TRANSMISSORA ALIANÇA DE ENERGIA ELÉTRICA S.A.

NIRE 33.3.0027843-5

CNPJ [EIN] 07.859.971/0001-30

Publicly-Held Company

MINUTES OF BOARD OF DIRECTORS' ORDINARY MEETING

HELD ON NOVEMBER 10, 2021

DATE, TIME AND PLACE: The meeting was held on November 10, 2021, at 10:00 am, exceptionally by videoconference.

ATTENDANCE AND CALL NOTICE: The meeting was duly convened, with the attendance of all the Directors of Transmissora Aliança de Energia Elétrica S.A. ("TAESA" or "Company"), Messrs.: Reynaldo Passanezi Filho, José Reinaldo Magalhães, Reinaldo Le Grazie, Jaime Leôncio Singer, José João Abdalla Filho, Luis Augusto Barcelos Barbosa, André Fernandes Berenguer, Bernardo Vargas Gibsone, César Augusto Ramírez Rojas, Fernando Augusto Rojas Pinto, Fernando Bunker Gentil, Celso Maia de Barros and Hermes Jorge Chipp. The meeting was also attended (invited by the Board) by the Chief Executive Officer and Chief Legal and Regulatory Officer, Mr. André Augusto Telles Moreira, the Chief Technical Officer, Mr. Marco Antônio Resende Faria, the CFO and Investor Relations Officer, Sr. Erik da Costa Breyer, the Chief Business and Ownership Interest Management Officer, Mr. Fabio Antunes Fernandes, the Chief Implementation Officer, Mr. Luis Alessandro Alves, as well as the manager of the Company's Corporate Governance area, Ms. Bárbara da Cunha Xavier, and, representing the Independent Audit Firm Ernst & Young Auditores Independentes S.S., Ms. Pia Leocádia de Avellar Peralta and Renata Monteiro.

CHAIRMAN AND SECRETARY: Mr. Reynaldo Passanezi Filho presided over the meeting as Chairman, and invited me, Bárbara da Cunha Xavier, to serve as secretary. Once the meeting was installed, all members were present and the meeting was properly installed, the Board Members unanimously approved the drawing up of these minutes in a summary format.

MEETING AGENDA: (1) Proposal for delegation of powers from the Board of Directors to the Executive Board for approval of contractual amendments at TAESA, its subsidiaries, and affiliates and the respective required voting guidance; (2) Proposal of increase in capital stock of Interligação Elétrica Aimorés S.A. ("Aimorés"), consequent updating of the bylaws and respective required voting guidance; (3) Proposal of increase in capital stock of Interligação Elétrica Paraguaçu S.A. ("Paraguaçu"), consequent updating of the bylaws and respective required voting guidance; (4) Proposal for the reelection of

Compliance Officer of the companies of the TBE group and the respective required voting guidance; (5) Proposal for the election of the Executive Board of Empresa de Transmissão do Alto Uruguai S.A. ("ETAU") and respective required voting guidance; (6) Company's quarterly information report for the 3rd quarter of 2021 (ITR 3Q21); (7) Information: SE Cerro Chato solution and impacts - Sant'Ana Project; and (8) Information: Progress of Company's projects under construction.

RESOLUTIONS TAKEN: When the Board Members were asked about having any conflict of interest with the topics on the agenda, they unanimously denied. Then, the members of the Board of Directors resolved the following:

  1. Pursuant to the resolution of the Company's Executive Board at a meeting held on September 28, 2021 and recommendation of the Implementation and New Business Committee at a meeting held on October 21, 2021, by unanimous vote of the attending
    Board Members, to delegate to the Company's Executive Board the approval of contractual amendments of TAESA and its subsidiaries and affiliates, which are within the competence of the Board of Directors of TAESA, which together do not exceed 20% (twenty percent) of the original contract. The support material will be filed at the
    Company's headquarters.
  2. As decided by the Company's Executive Board at a meeting held on September 29,
    2021, and recommendation of the Implementation and New Business Committee at a meeting held on October 1, 2021, by unanimous vote of the Board Members present, declare a favorable vote at the Extraordinary General Meeting Aimorés that will decide on: (i) the increase in the capital stock previously authorized by the shareholders of Aimorés, from the current R$ 374,400,000.00 (three hundred and seventy-four million, four hundred thousand reais) to R$ 443,000,000.00 (four hundred and forty-three million reais); (ii) the amendment to article 6 of its Bylaws considering the new proposed amount for the capital stock; and (iii) the consolidation of its Bylaws with the update of article 6, with TAESA's Executive Board being authorized to take the necessary actions to make the capital contributions corresponding to TAESA's interest in accordance with the data presented in the supporting material that will be filed at the Company's headquarters.
  3. As decided by the Company's Executive Board at a meeting held on September 29,
    2021, and recommendation of the Implementation and New Business Committee at a meeting held on October 1, 2021, by unanimous vote of the Board Members present, declare a favorable vote at the Extraordinary General Meeting Paraguaçu that will decide on: (i) the increase in the capital stock previously authorized by the shareholders of Paraguaçu, from the current R$ 554,000,000.00 (five hundred and fifty-four million reais) to R$ 699,000,000.00 (six hundred and ninety-nine million reais); (ii) the amendment of

