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LIGHT S.A. Corporate Taxpayer's ID (CNPJ/MF) 03.378.521/0001-75 Corporate Registry ID (NIRE) 3.330.026.

316-1 PUBLICLY-HELD COMPANY


MINUTES OF THE BOARD OF DIRECTORS MEETING OF LIGHT S.A., HELD ON MAY 27, 2009, DRAWN UP IN SUMMARY FORMAT, PURSUANT TO PARAGRAPH 1, OF ARTICLE 130, OF LAW 6,404/76. 1. Date, Time and Place: May 27, 2009, at 10:00 A.M., at Av. Marechal Floriano, n 168, Centro, in the City of Rio de Janeiro, State of Rio de Janeiro. 2. Attendance: Sitting board members Aldo Floris, Carlos Augusto Leone Piani, Djalma Bastos de Morais, Eduardo Borges de Andrade, Chairman of the meeting, Firmino Ferreira Sampaio Neto, Ricardo Coutinho de Sena, Ricardo Simonsen, Srgio Alair Barroso, Elvio Lima Gaspar, Ruy Flaks Schneider and Jos Luiz Silva. Deputy Board Members Ana Marta Horta Veloso, Carlos Roberto Teixeira Junger, Joo Batista Zolini Carneiro, Lauro Alberto De Luca, Luiz Fernando Rolla, Paulo Roberto Reckziegel Guedes, Almir Jos dos Santos, Joaquim Dias de Castro and Carmen Lcia Claussen Kanter also attended the meeting, although they did not take part in the voting. Attorney Patricia Veiga Borges was invited to be the Secretary of the meeting. Officers Jos Luiz Alqures and Ronnie Vaz Moreira also attended the meeting. 3. Agenda Unanimous Resolutions: 3.1. 6th Issue of Debentures of Light S.E.S.A. The Board of Directors, by unanimous vote, approved and advised the board members appointed by Light S.A. in the Board of Directors of Light S.E.S.A. to approve the sixth th (6 ) issue of simple debentures of Light Servios de Eletricidade S.A. (Issuer), of the unsecured type, with additional guarantee, in the amount of two hundred and fifty million reais (R$250,000,000.00) (Issue and Debentures, respectively), with the possibility of an increase of up to thirty-five percent (35%) through the issue of supplementary and additional debentures (as defined below), provided that the total Issue volume does not exceed the amount of three hundred million reais (R$300,000,000.00), for public offering, which shall have the following characteristics and conditions (Offering): (i) (ii) (iii) (iv) (v) Number of Tranches: the Issue shall be carried out in a single tranche. Issue Date: for all legal effects, the issue date of the Debentures shall be June 1, 2009 (Issue Date). Unit Par Value: the Debentures shall have a unit par value, on the Issue Date, of one thousand reais (R$1,000.00) (Unit Par Value). Number of Securities: two hundred and fifty thousand (250,000) Debentures shall be issued. Total Value of the Issue: the Issue value, on the Issue Date, shall be two hundred and fifty million reais (R$250,000,000.00) (6th Issue Total Initial Value), and the increase of up to thirty-five percent (35%) is possible through the issue of supplementary and additional debentures (as defined below), provided that the total Issue volume does not exceed the amount of three hundred million reais (R$300,000,000.00). Supplementary Debentures: the number of Debentures initially offered (without considering the Additional Debentures) may be increased by up to 15%, according to the demand shown in a bookbuilding procedure

(vi)

(vii)

(viii) (ix) (x) (xi)

(xii)

(xiii) (xiv) (xv) (xvi)

