SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
Report of
Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
of the
Securities Exchange Act of 1934
For
the month of November, 2009
Commission
File Number: 333-09470
_____________________________________
VIVO
PARTICIPAÇÕES S.A.
(Exact
name of registrant as specified in its charter)
VIVO
HOLDING COMPANY
(Translation
of Registrant’s name into English)
Av.
Doutor Chucri Zaidan, 860
04583-110—São
Paulo, SP, Brazil
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F:
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Form
20-F
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X
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Form
40-F
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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):
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Yes
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No
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X
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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):
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Yes
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No
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X
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Indicate
by check mark whether 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:
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Yes
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No
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X
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If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): N/A
VIVO
PARTICIPAÇÕES S.A.
TABLE OF
CONTENTS
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Item
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1.
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Minutes
of the Extraordinary General Shareholders’ Meeting of Telemig Celular
Participações S.A. held on November 13, 2009
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| 2. |
Minutes
of the Extraordinary General Shareholders’ Meeting of Vivo
Participações S.A. held on November 13,
2009
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Item 1
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TELEMIG
CELULAR PARTICIPAÇÕES S.A.
CNPJ/MF No.
02.558118/0001-65 NIRE 31.300.025.357
Closely-held
company
MINUTES OF THE EXTRAORDINARY
GENERAL SHAREHOLDERS´ MEETING,
HELD ON NOVEMBER 13,
2009.
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1. DATE, TIME AND PLACE: November
13, 2009, at 09:00 a.m., in the City of Belo Horizonte, State of Minas Gerais,
at Rua Levindo Lopes, 258, Funcionários, in accordance with the call notice made
as provided in the Bylaws.
2. CALL NOTICE: The call notice
was dismissed, as established in paragraph 4 of article 124, of Law No.
6,404/76.
3. ATTENDANCE: The meeting was
attended by the Company´s sole shareholder, Vivo Participações S.A.,
representing 100% of the Company´s capital stock, in accordance with the
register and signatures contained in the Corporate Book of Shareholders´
Attendance.
4.
AGENDA:
(a) analyze
and resolve the Protocol (“Protocol”) and
Instrument of Justification of the Merger of Telemig Celular Participações S.A.
into Vivo Participações S.A. (“Vivo Part.”) executed by and among the management
of the Company and of Telemig Celular Participações S.A., with the merger of the
Company into Vivo Participações S.A. as the scope;
(b) to
acknowledge and ratify the retention made by the Managers of the Company and of
Vivo Participações S.A., of the independent company Ernst & Young Auditores
Independentes SS., responsible for the accounting valuation report of the net
worth of the Company to be transferred to Vivo Participações S.A.;
(c) to
analyze and approve the appraisal report referred in item (b) above;
and
(d) to
analyze and approve the merger of the Company into Vivo Participações S.A. and
the implementation of such merger.
5. CHAIRMAN AND SECRETARY: Breno
Rodrigo Pacheco de Oliveira – Chairman and Michelle Morkoski Landy –
Secretary.
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Page 1 of
4
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TELEMIG
CELULAR PARTICIPAÇÕES S.A.
CNPJ/MF No.
02.558118/0001-65 NIRE 31.300.025.357
Closely-held
company
MINUTES OF THE EXTRAORDINARY
GENERAL SHAREHOLDERS´ MEETING,
HELD ON NOVEMBER 13,
2009.
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6. RESOLUTIONS:
At the beginning of
the meeting, the Chairman clarified that the minutes of the shareholders’
meeting would be recorded as a summary of the events occurred including only a
record of the resolutions taken, as allowed by article 130, first paragraph, of
Law No. 6,404/76 (“Corporate Law”). The
Chairman also announced that the documents relating to the agenda were available
to the board and that such documents were previously made available to
shareholders.
