KLABIN S.A. Publicly Traded Company – National Directory of Legal

Transcrição

KLABIN S.A.
Publicly Traded Company – National Directory of Legal Entities [CNPJ/MF] number
89.637.490/0001-45
Corporate Registry [NIRE] number 35300188349
MINUTES OF THE REGULAR MEETING
DATE, TIME AND PLACE OF THE MEETING
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On April, the fourth (4 ) day of 2011, at 2:30 p.m., at the registered office of the Company
established at Avenida Brigadeiro Faria Lima, no. 3.600, Térreo, City of São Paulo, State of São
Paulo, on first summons.
COMPOSITION OF THE BOARD
Chairman: Pedro Franco Piva, Chairman of the Board of Directors.
Secretary: Maria Elizabeth Toledo Pacheco
ATTENDANCE
Shareholders representing more than two-thirds of the capital stock with voting rights, according
to the Shareholders Attendance Book; Executive Officers; members of the Board of Directors;
members of the Statutory Audit Committee and representative of Deloitte Touche Tohmatsu
Auditores Independentes, Mr. Gilberto Grandolpho, registered with the Regional Council of
Accountancy, São Paulo [CRC/SP] under number 139.572/O-5, and Roberto Torres dos Santos,
registered with the Regional Council of Accountancy [CRC] under number 1SP219663/O-7.
PRIOR PUBLICATIONS
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According to the provisions set forth in the Paragraph 5, Article 133 of the Act 6.404/76, the
publication of notices was waived.
The Notice of Call dated March 17th, 2011 was published in the Official Gazette of the State
of São Paulo on March 18th, 19th and 22nd, 2011, and in the newspaper Valor Econômico on
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March 18 , 19 , 20 , 21 and 22 , 2011.
The Administration Report, the Financial Statements and the Opinions issued by the
Statutory Audit Committee and the Independent Auditors were published in the Official
Gazette of the State of São Paulo and in the newspaper Valor Econômico on February 25th,
2011.
AGENDA
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To review the accounts of the Administrators; to examine, discuss and vote the
Administration Report, the Financial Statements and the Opinions issued by the Independent
Auditors and the Statutory Audit Committee related to the fiscal year concluded on December
31st, 2010, in addition to the opinion issued by the Board of Directors;
To apportion appropriations and distribute dividends;
To elect the members of the Board of Directors;
To establish the remuneration of the Administrators;
To elect the members of the Statutory Audit Committee, including the representative of the
shareholders that own preferred shares, establishing the corresponding remuneration. The
Klabin S.A.
Minutes of the Regular Meeting
Held on April 4th, 2011, at 2:30 p.m.
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holders of preferred shares shall be allowed to vote in the election of their representative in
the Statutory Audit Committee.
READING OF DOCUMENTS
The reading of documents referred to in the Article 133 of the Act 6.404/76 and the Opinion
issued by the Statutory Audit Committee was not required.
DECISIONS
1. The following items were approved by unanimity, with abstention of the ones legally impeded:
1.1.
The accounts of the Executive Board, the Report of the Administration, the Financial
Statements, the Opinions issued by the Statutory Audit Committee and the Independent
Auditors regarding the fiscal year concluded on December 31st, 2010 and the
corresponding opinion issued the Board of Directors.
1.2.
The apportionment of appropriations, including the net profit and the amount resulting from
realization, in 2010, of its own Revaluation Reserve, appropriated directly in the account of
Accumulated Profits, according to said Financial Statements, as follows:
R$ thousand
a) Statutory Reserve................................................................................ 27,988,821.66
b) Interim dividends approved by
the Board of Directors:
in meeting held on July 5th, 2010:
R$ 52.13 per lot of 1,000 common shares ......................................... 16,516,220.86
R$ 57.34 per lot of 1,000 preferred shares ......................................... 33,483,568.74
in meeting held on September 21st, 2010:
R$ 72.98 per lot of 1,000 common shares .......................................... 23,122,075.55
SUBTOTAL ....................................................................................... 120,001,197.18
c) Complementary dividends:
R$ 73.85 per lot of 1,000 common shares .......................................... 23,397,715.53
SUBTOTAL ......................................................................................... 70,001,767.25
TOTAL OF DIVIDENDS .................................................................... 190,002,964.43
The dividend total corresponds to 41% of the net profit of the fiscal year adjusted
according to the law.
