CR2 EMPREENDIMENTOS IMOBILIÁRIOS S/A
PUBLIC COMPANY
CNPJ Nº 07.820.907/0001-46
NIRE N° 33 3 0027764-1
BOARD OF DIRECTORS MEETING MINUTES
HELD ON NOVEMBER 17, 2010
1. DATE, VENUE AND TIME OF THE MEETING: The meeting was held on November 17,
2010 at 11:00 am, at the Company’s headquarter located at Av. Borges de Medeiros, nr.
633, Ste. 603 to 608, Leblon, Rio de Janeiro (RJ)
2. PRESENCE: The elected Directors of the Company: Cláudio Coutinho Mendes and
Carlos Antonio Guedes Valente, also registering the remote participation of the Directors
Luiz Fernando Azevedo Resende, Marco Paulo de Alvarenga Costa, Raquel Santos
Carneiro, Pedro Pezzi Eberle and Stephen Howland Taber. The written vote
manifestation of the Directors that participated remotely at the current Meeting was
delivered to the Chairman of the Board and is filed in the Board of Directors Minutes
Record Book, under the terms of Article 16 caput of the Company’s Bylaws. For all legal
purposes, the meeting is considered regular pursuant to Paragraph 2 of article 14 of the
Company’s Bylaws.
3. PRESIDING BOARD: Mr. Cláudio Coutinho Mendes presided the meeting and Mrs.
Monique Leone Moreira Cezar was the secretary.
4. AGENDA: 1) Declare the interim dividends as of Article 17, point “w” of the
Company’s Bylaws.
5. RESOLUTIONS: The Board of Directors Members unanimously decided to:
Approve the distribution of interim dividends to the stockholders of the Company, by
using part of the accumulated resources by the end of 2009 fiscal year, from the “Profit
Reserve – Statutory Reserve”, under the terms of Article 31, 1st paragraph, sub item “ii”
of the Bylaws. The distribution total amount will be of R$ 17,993,137.50 (seventeen
million, nine hundred and ninety three thousand, one hundred and thirty seven reais
and fifty cents), corresponding to R$ 0,39 (thirty nine cents) per common stock, and will
be paid out to the Company’s stockholders in the proportion of their respective
participation, within 2010 fiscal year, according determination of the Company’ Board of
Directors.
83
(i) The interim dividends will have as basis the shareholder’s position in 11/18/2010
and the Company’s stocks will have to be negotiated as ex-dividends as of 11/19/2010
(ii) The interim dividends hereof deliberated can be accredited, ad referendum from the
Company’s stockholders General Meeting, to the mandatory dividends to be paid by the
Company in reference to the current fiscal year, for all effects foreseen in the corporate
legislation.
(iii) Therefore, the Company’s Board of Directors is authorized to make all appropriate
actions and establish all the necessary conditions to execute the approved deliberations.
6. CONCLUSION: There being no further business to be discussed, the meeting from
which these minutes derive was closed, and the minutes were read, approved and
signed by all present.
Cláudio Coutinho Mendes
Monique Leone Moreira Cezar
(Chairman)
(Secretary)
Carlos Antonio Guedes Valente
Stephen Howland Taber
(Director)
(remote presence, on the terms of art. 16
caput)
Luiz Fernando Azevedo Resende
Marco Paulo de Alvarenga Costa
(remote presence, on the terms of art. 16
(remote presence, on the terms of art. 16
caput)
caput)
Pedro Pezzi Eberle
Raquel Santos Carneiro
(remote presence, on the terms of art. 16
(remote presence, on the terms of art. 16
caput)
caput)
84
Download

CR2 EMPREENDIMENTOS IMOBILIÁRIOS S/A PUBLIC COMPANY