LIGHT S.A. CORPORATE TAXPAYER`S ID (CNPJ/MF): 03.378.521

LIGHT S.A.
CORPORATE TAXPAYER’S ID (CNPJ/MF): 03.378.521/0001-75
COMPANY REGISTRY (NIRE): 33.3.0026316-1
PUBLICLY-HELD COMPANY
EXCERPT FROM THE MINUTES OF THE BOARD OF DIRECTORS’ MEETING OF LIGHT
S.A., HELD ON NOVEMBER 8, 2013, DRAWN UP IN SUMMARY FORMAT, IN ACCORDANCE
WITH PARAGRAPH 1, ARTICLE 130, OF LAW 6404, OF DECEMBER 15, 1976 (“BRAZILIAN
CORPORATE LAW”).
1. Date, time and venue: Held on November 8, 2013, at 2:00 p.m., at the headquarters of Light
S.A. ("Company"), located at Avenida Marechal Floriano, 168, parte, 2º andar, corredor A,
Centro, in the city and state of Rio de Janeiro.
2. Attendance: The following sitting members of the Board of Directors attended the meeting:
Sérgio Alair Barroso, Chairman, Djalma Bastos de Morais, Humberto Eustáquio César Mota,
Raul Belens Jungmann Pinto, Maria Estela Kubitschek Lopes, José Carlos Aleluia Costa, Rutelly
Marques da Silva, Luiz Carlos da Silva Cantídio Júnior, David Zylbersztajn and Carlos Alberto da
Cruz, as well as the acting alternate member, Jálisson Lage Maciel. The alternate members
Fernando Henrique Schüffner Neto, Carmen Lúcia Claussen Kanter, Wilson Borrajo Cid, Marcelo
Pedreira de Oliveira, Almir José dos Santos, Magno dos Santos Filho and the Fiscal Council
member Ernesto Costa Pierobon also attended the meeting, but did not vote. Attorney Cláudia de
Moraes Santos was invited to act as secretary of the meeting. The Company’s Chief Executive
Officer, Paulo Roberto Ribeiro Pinto, and the officers João Batista Zolini Carneiro, Andreia
Ribeiro Junqueira e Souza, Paulo Carvalho Filho, Evandro Leite Vasconcelos, Ricardo Cesar
Costa Rocha, Luiz Otávio Ziza Mota Valadares and Fernando Antônio Fagundes Reis also
attended the meeting, but did not vote.
3. Matters addressed:
3.7. ACD No. F-029/2013 (Light S.A. and Light S.E.S.A.) – Proposal for payment of interim
dividends of Light S.E.S.A.
By recommendation of the Management and Finance Committee, the Board of Directors
unanimously recommended voting in favor, by the Board members appointed by the Company, at
the meeting of the Board of Directors of Light S.E.S.A., which will deliberate on the allocation of
income for the period between January and June of 2013 as interim dividends, totaling fifteen
million reais (R$15,000,000.00), benefiting the shareholders whose names are found in the Share
Registration Book on November 8, 2013, pursuant to ACD No. F-029/2013 of November 8, 2013.
3.8. ACDs No. F-031/2013 and F-014/2013 (Light S.A and Light S.E.S.A.) – Contracting of
loan by Light S.E.S.A. from FINEP – Smart Grid Project.
By recommendation of the Finance Committee, the Board of Directors unanimously
recommended voting in favor, by the Board members appointed by the Company, at the meeting
of the Board of Directors of Light S.E.S.A., which will deliberate on the proposal to approve the
contracting, by Light S.E.S.A., from Financiadora de Estudos e Projetos – FINEP, of a loan for
the Smart Grid Project, under the terms and conditions set forth by FINEP on October 25, 2013,
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Extract of the Minutes of the Board of Directors’ Meeting of Light S.A. held on November 8, 2013, at 2:00 p.m.
(continued).
as follows: a) Beneficiary: Light Serviços de Eletricidade S.A.; b) Intervening party: Light S.A.; c)
Amount financed: one hundred seventy-four million, one hundred eighty-two thousand, four
hundred reais (R$174,182,400.00); d) Guarantee: Light S.A.’s suretyship; e) Cost: 3.50% p.a.; f)
Period of execution: eighteen (18) months; g) Grace period: twenty-four (24) months; and h)
Amortization: seventy-two (72) month, in accordance with ACDs No. F-031/2013 and F-014/2013,
of November 8, 2013.