In addition, the
Chairman clarified that, as known by the shareholders, the meeting had the
purpose of resolving the merger of the Company, a wholly-owned subsidiary of
Vivo Participações S.A., a publicly-held corporation, incorporated according to
the laws of Brazil, with its head office in the city of São Paulo, State of São
Paulo, at Av. Roque Petroni Junior, 1464, Zip Code 04707-000, enrolled with the
CNPJ/MF under No. 02.558.074/0001-73 (“Vivo Part.”), into
Vivo Part. It was also pointed out that the proposed merger will continue the
corporate structure simplification process initiated with the corporate
restructuring which consisted of the merger into the Company of the totality of
shares of its controlled company Telemig Celular S.A. (“TC”), making TC a
wholly-owned subsidiary of the Company, followed by the merger of the totality
of the Company´s shares not already owned by Vivo Part. into Vivo Part., making
the Company a wholly-owned subsidiary of Vivo Part., which was approved by the
shareholders of such companies, at the General Shareholders´ Meetings held on
July 27, 2009 (“Corporate
Restructuring”). It was also pointed out that, as was known by the
shareholders, the merger of the Company into Vivo Part. would demand the
previous approval of ANATEL, and that such merger was not contemplated in the
Corporate Restructuring.
It was also
announced that the present merger of the Company was submitted for the analysis
and approval of the Agência
Nacional de Telecomunicações – ANATEL, and the approval was obtained on
November 04, 2009.
Finally, the
Chairman informed the shareholders that since there are no non-controlling
shareholders of the Company and because it is a wholly-owned subsidiary of Vivo
Part., there will be no replacement of shares of the non-controlling
shareholders of the Company for shares
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Page 2
of 4
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TELEMIG
CELULAR PARTICIPAÇÕES S.A.
CNPJ/MF No.
02.558118/0001-65 NIRE 31.300.025.357
Closely-held
company
MINUTES OF THE EXTRAORDINARY
GENERAL SHAREHOLDERS´ MEETING,
HELD ON NOVEMBER 13,
2009.
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issued by Vivo
Part. In addition, it was stated that the intended merger will not result in the
capital increase of Vivo Part. nor in a change to the equity interest of the
shareholders of Vivo Part.
The shareholders
analyzed the Agenda and resolved:
(a) to
approve the Protocol and Instrument of Justification of the Merger of Telemig
Celular Participações S.A. into Vivo Participações S.A. (“Protocol”), executed
on October 8, 2009, between the Company and Vivo Participações S.A. (“Vivo Part.”), which
contemplates the merger of the Company into Vivo Part. The Protocol establishes
the general terms and conditions of the intended transaction, its
justifications, the evaluation criteria of the Company´s shares assets to be
absorbed. The referred Protocol is attached to these minutes as Annex I.
Additionally, considering that the Company is a wholly-owned subsidiary of Vivo
Part. and that there are no other shareholders in the Company, there will be no
dissenting shareholders nor the exercise of the withdrawal rights of the
non-controlling shareholders of the Company, referred to in articles 136, IV,
and 137 of the Corporate Law;
(b) to
ratify the retention done by the Management of the Company of the independent
company Ernst & Young Auditores Independentes S.S., with head offices at Av.
Presidente Juscelino Kubitschek, nº. 1830, Tower I, 5th and
6th
floors, São Paulo/SP, Zip Code 04543-900, enrolled with the CNPJ/MF under No.
61.366.936/0001-25, for the appraisal of the net worth of the Company to be
transferred to Vivo Part.;
(c) to
approve the valuation report of the Company´s net worth (“Valuation Report”),
which establishes, based on the book value on August 31, 2009 , that the net
worth of the Company is R$ 2,277,168,423.61 (two billion, two hundred
seventy seven million, one hundred sixty eight thousand, four hundred twenty
three Brazilian reais and sixty one cents), as indicated in the Valuation
Report, prepared by the independent evaluation company, Ernst & Young
Auditores Independentes S.S., whose retention was ratified by this general
shareholders´ meeting and that is attached to this minutes as Annex
II;
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Page 3
of 4
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TELEMIG
CELULAR PARTICIPAÇÕES S.A.
CNPJ/MF No.
02.558118/0001-65 NIRE 31.300.025.357
Closely-held
company
MINUTES OF THE EXTRAORDINARY
GENERAL SHAREHOLDERS´ MEETING,
HELD ON NOVEMBER 13,
2009.
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(d) to
approve, definitively and without any restriction, the merger of the Company
into Vivo Part. in the total amount described in item (c) of these minutes,
including the controlling shares of TC, as described and indicated in the
Valuation Report, on the terms and conditions established in the Protocol,
assuming Vivo Part. the assets and liabilities of the Company and succeeding it
and all its rights and obligations, as set forth in law. It was also noted that,
as a result of the merger approved herein, the Company shall be extinguished,
being succeeded by Vivo Part., in all rights and obligations, as established in
article 227 of the Corporate Law, and the Managers of the Company are authorized
to take all the necessary measures to formalize the merger of the Company into
Vivo Part., approved herein, before public entities and general third
parties;
As nothing else was
left to be discussed, these minutes were read, approved and executed, and the
shareholder acknowledged that it would be drawn up in the form of summary of the
facts, on the terms and conditions of article 130, §1, of the Corporate
Law.
