T

1
Corporate Presentation March, 2008
2
Agenda
Brazilian Telecommunications Market 2 Oi
Transformation History
10 Our Strategy and its Major Results
14 Operational and Financial Results

21 Expectations for the Future
28
1
3
Brazil is a Big Country With International
Relevance
Brazil and its relevant internationally

• 187 MN inhabitants
• 55 MN Households (85 urban)
• 42 of the total Brazilian income is held by
  9.6 of the households
• 74.5 of households with less than 5 minimum
  wages

gtUS900bn GDP
Germany, Spain, France, Italy, UK
Canada
Japan
USA, BRIC

• Brazil is reaching a new pace of growth
• 10th economy in the world (GDPUS1.3 trillion)
• Penetration of PC per Household had doubled from
  2002 to 2007
• Some of this increased demand was driven by
  rising incomes and better incomes distribution

Bangladesh, Nigeria, Paquistan, Indonesia
Australia
gt100mn inhabitants
gt3mn km2
Includes households without declaration of
income and without income. Source Telebrasil
(Accenture and Guerreiro Associados), IBGE and
World Bank
4
Brazilian Relevance Also Present in the
International Telecom Scenario
Source ANATEL, IBGE, Teleco, ML Wireless,
UNCTAD and Internet World Stats
5
And it is the Most Important Telecom Market in
Latin America
Brazil
Mexico
Argentina
Venezuela
Chile
Source ANATEL, Teleco, Merrill Lynch and IDC
6
Brazilian Telecom Sector Evolution
07
03
98
Nowadays
95
Post-Privatization
Pre-Privatization

• Construction of Regulatory Framework

• Focus on universal and quality of services

• Focus on Competition

• Mainly wireline
• Wireless incipient
• Analogyc (TV and Mobile)

• Wireline and wireless expanded
• Platforms clearly differentiated
• GSM Launch

• Convergence in early stages

• State owned Monopoly

• Multiple players, after privatization

• Consolidation Trends

• Pent-up demand in fixed and mobile

• Huge growth in fixed and mobile penetration
• Broadband start-up

• Maturity of Fixed
• Increase in mobile and broadband markets
• Bundle services expansion, claiming one-stop-shop

7
Market While fixed telephony reaches maturity,
mobile Brazilian market had a rebound in 2007
Fixed telephony Lines in Service million
02
03
04
05
06
07
01
00
99
98
Mobile telephony Number of users million
02
03
04
05
06
07
01
00
99
98
Source ANATEL and Teleco
8
Broadband also continue to increase, but still
represents 14 of Brazilian households
Broadband Strong growth in accesses thousand
ADSL
Others
7,597
Others
5,656
Oi
(27)
3,856
Brasil Telecom
(28)
2,280
1,199
Telefonica
665
(37)
Source Teleco and Anatel GVT, CTBC and
Sercomtel
9
Competition Main Telecom Groups in Brazil
Market Share of Subscribers - December 2007


Oi
Brasil Telecom
Brasil Telecom
TMAR
Oi (GSM)
BRT GSM
Region I
Region I
Region II
Telefónica acquired Telecom Itálias control in
Europe
37
21
4
14



Telmex / AMX
Telefonica
TIM (GSM)
Embratel (LD)
Claro (GSM)
Telefônica (TSP)
Vivo(CDMA/GSM)TEF/PT
(Mobile only)
Region IV
Region III
32
25
4
26
31
Market Share of Fixed Lines in Service
Market Share of Mobile Clients
Includes Amazônia Celular Includes
Telemig Celular Also operates Long Distance
and Data Transmission Nationally
10
Agenda
Brazilian Telecommunications Market 2 Oi
Transformation History
10 Our Strategy and its Major Results
14 Operational and Financial Results

21 Expectations for the Future
28
9
11
Oi at a Glance December 2007
Leading integrated telecom provider in Brazil

• Offer of packages that include traditional fixed
  line, mobile, broadband internet and other
  services
• Incumbent fixed-line provider in Region I, with
  31.8 million RGU in Dec/2007
• Comprehensive product portfolio allows bundling
  of services and cross-selling
• Focused strategy based on market segmentation
• Comprehensive fiber optics and copper network
• Highly qualified management team
• Solid Financial Position
• Balance between stable revenues (fixed line) and
  new revenue sources (mobile and broadband)
• Sound balance sheet (low leverage ratios/ strong
  cash position)

