LIGHT S.A.
Corporate Taxpayer’s ID (CNPJ/MF) 03.378.521/0001-75
Corporate Registry ID (NIRE) 33.3.0026316-1
Publicly-held Company
EXCERPT OF THE MINUTES OF THE BOARD OF DIRECTORS’ MEETING OF LIGHT
S.A. HELD ON AUGUST 7, 2009, DRAWN UP IN SUMMARY FORMAT AS AUTHORIZED
BY PARAGRAPH 1, ARTICLE 130 OF LAW 6,404/76.
1. Date, time and place: Held on August 7, 2009 at 10:30 A.M. at Av. Marechal Floriano, nº
168, parte, 2º andar, Corredor A, Centro, in the City and State of Rio de Janeiro.
2. Attendance: Sitting members Aldo Floris, Carlos Roberto Teixeira Junger, Djalma Bastos
de Morais, Elvio Lima Gaspar, Firmino Ferreira Sampaio Neto, José Luiz Silva Ruy Flaks
Schneider, and Eduardo Borges de Andrade, who served as meeting Chairman, as well as
acting deputy members Ana Marta Horta Veloso and Paulo Reckziegel Guedes. Deputy
board members João Batista Zolini Carneiro, Ricardo Simonsen, Carmen Lúcia Claussen
Kanter and Almir José dos Santos also attended the meeting, but abstained from voting.
Attorney Patricia Veiga Borges was invited to be the Secretary of the meeting. Officers José
Luiz Alquéres and Ronnie Vaz Moreira also attended the meeting.
3. Agenda – Resolutions:
3.2. Election of the Board of Executive Officers of Light S.A., Light SESA and Light
Energia.
3.2.1. Board of Executive Officers of Light S.A.
By unanimous vote, the Board of Directors approved the reelection of the following members
to Light S.A.’s Board of Executive Officers for a three-year term of office: (a) to the position
of Chief Executive Officer, Mr. José Luiz Alquéres, Brazilian, married, civil engineer,
identity card no. 13.829- D CREA 5ª Região, Individual Taxpayer’s ID (CPF/MF) no.
027.190.707-00, with offices in the City and State of Rio de Janeiro at Avenida Marechal
Floriano 168, Centro, CEP 20080-002, (b) to the position of Executive Vice President and
Investor Relations Officer, Mr. Ronnie Vaz Moreira, Brazilian, married, economist, identity
card no. 3.888.344 IFP, Individual Taxpayer’s ID (CPF/MF) no. 512.405.487-53, with offices
in the City and State of Rio de Janeiro at Avenida Marechal Floriano 168, Centro, CEP
20080-002, (c) to the position of Human Resources Officer, Ms. Ana Silvia Corso Matte,
Brazilian, single, lawyer, identity card no. 731-B OAB/RJ, Individual Taxpayer’s ID (CPF/MF)
no. 263636150-20, with offices in the City and State of Rio de Janeiro at Avenida Marechal
Floriano 168, Centro, CEP 20080-002, (d) to the position of Chief Operations and
Customers Officer, Mr. Roberto Manoel Guedes Alcoforado, Brazilian, married, electrical
engineer, identity card no. 744.052 SSP/PE, Individual Taxpayer’s ID (CPF/MF) no.
069.553.554-49, with offices in the City and State of Rio de Janeiro at Avenida Marechal
Floriano 168, Centro, CEP 20080-002, (e) to the position of Sustainable Development and
Concessions Officer, Mr. Paulo Henrique Siqueira Born, Brazilian, single, civil engineer,
identity card no. 1126630 SSP/PR, Individual Taxpayer’s ID (CPF/MF) no. 318.278.109-04,
with offices in the City and State of Rio de Janeiro at Avenida Marechal Floriano 168, Centro,
CEP 20080-002, (f) to the position of Generation Officer, Mr. Luís Fernando de Almeida
Guimarães, Brazilian, married, civil engineer, CREA RJ professional identification card no.
