TRANSMISSORA ALIANÇA DE ENERGIA ELÉTRICA S.A. NIRE CNPJ/MF / A Public Company

Transcrição

1 TRANSMISSORA ALIANÇA DE ENERGIA ELÉTRICA S.A. NIRE CNPJ/MF / A Public Company MINUTES OF THE BOARD OF DIRECTORS MEETING HELD ON MARCH DATE, HOUR AND PLACE: The meeting was held on the 10th day of the month of March, at 03:30 PM, at the Company s main offices located at Praça XV de Novembro nº 20, rooms 601 and 602, Downtown, Rio de Janeiro-RJ. ATTENDEES AND NOTICE: Having complied with the notification formalities, the following incumbent Directors participated: Allan Kardec de Melo Ferreira, José Afonso Bicalho Beltrão da Silva, Oscar Santos de Faria, Paulo de Moura Ramos, Bruno José Albuquerque de Castro, Carlos Roberto Cafareli, Ponciano Padilha, Jorge Kalache Filho, Jorge Raimundo Nahas, and Carlos Augusto Derraik, and substitute Directors João Paulo Dionísio Campos, Roberto Schafer de Castro, Luiz Antônio Vicentini Jorente, Roberta da Rocha Miranda Borio, Jarbas Antônio de Biagi, and Antônio Affonso Mac Dowell Leite de Castro. Also present were incumbent members of the Audit Committee, Mr. Antônio Pádua Ferreira Passos, Nilton Roberto Pinheiro and Alexandre Pedercini Issa, and the representative of the Deloitte Touche Tohmatsu Independent Auditors Mr. Jonatas Barcelos. TABLE: The meeting was chaired by Director José Afonso Bicalho Beltrão da Silva, who invited Mr. Arnaldo de Mesquita Bittencourt Neto to be the secretary. Having called the meeting to order, the Directors unanimously approved that these minutes be drafted in summarized form. ORDER OF THE DAY: (1) Forwarding, to the Ordinary General Meeting, of a proposal for the Company s Management s Report and Financial Statements relative to the year 2016; (2) Forwarding, to the Ordinary General Meeting, of a proposal for the destination of the 2016 net profit; (3) Technical Study of the Feasibility of Generation of Taxable Profits relative to the year 2016, as per Instruction issued by the Securities &

2 Exchange Commission - ICVM nº371/02; (4) Voting instructions at the Board of Directors Meetings of affiliate companies Empresa Amazonense de Transmissão de Energia S.A. ( EATE ), Empresa Catarinense de Transmissão de Energia S.A. ( ECTE ), Empresa Norte de Transmissão de Energia S.A. ( ENTE ) and Empresa Paraense de Transmissão de Energia S.A. ( ETEP ), Empresa Regional de Transmissão de Energia S.A. ( ERTE ), Empresa Brasileira de Transmissão de Energia S.A. ( EBTE ), which will deliberate on: a) the results of the year 2016 for payment of employee, coordinator, manager and director Profit and Result Sharing Program; b) updating of the approval limits for Directors foreseen in the companies articles of incorporation; and c) extension for 01 (one) year of the Management Committee and of the Technical / Implantation Committee; (5) Voting instructions for Company representatives at the Extraordinary General Meetings of affiliated companies Interligação Elétrica Aimorés S.A. ( Aimorés ) and Interligação Elétrica Paraguaçu S.A.( Paraguaçu ) which will deliberate on the election of the Technical Director and Administrative/Financial Director; (6) Declaration of vote at the Extraordinary General Meetings of affiliated companies ETEP, ERTE, ENTE and EATE which will deliberate on the recomposition of their Boards of Directors; and (7) Celebration of an Engineering Consultancy Contract with Cemig Geração e Transmissão S.A. ( Cemig GT ), referent to the first National Electric Power Agency s ( Aneel ) Auction to be held in DELIBERATIONS: The members of the Board of Directors with the right to vote unanimously deliberated: (1) To forward to the Ordinary General Meeting, to be convened in due time, the Management Report, the Company s Financial Statements, all attached to these Minutes, relative to the fiscal year ended on December 31, (2) To forward to the Ordinary General Meeting, to be convened in due time, a proposal for the destination of the Net Profit of the 2016 fiscal year, in the amount of R$ ,82 (eight hundred and sixty two million, sixty five thousand five hundred and seventy two reais and 82 cents), in the following manner: (I) R$ ,64 (forty three million one hundred and three thousand two hundred and seventy eight reais and sixty four cents), relative to 5% of the Net Profit, will be

