RELEVANT FACT Unified Tender Offer for the Acquisition of Shares

AMIL PARTICIPAÇÕES S.A. (BM&FBOVESPA: AMIL3), a Brazilian publicly-held company headquartered at Avenida das Américas, 4200 - Block 3, Barra da Tijuca district, in the City of Rio de Janeiro, State of Rio de Janeiro, enrolled in the National Register of Legal Entities (CNPJ/MF) under No. 36.461.242/0001-20 ("Company" or "Amilpar"), pursuant to article 157, paragraph 4 of Law No. 6404 of December 15, 1976, as amended ("Brazilian Corporation Law"), and to Ruling No.
358 issued by the Brazilian Securities Commission ("CVM") on January 3, 2002, as amended, hereby makes known to its shareholders and to the market in general as follows.
In furtherance of the Material Facts released on October 8 and 26, 2012, UHG Brasil Participações S.A. ("Offeror"), a company controlled by UnitedHealth Group Incorporated applied to CVM on October 29, 2012 for the registration of a unified public tender offer for acquisition up to the total Company's common shares ("Offer"), (i) as a result of direct and indirect disposal of the controlling interest in the Company, by which the minority shareholders would be ensured of the same treatment as that accorded to the former controlling shareholders; (ii) for cancellation of the Company's registration as an "A-type" issuer before CVM ("Cancellation of Registration"); and (iii) for delisting of the Company from Novo Mercado's segment on BM&FBOVESPA S.A. - Bolsa de Valores Mercadorias e Futuros ("Novo Mercado" and "BM&FBOVESPA", respectively), as well as for discontinuance by the Company of its compliance with the special corporate governance practices set out in the Novo Mercado Listing Rules ("Novo Mercado Rules" and "Delisting fromNovo Mercado", respectively), subject to the provisions in Sections VIII, X and XI of the Novo Mercado Rules, in clauses 30 et seq. of the Company's Bylaws, in article 4, paragraph 4 and article 254-A of the Brazilian Corporation Law, as well as in Law No. 6385 of December 7, 1976, as amended, and also with due regard for the rules set out in CVM Ruling No. 361 of March 5, 2002, as amended ("CVM Ruling 361"), as well as for the terms and conditions to be informed on the Notice of Unified Tender Offer for Acquisition of the Company's Common Shares ("Notice").
Notwithstanding the above, (i) an Extraordinary General Meeting of the Company was called on October 29, 2012 for November 28, 2012 to resolve Cancellation of Registration and Delisting from Novo Mercado themselves; and (ii) an Extraordinary General Meeting of the Company was called
on October 30, 2012 for November 14, 2012 to resolve, among other things, on hiring of the expert company, to be selected based on a list of three companies indicated by the Company's Board of Directors in a meeting that took place today, that will be in charge for the preparation of an appraisal report for the Company's valuation, according to the terms if CVM Ruling 361 ("AprraisalReport") for purposes of the Cancellation of Registration and Delisting from Novo Mercado.
The draft Notice is available on the Company's website at www.amilpar.com.br/ri and at the Company's principal place of business, as well as through the IPE System of CVM of BM&FBOVESPA. Likewise, the Valuation Opinion will be available through these same channels once the valuation opinion is issued by the company to be selected at the Shareholders Extraordinary General Meeting to that end.
The Company will keep the market and shareholders informed about the Offer and any upcoming events.
Rio de Janeiro, October 30, 2012.
Erwin Kleuser Investor Relations Officer Amil Participações S.A. Phone: +55 (21) 3805-1155 invest@amil.com.br www.amilpar.com.br

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