Foreign Filer Report • Dec 1, 2008
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Form 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report Of Foreign Private Issuer
Pursuant To Rule 13a-16 Or 15d-16 Of
The Securities Exchange Act Of 1934
For the month of December, 2008
Commission File Number: 001-14950
ULTRAPAR HOLDINGS INC.
(Translation of Registrant’s Name into English)
Avenida Brigadeiro Luis Antonio, 1343, 9º Andar
São Paulo, SP, Brazil 01317-910
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F X Form 40-F
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):
Yes No X
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):
Yes No X
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:
Yes No X
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
ULTRAPAR HOLDINGS INC.
TABLE OF CONTENTS
| ITEM | |
|---|---|
| 1. | Minutes |
| of Board of Directors Meeting dated November 27, | |
| 2008 |
Item 1
ULTRAPAR PARTICIPAÇÕES S.A.
Publicly-Traded Company
CNPJ nº 33.256.439/0001- 39 NIRE 35.300.109.724
MINUTES OF BOARD OF DIRECTORS MEETING (13/2008)
Date, Time and Location :
November 27 th , 2008, at 2 p.m. in the Company’s Headquarters, located at Av. Brigadeiro Luiz Antônio, Nº 1343 9 th floor, in the City and State of São Paulo.
Presence:
Members of the Board of Directors (including those participating by telephone), duly signed.
Discussed and deliberated matters:
1.1. Amount of the Issuance
The total amount to be issued is R$ 1,200,000,000.00 (one billion two hundred million reais) on the issuance date.
(Minutes of the meeting of the Board of Directors of Ultrapar Participações S.A., held on November 27, 2008)
1.2 Number of the Issuance
The currently approved Promissory Notes are the second Promissory Notes issued by the Company.
1.3. Quantity and unit par value of the Promissory Notes
120 (one hundred and twenty) Promissory Notes will be issued, in a single tranche, with unit par value of R$10,000,000.00 (ten million reais) on the date of the issuance (“Unit Par Value ”).
1.4. Maturity Date of the Securities
The Promissory Notes will have a term of 360 (three hundred and sixty) days from the issuance date.
1.5. Subscription and Payment
The Promissory Notes will be subscribed for their unit par value and will be paid in cash at subscription in Brazilian national currency.
1.6. Placing and Registration for Distribution and Placing
The Promissory Notes will be distributed and will be registered for distribution in the primary market and for trading in the secondary market through NOTA – The Promissory Note System, managed and operated by CETIP S.A. – Asset and Derivative Organized Counter (“CETIP”).
(Minutes of the meeting of the Board of Directors of Ultrapar Participações S.A., held on November 27, 2008)
1.7. Remuneration
1.7.1. The Unit Par Value will not be subject to monetary correction.
1.7.2. Each Promissory Note will be remunerated with interest corresponding to the accrued variation of the average daily DI rates (inter-financial deposits of one-day), Extra-Grupo (DI rates), added by 3.6% (three point six percent) per year, calculated and published by CETIP, applicable on the Unit Par Value of each promissory note from the issuance date to the effective payment date.
1.8. Payment location
Payment of the Promissory Notes will be made at the headquarters of the underwriter.
1.9. Prior Redemption
The Company may, under the terms of Article 7, Paragraph 2 of CVM Instruction number 134, as amended by CVM Instruction number 292, at any time, redeem in advance the Promissory Notes outstanding.
(Minutes of the meeting of the Board of Directors of Ultrapar Participações S.A., held on November 27, 2008)
which may be necessary for the accomplishment of the issuance hereby approved, setting their respective fees, as well as the publication and registration of corporate documents required nature with the competent authorities, including taking the appropriate procedures with the CVM, Brazil's Securities Exchange Commission.
Observations : the deliberations were approved unanimously by all those board members present, except for board member Renato Ochman, who abstained from voting.
Once there were no further matters to discuss, the meeting was closed, the minutes of this meeting were transcribed, read and approved by all the undersigned members present: Paulo Guilherme Aguiar Cunha – Chairman; Lucio de Castro Andrade Filho - Vice President; Ana Maria Levy Villela Igel; Paulo Vieira Belotti; Renato Ochman; Olavo Egydio Monteiro de Carvalho; Nildemar Secches; Luiz Carlos Teixeira; – Board Members.
I hereby declare that this is a true and faithful copy of the minutes of the meeting, which has been entered in the appropriate registration book.
Paulo Guilherme Aguiar Cunha
Chairman of the Board
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.
Date: December 1, 2008
| ULTRAPAR
HOLDINGS INC. | |
| --- | --- |
| By: | /s/
André Covre |
| Name:
André Covre | |
| Title:
Chief Financial and Investor Relations Officer | |
(Minutes of Board of Directors Meeting)
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