Smiles Fidelidade S A : Minutes of Board of Directors´Meeting - 05/07/2021

SMILES FIDELIDADE S.A.

CNPJ/MF n° 05.730.375/0001-20

NIRE 35.300.493.095

MINUTES OF THE BOARD OF DIRECTORS MEETING HELD ON MAY 7, 2021

Date, Time and Place: On May 7, 2021, at 4:00 p.m., at the headquarters of Smiles Fidelidade S.A. ("Company"), located in City of Barueri, State of São Paulo, at Alameda Rio Negro, no. 585, Edifício Padauiri, Block B, 2nd floor, rooms 21 and 22, Alphaville, Zip Code 06454-000.

Call and Attendance: Attendance: Call waived due to the presence of all members of the Board

of Directors, namely: Messrs. Constantino de Oliveira Junior, Ricardo Constantino, Paulo Sergio Kakinoff, Rogério Rodrigues Bimbi and André Coji.

Board: Mr. Constantino Junior assumed the chairmanship of the meeting, who invited me, Murilo Cintra Grassi, to serve as secretary.

Agenda: Resolve upon the ratification of the resolution that have approved the merger of the shares issued by the Company by GOL Linhas Aéreas S.A. ("GLA") and, in a subsequent act, the incorporation of the shares issued by GLA by GOL Linhas Aéreas Inteligentes S.A. ("GOL"), as determined by the Company's Extraordinary General Meeting of March 24, 2021 ("Reorganization"), and take notice of the eventual withdrawal rights exercised by shareholders of the Company.

Resolutions: Once the attendance quorum was verified and the present meeting was validly installed, the work was opened. In view of the information transmitted by Itaú Corretora de Valores S.A., the financial institution responsible for the bookkeeping of the shares issued by the Company, the following was unanimously approved:

1. Withdrawal exercise. Inform that shareholders holding 28,220 common shares issued by the Company have exercised their respective right to withdraw, due to the approval of the Reorganization, at the Extraordinary General Meeting of the Company held on March 24, 2021, corresponding to such withdraw a total refund amount of R$298,939.00, to be credited by the Company to the benefit of the dissenting shareholders on May 12, 2021.
2. Authorization. Authorize the Company's management to determine and disclose to the market the consummation date of the Reorganization, as well as take all other measures necessary for the implementation and conclusion of the Reorganization.

1. Authorization to the Board. Authorize the Company's Investor Relations Officer to determine and disclose to the market the consummation date of the Reorganization, as well as take all other measures necessary for the implementation and conclusion of the Reorganization

Closing: There being no further business to discuss, the meeting was ended and these minutes were drawn up, which were read, found compliant and approved by all.

Barueri, May 7, 2021.

Board:

__________________________	__________________________
Constantino de Oliveira Junior	Murilo Cintra Grassi
Chairman	Secretary

Board Members Present:

__________________________	__________________________
Constantino de Oliveira Junior	Ricardo Constantino

__________________________	__________________________
Paulo Sergio Kakinoff	Rogério Rodrigues Bimbi

__________________________

André Coji