Gross Revenue Consolidated
2007
1999
Operation
Rbn
Operation
Rbn
D
Local Voice
?
?
14.3
2.6 x
5.5
?
3.6
4.0 x
0.9
?
1.8
3.6 x
0.5
?
4.4
n.a.
-
?
1.1
n.a.
-
25.2
6.9
3.6 x
Total
Revenue Generating Units, including 112
thousand of Way-TVs RGU (57 thousand from Cable
TV and 55 thousand from broadband) Local
Public Telephones Additional Services
Advanced Voice Network Usage
12
Oi Transformation History
Oi is driving the strong growth in all telecom
service in Region I fixed, mobile and internet
Household with Telecom Service - RI R million
Accumulated CAPEX R billion 1998 to 2007
Penetration (households)
Fixed
Mobile
Internet
Fixed
Mobile
Total
Data/ Broadband
Oi Coverage in Region I Dec 07 Cities (100
3,052)

• Fixed 3,047 cities
• Broadband 286 cities
• Mobile 999 cities

Source PNAD Pesquisa Nacional de Domicílios
(IBGE)
13
Current Ownership Structure
February 2008
5.5
Free-Float TNL
17.9
ON PN Total
46.2 100.0 82.1
100
81.9
Free-Float TMAR
Fixed line
ON PN Total
2.6 20.7 12.5
100
100
19
Mobile
100
Internet Services (ISP)
Mobile
Credit
Total Capital
14
Agenda
Brazilian Telecommunications Market 2 Oi
Transformation History
10 Our Strategy and its Major Results
14 Operational and Financial Results

21 Expectations for the Future
28
13
15
Our Strategy Main Actions
Segmentation, bundles and innovation with client
focus
Short term action
Short/Medium term action
Service
Service

• More flexible credit policy, retaining profitable
  customers
• Expanding the offer of alternative plans
• Focus on ARPU (not on traffic)

• Cable Way-TV
• DTH Commercial partnership with Sky
• Video on ADSL Network Upgrade to provide video
  on demand (niche)

• Bidder in the auction of frequencies
• Pending rules for an eventual new auction

• Expansion of coverage
• Increase of transmission capacity
• Speed-up in sales

• Post-paid Convergence of services (Oi Conta
  Total)
• Pre-paid Convergence of budget (Oi Cartão Total
  unique balance), without handset subsidies and
  Oi Ligadores
• Expansion to São Paulo

• Negotiation with suppliers and build-up of
  infra-structure and networks

16
Oi Móvel Bundle offers in the post-paid
segment
With a new pace of monthly net adds since 2Q07,
Oi Conta Total already represents 21 of
post-paid clients in 4Q07
Oi Conta Total Customer evolution Thousand users
Dec/05
Dec/06
Dec/07
Jun/06
Jun/07
Post-paid
Net adds in the semester (thousand)
OCT Light, OCT 1, OCT2, OCT3 e OCT4, from 50
to 1,000 fixed minutes per month, dial-up
internet to Oi Velox 1 mega, Oi Móvel shared
with up to 3 people.
17
Oi Móvel Higher pre-paid adds due to the
success of Oi Ligadores campaign
Oi Ligadores increased net adds from second
semester
Oi Cartão Total Million users
New Net Adds (mn)
Dec/05
Dec/06
Dec/07
Jun/06
Jun/07
Oi Ligadores Results

• Monthly additions in pre-paid segment during
  3Q07 (campaign launch) grew 140 vs 1H07
• Positive impact in new recharges (higher average
  amount and higher number of recharges)
• New clients in Ligadores base (dec/07) 56

