MULTIPLAN EMPREENDIMENTOS IMOBILIRIOS S.A.

CNPJ/MF No. 07.816.890/0001-53

NIRE No. 33.3.0027840-1
Publicly-held Company

Minutes of the Board of Directors Meeting

held on January 9th, 2017

1. Date, time and place: On January 9th, 2017, at 5:30 PM, at the Multiplan
Empreendimentos Imobilirios S.A. (Company) head office in the city and state of Rio
de Janeiro, at Av. das Amricas No. 4.200, block 2, 5th floor, Barra da Tijuca.
2. Call notice and attendance: Meeting called in accordance with the Company's
Bylaws, with the attendance of the totality of the Board of Directors members.
3. Presiding the Board: Chairman: Mr. Jos Paulo Ferraz do Amaral; Secretary:
Marcelo Vianna Soares Pinho.
4. Agenda: Discuss (i) the increase of the Companys capital stock, within the
authorized capital limit, in the minimum amount of BRL 360,000,049.50 (three hundred
sixty million, forty-nine Brazilian Reais and fifty cents) and maximum of BRL
600,000,043.50 (six hundred million, forty-three Brazilian Reais and fifty cents), through
the issuance, for private subscription, of a minimum of 6,153,847 (six million, one
hundred fifty-three thousand, eight hundred forty-seven) common shares, all nominative,
book-entry and with no par value ("Minimum Quantity of Shares of the Capital Increase"),
and a maximum of 10,256,411 (ten million, two hundred fifty-six thousand, four hundred
eleven) common shares, all nominative, book-entry and with no par value, with the
possibility of partial subscription and the consequent partial confirmation (homologao
parcial) of the capital increase in case of subscription of shares corresponding at least
to the Minimum Quantity of Shares of the Capital Increase, with the issue price of BRL
58.50 (fifty-eight Brazilian Reais and fifty cents) per share, defined in accordance with
article 170, first paragraph, item III, of Law no. 6,404/1976 ("Brazilian Corporate Law"),
entirely allocated to the Companys capital stock; (ii) the approval for entering into a
transaction with the purpose of ensuring the subscription and payment of part of the
capital increase; and (iii) the authorization to the Companys management to perform
the required acts to implement the resolutions described on items (i) and (ii) above.
5. Resolutions: The members of the Board of Directors decided, unanimously and
without caveat, the following:
5.1. Capital Increase. Approve the capital increase of the Company, within the
authorized capital limit, through the issuance, for private subscription, of new common
shares by the Company, in accordance with article 8 of the Companys Bylaws, in the
following terms and conditions:

(i) Amount of Capital Increase: Minimum of BRL 360,000,049.50 (three hundred sixty
million, forty-nine Brazilian Reais and fifty cents) and maximum of BRL 600,000,043.50
(six hundred million, forty-three Brazilian Reais and fifty cents);
(ii) Quantity and Type of Issued Shares: Issuance of a minimum of the Minimum Quantity
of Shares of the Capital Increase and a maximum of 10,256,411 (ten million, two hundred
fifty-six thousand, four hundred eleven) common shares, all nominative, book-entry and
with no par value;
(iii) Issuance Price: BRL 58.50 (fifty-eight Brazilian Reais and fifty cents) per share, fixed
in accordance with the article 170, first paragraph, item III, of the Brazilian Corporate
Law, based on the average weighted price of the common shares of the Company traded
in the BM&FBOVESPA S.A. Bolsa de Valores, Mercadorias e Futuros
(BM&FBOVESPA) between October 11th, 2016 (inclusive) and January 6th, 2017
(inclusive), and applying thereto a discount of 1.56% (one point fifty-six percent), which
is consistent with market practice. The members of the Board of Directors understand
that the criterion of quotation of the shares is the criterion that best reflects the current
market value of the shares issued by the Company, since the Companys shares are
traded daily on the BM&FBOVESPA and are part of the main Brazilian stock market
liquidity index, the Bovespa Index (Ibovespa). The discounted issuance price of the
shares aims at encouraging the shareholders of the Company to exercise their
subscription rights and take part in the capital increase. Shareholders who do not
subscribe any share during the period for exercise of the preemptive right in the capital
increase shall have their stakes in the Company diluted at the minimum rate of 3.1373%,
and the maximum rate of 5.1217%, depending on the number of shares effectively issued
in the context of the aforementioned capital increase, including in this calculation the
Company's shares that are current held in treasury;
(iv) Purposes of the Capital Increase: The funds obtained from the capital increase will
be allocated to the strengthen of the Companys capital structure, enabling the
continuation of its growth strategy through acquisitions and development of new areas;
(v) Preemptive Rights: Subject to the procedures established by Ita Corretora de
Valores S.A ("Ita"), the bookkeeping agent of the shares issued by the Company, and
by BM&FBOVESPA, the current shareholders of the Company are entitled, under article
171 of the Brazilian Corporate Law, to preemptive rights to subscribe the new shares to
be issued by the Company in the context of the capital increase, on a pro-rata basis to
the shares of the Company owned by it on January 12th, 2017, pursuant to the deadlines
and procedures set forth in the Notice to Shareholders (as defined below) to be timely
issued by the Company. Therefore, considering the maximum amount of shares to be
issued in the context of the capital increase approved hereby, each 1 (one) share,
regardless of its type, will grant its holder on January 12th, 2017 the right to subscribe
0.0543540016 new common share;