3 allocated to the Legal Reserve account, in compliance with Paragraph 1 of Article 31 of the Articles of Incorporation; (II) R$ ,43 (thirty five million, three hundred and sixty thousand eight hundred and seventy eight reais and forty three cents) will be allocated to the Tax Incentive Reserve, as required by the Superintendência do Desenvolvimento do Nordeste SUDENE and the Superintendência para o Desenvolvimento da Amazônia SUDAM, for the maintenance of the tax benefits granted by the referred agencies; (III) R$ ,39 (three hundred and eight million, nine hundred and twenty nine thousand seven hundred and three reais and thirty nine cents) paid to shareholders in advance as interim dividends, on June , August and December ; (IV) R$ ,41 (two hundred and ninety nine million, nine hundred and fifty four thousand and fifty four reais and forty one cents) paid to shareholders in advance as interest on own capital, on June , August and December ; and (V) R$ ,95 (one hundred and seventy four million, seven hundred and seventeen thousand, six hundred and fifty seven reais and ninety five cents) to be paid to shareholders by December as additional dividends. (3) To approve the Technical Study of the Feasibility of Generation of Taxable Profits as per Instruction issued by the Securities & Exchange Commission - ICVM nº371/02, which supports the item deferred taxes and social contributions, referent to the fiscal year ended December (4) To instruct the favorable vote of the indicated Directors at the meetings of the Board of Directors meetings of the affiliated companies Empresa Amazonense de Transmissão de Energia S.A. ("EATE"), Empresa Catarinense de Transmissão de Energia S.A. ("ECTE"), Empresa Norte de Transmissão de Energia S.A. ("ENTE"), Empresa Paraense de Transmissão de Energia S.A. ("ETEP"), Empresa Regional de Transmissão de Energia S.A. ("ERTE") and Empresa Brasileira de Transmissão de Energia S.A. ("EBTE"), collectively the TBEs, which will deliberate on: (I) the results of the year 2016 for payment of employee and director Profit and Result Sharing Program; (II) updating of the approval limits for Directors foreseen in the companies articles of incorporation; e, (III) extension for 01 (one) year of the TBEs Management Committee and Technical / Implantation Committee.

4 (5) To declare the vote in favor of the Company representatives at the Extraordinary General Meetings of the companies Interligação Elétrica Aimorés S.A. ( Aimorés ) and Interligação Elétrica Paraguaçu S.A.( Paraguaçu ), which will elect Mr. Leandro Cesar dos Reis, Administrative/Financial Director, in place of Mr. João Procópio Campos Loures Vale, and Mr. Luiz Roberto de Azevedo Technical Director, in place of Mr. Weberson Eduardo Guioto Abreu. The above will remain in office for three years, until the respective Ordinary General Meetings of (6) To declare the vote in favor of the Company representatives at the Extraordinary General Meetings of: a) Empresa Amazonense de Transmissão de Energia S.A. ( EATE ), which will elect Mr. Renato Bezerra dos Santos member of the Board of Directors; (b) Empresa Paraense de Transmissão de Energia S.A. ( ETEP ) Mr. Marcelo Pereira de Carvalho of the Board of Directors; (c) Empresa Regional de Transmissão de Energia S.A. ( ERTE ) which will elect Mrs. Rosangela Moreira Ribeiro member of the Board of Directors; and (d) Empresa Norte de Transmissão de Energia S.A.( ENTE ) which will elect Mr. João Paulo Dionísio Campos and Mr. Marcelo Pereira de Carvalho incumbent and substitute member, respectively. The above will serve three year terms, ending in: EATE: AUG 2019; ETEP: AUG 2019; ERTE: AUG 2017; and ENTE: AUG (7) It is recorded that Board of Director member Carlos Augusto Derraik took over the chair of the meeting considering that Mr. José Afonso Bicalho Beltrão da Silva declared conflict of interest in the matter, being that Board of Director Allan Kardec de Melo Ferreira, Oscar Santos de Faria, Paulo de Moura Ramos, João Paulo Dionísio Campos, Roberto Schafer de Castro and Luiz Antônio Vicentini Jorente equally declared conflict of interest in the matter, reason for which they did not participate in the discussion or voting or approval of the celebration, by Taesa, of an engineering consultancy contract with Cemig Geração e Transmissão S.A., relative to the National Electric Power Agency s ( Aneel ) first Transmission Auction to be held in 2017, in the amount of up to R$ ,25 (two hundred and fifty six thousand three hundred and thirty one reais and twenty five cents. Taesa will reimburse travel expenses, including food, lodging and airfare, as long as previously approved and in accordance with the Company s travel policy. The object of this contract includes the analysis of the Invitation to Bid documents, preparation of the reference documentation for proposal presentation, field

5 inspections, development of technical solutions for substations and transmission lines, definition of an implementation schedule of the Works, risk analysis, budget management, technical-commercial negotiations, definition of suppliers and preparation of pre contracts. CLOSING: There being nothing more to discuss, the meeting was adjourned and these minutes were drawn up, read and approved by all members of the Board of Directors who voted at this meeting: (aa.) Secretary: Arnaldo de Mesquita Bittencourt Neto; Full Members: Allan Kardec de Melo Ferreira, José Afonso Bicalho Beltrão da Silva, Oscar Santos de Faria, Paulo de Moura Ramos, Bruno José Albuquerque de Castro, Carlos Roberto Cafareli, Ponciano Padilha, Jorge Kalache Filho, Jorge Raimundo Nahas, and Carlos Augusto Derraik. True excerpt of the original recorded in the Book of Board of Director Meeting Minutes Arnaldo de Mesquita Bittencourt Neto Secretary