3.9. ACDs No. F-012/2013 and F-003/2013 (Light S.A. and Light ESCO S.A.) – Contracting of
loan from BNDES PROESCO – Energy Efficiency Project of Shopping Nova América.
The Board of Directors, by recommendation of the Finance Committee, approved by majority
vote, having the Board member Jalisson Lage Maciel, appointed by the shareholders BNDES
Participações S.A., abstained from voting due to a potential conflict of interest regarding the
matter under consideration, as well as recommended voting in favor, by the Board members
appointed by the Company, at the meeting of the Board of Directors of Light ESCO, which will
resolve on the proposal to approve the contracting of a loan from Banco Nacional de
Desenvolvimento Econômico e Social – BNDES, under the special credit line PROESCO, to
implement the energy efficiency project of Shopping Nova América, as well as the other
conditions set forth in the BNDES Executive Board Resolution No. 1005/2013 of September 24,
2013, as follows: a) Beneficiary: Light ESCO – Prestação de Serviços S.A.; b) Intervening party:
Light S.A.; c) Amount financed: fourteen million, four hundred fifty-four thousand, four hundred
and seventy reais (R$14,454,470.00), divided into three sub credits: (i) Sub credit A: nine million,
seven hundred thirty-seven thousand, eight hundred and twenty reais (R$9,737,820.00); (ii) Sub
credit B: two million, four hundred fifty-one thousand, four hundred and forty reais
(R$2,451,440.00); and (iii) Sub credit C: two million, two hundred sixty-five thousand, two
hundred and ten reais (R$2,265,210.00); d) Purpose: Implementation of air conditioning system
through supply and installation of a new AC center, and installation of a natural gas Cogeneration
plant of 4MW at the Nova America commercial unit; e) Guarantee: Light S.A.’s suretyship; f)
Cost: Sub credits A and C (TJLP + 2.18% p.a.) and B (3.5% p.a.); g) Period of use: until May 15,
2014; h) Grace period: until May 15, 2014; and i) Amortization: Sub credits A and C (65 months)
and B (113 months) after the grace period, in accordance with ACDs No. F-012/2013 and F003/2013 of October 3, 2013.
3.10. ACD No. F-030/2013 (Light S.A. and Light S.E.S.A.) – Loan from BNDES for
investments related to the 2016 Olympic Games.
The Board of Directors, by recommendation of the Finance Committee, approved by majority
vote, having the Board member Jalisson Lage Maciel, appointed by the shareholders BNDES
Participações S.A., abstained from voting due to a potential conflict of interest regarding the
matter under consideration, as well as recommended voting in favor, by the Board members
appointed by the Company, at the meeting of the Board of Directors of Light S.E.S.A., which will
resolve on the proposal to approve a loan to Light S.E.S.A., from BNDES, for the implementation
of investments associated with the Rio 2016 Olympic Games, totaling three hundred eighty-five
million reais (R$385,000,000.00), as well as the other conditions set forth in the BNDES
Executive Board Resolution No. 1125/2013. The total amount to be financed, two hundred
seventy-six million, eight hundred seventy-seven thousand and five hundred reais
(R$276,877,500.00), includes the additional share of BNDES of up to twenty percent (20%),
which, in this case, corresponds to forty-three million, seven hundred and sixty thousand reais
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Extract of the Minutes of the Board of Directors’ Meeting of Light S.A. held on November 8, 2013, at 2:00 p.m.
(continued).
