Institutional Presentation December 31, 2015

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1 Institutional Presentation December 31, 2015

2 Disclaimer The statements contained in this report regarding the outlook on business, estimations on financial and operational results and growth prospects for COMGÁS are merely estimations and, as such, are based exclusively on management expectations regarding future events and tendencies, that affect or may affect the business. These estimations are subject to many risks and uncertainties and are made considering the information currently available, and depend, substantially on market conditions, the Brazilian economy's performance, the business sector and international markets, and are therefore subject to change without prior notice. Because of these uncertainties, the investor should not make any investment decisions based on these estimations and declarations on future operations.

3 Company Overview

4 History More than a hundred years of history 2012: Cosan acquires 60.1% of Comgás social capital from British Gas (BG). 2015: More than 1.5 million customers connected to the network 2010: Comgás is consolidated as Brazil s largest natural gas distributor responsible for more than 30% of the sales of natural gas in the country 2011: Comgás reached customer 1,000, : The company goes public and is traded on the São Paulo Stock Exchange (Bovespa) beginning in : Privatization - The consortium formed by British Gas and Shell obtain a controlling stake in Comgás 1912: The Canadian company Light assumes ownership 1959:The company is nationalized and renamed Companhia Paulista de Serviços de Gás (Comgás) 1872: The British company San Paulo Gas receives authorization to explore the concession of public services of illumination in São Paulo

5 Shareholder Structure Shell Gas BV 100% Cosan S.A. Indústria e Comércio Shell Brazil Holding BV Integral Investments BV Others (free float) 61.33% 6.12% 11.46% 21.08%

6 Highlights Solid regulatory framework and transparent concession scheme Premium asset located in a strategic concession area Favorable prospects for natural gas in Brazil ZERO INJURY AND HIGH PERFORMANCE Substantial growth in the residential and commercial segments Impressive track record: Significant growth, profitability and solid capital structure Diversified client base

7 Premium Asset Concession Area CONCESSION AREA ADVANTAGES GAS BRASILIANO Pipeline intersection (GASBOL, GASAN, GASPAL) Short distance to supply (Santos Basin) High demographic density NATURAL GAS SPS COMGÁS 177 Cities 26% of Brazil s GDP Largest distributor of natural gas in Brazil SEGMENTS (December 2015) Production of OFFSHORE Natural Gas RESIDENTIAL: 1.5 million householders COMMERCIAL: 14,879 customers INDUSTRIAL: 1,100 customers COGENERATION: 28 customers THERMAL GENERATION: 2 plants NGV: 276 gas stations POTENTIAL POPULATION: 30.9 Mi HOMES: 9.2 Mi VEHICLES: 12.3 Mi

8 Growth Since Privatization Net Revenue R$ mm Volume bi m³ CAPEX R$ mm 6, Network Km Municipalities Meters 14, ,100,028 2, ,

9 Regulation REGULATED PRICES AND TARIFFS RULES Production and Transportation: ANP (Federal Parts)... Distribution: ARSESP (Government Parts) Market Customers Residential and Commercial (small volumes) Trading and distribution during the concession period As a public service provider, Comgás activities are regulated by ARSESP, a government institution of São Paulo State, which delegated to Comgás a 30-year term, starting in May 1999 for public service exploration with a onetime renewal possibility for 20 more years. Other Markets Customers (large volumes) Trading up to 12 years (starting on contract subscription date) and distribution for the entire concession period Note: With the opening trading, in 2011, the users with consumption over 300,000 m 3 /month are considered potentially free.

