GFASY Gafisa SA (PK)

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GAFISA S.A.

Corporate Taxpayers’ ID (CNPJ/MF) No 01.545.826/0001-07

NIRE 35.300.147.952

Publicy-Held Company

TERM OF NON INSTATEMENT OF THE EXTRAORDINARY GENERAL SHAREHOLDERS’ MEETING CALLED FOR FEBRUARY 9, 2017 AT 10 A.M.

1.                   Date, Time and Place . On February 9, 2017, at 10 a.m., at Gafisa S.A. headquarters (“ Company ”), located in the city of São Paulo, State of São Paulo, at Avenida das Nações Unidas, 8.501, 19th floor.

2.                   Call Notice . The first call notice was published on January 10, 11 and 12, 2017, in the “Diário Oficial do Estado de São Paulo”, pages 11, 9 and 17, respectively, and in the “O Estado de São Paulo” newspaper, pages B7, B7 and B9 respectively.

3.                   Attendance . Shareholders representing 55.73% of the Company’s total and voting capital, as per the signatures in the Shareholders’ Attendance Book. Also present Mr. Sandro Rogério da Silva Gamba and André Bergstein, Chief Executive Officer and Chief Financial and Investor Relations Officer, respectively and Mr. Peter Edward Cortes Marsden Wilson, member of Company’s Fiscal Council.

4.                   Presiding Board . Mr. Odair Garcia Senra, President of the Board of Directors and Chairman of the Presiding Board as set forth on §2, Article 8 of the Company’s Bylaws, and Renata de Carvalho Fidale, Secretary.

5.                   Non Instatement . The extraordinary general shareholders’ meeting called to this date has not been installed, due to not having reached the minimum quorum required on first call. According to the legal guidelines, the Company's management will promote the convening of this extraordinary general meeting to be held, on second call, on February 20, 2017, at 10 am. We hereby inform that, at the second call, the referred meeting will be installed with the attendance of any number of shareholders, who will deliberate on the matters as described in the agenda indicated in the call notice.

6.                   Closing . As there were no further issues to be addressed, the present Term of Non Instatement were drawn, which, after being read and found in appropriate terms, was signed by all in attendance.

I hereby certify that this is a true copy of the minutes drawn up in the appropriate corporate book.

São Paulo, February 9, 2017.

__________________________________
Renata de Carvalho Fidale
Secretary