guarantee for a period of twelve (12)

months, by the Company from Banco Bradesco S.A., in the amount of up to seven
hundred five thousand
reais (R$ 705,000.00) as guarantee of
compliance with the
Non-Residential Lease Agreement entered into between the Company and Fundação

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Vale do Rio Doce de Seguridade Social - VALIA, for the lease of suite 12 on the first
floor of the Edifício América Business Park building located at Avenida Major Sylvio de
Magalhães Padilha nº Paulo, CEP 05693-000.
5200, Edifício Miami, Bloco C, in the city and state of São
Immediately thereafter, the directors authorized the board of executive officers to sign
all and any instruments
required to formalize the contracting
of said letter of bank
guarantee hereby authorized, as well as the instruments required for any renewal.

Closure and Drawing Up of Minutes: There being no further matters to address, the directors were offered the opportunity to voice their opinion but since nobody came forward, the meeting was suspended for the time needed to draw up these minutes, which, after the meeting was resumed, were read, approved and signed by all those in attendance.

Directors Present: (sgd.) João Rossi Cuppoloni, Heitor Cantergiani, Eduardo Alfredo
Levy Júnior, José Guimarães Monforte, Luiz Carlos Di Sessa
Oliveira Perego.
Filippetti and Luis de

Declaration: I hereby declare that this a true copy of the minutes drawn up in the

Minutes Book of the Meeting of the Board of Directors of the Company.
São Paulo, August 4, 2014.

João Rossi Cuppoloni Heitor Cantergiani

Chairman

Secretary

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