(vi) Exercise of Preemptive Rights: The Companys management will issue, on this date,
a notice to shareholders with information regarding the capital increase, as well as the
terms and conditions for the exercise of the preemptive rights by the current shareholders
of the Company to the subscription of the new shares to be issued by the Company in
the context of the capital increase ("Notice to Shareholders"). The shareholders may
exercise the preemptive rights to the subscription of new shares to be issued by the
Company in the context of the capital increase within 30 (thirty) days counted from the
date to be informed in the Notice to Shareholders. Regardless of the initially envisaged
term for the exercise of preemptive rights, the Company reserves the right to, at the
managements sole discretion, extend the referred term, by means of a Material Fact;
(vii) Assignment of Preemptive Rights: The shareholders that do not intend to exercise
their preemptive rights may, provided that the applicable requirements are observed,
assign such rights, in accordance with the article 171, sixth paragraph of the Brazilian
Corporate Law;
(viii) Leftovers: The subscribers that wish to subscribe shares not subscribed during the
term for the exercise of preemptive rights shall express their intention in the subscription
bulletin. In case after the end of the term for the exercise of preemptive rights the totality
of the shares of the capital increase have not been entirely subscribed for, the Company
will carry out an apportionment of the unsubscribed shares among the subscribers that
informed their intention to subscribe such unsubscribed shares (leftover shares) in the
subscription bulletin, during the period of 5 (five) business days counted from the date to
be disclosed in a new notice to shareholders informing the number of unsubscribed
shares (Apportionment). After such Apportionment, in the event there are still leftovers,
such unsubscribed shares will be cancelled and provided that a number of shares
corresponding at least to the Minimum Quantity of Shares of the Capital Increase shall
have been subscribed for the Companys Board of Directors will meet to
confirm/homologate the partial capital increase, and a Special Shareholders Meeting
shall be timely called in order to approve the amendment of the article 5, caput, of the
Companys Bylaws;
(ix) Form of Payment: The payment of the total subscribed shares shall be made in a
single lump sum, in current Brazilian currency, upon subscription, pursuant to the own
rules and procedures of Ita and of BM&FBOVESPA;
(x) Rights of the New Shares: The common shares to be issued in connection with the
capital increase will have the same rights attributed to the outstanding common shares
of the Company, including dividends, interests on shareholders' equity and any
remuneration of capital eventually declared by the Company after the confirmation of the
capital increase; and
(xi) Confirmation of the Capital Increase: After the subscription and payment of the
shares to be issued in the context of the capital increase, a new Board of Directors
Meeting will be convened to confirm such capital increase, within the authorized capital
limit, provided that, if after the end of the term for exercise of preemptive rights and the

