Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes ______ No ___X___
COMPANHIA DE SANEAMENTO BÁSICO DO ESTADO DE SÃO PAULO - SABESP
PUBLICLY-HELD COMPANY
CORPORATE TAXPAYERS ID (CNPJ): 43.776.517/0001-80
CORPORATE REGISTRY (NIRE): 35.3000.1683-1
SUBSCRIBED AND FULLY PAID-UP CAPITAL - R$6,203,688,565.23
MINUTES OF THE EXTRAORDINARY GENERAL MEETING
HELD ON APRIL 13, 2009
Date, Time and Place: On April 13, 2009 at 3:00 P.M. at the Companys headquarters, located at Rua Costa Carvalho nº 300, in the City and State of São Paulo. CALL: Call Notice published in the March 13, 14 and 17, 2009 editions of the Official Gazette of the State of São Paulo and Folha de São Paulo newspaper. ATTENDANCE: Shareholders representing more than two thirds of the capital stock, as per signatures in the Shareholders Attendance Book, as well as the Fiscal Council member Sandra Maria Giannella. PRESIDING BOARD: Chairman: Humberto Rodrigues da Silva, Secretary: Shareholder Marli Soares da Costa. AGENDA: I) Election of member of the Board of Directors. CLARIFICATIONS: 1) The matters were duly considered by the Capital Defense Council of the State (CODEC) by means of Opinion 048/2009 of April 9, 2009, related to Finance Secretary Process 12091-173468/2009, which instructs the vote of the representative of the shareholder São Paulo State Finance Department. 2) The minutes were drawn up in summary format, pursuant to paragraph 1, Article 130, Law 6404/76 and amendments thereto. RESOLUTIONS: The Presiding Chairman brought up for discussion item I of the Agenda, I) Election of member of the Board of Directors. Now, offering the floor to the representative of the shareholder São Paulo State Finance Department, the attorney-in-fact Mr. José Roberto de Moraes proposed, based on said CODEC Opinion 048/2009, the election of Mr. Alberto Goldman as member of the Board of Directors. After the proposal of the representative of the shareholder São Paulo State Finance Department was brought up for discussion by the Chairman and votes were cast, registering the dissenting opinions and respective abstentions, the election of Mr. Alberto Goldman, a Brazilian citizen in a civil unioin, engineer, Identity Card no. (RG) 2.049.085 -9 SSP/SP, Individual Taxpayer's Register (CPF) 011.110.948 -53, domiciled in São Paulo SP at Rua São Vicente de Paula, 502, apto. 14-A, Higienópolis as Board of Directors Member was approved by a majority of votes, being elected for the remaining term of office, which shall end on April 29, 2010. The investiture in the position shall observe the conditions precedent and procedures provided for by the Corporate Law and other statutory provisions, including referring to the delivery of the Statement of Assets, the signature of a statement declaring the absence of legal impediments, as well as the Term of Consent to the BOVESPAs Listing Rules and any other requirements under the pertinent legislation. The member of the Board of Directors elected shall exercise his functions pursuant to the Companys Bylaws and his compensation will be determined in accordance with the orientations of this Joint Committee, pursuant to CODEC Opinion 001/2007, predicating its payment on compliance with the conditions provided for in CODEC Opinion 116/2004, and also be entitled to a possible premium, as provided for in CODEC Opinion 150/2005. There being no other matters to be discussed, the Chairman requested that the votes of minority shareholders be recorded as pronouncements attached to the process of this Meeting. The voting was as follows: Mrs. Senhora Fany Andrade Galkowicz, Brazilian, separated, Identity Card (RG) no. 32.825.780 -1, representing the shareholder The Bank Of New York, whose power of attorney was certified by the Presiding Board and registered under number 1, presented the following statement of vote, 5,014,624 favorable to the approval, 16,588,276 against and 2,926,720 abstentions. Then, Ms. Anali Penteado Buratin, Brazilian, single, Brazilian Bar Association of the State of Sao Paulo (OAB/SP) no. 196.610, representing the shareholders whose powers of attorneys were certified by the Presiding Board and registered under number 2, presenting the statement of votes against the item in the agenda, with the exception of the shareholder New World Fund Inc who voted in favor and the shareholder Japan Trustee Services bank Ltd. as Trustee of Sumitomo Trust & Banking Co., Ltd., in turn Trustee of Morgan Stanley all Country Active Equity Mother Fund, who abstained from voting; and number 3, whose votes were in favor of the item in the agenda, with the exception of the shareholders Firemens Annuity and Benefit Fund of Chicago, IBM Diversified Global Equity Fund, Northern Trust Luxembourg Management Company S.A. on behalf of Univest, Northern Trust Quantitative Fund PLC, Pension Fund of the Christian Church (Disciples of Christ), The Chicago Public School Teachers Pension and Retirement Fund, Vanguard Emerging Markets Stock Index Fund, Vanguard FTSE All-World Ex-US Index Fund, a series of Vanguard International Equity Index Funds, Vanguard Global Equity Fund, a series of Vanguard Horizon Funds, Vanguard Total World Stock Index Fund, a series of Vanguard International Equity Funds and Microsoft Global Finance who voted against the item and the shareholders College Retirement Equities Fund and Microsoft Global Finance who abstained from voting. Then, the Chairman thanked all attending members and declared the Extraordinary General Meeting adjourned, requesting that these Minutes be drawn up, which were then read, found to be accurate and signed by the Chairman and the Secretary of the Presiding Board and by the attending shareholders, who constituted the majority necessary for the resolutions to be made. ATTENDANCE: Member of the Board of Directors Humberto Rodrigues da Silva, representing the shareholder São Paulo State Finance Department, Attorney-in-fact José Roberto de Moraes, the Companys Fiscal Council member Sandra Maria Giannella, and Ms. Fany Andrade Galkowicz, Anali Penteado Buratin and Marli Soares da Costa attended the meeting. DOCUMENTS FILED at the Companys General Office - PPS.