d) Statutory Reserve for Investments and Working Capital:.................. 268,464,845.19
e) Reserve of Unrealized Profits............................................................ 296,092,500.00
f) Realization of Capital Reserves, Unrealized Profits Reserves
and Adjustments to Equity Valuation................................................. 222,773,778.16
2. The following shareholders were elected to perform as permanent and substitute members of the
Board of Directors until the installation of their successors elected by the Regular Meeting to be
held in 2012, with contrary opinion issued by the shareholders that own preferred shares without
voting rights and abstention of the shareholder that owns preferred shares Ministry of Strategy
and Finance. Said condition was informed by the board to Dr. Christiano Marques de Godoy,
representative of the following shareholders: Stichting Depositary APG Emerging Mark, Caísse
Klabin S.A.
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De Depot ET Placement Du Quebec, Commonwealth of Pennsylvania Public School Employees
Retirement System, Schwab Fundamental Emerging Markets Índex Fund, Schwab Emerging
Markets Equity ETF and Formula Investing International Value 400 Fund.
i)
By means of proposal presented by the controlling shareholder Klabin Irmãos & Cia:
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Armando Klabin, Brazilian citizen, married, engineer, resident and domiciled at Rua
Cosme Velho, no. 778, City of Rio de Janeiro, State of Rio de Janeiro, bearer of the
Identity Card [RG] number 00971718-2, issued by Félix Pacheco Identification Institute,
State of Rio de Janeiro [IFP/RJ], registered with the Brazilian Treasury Department as
an Individual Taxpayer [CPF/MF] under number 008.144.407-97;
Celso Lafer, Brazilian citizen, married, lawyer and university professor, resident and
domiciled in the City of São Paulo, State of São Paulo, with business office established
at Av. Brigadeiro Faria Lima, no. 1306, 10º andar, bearer of the Identity Card [RG] no.
1.809.257, issued by the Public Safety Department, State of São Paulo [SSP/SP],
registered with the Brazilian Treasury Department as an Individual Taxpayer [CPF/MF]
under number 001.913.298-00;
Daniel Miguel Klabin, Brazilian citizen, married, engineer, resident and domiciled at
Rua Cosme Velho, no. 276, City of Rio de Janeiro, State of Rio de Janeiro, bearer of the
Identity Card [RG] number 00756306-7, issued by Félix Pacheco Identification Institute,
an Individual Taxpayer [CPF/MF] under number 008.143.777-34;
Israel Klabin, Brazilian citizen, married, engineer, resident and domiciled at Avenida
Niemeyer, no. 550, casa 13, City of Rio de Janeiro, State of Rio de Janeiro, bearer of
the Identity Card [RG] number 555.997-6, issued by Félix Pacheco Identification
Institute, State of Rio de Janeiro [IFP/RJ], registered with the Brazilian Treasury
Department as an Individual Taxpayer [CPF/MF] under number 008.143.857-53;
Lilia Klabin Levine, Brazilian citizen, judicially separated, entrepreneur, resident and
domiciled at Alameda Franca, no. 692, 10º andar, City of São Paulo, State of São
Paulo, bearer of the Identity Card [RG] number 1.971.769, issued by the Public Safety
Department, State of São Paulo [SSP/SP], registered with the Brazilian Treasury
Miguel Lafer, Brazilian citizen, single, of age, chemical engineer, resident and
domiciled at Rua Padre João Manoel, no. 493, 20º andar, City of São Paulo, State of
São Paulo, bearer of the Identity Card [RG] number 1.877.291, issued by the Public
Safety Department, State of São Paulo [SSP/SP], registered with the Brazilian Treasury
Paulo Sérgio Coutinho Galvão Filho, Brazilian citizen, married, business manager,
resident and domiciled at Praça Morungaba, no. 105, City of São Paulo, State of São
Pedro Franco Piva, Brazilian citizen, married, lawyer, resident and domiciled at Rua
Portugal, no. 372, City of São Paulo, State of São Paulo, bearer of the Identity Card
[RG] number 1.478.173, issued by the Public Safety Department, State of São Paulo
[SSP/SP], registered with the Brazilian Treasury Department as an Individual Taxpayer
[CPF/MF] under number 008.308.448-72;
Roberto Luiz Leme Klabin, Brazilian citizen, married, lawyer, resident and domiciled at
Rua Angra dos Reis, no. 868, City of São Paulo, State of São Paulo, bearer of the
Identity Card [RG] number 4.128.257, issued by the Public Safety Department, State of
São Paulo [SSP/SP], registered with the Brazilian Treasury Department as an Individual
Taxpayer [CPF/MF] under number 988.753.708-00; and
Vera Lafer, Brazilian citizen, widow, industrialist, resident and domiciled at Rua Bráulio
de Mendonça Filho, no. 12, City of São Paulo, State of São Paulo, bearer of the Identity
Card [RG] number 1.877.292, issued by the Public Safety Department, State of São
Klabin S.A.