10 Regulation - ARSESP The Concession Agreement forces tariff reviews every 5 years Maximum Pre-defined Tariffs (P0) (discounts may be applied) Tariffs Readjustment X Factor and K Factor Initial Tariff Structure includes: WACC over the Regulatory Asset Base + Investments Operational Expenses Annual Margin adjustment by inflation index (IGPM) excluding the X Factor and the K Factor: P0 * (IGPM X Factor ) + K Factor X Factor: Fixed efficiency factor to be considered in the PO annual update. In this 3rd tariff cycle, the X Factor was set at 0.82% per year. Depreciation Sales Volume Gas costs pass through (gas and transportation) every May 31st (or when reaching the 3.5% trigger of the previous years net income). K Factor: Adjustment factor that compensates deviations from the maximum margin earned regarding the maximum margin permitted. Tariff review for the 3rd Cycle ( ): P0 established in R$/m³ Commercialization Margin set at 1.9% The tariff review schedule for the 4th Cycle has not been released yet by ARSESP

11 Volume in million of m Volume Market Margin 66% 6% 4% 4% 2% 25% 2% 9% 60% 18% 2% 3% 6

12 Natural Gas Supply Contracts Daily quantity contracted: approximately 13.3 millions of m³/day, besides auction contracts. Daily quantity demanded: approximately 12.0 millions of m³. Contract TCQ (Bolivian) Firm (National) UTE - Fernando Gasparian Model Firm Firm Back to Back Gas Source Bolivian National Undetermined DQC 8.10 MMm³/day 5.22 MMm 3 /day 2.76 MMm 3 /day End of Contract jul/19 dec/19 dec/15 Commodity + Transporte Fixed Charge + Variable Charge Price Transportation: anual readjustment according to american inflation: CPI Fixed Charge: anual readjustment by IGP-M PPI + IGPM and exchange variation according to the American dollar Commodity: quarterly correction based on Oil Basket + Exchange Rate Variable Charge: quarterly correction based on Oil Basket

13 Segments RESIDENTIAL COMMERCIAL 1.5 million residential customers Geographic expansion capturing around 100,000 customers a year More than 14.8 thousand customers Focus on small and medium businesses New real estate projects New construction processes New bath system Saturation of inhabited buildings New applications: collective laundry, pool heaters and environments Agility in new customer connection New applications: pizza oven, air conditioning and motor generators Exclusive sales team Launch of Comgás Shops

14 Segments INDUSTRIAL AUTOMOTIVE Portfolio of over a thousand clients 281 gas stations Savings and environmental benefits Expansion in the small and medium industry New applications: forklifts Partnership with Investe SP Assessment of opportunities for bifuel motor generators Focus on heavy users (taxis and fleets) Partnerships with suppliers, dealers and fleet owners Public incentives Search: MVA and property taxes Partnerships with banks to finance residential customers (retail)

15 Segments 26 Customers COGENERATION Efficiency and energy security in the medium and long term THERMAL GENERATION 2 Plants Partnership with suppliers seeking to reduce the installation cost Development of a public plan of distributed generation Demand depends on the thermal dispatch level (determined by the Government) Gas contracts back to back Rating for export plants of electricity in existing customers

16 Financial Highlights

17 Financial Performance CAGR (00-15) 18,6% -2,9% EBITDA Q14 4Q15 CAGR (00-15) 19,1% +4,2% 699 Net Income Q14 4Q15 7

18 Regulatory Current Account In millions of R$ 0,89 0,94 0,73 0,80 0,85 0, , , , Dec 10 Mar 11 Jun 11 Sep 11 Dec 11 Mar 12 Jun 12 Sep 12 Dec 12 Mar 13 Jun 13 Sep 13 Dec 13 Mar 14 Jun 14 Sep 14 Dec 14 Mar 15 Jun 15 Sep 15 Dec 15 Current Account 10

19 Investments -21% Q Added Network (Km) Q

20 Debt Structure In thousands of R$ Debt Amortization Schedule Debt Composition - Dec/15 Others 12% EIB 23% Debentures 31% BNDES 34% and forward 9

21 Guidance 2015 Guidance Guidance Min Max Actual Min Max Total customers (thousand) Volume ex-thermal (thousand m³) EBITDA Normalized (R$mm) EBITDA IFRS (R$mm) CAPEX (R$mm)

22 Investor Relations ri.comgas.com.br (11) comgas.com.br NELSON GOMES CEO and IRO ANDRÉ MENEGUETI SALGUEIRO Investor Relations Manager Av. Pres. Juscelino Kubitschek, nº 1327, 15º andar - Vila Nova Conceição - CEP / São Paulo - SP - Brasil

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