Material Fact

MATERIAL FACT

São Paulo, October 23, 2015 – Rossi Residencial S.A. (BM&FBOVESPA: RSID3; OTC: RSRZY), a corporation with registered office in the city and state of São Paulo, at Avenida Major Sylvio Magalhães Padilha, n.º 5.200, Edifício Miami, Bloco C, Conjunto 31, Bairro Jardim Morumbi, with articles of incorporation filed with the State of São Paulo Board of Trade under Company Registry (NIRE) 35.300.108.078, inscribed in the corporate taxpayers register (CNPJ/MF) under no. 61.065.751/0001-80, registered as a category "A" public company with the Securities and Exchange Commission of Brazil ("CVM") under code 01630-6 ("Company"), in compliance with Article 157, Paragraph 4 of Federal Law 6,404 of December 15, 1976, as amended, and with CVM Instruction 358 of January 3, 2002, as amended, hereby announces the following to its shareholders and the market in general:

The Company received yesterday, a letter from the BM&FBOVESPA S.A. – Securities, Commodities & Futures Exchange ("BM&FBOVESPA"), which is fully reproduced in Appendix I ("Letter").

According to the Letter, BM&FBOVESPA observed that in the period from August 18, 2015 to September 29, 2015, the price of the shares issued by the Company remained below one real (R$ 1.00) per share, which would contravene item 5.2.f of the Rules of Listing by Issuers and Admission of Securities for Trading and the Issuer’s Manual of BM&FBOVESPA.

Thus, pursuant to the Rules of Listing by Issuers and Admission of Securities for Trading and the Issuer’s Manual, BM&FBOVESPA requested: (i) the disclosure of a material fact notice informing the contents of the Letter; (ii) the disclosure by November 6, 2015, a material fact notice containing the timetable and procedures for adjusting the price of the Company’s shares; and (iii) to take the necessary measures, by the date of the Annual Shareholders‘ Meeting of the Company, to restore the share price to the minimum limit of one real (R$ 1.00).

The Company informs that it will comply with the requests made by BM&FBOVESPA and will take the necessary measures within the established deadlines.

Finally, the Company reaffirms its commitment to keep its shareholders and the market informed of further developments in this matter.

Fernando Miziara de Mattos Cunha
Chief Financial and Investor Relations Officer

Investor Relations:
Phone: +55 (11) 4058-2502
ri@rossiresidencial.com.br