COMPANHIA DE SANEAMENTO DE MINAS GERAIS - COPASA MG
PUBLICLY-HELD COMPANY
CORPORATE REGISTRY ID (NIRE) 31.300.036.375
CORPORATE TAXPAYER’S ID (CNPJ) 17.281.106/0001-03
MINUTES OF THE ANNUAL AND EXTRAORDINARY GENERAL MEETINGS HELD ON
APRIL 24, 2008
Date, Time and Place: Meetings were held on April 24, 2008, at 3:00 pm, at the
Company’s headquarters, located on rua Mar de Espanha 525, Santo Antônio, CEP
30330-270, in the City of Belo Horizonte, State of Minas Gerais. 2.Attendance:
Shareholders representing more than two thirds (2/3) of the capital stock with voting
right, as per signatures on the Shareholders Attendance Book. Also attended the
meetings messrs. Márcio Nunes, Chief Executive Officer, Marco Aurélio Martins da
Costa Vasconcelos, Chief Executive Officer’s Adviser, Paulo Elisiário Nunes, Member of
the Fiscal Council, Ricardo Augusto Simões Campos, Chief Financial Officer and
Investor Relations Officer and Walmir Bolgheroni, representing Deloitte Touche
Tohmatsu, the Company’s independent auditors. 3.Call: The Call Notice was published
pursuant to Article 124, Federal Law 6,404/1976, in the Official Gazette of the State of
Minas Gerais, Estado de Minas and Valor Econômico newspapers in editions as of April
8, 9 and 10, 2008, and erratum was published on April 10,2008, in the same medias. 4.
Presiding Board: Mr. Márcio Nunes, Chief Executive Officer, took the chair of the
meeting, pursuant to Sole Paragraph of article 9 of the Company’s Bylaws, who invited
Mr. Marco Aurélio Martins da Costa Vasconcelos to be his secretary. 5. Agenda: 5.1. At
the Annual General Meeting: (a) to take the management annual report, examine,
discuss and vote the financial statements related to the year ended 12/31/2007; (b) to
allocate net income for the year ended 12/31/2007, retaining part of the net income for
reinvestment and payment of interest on equity - JCP to be attributed to the amount of
minimum mandatory dividend and to define the JCP payment date ; (c) to elect of the
members of the Company’s Board of Directors and Fiscal Council; (d) to analyse and
discuss the amendments proposed by the Board of Directors to the Investments Program
of COPASA MG and its subsidiaries, pursuant to paragraph 2, article 196, Federal Law
6,404/76. 5.2. At the Extraordinary General Meeting: (a) to determine of global budget
for the compensation of the members of the management bodies (Board of Directors and
Board of Executive Officers) and the Fiscal Council of the Company; (b) to donate, in
return, of real estate properties related to the area of water treatment stations and
treated water pumping station, occupying 2,545.00m², located at Pinhalzinho Farm and
to the pressure breaker area, occupying 360.00m², located on rua Antônio Carlos, near
nº 567, in the City of Campestre, according to recommendation upon the Board of
Directors; (c) to donate a variety of scrap in the amount of one hundred and ninety-four
thousand and fifty Brazilian reais (R$194,050.00) for the Social Assistance Voluntary
Service – SERVAS or to the Employees Association of COPASA MG (AECO) and
2
authorize the donation of a variety of scrap to SERVAS or AECO in the maximum
amount of twenty thousand Brazilian reais (R$20,000.00) per month, according to
recommendation of the Board of Directors; (d) to contract a loan with the National Bank
for Economic and Social Development – 2008 Growth Acceleration Program for
investments in water supply and sanitary sewage developments in the Metropolitan Area
of Belo Horizonte, in the amount of five hundred and seventy-eight million, two hundred
and fifteen thousand, nine hundred and twenty-seven Brazilian reais and fifty-six
centavos (R$578.215.927,56); (e) to amend the Company’s Bylaws for adjustments on
the wording and further amendments; 6. Resolutions: 6.1. At the Annual General
