Minutes of the Board of Directors` Meeting

MARISA LOJAS S.A.
Corporate Taxpayers’ ID (CNPJ/MF): 61.189.288/0001-89
Company Registry (NIRE): 35.300.374.801
Minutes of the Board of Directors’ Meeting
Held on June 17, 2010
Date, Time and Venue: Held on June 17, 2010, at 12:00 P.M., at the Company’s headquarters, located at Rua
James Holland, 422/432, Barra Funda, CEP 01138-901, in the city and state of São Paulo. Call Notice and
Attendance: The call notice was waived due to the presence of all members of the Board of Directors.
Presiding: Chairman: Mr. Marcio Luiz Goldfarb; Secretary: Mr. Cláudio Escribano. Agenda: To examine the
proposal prepared by the Company’s Board of Executive Officers and submitted to the analysis of the Board of
Directors for the incorporation, by the Company, of a subsidiary of the Company specialized in wholesale,
pursuant to Article 19, item XXIV, of the Bylaws. Resolutions: The Board unanimously resolved to approve the
organization of four limited-liability companies, to be directly controlled by the Company, with the following
characteristics: (a) headquartered in the states of Goiás, Minas Gerais, Rio de Janeiro and Ceará, respectively;
(b) initial capital stock of up to fifty thousand reais (R$50,000.00) for each of the companies; and (c) with the
following corporate purpose: (i) the wholesale of women's, men's and children's apparel and accessories; bed,
bath and table linen; fabrics; handbags; footwear and accessories; travel items; perfumery; trimming supplies;
trinkets; glasses and souvenirs; stationery; toys; plastic; photographic, cinematographic and phonographic
material; CDs and DVDs; telephone sets; books and magazines; gift and decoration items; home appliances and
machinery; kitchen utensils and cutlery; and raw fabrics; (ii) import and export of the items included in (i); and
(iii) manufacturing of clothing, bed, bath and table linen and accessories described in (i). The draft of the
respective articles of organization was examined and approved by the members of the Board of Directors, and
after being signed, was filed at the Company’s headquarters. Therefore, the Board of Executive Officers is
authorized to represent the Company and carry out any acts necessary to the incorporation of the
aforementioned subsidiaries. Closure and Drawing up of the Minutes: After the resolutions on the topics of
the agenda were made, these minutes were duly drawn up in summary format. There being no further business
to discuss, the meeting was adjourned, these minutes were drawn up in the Company’s records, then read,
found to be in compliance, approved and signed by all present. Signatures: Presiding: Marcio Luiz Goldfarb –
Chairman; Cláudio Escribano – Secretary; Members of the Board of Directors: Marcio Luiz Goldfarb, Cassio
Casseb Lima, Décio Goldfarb, Denise Goldfarb Terpins and José Carlos Reis de Magalhães Neto.
This is a free English translation of the original minutes filed in the Company’s records.
São Paulo, June 17, 2010.
Presiding:
_____________________________
_____________________________
Marcio Luiz Goldfarb
Cláudio Escribano
Chairman
Secretary