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Paulo [SSP/SP], registered with the Brazilian Treasury Department as an Individual
Taxpayer [CPF/MF] under number 380.289.138-49.
Substitute members:
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Alberto Klabin, Brazilian citizen, married, mechanical engineer, resident and domiciled
at Rua Britânia, no. 81, City of Rio de Janeiro, State of Rio de Janeiro, bearer of the
Identity Card [RG] number 2.371.671, issued by Félix Pacheco Identification Institute,
an Individual Taxpayer [CPF/MF] under number 261.062.567-72, to perform as
substitute of the Director Israel Klabin;
• Amanda Klabin Tkacz, Brazilian citizen, married, business manager, resident and
domiciled at Rua Fonte da Saudade, no. 197/401, City of Rio de Janeiro, State of Rio de
Janeiro, bearer of the Identity Card [RG] number 10.630.663-2, issued by the Public
Safety Department, State of Rio de Janeiro [SSP/RJ], registered with the Brazilian
Treasury Department as an Individual Taxpayer [CPF/MF] under number 047.868.95784, to perform as substitute of the Director Daniel Miguel Klabin;
• Edgar Gleich, Brazilian citizen, married, engineer, resident and domiciled at Rua Dr.
Renato Paes de Barros, no. 714, conj. 64, Itaim Bibi, City of São Paulo, State of São
Department as an Individual Taxpayer [CPF/MF] under number 184.011.558-00, to
perform as substitute of the Director Roberto Luiz Leme Klabin;
• Francisco Lafer Pati, Brazilian citizen, married, lawyer, resident and domiciled at Rua
da Consolação, no. 3.574, apto. 14-B, City of São Paulo, State of São Paulo, bearer of
the Identity Card [RG] number 23.466.466-6, issued by the Public Safety Department,
State of São Paulo [SSP/SP], registered with the Brazilian Treasury Department as an
Individual Taxpayer [CPF/MF] under number 256.483.558-90, to perform as substitute
of the Director Vera Lafer;
• Graziela Lafer Galvão, Brazilian citizen, widow, industrialist, resident and domiciled at
Rua Luxemburgo, no. 104, City of São Paulo, State of São Paulo, bearer of the Identity
Card [RG] number 2.294.270, issued by the Public Safety Department, State of São
Paulo [SSP/SP], registered with the Brazilian Treasury Department as an Individual
Taxpayer [CPF/MF] under number 012.072.688-28, to perform as substitute of the
Director Paulo Sérgio Coutinho Galvão Filho;
• Horácio Lafer Piva, Brazilian citizen, married, economist and engineer, with business
address established at Av. Brigadeiro Faria Lima, no. 3600, 5º andar, City of São Paulo,
State of São Paulo, bearer of the Identity Card [RG] number 8.687.110, issued by the
Public Safety Department, State of São Paulo [SSP/SP], registered with the Brazilian
Treasury Department as an Individual Taxpayer [CPF/MF] under number 038.613.61817, to perform as substitute of the Director Pedro Franco Piva;
• Fernando José da Silva, Brazilian citizen, married, accountant and lawyer, resident
and domiciled at Rua Copacabana, no. 415, apto. 201, City of São Paulo, State of São
perform as substitute of the Director Miguel Lafer;
• Roberto Klabin Martins Xavier, Brazilian citizen, married, business manager, resident
and domiciled at Rua Jerônimo da Veiga, no. 197, apto. 141, City of São Paulo, State of
São Paulo, bearer of the Identity Card [RG] number 10.552.641-1, issued by the Public
perform as substitute of the Director Lilia Klabin Levine;
• Wolff Klabin, Brazilian citizen, married, entrepreneur, resident and domiciled at Rua
Prudente de Morais, no. 1.644, apto. 401, City of Rio de Janeiro, State of Rio de
Janeiro, bearer of the Identity Card [RG] number 09.182.280-9, issued by Félix Pacheco
Klabin S.A.
