DATE, TIME AND LOCATION:
On May 05, 2011, at 4:00 p.m. in the City and State of Rio de Janeiro.
The Board of Directors of TIM Participações S.A. ("Company") at the date, time and location mentioned above, with the attendance of the majority of its effective members. Mr. Manoel Horácio Francisco da Silva, Mr.Gabriele Galateri di Genola e Suniglia, Mr. Luca Luciani, Mr. Stefano de Angelis Mr. Adhemar Gabriel Bahadian and Mr. Francesco Saverio Bruno. As set forth in paragraph 2 of article 29 of the Company By-Laws, the Members participated in the meeting in person or by means of audio-conference. Absences of Mr. Maílson Ferreira da Nóbrega, Mr. Marco Patuano and Mr. Carmelo Furci. Mr. Andrea Mangoni has been represented by its substitute Mr. Francesco Saverio Bruno. Also present Mr. Claudio Zezza, Chief Financial Officer and Investors Relation Officer and Mrs. Alessandra Catanante, General Secretary and Secretary of the Board of Directors, as well as representatives of Banco Santander (Brasil) S.A. and of the law firm Lefosse Advogados.
Mr. Manoel Horácio Francisco da Silva – President; and Mrs. Alessandra Catanante – General Secretary.
Resolve on the Company migration to the listing segment "Novo Mercado" of BM&F Bovespa ("Novo Mercado"), and the consequent admission of the shares issued by the Company for trading in Novo Mercado; (2)
Resolve on the proposal of conversion of all preferred shares into common shares issued by the Company in accordance with the conversion ratio to be discussed and approved in the meeting; (3)
Resolve on the authorization for the Company Executive Board (Diretoria) to start the negotiations, as well as take the other necessary measures with BM&F Bovespa, the Brazilian Securities Commission – CVM, the Securities and Exchange Commission – SEC of the United States of America and the New York Stock Exchange - NYSE or any agencies, autarchies or third parties, in view of the Company adhesion to Novo Mercado Regulation and the execution of the Participation Agreement in Novo Mercado or any other documents deemed necessary for the admission of the Company shares for trading in Novo Mercado; (4)
Authorize the publication of material fact in accordance with CVM Instruction no. 358/02, as amended; and (5)
Other subjects relate to the other agenda matters or of general interest of the Company.
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