Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.  

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Manual for Participation in the Special and Annual Shareholders’ Meetings of March 10, 2015

Information in this Manual also includes:

§  Call Notice;

§  Proposals to be analyzed in mentioned Shareholders’ Meetings; and

§  All information required by CVM Instructions #480 and #481.

Table of Contents

Cidade de Deus, Osasco, SP, February 5, 2015.

Sincerely,

The Shareholders’ Meetings are called and installed in accordance with the law and the Bylaws. Shareholders gathered in the Shareholders’ Meeting have powers to resolve on all matters related  to  the  corporate  purpose  of  the  Company  and  to  make  decisions  considered appropriate to its defense and development. This issue is mentioned in Chapter XI (Articles 121 to 137) of Law # 6,404/76.

In compliance with Article 132 of the aforementioned Law, Corporations must hold their Annual Shareholders’ Meeting within the first 4 (four) months following the end of the fiscal year, to address the following matters:

I.    to  analyze  the  management  accounts,  examine,  discuss  and  vote  on  the  financial statements;

II.   to  resolve  on  the  allocation  of  the  net  income  for  the  year  and  the  distribution  of dividends; and

III.  to elect the management and the fiscal council’s members.

Other matters that are interesting to the Company, when provided by law, bylaws or listed in the Call Notice, will be discussed and resolved at the Special Shareholders’ Meeting.

According to the Sole Paragraph of Article 131 of Law # 6,404/76, the Special and Annual Shareholders’ Meetings may be cumulatively called and held at the same place, date and time, as well as drawn up in single minutes.

Thus, the Call Notice of this Manual expressly lists, in the agenda, all matters to be discussed in the Special and Annual Shareholders’ Meetings, and no other matter pending approval by the shareholders’ meeting shall be included.

The documents mentioned in Article 133 of Law #6,404/76, related to the fiscal year ended on December 31, 2014, were sent to BM&FBOVESPA, CVM, SEC, NYSE, LATIBEX and were made available to shareholders (website) on January 29, 2015, and were published on February 4,  2015 in the newspapers “Diário Oficial do Estado de São Paulo” and “Valor Econômico”, and they may also be viewed on the website www.bradesco.com.br/ir.

These documents are:

I.     Management Report  on  the  business  and  main  administrative facts  of  the  fiscal  year ended;

II.    Financial Statements;

III.   Independent Auditors’ Report;

IV.   Fiscal Council’s Opinion; and

V.    Summary of the Audit Committee’s Report.

All the other documents referring to the Shareholders’ Meetings are part of this Manual and are at the disposal of the shareholders at the Shares and Custody Department of Bradesco, in Núcleo Cidade de Deus, Prédio Amarelo, Vila Yara, Osasco, São Paulo, which may also be viewed on the website www.bradesco.com.br/ir – Corporate Governance – Shareholders, and on BM&FBovespa (www.bmfbovespa.com.br) and CVM (www.cvm.gov.br) websites.

Pursuant to Article 125 of Law # 6,404/76, save the exceptions provided for by law, the Shareholders’ Meeting will be installed, on first call, with the attendance of shareholders representing at least ¼ (one quarter) of the voting capital stock and, on second call, it shall be installed with any number of shareholders.

The Special Shareholders’ Meeting resolving on the amendment to the Bylaws, pursuant to Article 135 of Law # 6,404/76, will be instated on first call with the attendance of shareholders representing at least 2/3 (two thirds) of the voting capital stock, and it may be installed with any number of shareholders on second call.

Holders of common shares

The shareholders holding common shares shall be entitled to vote on all matters listed in the

Agenda.

Holders of preferred shares and non controlling common shareholders

- Board of Directors (item 3 of the Annual Shareholders’ Meeting Agenda)

Pursuant to the provisions of Article 141 of Law # 6,404/76, will be entitled to elect and dismiss a Board of Director’s member, in a separate voting process, except the controlling shareholder, the majority of holders:

I.    of common shares that represent, at least, 15% (fifteen percent) of the total of common shares; and

II.   of preferred shares that represent, at least, 10% (ten percent) of the capital stock.

Verifying that neither the holders of common nor the holders of preferred shares comprise the quantity required in the items above, they will be entitled to combine their shares to elect jointly a member for the Board of Directors, taking into consideration the 10% (ten percent) of the capital stock.

Only shareholders that prove the uninterrupted ownership of shares required during the period of at least 3 (three) months immediately preceding the Shareholders’ Meeting  will be entitled to elect or dismiss Board of Director’s members by means of separate voting process.

- Fiscal Council (item 4 of the Annual Shareholders’ Meeting Agenda)

In the establishment of the Fiscal Council the following standards will be observed:

a) the holders of preferred shares will be entitled to elect, in a separate voting process, 1 (one) member and his/her respective deputy; non controlling common shareholders will have the same right, since there is at least 10% (ten percent) or more of common shares issued by the Company;

b) except for the provisions in the previous item, other common shareholders may elect the sitting and deputy members that, in any case, shall be equal to the number of the elected members in accordance with subparagraph a, plus one.

Multiple Vote Process

Pursuant to CVM Instructions # 165, as of December 11, 1991, and # 282 of June 26, 1998, to request  the  adoption  of  the  multiple  vote  process  to  elect  the  members  of  the Board  of Directors, the requesting shareholders shall represent the minimum of 5% (five percent) of the Company’s voting capital.

As provided for in Paragraph One of Article 141 of Law # 6,404/76, this right shall be exercised by shareholders within 48 (forty-eight) hours before the Shareholders’ Meeting, being the Presiding Board chairing the Meeting responsible for informing the shareholders in advance, in view of the “Attendance Book”, the number of votes necessary to elect each member of the Board of Directors.

5

Attendance

The Company’s shareholders may take part in the Shareholders’ Meetings by attending the meetings at the place they are held and by casting their vote, according to the class of shares held by them (common and/or preferred) and the matters to be voted on.

Pursuant to the provisions in Article 126 of Law # 6,404/76, shareholders must attend the Shareholders’ Meetings providing, in addition to their identification document, a certificate of ownership of the Company’s shares, issued by the depositary and/or custodian financial institution. The management recommends that referred certificate of ownership be sent within 2 (two) business days before the date of the mentioned Shareholders’ Meetings.

Legal entities shareholders, such as Companies and Investment Funds, must be represented in accordance with their Bylaws, Articles of Incorporation or Charters, delivering the documents that evidence the good standing of the representation, having with them the Minutes of the election of Management, as the case may be, at the place and time indicated in item below.

Before the Meetings are installed, shareholders will sign the Attendance Book, which will bear their name, nationality, place of residence, and the number and class of shares they hold.

Shareholders without voting rights may attend the Shareholders’ Meeting and discuss the matters submitted for resolution.