Obs Campaign lauch recharge from R10 and R25
bonus from R100 and R250 for Oi Móvel or
Oi Fixo, respectively.
18
Oi Fixed Stable Client Base and Focus on
Alternative Plans
In the fixed, more flexible credit keeps client
base stable whereas alternative plans already
represents 45 of Lines in Service by the end of
2007
LIS stable with increasing alternative
plans Thousand lines in service
14,388
14,388
14,347
14,318
14,222
Alternative Plans
LIS
Residential LIS
19
Oi Velox Broadband Service Expansion
Excellent results in subscriber base and revenue
Oi Velox Gross Revenue R mn
Oi Velox Subscriber Base Thousand clients
CAGR 02-07 106
CAGR 02-07 102
22.5
35.8
TNE Revenue
LIS
20
Oi Móvel Strategy Results
Focus on profitability in the mobile segment led
Oi to a performance above Brazilian average
regarding EBITDA margin
Market Average
Oi
Market
2007
2003
2004
2005
2006
Market Average
2003
2004
2005
2006
2007
21
Agenda
Brazilian Telecommunications Market 2 Oi
Transformation History
10 Our Strategy and its Major Results
14 Operational and Financial Results

21 Expectations for the Future
28
20
22
Oi - Operating Results
Customer Base
CAGR (05-07)
Market-share evolution
Lines in Service
23
Oi - Financial Highlights
Consolidated Net Revenue (R million)
Consolidated Net Revenue R million
Main impacts in 2007

• Positive
• Subscription Fee 3 million new alternative
  plans in the customer base
• Fixed to mobile Higher traffic (VC1/VC2/ VC3)
  tariff readjustments in Jul/07 (2.9)
• Data Oi Velox (higher base) and IP Services
  (Pan-American Games)
• Mobile Services Higher average customer base,
  full-billing and high-end convergent plans

CAGR 02-07 8.2 p.y.
2002
2003
2004
2005
2006
2007
Public Telephony, Additional Services and Others
24
Oi - Financial Highlights
Consolidated EBITDA (R million)

• EBITDA Margin in 2007
• Positive non-recurring event in 3Q07 (R229mn)
  
• Positive Cost of Goods Sold due to the strategy
  to stop subsidizing handsets in the pre-paid
  segment
• Negative Interconnection (increased fixed to
  mobile traffic) and Bad Debt (more flexible
  credit policy)

2002
2003
2004
2005
2006
2007
Reversal of labor contingencies (R265mn)
reversal of personnel provisions (R60mn)
regulatory provisions (-R95mn)
25
Oi - Financial Highlights
Net Income (R million)
Better Net Financial Results Net Financial
expenses were R866 million below 2006 (lower net
debt and interest rates)
2002
2003
2004
2005
2006
2007
26
Oi - Financial Highlights
Consolidated Capex (R billion)
Mobile
Fixed
2.4
2.3
2.3
2.0
2.0
1.7
2002
2003
2004
2005
2006
2007
Net Revenue
27
Oi - Financial Highlights
Debt and Cash Flow
Net Debt R billion
Maturity Schedule R billion - December / 07
0.41 x EBITDA
2008
2009
2010
2011
2012
2013
2002
2003
2004
2005
2006
2007
Free Cash Flow R billion
2002
2003
2004
2005
2006
2007
Brazilian interest rates.
28
Agenda
Brazilian Telecommunications Market 2 Oi
Transformation History
10 Our Strategy and its Major Results
14 Operational and Financial Results

21 Expectations for the Future
28
29
Future scenario brings challenges and
opportunities

• Continuation of main trends
• Fixed lines stable and expanding offers of
  alternative plans
• Mobile and broadband leading growth
• Start-up of mobile services in SP (2G/3G)
• Commercial launch of 3G in RI
• Triple Play Quadruple Play

• Increase of Internet Penetration
• Mobile reaching maturity
• Convergence (one-stop shop)

• Strong competition in mobility (traffic) 3G and
  portability
• Niche competition on broadband/data

• More rational competition in Mobile market
• Competition in broadband with Wimax
• New competition with alternatives ways of access
  (Skype, for example)

• Number Portability
• Change in PGO Consolidation
• Wimax auction

• Consolidated Regulatory Framework Cable Law
  Revision? (Telecom and Midia)

