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___
GOL LINHAS AÉREAS INTELIGENTES S.A.
C.N.P.J./M.F. No. 06.164.253/0001 -87
N.I.R.E. No. 35.300.314.441
MINUTES OF THE BOARD OF DIRECTORS’ MEETING
HELD ON SEPTEMBER 15, 2006.
Date, Time and Place of Meeting: Held on September 15, 2006, at 16:00, at Rua Gomes de Carvalho, No. 1,629, 15th floor, in the Meeting Room, Vila Olímpia, in the City of São Paulo, State of São Paulo. Attendance: All of the members of the Board of Directors of Gol Linhas Aéreas Inteligentes S.A. (“Company”). Presiding Board: Mr. Constantino de Oliveira Jr., as chair of the meeting, invited me, Henrique Constantino, to be the Secretary of the meeting. Call for meeting: Waived, once all of the members of the Company’s Board of Directors attended. Agenda: To resolve on the proposal of the Company’s management for the payment of interest on stockholder’s capital, related to the estimated results for the third quarter of 2006. Resolutions taken: After necessary clarifications, the Board approved the proposal of the Company’s management for the payment of interest on stockholder’s capital, based on the estimated results for the third quarter of 2006, which financial statements will be closed on September 30, 2006, in accordance to the paragraph 1, of article 9, of Law 9,249/95. It is approved the payment of R$ 29,506,082.00 (twenty nine millions, five hundred and six thousand and eighty two brazilian reais) as interest on stockholder’s capital, corresponding the amount of R$ 0.15038 per preferred and common shares of the Company. The credit of the amount of the interest on stockholder’s capital on the Company’s accounting records shall be made on September 30, 2006, considering the shareholder position of September 20, 2006, “record date”. The Company’s shares shall be traded “ex” right as of September 21, 2006, inclusive. The amount of the interest on stockholder’s capital is subject to withholding income tax, at the rate of 15%, except to shareholders that evidence to be exempt or immune, and those domiciled in a tax heaven jurisdiction, subject to an income tax rate of 25%. Shareholders immune or exempt of withholding income tax shall prove such condition until September 26, 2006, by delivering the relevant documentation in attention to Gol Linhas Aéreas Inteligentes S.A., Investor Relations Office, at Rua Gomes de Carvalho, no. 1,629, São Paulo, SP, CEP 04547-006, Telephone: (+55 11) 3169-6224/6222; Fax: (+55 11) 3169-6257/6245, Email: ri@golnaweb.com.br. Such interest on stockholder’s capital, net of withholding income tax, will be imputed to mandatory dividends related to the corporate year of 2006, according to article 9, paragraph 7, of Law 9,249/95, item V, of Deliberation CVM 207/96 and paragraph 4, of article 25 of Company’s By-Laws, and will be paid to shareholders on November 14, 2006, together with any quarterly intercalary dividends, as the case may be, with no remuneration. The payment of interest on stockholder’s capital is resolved according to the quarterly intercalary dividends policy. It is important to note that the percentage of the net profits in each distribution, whether dividends or interest on stockholder’ capital, may vary and will be adjusted in every distribution, in order to assure the minimum dividend of 25% of the corporate year’s net profit (adjusted according to the Law 6,404/76) and to the Company’s Bylaws, any other amounts distributed that exceed that percentage constitute of liberality and does not generate any additional obligations to the Company. Adjournment of the Meeting and Drawing up of the Minutes: After offering the floor to anyone who intended to make use of it, although no one did, the meeting was adjourned for the time necessary to draw up these present Minutes. After reopening this Meeting, Minutes were read and checked by those attending the meeting, who signed the document. I certify this present instrument is a free English translation of the Minutes drawn up in the company’s records. São Paulo, September 15, 2006.
____________________________________________ |
____________________________________________ |
|
Constantino de Oliveira Jr . |
Henrique Constantino | |
| Chairman |
Secretary |
GOL LINHAS AÉREAS INTELIGENTES S.A. |
||
By: |
/S/ Richard F. Lark, Jr.
|
|
Name: Richard F. Lark, Jr.
Title: Executive Vice President – Finance, Chief Financial Officer |
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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 offuture 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 a ctually 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.