TECNISA S.A. Publicly Held Company Corporate Taxpayer s ID (CNPJ/MF): / Company Registry (NIRE):

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1 1 TECNISA S.A. Publicly Held Company Corporate Taxpayer s ID (CNPJ/MF): / Company Registry (NIRE): MINUTES OF THE BOARD OF DIRECTORS MEETING HELD ON NOVEMBER 13, DATE, TIME AND VENUE: On November 13, 2012, at 01:00 p.m, at the Company s headquarters, located at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, in the city and state of São Paulo. 2. ATTENDANCE: The majority of members of the Company s Board of Directors attended the meeting. 3. PRESIDING BOARD: Chairman: Mr. Meyer Joseph Nigri. Secretary: Mr. Carlos Alberto Júlio. 4. AGENDA: To resolve on the following agenda: (i) appraisal the Quarterly Financial Statements for the period from July 1, 2012 to September 30, 2012; and (ii) election of the Chief Financial Officer, Investor Relations Officer and 2 (two) Director with no specific designation. 5. RESOLUTIONS: By a unanimous vote, the Board of Directors decided: 5.1 The members of the Board appraised the Company s Quarterly Financial Statements for the period from July 1, 2012 to September 30, Accept the resignation of (i) Mr. TOMAS LASZLO BANLAKY, Brazilian citizen, married, engineer, bearer of ID Card (RG) n /SSP-SP and inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, for the position of Chief Financial Officer of the Company, as resignation letter submitted by him to the

2 2 Company on the date hereof, filed at the Company's headquarters, remaining thus in the position of Administrative Officer; and (ii) Mr. JOSEPH MEYER NIGRI, Brazilian, married, engineer, bearer of ID Card (RG) no SSP/SP, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, to the position of Investor Relations Officer of the Company, as resignation letter submitted by him to the Company on the date hereof, filed at the Company's headquarters, remaining thus in the position of Director with no specific designation. 5.3 Consequently, to approve the election of (i) Mr. VASCO DE FREITAS BARCELLOS NETO, Brazilian, single, engineer, bearer of ID Card (RG) no IFP/RJ, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, for the positions of Chief Financial Officer and Investor Relations Officer of the Company; (ii) Mr. MARCELLO DIEGUES ZAPPIA, Brazilian citizen, married, engineer, bearer of ID Card (RG) n SSP/SP and inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, for the position of Director with no specific designation of the Company; and (iii) Mr. SERGIO BORRIELLO, Brazilian, married, accountant, bearer of ID Card n SSP/SP, and, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , resident and domiciled in the city and state of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, for the position of for the position of Director with no specific designation of the Company. The Officers hereby elected shall hold office until the holding of the Annual Shareholders Meeting which will approve the accounts for the fiscal year ended on December 31, It has been assigned to MARCELO DIEGUES ZAPPIA the position of Director with no specific designation, in charge of (a) planning, defining, coordinating and controlling operations, activities and projects related to the Company s Human Resources Area, being responsible for employees hiring and discharging, payroll, labor and legal controls, relationship with Unions, as well as, definition and management of policies and procedures related to wages and benefits; (b) representing the Company as

3 3 plaintiff or defendant, in or out of court, as provided for by Article 25 of Company s Bylaws; and (c) exercising other roles or duties assigned, from time to time, by the Chief Executive Officer It has been assigned to SERGIO BORRIELLO the position of Director with no specific designation, in charge of (a) coordinating and controlling the operations and processes of the following areas of the Company: (i) Accounts Receivable; (ii) Accounts Payable; (iii) Treasury; and (iv) Real Estate Loans; (b) supporting the CFO in the preparation of the Company s Financial Statements; (c) representing the Company as plaintiff or defendant, in or out of court, as provided for by Article 25 of Company s Bylaws; and (d) exercising other roles or duties assigned, from time to time, by the Chief Executive Officer The members elected will take office upon (i) signing the instrument of investiture drawn up in the Book of Registry of the Minutes of the Board of Directors Meetings; (ii) presenting the clearance certificate; and (iii) signing the Management s Instrument of Consent, based on the model included as Exhibit A of the Novo Mercado Segment Listing Rules. 5.4 In view of the above resolutions, the Board of Executive Officers of the Company shall be composed as follows: (i) Mr. MEYER JOSEPH NIGRI, Brazilian, married, civil engineer, bearer of ID Card (RG) /SSP-SP and inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , resident and domiciled in the city and state of São Paulo, with offices located at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, as Chief Executive Officer; (ii) Mr. JOSEPH MEYER NIGRI, Brazilian citizen, married, engineer, bearer of ID Card (RG) no SSP/SP, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices located at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, as Director with no specific designation; (iii) Mr. TOMAS LASZLO BANLAKY, Brazilian citizen, married, engineer, bearer of ID Card (RG) no SSP/SP and inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices located at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, as Administrative Officer; (iv) Mr.