• VoIP e Wimax as possible acess solutions
• Commercial launch of 3G

• New Generation Network (NGN)
• FTT-X

30
Oi is the best positioned telecom operator to
provide convergence in Region I
Ois status of
enables us to

• the sole integrated telecom operator in Region
  I fixed, mobile, broadband and public phone
  network
• pioneer in the offer of convergent services
• innovation in the call center channel
• strong operating performance
• recognition in the national corporate market
• dynamic structure aiming continuous
  improvements in quality, financial and
  operational fronts

• continuously improve customers knowledge,
  seeing them in an integrated view (one-stop-
  shop)
• segment our client base aiming to match
  products and offers to their needs (alternative
  plans)
• avoid irrational competition (no subsidies)
• develop partnership in non-core businesses
  (content, video)

31
New Businesses Oi will expand frontiers to São
Paulo in 2008 (1/2)
Rationale and Capex
Entrance Conditions what differs from years ago
Frequencies bought in SP

• 45Mhz in 1.8GHz (includes 5MHz in 900Mhz)
• Band M for whole SP and Band E for the interior
  of SP and CTBC region
• R235mn (R170mn R68mn)

• Lower CAPEX requirements
• Cheaper equipments in USD
• Lower exchange rates
• More profitable pre-paid
• Full-billing
• Lower subsidies
• 2G Licenses were cheaper on a price per MHz basis
• Other favorable variables in the Business Plan
• Lower cost of capital
• Higher penetration expectations

2G

• CAPEX requirements for the start-up to be
  disclosed
• Negotiation with suppliers still happening
• Total value for 3G Licenses (RI RIII
  R867.0 mn)

• 20Mhz in 1.9 GHz
• Band I for the interior and metropolitan SP
• R331.9mn (R144.4mn R187.5mn)

3G
Blocks of SP were sold together with the
Northeast and North part of Brazil
32
New Businesses Oi will expand frontiers to
Region III in 2008 (2/2)
The sole state of São Paulo represents 33 of
national GDP and has GDP per capita 54 above
Brazilian average weaker competition leads to
low mobile penetration
Region I
Region III
Region II
Source Anatel
33
New Businesses 3G
3G Capex in 2008 estimated in R1.3 billion
including licenses (this amount also includes 2G
CAPEX in SP)
Minimum Price
Price Paid
Blocks
Premium
Band
Size
Rmn
Rmn

RI
RIII / RI
34
New Business Acquisition of Amazônia Celular
ANATEL approved the acquisition of Amazônia
Celular by Oi
Region 8
Strategic Benefits of the acquisition

• Coverage AM, RR, PA, AP, MA
• Population 18.1 million
• Mobile market in dec/07
• Assesses 7.0 million
• Penetration 38.7
• Growth in 2007 29.6

• Leadership in area 8 Oi jumps from the current
  16.5 market-share (1.2mn clients) to 36.7
  (2.6mn)
• Higher coverage from 58 to 139 cities
• Better commercial approach in current/potential
  clients
• Better positioned to meet coverage obligations
  derived from acquisition of 3G frequencies
• Synergies higher scale with operations under
  Ois brand, lower GA expenses, fiscal and tax
  economies, among others

Amazônia Celular Snapshot 2007

• Clients
• ARPU
• Net Revenue
• EBITDA Mg
• Net Income
• Net Debt

1.42 mn R29.1 R486.7 mn 29.7 R3.2 mn R160.2
mn
Potential Disbursement R400mn

• TNCP Control (R120 mn), Tag-Along Tender Offer
  (R89mn) Voluntary Offer (R139 mn)
• Amazônia Tag-Along Tender Offer (R26mn)
  Voluntary Offer (R32mm)

Considers 100 of both companies Tele Norte
Celular Participações and Amazônia Celular S.A.
35
New Business Way-TV Overview
With ANATELs approval, Oi starts providing
quadruple-play in Region I

• Cable TV and Broadband company operating in
  Minas Gerais
• Concession in 4 cities
• No network owned capacity leased from Infovias
• Bidirectional Network
• 400,000 homes passed
• 112 thousand total subscribers
• 57 thousand Cable TV/ 56 thousand broadband
• Net revenues
• 47 pay-TV
• 53 internet