Meeting: After discussing the matters, the following resolutions were taken, in the
following order, by vote of the attending shareholders: (a) to approve by unanimous
vote, the management report, the balance sheet and other financial statements related
to the year ended 12/31/2007, as per publication in the Official Gazette of Minas Gerais
in the edition as of 03/25/2008 and in the Estado de Minas and Valor Econômico
newspapers in editions as of 3/24/2008; (b) to approve by majority vote the following
allocation of the Company’s net income related to the fiscal year ended 12/31/2007, in
the total amount of three hundred and twenty-nine million, three hundred and twentythree thousand, four hundred and ninety Brazilian reais and fifty-one centavos
(R$329,323,490.51), according to the financial statements: (i) sixteen million, four
hundred and sixty-six thousand, one hundred and seventy-four Brazilian reais and fiftythree centavos (R$16,466,174.53) shall be earmarked for the legal reserve; (ii) seventynine million, two hundred and eight thousand, three hundred and ninety-two Brazilian
reais and sixty-eight centavos (R$79,208,392.68), corresponding to the gross amount of
sixty-nine centavos (R$0.69) per share, shall be earmarked to the payment of interest
on equity, which shall be attributed to the amount of mandatory minimum dividend for
the year ended 12/31/2007. A portion of this amount, fifty-one million, six hundred and
fifty-seven thousand, six hundred and forty-seven Brazilian reais and forty centavos
(R$51,657,647.40) was approved by means of the Board of Directors meetings - RCA
held on 05/25/2007 and 08/31/2007 and attributed to shareholders holding shares on
06/11/2007 and 09/11/2007, respectively, and the remaining amount of twenty-seven
million, five hundred and fifty thousand, seven hundred and forty-five Brazilian reais and
twenty-eight centavos (R$27,550,745.28), approved at the RCA held on 03/19/2008 and
attributed to shareholders holding shares on 03/28/2008, corresponding to the gross
amount of twenty-four centavos (R$0,24) per share, as a manner of maintaining the
equivalency of total amount of credits of interest on equity with the amount of mandatory
minimum dividends distributed over the net income earned in the year ended
12/31/2007, pursuant to the Company’s Bylaws. The gross amount declared above is
subject to taxation, pursuant to laws in force, and shall be paid to shareholders the
amounts net of taxes, except for shareholders exempt, immune and discharged from
such taxation, who present documentation evidencing their tax status. Interest on equity
attributed to shareholders is due on 05/09/2008; (iii) two hundred and thirty-three
3
million, six hundred and forty-eight thousand, nine hundred and twenty-three Brazilian
reais and thirty centavos (R$233,648,923.30) shall be earmarked for the retained profits
reserve, as per capital budget contained in the Investments Program, pursuant to article
196, Law 6.404/76, paragraph 2, approved at this Meeting; (c) to elect by majority vote,
after analysis of respective curriculum and checking other relevant requirements, to hold
the positions as members of the Company’s Board of Directors, with term of office until
the Annual General Meeting approving the accounts for the fiscal year to be ended
31/12/2008: (i) minority shareholders attending the meeting requested separate voting,
pursuant to article 239, Federal Law 6,404/1976, in which three candidates were
appointed and the candidate elected was appointed by the Belo Horizonte City
Government, Mr. José Afonso Bicalho Beltrão da Silva, Brazilian citizen, married,
economist, individual taxpayer’s register (CPF) 098.044.046-72, identity card CI M568.870-SSPMG, domiciled in the City of Belo Horizonte, at rua Curitiba, 2233, apart.