Article 6 of its Bylaws considering the new amount proposed for the capital stock, and

  1. the consolidation of its Bylaws with an update to Article 6, with TAESA's Executive Board being authorized to perform the necessary acts to make the capital contributions corresponding to TAESA's interest in accordance with the data presented in the supporting material that will be filed at the Company's headquarters.
  1. As decided by the Company's Executive Board at a meeting held on September 29,
    2021, and recommendation of the Implementation and New Business Committee at a meeting held on October 1, 2021, by unanimous vote of the Board Members present, instruct a favorable vote at the meetings of the Board of Directors of companies Empresa Amazonense de Transmissão de Energia S.A. (EATE), ECTE - Empresa Catarinense de Transmissão de Energia S.A. (ECTE), Empresa Norte de Transmissão de Energia S.A. (ENTE), Empresa Regional de Transmissão de Energia S.A. (ERTE), ESDE - Empresa Santos Dumont de Energia S.A. (ESDE), Empresa Paraense de Transmissão de Energia S.A. (ETEP), ETSE - Empresa de Transmissão Serrana S.A. (ETSE), EBTE - Empresa Brasileira de Transmissão de Energia S.A. (EBTE), STC - Sistema de Transmissão Catarinense S.A. (STC), Lumitrans Companhia Transmissora de Energia Elétrica (LUMITRANS), and Empresa Sudeste de Transmissão de Energia S.A. (ESTE) to resolve on the reelection of Ms. Silvia Carolina Villas Boas and Mr. Wesley Britto Mendes to the position of Compliance Officer for a period of 2 (two) years, that is, until October 11,
    2023. The support material will be filed at the Company's headquarters.
  2. As decided by the Company's Executive Board at a meeting held in April 13, 2021 and following the recommendation of the Strategy, Governance and Human Resources Committee at a meeting held on October 21, 2021, by unanimous vote of the attending Board Members, guide a favorable vote in the Board of Directors of ETAU that resolves on the election of the Executive Board of ETAU to fulfill a new term of office of two (02) years, namely: Marco Antônio Resende Faria and Marcelo Dias Loichate.
  3. As decided by the Company's Executive Board at a meeting held in July 26, 2021 and following the recommendation of the Finance Committee at a meeting held on November 04, 2021, by unanimous vote of the Board Members present of the Audit Committee of the Company as well as the Independent Audit to approve the Company's quarterly information report (ITR) for the period ended September 30, 2021.
  4. For information purposes, the SE Cerro Chato solution and impacts related to the
    Sant'Ana Project was presented. The support material will be filed at the Company's headquarters.
  1. For information purposes, the report on the progress of the projects under construction of the Company was presented. The support material will be filed at the Company's headquarters.

CLOSING: There being no further issuances to be discussed, the meeting was adjourned, and these minutes were drawn up, read and found to be in conformity, and approved and signed by all members of the Board of Directors which voted in such meeting.

Rio de Janeiro, November 10, 2021.

_________________________________

_________________________________

Reynaldo Passanezi Filho

José Reinaldo Magalhães

_________________________________

_________________________________

Reinaldo Le Grazie

Jaime Leôncio Singer

_________________________________

________________________________

José João Abdalla Filho

Bernardo Vargas Gibsone

_________________________________

_______________________________

César Augusto Ramírez Rojas

Fernando Augusto Rojas Pinto

_________________________________

_________________________________

Fernando Bunker Gentil

Luis Augusto Barcelos Barbosa

_________________________________

_________________________________

André Fernandes Berenguer

Celso Maia de Barros

_________________________________

_________________________________

Hermes Jorge Chipp

Bárbara da Cunha Xavier

Secretary

(This page comprises the minutes of the Ordinary Meeting of the Board of Directors of Transmissora Aliança de Energia Elétrica S.A. held on

November 10, 2021 at 10:00 a.m.).

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

TAESA - Transmissora Aliança de Energia Elétrica SA published this content on 12 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 November 2021 08:43:01 UTC.