Minutes of The Ordinary General Shareholders' Meeting 04.28.2014

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ENEVA S.A. CNPJ/MF (Taxpayer Registration Number): 04.423.567/0001-21 NIRE (Company Registration Number): 33.3.

0028402-8 (Publicly Held Company)

MINUTES OF THE ORDINARY SHAREHOLDERS MEETING HELD ON APRIL 28TH, 2014

I.

DATE, TIME AND PLACE: On April 28th, 2014, at 11 a.m., at Praia do

Flamengo, n 66, 7th floor, Rio de Janeiro RJ. II. CALL: Call notices published in Dirio Oficial do Estado do Rio de Janeiro, on

March 28th and 31st, and April 1st, 2014 (pages 186, 151 and 54 respectively) and in Dirio Mercantil on March 28th and 31st, and April 1st, 2014 (pages 34, 2 and 2, respectively), in accordance with the provisions of Article 124, item II of Law 6.404/76, as amended. III. ATTENDANCE: Shareholders representing more than 64% (sixty four per cent) Book, as well as Mr. Andr Luiz Santos, representing

of the voting capital of ENEVA S.A. (Company), pursuant to the Shareholders Attendance PricewaterhouseCoopers. Once the required quorum was confirmed, the Meeting was declared to have been legally convened. IV. CHAIR: In accordance with Article 25, Paragraph One of the Companys Bylaws

and with Article 128 of Law 6.404/76, the attending shareholders unanimously and without reservations chose Mr. Fabio Bicudo to act as chairman of the Meeting who, in turn, invited Mr. Rodrigo Beraldo to carry out the duties of Secretary. V. AGENDA: Deliberate on: (i) verify the management accounts, examine, discuss

and vote on the financial statements related to the fiscal year ended on December 31st, 2013; (ii) approve the allocation of the income of the fiscal year ended on December 31st, 2013; and (iii) establish the annual compensation of the Companys management. VI. RESOLUTIONS: The shareholders resolved to:

(i) Approve, unanimously, abstentions duly noted, the management accounts, the financial statements and the management report, all related to the fiscal year ended on December 31st, 2013. As per request of the shareholders FATOR SINERGIA V FUNDO DE INVESTIMENTO EM ACOES and FIA SML3, hereby is recorded that the Companys individual financial statements do not follow the IFRS accounting standard. (ii) Considering the negative results of the fiscal year, at approximately R$ 942.5 million, approve, unanimously, the non-distribution of dividends to the shareholders. (iii) Approve, by majority vote, the establishment of the global annual compensation of the Companys Management at R$ 8.5 million, which shall not necessarily be fully expended, to be valid until the Companys Ordinary Shareholders Meeting to be held in 2015, in accordance with the Management Proposal for this Meeting. As per request of the shareholders FATOR SINERGIA V - FUNDO DE INVESTIMENTO EM ACOES and FIA SML3, hereby is recorded the request to install the Companys Board of Auditors. Considering that the requesting shareholders do not possess the minimum equity interest provided in the CVM Instruction 324 to allow the installation of the Board and that no other shareholder supported the proposal, the Companys Board of Auditors was not installed. VII. RECORDING OF THE MINUTES: The recording of these minutes in summary form was approved, pursuant to paragraphs one and two of article 130 of Law 6,404/76, and publication of the Minutes with omission of the signatures of the shareholders was authorized. VIII. ENCERRAMENTO: As there was nothing further to be discussed, the Meeting was closed after drafting of these Minutes, which were read, approved and signed by all attending shareholders. Signatures: Chairman: Fbio Bicudo, Chairman and Rodrigo Beraldo, Secretary. IX.ATTENDING SHAREHOLDERS: CENTENNIAL ASSET MINING FUND LLC (by proxy Bernardo Daudt); CENTENNIAL ASSET BRAZILIAN EQUITY FUND LLC (by proxy Bernardo Daudt); EIKE FUHRKEN BATISTA (by proxy Bernardo Daudt); DD BRAZIL HOLDINGS S..R.L. (by proxy rico Lopes Tonussi); NORGES BANK; THE BOEING COMPANY EMPLOYEE RETIREMENT PLANS MASTER TRUST; VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND, A SERIES OF VANGUARD STAR FUNDS;

