São Paulo, December 11th, 2015
NOTICE TO THE MARKET
Resignation of Board Member Maria Tereza de Andrade Sichieri
TEREOS INTERNACIONAL
S.A. ("Tereos Internacional" or "Company"), publicly-held
company (BM&FBOVESPA: "TERI3"), hereby informs its shareholders
and the market in
general, that Mrs. Maria Tereza de Andrade Sichieri submitted to the management of the Company her letter of resignation to the office of Independent Member of the Board of Directors of the Company. The letter clarifies that the resignation was motivated by the interest of Mrs. Sichieri to participate, as a minority shareholder, in an freely way in the
process of the unified tender
offer of the shares of the Company, disclosed through the
Material Fact of December 4th, 2015, without being bound to the management of the Company.
With the resignation of Mrs. Sichieri, the Board of Directors will be composed of eight (8)
members, from which three
(3) of those are independent, duly complying with the
requirement provided on item 4.3. of Novo Mercado Rules, related to the obligation of the Company to have a Board of Directors composed of, at least, twenty percent (20%) of "Independent Members" (as defined on item 2.1 of Novo Mercado Rules)
The Board of Directors shall define if an alternate will be nominated to occupy such office
until the next general shareholders meeting, under the terms of
Article 150, of the
Corporations Law, or if an Extraordinary General Shareholders Meeting will be called to deliberate about the reduction of the number of effective members of the Board of Directors for the current term, from nine (9) to eight (8) members.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Marcus E. Thieme
Investor Relations Executive Officer
Felipe F. Mendes Investor Relations Manager Tel: +55 (11) 3544-4900
ri@tereosinternacional.com
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