501, Lourdes, having been accompanied by shareholders Mr. Humberto Rodrigues
Gomes, Mr. Marco Aurélio Martins da Costa Vasconcelos, Mr. Ricardo Augusto Simões
Campos, Mr. Márcio Nunes, CODEMIG and Belo Horizonte City Government, due to the
Green Shoe option of these two shareholders and the funds with voting right,
represented by Mister George Washington Tenório Marcelino; (ii) by majority vote, in
voting of the remaining shareholders: 1. Mr. Antonio Augusto Junho Anastasia, Brazilian
citizen, single, attorney, individual taxpayer’s register (CPF) 475.558.826-04, identity
card CI M-908933-SSP-MG, domiciled in the City of Belo Horizonte, at rua da Bahia
1600, 9º andar, Centro; 2. Mr. Enio Ratton Lombardi, Brazilian citizen, married,
engineer, individual taxpayer’s register (CPF) 008.875.956-34, CREA 25432, domiciled
in Belo Horizonte, at rua Mar de Espanha 525, 3º andar, Santo Antônio; 3. Mr. Euclides
Garcia de Lima Filho, Brazilian citizen, married, physician, individual taxpayer’s register
(CPF) 004.129.376-20, identity card CI M-118.253 SSP/MG, domiciled in the City of São
João Del Rey, at avenida Tiradentes 225, Centro; 4. Mr. Flávio José Barbosa de
Alencastro, Brazilian citizen, divorced, administrator, individual taxpayer’s register
(CPF) 309.860.521-91, identity card CI 608.252-SSP-DF, domiciled in the City of
Brasília, at Praça dos Três Poderes - Primeira Vice-Presidência, Edifício Principal,
Câmara dos Deputados; 5. Mr. Geraldo de Oliveira Faria, Brazilian citizen, divorced,
accounting technician, individual taxpayer’s register (CPF) 003.640.886-72, identity card
CI M-351.509-SSP-MG, domiciled in the City of Belo Horizonte, at rua Mar de Espanha
525, 3º andar, Santo Antônio; 6. Mr. João Antônio Fleury Teixeira, Brazilian citizen,
married, administrator, individual taxpayer’s register (CPF) 158.470.046-72, identity
card CI M-8.074.300-SSP-MG, domiciled in the City of Belo Horizonte, at rua Manaus
467, 1º andar, Santa Efigênia; 7. Mr. José Carlos Carvalho, Brazilian citizen, married,
engineer, individual taxpayer’s register (CPF) 282.735.597-34, identity card CI nº MG
10.735.933-SPP-MG, domiciled in the City of Belo Horizonte, at rua Espírito Santo 495,
3º andar, Centro; 8. Mr. Márcio Augusto Vasconcelos Nunes, Brazilian citizen, married,
civil engineer, individual taxpayer’s register (CPF) 316.283.207-10, identity card CI
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30.252-D CREA/RJ, domiciled in the city of Belo Horizonte, at rua Mar de Espanha 525,
3º andar, Santo Antônio; (iii) the elected Board members referred to in items 2, 3, 4 and
5 above, are independent members, as defined in article 13, paragraph 2 of the
Company’s Bylaws and New Market Rules – BOVESPA (São Paulo Stock Exchange);
(c.1) to elect, after analysis of respective curriculum and checking of other relevant
requirement to hold the positions as members of the Company’s Fiscal Council: (i) by
separate vote of minority shareholders, pursuant to article 240, Federal Law 6,404/1976,
as sitting member of the Fiscal Council: Mr. Murilo de Campos Valadares, Brazilian
citizen, married, Engineer, individual taxpayer’s register (CPF) 216.984.226-87, identity
card CI ID 25.338/D CREA/MG, domiciled in the City of Belo Horizonte, at avenida do
Contorno 5454, 8º andar, Funcionários and, as his deputy, Mr. Júlio Ribeiro Pires,
Brazilian citizen, single, individual taxpayer’s register 133.179.976-72, CREA 4961,
domiciled in the City of Belo Horizonte, at rua Goiás, 36/210, Centro; (ii) by majority
vote, in vote of the remaining shareholders: 1. as sitting member of the Fiscal Council,
Mr. Francisco Eduardo de Queiroz Cançado, Brazilian citizen, married, attorney,
individual taxpayer’s register (CPF) 445.427.126-72, identity card CI M 2.785.331
SSP/MG, domiciled in the City of Divinópolis, at avenida 1º de Junho 200/305, Centro
and, as his deputy, Mr. César Raimundo da Cunha, Brazilian citizen, single, individual
taxpayer’s register (CPF) 732.701.806-91, identity card CI M-4.019.822-SSP-MG,
domiciled in the City of Belo Horizonte, at avenida Afonso Pena 1901, Funcionários; 2.
