Call Notice General Meeting of Debenture-Holders

Concessionária do Aeroporto Internacional de Guarulhos S.A.

CNPJ/MF Nº 15.578.569/0001-06

NIRE 35300438264

CALL NOTICE

GENERAL MEETING OF DEBENTURE-HOLDERS

This is a call to convene the holders of Simple Non-convertible Debentures with Real Guarantee issued on a Single Series for Public Trading by Concessionária do Aeroporto Internacional de Guarulhos S.A.(hereinafter the “Debentures” and the “Company,” respectively), to appear at a General Meeting of Debenture Holders, pursuant to the provisions of Article 71 of Law No. 6.404, dated December 15, 1976, as amended, and to Clause 9.1 et seq of the Private Deed of a Second (2nd) Issuance of Simple Non-convertible Debentures with a Real Guarantee issued in a Single Series for Public Trading by the Company, as entered into on September 24, 2014 by and between the Company and Pentágono S.A. Distribuidora de Títulos e Valores Mobiliários (“Fiduciary Agent”), which General Meeting is to be held on March 25, 2015, at 11:00 PM, at the offices of Souza, Cescon, Barrieu & Flesch Advogados, located at Rua Funchal, 418, 11º andar, Vila Olímpia, in the City and State of São Paulo, to resolve on the following order of business: (i) to make a partial substitution of the obligation according to which the Company is to make a preliminary deposit – no later than May 12, 2015, – in a fix account and for the amount necessary to settle the 2015 annual contribution, as required by Paragraph Six of Clause Eleven of the Agreement for Fiduciary Assignment of Credit Rights, Account Management and other Covenants entered into on December 13, 2013, as amended on March 14 and October 8, 2014, by submitting a bank guarantee – granted by a first line financial institution – in the amount of one hundred sixty-seven million, seven hundred and nine thousand, nine hundred sixty-nine reais and ninety cents (R$167,709,969.90), which corresponds to two twelfths (2/12) of the total amount covering the 2015 annual contribution, and (ii) to authorize the Fiduciary Agent to execute all documents and take all action necessary to fully enforce the resolution described on item (i) above.

 

 

Additional Information: The Debenture-Holders as set forth above shall personally appear at the foregoing address and produce all documentary support necessary to verify ownership of their respective Debentures. All proxies granted by Debenture-Holders to attorneys-in-fact for the purpose of representing the former at the General Meeting called herein shall be filed at the Fiduciary Agent’s headquarters, located at Avenida das Américas, nº 4200, bl. 08, Ala B, salas 303/304, Barra da Tijuca, in the City and State of Rio de Janeiro, or otherwise by way of an e-mail addressed and sent to assembleias@pentagonotrustee.com.br, within a maximum term of two (2) business days prior to the date designated for the subject General Meeting.

 

Guarulhos, March 10, 2015.

 

 

Concessionária do Aeroporto Internacional de Guarulhos S.A.