Extraordinary General Meeting - August 7, 2019 - 11 am: Convocation and Proposal

COMPANHIA ENERGÉTICA DE MINAS GERAIS -

CEMIG

LISTED COMPANY - CNPJ 17.155.730/0001-64 - NIRE 31300040127

EXTRAORDINARY

GENERAL MEETING OF STOCKHOLDERS

CONVOCATION

Stockholders are hereby called to an Extraordinary General Meeting of Stockholders to be held on August 7, 2019 at 11 a.m., at Avenida Barbacena 1200, 21st floor, Belo Horizonte, Minas Gerais, Brazil, to decide on:

Changes to the by-laws.

Any stockholder who wishes to be represented by proxy at the said General Meeting of Stockholders should obey the precepts of Article 126 of Law 6406 of 1976, and of §2 of Clause 10 of the Company's by-laws, by exhibiting at the time, or depositing, preferably by August 5, 2019, proofs of ownership of the shares, issued by a depositary financial institution, and a power of attorney with specific powers, at Cemig's Corporate Executive Office (Superintendência da Secretaria Geral) at Av. Barbacena 1200, 21st Floor, A2 Wing, Belo Horizonte, Minas Gerais, Brazil.

Belo Horizonte, July 4, 2019

Márcio Luiz Simões Utsch

Chair of the Board of Directors

Av. Barbacena 1200

Santo Agostinho 30190-131 Belo Horizonte, MG

Brazil

Tel.: [phone] Fax [phone]

Page 1 of 8

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

PROPOSAL

BY THE BOARD OF DIRECTORS

TO AN

EXTRAORDINARY GENERAL MEETING OF STOCKHOLDERS

TO BE HELD ON A DATE YET TO DE DECIDED

April 24, 2019

Dear Stockholders:

The Board of Directors of Companhia Energética de Minas Gerais - CEMIG,

whereas:

• Certain changes to the by-laws are necessary to clarify the competencies for appointments of members of the Executive Boards, Audit Boards and Boards of Directors of the Company's wholly-owned and other subsidiaries and affiliates; to change the number of members of the Audit Committee; and to adapt the drafting of the provision governing liability insurance;

do now propose to you approval of the following changes to the Company's by-laws:

		FROM					TO
"Clause 22 - [...]			"Clause 22 - [...]
§4	The	following matters shall require	a		§4	The following matters shall require a
decision by the Executive Board:			decision by the Executive Board:
(...);					(...);
					m)	Approval of nominations for positions on
					the Boards of Directors, Audit Boards and
					Executive Boards of wholly-owned and other
					subsidiaries, affiliated companies and consortia in
					which the company participates.
Clause 24	The Audit Committee is	an		Clause 24	The Audit Committee is an
independent, consultative, permanent body, with		independent, consultative, permanent body, with
its own budget allocation. Its objective is to		its own budget allocation. Its objective is to
provide advice and support to the Board of		provide advice and support to the Board of
Directors, to which it reports. It also has the		Directors, to which it reports. It also has the
responsibility of other activities attributed to it by		responsibility of other activities attributed to it by
legislation.				legislation.
§1º	The Audit Committee has three members,		§1	The Audit Committee has fourmembers,
the majority of them independent, nominated and		the majority of them independent, nominated and
elected by the Board of Directors in the first		elected by the Board of Directors in the first
meeting after the Annual General Meeting, for		meeting after the Annual General Meeting, for
periods of office of three years, not to run		periods of office of three years, not to run
concurrently. One re-election is permitted.			concurrently. One re-election is permitted.

Av. Barbacena 1200

Santo Agostinho 30190-131 Belo Horizonte, MG

Brazil

Tel.: [phone] Fax [phone]

Page 2 of 8

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

Clause 43	The Company will provide	Clause 43	The Company will provide
defense, on the plaintiff or defendant side, for	defense, on the plaintiff or defendant side, for
members and former members of the Board of	members and former members of the Board of
Directors, the Audit Board and the Executive	Directors, the Audit Board and the Executive
Board in Court and/or administrative proceedings,	Board in Court and/or administrative proceedings,
during or after their periods of office, occasioned	during or after their periods of office, occasioned
by events or acts related to the exercise of their	by events or acts related to the exercise of their
specific functions.	specific functions.
(...)			(...)
§2	Upon decision by the Board of Directors,	§2	Bydecision of the Board of Directors, the
the Company may contract third-party liability	Company shallcontract third-party liability
insurance to cover procedural expenses, fees of	insurance to cover procedural expenses, fees of
counsel and indemnities arising from legal or	counsel and indemnities arising from legal or
administrative actions referred to in the head	administrative actions referred to in the head
paragraph of this Clause.	paragraph of this Clause.
(...)			(...)

As can be seen, the objective of this proposal is to meet the legitimate interests of the stockholders and of the Company, and for this reason it is the hope of the Board of Directors that it will be approved.