as sitting member of the Fiscal Council, Mr. Maron Alexandre Mattar, Brazilian citizen,
single, businessman, individual taxpayer’s register (CPF) 069.384.186-91, identity card
CI M-2.465.630-SSP-MG, domiciled in the City of Teófilo Otoni, at rua Padre Virgulino
627, Centro and, as his deputy, Mr. José Augusto Madureira, Brazilian citizen, married,
administrator, individual taxpayer’s register (CPF) 044.601.976-34, identity card CI M870.702 SSP/MG, domiciled in the City of Belo Horizonte, at rua Gonçalves Dias
1181/1303, Funcionários; 3. As sitting member of the Fiscal Council, Mr. Paulo Elisiário
Nunes, Brazilian citizen, married, sociologist, individual taxpayer’s register (CPF)
417.587.906-44, identity card CI M-2.093.547-SSP-MG, domiciled in the City of Belo
Horizonte, at avenida do Contorno 8.100/301, Santo Agostinho and, as his deputy, Mr.
Sérgio Pessoa de Paula Castro, Brazilian citizen, married, attorney, individual
taxpayer’s register (CPF) 791.625.096-91, OAB/MG 62.597, domiciled in the City of Belo
Horizonte, at avenida do Contorno 7069, conjunto 608/613, Lourdes; 4. as sitting
member of the Fiscal Council, Mrs. Tânia Guimarães Campos, Brazilian citizen, married,
psychologist, individual taxpayer’s register (CPF) 505.131.926-20, identity card CI M
1.833.790 SSP/MG, domiciled in the City of Belo Horizonte, at Praça da Liberdade s/nº,
Palácio da Liberdade and, as her deputy, Mr. Roney Luiz Torres Alves da Silva,
Brazilian citizen, divorced, attorney, individual taxpayer’s register (CPF) 109.715.80634, OAB/MG 34.194, domiciled in the City of Belo Horizonte, at rua Viçosa 191, São
Pedro. (c.2) The investiture of the Board of Directors and Fiscal Council members
elected herein is subject to: (i) the signature of the Statement of Consent of Managers
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and Statement of Consent of Fiscal Council’s Members, required by the New Market
Rules; (ii) the signature of investiture instrument drawn up in appropriate corporate
books; and (iii) signature of clearance certificate pursuant to applicable laws. The terms
of office of the members of Board of Directors and Fiscal Council elected herein shall
expire at the Annual General Meeting approving the accounts for the fiscal year to be
ended 12/31/2008; (d) to approve by unanimous vote, pursuant to paragraph 2, article
196, Federal Law 6,404/1976, and as per proposal from the Board of Directors as of
12/13/2007, the amendment of the investments program approved by the Annual General
Meeting held on 04/25/2007, according to the following: (i) Investments Program of
COPASA MG and its subsidiaries COPASA Águas Minerais de Minas S/A and COPASA
Serviços de Irrigação S/A, in the total amount of one billion, nine million, four hundred
thousand Brazilian reais (R$1,009,400,000.00) for year 2008 and the total amount of
one billion, seventeen million Brazilian reais (R$1,017,000,000.00) for the year 2009;
and (ii) Investments Program of COPASA Serviços de Saneamento Integrado do Norte e
Nordeste de Minas Gerais S/A - COPANOR in the amount of one hundred and fifty
million Brazilian reais (R$150,000,000.00) for year 2008 and two hundred and fifty
million Brazilian reais (R$250,000,000.00) for year 2009, with funds transferred by the
State Government. 6.2. At the Extraordinary General Meeting: The discussion of
matters related to the Annual General Meeting being concluded, the shareholders then
started to discuss the matters pertaining to the Extraordinary General Meeting, and the
following resolutions were taken by vote of attending shareholders: (a) to approve, by
majority vote, pursuant to articles 15, 25, and 33, paragraph 2 of the Company’s Bylaws,
the maintenance of the global budget for compensation and other benefits of the
members of the management bodies (Board of Directors and Board of Executive
Officers), and Fiscal Council of the Company, in the amount of five million reais
