Hypermarcas SA : Minutes of the Extraordinary Shareholders Meeting held on April 18, 2013

HYPERMARCAS S.A.

A Publicly-Held Corporation

NIRE 35.300.353.251
CNPJ No. 02.932.074/0001-91

MINUTES OF THE EXTRAORDINARY SHAREHOLDERS MEETING HELD ON APRIL 18, 2013, AT 10:00 A.M.

1. DATE, TIME AND PLACE: Meeting held April 18, 2013, at 10:00 a.m., in the City of São Paulo, State of São Paulo, at

Avenida Presidente Juscelino Kubitschek, 1830, Tower III, 5th floor, Vila Nova Conceição, ZIP
04543-011.

2. CALL: The Call Notice pertaining to this Extraordinary Shareholders

Meeting in the form provided for in Art. 124, paragraph 6th of Law No. 6,404 of December 15, 1976, as amended (the "Brazilian Corporate Law") and in CVM Instruction No. 481/09, was published in the "Valor Econômico" newspaper, in the São Paulo and Rio de Janeiro issues, on April 2, 3 and 4, 2013, on pages E2, E4 e E2 and on pages E2, E2 e E2, respectively and in the Official Gazette of the State of São Paulo (Diário Oficial do Estado de São Paulo) of April 2, 3 and 4, 2013, on pages 43, 35 e 50, respectively.

3. PRESENCE: The shareholders representing approximately fifty nine percent (59%)

of the voting capital of the Company were present, as evidenced by the signatures appearing on the Shareholders Book of Attendance.

4. MEETING BOARD: In view of the absence of Mr. João Alves de Queiroz Filho, Chairman of the Board, Ms.

Fabíola Carolina Lisboa Cammarota de Abreu was appointed among the attending individuals to act as Chairwoman of the meeting board, and invited myself, Ana Carolina Castro Reis Passos, to act as Secretary of the Meeting.

5. AGENDA: To resolve on:

I. Amendment and Restatement of the Com pany's Art i cl es of Incorporation

(i) approval of the amendment of the caput of Article 19 of the Company's Articles of Incorporation, so as to so as to change the term of tenure of the members of the Board of Directors, from one (1) to two (2) years, subject to reelection; (ii) approval of the exclusion of paragraph sixth of Article 19, of the Company's

Articles of Incorporation, and the consequent renumbering of paragraphs seventh and eighth of Article
19, so that the attribution of the Chairman of the Company's Board of Directors to state a casting vote
in case of tie in any voting be included in the wording of the new Article 20, as per item (iii) below;

(iii) approval of the amendment of Article 20 of the Company's Articles of Incorporation, so as to exclude the provision to the effect that the general meeting of shareholders of the Company shall elect the Chairman of the Board of Directors as paragraph 5th of Article 19 of the Company´s Articles of Incorporation already states that the Chairman of the Board of Directors shall be elected at the first meeting of the Board of Directors of the Company and (ii) to include a specific description of the attributions of the Chairman of the Board of Directors; (iv) approval of the amendment of Article 23 of the Company's Articles of Incorporation, so as to include new matters within the list of attributions of the Company's Board of Directors; (v) approval of the amendment of Art. 42, § 2nd of the Company´s Articles of Incorporation, so as to conform the matters incumbent upon the Fiscal Council of the Company to the provisions of the Brazilian Corporate Law; (vi) approval of the restatement of the Company´s Articles of Incorporation, should the proposed modifications to Articles 19, 20, 23 and 42 of the Company's Articles of Incorporation be ultimately approved as per items (i) to (v) above; and

II. Authorization to the Managers

(vii) authorization for the Company's managers, that is, the statutory officers, to perform all acts required to give effectiveness to the resolutions proposed and passed by the Company's shareholders. 6. RESOLUTIONS: The Chairwoman of the Meeting Board noticed from the signatures affixed to the Shareholders Book of Attendance

that the minimum requisite quorum provided for in Article 135 of the Brazilian Corporate Law was not present for purposes of convening the meeting to resolve on the matters included in the agenda. Accordingly, pursuant to the provisions of Article 135 of the Brazilian Corporate Law, the meeting

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was not convened on first call, and the Company's management shall timely proceed with a second call as provided for in Article 124, Paragraph First, Item II of the Brazilian Corporate Law, which shall be convened upon the attendance by any number of shareholders.