São Paulo, April 13, 2009.
HUMBERTO RODRIGUES DA SILVA | JOSÉ ROBERTO DE MORAES | |
Chairman of the Presiding Board | By the São Paulo State Finance | |
Department | ||
MARLI SOARES DA COSTA | FANY ANDRADE GALKOWICZ | |
Secretary of the Presiding Board | ||
ANALI PENTEADO BURATIN |
2
EXTRAORDINARY GENERAL MEETING HELD ON 04.13.2009
ATTORNEY IN FACT / QUALIFICATION (Nationality, marital status, bar association no.) | SHAREHOLDERS | # OF COMMON SHARES | % |
JOSÉ ROBERTO DE MORAES (Brazilian, married, State Attorney in Fact, bar association/SP no. 83733) | FINANCE DEPARTMENT | 114,508,086 | 50.2589 |
Minority Shareholders
ATTORNEY IN FACT / QUALIFICATION (Nationality, marital status, bar association no.) | SHAREHOLDERS | # OF COMMON SHARES | % |
FANY ANDRADE G. CARVALHO (Brazilian, separated, RG No. 32825780-1) | THE BANK OF NEW YORK ADR DEPARTMENT | 57,388,802 | 25.1886 |
Anali Penteado Buratin (Brazilian, single, bar association no. 196610) |
NEW WORLD FUND INC | 618,000 | 0.2712 |
NORGES BANK | 422,111 | 0.1853 | |
TEMPLETON FOREIGN FUND | 1,345,701 | 0.5906 | |
TEMPLETON GLOBAL OPP TRUST | 171,320 | 0.0752 | |
DOW EMPLOYEES PENSION PLAN | 28,333 | 0.0124 | |
THE B CO EMPL RETIR PLAN TRUST | 114,200 | 0.0501 | |
VANGUARD T I S I FD SE VAN S F | 162,000 | 0.0711 | |
VANGUARD INVESTMENT SERIES PLC | 42,865 | 0.0188 | |
JAPAN T B C L T M S C E M FUND | 2,700 | 0.0012 | |
THE NEW YORK ST COM RETIR FUND | 15,500 | 0.0068 | |
Anali Penteado Buratin |
ABU DH RET PENS AND BENEF FUND | 3,040 | 0.0013 |
BARCLAYS GLOBAL INVESTORS NA | 351,688 | 0.1544 | |
COLLEGE RETIREMENT EQUITIES FUND | 119,595 | 0.0525 | |
EATON VANCE STRUCTURED EMERGING MARKETS FUND | 11,120 | 0.0049 | |
EATON VANCE TAX - MANAGED EMERGING MARKETS FUND | 23,200 | 0.0102 | |
EMERGING MARKETS INDEX FUND E | 26,700 | 0.0117 | |
EMERGING MARKETS SUDAN FREE EQUITY INDEX FUND | 4,580 | 0.0020 | |
FIREMEN S A A B FD OF CHICAGO | 23,300 | 0.0102 | |
FORD MOT CO DEF BEN MAS TRUST | 13,550 | 0.0059 | |
IBM DIV GLOBAL EQUITY FUND | 107,660 | 0.0473 | |
INSTITUTIONNEL 3D | 57,663 | 0.0253 | |
ISHARES MSCI BRAZIL (FREE) INDEX FUND | 2,228,400 | 0.9781 | |
MASSACHUSETTS I O T E J CAPEL | 23,700 | 0.0104 | |
MASSACHUSETTS I OF TEC RET PLA | 16,700 | 0.0073 | |
NORTHERN L M C S O B O UNIVEST | 47,640 | 0.0209 | |
NORTHERN TRUST QUANT FUND PLC | 1,000 | 0.0004 | |
PENSION FUND OF THE CHRISTIAN CHURCH | 173,154 | 0.0760 | |
VANGUARD EMERGING MARKETS STOCK INDEX FUND | 508,882 | 0.2234 | |
PRUDENTIAL R INS AND ANN COMP | 34,900 | 0.0153 | |
PUBLIC E RE ASS OF NEW MEXICO | 3,600 | 0.0016 | |
THE CHIC PUB SCH T P AND RET F | 13,723 | 0.0060 | |
VANG A W E U I F S O V I I FDS | 20,992 | 0.0092 | |
VANGUARD G E F S V HOR FUNDS | 26,800 | 0.0118 | |
VANGUARD T W F S I EQ IND FDS | 1,000 | 0.0004 | |
MICROSOFT GLOBAL FIN LIMITED | 33,940 | 0.0149 | |
BGI EM MARK STR INSIG FUND LTD | 3,500 | 0.0015 |
Minority shareholders total | 64,191,559 | 28.1744 | |
Majority shareholders total | 114,508,086 | 50.2589 | |
TOTAL | 178,699,645 | 78.4332 |
HUMBERTO RODRIGUES DA SILVA | MARLI SOARES DA COSTA | |
Chairman | Secretary |
3
Companhia de Saneamento Básico do Estado de São Paulo - SABESP |
||
By: |
/S/ Rui de Britto Álvares Affonso
|
|
Name: Rui de Britto Álvares Affonso
Title: Chief Financial Officer and Investor Relations Officer |
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.