Apportionment, the Company will not conduct an auction of the leftovers, in accordance
with article 171, seventh paragraph, of the Brazilian Corporate Law, and in such event,
the partial confirmation of the capital increase will be permitted, through the cancellation
of the unsubscribed shares, provided that a number of shares corresponding at least to
the Minimum Quantity of Shares of the Capital Increase shall have been subscribed for.
(xii) Additional Information: More information, terms and conditions of the Capital
Increase are disclosed in the Notice to Shareholders, pursuant to Article 30, XXXII of
CVM Instruction No. 480, of December 7, 2009 (Exhibit 30-XXXII - Communication on
the increase of capital decided by the Board of Directors), which is also hereby approved.
5.1.1. After the capital increase, the Companys capital stock, currently in the amount of
BRL 2,388,062,147.38 (two billion, three hundred eighty-eight million, sixty-two
thousand, one hundred forty-seven Reais and thirty-eight cents), divided into
189,997,214 (one hundred and eighty nine million, nine hundred and ninety-seven
thousand, two hundred and fourteen) book-entry shares with no par value, being
178,138,867 (one hundred seventy-eight million, one hundred and thirty-eight thousand,
eight hundred sixty-seven) common shares and 11,858,347 (eleven million, eight
hundred and fifty-eight thousand, three hundred and forty-seven) preferred shares, will
be increased to a minimum of BRL 2,748,062,196.88 (two billion, seven hundred fortyeight million, sixty-two thousand, one hundred ninety-six Brazilian Reais and eighty-eight
cents) and a maximum of BRL 2,988,062,190.88 (two billion, nine hundred eighty-eight
million, sixty-two thousand, one hundred ninety Brazilian Reais and eighty-eight cents),
divided in a minimum of 196,151,061 (one hundred ninety-six million, one hundred fiftyone thousand, sixty-one) and a maximum of 200,253,625 (two hundred million, two
hundred fifty-three thousand, six hundred twenty-five) nominative, book-entry shares
with no par value, being a minimum of 184,292,714 (one hundred eighty-four million, two
hundred ninety-two thousand, seven hundred fourteen) and a maximum of 188,395,278
(one hundred eighty-eight million, three hundred ninety-five thousand, two hundred
seventy-eight) common shares and 11,858,347 (eleven million, eight hundred and fiftyeight thousand, three hundred and forty-seven) preferred shares.
5.1.2. The observance of the article 166, second paragraph, of the Brazilian Corporate
Law, was dismissed, given that the Company does not have a Fiscal Council installed.
5.2. Approve (i) the entering into of a transaction involving the Company, its controlling
shareholders and Banco de Investimentos Credit Suisse (Brasil) S.A. ("Credit Suisse"),
through which Credit Suisse will undertake a firm commitment to subscribe and pay for
shares in the capital increase corresponding to, at least, 4,984,647 (four million, nine
hundred eighty-four thousand, six hundred forty-seven) and up to 5,299,146 (five million,
two hundred ninety-nine thousand, one hundred forty-six) shares, subject to the terms
and conditions of the documents to be entered into with Credit Suisse, including the
subscription and payment for a certain amount of common shares under the capital
increase by certain controlling shareholders, provided that, to enable Credit Suisse to
assume and comply with such subscription commitment, (a) certain controlling
shareholders will assign to Credit Suisse part or the totality of their preemptive rights to

subscribe for shares in the capital increase; and (b) Mr. Jos Isaac Peres, member of
the Companys controlling group, will lend to Credit Suisse, without remuneration,
4,984,647 (four million, nine hundred eighty-four thousand, six hundred forty-seven)
common shares of the Company owned by him, so that Credit Suisse may dispose of a
quantity thereof that it deems sufficient for protection (hedge) transactions in connection
with part of the subscription commitment; as well as (ii) the execution, by the Company,
of the documents necessary to formalize the transaction referred to above, including the
share subscription commitment agreement and the share loan agreement, and payment
of a fee and reimbursements to Credit Suisse as a result of such transaction.
5.3. The Board of Directors authorized the management of the Company to practice, at
any time, all necessary acts to implement the resolutions herein approved.
6. Closing, Drawing Up, and Approval of the Minutes: With no further issue to be
addressed, these minutes were approved as per article 17, second paragraph and article
19 of the Companys Bylaws, and were duly signed by the members of the Board of
Directors who attended the meeting. The members of the Board of Directors Messrs.
Jos Isaac Peres, Jos Carlos de Arajo Sarmento Barata, Eduardo Kaminitz Peres,
Leonard Peter Sharpe, John Michael Sullivan and Duncan George Osborne sent their
votes in writing.
Rio de Janeiro, January 9th, 2017.

______________________________
Marcelo Vianna Soares Pinho
Secretary