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Notice to Shareholders

Oi S.A. - In Judicial Reorganization
CNPJ/MF Nº 76.535.764/0001-43
NIRE 33.30029520-8
Publicly-Held Company

ANNEX 30-XXXII

(CVM Instruction No. 480/09)

Communication about the capital increase approved by the Board of Directors on January 21, 2019

1. Inform the amount of the capital increase and of the new capital stock.Rio de Janeiro, January 15, 2019.

In strict compliance with the Judicial Reorganization Plan approved by the General Creditors’ Meeting held on December 19 and 20, 2017 and ratified by the Judicial Reorganization Court in its decision dated January 8, 2018 and published on February 5, 2018 ("Plan"), and with the Subscription and Commitment Agreement attached to the Plan and also ratified by the Judicial Reorganization Court ("Commitment Agreement"), the Board of Directors, in a meeting held on January 21, 2019, decided to approve the issuance of 272,148,705 new common shares, nominative and without par value, at the issuance price of R$1.24 per share, equivalent to a capital increase of R$337,464,394.20 ("Capital Increase").

The shares issued in the Capital Increase were subscribed by certain investors and managers of investment funds parties to the Subscription Agreement ("Backstop Investors") that opted to receive, in new common shares, the credit related to the premium of guarantee commitment of the capital increase approved by the Board of Directors in October 26, 2018 ("Capital Increase - New Resources"), owed by the Company to the Backstop Investors, in accordance with Clause 6.1.1.3 of the Plan and with the Commitment Agreement.

As a result of the subscription of the new common shares issued in the Capital Increase, and the subscription and payment of the totality of the new common shares issued in the Capital Increase - New Resources, the Company’s capital stock became R$ 32,538,937,370.00, divided in 5,954,205,001 shares, with 5,796,477,760 common shares and 157,727,241 preferred shares, all nominative and without par value.

2. Inform if the increase shall be undertaken through: (a) the conversion of debentures or other debt titles in shares; (b) the exercise of subscription rights or subscription warrants; (c) the capitalization of profits or reserves; or (d) the subscription of new shares.

The Capital Increase was undertaken by the issuance of 272,148,705 new common shares, nominative and without par value, in the form of American Depositary Shares representative of common shares ("ADS"), in accordance with Clause 6.1.1.3 of the Plan and with Clause 5 of the Commitment Agreement.

Oi S.A. - In Judicial Reorganization
Carlos Augusto Machado Pereira de Almeida Brandão
Chief Financial Officer and Investor Relations Officer

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(¹) This translation is still subject to the auditors review

(¹) This translation is still subject to the auditors review

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