7. CLOSING: With no further matter to be discussed and in the absence of any further statement, the present Meeting was closed and the present

Minutes were drawn as a deed in summary form, which after being read and approved, were signed by all attending members. Chairwoman: Fabíola C. L. Cammarota de Abreu. Secretary: Ana Carolina Castro Reis Passos. Attending Shareholders: (a) Igarapava Participações S.A., Maiorem S.A. de C.V., Claudio Bergamo dos Santos, Nelson José de Mello (p.p. Fabíola Carolina Lisboa Cammarota de Abreu); (b) Marcelo Henrique Limírio Gonçalves; Cleonice Barbosa Limírio Gonçalves; Marcelo Henrique Limírio Gonçalves Filho; Luana Barbosa Limírio Gonçalves Sant'Anna Braga (p.p. Fabíola Carolina Lisboa Cammarota de Abreu); and (c) AMUNDI FUNDS; BLACKWELL PARTNERS, LLC SUB; AMUNDI ACTIONS EMERGENTS; FDA 21; GRD 21; JNL/BLACKROCK GLOBAL ALLOCATION FUND; JNL/MELLON CAPITAL MANAGEMENT EMERGING MARKETS INDEX FUND; CAPITAL INTERNATIONAL EMERGING ECONOMIES; CAPITAL INTERNATIONAL WORLD EQUITY; THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR MTBJ400045833; CITY OF PHILADELPHIA PUBLIC EMPLOYEES RETIREMENT SYSTEM; CAPITAL EMERGING MARKETS TOTAL OPPORTUNITIES FUND (AUSTRALIA); THE HARTFORD DIVERSIFIED INTERNATIONAL FUND; FLEXSHARES MORNINGSTAR EMERGING MARKETS FACTOR TILT INDEX FUND; AXA PREMIER VIP TRUST - MULTIMANAGER MID CAP GROWTH PORTFOLIO; CAPITAL GUARDIAN INTERNATIONAL ALL COUNTRIES EQUITY FUND FOR TAX-EXEMPT TRUSTS; CAPITAL GUARDIAN INTERNATIONAL ALL COUNTRIES EQUITY MASTER FUND; CAPITAL GUARDIAN ALL COUNTRY WORLD EQUITY FUND FOR TAX-EXEMPT TRUSTS; CAPITAL GUARDIAN EMERGING MARKETS EQUITY DC MASTER FUND; CAPITAL GUARDIAN EMERGING MARKETS EQUITY MASTER FUND; CAPITAL GUARDIAN EMERGING MARKETS RESTRICTED EQUITY FUND FOR TAX-EXEMPT TRUSTS; CAPITAL EMERGING MARKETS TOTAL OPPORTUNITIES FUND; CAPITAL GUARDIAN EMERGING MARKETS TOTAL OPPORTUNITIES FUND FOR TAX-EXEMPT TRUSTS; CAPITAL GUARDIAN EMERGING MARKETS TOTAL OPPORTUNITIES MASTER FUND; CAPITAL GROUP EMPLOYEE BENEFIT INVESTMENT TRUST; CAPITAL INTERNATIONAL EMERGING MARKETS FUND; CAPITAL INTERNATIONAL FUND; CAPITAL INTERNATIONAL FUND JAPAN; CAPITAL INTERNATIONAL GLOBAL EQUITIES FUND; CAPITAL INTERNATIONAL KOKUSAI VA; CAPITAL INTERNATIONAL PORTFOLIOS; JP MORGAN CHASE RETIREMENT PLAN; CIKK FUND - CAPITAL INTERNATIONAL KOKUSAI FUND; EMERGING MARKETS GROWTH FUND INC; FRANKLIN TEMPLETON INVESTMENT FUNDS; JNL/CAPITAL GUARDIAN GLOBAL BALANCED FUND; NEW WORLD FUND INC.; NORGES BANK; NVIT MULTI-MANAGER INTERNATIONAL GROWTH FUND; PUBLIC

