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.
(Corporate Tax Registration) no. 06.164.253/0001-87
N.I.R.E.
(Companies Registrar) no. 35.300.314.441
MINUTES OF THE BOARD
OF DIRECTORS MEETING
HELD ON
MAY 3,2005
Date, Time and Place of Meeting: May 03, 2005, at 7:00 p.m., at the company’s headquarters, located at Rua Tamoios, 246, térreo, Jardim Aeroporto, CEP 04630-000, in the city of São Paulo, State of São Paulo. Attendance: All of the members of the Board of Directors. Call for meeting: waived, since all the members of the Company’s Board of Director’s attended the meeting. Presiding Board: Mr. Constantino de Oliveira Jr., as chair of the meeting, invited me, Henrique Constantino, to be the Secretary of the meeting. Agenda: To verify the subscription of additional preferred shares issued by the Company, as approved by the Board of Directors Meeting held on April 27, 2005 and May 2, 2005. Resolutions taken by unanimous vote: The members of the Board of Directors verified the subscription of 2,205,000 (two million, two hundred and five thousand) preferred shares issued by the Company in order to increase its capital stock, in view of the exercise of options to subscribe and distribute shares overallotment (a) by Banco Morgan Stanley Dean Witter S.A., as described in the Private Instrument of Agreement for the Distribution of Preferred Shares by GOL Linhas Aéreas Inteligentes S.A., signed on April 27, 2005; (b) by Morgan Stanley & Co Incorporated as described in the Underwriting Agreement, signed on April 27, 2005, as approved by the Board of Directors Meeting held on April 27, 2005 and May 2, 2005. 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, May 3, 2005
| ________________________ | ________________________ | |
| Constantino de Oliveira Junior | Henrique Constantino | |
| Chairman | Secretary |
|
GOL LINHAS AÉREAS INTELIGENTES S.A.
| ||
| By: |
/S/
Richard F. Lark, Jr.
| |
|
Name: Richard F. Lark, Jr.
Title: Vice President – Finance, 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 actually 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.