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 MEETING OF THE BOARD OF DIRECTORS HELD ON JANUARY 27th, 2014 1. DATE, TIME AND PLACE: On January 27th, 2014, at 6:15pm, at the head

office of ENEVA S.A., located in the City of Rio de Janeiro, State of Rio de Janeiro, at Praia do Flamengo 66, 9th floor, Zip Code 22.210-903. 2. CALL AND ATTENDANCE: The Meeting was called pursuant to the bylaws of

ENEVA S.A. (Company) and applicable law and attended by the following members of the Companys Board of Directors: Luiz do Amaral de Frana Pereira, Adriano Carvalhdo Castello Branco Gonalves, Jrgen Kildahl, Eliezer Batista da Silva, Stein Dale, Keith Plowman, Luiz Fernando Vendramini Fleury and Ronnie Vaz Moreira. Mr. Ricardo Ramos sent his vote directly to the Chairman, according to the provisions of the Companys by-laws. 3. CHAIR: After the presence of the Members of the Companys Board of

Directors was verified, Mr. Jrgen Kildahl acted as Chairman and designated Mr. Rodrigo Beraldo to carry out the duties of secretary. 4. AGENDA: Deliberate on (i) the resignation of Mr. Eduardo Karrer from the

position of Chief Executive Officer and Investor Relations Officer of the Company; and (ii) the election of Mr. Fabio Hironaka Bicudo as Chief Executive Officer and Investor Relations Officer of the Company. 5. RESOLUTIONS: The members of the Board of Directors resolved to

unanimously and without restrictions: (i) accept the resignation of Mr. Eduardo Karrer, from the position of Chief

Executive Officer and Investor Relations Officer of the Company, with effective date on February 17th, 2014; (ii) considering the resignation of Mr. Eduardo Karrer, approve the election

of Mr. Fabio Hironaka Bicudo, Brazilian citizen, married, businessman, ID card. n. 35.909.761-3, enrolled with the Taxpayers Register under n. 820.110.876 00, residing and domiciled in the City of So Paulo, State of So Paulo, at Rua Berlioz, 211, Alto de Pinheiros, Zip Code 05467-000, as Chief Executive Officer

and Investor Relations Officer, for a period of two (2) years until the date of the Companys first Board of Directors Meeting following the Companys Ordinary General Shareholders Meeting in 2016, with effective date on February 17th, 2014; and (iii) the Executive Officer elected herein states, under the penalties of law,

that he is not prevented, by special law, from acting as administrator of the Company, nor was convicted or is under the effects of a conviction that precludes, even temporarily, access to public office, or due to conviction for bankruptcy crimes, malfeasance, bribe, graft, embezzlement or crimes against public economy, against the national financial system, against anti-trust laws, against consumer relations, public faith or property. 6. CLOSING AND RECORDING: At 6:30pm, as there was nothing further to be

discussed, the meeting was closed and these minutes were recorded, read and signed by all in attendance. This is a true and correct copy of the Minutes of the Board of Directors Meeting of ENEVA S.A., held on January 27th, 2014, at 6:15pm, duly registered on the corporate books and signed by the members of the Board of Directors. Rio de Janeiro, January 27th, 2014.

_________________________ Rodrigo Beraldo Secretary