Concession Region
36
New Business Oi Paggo
Strategic Rationale, Benefits and Major Numbers

• Rationale and Benefits
• Business Diversification
• New revenue sources with the entrance in a
  business with high potential for growth
• Risk is diminished due to Ois existing platform
  (clients, technology and infra-structure
  know-how)
• Synergies with Ois business
• Subsidy (i) permits to avoid direct postpaid
  handset subsidies (ii) client must remain in the
  base to benefit from bonus received when
  acquiring a handset
• SMS revenues
• Mechanism for client retention and attraction of
  new ones
• Automatic mobile invoice payment through Paggo
• Potential for a huge growth of the business due
  to the use of Ois structure
• Deep knowledge of Ois current mobile clients
• Marketing capacity and strong brand
• High penetration of the sales force in the retail
  chains (stores capturing)
• Major Numbers
• Operational Current Stores 20,432 Clients
  106,000
• Expectations for 2008 Stores
  75,000 Clients 750,000
• Financial Company in the very beginning of
  operations (start-up)
• Total purchase price R75 million

37
Attachments
38
Regulation Brazilian Telecom Market has
experienced important changes in its
institutional/regulatory framework over the past
few years

• General Concessions Plan (PGO)
• Telebrás Break-up and Privatization

• Competition intensifies incumbents allowed to
  offer new services (long distance and data)
  nationwide
• New mobile start-up companies

• Full Billing for mobile companies

• Approval of Cable Law

1995
1997
1998
2000
2002
2005
2006
2007
2008..

• Pulse-minute conversion
• Num. portability
• 3G Auction

• Competition Licenses for fixed line mirror
  companies

• General Law of Telecom creation of ANATEL
• Auction of licenses for 2nd players or Mobile

• Concession contract renewal for incumbent fixed
  line telcos (25 years)

• New billing rules (pulses to minutes)
  interconnection rates

• Cable law revision
• PGO revision
• Full convergence
• (Fixed, Mobile, Broadband, Video)

() The General Concession Plan determines that
MA among fixed-line incumbents is not permitted.
39
Technology Convergent networks redefine the
industry, allowing access to content (fixed,
mobile and video) in packages, using different
platforms
Fixed Mobile Networks

• Specific content for specific platforms

• Same content available in different platforms

Current Scenario
40
Market As access grows mobile becomes relevant
in sectors total revenues
Brazilian Telecommunication Gross Revenues R
billion
124
115
107
95
83
71
Fixed
Mobile
Source Company reports (Tele Norte Leste, Brasil
Telecom, Telesp Fixa, Embratel, Tim Brasil, Vivo,
Claro, Telemig and Tele Norte Celular) and Telecom
41
Competition Main Telecom Groups in Brazil
Concentrated in 5 major groups - December 2007
Groups
Operation
Market Share December 07

• Integrated (local, LD, mobile, data, broadband)

• No Integrated
• Telesp local, LD, data and broadband
• Vivo mobile

• No Integrated
• Embratel local, LD e data
• Claro mobile
• Net broadband

• Pure Mobile

• Integrated (local, LD, mobile, data, broadband)

Fixed Accesses
Mobile Accesses
Revenues
Includes Tele Norte Celular Includes
Telemig Celular
42
The expected increase in PC purchasing power will
significantly benefit the Broadband and Dial-up
internet access

• 4 factors fueled demand for PCs
• Price Reduction
• Government incentives the digital inclusion
• Appreciation of the Real 30 over the last 2
  year
• Credit Expansion
• Retailers are financing consumers from lower
  income groups.
• Computer for All Program
• Increase in Income of low-end customers
• Willingness of Purchase
• According to surveys, PCs are top of the
  purchasing wish list of C class consumer

PC Penetration Per 100 Inhabitants
10,5
US
UK
Ger.
Japan
Chile
Russia
Arg.
India
Canada
UK
South Korea
Italy
Mexico
Brazil
China
Official PC Market in Brazil CAGR 04-06
89.9
Source Positivo Informatica website
43
Region I Household InformationRegion I is less
developed when compared to Brazilian average
Household Information PNAD
Region I
Brazil
2003
2005
2003
2005
2006
2006
Income
90 lt 10 salaries
87 lt 10 salaries
186.4
101.8
Population (mm)
96.4
100.7
176.7
185.1
Household (mm)
25.8
27.7
49.7
53.1
28.5
54.6

