6-K/A 1 elp20100609_6ka.htm SHAREHOLDERS MEETING PARTICIPATION MANUAL elp20100609_6ka.htm - Provided by MZ Technologies
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K /A
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934

For the month of June, 2010

Commission File Number 1-14668

COMPANHIA PARANAENSE DE ENERGIA
(Exact name of registrant as specified in its charter)

Energy Company of Paraná
(Translation of Registrant's name into English)
Rua Coronel Dulcídio, 800
80420-170 Curitiba, Paraná
Federative Republic of Brazil
(5541) 3222-2027
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. 

Form 20-F ___X___ Form 40-F _______

 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____



SHAREHOLDERS’ MEETING
PARTICIPATION MANUAL

 

179th Extraordinary Shareholders’ Meeting
July 8, 2010

TABLE OF CONTENTS

1.  Message from the Administration  3 
2.  Guidance for Participation in the Extraordinary Shareholders’ Meeting  4 
  2.1.  Attending Shareholder  4 
  2.2.  Shareholder Represented by Proxy  4 
  2.3.  Holders of ADRs  4 
3.  Call Notice  5 
4.  Information on the matters to be examined and discussed at the   
  Extraordinary Shareholders’ Meeting (ESM)  6 
  4.1.  Fulfillment of positions on the Company’s Board of Directors  6 
  4.2.  Amendments to the Company’s Bylaws  6 
5. ANNEX   
  I – item 12.6 to 12.10 of Formulário de Referência da CVM (annex 24 to the Instr.   
  480/2009) – Chairman of the Board of Directors   
  II - item 12.6 to 12.10 of Formulário de Referência da CVM (annex 24 to the Instr.   
  480/2009) – Effective Member of the Board of Directors   
  III – Company’s Bylaws with proposed changes highlighted   

 

Shareholders’ Meeting   
Participation Manual  2/7 

 

1. Message from the Administration

Dear Shareholder:

It is with immense pleasure that I present to you this Manual for Participation in the Extraordinary Shareholders’ Meeting of the Companhia Paranaense de Energia – Copel, with general guidance for an effective participation and exercise of the vote.

This manual has been prepared based on Copel's Corporate Governance policy, which is founded on transparency and equity.

The manual aims to present, in a clear and brief fashion, the information related to the Company’s Extraordinary Shareholders’ Meeting, seeking thereby to contribute for the understanding of the proposals for resolution and to encourage the participation of shareholders in the events of the annual corporate agenda of the Company.

Copel’s 179ª Extraordinary Shareholders’ Meeting (ESM) was called for July 8, 2010, at 2:30 pm, at the Company's headquarters at Rua Coronel Dulcídio nº 800, in the city of Curitiba.

The matters to be presented in the ESM for resolution of shareholders are described in the Call Notice and in this manual. In items 4.1 and 4.2 of this manual are specified the types of shares granting the right to vote on the item of the agenda. Given the current number of Company shareholders, this manual seeks to encourage and enable participation in the Shareholders’ Meetings.

The CEO and one representative of the Fiscal Council will attend the Shareholders’ Meeting, who will be able to provide further clarification required on any matter included in the ESM’ s agenda.

Your participation is very important, considering that will be dealt in the meeting issues relevant to the Company.

Sincerely,

Ronald Thadeu Ravedutti
Copel’s CEO and
Executive Secretary of the Board of Directors

Shareholders’ Meeting   
Participation Manual  3/7 

2. Guidance for Participation in the Extraordinary Shareholders’ Meeting

Copel’s shareholders may take part in the Shareholders’ Meeting by attending it at the Company’s headquarters and voting, or by appointing a proxy to represent them, as described below.

2.1. Attending Shareholder

The shareholder wishing to take part in the Shareholders’ Meeting shall arrive a few minutes before the time indicated in the Call Notice and bear the following documents:

Identity card (RG), or Alien’s Identity Card (RNE), or Brazilian Driver’s License (CNH), or an accreditation card issued by an official professional organization.

Proof as Company shareholder issued by a depositary financial institution or a custodian agent or through the shareholding position issued by Copel.

2.2. Shareholder Represented by Proxy

The shareholder who is not able to attend the meeting and wishes to take part in the ESM may appoint a proxy with powers to represent him/her.

Pursuant Article 126, paragraph 1, of the Brazilian Corporation Law 6,404/1976, the proxy shall be a shareholder, lawyer or manager of the Company or of a financial institution/investment fund. The proxy shall have been appointed not more than one year before the date of the ESM.

The documents required are the following:

• Power of attorney with special powers for representation at Copel’s Shareholders’ Meeting, bearing a notarized signature of the grantee (shareholder);

• Bylaws or Articles of Incorporation and instrument of election/appointment of the managers in the event the grantee is a legal entity; and

• Proof of ownership of the shares issued by the Company, conferred by the depositary financial institution and/or custodian.

Note: the documents mentioned in the first and second items above shall be forwarded to Copel’s headquarters, Diretoria de Finanças, Relações com Investidores e de Controle de Participações, at Rua Coronel Dulcício nº 800 – 3rd floor, preferably 48 hours prior to the Meeting.

2.3. Holders of ADRs

The financial depositary institution of American Depositary Receipts (ADRs) in the United States, The Bank of New York Mellon, will send the powers of attorney to the holders of ADRs, so that they exercise their voting right at the ESM.

The participation shall take place through Banco Itaú, representative of The Bank of New York Mellon in Brazil.

Should there be any doubt concerning the ESM procedures and deadlines, please contact the Shareholders and Custody Department (Departamento de Acionistas e Custódia) at the telephone number (55 41) 3331-4269 or through the e-mail address acionistas@copel.com

Shareholders’ Meeting   
Participation Manual  4/7 

3. Call Notice

EXTRAORDINARY SHAREHOLDERS’ MEETING CALL NOTICE

The Shareholders of Companhia Paranaense de Energia - COPEL are hereby invited to attend an Extraordinary Shareholders’ Meeting at the Company’s headquarters at Rua Coronel Dulcídio nº 800, in the city of Curitiba, state of Paraná on July 08 at 2:30 pm, to deliberate on the following agenda:

1. Fulfillment of positions on the Company’s Board of Directors;

2. Amendments to the Company’s Bylaws, as follows: a) article 17 – change on the title “Chief Administration Officer” to “Chief Corporate Management Officer”; and article 22 – adjustments on the title “Chief Administrative Officer” to “Chief Corporate Management Officer”, in order to better reflect the attributes of said Officer; b) articles 23, 25 and 27 – alterations to the competencies of the Executive Officers in order to reorganize market and tariff control activities, as well as regulatory affairs, so that they can be coordinated and led by those Officers responsible for the respective services; and

3. Consolidation of the Company’s Bylaws.

Notes:
a) The documents related to the agenda of the Extraordinary Shareholders’ Meeting, including the Shareholders’ Meeting Participation Manual, are available to shareholders at the Company’s headquarters; and
b) The powers of attorney for the Shareholders’ Meeting should be delivered to Copel’s headquarters at the Shareholders” Department of the Financial and Investor Relations Area at Rua Coronel Dulcídio, 800, 2º andar, Curitiba, not later than 48 hours prior to the Meeting.

Curitiba, May 31, 2010

Ronald Thadeu Ravedutti
Executive Secretary of the Board of Directors

Publication

This Call Notice was published, pursuant to the Brazilian Corporation Law, in the Official Gazette of the State of Paraná and in the newspapers Gazeta do Povo and Diário Comércio, Indústria & Serviços de São Paulo, on June 8, 9 and 10 2010 editions, being also available on the Company’s website (www.copel.com/ir).

Shareholders’ Meeting   
Participation Manual  5/7 

4. Information on the matters to be examined and discussed at the Extraordinary Shareholders’ Meeting (ESM)

Below, the Company’s Management presents some clarifications related to each item for resolution at the ESM for the exercise of a conscious vote.