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Identification Institute, State of Rio de Janeiro [IFP/RJ], registered with the Brazilian
Treasury Department as an Individual Taxpayer [CPF/MF] under number 018.376.45795, to perform as substitute of the Director Armando Klabin;
ii)
Proposal presented by the shareholder Monteiro Aranha S.A., according to the provisions
set forth in the subsection I, Paragraph 4, Article 141 of the Act 6.404/76, in its current
wording, holder of twenty percent (20%) of the total of shares with voting rights:
Permanent members:
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Olavo Egydio Monteiro de Carvalho, Brazilian citizen, divorced, entrepreneur, resident
and domiciled at Rua Almirante Alexandrino, no. 2.785, City of Rio de Janeiro, State of
Rio de Janeiro, bearer of the Identity Card [RG] number 01.585.449-0, issued by Félix
Pacheco Identification Institute, State of Rio de Janeiro [IFP/RJ], registered with the
Brazilian Treasury Department as an Individual Taxpayer [CPF/MF] under number
007.260.107-82; and
Rui Manuel de Medeiros d'Espiney Patrício, Brazilian citizen, married, lawyer,
resident and domiciled at Praia do Botafogo, no. 74, apto.1101, City of Rio de Janeiro,
State of Rio de Janeiro, bearer of the Identity Card [RG] number 08.027.383-2, issued
by Félix Pacheco Identification Institute, State of Rio de Janeiro [IFP/RJ], registered with
the Brazilian Treasury Department as an Individual Taxpayer [CPF/MF] under number
656.812.078-20.
Substitute members, respectively:
• Agilio Leão de Macedo Filho, Brazilian citizen, married, business manager, resident
and domiciled at Rua Visconde de Albuquerque, no. 324, apto. 501, City of Rio de
Janeiro, State of Rio de Janeiro, bearer of the Identity Card [RG] number 453968-0,
issued by the Public Safety Department, State of Paraná [SSP/PR], registered with the
007.117.999-20;
• Sergio Francisco Monteiro de Carvalho Guimarães, Brazilian citizen, married,
economist, resident and domiciled at Rua Capuri, no. 652, City of Rio de Janeiro, State
of Rio de Janeiro, bearer of the Identity Card [RG] number 05.438.231-2, issued by Félix
725.095.897-68.
3) The annual global remuneration of the administrators was established at up to twenty-eight million
Brazilian reais (R$ 28,000,000.00) for the fiscal year of 2011, already considering the variable
remuneration, to be divided between the Executive Board and the Board of Directors in meeting of
the Board.
4) The following individuals were elected to comprise the Statutory Audit Committee for the fiscal
year of 2011:
i)
By means of proposal presented by the controlling shareholder Klabin Irmãos & Cia:
Permanent members:
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João Alfredo Dias Lins, Brazilian citizen, married, accountant, resident and domiciled
at Av. Afonso de Taunay, no. 116, apto. 301, City of Rio de Janeiro, State of Rio de
Janeiro, bearer of the Identity Card [RG] number 2.132.421, issued by Félix Pacheco
Identification Institute, State of Rio de Janeiro [IFP/RJ], registered with the Brazilian
Treasury Department as an Individual Taxpayer [CPF/MF] under number 027.023.63768;
Klabin S.A.