4 FÁBIO VILLAS BOAS, Brazilian citizen, married, civil engineer, bearer of ID Card (RG) no ssp/sp, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices located at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, as Technical Officer; (v) Mr. DOUGLAS DUARTE, Brazilian citizen, married, real-estate broker, bearer of ID Card (RG) no SSP/SP, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices located at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, as Commercial Officer and Premium Business Platform Officer; (vi) Mr. ROMEO DEON BUSARELLO, Brazilian citizen, married, business administrator, bearer of ID Card (RG) no SSP/SP, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices located at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, as Marketing Officer; (vii) Mr. JOSÉ CARLOS LAZARETTI JÚNIOR, Brazilian, married, lawyer, bearer of ID Card (RG) SSP/SP, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , resident in the city and state of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, as Legal Officer; (viii) Mr. ENZO BIAGIO RICCETTI, Brazilian, married, engineer, bearer of ID Card (RG) SSP/SP and inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , resident and domiciled in the city and state of São Paulo, with offices located at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, as Flex Business Platform Officer; (ix) Mr. VASCO DE FREITAS BARCELLOS NETO, Brazilian, single, engineer, bearer of ID Card (RG) no IFP/RJ, inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, for the positions of Chief Financial Officer and Investor Relations Officer of the Company; (x) Mr. MARCELLO DIEGUES ZAPPIA, Brazilian citizen, married, engineer, bearer of ID Card (RG) n SSP/SP and inscribed in the Roll of Individual Taxpayers (CPF/MF) under no , domiciled in the City and State of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, for the position of Director with no specific designation of the Company; and (xi) Mr. SERGIO BORRIELLO, Brazilian, married, accountant, bearer of ID Card n SSP/SP, and, inscribed in the Roll of 4

5 5 Individual Taxpayers (CPF/MF) under no , resident and domiciled in the city and state of São Paulo, with offices at Avenida Brigadeiro Faria Lima, 3.477, 5th floor, conjuntos 51, 52, 53 e 54, parte, Bloco B, for the position of for the position of Director with no specific designation of the Company. 6. CLOSURE, DRAWING UP AND APPROVAL OF THE MINUTES: There being no further business to discuss, these minutes were drawn up, read, approved and signed by all attending members. São Paulo, September 28 th, Presiding Board: Chairman - Mr. Meyer Joseph Nigri; Secretary - Mr. Carlos Alberto Júlio. Attending Board Members: Meyer Joseph Nigri, Carlos Alberto Júlio, Marcelo Gasparino da Silva, Maurizio Mauro and Ricardo Barbosa Leonardos. São Paulo, November 13th, Presiding Board: Meyer Joseph Nigri Chairman Carlos Alberto Júlio Secretary

FORM 6-K SECURITIES AND EXCHANGE COMMISSION. Washington, D.C Report of Foreign Issuer. Pursuant To Rule 13a-16 Or 15d-16

FORM 6-K SECURITIES AND EXCHANGE COMMISSION. Washington, D.C Report of Foreign Issuer. Pursuant To Rule 13a-16 Or 15d-16 ˆ200FZR647P8&Y7no*Š 200FZR647P8&Y7no* 12.1.14 LSWdossf0bz 28-Mar-2017 18:28 EST 363100 COV 1 3* SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Issuer Pursuant To Rule 13a-16