Belo Horizonte, April 24, 2019

Márcio Luiz Simões Utsch

Chair of the Board of Directors

Av. Barbacena 1200

Santo Agostinho 30190-131 Belo Horizonte, MG

Brazil

Tel.: [phone] Fax [phone]

Page 3 of 8

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

PROPOSAL

BY THE BOARD OF DIRECTORS

TO AN

EXTRAORDINARY GENERAL MEETING OF STOCKHOLDERS

TO BE HELD ON A DATE YET TO DE DECIDED

May 15, 2019

Dear Stockholders:

The Board of Directors of Companhia Energética de Minas Gerais - CEMIG,

whereas:

• There is a need to change the by-laws, to adapt the drafting to include provision for a "Comfort Letter" in the clause that deals with liability insurance;

do now propose to you approval of the following changes to the Company's by-laws:

		FROM			TO
Clause 43	The Company will provide	Clause 43	The Company will provide
defense, on the plaintiff or defendant side, for	defense, on the plaintiff or defendant side, for
members and former members of the Board of	members and former members of the Board of
Directors, the Audit Board and the Executive	Directors, the Audit Board, the Executive Board
Board in Court and/or administrative proceedings,	and the Audit Committeein Court and/or
during or after their periods of office, occasioned	administrative proceedings, during or after their
by events or acts related to the exercise of their	periods of office, occasioned by events or acts
specific functions.	related to the exercise of their specific functions.
(...)			(...)
§2	Upon decision by the Board of Directors,	§2	By decision of the Board of Directors, the
the Company may contract third-party liability	Company shallcontract third-party liability
insurance to cover procedural expenses, fees of	insurance to cover procedural expenses, fees of
counsel and indemnities arising from legal or	counsel and indemnities arising from legal or
administrative actions referred to in the head	administrative actions referred to in the head
paragraph of this Clause.	paragraph of this Clause.
(...)			(...)
			§6 -	The Company shall issue a Comfort Letter
			to the members of the Board of Directors, the Audit
			Board, the Executive Board and the Audit
			Committee covering acts made in good faith,
			subject to the provisions of law.

As can be seen, the objective of this proposal is to meet the legitimate interests of the stockholders and of the Company, and for this reason it is the hope of the Board of Directors that it will be approved.

Belo Horizonte, May 15, 2019

Márcio Luiz Simões Utsch

Chair of the Board of Directors

Av. Barbacena 1200

Santo Agostinho 30190-131 Belo Horizonte, MG

Brazil

Tel.: [phone] Fax [phone]

Page 4 of 8

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.

PROPOSAL

BY THE BOARD OF DIRECTORS

TO AN

EXTRAORDINARY GENERAL MEETING OF STOCKHOLDERS

TO BE HELD ON A DATE YET TO DE DECIDED

June 13, 2019

Dear Stockholders:

The Board of Directors of Companhia Energética de Minas Gerais - CEMIG,

whereas:

• It is necessary make changes to the by-laws in relation to corporate governance of the Company, to reflect the new management of its business;

do now propose to you approval of the following changes to the Company's by-laws:

FROM

TO

Clause 23 - [...]

Clause 23 - [...]

I -

Duties of the Chief Executive Officer:

I -

Duties of the Chief Executive Officer:

a)

to coordinate and manage the work of the

a)

to coordinate and manage the work of the

Company, and all the strategic and institutional affairs

Company, and all the strategic and institutional affairs

of the affiliated companies, subsidiaries and consortia

of the affiliated companies and subsidiaries, and of the

of which the Company is a part;

consortia of which the Company is a part;

b)

to coordinate preparation, consolidation and

b)

to coordinate preparation, consolidation and

implementation of the Company's Long-term Strategy

implementation of the Company's Long-term Strategy

and Multi-year Business Plan, and those of the affiliated

and

Multi-year Business Plan, and those of the

and subsidiary companies: in the latter case jointly with

affiliated and subsidiary companies: in the latter case

jointly with the Chief Officer responsible, and in both

the Chief Officer responsible, and in both cases with

cases with participation of the other Chief Officers;

participation of the other Chief Officers;

c)

to represent the Company in the Courts, on the

c)

to represent the Company in the Courts, on the

plaintiff or defendant side;

plaintiff or defendant side;

d)

to

sign,

jointly with

one Chief

Officer,

d)

to

sign,

jointly with

one

Chief

Officer,

documents which bind the Company;

documents which bind the Company;

e)

to present the annual report on the Company's

e)

to present the annual report on the Company's

business to the Board of Directors and to the Ordinary

business to the Board of Directors and to the Ordinary

General Meeting of Stockholders;

General Meeting of Stockholders;

f)

to

hire

and dismiss

employees

of

the

f)

to hire and dismiss employees of the Company;

Company;

g)

to

be responsible

for

the

activities

of the

g)

to

be responsible for

the activities

of

the

Management Units controlling Governance, Strategic

Management Units controlling Governance, Strategic

Planning,

Compliance

and

Corporate

Risk

Planning, Compliance and Corporate Risk

Management;

Management;

h)

jointly with the Chief Officer responsible, to

h)

jointly with the Chief Officer responsible, to

propose

to

the

Executive

Board

nominations for

propose to the Executive Board nominations for

management positions in the Company; and

management positions in the Company; and

Av. Barbacena 1200

Santo Agostinho 30190-131 Belo Horizonte, MG

Brazil

Tel.: [phone] Fax [phone]

Page 5 of 8

This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.