Minutes of the Board of Directors` Meeting 18/2011 1

LUPATECH S.A.
National Directory of Legal Entities [CNPJ/MF] Number 89.463.822/0001-12
Corporate Registry [NIRE] Number 43.3.0002853-4
Public Company of Authorized Capital – New Market
Minutes of the Board of Directors’ Meeting 18/2011
1.
DATE, TIME AND PLACE: Held on September 8th, 2011, at 6:00 p.m., at the
registered office of the Company, in the City of Caxias do Sul, State of Rio Grande do
Sul, at Rua Dalton Lahn dos Reis, no. 201, Distrito Industrial.
2.
NOTICE OF CALL AND ATTENDANCE: The members of the Board of Directors
were duly notified, according to the provisions set forth in the Article 22 of the
Company’s Bylaws. All members of the Board of Directors attended and, considering
that the provisions set forth in the Article 22, Paragraph 3 of the Company's Bylaws
were met, the meeting was opened.
3.
BOARD: Chairman: Nestor Perini; Secretary: Jean Matana Moreira.
4.
AGENDA AND DECISIONS: After analysis of the documents relevant to the matter
under discussion, according to the provisions set forth in the Article 142 of the
Corporation Law and the Company’s Bylaws, the Board of Directors unanimously
decided without any restrictions:
(b) to approve the terms and conditions of the 1st Amendment to the Financing Contract
through the Opening of Line of Credit number 09.2.0348.1 and the 1st Amendment to
the Financing Contract through the Opening of Line of Credit number 09.2.0350.1,
according to Decision of BNDES Executive Board number 664/2011, to be executed by
the Company; and the encumbrance, by means of 2nd, 3rd, 4th and 5th degree mortgages
as guarantee for the Financing Contracts through the Opening of Line of Credit numbers
09.2.0350.1, 09.2.0349.1, 09.2.0352.1 and 09.2.0351.1, of: (i) real estate registered
under number 20.633 with the Registry of Titles to Realty of the Circuit Court of
Americana, State of São Paulo, which belongs to its unit MNA – Nova Odessa; and (ii)
real estate registered under number 65.246 with the Registry of Titles to Realty of the
Circuit Court of Jacareí, State of São Paulo, which belongs to its unit Metalúrgica Ipê.
In addition to the land, the mortgages hereby approved shall include all buildings,
facilities, machines, pieces of equipment and any other accessions incorporated to the
real estate, with exception of the machines and pieces of equipment encumbered on
behalf of FINAME and BNDES and the assets object of fiduciary property, according to
description set forth in the Financing Contract through the Opening of Line of Credit
number 09.2.0348.1; (b) to approve the terms and conditions of the 2nd Amendment to
the Financing Contract through the Opening of Line of Credit number 09.2.0349.1, the
1st Amendment to the Financing Contract through the Opening of Line of Credit number
09.2.0352.1 and the 1st Amendment to the Financing Contract through the Opening of
Line of Credit number 09.2.0351.1, according to the Decision of BNDES Executive
Board number 664/2011, to be executed by Lupatech – Equipamentos e Serviços para
Petróleo Ltda., Stellinject - Injeção de Aços Ltda. and Mipel Indústria e Comércio de
Válvulas Ltda., correspondingly, and by the Company, as Intervening Guarantor of the
obligations taken on by its controlled companies; and (c) to approve the terms and
conditions of the 2nd Amendment to the Financing Contract through the Opening of Line
of Credit number 09.2.0348.1, the 2nd Amendment to the Financing Contract through
the Opening of Line of Credit number 09.2.0350.1; the 3rd Amendment to the Financing
Lupatech S/A
R. Dalton Lahm dos Reis, 201 - Distrito Industrial
Caxias do Sul - RS - CEP 95112-090
Fone 55 54 2992.7000 - Fax 55 54 2992.7601
www.lupatech.com.br
Contract through the Opening of Line of Credit number 09.2.0349.1, the 2nd
Amendment to the Financing Contract through the Opening of Line of Credit number
09.2.0352.1, and the 2nd Amendment to the Financing Contract through the Opening of
Line of Credit number 09.2.0351.1, according to Decision of BNDES Executive Board
number 664/2011, to be executed by the Company, Lupatech – Equipamentos e
Serviços para Petróleo Ltda., Stellinject - Injeção de Aços Ltda. and Mipel Indústria e
Comércio de Válvulas Ltda., correspondingly, in addition to the encumbrance by means
of sharing of fiduciary property of the pieces of equipment described in the subsections
IV and V of the Clause Thirteen of the Financing Contract through the Opening of Line
of Credit number 09.2.0348.1, in order to guarantee the Financing Contracts through the
Opening of Line of Credit number 9.2.0349.1, 09.2.0350.1, 09.2.0351.1 and
09.2.0352.1.
5.
CLOSING: Considering there was nothing further to be discussed, the Meeting was
closed. These Minutes were recorded, and, after being read and deemed correct, they
were signed by all.
6.
Caxias do Sul, State of Rio Grande do Sul, September 8th, 2011. Nestor Perini,
Chairman; Jean Matana Moreira, Secretary. Attending Directors: Nestor Perini, Wilson
Santarosa, Luis Carlos Fernandes Afonso, Clovis Benoni Meurer, José Mauro Mettrau
Carneiro da Cunha, Carlos Eduardo Sardenberg Bellot and José Teófilo Abu Jamra
(deputy).
This document constitutes faithful copy of the minutes recorded in proper book.
______________________________
Secretary
Lupatech S/A
R. Dalton Lahm dos Reis, 201 - Distrito Industrial
Caxias do Sul - RS - CEP 95112-090
Fone 55 54 2992.7000 - Fax 55 54 2992.7601
www.lupatech.com.br