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VIVO
PARTICIPAÇÕES S.A..
p.p. Breno
Rodrigo Pacheco de Oliveira
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Breno Rodrigo
Pacheco de Oliveira
Chairman
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Michelle
Morkoski Landy
Secretary
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Page 4
of 4
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Item
2
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VIVO
PARTICIPAÇÕES S.A.
CNPJ/MF nº
02.558.074/0001-73 - NIRE 35.3.001.587.9-2
Publicly-held
company with authorized capital
MINUTES OF THE EXTRAORDINARY
GENERAL
SHAREHOLDERS’
MEETING HELD ON
NOVEMBER 13,
2009.
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1.
DATE, TIME AND PLACE:
November 13, 2009, at 2:00 p.m., in the City of Belo São Paulo, State of
São Paulo, at Av. Roque Petroni Junior, 1464, ground floor, Auditorium, Morumbi,
in accordance with the call notice made as provided in the Bylaws.
2.
CALL NOTICE:
Called by the Call Notice published in the Oficial Gazette of the State
of São Paulo - Diário Oficial
do Estado de São
Paulo (Empresarial - pages 4, 8 and
21 respectively) on October 30 and 31, 2009 and November 04, 2009, and in the
newspaper “Valor
Econômico” (pages B11, C8 and C3, respectively) on October 30 and 31,
2009 and November 04, 2009, with a new call notice, as per the Notice to
Shareholders published on October 30, 2009, in the Official Gazette of the State
of São Paulo - Diário Oficial
do Estado de São Paulo (Empresarial – page 08) and in
the newspaper “Valor
Econômico” (page B11) on October 30 and 31, 2009 and on November 01 and
02, 2009, that rectify the publications previously made.
3.
AGENDA:
(a)
analyze and resolve the Protocol (“Protocol”) and Instrument
of Justification of the Merger of Telemig Celular Participações S.A. into Vivo
Participações S.A. (“Protocol”) executed
by and among the management of the Company and of Telemig Celular Participações
S.A.;
(b)
to acknowledge and ratify the retention made by the Managers of the
Company and of TCP, of the independent company Ernst & Young Auditores
Independentes SS., responsible for the accounting valuation report of the net
worth of Telemig Celular Participações S.A that is to be transferred to the
Company;
(c)
to analyze and approve the appraisal report referred in item (b)
above;
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Page 1 of
8
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VIVO
PARTICIPAÇÕES S.A.
CNPJ/MF nº
02.558.074/0001-73 - NIRE 35.3.001.587.9-2
Publicly-held
company with authorized capital
MINUTES OF THE EXTRAORDINARY
GENERAL
SHAREHOLDERS’
MEETING HELD ON
NOVEMBER 13,
2009.
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(d)
to analyze and approve the merger of Telemig Celular Participações
S.A into the Company and the implementation of such merger;
(e)
to analyze and approve the creation of the new office of
Resources Vice-President, and the consequent amendment to the caput of Article 20 and the
inclusion of item VII in Article 23 of the Company’s Bylaws; and
(f)
to restate the Bylaws of the Company.
4.
ATTENDANCE:
Shareholders representing more than 88.91% of common shares and
shareholders representing more than 39.88% of preferred shares, as indicated by
the signatures in the “Corporate Book of Shareholders’ Attendance”. Also
attending the meeting, in compliance with article 163, § 3º of Law No. 6,404/76,
Ms. Fabiana Faé Vicente Rodrigues - member of the Audit Committee of the
Company, as well as the representative of Ernst & Young Auditores
Independentes, Mr. Cássio Oliveira Barbosa.
5.
CHAIRMAN AND
SECRETARY: Breno Rodrigo Pacheco de Oliveira – Chairman and Michelle
Morkoski Landy – Secretary.
6.
RESOLUTIONS:
Beginning the
meeting, the Chairman clarified that the minutes of the shareholders’ meeting
would be recorded as a summary of the events occurred including only a record of
the resolutions taken, as allowed by article 130, first paragraph, of Law No.