(Bookbuilding Procedure"), at the exclusive discretion of the Coordinators, pursuant to Article 14, paragraph 1, of CVM Rule 400/03. Additional Debentures: The number of Debentures initially offered (without considering the Supplementary Debentures) may be increased by up to 20%, according to the demand verified in a Bookbuilding Procedure, at the exclusive discretion of the Issuer, pursuant to Article 14, paragraph 2, of CVM Rule 400/03. Effectiveness Term and Maturity Date: the Debentures shall have an effectiveness term of two (2) years, counted from the Issue Date, therefore expiring on June 1, 2011 (Maturity Date). Form and Convertibility: the Debentures shall not be convertible into shares issued by the Issuer and they shall be issued in registered book-entry form, without certificates. Type: the Debentures shall be of the unsecured type, with no guarantee or preference. Remuneration: the Debentures shall be entitled to interest corresponding to the accumulation of up to one hundred and thirty-three percent (133%) of the daily average rate of one-day Interbank Deposits DI, over extra group, called Over Extra Group DI Rate, expressed as percentage per year, based on a year of two hundred and fifty-two (252) business days, calculated and disclosed by CETIP S.A. - OTC Clearing House (CETIP), in the Daily Newsletter available on its website (http://www.cetip.com.br) (Remuneration), considering that the final rate applicable for the Remuneration calculation shall be defined through a bookbuilding process to be conducted by the intermediary institutions responsible for the Offering (Coordinators). The Remuneration of the Debentures shall be paid semiannually, on the following dates: December 1, 2009, June 1, 2010, December 1, 2010 and on the Maturity Date, namely, June 1, 2011. Subscription Price and Form of Payment: the Debentures shall be subscribed by their Unit Par Value plus Remuneration, calculated pro rata temporis from the Issue Date until the effective subscription and payment date. The Debentures shall be paid up in a lump sum, in domestic currency, at the time of subscription. Scheduled Renegotiation: there shall be no scheduled renegotiation. Scheduled Amortization: the Debentures Unit Par Value shall be amortized in a single payment, on the Maturity Date. Early Redemption: there are no events for early redemption. Distribution Plan: pursuant to the provisions of the deed of issue of Debentures (Deed of Issue) and of the Debentures public offering agreement to be executed between the Issuer and the Coordinators, the Debentures shall be the purpose of a public offering, under a firm commitment basis, with intermediation of financial institutions comprising the Brazilian distribution system of securities, for placement with individuals, legal entities, investment funds, pension funds, managers of third-party funds, institutions authorized by the Brazilian Central Bank to operate, insurance companies, private pension or capitalized savings institutions, as well as institutional or qualified investors pursuant to CVM Rule 409, of August 18, 2004, as amended, taking into account the risk profile of the Offering recipients. There shall be no early reservations, nor the determination of maximum or minimum lots. The Coordinators shall organize the placement of the Debentures with interested investors, and may take into account their relationships with clients and other commercial or strategic aspects, and shall ensure that: (a) investors receive a fair and equitable treatment; (b) the investment is adjusted to the investors risk profile; and (c) copies of the Prospectus are made available to investors. Pursuant to Article 30 of CVM Rule 400/03, the Offering shall only be concluded

upon distribution of all Debentures representing the 6th Issue Total Initial Value. The number of Debentures of the Offering may be increased if the option for distribution of an additional lot and/or a supplementary lot of debentures is exercised, pursuant to Article 14, paragraph 2, and to Article 24, of CVM Rule 400/03, respectively, provided that the Issue total value does not exceed the amount of three hundred million reais (R$300,000,000.00). (xvii) Trading: The Debentures shall be registered for distribution in the primary market and trading in the secondary market (i) through the Securities Distribution System (SDT) and the Brazilian Debentures System (SND), respectively, both managed and operated by CETIP S.A. - OTC Clearing House (CETIP), with the Debentures being distributed, settled and held in custody at CETIP, and (ii) through the Assets Distribution System (DDA) and the Bovespafix Trading System (trading environment for fixed income assets), respectively, both managed and operated by BM&FBovespa S.A. Securities, Commodities and Futures Exchange (BM&FBovespa), with the Debentures being settled, held in custody and traded at BM&FBovespa. (xviii) Place of Payment: payments related to the Debentures shall be made through CETIP or BM&FBovespa, that is, through the place they are held in custody, either CETIP or BM&FBovespa. Debentures not held in custody at CETIP or BM&FBovespa shall have their payments made thorough the agent and depositary bank to be engaged by the Issuer. (xix) Early Maturity: the following shall be considered events of early maturity of the Debentures: (a) non-payment of debts or non-compliance with monetary liabilities by the Issuer, by Light (as defined below) and/or by any of its subsidiaries or affiliates, involving amounts that individually or together are higher than fifty million reais (R$50,000,000.00), and which are not settled within two (2) business days as from the date of default or noncompliance of the liability; (b) early maturity of any financial debt of the Issuer, Light and/or any of its subsidiaries or affiliates involving amounts that individually or together are higher than fifty million reais (R$50,000,000.00); (c) protest of bills against the Issuer, Light, and/or any of its subsidiaries or affiliates, involving individual or aggregate amounts totaling more than fifty million reais (R$50,000,000.00), except if, within ten (10) successive days from the date the protest was filed, it is duly verified by the Issuer and/or Light that the protest resulted from error or thirdparty bad-faith; (b) it is cancelled; or (c) it is challenged in court with guarantees granted; (d) dissolution or liquidation of the Issuer, Light and/or any of its subsidiaries or affiliates, except in the case of HIE Brasil Rio Sul Ltda. and LIR Energy Ltd.; (e) adjudication of bankruptcy and/or winding up of the Issuer, Light and/or any of its subsidiaries or affiliates, or application for judicial or extrajudicial reorganization or for bankruptcy by the Issuer, Light and/or any of its subsidiaries or affiliates, or also, any similar procedure that implicates insolvency, including arrangement with creditors, pursuant to the applicable legislation; (f) spin-off, merger or amalgamation of Light S.A. by another company, except for events in which, after announcement of the spin-off, merger or amalgamation is made, the ratings originally assigned to the Debentures and/or the Issuer [by Standard & Poors and] by Moodys Amrica Latina on the date of publication of the notice of commencement of the Offering are not downgraded by the rating agencies;

