TRANSMISSORA ALIANÇA DE ENERGIA ELÉTRICA S.A. CORPORATE TAXPAYERS ID (CNPJ/MF) / COMPANY REGISTRY (NIRE): 33.3.

Transcrição

1 TRANSMISSORA ALIANÇA DE ENERGIA ELÉTRICA S.A. CORPORATE TAXPAYERS ID (CNPJ/MF) / COMPANY REGISTRY (NIRE): MINUTES OF THE MEETING OF HOLDERS OF THE FOURTH SERIES OF THE 2 ND ISSUE DEBENTURES OF TRANSMISSORA ALIANÇA DE ENERGIA ELÉTRICA S.A. HELD ON JULY 20, DATE, TIME AND VENUE: Held on July 20, 2011, at 10 am, at GDC Partners Serviços Fiduciários Distribuidora de Títulos e Valores Mobiliários Ltda., located in the city of Rio de Janeiro, in the state of Rio de Janeiro, at Avenida Ayrton Senna, n 3.000, Bloco 1, sala 317, Barra da Tijuca. 2. CALL NOTICE: The call notice was waived, pursuant to paragraph 4, Article 124, Law 6404, of December 15, 1976, as amended ( Brazilian Corporate Law ), given the presence of the holder of 100% of the outstanding fourth series of the second issue of simple, non-convertible debentures, in up to four series, of which up to three series are unsecured and one series is subordinated, through public offering with restricted placement efforts of Transmissora Aliança de Energia Elétrica S.A. ( Debentures of the Fourth Series, Issuance and Company, respectively). 3. ATTENDANCE: The debenture holder Banco Itaú BBA S.A., owner of 100% of the outstanding fourth series debentures ( Debenture holder ), attended the meeting as per the signature in the debenture holders attendance list. Mr. Juarez Dias Costa, representing GDC Partners Serviços Fiduciários Distribuidora de Títulos e Valores Mobiliários Ltda., as the debentures holder's trustee ( Trustee ), and the Company s representatives, Mr. Marco Antonio Resende Faria and Mr. Ari Cesar Paiva de Almeida also attended the meeting. 4. PRESIDING: Ms. Darcira da Silva C. Gonçalves was elected Chairperson, representing the debenture holder Banco Itaú BBA S.A.; Mr. Arnaldo Bittencourt was invited by Ms. Silva to be the Secretary. 5. AGENDA: To resolve on: (i) changing the subordinated debentures of the fourth series into unsecured; and (ii) subsequent execution of addendum to the Private Indenture Instrument of the Second Issue of Simple Nonconvertible Debentures, with Three series, Two of the Unsecured Type and One of the Subordinated Type, for Public Distribution, with Restricted Placement Efforts of Transmissora Aliança de Energia Elétrica S.A., signed on November 30, 2010 by the Company and the Trustee, according to the execution on December 10, 2010 and December 14, 2010 ( Indenture ). 6. OPENING: The Trustee s representative proposed the election of the meeting s Chairperson and Secretary to, among other measures, draw up these minutes. After the election, the Secretary verified the quorum and call notice, as well as the power of attorney of all the representatives of the debenture holder. Subsequently, the Chairperson declared the meeting officially opened and proceeded to read the topics of the agenda. 7. RESOLUTIONS: After analyses and discussion of the topics on the agenda, the debenture holder representing one hundred percent (100%) of the outstanding fourth series debentures approved: 1/5

2 (a) changing the fourth series debentures into the unsecured type, considering that: (i) item of the Indenture sets forth that fourth series debentures will be changed from subordinated to unsecured debentures from the moment the Company s capital stock reaches the volume needed to do so, pursuant to Article 60 of Brazilian Corporate Law; and (ii) on June 27, 2011, Law 12,431 went into effect, which, among other provisions, revoked Article 60 of Brazilian Corporate Law, which set the limits for debenture issues for securities issuing companies. (b) due to the resolution described in item (a) above, the execution of addendum to the Indenture to make the change of fourth series debentures from subordinated to unsecured type. 8. CLOSURE: The floor was offered to whoever wished to speak, but there were no additional manifestations. There being no further matters to address, the meeting was adjourned and these minutes drawn up, read and signed by all attendees. Rio de Janeiro, July 20, Darcira da Silva C. Gonçalves Chairman Arnaldo Bittencourt Secretary 2/5

3 TRANSMISSORA ALIANÇA DE ENERGIA ELÉTRICA S.A. (Debenture Issuer) Marco Antonio Resende Faria Diretor Superintendente Técnico Ari Cesar Paiva de Almeida Procurador 3/5

4 GDC PARTNERS SERVIÇOS FIDUCIÁRIOS DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS LTDA. (Trustee) Juarez Dias Costa Diretor 4/5

5 BANCO ITAÚ BBA S.A. (Holder of 1,450 fourth series debentures, corresponding to 100% of said debentures series) Maite Nonato Napolitano Legal Representative Darcira da Silva C Gonçalves Legal Representative 5/5