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TIM PARTICIPAÇÕES S.A.
Publicly-Held Company
CNPJ/MF 02.558.115/0001-21
NIRE 33.300.276.963

 

CALL NOTICE – EXTRAORDINARY SHAREHOLDERS’ MEETING

 

The Shareholders of TIM Participações S.A. (“Company”) are called upon, as set forth in the Section Nr. 124 of the Brazilian Law Nr. 6,404/1976, to attend to the Company’s Extraordinary Shareholders’ Meeting, to be held on August 5th, 2011, at 11:00 am, at the Company’s head office, located at Avenida das Américas, Nr. 3,434, 1st Block, 6th floor, Barra da Tijuca, in the City and State of Rio de Janeiro, in order to resolve on the following

Agenda:

(1) To resolve on the Company’s Long Term Incentive;
(2) If approved the matter in item (1) above, to resolve on the setting of maximum global compensation to the Company’s managers, resolved on the Company’s annual shareholders’ meeting held on April 11th, 2011, view of the potential increase in their variable compensation, as a consequence of the implementation of Company’s Long Term Incentive; and (3) Ratify the appointment, by co-optation, of a member from the Company’s Board of Directors, held on the Board of Directors’ meeting held on July 20th, 2011, as set forth in the Section 150 of the Brazilian Law Nr. 6,404/1976 and in Section 20, paragraphs second and forth of Company’s By-laws.

General Instructions:

1. All the documents and information pertinent to the matters to be analyzed and resolved on at the Shareholders’ Meeting are at the shareholders’ disposal at the Company’s head office, as well as in the websites www.tim.com.br/ri, www.cvm.gov.br and www.bmfbovespa.com.br.
   
   
2. The Shareholder interested in exercising its voting right in this Shareholder’s Meeting may do it through the website www.tim.com.br/ri.
   
   
3. The shareholders or their qualified representatives shall observe, for participation in the Shareholders’ Meeting called upon herein, the provisions set forth in the Section Nr. 126 of the Brazilian Law Nr. 6,404/1976 and the sole paragraph of the Section 12 of the Company’s By-Laws. As set forth in the Section 10, second paragraph of the Company’s By-laws, the holders of shares with voting rights shall be entitled to vote on all the matters subject to resolution listed on the agenda of the Shareholders’ Meeting called upon herein. Accordingly, the shareholders to be represented at the Shareholders’ Meeting shall deposit at the Company’s head office the respective documentation which support such shareholders’ representation, including the power of attorney and/or articles of incorporation and corporate acts related to the appointment, as the case may be, and the representative’s identification document, in up to 02 (two) business days prior to the Shareholders’ Meeting. Within the same term, the holders of book entry shares or shares held in custody shall deposit copies of the identity card and the respective share statement issued at least 05 (five) business days prior to the Shareholders’ Meeting. The documentation mentioned herein shall be forwarded to the following address: TIM Participações S.A., Investor Relations Department, Mr. Claudio Zezza, Avenida das Américas, Nr. 3,434, 1st Block, 6th floor, Zip Code: 22.640-102, Barra da Tijuca, in the City and State of Rio de Janeiro.

 

Rio de Janeiro (RJ), July 21th, 2011.
Manoel Horácio Francisco da Silva
Chairman of the Board of Directors