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NATURA COSMÉTICOS S.A.
CNPJ/MF nº 71.673.990/0001-77
Publicly Held Company
NIRE 35.300.143.183
MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS
HELD ON APRIL 23, 2013

On April 23, 2013, at 4:00 p.m., at the Company´s branch located in the City of Porto
Alegre, State of Rio Grande do Sul, Av. Carlos Gomes, 300, conj. 402, Edifício Trust
Business Center, CEP 90.480-000, Bairro Auxiliadora, all the members of the Board of
Directors of NATURA COSMÉTICOS S.A. met, having Mr. Pedro Luiz Barreiros
Passos as chairman of the meeting, in order to discuss the following matters:

1.
Elect, as Chairmen of the Board of Directors of the Company, Mr. Plínio
Villares Musetti.

2.
Elect the members of the Committees of the Company, for a term of office of
one (1) year, as of the date hereof, as follows:
Audit, Risk Management and Finance Committee

MARCOS DE BARROS LISBOA
LUIZ ERNESTO GEMIGNANI
ROBERTO OLIVEIRA DE LIMA

Mr. Marcos de Barros Lisboa will be the Chairman of the meeting of the Committee and
is appoint as the "financial expert". Mr. Gilberto Mifano will serve as external
consultant of the Committee. Mrs. Mercedes Stinco shall serve as Secretary of the
Committee meetings.
Organization and People Committee

LUIZ ERNESTO GEMIGNANI
JÚLIO MOURA NETO
RAUL GABRIEL BEER ROTH
ROBERTO OLIVEIRA DE LIMA

Mr. Luiz Ernesto Gemignani will be the Chairman of the Committee's meetings. Mrs.
Fatima Maria Queiroga Raimondi will serve as external participant of the Committee.
Mr. Moacir Salzstein shall serve as Secretary of the Committee meetings.
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Strategy Committee

PLÍNIO VILLARES MUSETTI
MARCOS DE BARROS LISBOA
LUIZ ERNESTO GEMIGNANI
ROBERTO OLIVEIRA DE LIMA

Mr. Plínio Villares Musetti will be the Chairman of the Committee's meetings. Mr.
Moacir Salzstein shall serve as Secretary of the Committee meetings.
Corporate Governance Committee

ANTONIO LUIZ DA CUNHA SEABRA
GUILHERME PEIRÃO LEAL
PEDRO LUIZ BARREIROS PASSOS
PLÍNIO VILLARES MUSETTI

Mr. Plínio Villares Musetti will be the Chairman of the Committee's meetings. Mr.
Moacir Salzstein shall serve as Secretary of the Committee meetings.

3.
Approve, pursuant to Article 20, item XVI of the By-laws of the Company, and
Article 30, Paragraph 1, "b" of Law No. 6,404/76, and CVM Instruction No. 10/80, as
amended, a Stock Repurchase Program regarding the shares issued by the Company,
according to the following:
a)
the maximum term for the acquisition of the Company's shares regarding
the new Stock Repurchase Program will be of 365 days, starting on
April, 29, 2013 and ending on April, 29, 2014. The Executive Officers
shall specify the dates when such repurchase will effectively be carried
out;

b)
the Company's free float is of 173,222,045 shares;

c)
the Company may repurchase up to 2,500,000 common shares, that
represent 1.44% of the aggregate free float;

d)
the shares purchased under the Stock Repurchase Program will be kept as
treasury shares to satisfy the exercise of stock options by the beneficiaries of the
Common Stock Purchase or Subscription Plans approved by the Company; and
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e)
the purchase transactions will be made at market prices according to the
BM&FBOVESPA trading, with the following financial institutions as
intermediates: (1) BTG Pactual, with address at Av. Brigadeiro Faria Lima,
3729, São Paulo, SP; and (2) Itaú Corretora de Valores S.A., with address at Av.
Brigadeiro Faria Lima, 3.400, 10º andar, São Paulo, SP.

The Board of Directors declares that they are not aware of any material fact not
disclosed by the Company. In addition, they establish that the Company's officers shall
suspend the purchase transactions upon the occurrence of any material fact and until
such fact is disclosed.

As there were no further matters to be discussed, these minutes were read, approved and
executed by all present.
Porto Alegre, April 23, 2013.

PEDRO LUIZ BARREIROS PASSOS
Chairman of the Meeting

ANTONIO LUIZ DA CUNHA SEABRA
Director


GUILHERME PEIRÃO LEAL
Director


LUIZ ERNESTO GEMIGNANI
Director


JULIO MOURA NETO
Director


MARCOS DE BARROS LISBOA
Director


PLÍNIO VILLARES MUSETTI
Chairman of the Board of Directors


RAUL GABRIEL BEER ROTH
Director


ROBERTO OLIVEIRA DE LIMA
Director


MOACIR SALZSTEIN
Secretary of the Meeting