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ENEVA S.A. CNPJ/MF (Taxpayer Registration Number): 04.423.567/0001-21 NIRE (Company Registration Number): 33.3.

0028402-8 Publicly Held Corporation

MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS HELD ON DECEMBER 4, 2013 1. DATE, TIME AND PLACE: On December 4, 2013, at 6 p.m., at the head office of

Eneva S.A., located at Praia do Flamengo 66, 9th floor, in the City and State of Rio de Janeiro. 2. CALL AND ATTENDANCE: The Meeting was called pursuant to the bylaws of ENEVA

S.A. (Company) and applicable law and attended by conference call by the following members of the Companys Board of Directors: Board Members: Messrs. Jrgen Kildahl, Keith Plowman, Stein Dale, Eliezer Batista da Silva (by proxy Luiz do Amaral de Frana Pereira), Luiz do Amaral de Frana Pereira, Adriano Castello Branco and Ricardo Luiz de Souza Ramos.

3.

CHAIR: After the presence of all of the Members of the Companys Board of Directors

was verified, Mr. Jrgen Kildahl acted as Chairman and designated Mr. Alexandre Americano Holanda e Silva to carry out the duties of secretary. 4. AGENDA: Approve the roll-over of up to the full amount of the existing debt of the

Company with Banco BTG Pactual S.A. in accordance with the conditions presented in the meeting. 5. RESOLUTIONS: After discussions and as no Board member wanted to raise

questions, Mr. Jrgen Kildahl submitted the items of the agenda for voting. The members of the Board of Directors resolved to approve unanimously and without restrictions: The roll-over of up to the full amount of the existing debt of the Company with Banco BTG Pactual S.A. in accordance with the conditions presented in the meeting and registered under the companys files.

Moreover, the Board approved to authorize the Companys Executive Officers to grant irrevocable powers and sign any other contract or instrument related to the funding and to take all measures, as well as to authorize the Officers of the Company to grant any other guarantee and assume all required obligations for the effectiveness of the execution, including the signature of any necessary document and the provision of statements, negotiating and establishing the respective terms and conditions. 6. CLOSING AND RECORDING: At 7pm, as there was nothing further to be discussed,

the Meeting was adjourned and these Minutes were recorded, read and signed by all in attendance. Rio de Janeiro, December 4, 2013. ______________________ Alexandre Americano Holanda e Silva Secretary

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