TOTVS S.A. Corporate Taxpayer s ID (CNPJ/MF) / Corporate Registry ID (NIRE)
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1 TOTVS S.A. Corporate Taxpayer s ID (CNPJ/MF) / Corporate Registry ID (NIRE) MINUTES OF THE BOARD OF DIRECTORS MEETING HELD ON SEPTEMBER 17, DATE, TIME AND VENUE: The meeting was held on September 17, 2009, at 9:00 am, at the Company s headquarters, located at Avenida Braz Leme, 1.631, 2 o andar, Jardim São Bento, in the City of São Paulo, State of São Paulo ATTENDANCE: All members of the Board of Directors attended the meeting, namely: Laércio José de Lucena Cosentino; Marilia Artimonte Rocca; Patrice Philippe Nogueira Baptista Etlin; Pedro Luiz Passos; Miguel Abuhab; and Sérgio Foldes Guimarães PRESIDING BOARD: Chairman: Mr. Laércio José de Lucena Cosentino; and Secretary: Mrs. Ingrid Reila Pires Prado AGENDA: (a) to elect Company s Executive Officers; and (b) to ratify the election of the Executive Officers of the Company RESOLUTIONS: After discussion, by unanimous vote of the board members attending the meeting, and with no reservations or restrictions, the following resolutions were taken: (a) Approval of the election of the new Executive Officers, for the following management positions: (i) Business Officer: Chesley Bernardo Buteri, Brazilian citizen, married, electric engineer, resident and domiciled in the City and State of São Paulo, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, 1
2 CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) ES; (ii) Business Officer: Denis Del Bianco, Brazilian citizen, married, IT graduate, resident and domiciled in the City and State of Rio de Janeiro, with office in the same city, at Praia do Flamengo, 200, 16º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) IFP/RJ; (iii) Business Officer: Lélio de Souza Júnior, Brazilian citizen, married, mechanical engineer, resident and domiciled in the City and State of Rio de Janeiro, with office in the same city, at Praia do Flamengo, 200, 16º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) CREA/MG; (iv) Business Officer: Mário Cesar Pamplona, Brazilian citizen, married, business administrator, resident and domiciled in the City of Joinville, State of Santa Catarina, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SC; (v) (vi) Business Officer: Rodrigo de Queiroz Caserta, Brazilian citizen, married, production engineer, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) IFP/RJ; and Business Officer: Virgílio Deloy Capobianco Gibbon, Brazilian citizen, married, economist, resident and domiciled in the City and State of Rio de Janeiro, with office in the same city, at Praia do Flamengo, 200, 16º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) IFP/RJ. 2
3 The Executive Officers elected herein shall take office pursuant to Article 149 of the Brazilian Corporation Law and shall remain in their respective positions up to the Company s Annual General Meeting to be held in 2011, or until they are removed or replaced by the Board of Directors. (b) Ratification of the election of the current Executive Officers: (i) Chief Executive Officer: Laércio José de Lucena Cosentino, Brazilian citizen, married, electric engineer, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SP; (ii) Chief Market Strategy Officer: Laércio José de Lucena Cosentino, qualified above; (iii) Chief Financial: José Rogério Luiz, Brazilian citizen, married, economist, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SP; (iv) Chief Development Officer: Wilson de Godoy Soares Júnior, Brazilian citizen, married, electronic engineer, resident and domiciled in the City of Santo André, State of São Paulo, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF) and Identity Card (RG) SSP/SP; (v) Chief Innovation and Technology Officer: Weber George Canova, Brazilian citizen, married, engineer, resident and domiciled in the City of Santana do Parnaíba, State of São Paulo, with office in the City of São Paulo, at Avenida Braz (CPF/MF) and Identity Card (RG) SSP/SP; 3
4 (vi) Chief Services and Relationship Officer: Marcelo Rehder Monteiro, Brazilian citizen, married, chemical engineer, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz (CPF/MF) and Identity Card (RG) SSP/SP; (vii) Investor Relations Officer: José Rogério Luiz, qualified above; (viii) Marketing Officer: Marcelo dos Santos, Brazilian citizen, married, accountant, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SC; (ix) Chief Financial and Services Officer: Alexandre Mafra Guimarães, Brazilian citizen, married, electric engineer, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz (CPF/MF) and Identity Card (RG) MG SSP/MG; (x) Human Relations Officer: Maria de Fátima Almeida e Albuquerque, Brazilian citizen, married, systems analyst, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz (CPF/MF) and Identity Card (RG) SSP/ES; (xi) Legal Officer: Khalil Kaddissi, Brazilian citizen, married, lawyer, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SP; 4