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Luis Eduardo Pereira de Carvalho, Brazilian citizen, married, production engineer,
bearer of the Identity Card [RG] number 3.606.435, issued by the Public Safety
Department as an Individual Taxpayer [CPF/MF] under number 384.060.808-25,
resident and domiciled in the City of São Paulo, State of São Paulo, with business
address established at Rua Paes Leme, no. 524, 12º andar, cj. 121, City of São Paulo,
State of São Paulo;
Vivian do Valle Souza Leão Mikui, Brazilian citizen, married, lawyer, resident and
domiciled in the City of São Paulo, State of São Paulo, with business address
established at Rua Dr. Virgílio de Carvalho Pinto, no. 656, City of São Paulo, State of
São Paulo, bearer of the Identity Card [RG] number 6.988.639, issued by the Public
Department as an Individual Taxpayer [CPF/MF] under number 088.036.718-03.
Substitute members:
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Antônio Marcos Vieira Santos, Brazilian citizen, married, economist, resident and
domiciled at Rua José Antonio Coelho, no. 603, apto. 21-B, City of São Paulo, State of
São Paulo, bearer of the Identity Card [RG] number 16.774.109-3, issued by the Public
perform as substitute of the Director Vivian do Valle Souza Leão Mikui;
Carlos Alberto Alves, Brazilian citizen, married, business manager, resident and
domiciled at Rua República do Peru, no. 72, apto. 1009, City of Rio de Janeiro, State of
Rio de Janeiro, bearer of the Identity Card [RG] number 3.004.042, issued by Félix
330.547.627-34, to perform as substitute of the Director João Alfredo Dias Lins;
Gabriel Agostini, Brazilian citizen, married, civil engineer, bearer of the Identity Card
[RG] number 2.789.760, issued by Félix Pacheco Identification Institute, State of Rio de
Janeiro [IFP/RJ], registered with the Brazilian Treasury Department as an Individual
Taxpayer [CPF/MF] under number 193.032,897-49, resident and domiciled in the City of
Rio de Janeiro, State of Rio de Janeiro, with business address established at Av. das
Américas, no. 500, bloco 22, sala 233, City of Rio de Janeiro, State of Rio de Janeiro,
Postal Code [CEP] 22.640-100, to perform as substitute of the Director Luis Eduardo
Pereira de Carvalho.
By means of proposal of the shareholder Monteiro Aranha S.A., according to the provisions
set forth in the Article 161, Paragraph 4, “a”, in fine, holder of twenty percent (20%) of the
common shares:
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To perform as permanent member, Wolfgang Eberhard Rohrbach, German citizen,
married, economist, resident and domiciled at Rua Marechal Deodoro, no. 135, apto.
32, City of São Paulo, State of São Paulo, bearer of the Foreigner National Register
[RNE] number W-589642-K, issued by the Foreigner Services [SE], Maritime, Airport
and Border Police Department [DPMAF], Federal Police Department [DPF], registered
with the Brazilian Treasury Department as an Individual Taxpayer [CPF/MF] under
number 016.771.448-15;
To perform as substitute member, Tania Maria Camilo, Brazilian citizen, single, lawyer,
resident and domiciled at Rua da Selva, no. 157, City of Rio de Janeiro, State of Rio de
Janeiro, registered with the Brazilian Bar Association, Section of Rio de Janeiro
[OAB/RJ] under number 69.324, registered with the Brazilian Treasury Department as
an Individual Taxpayer [CPF/MF] under number 726.204.557-15.
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Klabin S.A.
