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/9th floor, in So Paulo/SP, on March 5th, 2013, at 12:30PM.
Participant Board Members Paulo Penido Pinto Marques, Chairman; Nobuhiko
Ikura, Fumihiko Wada, Daniel Agustn Novegil, Roberto Caiuby Vidigal, Alcides Jos
Morgante, Rita Rebelo Horta de Assis Fonseca, Jos Oscar Costa de Andrade, Alosio
Macrio Ferreira de Souza and Marcelo Gasparino da Silva. Secretary-General
Bruno Lage de Arajo Paulino.
The Board Members by the majority of its members approved the preparation of
the minutes in summary form, pursuant article 130, 1st paragraph of the Brazilian
Corporate Law with article 14, 8th paragraph of the Bylaws, with a contrary written
vote (Request) from the Board Member Marcelo Gasparino da Silva, which will be
attached to the respective minutes and filed in the Board of Directors minutes
book.
It is registered herein that the Board Member Marcelo Gasparino da Silva presented
a written vote that will be attached to the respective minutes and filed in the
Companys minutes book. The Administration will timely clarify the points raised.
Agenda:
I Annual Budget for the Management Compensation for the period
between the 2013 Annual Shareholders Meeting (ASM) and the 2014 ASM
The Board, pursuant to the recommendation of the Human Resources Committee
and to the material presented, unanimously, with the abstention of the Board
Member Marcelo Gasparino da Silva, approved the establishment of the amount of
R$37,000,000.00 (thirty seven million reais) as the annual budget for the
Managements compensation and its submission to the Annual Shareholders
Meeting, representing an approximately 6% adjustment in the total amount after 3
years without any increase. The Board, pursuant to the recommendation of the
Human Resources Committee and to the material presented, also unanimously,
with the abstention of the Board Member Marcelo Gasparino da Silva, approved the
amount of R$3,000,000.00 (three million reais) regarding the Stock Option Plan to
Purchase Shares Issued by the Company approved by the Annual and Extraordinary
Shareholders Meeting of 2011 and its submission to the Annual Shareholders
Meeting. The Board unanimously, with the abstention of the Board Member Marcelo
Gasparino da Silva, approved, also, that after the approval of such issue by the
ASM the budget shall be divided in accordance with the material presented.
II - Definition of the date and agenda of the 2013 Annual Shareholders
Meeting - The Board unanimously fixed April 16th, 2013, as the date of the
Companys Annual Shareholders Meeting in order to deliberate on the following:
(1) Appreciation of the Managements report and analysis, discussion and vote on
the financial statements and annual management report for the fiscal year ending
December 31st, 2012; (2) Settlement of the annual budget for the Managements

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

compensation; and (3) Appointment of the members of the Fiscal Council, effective
and alternates, as well as determination of their respective compensation.
III - Hiring of the new Independent Audit firm - The Board, pursuant to the
recommendation of the Audit Committee and to the material presented,
unanimously approved the hiring of Ernst & Young, for a term until the conclusion
of activities related to the 2013 financial statements, including the tax consulting
service.
IV - 2013 Internal Audit Plan - The Board, pursuant to the recommendation of
the Audit Committee and to the material presented, unanimously approved the
2013 Internal Audit Plan.
V - Funding Proposal with Banco do Brasil - The Board, pursuant to the
material presented, unanimously approved the funding proposal with Banco do
Brasil of R$ 300 million as an Export Credit Note (NCE), with an amortization of
50% of the Principal in the 4th year and 50% in the 6th year and semi-annual
interest. The Board unanimously approved, also, the granting of powers to the
Board of Officers to set any and all documents necessary to the concretization of
this transaction.
VI Appointment of the person in charge of the Internal Audit The Board
unanimously approved the inclusion of this item on the meetings agenda. The
Board also approved, unanimously and pursuant to the letter r of article 13 of the
Companys Bylaws, the appointment of the employee Renato Bretas Ferreira as the
person in charge of the Companys Internal Audit, replacing Mr. Gilson Rodrigues
Bentes, who is retiring. The Board thanked Mr. Gilson for his relevant contribution
to the Company in the last 42 years.
VII - Adjournment With no further business, the minutes were closed and were
drawn up in Book 03 with the signature of the participating Board Members and the
Secretary. So Paulo, March 5th, 2013.