BROOKFIELD INCORPORAÇÕES S.A.

Corporate Taxpayer ID (CNPJ/MF): 07.700.557/0001-84
Company Registry (NIRE): 33.3.002.7715-3
Publicly Held Company

MATERIAL FACT BROOKFIELD INCORPORAÇÕES S.A. ("Company"), pursuant to Article 157, Paragraph

4, of Law No. 6404/1976 and CVM Instruction No. 358/2002, hereby informs to the public that the Board of Directors approved, at a meeting held on this date, the execution of a Loan Agreement ("Loan") between the Company and its related party BRKB RE OPP FUND LLC ("BRKB"), by which the latter committed to lend the maximum amount of up to R$
430.000.000,00 (four hundred and thirty million reais) to the Company. The proceeds will be released to the Company in instalments, the first instalment expected to be disbursed on September 19th, 2014, and the last on December 3rd, 2014.
The Company also informs that, on this date, received from its controlling shareholder Brookfield Brasil Participações S.A. a letter signed by Banco Santander (Brasil) S.A. ("Santander"), the institution responsible for preparing the appraisal report of the fair price to be adopted under the public offering for the cancellation of registration in category A and conversion into category B ("Valuation Report"), in which Santander expresses its understanding that the acceleration for 2014 in the release of the new proceeds of said Loan, which in the Valuation Report was expected to take place in 2015, do not result in a material change to the value of the Company which would impact the estimated share value range provided in the Valuation Report. The referred letter of Santander will be made available by the Company on its Investors Relations website (www.ri.br.brookfield.com) and sent to the websites of the Brazilian Securities Commission - CVM and BM&FBOVESPA through the IPE system.
Rio de Janeiro, September 09, 2014.
Sergio Leal Campos
Chief Financial and Investor Relations Officer

distributed by