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TIM PARTICIPAÇÕES S.A.

Publicly-Held Company

CNPJ/MF 02.558.115/0001-21

NIRE 33.300.276.963

 

CALL NOTICE – ANNUAL AND EXTRAORDINARY SHAREHOLDERS’ MEETING

 

The Shareholders of TIM Participações S.A. (“Company”) are called upon, as set forth in the Section 124 of the Brazilian Law Nr. 6,404/1976, to attend the Company’s Annual and Extraordinary Shareholders’ Meetings to be held on April 19th, 2018, at 11am, at Avenida João Cabral de Mello Neto, nº 850, South Tower, 13rd floor, Barra da Tijuca, in the City and State of Rio de Janeiro, in order to resolve on the following Agenda:

On Annual Shareholders’ Meeting:
(1) To resolve on the management’s report and the financial statements of the Company, dated as of December 31st, 2017; (2) To resolve on the management’s proposal for the allocation of the results related to the fiscal year of 2017, and on the dividend distribution by the Company; (3) To confirm the appointments of the Board of Directors’ Members made at the Board of Directors’ Meetings held on November 29th, 2017 and March 16th, 2018, pursuant to Article 150 of Law Nr. 6,404/1976 and to Article 20, Section 2 of the Company’s By-laws; (4) To appoint the new Board Members in replacement of the Board Members who resigned on March 16th, 2018 as per the Material Fact published on the same date; (5) To resolve on the composition of the Fiscal Council of the Company; (6) To appoint the regular and alternate members of the Fiscal Council of the Company; and (7) To resolve on the compensation proposal for the Company’s administrators, the members of the Committees and the members of the Fiscal Council, for the fiscal year of 2018.

On Extraordinary Shareholders’ Meeting:
(1) To resolve on the proposal for the extension of the Cooperation and Support Agreement, through the execution of the 11th amendment to this agreement, to be entered into between Telecom Italia S.p.A., on the one hand, and the Company and its controlled companies, TIM Celular S.A. ("TCEL") and TIM S.A., on the other hand; and (2) To resolve on the proposal of the Long Term Incentive Plan of the Company.

General Instructions:

a. In person: A Shareholder who chooses to participate in person must send a copy of the identity document and of the respective shareholding statement, issued at least five (5) business days prior to the Shareholders' Meeting, within two (2) business days prior to the Shareholders' Meeting;

b. By proxy: The Shareholder to be represented at the Shareholders' Meeting must send to the Company's head offices the respective supporting documentation of its representation, including the power of attorney and/or the articles of incorporation related to the appointment, as the case may be, and the identification documents of the representative, within two (2) business days prior to the Shareholders' Meeting;

c. By distance voting ballot: The Shareholder that, pursuant to CVM’s Instruction Nr. 481/2009, opts to participate by distance voting ballot, must send the instructions for filing the form to its respective custodian agents or the depositary institution of the Company’s shares, or must send the form directly to the Company, in any case, up to 07 (seven) days prior to the Shareholders’ Meeting, as informed in the Management’s Proposal.

Rio de Janeiro (RJ), March 19th, 2018.

 

João Cox Neto
Chairman of the Board of Directors