spin-off, merger or amalgamation of the Issuer by another company, except if said corporate change is approved in advance by the Debenture holders, pursuant to the resolution quorum established in the Deed of Issue, or if the right for redemption is granted to the Debenture holders that oppose said spin-off, merger or amalgamation, pursuant to Article 231 of the Brazilian Corporation Law; (h) modification and/or assignment of the direct or indirect share control of the Issuer and/or Light S.A., as set forth in Article 116 of the Brazilian Corporation Law, except for events in which, after announcement or implementation of said modification and/or assignment of share control, the ratings originally assigned to the Debentures and/or the Issuer [by Standard & Poor' and] by Moodys Amrica Latina on the s date of publication of the notice of commencement of the Offering are not downgraded by said rating agencies; (i) sale, by the Issuer, of permanent assets that represent in the same period of twelve (12) months, in an individual or aggregate manner, an amount equal to or higher than fifty million reais (R$50,000,000.00), except if authorized in advance by a meeting of Debenture holders, observing the resolution quorum set forth in the Deed of Issue; (j) the Issuer loses the concession for exploring activities related to electric power distribution; (k) the concession grantor suspends the concession granted to the Issuer due to facts related to the Issuers economic situation; (l) transformation of the Issuer into a limited liability company, pursuant to Articles 220 and 222 of the Brazilian Corporation Law; (m) reduction of the Issuers capital stock, not for absorption of accumulated losses, except if authorized in advance by a meeting of Debenture holders, observing the resolution quorum set forth in the Deed of Issue; (n) payment of dividends, interest on own capital or any other profit sharing established in the Issuers Bylaws, which were not declared until the execution of the Deed of Issue, except for the payment of minimum mandatory dividend established in Article 202 of the Brazilian Corporation Law, when the Issuer is in default with any of the monetary liabilities related to the Debentures; (o) default by the Issuer and/or Light concerning the payment of Remuneration and/or any monetary liability related to the Debentures; (p) failure to comply with any non-pecuniary obligation set forth in the Deed of Issue, including, but not limited to, the allocation of funds, and which is not settled within ten (10) consecutive days from the date of receiving the written notice of non-compliance sent by the fiduciary agent and/or individually or jointly by the Debenture holders; (q) non-compliance with final and unappealable judicial decisions against the Issuer and/or Light involving individual or aggregate amounts higher than fifty million reais (R$50,000,000.00); (r) change to the Issuers and/or Lights corporate purpose, so that: (i) the Issuer no longer operates in the distribution and/or sale of electric energy; or (ii) Light' main corporate purpose is no longer holding s interest in companies operating in the generation, distribution and/or sale of electric energy; (s) creation of lien or encumbrances on relevant assets of the Issuer and/or Light (except if for providing guarantees in judicial or administrative proceedings or to ensure compliance with energy purchase agreements entered into by the Issuer), considering as relevant assets those with an individual or aggregate value equal to or (g)

(t) (u)

higher than twenty million reais (R$20,000,000.00), except if authorized in advance by a meeting of Debenture holders, observing the resolution quorum set forth in the Deed of Issue; transfer, by the Issuer, of any liability related to the Debentures, except if authorized in advance by a meeting of Debenture holders, observing the resolution quorum set forth in the Deed of Issue; and non-compliance or default by Light, while there are outstanding Debentures, of the following financial indexes and limits (Financial Indexes and Limits):

1) Relation between Total Senior Debt and EBITDA:


Total Senior Debt

EBITDA

3.1 (three and one tenth), for the fiscal quarters and years ending as from January 1, 2009, this date included, pursuant to item 1.1 below.

