The following is a non official translation for information purposes only of the fax message
addressed to the Company and the annexes thereto.
“To the Board of the General Meeting of IMPRESA – Sociedade Gestora de Participações
Sociais, S.A.
Dear Sirs,
Pursuant to article 23-A, number 2, of the Portuguese Securities Code, and on behalf of the
Shareholder CTN – Conteúdos Transnacionais, S.A., we hereby send a request for the
inclusion of an additional Item in the Agenda of the General Meeting of IMPRESA –
Sociedade Gestora de Participações Sociais, S.A., which will be held by 11.00 a.m. on April
24, 2012, in the Auditório Luiz Vasconcellos, at Edifício S. Francisco Sales, Rua Calvet de
Magalhães, 242, Paço de Arcos, as well as the respective resolution proposal.
Best regards,
David Luzia Apolónia
[Signature]
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CTN – CONTEÚDOS TRANSNACIONAIS, S.A.
To: Chairman of the General Meeting of
IMPRESA – Sociedade Gestora de
Participações Sociais, S.A.,
Rua Ribeiro Sanches, 65,
1200-787 Lisboa
Lisbon, April 4, 2012
Subject: General Meeting of IMPRESA – Sociedade Gestora de Participações
Sociais, S.A., which will be held by 11.00 a.m. on April 24, 2012, in the Auditório
Luiz Vasconcellos, at Edifício S. Francisco Sales, Rua Calvet de Magalhães, 242,
Paço de Arcos.
Proposal regarding the Item requested by CTN CONTEÚDOS TRANSNACIONAIS,
S.A. to be included on the Agenda of the General Meeting of IMPRESA – Sociedade
Gestora de Participações Sociais, S.A.
Pursuant to article 23-A, number 2 of the Decree-Law no. 486/99 of 13th November, as
amended by Decree-Law no. 71/20010 of 18th June (“CVM”), CTN - CONTEÚDOS
TRANSNACIONAIS, S.A., legal person number 509.163.351, with the share capital of €
50.000,00 and its registered office at Rua Vítor Cordon, n.º 19, Mártires, Lisbon, 1200-482
Lisbon, holder of 3,50% of the share capital of IMPRESA – Sociedade Gestora de
Participações Sociais, S.A. (“IMPRESA”), hereby proposes that the article 11 of the
Company’s Articles of Association is amended to read as follows:
Article 11
1. […]
2. […]
3. […]
4. A minority of shareholders having voted against a motion which was passed for the election of directors
shall have the right to appoint one director, provided that this minority represents at least 10% of the share
capital.
5. The election provided for in the previous number is made from among the shareholders who have voted
against the motion which was passed at the election of directors, at the same meeting, and director elected in
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this manner shall automatically replace the person who received the fewest votes on the winning list or, in the
case of tied votes, the person occupying last place on the same list.
6. For the purposes of number 4 of this article, it is considered that the shares held by persons which are in
the situations provided in article 20 of Portuguese Securities Code are owned by the relevant shareholders.
For CTN - CONTEÚDOS TRANSNACIONAIS, S.A.
[Signature]
[Signature]
José Eduardo Moniz
(Director)
Fernando Maia Cerqueira
(Director)
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CTN – CONTEÚDOS TRANSNACIONAIS, S.A.
To: Chairman of the General Meeting of
IMPRESA – Sociedade Gestora de
Participações Sociais, S.A.,
Rua Ribeiro Sanches, 65,
1200-787 Lisboa
Lisbon, April 4, 2012
Subject: General Meeting of IMPRESA – Sociedade Gestora de Participações
Sociais, S.A., which will be held by 11.00 a.m. on April 24, 2012, in the Auditório
Luiz Vasconcellos, at Edifício S. Francisco Sales, Rua Calvet de Magalhães, 242,
Paço de Arcos.
Request for the inclusion of an Item in the Agenda of the General Meeting of IMPRESA –
Sociedade Gestora de Participações Sociais, S.A.
Pursuant to article 23-A, number 2 of the Decree-Law no. 486/99 of 13th November, as
amended by Decree-Law no. 71/20010 of 18th June (“CVM”), and considering that the
maximum delay of five days following the Notice of the General Meeting which will be
held on April 24, 2012 provided in said article is being complied with, CTN CONTEÚDOS TRANSNACIONAIS, S.A., legal person number 509.163.351, with the
share capital of € 50.000,00 and its registered office at Rua Vítor Cordon, n.º 19, Mártires,
Lisbon, 1200-482 Lisbon, holder of a share capital of 3,5% of IMPRESA – Sociedade
Gestora de Participações Sociais, S.A. (“IMPRESA”), hereby requests the inclusion of the
following Item in the Agenda:
1. To discuss and resolve upon amendments to the Company’s Articles of
Association and, as a result, to amend article 11, number 4, of Company’s Articles
of Association and to add three numbers to the mentioned article.
Pursuant to article 23-A, number 2, paragraph a), of the CVM please find attached a
resolution proposal regarding the Item which inclusion in the Agenda is hereby requested.
In addition, pursuant to article 23-A, number 2, c) of the CVM and article 377, number 8
of the Portuguese Companies Code, it is also requested that the Item to be included on the
Agenda as well the attached resolution proposal, are disclosed to the Shareholders in the
same manner used to disclose the convening notice.
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Attachment: Resolution proposal regarding the Item to be included on the Agenda.
For CTN - CONTEÚDOS TRANSNACIONAIS, S.A.
[Signature]
[Signature]
José Eduardo Moniz
(Director)
Fernando Maia Cerqueira
(Director)”
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