(R$43,760,000.00), indexed to the Selic rate. The amount financed also includes one million,
three hundred seventy-seven thousand and five hundred reais (R$1,377,500.00), corresponding
to the social sub credit (0.50% of the amount financed), in accordance with ACD No. F-030/2013,
of November 8, 2013. Consequently, the general conditions of the financing are: a) Beneficiary:
Light Serviços de Eletricidade S.A.; b) Intervening party: Light S.A.; c) Amount financed: two
hundred seventy-six million, eight hundred seventy-seven thousand and five hundred reais
(R$276,877,500.00), corresponding to seventy-two percent (72%) of CAPEX, divided into 8 sub
credits: (i) A – twenty-three million, two hundred and seventy thousand reais (R$23,270,000.00);
(ii) B – twenty-three million, two hundred and seventy thousand reais (R$23,270,000.00); (iii) C –
eighteen million, six hundred and twenty thousand reais (R$18,620,000.00), equivalent to the
additional share of twenty percent (20%) mentioned above; (iv) D – thirty-one million, four
hundred and twenty thousand reais (R$31,420,000.00); (v) E – thirty-one million, four hundred
and twenty thousand reais (R$31,420,000.00); (vi) F – twenty-five million, one hundred and forty
thousand reais (R$25,140,000.00), equivalent to the additional share of twenty percent (20%)
mentioned above; (vii) G – one hundred twenty-two million, three hundred and sixty thousand
reais (R$122,360,000.00) (PSI); and, (viii) H – one million, three hundred seventy-seven
thousand and five hundred reais (R$1,377,500.00) (social sub credit); d) Purpose: To fund the
works of Light Serviços de Eletricidade S.A. in the period between 2013 and 2016, to anticipate
investments initially forecast for the period between 2017 and 2021, aiming to meet the quality
criteria defined by the International Olympic Committee, in view of the “Rio 2016 Olympic
Games”; e) Guarantee: Light S.A.’s suretyship and statutory lien of 1.05% of net operating
revenue of Light S.E.S.A.; f) Cost: Sub credits A and D – TJLP + 2.58% p.a.; Sub credits B and E
– TJ-462 + 2,58% p.a.; Sub credits C and F – TS + 2.58% p.a.; Sub credit G – 3,5% p.a.; Sub
credit H – TJLP; Obs.: TJ-462 = TJLP + 1.0%; TS = Selic rate; g) Period of use: Sub credits: A,
B, C, D, E, F and H: until December 15, 2016; Sub credit G: until December 15, 2015; h) Grace
period: Sub credits: A, B and C: until December 15, 2014; Sub credits: D, E, F and G: until
December 15, 2015; Sub credit H: until December 15, 2016; and i) Amortization: Sub credits: A,
B, C, D, E and F: 72 months; Sub credits G: 96 months; Sub credit H: 60 months.
The approval is conditioned to the non-changing, by BNDES, of the terms and conditions above
negotiated.
3.12. ACD No. E-116/2013 (Light S.A., Light Energia S.A. and Guanhães Energia S.A.) –
Endorsement for postponing the expiration date of Suretyship Insurance for Dores de
Guanhães, Senhora do Porto, Jacaré and Fortuna II SHPs – Guanhães Energia S.A.
By recommendation of the Finance Committee, the Board of Directors unanimously
recommended voting in favor, by the Board members appointed by the Company, at the meeting
of the Board of Directors of Light Energia S.A. which will resolve on the recommendation of voting
in favor, by its representatives at the Shareholders’ Meeting of Guanhães Energia S.A., which will
resolve on: a) the issuance of endorsements for postponing the expiration dates of the policies of
Suretyship Insurance for the implementation of the Dores de Guanhães, Senhora do Porto,
Jacaré and Fortuna II SHPs; and b) the execution of the First Addendum to the Counter
Guarantee Agreement between J.Malucelli Seguradora S.A. and Guanhães Energia S.A., having
Light Energia S.A. and Cemig Geração e Transmissão S.A. as guarantors, aiming to issue
endorsements for the above-mentioned guarantees. The Suretyship Insurance totals eight million
and eight hundred thousand reais (R$8,800,000.00), and the responsibility of the guarantors will
be proportional and limited to the percentage of the interests held by Light Energia S.A. (51%)
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Extract of the Minutes of the Board of Directors’ Meeting of Light S.A. held on November 8, 2013, at 2:00 p.m.
(continued).
and Cemig Geração e Transmissão S.A. (49%), without joint liability, in accordance with ACD No.
E-116/2013 of November 8, 2013.