4.1. Fulfillment of positions on the Company’s Board of Directors

4.1.1. Clarifications

As registered on the 93rd.Extraordinary Meeting of the Board of Directors, the former Chairman of the Board, Mr. João Bonifácio Cabral Júnior presented his resignation to the position, on April 26th, 2010. At the same date, it was presented to that Board the resignation of Mr. Nilton Camargo Costa, Member of the Board elected by the employees, previously informed personally to the Chairman on 03.30.2010. Both resignations were motivated by personal reasons.

Aiming to comply with the procedures stated in the Company’s Bylaws and guided by the law that regulates the matter, there are presented for consideration and voting at this ESM, in order to complete the term for 2009/2011 biennium, the indicated below:

1. to fill the position of Chairman of the Board of Directors, as indicated by the Major Shareholder, in accordance with Article 12 of the Company’s Bylaws, Mr. Léo de Almeida Neves, whose information and curriculum follow as annex, as required by CVM Instruction 481 of December 17, 2009 (Annex I);

2. to fill the position of Member of the Board of Directors, as a representative of employees, in accordance with Article 11, paragraph 1 of the Company’s Bylaws, Mr. João Carlos Fassina, 2nd place in the elections, whose information and curriculum follow as annex, as required by CVM Instruction 481 of December 17, 2009 (Annex II)

4.1.2. Voting right

In this item of the agenda, only holders of common shares are entitled to vote.

4.2. Amendments to the Company’s Bylaws.

4.2.1. Clarifications

Aiming to reflect appropriately the activities performed by the Company's Administration Officer and seeking adjustments in the competencies of the Officers in order to reorganize market and tariff control activities, as well as regulatory affairs, so that they can be coordinated and led by those Officers responsible for the respective services, in response to requests from the Major Shareholder, is brought to the examination and approval of the ESM a proposal to amend the Company’s Bylaws, being:

Shareholders’ Meeting   
Participation Manual  6/7 

1. Art 17 – change on the title "Chief Administration Officer" to "Chief Corporate Management Officer", and art. 22 - change on the title "Chief Administration Officer" to "Chief Corporate Management Officer "; and

2. Art. 23, 25 and 27 – adjustments on the competencies of the Officers.

4.2.2. Voting right

In this item, only holders of common shares are entitled to vote.

Shareholders’ Meeting   
Participation Manual  7/7 

  COMPANHIA PARANAENSE DE ENERGIA 
CNPJ: 76.483.817/0001-20 
Código CVM: 1431-1 
 
INSTRUÇÃO CVM No 480, DE 7 DE DEZEMBRO DE 2009
FORMULÁRIO DE REFERÊNCIA 

 

MANUAL FOR PARTICIPATION IN THE GENERAL ANNUAL MEETING
129TH EXTRAORDINARY GENERAL MEETING
ANNEX I

12.6. For each of the Director, Alternate Director and Executive Offcer of the Issuer, state in table below:

Board of Directors
New Members
Name  Age  Ocupation  CPF/
National
identification
Number		 Current
Position		 Election
date		 Inauguration
date		 Term of
office		 Other
positions
held in the
Issuer 		 Nominated by
the Issuer
Léo de Almeida Neves  78  Lawyer  008.70.581-68  Chairman of
the Board of
Directors 		 07/08/2010  07/08/2010  2009/2011  None  Yes 
João Carlos Fassina  55  Educationalist  233.976.169-72  Member of the
Board of
Directors 		 07/08/2010  07/08/2010  2009/2011  Manager  Representative of
the employees

 

12.7. Provide the information specified in item 12.6 in respect of members of statutory committees, as well as audit committees, risk and financial compensation, even if such committees or structures are not statutory:
Not applied

  COMPANHIA PARANAENSE DE ENERGIA 
CNPJ: 76.483.817/0001-20 
Código CVM: 1431-1 
 
INSTRUÇÃO CVM No 480, DE 7 DE DEZEMBRO DE 2009
FORMULÁRIO DE REFERÊNCIA 

 

12.8. For each of the Directors and Fiscal Council Members, provide:

a. Curriculum

LÉO DE ALMEIDA NEVES
DATE OF BIRTH: 22.03.1932
CURRENT POSITION
Since September 1970, among leave permissions, works for Companhia Cacique de Café Solúvel, head office and factories in Londrina and office in São Paulo. He was Chief of the Economic department of the company, responsible Economist of Cacique Importadora e Exportadora S.A. Wholeowned Company, Executive Officer and later Chairman of Cia. Cacique de Armazéns Gerais, both incorporated later by Cacique Solúvel Holding. Currently he is Chairman Adviser and Law Division and tax Division Adviser of Cia. Cacique de Café Solúvel.
MAIN ACTIVITIES
Agricultural and Industrial Credit Executive Officer (Diretor da Carteira de Crédito Agrícola e Industrial - CREAI) of Banco do Brasil;
Chairman of Banestado;
Regional Delegate in Parana of National Institute of Social Security (Delegado Regional no Paraná do Instituto Nacional de Previdência Social - INPS);
Production Executive Officer of Brazilian Istitute of Coffee (Diretor de Produção do Instituto Brasileiro do Café –IBC);
EDUCATION
Lawyer from Faculdade de Direito da Universidade Federal Paraná (1954);
Economist from Faculdade de Ciências Econômicas do Paraná (1953)

b. Description of any of the following events that might had occurred during last 5 years:
i. Any crimminal condemnation
R.: None.
ii. Any condemnation in CVM’s administrative process and penalties applied
R.: None.
iii. Any condemnation passed into adjudged, in the judicial or the administrative, that had discontinued the Member from his/her occupation or disqualified him/her for any professional or commercial activities
R.: None.

12.9. Inform the existence of marital relationship, marriage or stable relationship up to the second degree between:
a. Directors of the Issuer:
R.: None.
b. (i) Directors of the Issuer and (ii) Directors of direct or indirect controlled companies from the Issuer:
R.: None.

  COMPANHIA PARANAENSE DE ENERGIA 
CNPJ: 76.483.817/0001-20 
Código CVM: 1431-1 
 
INSTRUÇÃO CVM No 480, DE 7 DE DEZEMBRO DE 2009
FORMULÁRIO DE REFERÊNCIA 

c. (i) Director of the Issuer or direct or indirect controlled companies and (ii) direct or indirect executive personnel from the Issuer:
R.: None.
d. (i) Executive personnel from the issuer and (ii) Managers of the direct and indirect controlled companies from the Issuer:
R.: None.

12.10. Report on reporting relationships, service delivery or control maintained in the past 3 fiscal years, between the Issuer and administrators and:
a. Controlled company, directly or indirectly, by the Issuer:
R.: None.
b. Direct or indirect controller of the Issuer:
R.: None.
c. whenever relevant, supplier, customer, debtor or creditor of the Issuer, its subsidiary or controlling or controlled in some of these people
d. R.: None.

