Av. Major Sylvio de Magalhães Padilha, 5200

Bloco C - Ed Miami - Cj. 41 | Jd. Morumbi - São Paulo | CEP: 05693-000 Phone: (11) 4058-2502 | Fax: (11) 4058-2502

ROSSI RESIDENCIAL S.A.

Company Registry (NIRE): 35.300.108.078 - CVM Registration 16306 Corporate Taxpayer's ID (CNPJ/MF): 61.065.751/0001-80

(Publicly-held Company)

MATERIAL FACT

ROSSI RESIDENCIAL S.A. (B3: RSID3; OTC: RSRZY), one of Brazil's leading

residential real estate developers, after approval by its Board of Directors at the meeting of June 28, 2017, hereby informs its shareholders and the market in general of the joint decision taken with Grupo RB Capital ("RB Capital") of winding up the operations began in 2011, whose purpose was the development of real estate projects in various cities and locations of the country.

Since 2011, the Company has maintained operations in partnership with companies owned or managed by RB Capital, through which they successfully developed several real estate projects.

Taking another important step towards its financial restructuring and in order to release the co-liabilities assumed by the Company with said companies, the Company and RB decided to wind up these operations.

The winding up will be executed without effectively consuming cash, as RB Capital will receive autonomous units, priced at market value and originating from real estate projects developed by the Company or its subsidiaries, selected in mutual agreement between the Company and RB Capital.

Once this process is completed, the Company will benefit from a reduction by one hundred and ten million reais (R$110,000,000.00) in its corporate liability, thereby immediately reducing its leverage, financial expenses and carrying cost of inventory.

The signature of the final documentation for formalizing the winding up of the operation is subject to conditions and terms commonly adopted in this type of transaction, including the audit of the autonomous units to be passed on to RB Capital.

The Company reaffirms its commitment to maintaining the market informed of its activities, businesses and operations.

São Paulo, June 28, 2017.

Fernando Miziara de Mattos Cunha

Chief Financial and Investor Relations Officer

Rossi Residencial SA published this content on 28 June 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 28 June 2017 23:09:04 UTC.

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