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By-Laws of Falconi S/A
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By-Laws of Falconi S / A

Article 1º - Falconi S/A shall be governed by these Bylaws;

Art. 2º Falconi S/A is a Private Company, with a profitable character and guided by the following guidelines:

I - priority of action in the Brazilian and US markets, except in case of financial unsustainability;

II - transparency in any and all transactions;

III - strict corporate hierarchy, allowed, however, rise or fall in levels;

IV - submission to the CEO demands; and

V- any other arrangements established by the CEO.

Art. 3º. The creation of any Statutory Bodies shall, if necessary, be the responsibility of the CEO.

§ 1º The number of servers working in the Company's Management shall not exceed 03 (three persons) per administrative position, totaling a maximum of nine (9) servers.

§ 2º The remuneration for the servants will be made monthly, based on their productivity, applying the principle set forth in Article 6 of these Bylaws.

Art. 4º The CEO may issue opinion polls on any issues that he deems pertinent, having the right of veto in any of them.

Art. 5º The term of office of the CEO shall be for life, except in case of irregular conduct or inactivity.

§ 1º In the event of any of the cases provided for in the caput of this Article, the shareholders decided the next CEO, by means of a vote based on their participation in the Company, initiated by one of them, chosen by consensus;

§ 2º In the event that the previous paragraph is verified, the company shall reimburse, in the total of 02 (two) GOLDs, the shareholder who initiated the proposals for the withdrawal and re-election of the CEO.

Art. 6º The Dividend Scheme will be established based on monthly financial exercices and will be organized as follows:

I - in addition to less than 10% to the Company's budget, all will be reverted to the Capital Stock of Falconi S / A;

II- in addition of 10% to 25% to the budget of the Company, 25% of this amount will be paid in dividends;

III- in addition to at least 25% of the Company's budget, 50% of this amount will be paid in dividends;

Art. 7º The determinations of the previous Article will become valid as from the financial exercice of April 2017.

Art. 8º These Bylaws shall enter into force as of the date of their publication.

Campina Grande, February 20, 2017

GETULIO VARGAS 2