  COMPANHIA PARANAENSE DE ENERGIA 
CNPJ: 76.483.817/0001-20 
Código CVM: 1431-1 
 
INSTRUÇÃO CVM No 480, DE 7 DE DEZEMBRO DE 2009
FORMULÁRIO DE REFERÊNCIA 

 

MANUAL FOR PARTICIPATION IN THE GENERAL ANNUAL MEETING
129TH EXTRAORDINARY GENERAL MEETING
ANNEX I

12.6. For each of the Director, Alternate Director and Executive Offcer of the Issuer, state in table below:

Board of Directors
New Members
Name  Age  Ocupation  CPF/
National
identification
Number		 Current
Position		 Election
date		 Inauguration
date		 Term of
office		 Other
positions
held in the
Issuer 		 Nominated by
the Issuer
Léo de Almeida Neves  78  Lawyer  008.70.581-68  Chairman of
the Board of
Directors 		 07/08/2010  07/08/2010  2009/2011  None  Yes 
João Carlos Fassina  55  Educationalist  233.976.169-72  Member of the
Board of
Directors 		 07/08/2010  07/08/2010  2009/2011  Manager  Representative of
the employees

 

12.7. Provide the information specified in item 12.6 in respect of members of statutory committees, as well as audit committees, risk and financial compensation, even if such committees or structures are not statutory:
Not applied

  COMPANHIA PARANAENSE DE ENERGIA 
CNPJ: 76.483.817/0001-20 
Código CVM: 1431-1 
 
INSTRUÇÃO CVM No 480, DE 7 DE DEZEMBRO DE 2009
FORMULÁRIO DE REFERÊNCIA 

12.8. For each of the Directors and Fiscal Council Members, provide:

a. Curriculum

JOÃO CARLOS FASSINA
DATE OF BIRTH: 16.09.1955
CURRENT POSITION
Member of Board of Directors of Companhia Paranaense de Energia – Copel, 2nd. Placed on elections for Representative of the Employees, and nominated on 93rd. Extraordinary Meeting of the Board of Directors, on 04.26.2010, to attend Board meetings until EGM takes place and elects the Member to occupy the position left by the former, who resigned on that date.
In Copel he is Supervisor of the Division of Occupational Safety.
MAIN ACTIVITIES
In Copel he was Member of the Board of Ethic Guidelines and Profit Sharing and Results Commission, elected by the employees.
EDUCATION
Graduation on Pedagogy from Universidade Tuiuti do Paraná.

b. Description of any of the following events that might had occurred during last 5 years:

i. Any crimminal condemnation

R.: None.

ii. Any condemnation in and CVM’s administrative process and penalties applied

R.: None.

iii. Any condemnation passed into adjudged, in the judicial or the administrative, that had discontinued the Member from his/her occupation or disqualified him/her for any professional or commercial activities

R.: None.

12.9. Inform the existence of marital relationship, marriage or stable relationship up to the second degree between:

a. Directors of the Issuer:

R.: None.

b. (i) Directors of the Issuer and (ii) Directors of direct or indirect controlled companies from the Issuer:

R.: None.

c. (i) Director of the Issuer or direct or indirect controlled companies and (ii) direct or indirect executive personnel from the Issuer:

R.: None.

d. (i) Executive personnel from the issuer and (ii) Managers of the direct and indirect controlled companies from the Issuer:
  COMPANHIA PARANAENSE DE ENERGIA 
CNPJ: 76.483.817/0001-20 
Código CVM: 1431-1 
 
INSTRUÇÃO CVM No 480, DE 7 DE DEZEMBRO DE 2009
FORMULÁRIO DE REFERÊNCIA 

 

R.: None.

12.10. Report on reporting relationships, service delivery or control maintained in the past 3 fiscal years, between the Issuer and administrators and:

a. Controlled company, directly or indirectly, by the Issuer:

R.: None.

b. Direct or indirect controller of the Issuer:

R.: None.

c. whenever relevant, supplier, customer, debtor or creditor of the Issuer, its subsidiary or controlling or controlled in some of these people

d.  R.: None.

CORPORATE BYLAWS 
 
NOC 000100 
Approved and consolidated by the 129th . 
Extraordinary Shareholder’s Meeting, of 
July 8th 2010.
 
 
 
 
Registration as Corporate Taxpayer (CNPJ): 76.483.817/0001-20 
State Registration: 10.146.326-50 
Commercial Registry Number: 41300036535 
Brazilian SEC Registration: 1431-1 
US SEC Registration (ordinary shares): 20441B308 
US SEC Registration (preferred, class B): 20441B407 
Spanish SEC Registration (Latibex, preferred, class B): 29922 
Rua Coronel Dulcídio, 800 
Curitiba - Paraná - Brazil 
CEP: 80420-170 
e-mail: copel@copel.com 
Web site: http://www.copel.com 
Phone: (55-41) 3322-3535 
Fax: (55-41) 3331-4145 

 

CONTENTS
CHAPTER I  NAME, HEAD OFFICE, OBJECTS, AND LIFE TERM  03 
CHAPTER II  EQUITY AND SHARES  03 
CHAPTER III  MANAGEMENT OF THE COMPANY  04 
  Section I    04 
  Section II  THE BOARD OF DIRECTORS  04 
  Section III  THE BOARD OF OFFICERS  06 
  Section IV  COMMON RULES APPLICABLE TO MEMBERS OF THE BOARD OF DIRECTORS AND TO OFFICERS  10 
CHAPTER IV  THE AUDIT COMMITTEE  10 
CHAPTER V  THE SHAREHOLDERS MEETING  10 
CHAPTER VI  THE FINANCIAL YEAR  11 
CHAPTER VII  GENERAL AND TRANSITIONAL PROVISIONS  11 
 
 
Appendixes:       
I  AMENDMENTS TO THE BYLAWS  12 
II  CHANGES IN THE CAPITAL STOCK  13 
III  STATE LEGISLATION (LAWS 1,384/53, 7,227/79 and 11,740/97)  16 
IV  STATE LEGISLATION (DECREE No. 14,947/54)  17 
V  FEDERAL LEGISLATION (DECREE No. 37,399/55)  18 

 

ABBREVIATIONS USED     
SM -  Shareholder Meeting     
ASM -  Annual Shareholders Meeting     
ESM -  Extraordinary Shareholders Meeting     
C.R.S.P.-  Commercial Registry of the State of Paraná     
ONS PR -  Official Newspaper of the State of Paraná     
ONU -  Official Newspaper of the Union     
All-numeral date expressions are in the month-day-year format, e.g., 10.01.1960: October first, 1960.

 

Note: the original text was filed at the Commercial Registry of the State of Paraná - C.R.S.P. under number 17,340, on June 16, 1955 and published in the Official Newspaper of the State of Paraná - ONS PR of June 25, 1955.

CHAPTER I - NAME, HEAD OFFICE, OBJECTS, AND LIFE TERM

Article 1 Companhia Paranaense de Energia, abbreviated COPEL, is a mixed-capital company, publicly held ("open company"), with the following objects:

a) researching and studying, technically and economically, any sources of energy;

b) researching, studying, planning, constructing, and developing the production, transformation, transportation, storage, distribution, and trade of energy in any of its forms, chiefly electric power, as well as fuels and energetic raw materials;

c) studying, planning, designing, constructing, and operating dams and their reservoirs, as well as other undertakings for multiple uses of water resources;

d) providing information and technical assistance concerning the rational use of energy by business undertakings with the aim of implementing and developing economic activities deemed relevant for the development of the State;

e) implementing electronic data transmission, electronic communications and control, cellular telephone systems, and other endeavors that may be deemed relevant to the Company and the State of Paraná, being for such aims and for the aims set forth in “b” and “c” above authorized to join consortia or concerns with private companies, holding either major or minor stakes in them.

Sole Paragraph For the performance of the activities referred to in this article, the Company may participate in other concerns, in compliance with the applicable laws.

Article 2 The Company has its head office and domicile in the city of Curitiba, at Rua Coronel Dulcídio no. 800, and it may, upon decision by the Executive Board, open or close branches, agencies or offices in that city or wherever required, either within the national territory or abroad.

Article 3 The Company is incorporated for an unlimited period of time.

 

CHAPTER II - EQUITY AND SHARES

Article 4 Underwritten paid up capital is R$ 6, 910, 000, 000. 00 (six billion, nine hundred and ten million reais) represented by 273,655,375 (two hundred and seventy-three million, six hundred and fifty-five thousand and three hundred and seventy-five) shares, with no par value, composed of 145,031,080 (one hundred and forty-five million, thirty-one thousand and eighty) ordinary shares, and 128,624,295 (one hundred and twenty-eight million, six hundred and twenty-four thousand and two hundred and ninety-five) preferred shares, of which 394,792 (three hundred and ninety-four thousand and seven hundred and ninety-two) are class “A” shares, and 128,229,503 (one hundred and twenty-eight million, two hundred and twenty-nine thousand and five hundred and three) are class “B” shares.