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EMPLOYEES RETIREMENT ASSOCIATION OF NEW MEXICO; COLUMBIA GLOBAL OPPORTUNITIES FUND; COLUMBIA VARIABLE PORTFOLIO - EMERGING MARKETS FUND; SBC MASTER PENSION TRUST; SOUTHERN COMPANY SYSTEM MASTER RETIREMENT TRUST; STATE OF NEW MEXICO STATE INVESTMENT COUNCIL; STICHTING DEPOSITARY APG EMERGING MARKETS EQUITY POOL; STICHTING PENSIOENFONDS VOOR HUISARTSEN; THE BOEING COMPANY EMPLOYEE RETIREMENT PLANS MASTER TRUST; VANGUARD INVESTMENT SERIES, PLC; VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND, A SERIES OF VANGUARD STAR FUNDS; SMALLCAP WORLD FUND INC; IOWA PUBLIC EMPLOYEES RETIREMENT SYSTEM; GOTHIC CORPORATION; QWEST OCCUPATIONAL HEALTH TRUST; STATE OF CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM; ASCENSION HEALTH MASTER PENSION TRUST; STATE OF OREGON; BLACKROCK INSTITUTIONAL TRUST COMPANY, N.A.; CENTRAL STATES SOUTHEAST AND SOUTHWEST AREAS PENSION FUND; HARBOR CAPITAL GROUP TRUST FOR DEFINED BENEFIT PLANS; IBM 401(K) PLUS PLAN; MANAGED PENSION FUNDS LIMITED; PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO; PUBLIC EMPLOYEES RETIREMENT SYSTEM OF MISSISSIPPI; STANDARD LIFE INVESTMENTS GLOBAL SICAV; STATE STREET BANK AND TRUST COMPANY INVESTMENT FUNDS FOR TAX EXEMPT RETIREMENT PLANS; EATON VANCE PARAMETRIC TAX-MANAGED EMERGING MARKETS FUND; TEACHER RETIREMENT SYSTEM OF TEXAS; THE BARING EMERGING MARKETS UMBRELLA FUND, SUB FUND, THE BARING LATIN AMERICA FUND; THE BOARD OF REGENTS OF THE UNIVERSITY OF TEXAS SYSTEM; THE MONETARY AUTHORITY OF SINGAPORE; TREASURER OF THE STATE OF NORTH CAROLINA EQUITY INVESTMENT FUND POOLED TRUST; AMERICAN CENTURY WORLD MUTUAL FUNDS, INC. - EMERGING MARKETS FUND; AMERICAN CENTURY WORLD MUTUAL FUNDS, INC. - INTERNATIONAL DISCOVERY FUND; UNITED TECHNOLOGIES CORPORATION MASTER RETIREMENT TRUST; STATE OF NEW JERSEY COMMON PENSION FUND D; AMERICAN FUNDS INSURANCE SERIES - GLOBAL SMALL CAPITALIZATION FUND; SSGA MSCI BRAZIL INDEX NON-LENDING QP COMMON TRUST FUND; BRITISH AIRWAYS PENSION TRUSTEES LIMITED - MAIN A/C; CAISSE DE DEPOT ET PLACEMENT DU QUEBEC; FIDELITY ADVISOR SERIES VIII: FIDELITY ADVISOR GLOBAL CAPITAL APPRECIATION FUND; JOHN DEERE PENSION TRUST; PUBLIC EMPLOYEE RETIREMENT SYSTEM OF IDAHO; STANDARD LIFE ASSURANCE LIMITED; STATE OF ALASKA RETIREMENT AND BENEFIT PLANS; STATE STREET EMERGING MARKETS; GENERAL BOARD OF PENSION AND HEALTH BENEFITS OF THE UNITED METHODIST CHURCH, INC. IN MISSOURI; THE PENSION RESERVES INVESTMENT MANAGEMENT BOARD; WASHINGTON STATE INVESTMENT BOARD; JOHNSON & JOHNSON PENSION AND SAVINGS PLANS MASTER TRUST; NEW ZEALAND SUPERANNUATION FUND; BRITISH AIRWAYS PENSION TRUSTEES LTD. (MPF A/C); FORD MOTOR COMPANY DEFINED BENEFIT MASTER