By recommendation of the Finance Committee, the Board of Directors unanimously further
recommended voting in favor, by the Board members appointed by the Company, at the meeting
of the Board of Directors of Light Energia S.A., which will resolve on the First Addendum to the
Counter Guarantee Agreement between J.Malucelli Seguradora S.A. and Guanhães Energia
S.A., having Light Energia S.A. and Cemig Geração e Transmissão S.A., as guarantors, aiming
to issue endorsements for the above-mentioned guarantees. The Suretyship Insurance totals
eight million and eight hundred thousand reais (R$8,800,000.00), and the responsibility of the
guarantors will be proportional and limited to the percentage of the interests held by Light Energia
S.A. (51%) and Cemig Geração e Transmissão S.A. (49%), without joint liability, in accordance
with ACD No. E-116/2013 of November 8, 2013.
3.13. ACD No. E-117/2013 (Light S.A., Light Energia S.A. and Guanhães Energia S.A.) –
Execution of contracting of Suretyship Insurance for SPEs PCH Dores de Guanhães S.A.,
PCH Senhora do Porto S.A., PCH Jacaré S.A. and PCH Fortuna II S.A. – Guanhães Energia
S.A.
The Board of Directors, by unanimous vote, by recommendation of the Finance Committee, also
recommended voting in favor, by the Board members appointed by the Company, at the meeting
of the Board of Directors of Light Energia S.A., which will resolve on the recommendation of
voting in favor, by its representatives in the Board of Directors of Guanhães Energia S.A., which
will resolve on: a) the recommendation of voting in favor, by its representatives, at the
Extraordinary Shareholders’ Meeting of the SPEs PCH Dores de Guanhães S.A., PCH Senhora
do Porto S.A., PCH Jacaré S.A. and PCH Fortuna II S.A., which will resolve on the hiring of
Suretyship Insurance from the J.Malucelli insurance company, having ANEEL as beneficiary, in
the total amount of eight million and eight hundred thousand reais (R$8,800,000.00); and b) the
execution of the Counter Guarantee Agreement between J.Malucelli Seguradora S.A. and
Guanhães Energia S.A., with Light Energia S.A. and Cemig Geração e Transmissão S.A. as
guarantors, in the total amount of eight million and eight hundred thousand reais
(R$8,800,000.00), aiming to issue the policies of Suretyship Insurance for the implementation of
the Dores de Guanhães, Senhora do Porto, Jacaré and Fortuna II SHPs. The responsibility of the
guarantors will be proportional and limited to the percentage of the interests held by Light Energia
S.A. (51%) and Cemig Geração e Transmissão S.A. (49%), without joint liability, in accordance
with ACD No. E-117/2013 of November 8, 2013.
The Board of Directors, by unanimous vote, by recommendation of the Finance Committee, also
recommended voting in favor, by the Board members appointed by the Company at the meeting
of the Board of Directors of Light Energia S.A., which will resolve on the execution of Counter
Guarantee Agreement between J.Malucelli Seguradora S.A. and Guanhães Energia S.A., with
Light Energia S.A. and Cemig Geração e Transmissão S.A. as guarantors, in the total amount of
eight million and eight hundred thousand reais (R$8,800,000.00), aiming to issue the policies of
Suretyship Insurance for the implementation of the Dores de Guanhães, Senhora do Porto,
Jacaré and Fortuna II SHPs. The responsibility of the guarantors will be proportional and limited
to the percentage of the interests held by Light Energia S.A. (51%) and Cemig Geração e
Transmissão S.A. (49%), without joint liability, in accordance with ACD No. E-117/2013 of
November 8, 2013.
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Extract of the Minutes of the Board of Directors’ Meeting of Light S.A. held on November 8, 2013, at 2:00 p.m.
(continued).
3.15. Call for Extraordinary Shareholders’ Meeting for change in the composition of the
Fiscal Council of Light S.A.
The Board of Directors unanimously approved the Chairman’s proposal to call an Extraordinary
Shareholders’ Meeting to be held on November 27, 2013, at 11:00 a.m., to resolve on altering the
composition of the Fiscal Council, due to a resignation, and fill a vacant position of sitting
member; as well as, if the required minimum quorum is not achieved, to issue a second call
within the legal term.
This is a free English translation of the excerpt from the original minutes of the Board of Directors’
Meeting of Light S.A. held on this date and drawn up in the Company’s records.
Cláudia de Moraes Santos
Secretary of the Meeting
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