(R$5,000,000.00) effective as from April 2008 and, and, as per recommendation from the
State of Minas Gerais, follows the breakdown of directly monthly fees addressed to the
Company’s Management and Fiscal Council: 1) Board of Directors: four thousand, one
hundred and five Brazilian reais and seventy-two centavos (R$4,105.72); 2) Fiscal
Council: two thousand, fifty-two Brazilian reais and eighty-five centavos (R$2,052.85);
and 3) Chief-Executive Officer: nineteen thousand, seven hundred and seventy-three
Brazilian reais and thirty-eight centavos (R$19,773.38); and other Officers: eighteen
thousand, eight hundred and thirty-one Brazilian reais and seventy-nine centavos
(R$18,831.79). After discussing the matter; (b) approve by unanimous vote the donation,
in return, of real estate properties related to the water treatment station and treated
water pumping station, occupying 2,545.00m², located at Pinhalzinho Farm, and to the
pressure breaker area, occupying 360.00m², located at rua Antônio Carlos, near nº 567,
in the City of Campestre, as per recommendation from the Board of Directors; (c) to
approve by unanimous vote the donation of a variety of scraps in the amount of one
hundred and ninety-four thousand, fifty Brazilian reais (R$194,050.00) for the Social
Assistance Voluntary Service - SERVAS, and the authorization of donations of a variety
6
of scrap to SERVAS or to the Employees Association of COPASA MG – AECO in the
maximum amount of twenty thousand Brazilian reais (R$20,000.00) per month, donation
which shall be approved, case by case, by the Board of Directors, based on a proposal
substantiated and detailed upon quantitative values; (d) approve by unanimous vote the
contracting and financing with the National Bank of Economic and Social Development
(BNDES) – 2008 Growth Acceleration Program - IN/36 for investing in water supply and
sanitary sewage developments in the Metropolitan area of Belo Horizonte, in the amount
of five hundred and seventy-eight million, two hundred and fifteen thousand, nine
hundred and twenty-seven Brazilian reais and fifty-five centavos (R$578,215,927.55), as
approved by the Management Department of BNDES on 04/15/2008, by means of
Decision Dir 288/2008-BNDES, with term of fifteen (15) years, with a forty-two (42)month period of grace; interests at one point seventy-three percent (1.73%) per annum,
above the Long Term Interest Rate - TJLP. Should COPASA MG cumulatively comply
with the following specific rates, the aforementioned interest will be reduced to one
point fifty-two percent (1.52%) per annum, above TJLP: a) Net Debt/EBITDA: equal or
under three percent (3.0%); b) EBITDA/ROL: equal or higher than thirty-six percent
(36%); and c) EBITDA/ Debt Service: equal or higher than one point five (1.5).
Guarantees: Assignment and entailment of the Company’s revenues on behalf of
BNDES, in the minimum monthly amount of twenty-three million Brazilian reais
(R$23,000,000.00), adjusted by IPCA and the creation of a Reserve Account in the
amount equivalent to the sum of installments (amortization of principal and ancillary of
debt) arising from the financings expiring on three (3) subsequent months; (e) Approve
by unanimous vote the amendment to the Company’s Bylaws for wording adjustment and
other amendments, as follows: article 21 item “t” replacement of its wording to read “to
resolve on the issue of unsecured debentures non-convertible into shares, and on the
placement, pricing and payment conditions of shares, convertible debentures and
subscription bonuses, within the limits of the authorized capital, inclusively for the
granting of the share option pursuant to the Bylaws.” article 32 renumbering of sole
paragraph to paragraph one and inclusion of paragraph two, with the following wording: “The
Chief Financial and Investor Relations Officer shall, additionally, provide information to