Paragraph 1 Upon approval by the Board of Directors, the capital stock may be increased, irrespective of any amendment to the Bylaws, up to the limit of 500,000,000 (five hundred million) shares.

Paragraph 2 The capital stock may be increased upon issuance of class “B” preferred shares, regardless of any proportional relation to the existing share classes or ordinary shares, up to the limit provided for in Law no. 6,404/76, paragraph 2, article 15.

Paragraph 3 The Company may issue shares, underwriting bonuses, debentures, or any other securities, up to the limit of the authorized capital stock, without right of first refusal, as provided for in Law no. 6,404/76 (article 172).

Paragraph 4 Debentures may be simple or convertible into shares, pursuant to article 57 of Law no. 6,404/76.

3/19

Article 5 All the shares shall be registered.

Article 6 The preferred shares shall be of classes “A” and “B” and shall carry no voting rights.

Paragraph 1 The class “A” preferred shares shall have priority in the distribution of a minimum annual dividend of ten per cent, to be equally allotted among them, such dividends being determined upon the paid-in capital proper to such share type and class on December 31 of the previous financial year.

Paragraph 2 The class “B” preferred shares shall have priority in the distribution of a minimum annual dividend, to be equally allotted among them, in the amount of 25% of the net profit duly adjusted, as provided for in article 202 and its paragraphs of Law no. 6,404/76, and determined upon the paid-in capital proper to such share type and class on December 31 of the previous fiscal year.

Paragraph 3 The dividends awarded pursuant to paragraph 2 to class “B” preferred shares shall have priority of distribution only in relation to ordinary shares and shall be paid from the remaining profits after the dividends of the class “A” preferred shares have been distributed.

Paragraph 4 The dividends to be paid per preferred share, independently of its class, shall be at least 10% (ten per cent) higher than the dividends to be paid per common shares, as defined in sub-section II of paragraph 1 of article 17 of Law no. 6404/76, with the amendments introduced by Law no. 10303, of October 31, 2001.

Paragraph 5 The preferred shares shall acquire voting rights if, for 3 (three) consecutive fiscal years, those shares are not granted the minimum dividends to which they are entitled, as set forth in paragraphs 1, 2 and 3 of this article, as defined in paragraph 4.

Article 7 The Company may issue multiple share certificates and certificates which temporarily represent them. At the option of the shareholder, individual share certificates may be replaced by multiple share certificates and the latter may be converted into the former at any time, provided the expenses incurred are paid by whoever requests the conversion.

Paragraph 1 The class “A” preferred shares may be converted into class “B” preferred shares, the conversion of the latter into the former not being permitted. No conversion of preferred shares into ordinary shares shall be permitted, and vice versa.

Paragraph 2 Upon approval by the Board of Directors, the Company may implement a book share system and such shares shall be kept in deposit accounts at an authorized financial institution.

Paragraph 3 Upon approval by the Board of Directors, the Company may purchase its own shares, in compliance with the rules set down by the Securities Commission ("CVM").

Article 8 At the Annual Shareholders Meeting each ordinary share shall carry the right to one vote.

 

CHAPTER III - MANAGEMENT OF THE COMPANY

SECTION I

Article 9 The management of the Company shall be entrusted to the Board of Directors and to the Executive Board.

Article 10 The Company representation shall be vested exclusively in the Executive Board.

SECTION II - THE BOARD OF DIRECTORS

Article 11 The Board of Directors shall consist of seven or nine members, Brazilians, shareholders, all residing in the country, and elected at an Annual Shareholders Meeting. Two State secretaries and the Chief Executive Officer of the Company may be members of the Board of Directors.

4/19

Paragraph 1 A Company employee appointed by his or her peers shall necessarily be a member of the Board of Directors in compliance with applicable State legislation.

Paragraph 2 The term of office of the members of the Board of Directors shall be of two years, reelection being permitted.

Paragraph 3 The Audit Committee of the Company shall be composed of a minimum of three members of the Board of Directors and shall be ruled by a specific set of regulations.

Article 12 The chairman of the Board of Directors shall be appointed by the controlling shareholder. Should his or her absence or any impediment occur, he or she shall be replaced by a Board member appointed by his or her peers.

Article 13 In the event of a resignation or vacancy in a position of the Board of Directors, a replacement shall be appointed by the remaining Board members and shall serve until a Shareholders Meeting is held to fill the vacant position.

Article 14 The Board of Directors shall hold an ordinary meeting once every three months. Extraordinary meetings shall be convened whenever necessary. Both ordinary and extraordinary meetings shall be called by the Board president by letter, telegram, fax or e-mail, with a minimum 72-hour notice. The Board of Directors shall operate with the presence of the simple majority of its members.

Article 15 The Board of Directors shall:

I lay down the overall strategy for the Company business;

II elect, discharge, accept resignations, and replace Company officers, as well as prescribe their duties, in accordance with the provisions in these Bylaws;

III approve the appointments of the Executive Board, as provided by Article 20, subsection XIII of this Bylaws.

IV oversee the officers' performance, examine books, documents, and obligations of the Company in compliance with the law;

V call Shareholders’ Meetings, either by its chairman or the executive secretary;

VI oversee, approve and revise the annual internal auditing work plans for the Company’s business and management processes;

VII give its opinion on the reports of the management and on the accounts rendered by the Executive Board;

VIII authorize any issue of shares and approve any new share subscription, as provided for in article 4, paragraph 2, as well as set forth all the requirements for the issue;

IX set down criteria for the transfer and/or loan for use of permanent assets, the creation of charges in rem and guarantees for liabilities whenever the amount of the operation exceeds two per cent of the Company’s net worth. A report issued by the Executive Board shall be presented to the Board of Directors whenever the amount of these operations reaches five per cent, as defined in article 20, item IX of this Bylaws;

X select and discharge independent auditors;

XI deliberate on other affairs submitted to them by the Executive Board or required by the Shareholders’ Meeting;

XII set down criteria for the Company's participation as a shareholder in other companies, that participation being submitted to the Shareholders' Meeting whenever required, as well as regulate the issues concerning such participation;

XIII deliberate on the framework of companies in which the Company holds shares;

XIV deliberate on the termination of the Company's participation as a shareholder in other companies;

5/19

XV organize secretary services necessary to support its activities, which will also cooperate with the Fiscal Committee, upon its request, and by its Chairman, indicate and require company’s employees to take charge of such services.

Sole paragraph The minutes of the Board of Directors’ meetings containing resolutions intended to affect third parties shall be filed at the Commercial Registry and published afterwards.

Article 16 It is incumbent upon the chairman of the Board of Directors to grant leave of absence to its members, to preside over meetings, to set work directives, and to hold the casting vote, besides his or her own. The chairman's leaves of absence shall be granted by the Board.

SECTION III - THE EXECUTIVE BOARD

Article 17 The Company shall have an Executive Board with executive duties and it shall be composed of eight members, who may or may not be shareholders, all residing in the country, Brazilians or a majority of Brazilians, who shall be elected by the Board of Directors for a three-year term, reelection being permitted. The chief officers shall be:

• a Chief Executive Officer;
• a Chief Corporate Management Corporate Management Officer;
• a Chief Financial, Investor Relations and Control of Holdings Officer;
• a Chief Legal Officer;
• a Chief Distribution Officer;
• a Chief Engineering Officer;
• a Chief Power Generation & Transmission and Telecommunications Officer; and
• a Chief Environment & Corporate Citizenship Officer.

Article 18 In case of temporary impediment or leave of absence of any officer, the Chief Executive Officer may appoint another officer to replace him or her.