iii)
By means of proposal of the attending shareholders that own preferred shares without
voting rights, according to the provisions set forth in the Article 161, Paragraph 4, “a”,
representing more than twenty-one percent (21%) of all shares of this type, with abstention
of the shareholders that own preferred shares Ascese Fundo de Investimento em Ações,
Dynamo Cougar F.M. de Investimento em Ações C. Livre, Dybra Fundo De Investimento
Em Ações, Dynamo Beton Fundo De Investimento Em Ações, Dynamo Brasil I llc, Dynamo
Brasil Ii Llc, Dynamo Brasil Iii Llc, Dynamo Brasil Iv Llc, Dynamo Brasil V Llc, Dynamo
Brasil Vii Llc, Dynamo Brasil Vi Llc, Dynamo Brasil Viii Llc, Dynamo Brasil Ix Llc, Kemnay
Dybra Llc, Dynamo Brasil Xiii Llc, Rauta Fundo De Investimento Em Ações, Tnad Fundo
De Investimento Em Ações, Fprv Dyn Uirapuru Fia Previdenciário, São Fernando IV Fundo
de Investimento em Ações, represented by the attorney Luciano Veloso de Castro Ferreira:
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To perform as permanent member, Antonio Gonçalves de Oliveira, Brazilian citizen,
married, sociologist, bearer of the Identity Card [RG] number 00615475655, issued by
the Traffic Department, State of São Paulo [Detran/SP], registered with the Brazilian
Treasury Department as an Individual Taxpayer [CPF/MF] under number 050.148.67804, resident and domiciled at Rua Domingos Cordeiro, no. 76, District of Morumbi, City
of São Paulo, State of São Paulo.
• To perform as substitute member, Sueli Reis de Souza, Brazilian citizen, single, lawyer,
bearer of the Identity Card [RG] number M995338, issued by the Public Safety
Department, State of Minas Gerais [SSP/MG], registered with the Brazilian Treasury
Department as an Individual Taxpayer [CPF/MF] under number 166.870.436-68,
resident and domiciled at Rua São Mateus, no. 661, apto. 402, District [sic].
The annual global remuneration of the Statutory Audit Committee was established at up
to one million and seven hundred thousand Brazilian reais (R$ 1,700,000.00).
5) The documents determined by law will be published in the Official Gazette of the State of São
Paulo and in the newspaper Valor Econômico.
6) The publication of these minutes with omission of the signatures of the shareholders is authorized
according to the provisions set forth in the Article 130, Paragraph 2 of the Act 6.404/76.
DOCUMENTS PRESENTED
The Chairman explained that the documents related to the decisions taken were sequentially
numbered, authenticated by the board and are filed at the Company.
RECORDING AND READING
After these minutes were recorded and read, they were approved by the attending shareholders,
who signed together with the members of the board.
São Paulo, April 4th, 2011.
KLABIN IRMÃOS & CIA. (signatures) Dawojobe Participações S.A. - Armando Klabin, ML Participações S.A. Miguel Lafer; Presh S.A. - Pedro Franco Piva; MONTEIRO ARANHA S/A – By proxy: (signature) Gabriela Davoli
Gomiero; BNDES PARTICIPAÇÕES S.A. - BNDESPAR – By proxy: (signature) Leonardo Forstel; CELSO
LAFER; AJL-PARTICIPAÇÕES E COMÉRCIO LTDA. - (signatures) Celso Lafer; EDUARDO LAFER PIVA;
PEDRO FRANCO PIVA; KLA-OMEGA PARTICIPAÇÕES LTDA. - (signature) Pedro Franco Piva; FABIO
SCHVARTSMAN; VERA LAFER; VL-PARTICIPAÇÕES S.A. - (signature) Vera Laver; LILIA KLABIN LEVINE;
LKL PARTICIPAÇÕES S.A. - (signature) Lilia Klabin Levine; PAULO SERGIO COUTINHO GALVÃO FILHO; GL
S.A. PARTICIPAÇÕES S.A. - (signature) Paulo Sergio Coutinho Galvão Filho; HORACIO LAFER PIVA;
AMANDA KLABIN TKACZ; ROBERTO LUIZ LEME KLABIN; KL & KL PARTICIPAÇÕES S/C LTDFA. (signature) Roberto Luiz Leme Klabin; ADALBERTO RIBEIRO DA SILVA; SETE CRAVOS PARTICIPAÇÕES
LTDA. - (signature) Miguel Lafer; DAWOJOBE PARTICIPAÇÕES S.A. - (signature) Armando Klabin;
ARMANDO KLABIN; DANIEL MIGUEL KLABIN; DARAM PARTICIPAÇÕES LTDA. - (signature) Daniel Miguel
Klabin; CAIXA DE PREVIDÊNCIA DOS FUNCIONÁRIOS DO BANCO DO BRASIL - PREVI – By proxy:
(signature) Vinicius Daniel Cantarelli Fogliarini. STATE STREET EMERGING MARKETS, PANAGORA GROUP
Klabin S.A.