6,404/76 (“Corporate
Law”). The Chairman also stated that the documents, proposals, voting or
dissenting statements should be presented in writing to the board through the
Secretary of the meeting. In addition, the Chairman stated that the documents
related to the agenda were available to the board and that such documents were
at the disposal of the shareholders in compliance with Instruction CVM
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Page 2
of 8
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VIVO
PARTICIPAÇÕES S.A.
CNPJ/MF nº
02.558.074/0001-73 - NIRE 35.3.001.587.9-2
Publicly-held
company with authorized capital
MINUTES OF THE EXTRAORDINARY
GENERAL
SHAREHOLDERS’
MEETING HELD ON
NOVEMBER 13,
2009.
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No. 319/99 since
the publication of the conditions of the reorganization via the publication of
the Notice of Material Fact dated of October 13, 2009.
Also, the Chairman
clarified that, as it was known by all, the meeting had the purpose of resolving
the merger of the wholly-owned subsidiary of the Company, Telemig Celular
Participações S.A., a closely held company, incorporated in accordance with the
Laws of Brazil, with head offices in the City of Belo Horizonte, State of Minas
Gerais, at Rua Levindo Lopes, 258, enrolled with CNPJ/MF under no.
02.558.118/0001-65 (“TCP”), into the
Company. It was also pointed out that the proposed merger would continue the
simplification process of the corporate structure initiated by the corporate
restructuring which consisted of the merger into TCP of the totality of the
shares that it did not already own of its controlled company Telemig Celular
S.A. (“TC”), making TC a wholly-owned subsidiary of TCP, followed by the merger
of the totality of the shares of TCP that Vivo Participações S.A. (“Vivo Part.”
or “Company”) did not already own into Vivo Part., making TCP a wholly-owned
subsidiary of Vivo Part., and that this corporate restructuring was approved by
the shareholders of the companies on July 27th, 2009
(“Corporate
Restructuring”). It was also pointed out that, as it was known by all the
present shareholders, the merger of of TCP into the Company would demand the
previous approval of ANATEL and such merger was not contemplated in the
Corporate Restructuring.
It was also
announced that the referred merger of TCP was submitted for the analysis and
approval of the Agência
Nacional de Telecomunicações – ANATEL and this approval was obtained on
November 04, 2009.
Finally, the
Chairman announced that since there are no non-controlling shareholders of TCP,
and because it is a wholly-owned subsidiary of Vivo Participações S.A., there is
no replacement of shares of the non-controlling shareholders of TCP for shares
of the Company. In addition, it was stated that the intended merger
shall not result in a capital increase of the Company nor will it cause any
change in the equity interest of the shareholders of the Company.
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Page 3
of 8
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VIVO
PARTICIPAÇÕES S.A.
CNPJ/MF nº
02.558.074/0001-73 - NIRE 35.3.001.587.9-2
Publicly-held
company with authorized capital
MINUTES OF THE EXTRAORDINARY
GENERAL
SHAREHOLDERS’
MEETING HELD ON
NOVEMBER 13,
2009.
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(a)
to approve, unanimously, the Protocol and Instrument of
Justification of the Merger of Telemig Celular Participações S.A. into Vivo
Participações S.A. (“Protocol”), executed
on October 08, 2009, entered by and among the Company and Telemig Celular
Participações S.A. (“TCP”), which contemplates the merger of TCP into the
Company. The Protocol establishes the terms and general conditions of the
intended transaction, its justifications, the shares and assets appraisal
criteria to be merged into the Company, having the Board of Directors and the
Audit Committee of the Company issued a favorable opinion about the referred
Protocol, that is attached to this minutes as Annex I. Additionally, considering
that TCP is a wholly-owned subsidiary of the Company and that there are no other
shareholders in TCP, there will be no dissenting shareholders nor the exercise
of the withdrawal rights of the non controlling shareholders of TCP, referred to
in articles 136, IV and 137 of the Corporate Law;
(b)
to ratify, unanimously, the retention done by the
Management of the Company of the independent company Ernst &
Young Auditores Independentes SS., with head officers at Av. Presidente
Juscelino Kubitschek, nº. 1830, Torre I, 5º e 6º andares, São Paulo/SP, CEP
04543-900, enrolled with the CNPJ/MF under No. 61.366.936/0001-25, for the
appraisal of the net worth of TCP to be transferred to the Company;
(c)
to approve, unanimously, the valuation report of the net
worth of TCP (“Valuation Report”),
which establishes, based on the book value on August 31, 2009, that the net
worth amount of TCP to be merged into the Company in the amount of
R$ 2,227,168,423.61 (two billion, two hundreds and seventy and seven
million, one hundred and sixty-eight thousand, four hundred and twenty-three
reais and sixty-one cents), as indicated in the Valuation Report, prepared by
the independent company, Ernst & Young Auditores Independentes S.S. which
retention was ratified by this general shareholders’ meeting and that is
attached to this minutes as Annex II;
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Page 4
of 8
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VIVO
PARTICIPAÇÕES S.A.
