OREANDA-NEWS. June 21, 2011. The members of the Company’s Board of Directors were called together on the 20th day of the month of June, 2011, at 5 p.m., at the corporate head office, in Cidade de Deus, Predio Vermelho, 4o andar, Vila Yara, Osasco, SP, under the chairmanship of Mr. Lazaro de Mello Brandao. During the meeting, the Board Members, pursuant to Paragraph 6 of Article 6 of the Company’s Bylaws, and in compliance with the requirements set forth in Paragraphs 1 and 2 of Article 30 of Law # 6,404/76 and with the CVM – Comissao de Valores Mobiliarios (Brazilian Securities and Exchange Commission) Instructions # 10, 268 and 390 of February 14th, 1980, November 13th, 1997 and July 8th, 2003, respectively, resolved:

I) to renew the program to acquire shares issued by the Company to be maintained in treasury and subsequent disposal or cancellation, keeping the same quantities, without decreasing the Capital Stock;

II) to authorize the Company’s Board of Executive Officers to acquire up to 15,000,000 registered book-entry shares, with no par value, comprising of 7,500,000 common shares and 7,500,000 preferred shares, it is incumbent on the Board of Executive Officers to determine the opportunity and the number of shares to be effectively acquired, within the limits authorized and the duration of this resolution.

For the purposes of Article 8 of CVM Instruction # 10, as of February 14th, 1980, it is specified that:

a) the objective of the present authorization is the application of funds registered in the “Profits Reserves - Statutory Reserve”, available for Investments;

b) it shall be valid for the period of 6 (six) months, from June 22nd, 2011 to December 22nd, 2011;

c) pursuant to the provisions in Article 5 of CVM Instruction # 10, the Bank has 2,347,927,706 outstanding shares, comprising of 502,790,462 common shares and 1,845,137,244 preferred shares; and

d) the acquisition process of these shares shall be undertaken at market price and be mediated by Bradesco S.A. Corretora de Titulos e Valores Mobiliarios, with headquarters at Avenida Paulista, 1.450, 7o andar, Bela Vista, Sao Paulo, SP, and Agora Corretora de Titulos e Valores Mobiliarios S.A., with headquarters at Praia de Botafogo, 300, salas 601 and 301, parte, Botafogo, Rio de Janeiro, RJ;

III) in case of cancellation of such purchased shares, the Board of Directors shall be responsible for submitting such cancellation for the approval of the General Shareholders’ Meeting, without decreasing the Capital Stock;

IV) to register that, pursuant to the authorization granted to the Board of Executive Officers, at the Special Meeting # 1,715, held on December 20th, 2010, of this Body, it was verified that 2,487,000 common shares were acquired in the period.

There being no further business to be discussed, the meeting was adjourned and these Minutes were drawn up, which the present Board Members sign. ss) Lazaro de Mello Brandao, Antonio Bornia, Mario da Silveira Teixeira Junior, JJSC  Aguiar Alvarez, Denise Aguiar Alvarez, Luiz Carlos Trabuco Cappi, Carlos Alberto Rodrigues Guilherme and Milton Matsumoto.