71101397-8, Individual Taxpayer’s ID (CPF/MF) no. 267314447-15, with offices in the City
and State of Rio de Janeiro at Av. Marechal Floriano 168, bloco I, 2º andar, Centro, CEP
20080-002, (g) to the position of New Business and Institutional Officer, Mr. Paulo
Roberto Ribeiro Pinto, Brazilian, married, accountant, identity card no. 2.366.736
SSP/IFP/RJ, Individual Taxpayer’s ID (CPF/MF) no. 126.023.707-97, with offices in the City
and State of Rio de Janeiro at Av. Marechal Floriano 168, bloco I, 2º andar, Centro, CEP
20080-002, and (h) to the position of Network Officer, Mr. Gustavo César de Alencar,
Brazilian, married, electrical engineer, identity card no. 1.418.529 – SDS/PE, Individual
Taxpayer’s ID (CPF) no. 243.913.524/00, CREA PE012494D, with offices in the City and
State of Rio de Janeiro at Av. Marechal Floriano 168, bloco I, 2º andar, Centro, CEP 20080002, maintaining the duties and responsibilities previously established by the Board of
Directors.
The Board of Directors also decided to maintain in the position of Legal Officer on a nonstatutory basis Mr. Luiz Cláudio Cristófaro, Brazilian, married, lawyer, identity card no.
97.449- OAB/RJ, Individual Taxpayer’s ID (CPF) no. 864.099.807-87, with offices in the City
and State of Rio de Janeiro, at Av. Marechal Floriano 168, bloco I, 2º andar, Centro, CEP
20080-002, maintaining the duties and responsibilities previously established by the Board of
Directors.
3.2.2. Board of Executive Officers of Light – Serviços de Eletricidade S.A.
By unanimous vote, the Board of Directors approved and recommended that the board
members appointed by Light S.A. to the Board of Directors of Light S.E.S.A. approve the
reelection of the following members to the Board of Executive Officers of Light – Serviços de
Eletricidade S.A. for a three-year term of office: (a) to the position of Chief Executive
Officer, Mr. José Luiz Alquéres, Brazilian, married, civil engineer, identity card no. 13.829D CREA 5ª Região, Individual Taxpayer’s ID (CPF/MF) no. 027.190.707-00, with offices in
the City and State of Rio de Janeiro at Avenida Marechal Floriano 168, Centro, CEP 20080002, (b) to the position of Executive Vice President and Investor Relations Officer, Mr.
Ronnie Vaz Moreira, Brazilian, married, economist, identity card no. 3.888.344 IFP,
Individual Taxpayer’s ID (CPF/MF) no. 512.405.487-53, with offices in the City and State of
Rio de Janeiro at Avenida Marechal Floriano 168, Centro, CEP 20080-002, (c) to the position
of Human Resources Officer, Ms. Ana Silvia Corso Matte, Brazilian, single, lawyer,
identity card no. 731-B OAB/RJ, Individual Taxpayer’s ID (CPF/MF) no. 263636150-20, with
offices in the City and State of Rio de Janeiro at a Avenida Marechal Floriano 168, Centro,
CEP 20080-002, (d) to the position of Chief Operations and Customers Officer, Mr.
