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Call Notice - Annual Shareholders’ Meeting

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TPI TRIUNFO PARTICIPAÇÕES E INVESTIMENTOS S.A.
CNPJ n° 03.014.553/000191
NIRE: 35.300.159.845
Public company

CALL NOTICE
ANNUAL GENERAL SHAREHOLDERS' MEETING

 
The Board of Directors of TPITRIUNFO PARTICIPACOES E INVESTIMENTOS S.A. ("Company") by its Chairman, Mr. Luiz Fernando Wolff de Carvalho is pleased to invite the Shareholders to the Company in General Meeting, to be held at 10:00 a.m. of April 26, 2013, at the Hotel Caesar Business, lounges São Paulo 5 and 6, located Rua Olimpíadas, nr 205, São Paulo, SP, CEP 04551000, to deliberate on the following agenda:

(1) take the management accounts, discuss and vote to approve the Financial Statements for the fiscal year ended December 31, 2012; (2) review the proposed capital budget for the year 2013, and allocation of net income for the fiscal year ended December 31, 2012, and to decide on the distribution of dividends; (3) establish the number of offices of the Board of Directors of the Company for the next tenure;(4) elect the Board of Directors of the Company; (5) elect the Supervisory Board of the Company for the year 2013; (6) establish the global compensation of the Directors of the Company to be paid until the Ordinary General Meeting that will decide on the financial statements for the fiscal year that will end on December 31, 2013.

General Information:

The holders of shares issued by the Company will be entitled to participate in the Assembly by themselves, their legal representatives or attorneys, provided that the said shares are recorded in their names with the depository financial institution responsible for the Company's shares recording, Banco Itaú S.A., pursuant to article 126 of the law nr. 6.404/76.

The Shareholders must present themselves in advance to the start time specified in the Call Notice, bearing uptodate proof of ownership of the Company shares, issued by a financial institution depository and / or escrow agent within 48 hours prior to the implementation of the Assembly, together with the following documents: (i) Individuals: identification card with photo; (ii) Legal Entities: certified copy of the last Bylaws or Consolidated Articles of Association and corporate documentation granting powers of representation (minutes of election of directors and / or powers of attorney) as well as identification document with photo of the legal representative(s); (ii) Investment Funds: certified copy of the last Consolidated Charter of the Fund and Bylaws or Articles of Association of its administrator, in addition to corporate documentation granting powers of representation (minutes of election of directors and / or powers of attorney) as well as identification document with photo of the legal representative(s);

The instruments of mandate with special powers of representation in the Assembly are requested to be deposited at the Company Headoffice, at Rua Olimpiadas, 205/ 142/143, São Paulo, SP, 04551000 care of the Board of Legal Coordination, until April 09, 2013.

All the documentation relevant to the matters that will be decided at the Ordinary General Shareholders' Meeting, in accordance with paragraph 6 of article 124 of law No. 6,404/76 and article 6 of CVM Instruction nr. 481/09 shall remain available to the shareholders at the company's headquarters, on the Investor Relations web page of the Company (http://www.triunfo.com/ri) and on the CVM website (www.cvm.gov.br) and on the BM&FBobespa website (www.bmfbovespa.com.br).

The minimum percentage of the voting capital of the Company required for the adoption of the multiple voting for the election of Directors is 5%, pursuant to CVM Instruction No. 165, as amended.

Shareholders will find the instructions to grant powers of attorney in the Management Proposal and in the Manual for Participation in the Annual General Meeting 2013, which is available on the Investor Relations page of the Company ( http://www.triunfo.com/ri/ ) and on the CVM website ( http://www.cvm.gov.br/ ) and on the BM & FBovespa website ( www.bmfbovespa.com.br ).
 
São Paulo, March 26th, 2013.


___________________________________
Luiz Fernando Wolff de Carvalho
Chairman of the Board of Directors
26 March 2013