FEDERATIVE REPUBLIC OF BRAZIL

Judicial Court of Curitiba State of Paran

5th NOTARY PUBLICS OFFICE BRAZ
RUA CRUZ MACHADO, 217 PHONE: (41) 30716366

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028

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LUIZ FERNADO BRAZ

APPOINTED NOTARY PUBLIC CPF No. 000.117.039-20

POWER OF ATTORNEY WITH SUFFICIENT AUTHORITY GRANTED BY : WHD FUNDIO

S/A., AS FOLLOWS:
KNOW all men by these presents that on the fourth of February of two thousand and eleven (02/04/2011),
in this City of Curitiba, Capital City of the State of Paran, the following grantor appeared before me, Sworn
Clerk and Appointed Notary Public, in this Notary Publics Office: WHD FUNDIO S/A.. a legal entity
governed by private law, registered in the Brazilian Register of Corporate Taxpayers (C.N.P.J.) under No.
01.261.681/0001-04, with its Articles of Incorporation filed with this Notary Publics Office under No. 171, of
Book No. 04; with registered office at Rua Wiegando Olsen n 1.600, CIC, Curitiba/PR; herein represented
according to its Articles of Incorporation by its Chief Executive Officer, Mr. MAGALY HBNER BUSATO,
Brazilian, married, economist, bearer of Identity Card (CI-RG) No. 5.831.100-6- SSP/PR, registered in the
Individual Taxpayer Register (CPF/MF) under No. 016.218.869-21, resident and domiciled in this Capital City,
duly identified through the referred documents. The grantor hereby appoints by this public instrument its
attorneys with sufficient authority: RICARDO DEL PICCOLO GUERINI. Brazilian, married, bearer of
Identity Card (CI-RG) No. 21.517.683-2-PR, registered in the Individual Taxpayer Register (CPF/MF) under
No. 182.996.498-46, resident and domiciled in this Capital City and MARCELLUS GONALVES
CORREIA. Brazilian, divorced, accountant, bearer of Identity Card (CI-RG) No. 18.301.884-9-SSP/SP,
registered in the Individual Taxpayer Register (CPF/MF) under No. 104.568.768-55, resident and domiciled in
this Capital City, at Rua Petit Carneiro n. 665, apt 31; the appointed attorneys with sufficient authority
shall always act together, or one of them along with the Chief Executive Officer of the Grantor, as provided
in the Articles of Incorporation, except in the cases expressly provided in sole paragraph of article 17
(seventeen) of the Articles of Incorporation of the Grantor, when the attorneys may act individually, with the
following specific powers: manage the company in general, as well as act on behalf of the grantor and
represent it concerning all its acts, rights and obligations, before any individual or legal entity, as well as
before Ministries in general and all agencies, subdivisions and Federal, State, Municipal and autonomous
public agencies, quasi-state companies, government-controlled companies, Governmental Foundations and
legal entities governed by public domestic law in general, Boards of Trade of the State of Paran and other
States of Brazil, Central Bank of Brazil, institutions, foundations, including Social Security Institutes, Trade
Unions, ANATEL, Companhia Paranaense de Energia - COPEL and its subsidiaries, Brazilian Social Security
Institute - INSS, DETRAN, CONTRAN, DNER, Brazilian Federal Revenue Offices, insurance companies,
Traffic Inspection Offices, Robbery and Theft Police Stations, Public Safety Department, banks and credit
agencies in general, including Banco do Brasil S/A, Caixa Econmica Federal, Central Bank of Brazil and
other financial institutions, including those which are part of the Housing Financial System, and wherever the
attorneys present this instrument, even if not provided herein; with authority to open and have access to current
accounts with any credit agencies; issue and indorse checks; issue promissory notes; execute fiduciary
assignment instrument; make declarations; authorize debits; make declarations; make credit statements; make
payments and transfers by letter, electronic means or other legal means; discount and deliver duplicate invoices
for collection; execute offers and lists of negotiable instruments required in the daily financial activity; sign
mails, including those submitted to the banks; authorize protests and whatever required; issue, indorse and
accept negotiable instruments; grant extension of terms; execute contracts with financial institutions restricted
to individual acts not exceeding the amount of R$ 10,000,000.00 (ten million reais), however such
restriction shall not apply in case the attorneys herein appointed act along with an Officer of the
Grantor, such as to execute Import Financing Agreements - FINIMPs, FINAME agreements, secured account
agreements, CCB's, ACC/ACE, Exim and other loan and/or credit transactions; make financial investments of
any kind; have access to balances and bank statements of current accounts, investment accounts, financial
investments and/or credit transactions held by the grantor; give accommodation and suretyships exclusively in
favor of the company WHB COMPONENTES AUTOMOTIVOS S/A (CNPJ/MF No. 73.355.174/0001-40);

FEDERATIVE REPUBLIC OF BRAZIL

Judicial Court of Curitiba State of Paran
5th NOTARY PUBLICS OFFICE BRAZ
RUA CRUZ MACHADO, 217 PHONE: (41) 30716366

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029

BOOK_______________PAGE_____________

LUIZ FERNADO BRAZ

APPOINTED NOTARY PUBLIC CPF No. 000.117.039-20

acquire goods to be included in the fixed assets of the grantor; acquire bank shares; with authority to execute
foreign exchange contracts and represent the grantor with the Foreign Trade, Bank Authority and Exchange
Portfolio of Banco do Brasil S/A., Central Bank of Brazil and other banks; issue and execute bank negotiable
instruments; execute requests for import and export license and foreign exchange coverage certificates; give as
security or pledge personal and real property of the grantor in judicial processes; execute security and/or
pledge instruments before all instances of the Court System, whether State, Federal, Civil, Tax, Social Security
and/or Labor Court Systems; thus, all other powers required for the good performance of this power of
attorney are hereby granted. Any delegation of authority is prohibited. This power of attorney shall be in
force up to December 31st, 2011. Under presented draft. I do hereby certify and attest that the contracting
parties requested this power of attorney to be drawn up, being duly filed with this Notary Publics Office under
No. 00330/2011, on the fourth of February of two thousand and eleven (02/04/2011); this instrument was
read, approved, accepted, granted and executed, with the waiver of witnesses, according to Decision No.
185/2010 of the Code of Rules of the Judicial Administrative Department of this State. I, ELZITA
APARECIDA VELOZO, Sworn Clerk, typed it. I, LUIZ FERNANDO BRAZ, APPOINTED NOTARY
PUBLIC OF THE 5th NOTARY PUBLICS OFFICE requested it to be typed and hereby subscribe it. Court
fees 384.62 VRC = R$ 58.85.- Curitiba, February 4th, 2011. (undersigned) MAGALY HUBNER BUSATO.
The foregoing was contained in the power of attorney, being the original instrument from which I made a copy,
which I do hereby certify and attest. I, Deputy of the 5 th Notary Publics Office of this Capital City, verified
and subscribed it and hereunto set my hand and seal. COPIED ON THIS DATE.
CURITIBA, February 4th, 2011
IN WITNESS WHEREOF
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APPOINTED NOTARY PUBLIC