Roberto Manoel Guedes Alcoforado, Brazilian, married, electrical engineer, identity card
no. 744.052 SSP/PE, Individual Taxpayer’s ID (CPF/MF) no. 069.553.554-49, with offices in
the City and State of Rio de Janeiro at Avenida Marechal Floriano 168, Centro, CEP 20080002, (e) to the position of Sustainable Development and Concessions Officer, Mr. Paulo
Henrique Siqueira Born, Brazilian, single, civil engineer, identity card no. 1126630 SSP/PR,
Individual Taxpayer’s ID (CPF/MF) no. 318.278.109-04, with offices in the City and State of
Rio de Janeiro, at Avenida Marechal Floriano 168, Centro, CEP 20080-002, (f) to the
position of Generation Officer, Mr. Luís Fernando de Almeida Guimarães, Brazilian,
married, civil engineer, CREA RJ professional identification card no. 71101397-8, Individual
Taxpayer’s ID (CPF/MF) no. 267314447-15, with offices in the City and State of Rio de
Janeiro at Av. Marechal Floriano 168, bloco I, 2º andar, Centro, CEP 20080-002, (g) to the
position of New Business and Institutional Officer, Mr. Paulo Roberto Ribeiro Pinto,
Brazilian, married, accountant, identity card no. 2.366.736 SSP/IFP/RJ, Individual Taxpayer’s
ID (CPF/MF) no.126.023.707-97, with offices in the City and State of Rio de Janeiro at Av.
Marechal Floriano 168, bloco I, 2º andar, Centro, CEP 20080-002, and (h) to the position of
Network Officer, Mr. Gustavo César de Alencar, Brazilian, married, electrical engineer,
identity card no. 1.418.529 – SDS/PE, Individual Taxpayer’s ID (CPF) no. 243.913.524/00,
CREA PE012494D, with offices in the City and State of Rio de Janeiro at Av. Marechal
Floriano 168, bloco I, 2º andar, Centro, CEP 20080-002, maintaining the duties and
responsibilities previously established by the Board of Directors.
The Board of Directors also decided to maintain in the position of Legal Officer on a nonstatutory basis Mr. Luiz Cláudio Cristófaro, Brazilian, married, lawyer, identity card no.
97.449- OAB/RJ, Individual Taxpayer’s ID (CPF) no. 864.099.807-87, with offices in the City
and State of Rio de Janeiro, at Av. Marechal Floriano 168, bloco I, 2º andar, Centro, CEP
20080-002, maintaining the duties and responsibilities previously established by the Board of
Directors.
3.2.3. Board of Executive Officers of Light Energia S.A.
By unanimous vote, the Board of Directors approved Light S.A.’s planned vote to reelection
of the following members to the Board of Executive Officers of Light Energia S.A. for a threeyear term of office at the Extraordinary General Meeting to be called: (a) to the position of
Chief Executive Officer, Mr. José Luiz Alquéres, Brazilian, married, civil engineer, identity
card no. 13.829- D CREA 5ª Região, Individual Taxpayer’s ID (CPF/MF) no. 027.190.707-00,
with offices in the City and State of Rio de Janeiro at Avenida Marechal Floriano 168, Centro,
CEP 20080-002, (b) to the position of Executive Vice President and Investor Relations
Officer, Mr. Ronnie Vaz Moreira, Brazilian, married, economist, identity card no. 3.888.344
IFP, Individual Taxpayer’s ID (CPF/MF) no. 512.405.487-53, with offices in the City and State
of Rio de Janeiro at Avenida Marechal Floriano 168, Centro, CEP 20080-002, (c) to the
position of Human Resources Officer, Ms. Ana Silvia Corso Matte, Brazilian, single,
lawyer, identity card no. 731-B OAB/RJ, Individual Taxpayer’s ID (CPF/MF) no. 26363615020, with offices in the City and State of Rio de Janeiro at a Avenida Marechal Floriano 168,
Centro, CEP 20080-002, (d) to the position of Generation Officer, Mr. Luís Fernando de
Almeida Guimarães, Brazilian, married, civil engineer, CREA RJ professional identification
card no. 71101397-8, Individual Taxpayer’s ID (CPF/MF) no. 267314447-15, with offices in
the City and State of Rio de Janeiro at Av. Marechal Floriano 168, bloco I, 2º andar, Centro,
CEP 20080-002, and (e) to the position of New Business and Institutional Officer, Mr.