1.1) Without prejudice to the limit set forth in the above table, the Relation between the Total Senior Debt and the EBITDA shown in the above table may only be higher than two and six tenths (2.6) if the Issuer and Light provide evidence that, at each calculation date of Financial Indexes and Limits, pursuant to the provisions of the Deed of Issue of Debentures, the indebtedness index that exceeds two and six tenths (2.6) corresponds exclusively to financing operations intended for investments by the Issuer and/or Light in the electric energy sector. The Issuers fiduciary agent shall follow the procedures described in the Deed of Issue of Debentures concerning early maturity of Debentures when the Total Senior Debt/EBITDA Relation shown in the above table is higher than two and six tenths (2.6) and the Issuer and Light do not provide the evidence referred to in this item 1.1. For the purposes of Items 1 and 1.1 above: The Relation between the Total Senior Debt and EBITDA means, at any time, the quotient of the division of (a) Lights Total Consolidated and Adjusted Debt, on the last day of Lights most recent full fiscal quarter by (ii) Lights EBITDA concerning the last four consecutive fiscal quarters prior or close to said date; Lights Total Consolidated and Adjusted Debt means, at any time, the total payable balance of principal and interest of the Debts of Light and of any of its subsidiaries, calculated on a consolidated basis, less the balance, at the time, of the total value of the consolidated Subordinated Debts; Debt means, with regard to any Party, with no duplicity, be it funds intended for the assets of said party, total or partial and contingent or not, (i) all liabilities of said Party due to funds raised through loans, (ii) all liabilities of said Party evidenced by bonds, debentures, notes or similar papers, including any liability resulting from the acquisition of assets or business, (iii) all liabilities of said Party related to the conditional sale or other forms of agreement for retention of ownership concerning assets acquired by said Party, (iv) all reimbursement liabilities of said Party related to letters of credit, bankers acceptance or similar papers issued for the benefit of said Party, due to liabilities derived from cash loans, (v) all liabilities of said Party related to the deferred price of purchase of goods or services (including real estate repurchase contracts, but excluding accounts payable or other charges incurred as a result of the ordinary course of business and that are not overdue or that are being challenged in good faith), (vi) all liabilities of said Party related to lease agreements or other agreements for the transfer of use rights, property or assets, (vii) all liabilities of said Party related to the

