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Minutes of Board of Directors’ Meeting - Interim Dividends

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TPI – TRIUNFO PARTICIPAÇÕES E INVESTIMENTOS S.A.
("Company" or "Triunfo")
COMPANY REGISTRY (NIRE): 35.300.159.845
CORPORATE TAXPAYER'S ID (CNPJ): 03.014.553/0001-91

MINUTES OF THE BOARD OF DIRECTORS' MEETING
HELD ON AUGUST 9, 2012


1. DATE AND TIME: August 9, 2012, at 01:00 p.m. at the Company's headquarters, located in the city and state of São Paulo, at Rua Olimpíadas, nº 205, conjunto 142/143, Vila Olímpia, CEP 04551-000.

2. CALL NOTICE AND ATTENDANCE: After being duly called, the undersigned members of the board of directors attended the meeting.

3. PRESIDING BOARD: Mr. Luiz Fernando Wolff de Carvalho presided the meeting, and I, Paula Paulozzi Villar, acted as secretary:

AGENDA: Approval the payment of interim dividends;

RESOLUTIONS: All the members of the Board of Directors attending the meeting resolved on the following:

a) On August, 30, 2012, the interim dividends will be paid to shareholders, in accordance with the Half-yearly Balance Sheet prepared on June 30, 2012, in the total amount of R$20,440,000 (twenty million, four hundred forty thousand reais), equal to fourteen cents of reais (0.14) per share, exempt from withheld income tax.

b) said dividends will be calculated based on shareholder positions on August 09, 2012, and, as of August 10, 2012, the Company's shares will trade ex dividends.

The approved interim dividend is equivalent to 50% of the dividend basis of the first half of 2012.

CLOSURE: There being no further matters to address, the meeting was adjourned and these minutes were drawn up, read, approved and signed by all attending members. Signatures: Presiding Board: Luiz Fernando Wolff de Carvalho - Chairman, and Paula Paulozzi Villar - Secretary. Board Members: Marcelo Souza Monteiro, Leonardo Almeida Aguiar, Luiz Fernando Wolff de Carvalho, Antônio José Monteiro da Fonseca de Queiroz, Fernando Xavier Ferreira, Ricardo Stabille Piovezan and João Villar Garcia.

This is a free English translation of the original minutes filed in the Company's records.

São Paulo, August 9, 2012


_________________________________ _________________________________
Luiz Fernando Wolff de Carvalho Paula Paulozzi Villar
Chairman Secretary
9 August 2012