Article 19 Should decease, resignation, or permanent impediment of any officer occur, the Board of Directors shall elect within thirty days after the event a replacement who shall serve for the remainder of the term of office. The Executive Board may appoint a temporary replacement until the election is held. Nevertheless, the election may be dispensed with if the vacancy occurs in a year in which the Executive Board’s term of office should expire.

Article 20 The duties of the Executive Board are prescribed as follows:

I managing all Company businesses vested in the powers granted to them by the law and by this Bylaws. The Company shall be bound by the joint signature of two officers, one of which shall be the chief executive officer;

II setting down regulations for the internal operations of the Company;

III resolving on policies concerning the operations and businesses of the Company, after consultation to the Board of Directors, if necessary;

IV deliberating on the creation and extinction of offices or jobs, as well as establishing wages and setting out the Company’s personnel regulations;

V sharing and investing profit ascertained in compliance with this Bylaws;

VI carrying out the Company’s Bylaws and directives put forth by the Shareholders’ Meeting and by the Board of Directors;

VII deliberating on all extraordinary matters and on clashes of interests among the company’s chief offices;

VIII- deciding on all corporate businesses that are not subject to approval by the Shareholders’ Meeting or by the Board of Directors;

IX advising the Board of Directors on acquisition of properties, transfer and loan for use of Company's assets, creation of charges in rem, or guarantees for liabilities in operations exceeding two per cent of the Company’s net worth; deliberating on those which are under that limit; and issuing a report to the Board of Directors and the Fiscal Committee whenever the amount of such operations reaches five per cent;

6/19

X being represented at the Annual Shareholders’ Meeting by its Chief Executive Officer or another officer appointed by the former;

XI granting leave of absence to its members;

XII negotiating and signing management documents with companies referred to in paragraph 6 of this article, being allowed to delegate responsibilities to the respective managers, as provided for in the corresponding Bylaws;

XIII appointing executive officers and fiscal committee members of the companies referred to in paragraph 6 and in any other companies in which the Company or its wholly-owned subsidiaries may hold or come to hold a stake;

XIV deliberating on the Company's participation in new undertakings, bids and on the exploration of energy in any of its forms, and submitting the matters for approval of the Board of Directors as found necessary according to the provisions established in article 15, item XII of this Bylaws.

Paragraph 1 The duties referred to in articles 21 to 28 of these Bylaws may be expanded by the Board of Directors, by the Chief Executive Officer of the Company, or by rules passed at a meeting of the Executive Board.

Paragraph 2 Each officer may represent the Company by signing agreements, granting loans for use, renting and purchasing goods and services, provided that such acts are in compliance with internal regulations approved by the Executive Board. For the performance of those acts, the Company may appoint delegates from its staff.

Paragraph 3 The Company may appoint attorneys with clearly defined powers for specific acts and operations, and also attorneys "ad negotia" to sign any documents of corporate responsibility, provided the period of their appointment is specified in the document of appointment.

Paragraph 4 Notwithstanding the provisions in article 21, item IV, of these Bylaws, the Company may also be represented in court by personal deposition of a lawyer or by an employee appointed by the Chief Executive Officer.

Paragraph 5 The resolutions of the Executive Board shall be passed by a majority of votes. Should the Chief Executive Officer dissent from any decision, he or she may stay the effects of such decision and call a meeting of the Board of Directors within five days to rule on the matter.

Paragraph 6 Activities related to the creation of products and services, in connection with the objects of the Company and under the Executive Board responsibility, shall be performed by companies in which Copel holds a stake, their duties being:

a) planning, organizing, coordinating, commanding and controlling the Company’s business under their responsibility;

b) meeting technical, marketing and return targets agreed upon with the Executive Board through the use of management tools;

c) abiding by the Company’s policies, mainly those governing internal corporate management and technical, financial and accounting procedures, as well as by the requirements set forth in the related management documents.

Article 21 The Chief Executive Officer shall be responsible for:

I directing and coordinating the work of the executive officers;

II overseeing and running all the Company’s businesses;

7/19

III hiring, transferring, promoting, taking disciplinary actions against or discharging employees, and granting them leave of absence in compliance with legal provisions, delegation of those functions being permitted;

IV representing the Company either as plaintiff or defendant in a court of law or wherever it might be required, and in its relations with third parties. For the performance of such acts attorneys or delegates may be appointed;

V signing all documents which entail corporate liabilities in accordance with the provisions of article 20, I, and paragraph 2;

VI submitting the annual report on the Company's activities to the Annual Shareholders’ Meeting accompanied by the opinion of the Board of Directors;

VII carrying out the functions of executive secretary of the Board of Directors when not presiding over it;

VIII coordinating the political and institutional relations of the Company with governmental and private bodies;

IX providing the necessary resources for the carrying out of the internal auditing activities;

X managing and coordinating activities related to the integrated corporate planning and management of the corporate performance as well as to the Company’s marketing and strategic policies, global communications, ombudsman’s activities, , corporate governance and the recording of corporate events and official communications of the chief officers.

Article 22 The Chief Corporate Management Officer shall be responsible for:

I managing the activities and coordinating the matters related to the Company’s:

• human resources;
• policies and guidelines for the logistics of the Company’s services and supplies;
• information technology solutions;
• organizational planning and the management of the Company’s culture, knowledge and quality control; and
• corporate security.

Article 23 The Chief Financial, Investor Relations and Control of Holdings Officer shall be responsible for:

I managing the matters related to the economic, financial, budget, tax, accounting, investment and asset management and planning of the Company and to its investor relations with Capital Markets regulatory and controlling bodies;

II managing and coordinating the Company’s actions before federal, state and municipal regulatory and inspection bodies related to matters of its interest; and

III managing and coordinating the matters related to the Company’s acquisition and management of stakes in other companies.

Article 24 The Chief Legal Officer shall be responsible for:

I managing and coordinating the legal counseling of the activities and businesses of the Company as well as for defending judicially its interests;

II approving the opinions and declarations issued by the lawyers of the company;

III appointing a lawyer or another employee to be designated by the CEO to represent the Company in court, so as to give testimony, in compliance with the provisions of paragraph 4 of article 20 of this Bylaws;

IV defining the hiring of independent lawyers, lawyers’ offices, jurists and experts to defend the Company’s interests in specific suits in which it is involved as well as to make studies, give opinions and issue technical reports to be used in court or outside.

8/19

Article 25 The Chief Distribution Officer shall be responsible for:

I managing and coordinating the subjects related to the research, studies, technical planning, construction, operation and the maintenance of the energy distribution system as well as to customer services, the provision of services to the captive market and to the exploitation of products and services related to the distribution of power;

II promoting and coordinating forecast studies on the increase of the power market, the amount of energy to be acquired in power market bids, the transmission use-of-system charges and on the national energy balance as well as for promoting actions for the electric power trade in the distribution segment;

III managing the activities and coordinating the research, the technical planning, the expansion, the concept, operation and maintenance of the power transport and transformation systems of the connection grid;

IV planning and carrying out energy efficiency programs; and

V managing the activities or coordinating regulatory and tariff issues connected to energy distribution.

Article 26 The Chief Engineering Officer shall be responsible for:

I managing the activities and coordinating the subjects related to the research, studies, technical planning, expansion, the concept and the construction of power generation and transmission systems;

II coordinating and promoting the studies and the implementation of new business opportunities - with or without association with third parties - aligned with the corporate strategies as well as for choosing strategic partnerships for such undertakings;

III coordinating and fostering research and development in all areas of the Company as well as the development of projects on non-conventional technologies and alternative sources of energy;

IV coordinating the carrying out of services to third parties by the Company in the fields mentioned in the previous items;

V compiling the State of Paraná energy balance.