CNPJ/MF nº
02.558.074/0001-73 - NIRE 35.3.001.587.9-2
Publicly-held
company with authorized capital
MINUTES OF THE EXTRAORDINARY
GENERAL
SHAREHOLDERS’
MEETING HELD ON
NOVEMBER 13,
2009.
|
(d)
to approve, unanimously, definitively and without any
restriction, the merger of the net worth of TCP into the Company, in the amount
described in item (c) of this minutes, including the controlling shares of TC,
as described and indicated in the Valuation Report, in the terms and conditions
set forth in the Protocol, assumption by the Company of the assets and
liabilities of TCP and succeeding in all rights and obligations, as set forth in
law. It was also noted that, as a result of the merger herein approved, TCP will
be duly extinguished and succeeded by the Company, in all rights and
obligations, as set forth in article 227 of Corporate Law and the Managers of
the Company are authorized to take necessary measures for the finalization of
the merger of TCP into the Company, herein approved, before public entities and
third parties in general;
(e)
to approve, unanimously, the creation of the new office of
Resources Vice-President. In light of the approval of the creation of the new
office of Resources Vice-President, the shareholders resolved to amend the caput of Article 20, as well
as the inclusion of item VII in Article 23 of the Company’s Bylaws that shall be
enforce as follows:
Article
20. The Board of Officer shall comprise 7 (seven) members, either shareholders
or not, who resident in Brazil, elected by the Board of Directors, to take the
following offices:
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a)
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Chief
Executive Officer;
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b)
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Executive
Vice-President Finances, Planning and Control;
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c)
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Executive
Vice-President for Operations;
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d)
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Executive
Vice-President for Marketing and Innovation;
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e)
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Executive
Vice-President for Nets;
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f)
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Executive
Vice-President for Regulation; and
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g)
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Vice-President
for Resources.
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Page 5
of 8
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VIVO
PARTICIPAÇÕES S.A.
CNPJ/MF nº
02.558.074/0001-73 - NIRE 35.3.001.587.9-2
Publicly-held
company with authorized capital
MINUTES OF THE EXTRAORDINARY
GENERAL
SHAREHOLDERS’
MEETING HELD ON
NOVEMBER 13,
2009.
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(...)
Article
23. The following are the specific incumbencies of each member of the Board of
Directors:
(...)
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VII.
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Vice-President
for Resources:
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a)
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to
acquire assets, products and services;
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b)
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to
develop and to implement processes and activities related to the safety
and management; and
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c)
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exercise
other incumbencies that are determined by the Board of Directors, directly
or by the definition of the Internal Regiment of the
Company
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(f)
to restate the Bylaws of the Company, that shall be in force as the
wording set forth in Annex III attached to this minutes, that already reflects
the resolutions herein taken.
As nothing else was
left to be discussed, these minutes were read, approved and executed, and the
shareholders’ legal representatives have acknowledged that it would be drawn up
in the form of summary of the facts, as authorized by article 130, paragraph
first, of Corporate Law. It was also determined that, as authorized by article
130, paragraph second, of Corporate Law, the publication of these minutes shall
occur with the omission of the shareholders´ representatives
signatures.
Signatures: Breno
Rodrigo Pacheco de Oliveira –
Chairman and Michelle Morkoski Landy – Secretary. Shareholders:
SUDESTECEL PARTICIPAÇÕES LTDA; TBS CELULAR PARTICIPAÇÕES LTDA;PORTELCOM
PARTICIPAÇÕES S.A;AVISTA PARTICIPAÇÕES LTDA;TAGILO PARTICIPAÇÕES LTDA
represented by Breno Rodrigo Pacheco de Oliveira;
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Page 6
of 8
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VIVO
PARTICIPAÇÕES S.A.