investors in general, to the Brazilian Securities and Exchange Commission (CVM), to the stock
exchanges or over-the-counter markets, domestic and abroad, as well as to the related
regulatory bodies, further to maintain updated the Company’s records with those institutions;”
The other items to be amended as per the Call Notice were turned down by votes of the
State and the Belo Horizonte City Government which were against the amendments
recommended by the Company’s Board of Directors. The State of Minas Gerais
requested a copy of the mail of the Brazilian Securities Commission which served as a
base for the recommendation of the Company’s Board of Directors, as well as the
proposal which was addressed to the Board of Directors to be analysed by the State of
Minas Gerais; (f) the shareholder State of Minas Gerais addressed a document to the
Company’s Management with pronouncement on personal matter. 7. Closure: Nothing
7
else to be discussed, the meeting was adjourned for the time necessary to draw up
these present minutes, which were read, found in compliance and signed by all
attending shareholders, approved in the summary format and the publication omitting the
shareholders’ signature, pursuant to article 130, Federal Law 6,404/1976. City of Belo
Horizonte, April 24, 2008. Chairman: Márcio Nunes; Secretary: Marco Aurélio Martins da
Costa Vasconcelos, Humberto Rodrigues Gomes; and following Shareholders: Estado de
Minas Gerais (State of Minas Gerais); Município de Belo Horizonte (Belo Horizonte City
Government); Márcio Nunes; Marco Aurélio Martins da Costa Vasconcelos, Ricardo
Augusto Simões Campos; Alexandre Pedercini Issa; Letícia Pedercini Issa; George
Washington Tenório Marcelino, representing by proxy the following shareholders, the
votes of which are filed at the Company: Wellington Trust Company na; Emerging
Markets Growth Fund Inc; Fidelity Invest Trust Latin America Fund; Fidelity Inv. T. Fid.
Emrg. Markets Fnd; Templeton Global Smaller Companies Fund Inc; Artha Master Fund
LLC; Manuf Invest Trust Intl Small Cap Trust; John Hancock Trust International Small
Cap Trust; Templeton Foreing Smaller Companies Fund; Templeton Global Oportunities
Trust; Norges Bank; Fidelity Inv Serv Ltd F A O B O Fid I E M Fd.; Wellington
Management Portfolios (Cayman) Diversified Inflation Hedges P; The Monetary Authority
of Singapure; Foreign Smaller Comp Series (A series of templeton institutional fds, inc);
Central States Southeast and southwest areas Pension; Capital Guardian E M Eq Dc M
Fd; Fidelity Advisor Ser VIII Latin America Fd; F A S VIII: Fidelity Adv Emerging Markets
Fun; Public Employee Retirement System of Idaho; Capital Guardian Em. Mkts. R. Eq.
Fd. For Tax. E. Ts; Commonwealth Of Pennsylvania State E R System; Capital Guardian
Emerg Mkts Equi Mast Fd; Trustees of The Estate of Bernice Pauahi Bishop DBA;
Fidelity Latin America Fund; City Of Hartford M Employee S Retirement Fund; Florida
Retirement System Trust Fund; Laudus Rosenberg Intel Discovery Fund; Fidelity
Emerging Markets Fund; Capital G. Em. Mark. Eq. Fund For Tax Exempt Tru; Bell
Atlantic Master Pension Trust; Wellington Manag. Portifolios (Dublin) PLC; Ups
Retirement Plan; State Street Emerging Markets; Fiduciary Trust Internat of The South
AS TR OF Temp Internat FDS, inc.; Lionel Zaclis, representing by proxy the following
shareholders, the votes of which are filed at the Company: Rb Fundamental 06 FIA; Rb
Fundamental LLC, Rb Fundamental - Fundo de Investimento em Ações; and Arlindo
Porto Neto, representing by proxy Companhia de Desenvolvimento Econômico de Minas
Gerais - CODEMIG, the votes of which are filed at the Company; and Tomás Junqueira
de Carmargo, representing by proxy the following shareholders, GWI Fundo de
Investimento em Ações, Fundo de Investimento em Ações GWI Private and GWI Classic
Fundo de Investimento em Ações.
This is a free English translation of the original instrument drawn up in the Company’s
records.