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TRUST, CAISSE DE DEPOT ET PLACEMENT DU QUEBEC, BRAZIL MSCI EMERGING MARKETS-INDEX
COMMON TRUST FUND, WEST VIRGINIA INVESTMENT MANAGEMENT BOARD, COMMONWEALTH OF
PENNSYLVANIA PUBLIC SCHOOL EMPLOYEES' RETIREMENT SYSTEM, THE PENSION RESERVES
INVESTMENT MANAGEMENT BOARD, EATON VANCE TAX-MANAGED EMERGING MARKETS FUND, IBM
SAVING PLAN, MANAGED PENSION FUNDS LIMITED, THE MONETARY AUTHORITY OF SINGAPORE,
SOUTHERN CA EDISON CO NUCLEAR FAC QUAL CPUC DECOM M T FOR SAN ONOFRE AND PALO
VERDE NUC GEN STATIONS, FORD MOTOR COMPANY DEFINED BENEFIT MASTER TRUST, FORD
MOTOR COMPANY OF CANADA LIMITED PENSION TRUST, WHEELS COMMON INVESTMENT FUND,
JOHN HANCOCK TRUST INTERNATIONAL EQUITY INDEX TRUST B, JOHN HANCOCK TRUST
INTERNATIONAL EQUITY INDEX TRUST A, AT&T UNION WELFARE BENEFIT TRUST, ABU DHABI
RETIREMENT PENSIONS AND BENEFITS FUND, INTERNATIOAL BANK FOR RECONSTRUCTION AND
DEVELOPMENT A T F S R P A T/RET STAFF BEN PLAN AND TRUST, JOHN HANCOCK FUNDS II:
INTERNATIONAL EQUITY INDEX FUND, EMERGING MARKETS EQUITY TRUST 4, STATE OF CALIFORNIA
PUBLIC EMPLOYEES RETIREMENT SYSTEM, THE NORTHWESTERN MUTUAL LIFE INSURANCE
COMPANY, VANGUARD EMERGING MARKETS STOCK INDEX FUND, VANGUARD FTSE ALL-WORLD EXUS INDEX FUND - A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS, BLACKROCK
STRATEGIC FUNDS - BLACKROCK LATINS AMERICAN OPPORTUNITIES FUND, NEW ZEALAND
SUPERANNUATION FUND, ILLINOIS STATE BOARD OF INVESTMENT, NORTHERN TRUST
QUANTITATIVE FUND PLC, COUNTY EMPLOYEES ANNUITY AND BENEFIT FUND OF THE COOK
COUNTY, SCHWAB FUNDAMENTAL EMERGING MARKETS INDEX FUND, SCHWAB FUNDAMENTAL
EMERGING MARKETS INDEX FUND, COLLEGE RETIREMENT EQUITIES FUND, VANGUARD TOTAL
WORLD STOCK INDEX FUND - A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS,
TEACHER RETIREMENT SYSTEM OF TEXAS, EMERGING MARKETS EQUITY FUND, THE FUTURE FUND
BOARD OF GUARDIANS, ISHARES MSCI BRIC INDEX FUND, ISHARES MSCI BRAZIL (FREE) INDEX
FUND, EMERGING MARKETS STRATEGIC INSIGHTS NON-LENDABLE FUND B, EMERGING MARKETS
STRATEGIC INSIGHTS NON-LENDABLE FUND, MFS MERIDIAN FUNDS - LATIN AMERICAN EQUITY
FUND, BLACKROCK INSTITUTIONAL TRUST COMPANY N.A., BGI EMERGING MARKETS STRATEGIC
INSIGHTS FUNDS LTD, EMERGING MARKETS SUDAN FREE EQUITY INDEX FUND, EMERGING
MARKEST INDEX FUND E, FIDELITY FIEXD-INCOME TRUST: FIDELITY SERIES GLOBAL EX U.S. INDEX
FUND, SCHWAB EMERGING MARKET EQUITY ETF, ISHARES MSCI EMERGING MARKETS INDEX FUND,
NORTHERN TRUST NON-UCITS COMMON CONTRACTUAL FUND, WILMINGTON INTERNATIONAL