Article 27 The Chief Power Generation & Transmission and Telecommunications Officer shall be responsible for:

I managing the activities and coordinating the subjects related to the operation and to the maintenance of the Company’s power generation & transmission systems;

II managing the activities and coordinating the subjects related to the research, studies, technical planning, construction, operation and maintenance of telecommunications and corporate customer services;

III coordinating the implementation of services to third parties by the Company in the fields mentioned in the previous items;

IV managing the activities and coordinating the subjects related to regulatory, tariff and charge issues connected to power generation & transmission and telecommunications; and

V coordinating the implementation of strategy policies related to power and trade energy issues.

Article 28 The Chief Environment & Corporate Citizenship Officer shall be responsible for:

I coordinating, developing, implementing and monitoring the activities related to the environment and social responsibility in the Company;

II coordinating corporate activities or matters related to the Company’s social and environmental performance, studies and programmes;

9/19

III coordinating corporate activities or matters related to the Company’s social and community development initiatives and to the promotion and non-violation of Human Rights; and

IV representing the Company in its relationship with public and private entities and bodies to discuss social and environmental issues.

SECTION IV - COMMON RULES APPLICABLE TO MEMBERS OF THE BOARD OF DIRECTORS AND TO OFFICERS

Article 29 The officers shall submit a statement of private property at the beginning and at the end of their term of office in compliance with the law.

Article 30 The remuneration of the officers shall be established annually by the Annual Shareholders’ Meeting and may be changed upon decision by an Extraordinary Shareholders’ Meeting.

 

CHAPTER IV - THE AUDIT COMMITTEE

Article 31 The Company shall have an Audit Committee composed of five members and five alternates, who may or may not be shareholders, elected annually at the Shareholders’ Meeting.

Article 32 The Audit Committee shall operate permanently and shall meet whenever called by its Chairman.

Sole paragraph: The Chairman of the Audit Committee shall be elected by his peers.

Article 33 The remuneration of the Audit Committee members shall be established at the Shareholders’ Meeting which elects them, provided the legal minimum required is met.

Article 34 The Audit Committee shall operate in compliance with the obligations and functions, duties and responsibilities provided for in the law.

 

CHAPTER V - THE SHAREHOLDERS’ MEETING

Article 35 The Shareholders’ Meeting shall be composed of the shareholders duly called with observance of the required legal quorum, who shall sign the Attendance Book, all in compliance with further provisions in the law.

Article 36 The Annual Shareholders’ Meeting shall be held every year during the first four months at a place, day and time previously set in accordance with legal provisions. Extraordinary Shareholders’ Meetings may be called whenever necessary.

Sole paragraph The Shareholders’ Meeting shall be opened by the Chairman of the Board of Directors or, in case of his or her absence or impediment, by another Board member, and presided over by the Chief Executive Officer of the Company, or by a shareholder appointed at that time by his or her peers.

The Chairman of the Meeting shall select from those present one or two shareholders to compose the Meeting board and act as secretaries.

Article 37 A shareholder may be represented by an attorney who meets the legal requirements.

Article 38 The minimum notice for a Shareholders’ Meeting shall be thirty days. Should there be no quorum for its opening, there shall be a second calling at least eight days prior to the meeting, pursuant to notice in the press. The agenda for the meeting shall be made available to the shareholders on the date of its calling.

Article 39 The quorum required for the installation and passing of resolutions at Shareholders’ Meetings shall be the one established by the current legislation.

10/19

 

CHAPTER VI - THE FINANCIAL YEAR

Article 40 Every year, on December 31, the Company shall close its financial year and, by then, the Annual Balance sheet and other financial statements required by law shall be prepared. As to the proceeds, the following rules shall be observed:

I before any sharing, the accrued losses and provision for income tax shall be deducted from the gross profit ascertained during the year;

II five percent of the net profit ascertained during the year shall be used to form the Legal Reserve, which may not exceed twenty percent of the share capital;

III the interest upon works in progress resulting from investments made by the use of the Company's own capital may be entered as a special reserve;

IV other reserves may be formed by the Company according to legal provisions and up to the limits established by law.

Paragraph 1 The shareholders are entitled to receive every year, under a mandatory distribution of dividends, twenty-five percent of the net profit duly adjusted, as provided for in article 202 and its paragraphs, of Law No.6,404/76, and determined as set forth in article 6 and its paragraphs, of this Bylaws.

Paragraph 2 The distribution of dividends shall not be mandatory in a financial year in which the management bodies notify the Annual Shareholders’ Meeting that its payment would be incompatible with the financial circumstances of the Company, regardful of the Audit Committee's opinion.

Paragraph 3 The profits that are not distributed by virtue of the provisions of paragraph 2 shall be attributed to a special reserve and, if they are not absorbed by losses in subsequent financial years, they shall be paid as soon as the financial standing of the Company permits such payment.

Paragraph 4 Every year, by April 30 and in compliance with the current legislation, the management bodies' statements relating to the preceding financial year shall be submitted to the State's Audit Court.

Article 41 The Company may prepare balance sheets with respect to the first six months of a fiscal year and the management bodies may advance the distribution of interim dividends "ad referendum" of the Shareholders’ Meeting.

 

CHAPTER VII - GENERAL AND TRANSITIONAL PROVISIONS

Article 42 The dissolution and liquidation of the Company shall be carried out according to resolutions passed at a Shareholders’ Meeting and in compliance with the provisions in the law.

Article 43 In the event of stockholders withdrawing from participation in the corporation or the Company ceasing to go public, the amount payable to stockholders that have the right of withdrawal, as set in the law, as a reimbursement for their shares, shall correspond to their economic value, to be defined according to the valuation procedures of Law no. 6,404/76, whenever the mentioned amount is inferior to its equity value.

Article 44 Given the Company’s reunification process, the meetings of the Executive Board of the wholly-owned subsidiaries shall be of a merely formal character and shall mandatorily reflect previous decisions of the Executive Board of Companhia Paranaense de Energia - Copel.

11/19

 

AMENDMENTS TO THE CORPORATE BYLAWS

The original text of COPEL Bylaws has undergone several amendments. Its first filing at the Commercial Registry of the State of Paraná took place under No. 17,340 on June 16, 1955, having been published in the Official Newspaper of the State of Paraná on June 25, 1955. References on those amendments are listed hereunder.

Minutes of  Commercial Registry  Published in the 
SM of  File No.  date  ONS - PR on 
09.09.1969  83.759  10.01.1969  10.08.1969 
08.21.1970  88.256  09.04.1970  09.14.1970 
10.22.1970  88.878  11.05.1970  11.16.1970 
04.28.1972  95.513  05.24.1972  05.30.1972 
04.30.1973  101.449  08.15.1973  08.28.1973 
05.06.1974  104.755  05.21.1974  06.05.1974 
12.27.1974  108.364  02.07.1975  02.21.1975 
04.30.1975  110.111  06.03.1975  06.18.1975 
03.26.1975  114.535  04.29.1976  05.10.1976 
02.15.1978  123.530  02.28.1978  03.08.1978 
08.14.1979  130.981  11.09.1979  11.20.1979 
02.26.1980  132.253  03.25.1980  04.16.1980 
10.30.1981  139.832  12.01.1981  12.18.1981 
05.02.1983  146.251  05.31.1983  06.14.1983 
05.23.1984  150.596  07.26.1984  08.28.1984 
12.17.1984  160.881  01.17.1985  02.11.1985 
06.11.1985  162.212  07.01.1985  07.18.1985 
01.12.1987  166.674  02.13.1987  02.26.1987 
03.18.1987  166.903  04.07.1987  05.08.1987 
06.19.1987  167.914  07.02.1987  07.14.1987 
02.22.1994  18444,7  02.28.1994  03.17.1994 
08.22.1994  309,0  09.20.1994  10.06.1994 
02.15.1996  960275860  02.27.1996  03.06.1996 
10.18.1996  961839597  10.29.1996  11.06.1996 
07.10.1997  971614148  07.18.1997  07.22.1997 
03.12.1998  980428793  04.01.1998  04.07.1998 
04.30.1998  981597050  05.06.1998  05.12.1998 
05.25.1998  981780954  05.28.1998  06.02.1998 
01.26.1999  990171175  02.05.1999  02.11.1999 
03.25.1999  990646483  04.14.1999  04.23.1999 
03.27.2000  000633666  03.30.2000  04.07.2000 
08.07.2001  20011994770  08.14.2001  08.27.2001 
12.26.2002  20030096413  01.29.2003  02.10.2003 
02.19.2004  20040836223  03.08.2004  03.19.2004 
06.17.2005  20052144879  06.23.2005  07.05.2005 
01. 11.2006  20060050632  01.20.2006  01.25.2006 
08.24.2006  20063253062  08.30.2006  09.11.2006 
07.02.2007  20072743441  07.04.2007  07.27.2007 
04.18.2008  20081683790  04.25.2008  05.27.2008 
03.13.2009  20091201500  13.03.2009  31.03.2009 
07.08.2010       

