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Excerpt of the Minutes of the Board of Directors Meetings of Light S.A., held on February 10, 2010, at 10h30 A.M (continued).
3.2.2. Light S.A. Vnia Souza and Vincius Nishioka, representatives of KPMG Auditores Independentes, also attended the meeting and presented their report on the Companys financial statements relative to fiscal year 2009. Executive Vice-President and Investor Relations Officer, Ronnie Vaz Moreira, presented the Executive Boards proposal related to the following: (i) the Management Report for 2009, (ii) the Executive Board Accounts Financial Statements relative to fiscal year 2009; (iii) the Allocation of Net Income; (iv) the ratification of the dividends approved and paid in November 2009, in the amount of R$ 94,729,799.90 (ninety-four million, seven hundred twenty-nine thousand, seven hundred ninety-nine reais and ninety centavos); (v) the Capital Budget, as per Exhibit I hereto. The New Business and Institutional Officer, Paulo Roberto Ribeiro Pinto presented the proposal for overall annual compensation of the managers, in the amount of R$2,061,698.00 (two million, sixty-one thousand, six hundred ninety-eight reais), and for the individual compensation of Fiscal Council members, when installed, in the amount of R$6,152.00 (six thousand, one hundred fifty-two reais) per month. The Chairman of the Fiscal Council, Mr. Eduardo Grande Bittencourt, informed that the Fiscal Council has analyzed the Companys financial statements relative to the fiscal year ended December 31, 2009 and the management report, and issued the opinion that such documents are in conditions to the presented to the Annual Shareholders Meeting. The Board approved, by unanimous vote, the Executive Boards proposal and submitted it to the Companys Annual and Extraordinary Shareholders Meeting, as well as the Call Notice to the to the Companys Annual and Extraordinary Shareholders Meeting, to be held on a timely manner. 3.2.2.1. Form of Payment of Proposed Dividends. The Executive Board presented a proposal, to be submitted to the Companys Annual Shareholders Meeting, for the payment of dividends amounting to R$432,340,207.20 (four hundred thirty-two million, three hundred and forty thousand, two hundred and seven reais and twenty centavos), equivalent to R$2.12 (two point twelve reais) per share, as per the allocation of net income for the year ended December 31, 2009, on March 30, 2010. The Board approved, by unanimous vote, the submission of the proposal to the Companys Annual Shareholders Meeting. 3.3. ACD Suretyship Light S.A. for Performance Bond of Light ESCO. The Executive Board presented a proposal to contract a Performance Bond for Light Esco from Fator Seguradora, with the suretyship given by Light S.A., under the scope of the Counter Guarantee of Fator Seguradora - Performance Bond for the CENPES-PETROBRAS Project. Amount: Up to R$4.0 million Issuance: Immediate, with validity retroactive to October 6, 2009. Maturity: 5/5/2010 The Management Committee recommended the approval of the Executive Boards proposal. The Board unanimously approved and instructed the Executive Board of Light ESCO to take the measures necessary to contract the Performance Bond, pursuant to ACD 001/10. 3.4. Addendum to the Concession Agreement of Light SESA. The Board ratified, by unanimous vote, the call notice to Light S.A.s and Light SESAs Extraordinary Shareholders Meeting and instructed the Company to vote in favor of the
Excerpt of the Minutes of the Board of Directors Meetings of Light S.A., held on February 10, 2010, at 10h30 A.M (continued).
execution of the Addendum to the Concession Agreement at the Extraordinary Shareholders' Meeting of Light SESA, subject to the voting of Light S.A.'s shareholders at the Extraordinary Shareholders' Meeting called on this date, to be held on February 26, 2010. 3.5. Approval of the technical feasibility study of deferred tax assets. The Executive Board presented a technical feasibility study of deferred tax assets, based on which the Deferred Assets will be used in 4 years. The Board unanimously approved and instructed the members appointed by Light S.A. to the Board of Directors of Light SESA to approve the Executive Boards proposal. This is a free English translation of the summary of the minutes of the Companys Board of Directors held on this date. Rio de Janeiro, February 10, 2010