SCN QUADRA 04 - Ed. Centro Empresarial Varig, sala 702-A
Cep: 70.714-000 - Brasília (DF) - Brazil
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F:
ý
Form 40-F:
o
(Indicate by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1)):
Yes:
o
No:
ý
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)):
Yes:
o No:
ý
(Indicate by check mark whether the registrant by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes: o No: ý
TELEMIG CELULAR PARTICIPAÇÕES S.A.
Corporate Taxpayers ID (CNPJ): 02.558.118/0001 -65
Companies Registrar (NIRE): 53.300.005.770
PUBLICLY-HELD COMPANY
MINUTES OF THE BOARD OF DIRECTORS MEETING,
held on March 20, 2006
Date, time and venue:
On March 20 (twenty), 2006, at 8:35 pm, at the headquarters of Telemig Celular Participações S.A. (Telemig Participações or Company), in the city of Brasília, Federal District, at SCN, Qd.
4, Bloco B, Torre Oeste, Sala 702A.
Call Notice:
The call notice was exempted, in view of the attendance of all the members of the Board of Directors.
Attendance:
All the sitting members Messrs. Sergio Spinelli Silva Junior, Alberto Ribeiro Guth, Kevin Michael Altit, Elemér André Surányi, José Luiz Rodrigues, Pedro Paulo Elejalde de Campos, Carlos Alberto Rosa, Leda Maria
Deiró Hahn, Danilo de Siqueira Campos, José Wilson da Silva attended the meeting, and Mr. Wagner Pinheiro de Oliveira participated by telephone.
Presiding Board:
The Chairman of the Board of Directors of Telemig Participações, Mr. Sergio Spinelli Silva Junior, took over the chair, inviting Mr. Sergio Ros Brasil to be the secretary of the meeting, as provided for in the Companys Bylaws.
Agenda:
(i) To resolve on the dismissal of the current members and election of new members for the Companys Board of Executive Officers; and (ii) To instruct the board of executive officers to formalize a call request of an Extraordinary General
Meeting of Telemig Celular S.A. to resolve on the following agenda: (a) dismissal of members of the Board of Directors and election of new members; and (b) election of the Chairman and Vice Chairman of the Board of Directors.
Resolutions:
After the reading of the agenda was exempted, it was resolved, by unanimous vote of the attending shareholders, that the minutes referring to this Meeting of the Board of Directors were drawn up in the summary format, granting the Board members the
right to present manifestations and dissidences, under the terms of the law.
Before starting the resolution of the items of the agenda, the Chairman recorded the reception of a copy of the Minutes of the Extraordinary General Meeting of Telpart Participações S.A., held on March 17, 2006, instructing the vote of the members of the Companys Board of Directors indicated by it in this present meeting, as provided for in the Article 22, paragraph 1, I, b and c of its Bylaws (Doc. 1).
Subsequently, the Chairman proceed to the vote of the item (i) of the agenda, and the dismissal of all the current Executive Officers of the Company, Antonio José Ribeiro dos Santos e Aloysio José Mendes Galvão, was approved by unanimous vote, and the election, in complementation to the term of office, of Messrs. Oscar Thompson, a Brazilian citizen, married, engineer, identity card #14763797, issued by SSP/SP, Individual Taxpayers Register (CPF/MF) #129.628.248 -11, domiciled in the City and State of São Paulo, with address at Rua Luis Martins, 05, apt. 81, Alto da Lapa, to hold the positions of Chief Executive Officer and Investor Relations Officer, accumulating the functions of Chief Financial Officer; and Marcus Roger Meirelles Martins da Costa, a Brazilian citizen, married, economist, enrolled in the Regional Council of Economy (CRE-RJ) #18409 and Individual Taxpayers Register (CPF/MF) # 300.474.046 -04, domiciled in the City and State of Rio de Janeiro, with address at Av. Lineu de Paula Machado, 1000, apt. 607, Bloco B, Jardim Botânico, to hold the position of Human Resources Officer.
The Chairman recorded that the Executive Officers elected herein presented their resumes (Doc. 2) and also informed the other Board members that the referred Executive Officers declared to be able to render declarations provided for in the CVM Instruction #367, as of May 29, 2002, and in the Articles 147 and 157 of the Corporation Law, therefore, being able to be invested in office.
Concerning the item (ii) of the agenda, it was approved by unanimous vote the instruction for the board of executive officers so that the necessary measures are taken for the formalization of the call request of the Extraordinary General Meeting and its subsidiary Telemig Celular S.A. to resolve on the following agenda: (a) dismissal of the members of the Board of Directors and election of new members; and (b) election of the Chairman and Vice Chairman of the Board of Directors.
Closure:
Nothing more to be deal with, the minutes referring to this Meeting of the Board of Directors were drawn up, which were approved and signed by the unanimity of the attending members.
Brasília, March 20, 2006. | |
Sergio Spinelli Silva Junior | Sergio Ros Brasil |
Chairman | Secretary |
Attending Members of the Board of Directors:
Sergio Spinelli Silva Junior | Alberto Ribeiro Guth |
Kevin Michael Altit | Elemér André Surányi |
José Luiz Rodrigues | Pedro Paulo Elejalde de Campos |
Carlos Alberto Rosa | Leda Maria Deiró Hahn |
Danilo de Siqueira Campos | José Wilson da Silva |
Wagner Pinheiro de Oliveira |
3
This page is an integral part of the Board of Directors Meeting of Telemig Celular Participações S.A.
held on March 20, 2006.
TELEMIG CELULAR PARTICIPAÇÕES S.A. | ||||
By: | /s/ Oscar Thompson | |||
Name: | Oscar Thompson | |||
Title: | CEO and Head of Investor Relations |