Paulo Roberto Ribeiro Pinto, Brazilian, married, accountant, identity card no. 2.366.736
SSP/IFP/RJ, Individual Taxpayer’s ID (CPF/MF) no.126.023.707-97, with offices in the City
and State of Rio de Janeiro at Av. Marechal Floriano 168, bloco I, 2º andar, Centro, CEP
20080-002, maintaining the duties and responsibilities previously established by the Board of
Directors.
3.10. ACD – PCH Paracambi.
The Board of Executive Officers presented a proposal for (i) installation of the PCH
Paracambi with the budget presented, (ii) contracting EPC with Consórcio Construtor
Paracambi, comprised of the companies Orteng and Quebec, and (iii) Consórcio Construtor
Paracambi’s immediate beginning of Consolidation of the Basic Engineering Design,
pursuant to ACD E-009/2009.
The Management Committee recommended approval of the proposal.
By unanimous vote, the Board of Directors approved the Board of Executive Officers’
proposal, pursuant to the provisions of ACD E-009/2009, for (i) installation of the PCH
Paracambi with the budget presented, provided that the approval of the amounts related to
land purchases and improvements be subject to analysis and validation of the Management
Committee at a meeting to be scheduled, (ii) contracting EPC with Consórcio Construtor
Paracambi, comprised of the companies Orteng and Quebec, and (iii) Consórcio Construtor
Paracambi’s immediate beginning of Consolidation of the Basic Engineering Design, and
further authorized the Board of Executive Officers to take all measures necessary to carry
out this resolution.
The Board of Directors noted that it considers the Carbon Credits incentive according to the
rules of the Clean Development Mechanism, which is an integral part of the Kyoto Protocol,
to be what makes the project economically feasible. Within this context, the Board of
Executive Officers informed that LightGer has remained in contact with a consulting firm
specializing in the process of obtaining credits.
3.12. Increase of the Management’s Overall Annual Compensation.
3.12.1. By unanimous vote, the Board of Directors approved the proposal of the Board of
Executive Officers to increase the overall annual compensation of the Board of Executive
Officers and the Board of Directors of Light S.A., Light S.E.S.A. and Light Energia S.A., as
follows:
Light S.A.: R$25,116.75.
Light S.E.S.A.: R$225,200.71
Light Energia S.A.: R$850.03.
3.12.2. The Board of Directors approved the call for an Extraordinary General Meeting of
Light S.A. to resolve on the increase of the overall annual compensation of the Board of
Executive Officers and the Board of Directors of Light S.A. according to item 3.12.1 above.
3.12.3. By unanimous vote, the Board of Directors approved and recommended that the
board members appointed by Light S.A. to the Board of Directors of Light S.E.S.A. ratify the
call for an Extraordinary General Meeting of Light – Serviços de Eletricidade S.A. to resolve
on the increase the overall annual compensation of the Board of Executive Officers and the
Board of Directors of Light – Serviços de Eletricidade S.A.
By unanimous vote, the Board of Directors approved Light S.A.’s planned vote to approve
the increase of the overall annual compensation of the Board of Executive Officers and the
Board of Directors of Light – Serviços de Eletricidade S.A. according to item 3.12.1 above at
the Extraordinary General Meeting of Light S.E.S.A. to be called.
3.12.4. By unanimous vote, the Board of Directors approved the call of an Extraordinary
General Meeting of Light Energia S.A. to resolve on the increase the overall annual
compensation of the Board of Executive Officers and the Board of Directors of Light Energia
S.A.
By unanimous vote, the Board of Directors approved Light S.A.’s planned vote to approve
the increase the overall annual compensation of the Board of Executive Officers and the
Board of Directors of Light Energia S.A. according to item 3.12.1 above at the Extraordinary
General Meeting of Light S.E.S.A. to be called.
This is a free English translation of the excerpt of the minutes of the Board of Directors’
meeting of Light S.A. held on the date hereof.
Rio de Janeiro, August 7, 2009.
Patricia Veiga Borges
Secretary