JHSF PARTICIPAÇÕES S.A.
PUBLICLY-HELD COMPANY
Corporate Taxpayer´s ID (CNPJ/MF) 08.294.224/0001-65
Company Registry ID (NIRE) Nº. 35.300.333.578
MINUTES OF THE BOARD OF DIRECTORS MEETING
HELD ON OCTOBER 20, 2008
DATE, TIME
AND PLACE
On October 24, 2008, at 9 a.m., at the Company´s headquarters, located
at Rua Amauri, 255, 5º floor, in the city and state of São Paulo.
ATTENDANCE
All the members of the Board of Directors attended the Meeting, as per
signatures below.
PRESIDING BOARD Chairman: Sr. Fábio Roberto Chimenti Auriemo
Secretary: Sr. Cláudio Augusto Bonomi
CALL NOTICE
Call notice was waived in view of the attendance of all the members of the
Board of Directors.
AGENDA AND
RESOLUTIONS
AUTHORIZE THE ACQUISITION OF SHARES ISSUED BY THE
COMPANY.
The members of the Board of Directors authorized, by unanimous vote,
after the necessary clarifications were given, the acquisition of up to
7,955,000 (seven million, nine hundred and fifty five thousand)
registered common shares issued by the Company, without nominal
value, with no capital stock reduction, to be kept in the Company´s
treasury for future disposal and/or cancelation, and can also be used to
meet possible demand within the “Company´s Stock Option Plan”
(“Plan”), amount that represents 10% (ten percent) of total of 79,550,000
(seventy nine million, five hundred and fifty thousand) common shares
free float, at this date, and the purpose of this authorization is to invest
the Company´s available resources to increase shareholder value
through an efficient capital structure management. It was ratified, by
unanimous vote, the maximum period for the acquisitions of 365 (three
hundred and sixty five) days, beginning in 10/20/2008. Lastly, were
approved, by unanimous vote, the financial institutions that will act as
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intermediaries in the acquisition of the shares: (a) Itaú Corretora de
Valores S.A. - Av. Eng. Armando de Arruda Pereira, 707 – 15º floor –
São Paulo – SP; (b) Merrill Lynch S.A. Corretora de Títulos e Valores
Mobiliários - Av. Brig. Faria Lima, 3.400 – 16º floor – São Paulo – SP;
(c) Morgan Stanley Corretora de Títulos e Valores Mobiliários S.A. - Av.
Brig. Faria Lima, 3.600 – 6º floor – São Paulo – SP; (d) Santander S.A.
Corretora de Câmbio e Títulos – R. Amador Bueno, 474 – São Paulo –
SP; e (e) UBS Pactual Corretora de Títulos e Valores Mobiliários S.A.Av. Brig. Faria Lima, 3.729 – 10º floor – São Paulo – SP.
CLOSURE:
The Chairman offered the floor to anyone wishing to speak, and, as no
one did, the Meeting was adjourned and these minutes were drawn up
in the Company´s records, which, upon reopening of the Meeting, were
read, approved and signed by all those attending the Meeting.
Chairman:
Fábio Roberto Chimenti Auriemo
Secretary: Cláudio Augusto Bonomi
Members:
FÁBIO ROBERTO CHIMENTI AURIEMO
JOSÉ AURIEMO NETO
LUIZ GONZAGA DE MELLO BELLUZZO
CLÁUDIO AUGUSTO BONOMI
JOSÉ GUIMARÃES MONFORTE
This is a free English translation of the original instrument drawn up in the Company´s records.
Cláudio Augusto Bonomi - Secretary
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JHSF PARTICIPAÇÕES S.A. PUBLICLY