ESTÁCIO PARTICIPAÇÕES S.A.
Publicly-Held Company
CORPORATE TAXPAYER’S ID(CNPJ/MF)
08.807.432/0001-10
COMPANY REGISTRY (NIRE) 33.3.0028205 – 0
MINUTES OF THE BOARD OF DIRECTORS’ MEETING
HELD ON APRIL 25, 2012
1. DATE, TIME AND VENUE: On April 25, 2012, at 11.30 a.m., at the headquarters of Estácio
Participações S.A. (“Company”) at Avenida Embaixador Abelardo Bueno, 199, sala 6º, Barra da Tijuca,
in the city and state of Rio de Janeiro.
2. ATTENDANCE: All members of the Board of Directors, namely: Eduardo Alcalay, Antônio Carlos
Augusto Ribeiro Bonchristiano, João Baptista de Carvalho Athayde, João Cox Neto, Ronaldo Iabrudi
dos Santos Pereira, Teodora Sol Constantino Barone and Maurício Luis Luchetti.
3. PRESIDING BOARD: Eduardo Alcalay (Chairman) and João Baptista de Carvalho Athayde (Secretary).
4. AGENDA AND RESOLUTIONS:
4.1. To elect, by unanimous vote, with abstention of those elected, in accordance with Paragraph 1 of
Article 14 of the Company’s Bylaws, Mr. Eduardo Alcalay, Brazilian, married, business
administrator, bearer of identification card no. 8.956.230, inscribed in the roll of individual
taxpayers (CPF/MF) under no. 148.080.298-04, as the Chairman of the Company’s Board of
Directors and Mr. Antônio Carlos Augusto Ribeiro Bonchristiano, Brazilian, married, businessman,
bearer of identification card no. 13.076.140, issued by SSP/SP, inscribed in the roll of individual
taxpayers (CPF/MF) under no. 086.323.078-43, both resident and domiciled in the city and state of
São Paulo, with offices at Av. Brigadeiro Faria Lima, 3.900, 7º andar; as the Vice-Chairman of the
Board.
4.2. To reelect, by unanimous vote, in accordance with Paragraph 2 of Article 19 of the Company’s
Bylaws, for a term of office of two (2) years, from this date, Mr. ROGÉRIO FROTA MELZI, Brazilian,
single, engineer, bearer of identification card no. 21581101-X, inscribed in the roll of individual
taxpayers (CPF/MF) under no. 181.390.288-78 for the position of Chief Executive and Investor
Relations Officer; Mr. VIRGÍLIO DELOY CAPOBIANCO GIBBON, Brazilian, married, economist,
bearer of identification card no. 09868987-0, inscribed in the roll of individual taxpayers (CPF/MF)
under no. 047.659.437-55 for the position of Chief Financial Officer; Miss PAULA CALEFFI, Brazilian,
divorced, teacher, bearer of identification card no. 28.002.901-8, inscribed in the roll of individual
taxpayers (CPF/MF) under no. 505.223.530-53 for the position of Chief Academic Officer; and as
officers without specific positions Messrs. MIGUEL FILISBINO PEREIRA DE PAULA, Brazilian,
married, business administrator, bearer of identification card no. 5014147556, inscribed in the roll
of individual taxpayers (CPF/MF) under no. 315.491.100-63, to serve in the Human Resources and
Management Office; GILBERTO TEIXEIRA DE CASTRO, Brazilian, married, engineer, bearer of
identification card no. 05220572-1, inscribed in the roll of individual taxpayers (CPF/MF) under no.
811.824.657-49, to serve as Operations Officer; JOÃO LUIS TENREIRO BARROSO, Brazilian, single,
economist, bearer of identification card no. 042917518, inscribed in the roll of individual taxpayers
(CPF/MF) under no. 506.464.277-68, to serve as Institutional Relations Officer; and PEDRO JORGE
GUTERRES QUINTANS GRAÇA, Portuguese, married, systems analyst, bearer of identification card
no. RNE W 464023-I, inscribed in the roll of individual taxpayers (CPF/MF) under no. 122.750.70893, to serve as Market Officer, all resident and domiciled in the city and state of Rio de Janeiro,
with offices at Avenida Embaixador Abelardo Bueno nº 199, 6º andar, Barra da Tijuca, Rio de
Janeiro/RJ, CEP 22775-040. All Officers elected herein also declare, that they are not impeded from
assuming the positions to which they were reelected. The Board members declare that they will
observe the terms set out in Paragraph 1 of Article 19 of the Company’s Bylaws, as the investiture
of the Officers.
4.3. The following members were elected, by unanimous vote, with abstention of those elected, to
compose the Company’s Compensation Committee, for a term of office of two (2) years, from this
date: Mr. Antonio Carlos Augusto Ribeiro Bonchristiano, qualified above, and Mr. João Baptista
de Carvalho Athayde, Brazilian, separated by mutual consent, engineer, bearer of identification
card no. 01146957-4, issued by DETRAN/RJ, inscribed in the roll of individual taxpayers (CPF/MF)
under no. 002.510.467-53, resident and domiciled in the city and state of Rio de Janeiro, with
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ESTÁCIO PARTICIPAÇÕES S.A.
Publicly-Held Company
CORPORATE TAXPAYER’S ID(CNPJ/MF)
08.807.432/0001-10
COMPANY REGISTRY (NIRE) 33.3.0028205 – 0
offices at Avenida das Américas nº 3500, Edifício Toronto 3000, sala 101, Barra da Tijuca, in the city
and state of Rio de Janeiro.
4.4. To approve, by unanimous vote, the distribution of the overall payment, deliberated at the Annual
Shareholders’ Meeting held on April 3, 2012, between the members of the Board of Directors,
Board of Executive Officers and the Fiscal Council, in accordance with the proposal made by the
Compensation Committee, under the exact terms of the presentation made, which shall remain
filed at the Company’s headquarters.
5. CLOSURE, DRAWING UP AND APPROVAL OF THE MINUTES: There being no further matters to
address, these minutes were drawn up, read, found to be in compliance and signed by all attending
Board members and the Secretary. Rio de Janeiro, April 25, 2012. Signatures: Eduardo Alcalay,
Antônio Carlos Augusto Ribeiro Bonchristiano, Ronaldo Iabrudi dos Santos Pereira, João Baptista de
Carvalho Athayde, João Cox Neto, Teodora Sol Constantino Barone and Maurício Luis Luchetti.
This is a free translation of the minutes filed in the Company’s records.
João Baptista de Carvalho Athayde
Secretary
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