 

12/19

 

CHANGES IN THE CAPITAL STOCK (Article 4)

Initial capital stock, on 03.28.1955: Cr$ 800,000,000.00

SM of  NEW CAPITAL - Cr$  C.R.S.P
FILE NO. DATE 		 MINUTES in
ONS PR of 
10.01.1960  1,400,000,000.00  26.350 - 10.13.1960  10.14.1960 
04.16.1962  4,200,000,000.00  31.036 - 05.03.1962  05.26.1962 
11.11.1963  8,000,000,000.00  37.291 - 11.28.1963  12.02.1963 
10.13.1964  16,000,000,000.00  50.478 - 10.23.1964  10.31.1964 
09.24.1965  20,829,538,000.00  65.280 - 10.15.1965  10.18.1965 
10.29.1965  40,000,000,000.00  65.528 - 11.12.1965  11.18.1965 
09.20.1966  70,000,000,000.00  70.003 - 10.11.1966  10.18.19663 
  NCr$     
10.31.1967  125,000,000.00  74.817 - 12.01.1967  12.07.1967 
06.17.1968  138,660,523.00  77.455 - 06.27.1968  07.13.1968 
11.27.1968  180,000,000.00  79.509 - 12.10.1968  12.20.1968 
06.06.1969  210,000,000.00  82.397 - 07.11.1969  08.05.1969 
10.13.1969  300,000,000.00  84.131 - 10.30.1969  11.03.1969 
12.03.1969  300,005,632.00  84.552 - 12.16.1969  12.30.1969 
04.06.1970  332,111,886.00  86.263 - 05.14.1970  06.09.1970 
  Cr$     
11.24.1970  425,000,000.00  89.182 - 12.11.1970  12.18.1970 
12.18.1970  500,178,028.00  89.606 - 02.04.1971  02.17.1971 
07.31.1972  866,000,000.00  97.374 - 09.21.1972  10.04.1972 
04.30.19734  867,934,700.00  101.449 - 08.15.1973  08.28.1973 
08.31.1973  877,000,000.00  102.508 - 11.09.1973  11.21.1973 
10.30.19735  1,023,000,000.00  103.387 - 01.25.1974  02.11.1974 
05.30.1974  1,023,000,010.00  105.402 - 06.21.1974  06.27.1974 
12.27.1974  1,300,000,000.00  108.364 - 02.07.1975  02.21.1975 
04.30.1975  1,302,795,500.00  110.111 - 06.13.1975  06.18.1975 
12.22.1975  1,600,000,000.00  113.204 - 01.15.1976  02.13.1976 
03.26.1976  1,609,502,248.00  114.535 - 04.29.1976  05.10.1976 
12.17.1976  2,100,000,000.00  118.441 - 01.14.1977  02.04.1977 
08.29.1977  3,000,000,000.00  122.059 - 10.14.1977  10.25.1977 
11.16.1977  3,330,000,000.00  122.721 - 12.13.1977  01.12.1978 
04.28.1978  3,371,203,080.00  125.237 - 07.06.1978  07.20.1978 
12.14.1978  4,500,000,000.00  127.671 - 01.19.1979  03.06.1979 
03.05.1979  5,656,487,659.00  128.568 - 05.04.1979  05.17.1979 
04.30.1979  5,701,671,254.00  129.780 - 07.24.1979  08.14.1979 
09.24.1979  8,000,000,000.00  130.933 - 11.05.1979  11.23.1979 

 

3 Rectified by ONS PR on June 5, 1967
4 Ratified by ESM on August 7, 1973, published in ONS PR on August 23, 1973
5 Ratified by ESM on December 21, 1973, published in ONS PR on February 1, 1974

13/19

Changes In The Capital Stock (Article 4)

SM of  NEW CAPITAL - Cr$  C.R.S.P.
FILE NO. DATE 		 MINUTES in
ONS PR of 
03.27.1980  10,660,296,621.00  133.273 - 06.17.1980  06.27.1980 
04.29.1980  10,729,574,412.00  133.451 - 06.27.1980  07.16.1980 
10.16.1980  11,600,000,000.00  135.337 - 12.02.1980  01.20.1981 
04.30.1981  20,000,000,000.00  137.187 - 05.19.1981  05.29.1981 
10.30.1981  20,032,016,471.00  139.832 - 12.01.1981  12.18.1981 
04.30.1982  37,073,740,000.00  141.852 - 06.01.1982  06.17.1982 
10.29.1982  39,342,000,000.00  144.227 - 12.14.1982  12.29.1982 
03.14.1983  75,516,075,768.00  145.422 - 04.12.1983  05.10.1983 
05.02.1983  80,867,000,000.00  146.251 - 05.31.1983  06.14.1983 
09.01.1983  83,198,000,000.00  148.265 - 10.25.1983  12.09.1983 
04.10.1984  205,139,191,167.00  150.217 - 06.15.1984  07.17.1984 
04.10.1984  215,182,000,000.00  150.217 - 06.15.1984  07.17.1984 
10.05.1984  220,467,480,000  160.412 - 11.08.1984  11.27.1984 
03.25.1985  672,870,475,837  161.756 - 05.21.1985  06.11.1985 
03.25.1985  698,633,200,000  161.756 - 05.21.1985  06.11.1985 
09.18.1985  719,093,107,000  163.280 - 11.14.1985  11.27.1985 
  Cz$     
04.25.1986  2,421,432,629.00  164.815 - 06.11.1986  06.30.1986 
10.23.1986  2,472,080,064.00  166.138 - 11.06.1986  11.14.1986 
03.18.1987  4,038,049,401.49  166.903 - 04.07.1987  05.08.1987 
03.18.1987  4,516,311,449.87  166.903 - 04.07.1987  05.08.1987 
09.18.1987  4,682,539,091.91  168.598 - 10.06.1987  10.16.1987 
04.14.1988  18,772,211,552.10  170.034 - 05.06.1988  05.25.19886 
04.14.1988  19,335,359,578.00  170.034 - 05.06.1988  05.25.1988 
06.14.1988  19,646,159,544.00  170.727 - 07.11.1988  07.20.1988 
04.25.1989  174,443,702,532.00  172.902 - 05.26.1989  07.06.1989 
  NCz$     
04.25.1989  182,848,503.53  172.902 - 05.26.1989  07.06.1989 
06.26.1989  184,240,565.60  17.337,4 - 07.12.1989  07.21.1989 
  Cr$     
03.30.1990  2,902,464,247.10  175.349 - 05.02.1990  05.09.1990 
03.30.1990  3,113,825,643.60  175.349 - 05.02.1990  05.09.1990 
05.25.1990  3,126,790,072.52  176.016 - 07.10.1990  08.09.1990 
03.25.1991  28,224,866,486.42  17.780,9 - 04.26.1991  05.23.1991 
03.25.1991  30,490,956,176.38  17.780,9 - 04.26.1991  05.23.1991 
05.23.1991  30,710,162,747.26  17.833,7 - 06.18.1991  06.27.1991 
04.28.1992  337,561,908,212.47  18.061,7 - 06.08.1992  07.06.1992 
04.28.1992  367,257,139,084.96  18.061,7 - 06.08.1992  07.06.1992 
06.25.1992  369,418,108,461.33  18.089,9 - 07.09.1992  07.17.1992 
04.01.1993  4,523,333,257,454.10  18.255,3 - 04.29.1993  05.20.1993 
04.01.1993  4,814,158,615,553.95  18.255,3 - 04.29.1993  05.20.1993 
06.15.1993  4,928,475,489,940.957  18.313,9 - 07.13.1993  08.24.1993 

