Pursuant to Rule 13a-16 or 15d-16 of the
22640-102 Rio de Janeiro, RJ, Brazil
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.
TIM PARTICIPAÇÕES S.A.
CNPJ/MF Nº 02.558.115/0001 -21
NIRE 33 300 276 963
A Listed Company
CALL NOTICE – SPECIAL SHAREHOLDERS’ MEETING
TIM Participações S.A. (“Company”) shareholders are hereby called, as provided in Article 124 of Law 6404/76, to the Special Shareholders' Meeting to be held on March16, 2006, at 10:30 a.m, at the Company headquarters, Avenida das Américas, 3434, Bloco 01, Barra da Tijuca, Rio de Janeiro (RJ), with following Order of Business:
(1) to examine, discuss and pass the Protocol and Justification of the merger of all TIM Celular S.A. (“TIM Celular”) shares into the Company;
(2) to pass and confirm the appointment of the expert companies to prepare the Report on the Evaluation of the Company and TIM Celular assets;
(3) to approve the Report on the Evaluation of the Company and TIM Celular assets prepared for the merger;
(4) to approve and effect the merger of all TIM Celular shares into the Company, according to the respective Protocol and Justification of Merger, as well as to empower the Company management to perform all other acts required for said merger;
(5) to approve the increase in the Company capital as a consequence of the above mentioned merger of shares, according to the respective Protocol and Justification of Merger, as well as the ensuing amendment to Article 5 of the Articles of Organization;
(6) to approve the new authorized capital, as well as the ensuing amendment to Article 6 of the Articles of Organization
(7) to authorize the publication of a material announcement as provided by CVM Instruction nº 358/02;
(8) in view of the resignation of the Chairman of the Board, submitted to the Board Meeting held on January 31, 2006, to elect a new Chairman to fill the resigning director’s unexpired term; and
(9) to examine, discuss and approve the new Statutory Audit Committee Bylaws.
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General Instructions:
The documents concerning the business to be transacted at the Shareholders’ Meeting are available to shareholders at the Company headquarters.
Shareholders or their properly appointed proxies shall observe, when attending the Shareholders’ Meeting hereby called, the provisions of Article 126 of Law 6.404/76 and Article 15 of the Articles of Organization. Therefore, shareholders not appearing in person at the Shareholders’ Meeting shall deposit at the Company headquarters the proper proxy and/or the corporate acts concerning the appointment, as the case might be, and the representative’s ID document no later than two (2) business days before said Shareholders’ Meeting. Within that same period of time, the holders of book-entry shares or shares in custody shall deposit copies of their ID documents and the respective statement of book-entry shares issued at least five (5) business days before the Shareholders’ Meeting. Such documents shall be addressed as follows: TIM Participações S.A., Depto. de Relações com Investidores, Sra. Joana Dark Serafim, Avenida das Américas, 3434, Bloco 01, CEP 22640 102, Barra da Tijuca, Rio de Janeiro (RJ).
Rio de Janeiro, February 10, 2006
Marco Patuano
Chairman of the Board of Directors
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| TIM PARTICIPAÇÕES S.A. | ||
| Date: February 14, 2006 | By: | /s/ Paulo Roberto Cruz Cozza |
| Name: Paulo Roberto Cruz Cozza | ||
| Title: Chief Financial Officer | ||