Inutes of The Oard of Irectors Eeting Eld On Eptember
Inutes of The Oard of Irectors Eeting Eld On Eptember
Inutes of The Oard of Irectors Eeting Eld On Eptember
0028974-7 PUBLICLY-HELD COMPANY MINUTES OF THE BOARD OF DIRECTORS MEETING HELD ON SEPTEMBER 28, 2011
DATE, TIME AND PLACE: Held on September 28, 2011, at 10:00 a.m., at the headquarters of Mills Estruturas e Servios de Engenharia S.A. ("Company"), located in the city of Rio de Janeiro, state of Rio de Janeiro, at Avenida das Amricas, n. 500, bloco 14, loja 108, salas 207 e 208, Barra da Tijuca, Shopping Downtown. CALL NOTICE: Call notice was waived as all members of the Company's Board of Directors were in attendance, in accordance with article 15, paragraph 2 of the Bylaws. CHAIR: Chairman: Mr. Andres Cristian Nacht, and Secretary Mr. Frederico tila Silva Neves. AGENDA: To declare interest on equity, in accordance with Article 17, item s of the Bylaws. RESOLUTIONS PASSED BY UNANIMOUS VOTE: After analyzing and discussing the matters on the agenda, the Board of Directors resolved by unanimous vote and without restriction, to approve the distribution of a payment in the total amount of R$22,000,000.00, corresponding to R$0.175171673 per share, in the form of interest on capital (JPC) until June 15, 2012, and which will be part of the 2011 mandatory dividends in accordance with the Brazilian corporate law. The amount to be paid as JCP is subject to withholding income tax in the amount of 15% (fifteen per cent), resulting in a net amount payable of R$18,700,000.00, corresponding to R$0.1488959224 per share, except in the case of recipients who are not subject to such taxation and provide evidence thereof to avoid any withholding action. The JCP shall be payable to holders of shares on September 28, 2011 (the record date), including trading held on such date. Mills shares will be traded ex-interest on the BM&FBOVESPA stock exchange as from and including September 29, 2011. ADJOURNMENT: There being no further business to discuss, the Chairman adjourned the meeting and these Minutes were drawn, read, approved and executed in the Company's records by all Board Members, the Chairman and the Secretary.
Rio de Janeiro, September 28, 2011. This is a free English translation of the original minutes drawn up in the Companys records. _______________________________ Frederico tila Silva Neves Secretary