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TIM PARTICIPAÇÕES S.A.
Publicly-Held Company
CNPJ/MF 02.558.115/0001 -21
NIRE 33.300.276.963

MINUTES OF THE BOARD OF DIRECTORS TOGETHER WITL THE FISCAL COUNCIL/AUDIT COMMITTEE
MEETING HELD ON OCTOBER 4, 2011


 
DATE, TIME AND PLACE: On October 4, 2011, at 6:30pm, at the head offices of TIM Participações S.A. ("Company"), located at Avenida das Américas, No. 3,434, 1st Block, 7th floor, part, Barra da Tijuca, in the City and State of Rio de Janeiro.

ATTENDANCE: The Board of Directors of the Company was gathered at the date, time and place above mentioned, with the presence of the totality of its members, Messrs. Manoel Horacio Francisco da Silva, Luca Luciani, Maílson Ferreira da Nóbrega, Adhemar Gabriel Bahadian, Andrea Mangoni, Stefano de Angelis, Oscar Cicchetti, Gabriele Galateri di Genola e Suniglia and Carmelo Furci, and also with the presence of the members of the Fiscal Council/Audit Committee of the Company ("FC"), namely, Messrs. Alberto Emmanuel Whitaker, Oswaldo Orsolin and Samuel de Paula Matos, either in person or by means of audio/video-conference,as provided in paragraph 2, article 25 of the Company's By-laws. Justified absence of the FC members, Mr. Carlos Alberto Caser, who sent his vote in written, and Mr. Massao Fábio Oya. Also attended the meeting Mrs. Alessandra Catanante, General Secretary of the Board of Directors and the legal representatives of Banco Itaú BBA S.A., Banco Morgan Stanley S.A. and the law firms Lefosse Advogados and Veirano Advogados in order to provide any further clarification regarding the subject matter of the Agenda.

PRESIDING MEMBERS: Mr. Manoel Horacio Francisco da Silva – Chairman; and Mrs. Alessandra Catanante – General Secretary.

AGENDA: (i) At the FC Meeting: (1) to issue an opinion in connection with the pricing of the shares purpose of the primary public distribution offer of shares issued by the Company; (2) to issue an opinion regarding the Company's capital increase, to be performed in connection with the public offering; and (3) other matters related to the agenda or even of general interest to the Company. (ii) At the Board of Directors Meeting: (1) resolve to set forth the pricing of the shares purpose of the primary public distribution offer of shares issued by the Company; (2) resolve to increase the Company's corporate capital, to be performed in connection with the public offering; and (3) other matters related to the agenda or even of general interest to the Company.


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