Petrobras – Investor Relations

Petrobras

Investor Relations

Minutes of the Ordinary General Meeting

The Board of Directors of Petróleo Brasileiro S.A. – PETROBRAS summoned the Shareholders to the Ordinary General Meeting held on March 31, 2005, at 3:00 pm in the auditorium of the Company's head office building at Av. República do Chile, nº 65, 1st floor, in the City of Rio de Janeiro (RJ), which deliberated upon and approved the following agenda items:

I. Management Report, Financial Statements and Fiscal Council’s Opinion for the fiscal year 2004;

II. Capital Expenditure Budget for fiscal year 2005, as follows in R$:
 
 
Direct investments
Project Finance
Capital increases in subsidiaries and other companies
 
18.049.662.748
1.472.993.433
1.112.136.421
 
2005 capital expenditures budget 20.634.792.602
 


 

Direct investments
Capital increases
 
14.349.662.748
1.112.136.421
 
Ow n resources 15.461.799.169
 


 

Direct investments
Project finance
 
3.700.000.000
1.472.993.433
 
Third party resources 5.172.993.433


 

Out of total direct investments, 69% will be used in the Oil and Natural Gas Supply Program, 10% for Oil Refining, 5% for Oil and Oil Products’ Pipeline Transportation, 3% for “Brasil Gás” Program, 4% for Research and Technological Development and 9% for other budget-related programs..

III. Distribution of results for the fiscal year 2004 in the form that if follows:
 
  (million R$) 2004
 
Destination Net profits of fiscal year
( - ) Legal reserve
( + ) Reversions
(=) Adjusted net profits
 
17.754.171
(887.708)
12.096
16.878.559
 
 
Suggested Dividend – 29,85% R$ 4,60/share (29,65% in 2003, R$ 5,15/share)
Interests on own capital
Dividend
 
5.044.074
4.386.151
657.923
 
 
Profits retention reserve
Statutory reserve
 
11.670.004
164.481
 

IV. Election of the following as Members of the Board of Directors, Fiscal Council and their respective substitutes:

BOARD OF DIRECTORS

Representing the Majority Shareholders


Ms. DILMA VANA ROUSSEFF

Mr. ANTONIO PALOCCI FILHO

Mr. JAQUES WAGNER

Mr. JOSÉ EDUARDO DE BARROS DUTRA

Mr. GLEUBER VIEIRA

Mr. ARTHUR ANTONIO SENDAS

Mr. CLAUDIO LUIZ DA SILVA HADDAD

Representing the Minority Ordinary Shareholders

Mr. FABIO COLLETTI BARBOSA

Representing the Preferred Shareholders

Mr. JORGE GERDAU JOHANNPETER

FISCAL COUNCIL

Representing the Majority Shareholders


Mr. MARCUS PEREIRA AUCÉLIO as Member and Mr. EDUARDO COUTINHO GUERRA as deputy.

Mr. TÚLIO LUIZ ZAMIM as Member and Mr. OSVALDO PETERSEN FILHO as deputy.

Ms. DENISE MARIA AYRES DE ABREU as Member and Mr. EDSON FREITAS DE OLIVEIRA as deputy.

Representing the Ordinary Shareholders

Mr. NELSON ROCHA AUGUSTO as Member and Ms. MARIA AUXILIADORA ALVES DA SILVA as deputy.

Representing the Preferred Shareholders

Ms. MARIA LUCIA DE OLIVEIRA FALCÓN as Member and Mr. CELSO BARRETO NETO as deputy.

V. Election of the Ms. DILMA VANA ROUSSEFF as Chairman of the Administration Board as per art. 18 of the Company’s Bylaws;

VI. Establishing the global remuneration of the administrators and the effective members of the audit committee at R$ 6.900.000,00 (six million and nine hundred a thousand Real), in the period understood between April of 2005 and March of 2006, iclusive, in the case of the Executive Board, of monthly honorary fees, vacation gratuity, Christmas bonus (13º wage) as well as their participation in the profits pursuant to Articles 41 and 56 of the Company’s Bylaws.
 
Rio de Janeiro, March 31, 2005.

José Eduardo de Barros Dutra
President of Petrobras
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