CNPJ/MF nº
02.558.074/0001-73 - NIRE 35.3.001.587.9-2
Publicly-held
company with authorized capital
MINUTES OF THE EXTRAORDINARY
GENERAL
SHAREHOLDERS’
MEETING HELD ON
NOVEMBER 13,
2009.
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THE BOEING COMPANY
EMPLOYEE RETIREMENT PLANS MASTER TRUST ;NORGES BANK ;VANGUARD INVESTMENT SERIES,
PLC ;VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND, A SERIES OF VANGUARD STAR
FUNDS;RIVERSOURCE INTERNATIONAL MANAGERS SERIES, INC. - RIVERSOURCE PARTNERS
INTERNATIONAL SMALL CAP FUND;MACQUARIE INVESTMENT MANAGEMENT LIMITED AS
RESPONSIBLE ENTITY FOR WELLINGTON MANAGEMENT PORTFOLIOS (AUSTRALIA) - EMERGING
MARKETS EQUITY PORTFOLIO;AUSTRALIAN REWARD INVES ALLIANCE;SCHWAB FUNDAMENTAL
EMERGING MARKETS INDEX FUND;STATE OF WINSCONSIN INVESTMENT BOARD MASTER
TRUST;JOHN HANCOCK TRUST INTERN EQUITY INDEX TRUST B;ALASKA PERMANENT FUND;BB
& T INTERNATIONAL EQUITY FUND;THE BRAZIL MSCI EM MKTS;INDEX COMMON TRUST
FU;CAISSE DE DEPOT ET PLACEMENT DU QUEBEC;CIBC EMERGING MARKETS INDEX
FUND;COLLEGE RETIREMENT EQUITIES FUND;ELFUN DIVERSIFIED FUND;EMERGING MARKETS
STRATEGIC INSIGHTS NON-LENDABLE FUND;EMERGING MARKETS STRATEGIC INSIGHTS
NON-LENDABLE FUND B;FAIRFAX COUNTY EMPLOYEES RETIREMENT SYSTEM;GE ASSET
MANAGEMENT CANADA FUND - EMERGING M. EQUITY SECTION;GE FUNDS;GENERAL ELECTRIC
PENSION TRUST;GEUT EMERGING EQUITY PASSIVE 1;IBM SAVINGS PLAN;IMPERIAL
EMERGING;ECONOMIES POOL;INSTITUTIONNEL 3D;JOHN DEERE PENSION
TRUST;PENSIONSKASSERNES ADMINISTRATION A/S;SPDR S&P EMERGING LATIN;AMERICA
ETF;SPDR S AND P EMERGING MARKETS ETF;STATE ST B AND T C INV;F F T E RETIR
PLANS;STATE STREET EMERGING MARKETS;THE MASTER T B OF;JAPAN LTD RE
MTBC400035147;TREASURER OF THE ST.OF N.CAR.EQT.I.FD.P.TR.;UPS PENSION PLAN;UPS
RETIREMENT PLAN;USAA CAPITAL;GROWTH FUND;VANGUARD EMERGING MARKETS STOCK INDEX
FUND;VANGUARD TOTAL WORLD STOCK INDEX FUND, A SERIES OF;WELLINGTON;MANAGEMENT
PORTFOLIOS (DUBLIN) P.L.C.;WELLINGTON TRUST COMPANY N.A.;WILMINGTON
MULTI-MANAGER INTERNATIONAL FUND;COUNTY;EMPLOYEES ANNUITY AND BENEFIT FD OF THE
COOK COUNTY;EXCEL LATIN AMERICA FUND;FIDELITY INVEST TRUST LATIN AMERICA
FUND;JOHN HANCOCK FUNDS II INTERNATIONAL EQUITY INDEX FUND;JOHN HANCOCK TRUST;
INTERN EQUITY INDEX TRUST A;THE TEXAS EDUCATION AGENCY;VANGUARD FTSE ALL-WORLD
EX-US INDEX FUND, A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS;ABU
DHABI RETIREMENT PENSIONS AND BENEFITS FUND;NORTHERN TRUST QUANTITATIVE FUND
PLC;PPL SERVICES CORPORATION MASTER TRUST;THE PUBLIC EDUCATION EMP RET SYSTEM OF
MISSOURI;THE PUBLIC SCHOOL RET SYSTEM OF MISSOURI;RUSSELL INVESTMENT COMPANY
EMERGING MARKETS FUND; TEACHER
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Page 7
of 8
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VIVO
PARTICIPAÇÕES S.A.