5 (xii) Planning Officer: Gilsomar Maia Sebastião, Brazilian citizen, married, accountant, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SP; (xiii) International Expansion Officer: Flávio Balestrin de Paiva, Brazilian citizen, single, business administrator, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz (CPF/MF) and Identity Card (RG) SSP/SP; (xiv) Commercial Services and Relationship Officer: Marcelo Jacob, Brazilian citizen, married, business administrator, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz (CPF/MF) and Identity Card (RG) SSP/SP; (xv) Commercial Services and Relationship Officer: Silvio Mota, Brazilian citizen, married, engineer, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the City of São Paulo, at Avenida Braz (CPF/MF) and Identity Card (RG) SSP/SP; (xvi) Commercial Services and Relationship Officer: Robério Gualberto Teixeira Lima, Brazilian citizen, single, economist, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/PI; (xvii) Commercial Services and Relationship Officer: Jean Carlo Klaumann, Brazilian citizen, separated, marketing graduate, resident and domiciled in the City of Joinville, State of Santa Catarina, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual 5
6 Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SC; (xviii) Services and Relationship Officer: Gustavo Dutra Bastos, Brazilian citizen, married, business administrator, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) M SSP/MG; (xix) Project Management Officer: Paulo Roberto da Silva, Brazilian citizen, married, business administrator, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SP; (xx) Development Officer: Andre Bretas Nunes de Lima, Brazilian citizen, married, systems analyst, resident and domiciled in the City of Belo Horizonte, State of Minas Gerais, with office in the same city, at Avenida Raja Gabaglia, 2.664, 2º andar, Santa Lucia, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) M SSP/MG; (xxi) Development Officer: Fábio Giani Orlovas, Brazilian citizen, married, administrator, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SP; (xxii) Development Officer: Evandro de Castro Ávila, Brazilian citizen, married, business administrator, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/MG; 6
7 (xxiii) Development Officer: Edimilson José Correa, Brazilian citizen, married, systems analyst, resident and domiciled in the City of Joinville, State of Santa Catarina, with office in the same city, at Avenida Santos Dumont, 831, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SC; (xxiv) TOTVS Unit Officer: Álvaro Emídio Macedo Cysneiros, Brazilian citizen, married, engineer, resident and domiciled in the City and State of Rio de Janeiro, with office in the same city, at Praia do Flamengo, 200, 16º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) IFP/RJ; (xxv) Unit Officer: Rodrigo de Queirós Cabrera Nasser, Brazilian citizen, single, business administrator, domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SP; (xxvi) Unit Officer: Cléber Augusto Piçarro, Brazilian citizen, married, systems analyst, resident and domiciled in the City of Belo Horizonte, State of Minas Gerais, with office in the same city, at Avenida Raja Gabaglia, 2.664, 2º andar, Santa Lucia, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) MG SSP/MG; (xxvii) Unit Officer: Filipe Paulo Ribeiro Fragoso de Rhodes, Portuguese citizen, married, domiciled in the City of Belo Horizonte, State of Minas Gerais, with office in the same city, at Avenida Raja Gabaglia, 2.664, 2º andar, Santa Lucia, CEP , Individual Taxpayer s ID (CPF/MF) and Foreigner's Identity Card (RNE) W IDPMAFRJ; (xxviii) Business Officer: Gilsinei Valcir Hansen, Brazilian citizen, married, business administrator, resident and domiciled in the City of São Paulo, State 7
8 of São Paulo, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) SSP/SC; (xxix) Business Officer: Giovani da Silva Amaral, Brazilian citizen, married, business administrator, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the City of São Paulo, at Avenida Braz Leme, 1.631, 2º andar, CEP , Individual Taxpayer s ID (CPF/MF) and Identity Card (RG) MG SSP/MG; and (xxx) Alliance and New Business Officer: Cláudio Bessa Sacramento, Brazilian citizen, married, business administrator, resident and domiciled in the City of São Paulo, State of São Paulo, with office in the same city, at Avenida Braz (CPF/MF) and Identity Card (RG) SSP/SP. The Executive Officers shall remain in their respective positions until the Company s Annual General Meeting to be held in 2011, or until they are removed or replaced by the Board of Directors. 8
9 6. - CLOSURE, DRAWING UP AND APPROVAL OF THE MINUTES: There being no further business to discuss, the meeting was adjourned to draw up these minutes, which were read, approved and signed by all attending members. This is a free English translation of the original instrument drawn up in the Company s records. São Paulo, September 17, 2009 Presiding Board: Laércio José de Lucena Cosentino Chairman Ingrid Reila Pires Prado Secretary 9
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