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TRUST; ILLINOIS STATE BOARD OF INVESTMENT; MICROSOFT GLOBAL FINANCE; MUNICIPAL EMPLOYEES ANNUITY AND BENEFIT FUND OF CHICAGO; BRISTOL-MYERS SQUIBB COMPANY MASTER TRUST; THE HOSPITAL AUTHORITY PROVIDENT FUND SCHEME; UNIVERSITY OF WASHINGTON; EVANGELICAL LUTHERAN CHURCH IN AMERICA BOARD OF PENSIONS; JOHN HANCOCK VARIABLE INSURANCE TRUST INTERNATIONAL EQUITY INDEX TRUST B; EMERGING MARKETS EQUITY TRUST 1; ALASKA PERMANENT FUND; BELLSOUTH CORPORATION RFA VEBA TRUST FOR NON- REPRESENTABLE EMPLOYEES; THE JAMES IRVINE FOUNDATION; ING GLOBAL OPPORTUNITIES FUND; THE SEVENTH SWEDISH NATIONAL PENSION FUND - AP 7
EQUITY FUND; IBM DIVERSIFIED GLOBAL EQUITY FUND; AT&T UNION WELFARE BENEFIT TRUST; ABU DHABI RETIREMENT PENSIONS AND BENEFITS FUND; EMERGING MARKETS EQUITY TRUST 4; THE DUKE ENDOWMENT; THE NOMURA TRUST AND BANKING CO., LTD. RE: INT. EMERGING STOCK INDEX MSCI EMERGING NO HEDGE MOTHER; ARTISAN EMERGING MARKETS FUND; EMERGING MARKETS SUDAN FREE EQUITY INDEX FUND; EATON VANCE PARAMETRIC STRUCTURED EMERGING MARKETS FUND; CN CANADIAN MASTER TRUST FUND; NORTH DAKOTA STATE INVESTMENT BOARD; ISHARES MSCI BRAZIL (FREE) INDEX FUND; SPDR S&P EMERGING MARKETS ETF; EMERGING MARKETS INDEX NON-LENDABLE FUND; VANGUARD EMERGING MARKETS STOCK INDEX FUND; GMAM INVESTMENT FUNDS TRUST; NEW YORK STATE TEACHER`S RETIREMENT SYSTEM; SSGA EMERGING MARKETS INDEX PLUS NON-LENDING COMMON TRUST FUND; VANGUARD FTSE ALL- WORLD EX-US INDEX FUND, A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS; PARKER HANNIFIN COLLECTIVE INVESTMENT TRUST; HARBOR MID CAP GROWTH FUND; JOHN HANCOCK FUNDS II: MID CAP STOCK FUND; JOHN HANCOCK VARIABLE INSURANCE TRUST MID CAP STOCK TRUST; CAPITAL INTERNATIONAL - INTERNATIONAL EQUITY; CANADA PENSION PLAN INVESTMENT BOARD; FUTURE FUND BOARD OF GUARDIANS; SMITHFIELD FOODS MASTER TRUST; UNIVERSITY OF PITTSBURGH; DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS - DELAWARE EMERGING MARKETS FUND; DELAWARE VIP TRUST - DELAWARE VIP EMERGING MARKETS SERIES; NORTHERN TRUST INVESTMENT FUNDS PLC; ISHARES MSCI BRIC INDEX FUND; AT&T SAVINGS GROUP INVESTMENT TRUST; JOHN HANCOCK VARIABLE INSURANCE TRUST CORE ALLOCATION PLUS TRUST; COLLEGE RETIREMENT EQUITIES FUND; EATON VANCE COLLECTIVE INVESTMENT TRUST FOR EMPLOYEE BENEFIT PLANS - EMERGING MARKETS EQUITY FUND; CASEY FAMILY PROGRAMS; ADVANCED SERIES TRUST - AST PARAMETRIC EMERGING MARKETS EQUITY PORTFOLIO; VANGUARD TOTAL WORLD STOCK INDEX FUND, A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS; JAPAN TRUSTEE SERVICES BANK, LTD. RE: RTB NIKKO BRAZIL EQUITY ACTIVE MOTHER FUND; MELLON BANK N.A EMPLOYEE BENEFIT COLLECTIVE INVESTMENT FUND PLAN; BEST INVESTMENT