CNPJ/MF nº
02.558.074/0001-73 - NIRE 35.3.001.587.9-2
Publicly-held
company with authorized capital
MINUTES OF THE EXTRAORDINARY
GENERAL
SHAREHOLDERS’
MEETING HELD ON
NOVEMBER 13,
2009.
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RETIREMENT SYSTEM
OF TEXAS;PRUDENTIAL RETIREM INSURANCE AND ANNUITY COMP;GE INVESTMENTS FUNDS,
INC.;GE INSTITUTIONAL FUNDS;LAUDUS;ROSENBERG INTL DISCOVERY FUND;STATE OF
CONNECTICUT;RETIREMENT PLANS AND TRUST FUNDS;ILLINOIS STATE BOARD OF
INVESTMENT;PYRAMIS GROUP TRUST FOR EMPLOYEE BENEFIT PLANS;ISHARES MSCI BRAZIL
(FREE) INDEX FUND;BARCLAYS GLOBAL INVESTORS NA;BGI EMERGING MARKETS STRATEGIC
INSIGHTS FUND LTD;EMERGING MARKETS SUDAN FREE;EQUITY INDEX FUND;EMERGING MARKETS
INDEX FUND E;FIDELITY FUNDS - LATIN AMERICA FUND;ING FOREIGN FUND;STATE OF
CALIFORNIA PUBLIC EMPLOYEES RET SYS.;ING ARTIO FOREIGN PORTFOLIO;NEW YORK STATE
NURSES ASSOCIATION PENSION PLAN;THE MCGRAW HILL RETIREMENT PLAN COLLECTIVE
INVESTM;FORD MOTOR COMPANY OF CANADA, LIMITED PENSION TRUST;STATE OF NEW JERSEY
COMMON PENSION FUND D;BELL ATLANTIC MASTER TRUST;JOHN HANCOCK TRUST;DISCIPLINED
DIVERSIFICATION TRUST;UNIVERSITY OF SOUTHERN CALIFORNIA;EATON VANCE COLLECTIVE
INVESTMENT TRUST FOR EMPLOYEE;BENEFIT PLANS - EMERGING MARKETS EQUITY FUND;IOWA
PUBLIC EMPLOYEES RETIREMENT SYSTEM;AMETEK INC, EMPLOYEES M R T T B O N Y A
TRUSTEE;GLOBAL INVESTMENT FUND;THE GMO ERISA POOL;THE GMO FOREIGN FUND
SERIES;WEST VIRGINIA INVESTMENT MANAGEMENT BOARD;SOUTHERN CA ED C N F Q C D M T
F S O A P V N G STA;THE BOSTON COMPANY EMERGING MARKETS;CORE EQT FUND;SCOTIA
LATIN AMERICAN GROWTH FUND;TEKTRONIX MASTER RETIREMENT TRUST;CALAMOS
INTERNATIONAL GROWTH FUND;CALAMOS EVOLVING WORLD GROWTH FUND;FORTIS L FUND
EQUITY LATIN AMERICA;NEW YORK;STATE DEFERRED COMPENSATION PLAN;THE GENERAL
RETIREMENT SYSTEM OF THE CITY OF DETROIT;WELLS FARGO MASTER TRUST DIVERSIFIED
STOCK PORTFOLIO;CITY OF FRESNO RETIREMENT SYSTEMS;COMMONWEALTH OF;PENNSYLVANIA
PUBLIC SCHOOL EMPLOYEES´ RETIREMENT SYSTEM;FIDELITY;FIXED-INCOME TRUST: FIDELITY
SERIES GLOBAL EX U.S. INDEX FUND;KENTUCKY RETIREMENT SYSTEMS;BALENTINE
INTERNATIONAL EQUITY FUND SELECT, L.P.;FORTIS L FUND EQUITY BRAZIL represented
by Daniel Alves Ferreira
This is a true certified copy of the
original minutes of the Extraordinary Shareholders´ Meeting of Vivo Participações S.A., held on November 13, 2009, drawn up in the appropriate
book.
Michelle
Morkoski Landy
Secretary
– OAB/SP No. 178.637
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Page 8
of 8
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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VIVO
PARTICIPAÇÕES S.A.
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Date:
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November
18, 2009
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By:
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/s/
Cristiane Barretto Sales
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Name:
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Cristiane
Barretto Sales
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Title:
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Investor
Relations Officer
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