SECURITIES AND EXCHANGE COMMISSION
Pursuant to Rule 13a-16 or 15d-16 of the
04707-000 - São Paulo, SP
Federative Republic of Brazil
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____
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VIVO PARTICIPAÇÕES S.A. CNPJ/MF n.º 02.558.074/0001-73 - NIRE 35.3.001.587.9-2 Publicly-held Company |
MINUTES OF THE SPECIAL MEETING OF THE BOARD OF DIRECTORS HELD ON MAY 12, 2008.
1. DATE, TIME AND PLACE: May 12, 2008, at 10:00 a.m., at the head-office of Vivo Participações S.A., at Av. Roque Petroni Junior, 1464, 6º andar, Morumbi, São Paulo - SP, upon regular call notice, as provided for in the Bylaws.
2. CALLING AND ATTENDANCE: the meeting was called in accordance with article 26, sole paragraph, of the Company’s Bylaws and convened with the attendance of the undersigned Directors, who represent a quorum under the terms of the Bylaws.
3. CHAIRMANSHIP OF THE MEETING: Shakhaf Wine – Chairman of the Meeting, and Breno Rodrigo Pacheco de Oliveira – Secretary.
4. INSTATEMENT: the meeting was instated with the attendance of the undersigned Directors, who represent a quorum under the terms of the Bylaws.
5. AGENDA AND RESOLUTIONS: approval of (i) rectification of the amount and unit face value of the promissory notes issued by TCO IP S.A. (“Promissory Notes” and “TCO IP”, respectively) to be granted as guarantee by the Company, as approved in the Special Meeting of the Board of Directors held on April 24, 2008; and, (ii) ratification of the other resolutions approved at the Special Meeting of the Board of Directors held on April 25, 2008.
The Directors, after examination and discussion, have unanimously and unrestrictedly approved the following: (i) rectification of the amount and unit face value of the Promissory Notes and TCO IP, to be granted as guarantee by the Company, in such manner as to authorize the Company to guarantee by endorsement one hundred and six (106) Promissory Notes issued by TCO IP, in the unit face value of five million reais (R$5,000,000.00); and (ii) ratification of the other resolutions approved at the Special Meeting of the Board of Directors, held on April 24, 2008.
6. CLOSING OF THE MEETING: Since there was no other business to be transacted, the meeting was closed and these minutes were drawn-up, having been subsequently read and signed and following transcribed in the proper book.
Signatures: Luis Miguel Gilpérez López - Chairman of the Board (represented by Mr. Félix Pablo Ivorra Cano); João Pedro Amadeu Baptista - Vice-Chairman of the Board (represented by Mr. Shakhaf Wine); Shakhaf Wine - Director and Chairman of the Meeting; Félix Pablo Ivorra Cano –Director; Rui Manuel de Medeiros D’Espiney Patrício – Director; Ignácio Aller Mallo – Director (represented by Mr. Félix Pablo Ivorra Cano); Luiz Kaufmann – Director; José Guimarães Monforte – Director; Antonio Gonçalves de Oliveira – Director; Breno Rodrigo Pacheco de Oliveira - Secretary of the Meeting.
I hereby certify that this is a faithful copy of the original minutes, which were drawn-up in the proper book.
Breno Rodrigo Pacheco de Oliveira
Secretary of the Meeting – OAB/RS Nº 45.479
SIGNATURE
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VIVO PARTICIPAÇÕES S.A. |
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By: |
/S/ Ernesto Gardelliano
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Ernesto Gardelliano
Investor Relations Officer |
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