• 16 States including the states of Rio de
  Janeiro, Minas Gerais, Bahia, Espírito Santo and
  Ceará
• Approximately 64 of country's territory
• 103 mm people in 2007
• 41 of Brazilian GDP

Mobile Fixed Accesses Just Fixed Just
Mobile No phone
22 19 10 49
28 23 11 38
28 10 23 39
36 12 24 28
36 11 28 25
29 9 27 35
16 12 4 84
With computer With internet No internet No
Computer
11 - - 89
15 - - 85
13 9 4 87
19 14 5 81
22 17 5 78
PNAD Pesquisa Nacional do Domicílio - IBGE
44
Region I Telecommunication Accesses Room to
grow above Brazilian average both in mobile and
broadband markets, which in fact happened in 2007
Accesses in December 2007 Million Lines in
Service penetration
CAGR 05-07
Performances 2007
Fixed
RI -1.9 Brazil -2.4
51
62
43
RI 22.9 Brazil 18.5
Mobile
64
58
72
70
Broadband
RI 50.5 Brazil 40.4
14
21
7
Mobile penetration per population fixed
penetration per household, taking into
consideration residential Lines in Service (74
of total LIS)
45
Oi A Transformation History
Nowadays national player with focus on RI
Yesterday a regional company
Region I Fixed concession and Mobile
Authorization (GSM)
RI
RI
RII
National Long Distance and Data Transmission
RIII

• Strong pent-up demand (fixed and mobile)
• Expensive services with low levels of quality

• Fulfilled demand (Universal Services)
• Fast access, cheap and quality services (PGMQ)

• One management model applied to all levels of the
  organization
• Annual targets and meritocracy

• Decentralized, bloated and inefficient structure
• Geographic vision
• Analogy technologies

• Inefficiencies process
• Independent company
• Different environments for IT, platforms, and
  network and call center management

• Integrated company
• Customer focus
• Large bundle portfolio services

46
Ois strategy is based on four pillars and has
convergence in the heart of it
Customer Focus integrated and convergent offers

• Customer loyalty is essential in this challenging
  environment
• We believe convergence is the way to get there,
  possible due to technology evolution

Management Processes aligned with the strategy
and focused on results
People right attitude and dedicated to serve
Innovation new businesses to sustain growth
47
Oi Velox Broadband BoomingSales effort
following the growth of Capex
-1.6
51.2
55.6
-34.1
2002
2003
2004
2005
2006
2007
4Q06
1Q07
2Q07
3Q07
4Q07

• Extension of Coverage
• More than 50 of the clients with wireline phone.
• Cities without service representing only 12 of
  the clients.

48
Oi Mobile Innovation and bundle service also for
the corporate market

• Out of the office
• e-mails access in real time
• Internet access
• Office Resources (calendar, agenda, documents,
  spread sheet, presentation)

• Premium and pioneer B2B offer
• Integrates all customer PBX and mobile telephones
• Simple and transparent 4- digit dialing,
  independently of the address.
• Flat fee tariff for unlimited intra-group calls

49
Oi Acquisition of Amazônia Celular
Information about the Deal
Shareholding Structure TNCP
Steps

• Announcement of the Stock Purchase Agreement
  between TMAR and Vivo Participações December
  20th, 2007
• ANATELs approval for the acquisition March 4th,
  2008
• Acquisition of the Control up to April 1st, 2008
• Compulsory Tender Offer (Tag Along) filing at
  CVM after acquisition of the control
• Launch of the voluntary offer for the preferred
  shareholders up to 100 of preferred shares
• Launch of Tag Along Offer after filing at CVM
• Closing of the Tender Offerts (Voluntary and
  Compulsory) up to 45 days after launch

