ENEVA S.A.

CNPJ/MF nº 04.423.567/0001-21

State Registration Number (NIRE) 33.3.0028402-8

Publicly Held Company

MINUTES OF THE BOARD OF DIRECTORS' MEETING

HELD ON MAY 19, 2021

  1. DATE, TIME AND PLACE: On May 19, 2021, at 6 pm, at the registered office of
    ENEVA S.A. ("Company"), located at Praia de Botafogo, nº 501, bloco I, 4th and 6th floors, part, Botafogo, Zip Code 22250-040, in the City of Rio de Janeiro, State of Rio de Janeiro.
  2. CALL NOTICE AND ATTENDANCE: The call of this Board of Directors' meeting was carried out pursuant to article 14, §1 of the Company's bylaws and was attended by all its members, pursuant to article 14, §3 of the bylaws, namely: Jerson Kelman, Renato Antônio Secondo Mazzola, Marcelo Pereira Lopes de Medeiros, Guilherme Bottura, Felipe Gottlieb, Elena Landau and Henri Philippe Reichstul.
  3. BOARD: After the verification of the attendance and availability of the members of the Board of Directors, the chairmanship was assumed by Jerson Kelman, who appointed Thiago Freitas to act as Secretary.
  1. AGENDA: Resolve regarding the Company's stock capital increase.
  2. RESOLUTIONS: After the matters included in Agenda were submitted and discussed, the members do Company's Board of Directors voted and unanimously resolved to:
    1. approve the capital stock increase of the Company in a total amount of R$ 12,714,424.73 (twelve million, seven hundred and fourteen thousand, four hundred and twenty-four reais and seventy-three cents), within the limit of authorized capital provided for in article 6 of the Company's Bylaws, by issuing 784,115 (seven hundred and eighty-four thousand, one hundred and fifteen) common shares, excluding the preemptive right for subscription by the other shareholders, pursuant to article 171, paragraph 3 of the Brazilian Corporation Law, at the issue price of R$ 16.2150 (sixteen reais and two thousand one hundred and fifty thousandths of reais) per share, corresponding to the average closing price of shares of the Company, weighted by the volume, in the 5 (five) business days following the date of execution of the term of exercise by the participant, according to article 170 item III, paragraph 1 of the Brazilian
      Corporation Law, and in accordance with the terms of the Company's Second
      Stock Option or Share Subscription Plan, as approved by the meeting of the
      Board of Directors of the Company held on May 10, 2017, as amended ("Plan"),

within the scope of the Stock Option or Subscription Program approved by the Extraordinary General Meeting of Shareholders of the Company on August 2, 2016, the copy of which has been filed at the Company's headquarters.

Common shares issued hereunder will be attributed to beneficiary, as a result of the exercising of stock options granted within the scope of said Plan. The subscription of the common shares will occur by signature of the subscription reports by the subscriber and the respective payment of the shares shall be made in national currency.

The shares issued will have characteristics and rights identical to those of the existing shares and will be entitled to dividends, interest on equity or any other remuneration declared after their payment.

Due to the above resolutions, the Company's stock capital will increase from the current R$ 8,917,050,884.21 (eight billion, nine hundred and seventeen million, fifty thousand, eight hundred and eighty-four reais and twenty-one cents), to R$8.929.765.308,94 (eight billion, nine hundred and twenty-nine million, seven hundred and sixty-five thousand, three hundred and eight reais and ninety-four cents) divided into 1,266,038,219 (one billion, two hundred and sixty-six million, thirty-eight thousand, two hundred and nineteen) registered common shares with no par value.

6 CLOSING: With nothing else to address, the Meeting was adjourned. The minutes of the Meeting was read and approved by the Board of Directors' members.

  • I certify that this is a true copy of the minutes drawn up in the proper book -

Rio de Janeiro, May 19, 2021

_____________________________

Thiago Freitas

Secretary of the Meeting

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Eneva SA published this content on 19 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 May 2021 22:02:07 UTC.