Usiminas Sede

Rua Prof. Jos Vieira de Mendona, 3.011

Engenho Nogueira
31310-260 Belo Horizonte, MG
T 55 31 3499-8000
F 55 31 3499-8899

www.usiminas.com



USINAS SIDERRGICAS DE MINAS GERAIS S/A USIMINAS
CNPJ/MF 60.894.730/0001-05
NIRE 313.000.1360-0
Publicly Traded Company

Minutes of the Ordinary Meeting of the Board of Directors of Usinas Siderrgicas de Minas
Gerais S/A - USIMINAS, held at the Companys office, Av. do Caf, 277, Tower B/9
th
floor, in
So Paulo/SP, on August 28
th
, 2014, at 10AM.

Board Members Participants Paulo Penido Pinto Marques, Chairman; Eiji Hashimoto,
Fumihiko Wada, Daniel Agustn Novegil, Roberto Caiuby Vidigal, Alcides Jos Morgante, Rita
Rebelo Horta de Assis Fonseca, Jos Oscar Costa de Andrade, Marcelo Gasparino da Silva
and Wanderley Rezende de Souza. Secretary-General Bruno Lage de Arajo Paulino.

Also Present the Lawyers: Joo Marcelo Gonalves Pacheco, OAB de n 196277; Rodrigo de
Magalhes Carneiro de Oliveira, OAB de n 87817; Fernando Santiago Dos Santos Zorzo,
OAB de n 185477; Rodrigo Romualdo Moreira, OAB de n 258581; Andre Moraes Marques,
OAB de n 234938; Thiago Jos da Silva, brasileiro, OAB de n 290894; Fabiano Robalinho
Cavalcanti, OAB de n 95.237, supporting the Board Members Effectives and Alternates
Messrs.: Eiji Hashimoto, Fumihiko Wada, Paulo Penido Pinto Marques. Patrcia Campos de
Castro Vras, OAB/MG 77.963, supporting the Board Members Effectives and Alternate Rita
Rebelo Horta de Assis Fonseca, Jos Oscar Costa Andrade e Gileno Antonio de Oliveira;
Moacir Zilbovicius, Eduardo Secchi Munhoz, Ricardo Castorri, Diego Esteban Parise, Fernando
Duelo van Deusen supporting the Board Members Agustn Novegil, Roberto Caiuby Vidigal
and Alcides Jos Morgante.

The Board Members approved, by majority of its members with a contrary vote from the
Board Member Marcelo Gasparino da Silva, the preparation of the minutes in summary form,
pursuant article 130, 1
st
paragraph of the Brazilian Corporate Law and article 14, 8
th

paragraph of the Bylaws.

It is registered herein that the Board Member Marcelo Gasparino da Silva presented a
Request ("Request") which contents were addressed by the Board on each item of the
Agenda, being such Request superseded.

It is registered herein that the Board Members Paulo Penido Pinto Marques, Eiji Hashimoto
and Fumihiko Wada presented a statement as well as a written vote about some items of the
Agenda, which will be attached to the respective minutes and filed in the Board of Directors
Minutes Book.

Agenda:

I Appointment of Mr. Nobuhiko Takamatsu as a Member of the Board of Officers
for a term until the Companys Annual Shareholders Meeting to be held on 2016,
as well as the definition of his respective attribution, in replacement of Mr.
Nobuhiro Yamamoto - The Board unanimously approved the appointment Mr. Nobuhiko
Takamatsu, Japanese, married, engineer, National Foreigner Registry ("Registro Nacional e
Estrangeiro - RNE") # V833659-D, CPF # 019.591.006-02, with professional address at Rua
Professor Jos Vieira de Mendona, 3011, Bairro Engenho Nogueira, in Belo Horizonte/MG,
CEP 30.310-260, for the position of Officer, in replacement to Mr. Nobuhiro Yamamoto.

The Board, by the majority of its members, approved the definition of the term of the Officer
appointed herein as until the next appointment of the Board of Officers, whose term is
extended pursuant to the 4
th
paragraph of article 150 of the Law # 6.404/76.

The Board Members Marcelo Gasparino da Silva and Wanderley Rezende de Souza voted for
the definition of the term of the Officer appointed herein as until the next meeting of the
Board of Directors, in which they propose the appointment of the Board of Officers for a term
until the Annual Shareholders Meeting to be held on 2016.