DOMINION RESOURCES, INC. MASTER TRUST; PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO; THE PENSION RESERVES INVESTMENT MANAGEMENT BOARD; WHEELS COMMON INVESTMENT FUND; FORD MOTOR COMPANY DEFINED BENEFIT MASTER TRUST; VANGUARD FTSE ALL-WORLD EX-US INDEX FUND, A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX; FUNDS; RENAISSANCE GLOBAL INFRASTRUCTURE FUND; VANGUARD TOTAL WORLD STOCK INDEX FUND, A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS; MELLON BANK N.A EMPLOYEE BENEFIT COLLECTIVE INVESTMENT FUND PLAN; VERIZON MASTER SAVINGS TRUST; EATON VANCE TRUST CO COMMON TRUST FUND - PARAMETRIC STRUCTURED EMERGING MARKETS EQUITY COMMON TRUST; LVIP BLACKROCK EMERGING MARKETS INDEX RPM FUND; RARE INFRASTRUCTURE GLOBAL VALUE FUND L.P.; CITY OF NEW YORK GROUP TRUST; MARKET VECTORS - LATIN AMERICA SMALL - CAP INDEX ETF; AMUNDI ACTIONS EMERGENTS; COLLEGE RETIREMENT EQUITIES FUND; EMPLOYEES RETIREMENT SYSTEM OF TEXAS; ISHARES MSCI BRAZIL SMALL CAP ETF; STATE OF CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM; EMERGING MARKETS SMALL CAPITALIZATION EQUITY INDEX FUND; EMERGING MARKETS SMALL CAPITALIZATION EQUITY INDEX NON-LENDABLE FUND; EMERGING MARKETS SMALL CAPITALIZATION EQUITY INDEX NON-LENDABLE FUND B; MARKET VECTORS BRAZIL SMALL-CAP ETF; RGIME DE RETRAITE DU PERSONNEL DES CPE ET DES GARDERIES PRIVES CONVENTIONNES DU QUBEC; AMUNDI FUNDS; THE XSTRATA CANADA PENSION FUNDS TRUST - FOREIGN EQUITY FUND; UTAH STATE RETIREMENT SYSTEMS (by proxy Anali Penteado Buratin); FATOR SINERGIA V - FUNDO DE INVESTIMENTO EM ACOES; FIA SML3 (by proxy Rosa Maria de Jesus da Silva Costa de Castro). Rio de Janeiro, April 28th, 2014.

___________________________ Fbio Bicudo Chairman

___________________________ Rodrigo Beraldo Secretary

ATTENDING SHAREHOLDERS:

__________________________ EIKE FUHRKEN BATISTA (by proxy Bernardo Daudt)

__________________________ CENTENNIAL ASSET MINING FUND LLC (by proxy Bernardo Daudt)

__________________________ CENTENNIAL ASSET BRAZILIAN EQUITY FUND LLC (by proxy Bernardo Daudt)

__________________________ DD BRASIL HOLDINGS S..R.L (by proxy rico Lopes Tonussi)

__________________________ (by proxy Anali Penteado Buratin) NORGES BANK THE BOEING COMPANY EMPLOYEE RETIREMENT PLANS MASTER TRUST VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND, A SERIES OF VANGUARD STAR FUNDS DOMINION RESOURCES, INC. MASTER TRUST PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO THE PENSION RESERVES INVESTMENT MANAGEMENT BOARD WHEELS COMMON INVESTMENT FUND FORD MOTOR COMPANY DEFINED BENEFIT MASTER TRUST VANGUARD FTSE ALL-WORLD EX-US INDEX FUND, A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS RENAISSANCE GLOBAL INFRASTRUCTURE FUND FUNDS MELLON BANK N.A EMPLOYEE BENEFIT COLLECTIVE INVESTMENT FUND PLAN VERIZON MASTER SAVINGS TRUST EATON VANCE TRUST CO COMMON TRUST FUND-PARAMETRIC STRUCTURED EMERGING MARKETS EQUITY COMMON TRUST LVIP BLACKROCK EMERGING MARKETS INDEX RPM FUND RARE INFRASTRUCTURE GLOBAL VALUE FUND L.P.

VANGUARD TOTAL WORLD STOCK INDEX FUND, A SERIES OF VANGUARD INTERNATIONAL EQUITY I

CITY OF NEW YORK GROUP TRUST MARKET VECTORS - LATIN AMERICA SMALL - CAP INDEX ETF AMUNDI ACTIONS EMERGENTS COLLEGE RETIREMENT EQUITIES FUND EMPLOYEES RETIREMENT SYSTEM OF TEXAS ISHARES MSCI BRAZIL SMALL CAP ETF STATE OF CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM EMERGING MARKETS SMALL CAPITALIZATION EQUITY INDEX FUND EMERGING MARKETS SMALL CAPITALIZATION EQUITY INDEX NON-LENDABLE FUND EMERGING MARKETS SMALL CAPITALIZATION EQUITY INDEX NON-LENDABLE FUND B MARKET VECTORS BRAZIL SMALL-CAP ETF RGIME DE RETRAITE DU PERSONNEL DES CPE ET DES GARDERIES PRIVES CONVENTIONNES DU QUBEC AMUNDI FUNDS THE XSTRATA CANADA PENSION FUNDS TRUST - FOREIGN EQUITY FUND UTAH STATE RETIREMENT SYSTEMS

__________________________ (by proxy Rosa Maria de Jesus da Silva Costa de Castro) FATOR SINERGIA V - FUNDO DE INVESTIMENTO EM ACOES FIA SML3 ***

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