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.
(publicly-held company)
C.N.P.J./M.F. nº 06.164.253/0001-87
N.I.R.E. 35.300.314.441
CALL NOTICE
ANNUAL AND SPECIAL SHAREHOLDERS’ MEETING
The Shareholders are hereby called to meet at the Annual and Special Shareholders Meeting to be held on April 27, 2011, at 09:00 a.m., on Praça Comte Linneu Gomes, S/N, Portaria 3 – at the Meeting Room of the Board of Directors of Gol Linhas Aéreas Inteligentes S.A. (“Company”), Jardim Aeroporto, CEP. 04626-020, in the Capital of the State of São Paulo, to:
I . Annual Meeting:
(a) examine, discuss and vote upon the Accounts of the administration, including the Financial Statements for the fiscal year ended on December 31, 2010;
(b) to resolve on the allocation of the net profit for the year and on the distribution of dividends for fiscal year 2010;
(c) elect the members to the Board of Directors under the terms of the Company’s Bylaws; and
(d) set the annual overall compensation of the Directors/Officers for fiscal year 2011.
II . Special Meeting
(e) amend the Company’s Bylaws for inclusion of a new assignment to the Board of Directors and to restate the Company’s Bylaws.
We further inform you that: (i) the management report for the fiscal year ended on the above mentioned date; (ii) the financial statements; (iii) the independent auditors’ opinion; (iv) the proposal for allocation of the net profit and distribution of dividends for fiscal year 2010; (v) the capital budget for 2011; (vi) form 20-F relating to fiscal year 2010, filed with the Brazilian Securities and Exchange Commission (CVM) and the North-American Securities and Exchange Commission (SEC) on April 08, 2011, (vii) proposal for the annual overall compensation of the Directors and Officers to be set by the Shareholders’ Meeting for fiscal year 2011; (viii) copy of the Company’s Bylaws with the proposed amendments and the report detailing the origin and justification of the proposed amendments, are available to the shareholders at the above mentioned address and on the websites of the Investor Relations office (http://www.voegol.com.br/ri), the Brazilian Securities and Exchange Commission (www.cvm.gov.br) and the BMF&Bovespa – Bolsa de Valores, Mercadorias e Futuros (www.bmfbovespa.com.br) .
Any shareholder wishing to be represented by a proxy at the meeting shall be required to deliver the respective power of attorney, granting special powers, and documents evidencing the signatory’s powers and with the grantor’s signature duly certified by a notary public, at the above mentioned address, to the attention of the Investor Relations Officer. The minimum percentage for adoption of the multiple vote process for election of the members of the Board of Directors is five percent (5%) of the voting capital, as set forth in article 3 of CVM Instruction no. 165, dated December 11, 1991, as amended by CVM Instruction no. 282, dated June 26, 1988.
São Paulo, April 12, 2011.
Alvaro de Souza
Chairman of the Board of Directors
GOL LINHAS AÉREAS INTELIGENTES S.A. | ||
By: |
/S/ Leonardo Porciúncula Gomes Pereira | |
Name: Leonardo Porciúncula Gomes Pereira
Title: Executive Vice-President and Chief Financial 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 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.