EQUITY FUND SELECT L.P., AQR EMERGING EQUITIES FUNDS LP, ISHARES PUBLIC LIMITED
COMPANY, BNP PARIBAS LI-EQUITY LA, ISHARES II PUBLIC LIMITED COMPANY, TIAA-CREF FUNDS TIAA-CREF EMERGING MARKETS EQUITY INDEX FUND, MINISTRY OF STRATEGY AND FINANCE, MFS
LATIN AMERICAN EQUITY FUND, RUSSEL INVESTMENT COMPANY PUBLIC LIMITED COMPANY, THE
ROYAL BOS PLC AS DEPOSITARY OF FIRST STATE GLOBAL AGRIBUSINESS FUND A SUB FOF STATE
INVEST. ICVC, THE ROYAL BANK OF SCOTLAND PLC AS DEPOSITARY OF FIRST STATE LATIN
AMERICA FUND A SUB FUND OF FIRST S, PYRAMICS GLOBAL EX U.S. INDEX FUND LP, FORMULA
INVESTING INTERNATIONAL VALUE 400 FUND, NORGES BANK, VANGUARD INVESTMENT SERIES PLC,
GOLDMAN SACHS TRUST - GOLDMAN SACHS BRIC FUND, STATE OF WYOMING - WYOMING STATE
TREASURER, GOLDMAN SACHS TRUST - GOLDMAN SACHS EM MARKETS EQ. FUND, MFS
INTERNATIONAL NEW DISCOVERY FUND, VANGUARD TOTAL INT STOCK IND FUND - A SERIES OF
VANGUARD, FIRST STATE GLOBAL AGRIBUSINESS FUND, STICHTING DEPOSITARY APG EM MKTS
EQUITY POOL, PUBLIC EMPLOYEES RET ASSOCIATION OF NEW MEXICO – By proxy: (signature)
Christiano Marques de Godoy. FUNDO FCB MASTER FIA, CONSTELLATION LONG SHORT MASTER FIM,
CONSTELLATION MASTER FUNDO DE INVESTIMENTO DE AÇÕES, GC FUNDO DE INVESTIMENTO DE
AÇÕES, FUNDO DE INVESTIMENTO DE AÇÕES CONSTELLATION PARCERIA. BARTHE HOLDINGS LLC,
BEWETT INTERNATIONAL LLC, TYLER FINANCE LLC, LS OC LLC. By proxy: (signature) Fabio Zacharias
Bevilacqua. DYC DE INVESTIMENTO EM AÇÕES, ASCESE FUNDO DE INVESTIMENTO EM AÇÕES,
DYNAMO COUGAR F.M. DE INVESTIMENTO EM AÇÕES C. LIVRE, DYBRA FUNDO DE INVESTIMENTO
EM AÇÕES, DYNAMO BETON FUNDO DE INVESTIMENTO EM AÇÕES, DYNAMO BRASIL I LLC, DYNAMO
BRASIL II LLC, DYNAMO BRASIL III LLC, DYNAMO BRASIL IV LLC, DYNAMO BRASIL V LLC, DYNAMO
BRASIL VII LLC, DYNAMO BRASIL VI LLC, DYNAMO BRASIL VIII LLC, DYNAMO BRASIL IX LLC, KEMNAY
DYBRA LLC, DYNAMO BRASIL XIII LLC, RAUTA FUNDO DE INVESTIMENTO EM AÇÕES, TNAD FUNDO
DE INVESTIMENTO EM AÇÕES, FPRV DYN UIRAPURU FIA PREVIDENCIÁRIO, SÃO FERNANDO IV
FUNDO DE INVESTIMENTO EM AÇÕES. By proxy: (signature) Luciano Veloso de Castro Ferreira.
I certify that the text aforementioned is an authentic copy of the Minutes of the Regular Meeting held
on April 4th, 2011, at 2:30 p.m., recorded in proper Book.
9/7
Klabin S.A.
Maria Elizabeth Toledo Pacheco
Secretary of the Regular Meeting

KLABIN S.A. Publicly Traded Company – National Directory of Legal

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