Shareholding Structure Amazônia Celular
Amazônia Celular
TNCP
Prices Offered

• ON - Control
• ON - Tag Along
• PN Voluntary Offer

R 92.74 R 74.19 R 33.00
R 141.80 R 113.44 R 25.55
50
Oi Paggo
Sequence of SMS Transactions in a Mobile Payment
He begins the transaction informing the value of
the purchase, number of installments and the
clients Oi number
PAGGO send an SMS to clients cell phone with the
purchase data for confirmation (password)
Client check the information (value, number of
installments, store) and type the secret
password, confirming the purchase
4
PAGGO confirms the purchase for the store salesman
Store salesman uses his Oi handset to proceed
with the sale
Client uses his Oi handset to proceed with the
purchase
PAGGO confirms the transaction for the client
51
Oi - Financial Highlights
Key Ratios
Net Debt/ EBITDA x
CAPEX Ratios ()
vs Net Revenues
vs EBITDA
EBITDA/ Net Interest Expense x
() End of period
52
Corporate Structure Shareholders Rights
Shareholder Rights

• All shares right to receive a minimum 25 of
  adjusted annual net income.
• Preferred Shares and ADR (254.7mn) minimum of
  6 of Capital (R187.5 million - Dec/07) or 3 of
  Shareholders Equity (R218.4 million Dec/07),
  whichever higher.

Dividends

• Common shares have a tag along right of 80 of
  the value paid upon acquisition of control under
  existing Corporate Law.
• The Preferred shares do not have tag along rights.

Tag along

• Common shares have full rights to vote at
  shareholder meetings.
• Preferred shares have right to vote only under
  specific circumstances (a).

Voting Rights
Board Members

• Minority shareholders have the right to appoint
  two board members (within of 11).

• Five members, appointed by
• Controlling Shareholder (Telemar Participações) -
  3
• Minority Shareholders (voting shares) -1
• Minority Shareholders (preferred shares) -1

Fiscal Committee Members
Redemption Rights

• Shareholders have the right to redeem under
  certain special circumstances (b)

(a) Approval of long term agreements with related
parties redemption of preferred shares full
right to vote if the Company does not pay
dividends for three consecutive years. (b)
Issuance buy the Company of a new class of
preferred shares change in preference right of
shares redemption of shares reduction on
statutory dividend merger of the company change
in corporate purpose.
53
Important Notice to TMAR and TNE Shareholders
February 2008
CVM Instruction n 358, art.12 Shareholders
owning a direct or indirect controlling stake in
the company, shareholders who elect the members
of the Board of Directors or the Fiscal Council,
or any private individual, legal entity or group
of same, acting jointly or representing a common
interest, that attains a direct or indirect stake
equivalent to 5 (five percent) or more of the
companys types or class of shares, must
immediately inform the Company, under the terms
this article.
TNL - Tele Norte Leste Participações S.A.
Shares Capital Treasury
Controlling Shareholders Free-Float
Common 130,611,732 3,237,832
68,504,187 58,869,713 Preferred
261,223,463 6,475,663 -
254,747,800 Total of Shares
391,835,195 9,713,495 68,504,187
313,617,513
TMAR Telemar Norte Leste
Shares Capital Treasury
Controlling Shareholders Free-Float
Common 107,063,093 -
104,227,873 2,835,220 Preferred A
130,487,295 223,500
104,328,943 25,934,852 Preferred
B 1,063,967 -
6
1,063,961 Total of Shares 238,614,355
223,500 208,556,822 29,834,033
In compliance with the terms of article 12 of CVM
Instruction n 358, art.12, TELEMAR advises its
shareholders that the Company cannot be held
responsible for any public disclosure of
information by third parties regarding the
acquisition or disposal of equity stakes
equivalent to 5 or more of each class of shares
or of the rights pertaining to these shares or
other securities issued by the Company.
54
This presentation contains forward-looking
statements. Statements that are not historical
facts, including statements about our beliefs and
expectations, are forward-looking statements and
involve inherent risks and uncertainties. These
statements are based on current plans, estimates
and projections, and therefore you should not
place undue reliance on them. Forward-looking
statements speak only as of the date they are
made, and we undertake no obligation to update
publicly any of them in light of new information
or future events
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