redemption, reimbursement or any other form of payment concerning the shares issued by said Party, (viii) net liabilities (if they exist) due to interest rate swap agreements or foreign exchange protection contracts of said Party, according to this Partys financial statements (or trial balance sheets) referring to the last fiscal quarter, (ix) all third-party Debts secured by (or in relation to which the debtor is entitled, in any way, to have its Debt secured by) any encumbrance on the assets held or acquired by said Party, (x) all third-party liabilities similar to those set forth in items (i) to (viii) above, whose payment was guaranteed by said Party, (xi) all liabilities or liability guarantees related to pension funds and/or plans, and (xii) all liabilities or liability guarantees like those mentioned in items (i) to (xi) above, through which the Party created an encumbrance on any of its assets so as to guarantee or secure such liability. Nevertheless, Lights Debt shall not include Subordinated Debts or (a) any liability concerning past debts related to PIS (Employees Profit Participation Program), COFINS (Social Security Financing Contribution Tax), INSS (Social Security National Institute) and/or FNDE (National Fund for Education Development), (b) any contingency related to pension funds (such as those set forth in the notes to the consolidated financial statements of the Issuer referring to the fiscal year ended on December 31, 2003 and recorded in its consolidated balance sheet, pursuant to CVM Resolution 371/00), or (c) any liability resulting from the Energy Efficiency Program; Party means Light or any of its subsidiaries; Subordinated Debt means any Debt of the Issuer or any of its subsidiaries that is subordinated, in any aspect, to the Issuers liabilities concerning the Debentures and whose principal payment dates only occur after the full payment of the amounts owed to the Debenture holders; EBITDA means, for any period, the Net Income of Light and its subsidiaries, calculated on a consolidated basis for said period, plus, provided it is deducted in the calculation of the Net Income, without any duplicity, the sum of (a) tax expense on Net Income, (b) Gross Interest Adjusted and Consolidated Expense, (c) amortization and depreciation expense, (d) extraordinary and non-recurring losses, and (e) other operating items that do not constitute cash outflow and that reduce Net Income, less, provided it is included in the Net Income calculation, with no duplicity, (i) financial revenues, (ii) any extraordinary and non-recurring gains, and (iii) other operating revenues that increase Net Income and which do not constitute cash inflow; Net Income means, for any period, the net profit (or loss) of Light and its subsidiaries, calculated on a consolidated basis, for a certain period and according to the accounting principles generally accepted in Brazil (including any gains from currency conversion); considering the exclusion of: (a) net profit (or loss) of any entity existing before the date in which said entity became a subsidiary of Light or was merged into Light or any of its subsidiaries, (b) gains or losses related to the sale of assets belonging to Light or its subsidiaries, (c) the accumulated effect of changes to the accounting principles, (d) any losses arising out of exchange rate fluctuations, (e) any gain or loss realized at the termination of any employee pension plan, (f) net profit from discontinued operations, and (g) the tax effect of any of above items (a) to (f); and Gross Interest Adjusted and Consolidated Expense" means, in any period, the gross interest consolidated expense related to loans and other financings (including any additional amounts payable due to the payment of interest on liabilities), included in the consolidated income statement, without deduction of revenues from interest of Light and its subsidiaries for such period, calculated on a consolidated basis, including, without duplicity (or to the extent it is not included or added to) (i) any payments or rates concerning letters of credit, bakers acceptance or similar papers issued or granted on account of Light or any of its subsidiaries, with regard to loans or any kind of

financing; and (ii) installments of any liability concerning lease agreements or any other agreements for the transfer of use rights, property or assets, paid during said period, calculated on a consolidated basis, but excluding (x) the effects of any exchange variation not constituting cash activity and (y) to the extend they are included in the consolidated financial statements, the interest paid by Light and its subsidiaries in relation to any uncovered liability referring to a pension fund (as set forth in the notes to the consolidated financial statements of the Issuer referring to the fiscal year ended on December 31, 2003 and recorded in its consolidated balance sheet, pursuant to CVM Resolution 371/00). 2) Relation of Interest Coverage:
EBITDA Gross Interest Adjusted and Consolidated Expense 2.5 (two and five tenths), for the fiscal quarters and years ending as from January 1, 2009, including this date.

For the purposes of item 2 above: Interest Coverage Relation means, at the end of any fiscal quarter, the division of (a) the sums of EBITDA of the last four consecutive fiscal quarters prior to said date by (b) the sums of the Gross Interest Adjusted and Consolidated Expenses of the last four consecutive fiscal quarters prior to said date. (xx) Allocation of Funds: funds raised by the Issuer through the Offering shall be used for the mandatory early redemption of the commercial promissory notes of the Issuers first issue, of May 15, 2009, in the amount of one hundred million reais (R$100,000,000.00) and for increasing the Issuers working capital. Guarantees: Light S.A., the parent company of the Issuer, enrolled with the Corporate Taxpayer' Register (CNPJ) under no. 03.378.521/0001-75 (Light), s shall render surety for the Debentures.

(xxi)

3.1.2. The Board of Directors authorized the Companys Board of Executive Officers, and advised the board members appointed by Light S.A. in the Board of Directors of Light S.E.S.A. to authorize the Board of Executive Officers of Light S.E.S.A., in compliance with the legal provisions, to practice any and all acts related to the issue of the Debentures and/or concerning the filing of registration of the Offering with the Brazilian Securities and Exchange Commission (CVM), CETIP, BM&FBovespa and the National Association of Investment Banks (ANBID), and it may accept proposals and contract one or more financial institutions allowed to operate in the Brazilian capital markets with the purpose of coordinating the filing of registration of the Offering with CVM, CETIP, BM&FBovespa and ANBID, and contracting services of agent and depositary bank, fiduciary agent, risk rating agency, attorneys, independent auditors and others, as the case may be, necessary for the Offering. I certify that this is a free English translation of the minutes of Light S.A.s Board of Directors meeting, held on this date, drawn up in the Companys records.

Rio de Janeiro, May 27, 2009.

Patrcia Veiga Borges Secretary of the meeting

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