Usiminas Sede
Rua Prof. Jos Vieira de Mendona, 3.011
Engenho Nogueira
31310-260 Belo Horizonte, MG
T 55 31 3499-8000
F 55 31 3499-8899

www.usiminas.com





The Board Members Paulo Penido Pinto Marques, Eiji Hashimoto, Fumihiko Wada, Wanderley
Rezende de Souza and Marcelo Gasparino da Silva voted for the definition that the ordinary
attributions of the Officer appointed herein shall be those of Corporate Planning Vice-
President Officer, in order for him to have the same ordinary attributions as those of Mr.
Yamamoto.

As requested by the Board Member Rita Rebelo Horta de Assis Fonseca, the Companys
General Counsel declared having obtained a legal opinion from the legal firm Carvalhosa &
Eizirik with regards to the interpretation of the provisions of the Shareholders Agreement,
and explained its contents specifically with regards to the necessity of Ordinary Resolution
for the Board Members appointed by the Controlling Groups Shareholders to vote on the
definition of the ordinary attributions of the Officer appointed herein. In the absence of such
Ordinary Resolution, the General Counsel stated his understanding that the Board Members
bound to the Shareholders Agreement should vote against the definition of such ordinary
attributions. The such legal opinion will be attached to the respective minutes and filed in the
Board of Directors minutes book. The Companys General Counsel declared also that in his
understanding, in view of the provisions of the 8th paragraph of article 118 of the Brazilian
Corporate Law, the vote stated in disagreement with the Shareholders Agreement shall not
be considered by the Chairman of the Board. He also remarked that possible actions against
such provision may be personally attributed to the administrators, pursuant to articles 153 to
160 of the such law.

The Board Members Daniel Agustn Novegil, Roberto Caiuby Vidigal, Alcides Jos Morgante
requested to disregard the votes stated by the Board Members Paulo Penido Pinto Marques,
Eiji Hashimoto, Fumihiko Wada, stated against the definition, at this moment, of the specific
attributions of the Officer appointed herein and, along with the Board Members Rita Rebelo
Horta de Assis Fonseca and Jos Oscar Costa Andrade, voted against the attribution of
functions proposed by the Board Members Paulo Penido Pinto Marques, Eiji Hashimoto,
Fumihiko Wada, since no Resolution has been approved on a Preparatory Meeting, pursuant
to the Shareholders Agreement in force. The Board Members Daniel Agustn Novegil,
Roberto Caiuby Vidigal, Alcides Jos Morgante, Rita Rebelo Horta de Assis Fonseca and Jos
Oscar Costa Andrade presented written votes which will be attached to the respective
minutes and filed in the Board of Directors minutes book.

The Chairman of the Board disregarded, pursuant to 8 paragraph of art. 118 of the
Corporate Law and to his separate written statement, the votes stated by the Board
Members Daniel Agustn Novegil, Roberto Caiuby Vidigal, Alcides Jos Morgante, Rita Rebelo
Horta de Assis Fonseca and Jos Oscar Costa Andrade, due to his understanding that such
votes were stated against the Shareholders Agreement and declared approved with
unanimity of the valid votes, in his understanding, the definition that the ordinary
attributions of the Officer appointed herein shall be those of Corporate Planning Vice-
President Officer, in order for him to have the same ordinary attributions as those of Mr.
Yamamoto.

II - Opening and closing of branches - Ratification and new Granting of Powers -
The Board approved, in accordance with the material which is available at the Board Portal:
i) by the majority of its Members and with contrary vote from the Board Member Marcelo
Gasparino da Silva the ratification of the opening, modification and closing of offices,
branches and facilities, in national territory, which occurred between August 2013 and
August 2014; ii) by the majority of its Members and with contrary votes from the Board
Members Marcelo Gasparino da Silva and Wanderley Rezende de Souza, the delegation of
powers to the Executive Board, for one year, to open, transfer or close offices, branches and
facilities in the national territory only. The delegation of powers granted herein does not
represent authorization to open subsidiaries.


Usiminas Sede
Rua Prof. Jos Vieira de Mendona, 3.011
Engenho Nogueira
31310-260 Belo Horizonte, MG
T 55 31 3499-8000
F 55 31 3499-8899

www.usiminas.com



III Adjournment With no further business, the minutes were closed and were drawn up
in Book 04 with the signature of the participating Board Members and the Secretary. So
Paulo, August 28
th
, 2014.