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CORPORATION; MINISTRY OF STRATEGY AND FINANCE; TRANSAMERICA GLOBAL ALLOCATION; DELAWARE GROUP FOUNDATION FUNDS - DELAWARE AGGRESSIVE ALLOCATION PORTFOLIO; DELAWARE GROUP FOUNDATION FUNDS - DELAWARE CONSERVATIVE ALLOCATION PORTFOLIO; DELAWARE GROUP FOUNDATION FUNDS - DELAWARE MODERATE ALLOCATION PORTFOLIO; PICTET - EMERGING MARKETS INDEX; BELLSOUTH CORPORATION RFA VEBA TRUST; LINCOLN VARIABLE INSURANCE PRODUCTS TRUST - LVIP DELAWARE FOUNDATION AGGRESSIVE ALLOCATION FUND; LINCOLN VARIABLE INSURANCE PRODUCTS TRUST - LVIP DELAWARE FOUNDATION CONSERVATIVE ALLOCATION FUND; LINCOLN VARIABLE INSURANCE PRODUCTS TRUST - LVIP DELAWARE FOUNDATION MODERATE ALLOCATION FUND; PICTET FUNDS S.A RE: PI(CH)-EMERGING MARKETS TRACKER; DELAWARE POOLED TRUST - THE EMERGING MARKETS PORTFOLIO II; FIDELITY SALEM STREET TRUST: FIDELITY SERIES GLOBAL EX U.S. INDEX FUND; SCHWAB EMERGING MARKETS EQUITY ETF; ISHARES MSCI EMERGING MARKETS INDEX FUND; NORTHERN TRUST UCITS COMMON CONTRACTUAL FUND; JAPAN TRUSTEE SERVICES BANK, LTD. STB BRAZIL STOCK MOTHER FUND; HP INVEST COMMON CONTRACTUAL FUND; UAW RETIREE MEDICAL BENEFITS TRUST; UPS GROUP TRUST; EMERGING MARKETS INDEX NON-LENDABLE FUND B; GOTHIC HSP CORPORATION; BLACKROCK CDN MSCI EMERGING MARKETS INDEX FUND; TIAA-CREF FUNDS - TIAA-CREF EMERGING MARKETS EQUITY FUND; TIAA-CREF FUNDS - TIAA-CREF EMERGING MARKETS EQUITY INDEX FUND; EMERGING MARKETS EQUITY INDEX MASTER FUND; ARTISAN PARTNERS GLOBAL FUNDS PUBLIC LIMITED COMPANY; GLOBAL EMERGING MARKETS GREAT CONSUMER FUND; EMERGING MARKETS EQUITY INDEX PLUS FUND; CF DV EMERGING MARKETS STOCK INDEX FUND; JOHNSON & JOHNSON UK GROUP RETIREMENT PLAN; PYRAMIS GLOBAL EX U.S. INDEX FUND LP; FORMULA INVESTING INTERNATIONAL VALUE 400 FUND; DBX MSCI BRAZIL CURRENCY- HEDGED EQUITY FUND; ALPINE GLOBAL CONSUMER GROWTH FUND; FIRST TRUST BRAZIL ALPHADEX FUND; THE MASTER TRUST BANK OF JAPAN, LTD. AS T F N T ALL C W EQ INV INDEX FUND (TAX EX Q INS INV ONLY); ADVANCED SERIES TRUST - AST WELLINGTON MANAGEMENT HEDGED EQUITY PORTFOLIO; RETAIL EMPLOYEES SUPERANNUATION PTY LIMITED; ISHARES MSCI ACWI EX US INDEX FUND; ISHARES MSCI ACWI INDEX FUND; ST. JAMESS PLACE GLOBAL EQUITY UNIT TRUST; AMERICAN CENTURY WORLD MUTUAL FUNDS, INC. - NT EMERGING MARKETS FUND; FIDELITY SALEM STREET TRUST: SPARTAN EMERGING MARKETS INDEX FUND; FIDELITY SALEM STREET TRUST: SPARTAN GLOBAL EX U.S. INDEX FUND; ASG GROWTH MARKETS FUND; GOTHIC ERP, LLC; VANGUARD FUNDS PUBLIC LIMITED COMPANY; EATON VANCE INT (IRELAND) FUNDS PLC - EATON VANCE INT (IRELAND) PARAMETRIC EMERGING MARKETS CORE FD; ING MUTUAL FUNDS - ING EMERGING MARKETS EQUITY FUND; AZL BLACKROCK GLOBAL ALLOCATION FUND;

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CENTURYLINK, INC. DEFINED BENEFIT MASTER TRUST; CHIMCO ALPHA FUND, LLC; HAND COMPOSITE EMPLOYEE BENEFIT TRUST; JOHN HANCOCK FUNDS II STRATEGIC EQUITY ALLOCATION FUND; NORFOLK PENSION FUND; FRANCISCAN ALLIANCE, INC; DOW RETIREMENT GROUP TRUST; STANDARD LIFE INVESTMENT COMPANY - GLOBAL EMERGING MARKETS EQUITY FUND; LVIP BLACKROCK EMERGING MARKETS INDEX RPM FUND; CLARIVEST EMERGING MARKETS EQUITY FUND, L.P.; EMERGING MARKETS EX-CONTROVERSIAL WEAPONS EQUITY INDEX FUND B; HSBC INTERNATIONAL SELECT FUND - MULTIALPHA GLOBAL EMERGING MARKETS EQUITY; ROBECO CAPITAL GROWTH FUNDS (p.p. Luciana Pontes de Mendonça Ikeda).
São Paulo, April 18, 2013
Conforms to the original drawn in the appropriate book.

FABÍOLA CAROLINA LISBOA CAMMAROTA DE ABREU

Chairwoman

ANA CAROLINA CASTRO REIS PASSOS

Secretary

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