_______________________________
Márcio Nunes
_______________________________________
Marco Aurélio Martins da Costa Vasconcelos
8
Chairman
Secretary
COMPANHIA DE SANEAMENTO DE MINAS GERAIS - COPASA MG
MINUTES OF THE ANNUAL AND EXTRAORDINARY MEETINGS – APRIL 24, 2008
Number of
shares
Attending Shareholders
Estado de Minas Gerais (State of Minas Gerais)
Município de Belo Horizonte (Belo Horizonte City Government)
Marco Aurélio Martins Costa Vasconcelos
Márcio Nunes
Number of
votes
61,188,867
61,188,867
1,452,389
1,452,389
1
1
2
2
Ricardo Augusto Simões Campos
4
4
Humberto Rodrigues Gomes
1
1
Alexandre Pedercini Issa
400
400
Letícia Pedercini Issa
400
400
Wellington Trust Company na
2,186,300
2,186,300
Emerging Markets Growth Fund Inc
1,444,800
1,444,800
Fidelity Invest Trust Latin America Fund
1,365,100
1,365,100
Fidelity Inv. T. Fid. Emrg. Markets Fnd
773,700
773,700
RB Fundamental - Fundo de Investimento em Ações
772,516
772,516
Templeton Global Smaller Companies Fund Inc
526,500
526,500
Artha Master Fund LLC
434,420
434,420
340,881
340,881
RB Fundamental LLC
286,484
286,484
John Hancock Trust International Small Cap Trust
256,219
256,219
Templeton Foreing Smaller Companies Fund
230,100
230,100
RB Fundamental 06 - Fundo de Investimento em Ações
210,000
210,000
Templeton Global Oportunities Trust
202,220
202,220
Norges Bank
Fidelity Inv Serv Ltd F A O B O Fid I E M Fd.
185,578
135,100
185,578
135,100
Fiduciary Trust Internat of The South AS TR OF Temp Internat FDS, inc.
132,600
132,600
125,200
125,200
The Monetary Authority of Singapure
114,500
114,500
Foreign Smaller Comp Series (A series of templeton institutional fds, inc)
106,900
106,900
Central States Southeast and southwest areas Pension
90,000
90,000
Capital Guardian E M Eq Dc M Fd
81,800
81,800
Fidelity Advisor Ser VIII Latin America Fd
71,400
71,400
F A S VIII: Fidelity Adv Emerging Markets Fun
67,500
67,500
Public Employee Retirement System of Idaho
67,400
67,400
Capital Guardian Em. Mkts. R. Eq. Fd. For Tax. E. Ts
43,500
43,500
Commonwealth Of Pennsylvania State E R System
43,000
43,000
Capital Guardian Emerg Mkts Equi Mast Fd
35,000
35,000
Trustees of The Estate of Bernice Pauahi Bishop DBA
34,600
34,600
Fidelity Latin America Fund
32,600
32,600
City Of Hartford M Employee S Retirement Fund
26,100
26,100
Florida Retirement System Trust Fund
13,600
13,600
Laudus Rosenberg Intel Discovery Fund
11,900
11,900
Fidelity Emerging Markets Fund
11,800
11,800
Capital G. Em. Mark. Eq. Fund For Tax Exempt Tru
11,400
11,400
Bell Atlantic Master Pension Trust
8,100
8,100
Wellington Manag. Portifolios (Dublin) PLC
8,000
8,000
Ups Retirement Plan
7,300
7,300
Manuf Invest Trust Intl Small Cap Trust
Wellington Management Portfolios (Cayman) Diversified Inflation Hedges P
4,758
4,758
Companhia de Desenvolvimento Econômico de Minas Gerais - CODEMIG
996,722
996,722
GWI Fundo de Investimento em Ações
913,450
913,450
State Street Emerging Markets
Fundo de Investimento em Ações GWI Private
61,900
61,900
GWI Classic Fundo de Investimento em Ações
948,050
948,050
76,061,062
76,061,062
Total
City of Belo Horizonte, April 24 2008
This is a free English translation of the original instrument drawn up in the Company’s records
______________________
Márcio Nunes
Chairman
_______________________________________________
Marco Aurélio Martins da Costa Vasconcelos
Secretary