 

6 Rectification in ONS No. 2780 of May 27, 1988
7 Due to Provisional Executive Act No. 336, dated July 28, 1993, which changed the national currency, as of August 1, 1993, the company capital is registered in "cruzeiros reais" (CR$ 4,928,475,475.41 as of the last date)

14/19

Changes In The Capital Stock (Article 4)

    C.R.S.P.  MINUTES in 
SM of  NEW CAPITAL - CR$       
    FILE NO.  DATE  ONS PR of 
04.26.1994  122,158,200,809.218  18.478,1 - 05.10.1994  06.08.1994 
 
  R$       
04.25.1995  446,545,229.15  9,5069647,1 - 05.18.1995  06.19.1995 
04.23.1996.  546,847,990.88  960710000 - 05.07.1996  05.15.1996 
07.29.1997  1,087,959,086.889  971614130 - 07.30.1997  08.01.1997 
08.07.1997  1,169,125,740.569  971761671 - 08.12.1997  08.15.1997 
03.12.1998  1,225,351,436.59  980428793 - 04.01.1998  04.07.1998 
03.25.1999  1,620,246,833.38  990646483 - 04.14.1999  04.23.1999 
12.26.2002  2,900,000,000.00  20030096413 - 01.29.2003  02.10.2003 
04.29.2004  3,480,000,000.00  20041866290 - 06.07.2004  06.18.2004 
04.27.2006  3,875,000,000.00  20061227897 – 05.09.2006  05.24.2006 
04.27.2007  4,460,000,000.00  20071761462 – 05.15.2007  05.29.2007 
27.04.2010  6.910.000.000,00  20105343960 - 06.05.2010  13.05.2010 

 

8 Due to Provisional Executive Act No. 542, dated June 30, 1994, which changed the national currency, as of July 1, 1994, the capital is entered in "reals" (R$ 44,421,146.54 as of last date)
9 Change in the capital stock authorized by the Board of Directors

15/19

 

LAW NO. 1,384/53

ABRIDGEMENT: This law institutes the Electrification Fund and provides for further measures.

( )

Article 9 - It is incumbent upon the Executive Power in the State the incorporation of mixed-capital companies for the construction and exploitation of electric power generating plants, as well as the participation in them.

Sole Paragraph*: The company incorporated in compliance with the provisions in this article may also, by itself, through other public concessionaires in which it already holds shares, or concerns in which it may participate, provided the government is the major shareholder in any of them, pursue the objects of:

(a) researching and studying, technically and economically, any sources of energy;

(b) researching, studying, planning, constructing, and developing the production, transformation, transportation, storage, distribution, and trade of energy in any of its forms, chiefly electric power, as well as fuels and energetic raw materials;

(c) studying, planning, designing, constructing, and operating dams and their reservoirs, as well as further undertakings for the multiple uses of water resources;

(d) providing information and technical assistance services regarding the rational use of energy by business undertakings for implementing and developing economic activities deemed relevant to the development of the State.

(e)** implementing electronic data transmission, electronic communications and control, cellular telephone systems, and other endeavors that may be deemed relevant to the Company and the State of Paraná, being for such aims and for the aims set forth in “b” and “c” above authorized to join consortia or concerns with private companies, holding either major or minor stakes in them.

( )

Curitiba, November 10, 1953

BENTO MUNHOZ DA ROCHA NETO

Eugênio José de Souza

Rivadávia B. Vargas

* Sole Paragraph appended by Law 7,227 of October 22, 1979, published in the first page of the Official Newspaper of the State of Paraná No. 661 of October 24, 1979.
** Item “e” appended by Law 11,740 of June 19, 1997, published in the first page of the Official Newspaper of the State of Paraná no. 5,027 of June 19,1997.

16/19

 

DECREE NO. 14,947/54*

ABRIDGEMENT: This decree rules on the incorporation of Companhia Paranaense de Energia Elétrica - COPEL, and provides for further measures.

The Governor of the State of Paraná using the powers granted to him, and under the authorization provided for in law No. 1384, of November 10, 1953, hereby decrees:

Article 1 - Companhia Paranaense de Energia Elétrica is incorporated with the object of planning, constructing, and exploiting systems of production, transmission, transformation, distribution, and sale of electric power and related services by itself or by means of concerns which it may organize, or in which it may participate.

Article 2 - The capital stock of the company shall be Cr$ 800,000,000.00 (eight hundred million cruzeiros ) of which up to 40% may be represented by preferred shares with no voting rights. (Repealed as Decree No 3309 of 25 July 1997, published in ONS PR No 5053 of 25.07.1997.)

Article 3 - The State shall subscribe at least 60% of the share capital.

Article 4 - The State shall dispose of funds ascertained from the Electrification Fund, created by Law No. 1.384 of November 10, 1953, in order to pay up share capital. It may also incorporate into the company's property the total or part of the fixed assets and other assets used for production, transmission, and distribution of electric power under State control.

Article 5 - The corporation shall be ruled by the Bylaws approved in the act of its incorporation.

Article 6 - On behalf of the State, the Governor shall name his representative to perform the acts required for the incorporation of the company.

Article 7 - This decree shall come into effect on the date of its publication, all provisions to the contrary being hereby revoked.

Curitiba, October 26, 1954; 133rd year of Independence, 66th year of the Republic.

Signed: BENTO MUNHOZ DA ROCHA NETO

ANTÔNIO JOAQUIM DE OLIVEIRA PORTES

* Published in the Official Newspaper of October 27, 1954

17/19

 

DECREE NO. 37,399*

ABRIDGEMENT: This decree grants COPEL authorization to operate as an electric power utility.

The President of the Republic, making use of the powers granted to him by article 87, paragraph 1, of the Constitution, and in accordance with the provisions of Decree No. 938, article 1, of December 8, 1938, and regarding the petition submitted by Companhia Paranaense de Energia Elétrica - COPEL, hereby decrees:

Article 1 - Authorization is granted to Companhia Paranaense de Energia Elétrica - COPEL, with head office in Curitiba, Paraná, to operate as an electric power utility in accordance with the provisions of Decree No. 938 of December 8, 1938, jointly with Decree-Law No. 2627 of September 26, 1940; COPEL shall be bound to meet all requirements of the Water Code (Decree No. 24643 of July 10, 1934), as well as subsequent laws and regulations, subject to rescission of this act.

Article 2 - This Decree shall come into effect on the date of its publication.

Article 3 - All provisions to the contrary are hereby revoked.

Rio de Janeiro, May 27, 1955; 134th year of Independence and 67th year of the Republic

Signed: JOÃO CAFÉ FILHO

MUNHOZ DA ROCHA

*Published in the Official Newspaper No. 128 of June 4, 1955

18/19

SIGNATURE
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.
Date: June 11, 2010
 
COMPANHIA PARANAENSE DE ENERGIA – COPEL
By:
/S/  Ronald Thadeu Ravedutti
 
Ronald Thadeu Ravedutti
CEO

FORWARD-LOOKING STATEMENTS

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.