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.
Yes ______ No ___X___
Investor Relations | |
(+55 61) 415-1140 | |
ri@brasiltelecom.com.br | |
Media Relations | |
(+55 61) 415-1378 | |
cesarb@brasiltelecom.com.br |
Free Translation
BRASIL TELECOM S.A. | BRASIL TELECOM PARTICIPAÇÕES S.A. |
Publicly-held Corporation | Publicly-held Corporation |
Corporate Taxpayers Registry 76.535.764/0001-43 | Corporate Taxpayers Registry 02.570.688/0001-70 |
Board of Trade 53 3 0000622 9 | Board of Trade 53 3 0000581 8 |
MATERIAL FACT
1 - Brasil Telecom S.A. (BrT) and Brasil Telecom Participações S.A. (BTP), in compliance with Instruction 358, dated January 3, 2002, of the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários CVM), announce that the companies took notice that Techold Participações S.A. (Techold), alongside Timepart Participações Ltda. (Timpepart) and Telecom Itália International N.V. (Telecom Italia), as shareholders of Solpart Participações S.A. (Solpart), company which controls, directly, BTP, and, indirectly, BrT and 14 Brasil Telecom Celular S.A. (BTC) (BTC, in conjunction with BTP and BrT, hereafter denominated Brasil Telecom Group), entered into an Agreement on April 28, 2005, seeking the reestablishment of Telecom Italias original position in the controlling group of Brasil Telecom Group, condition which was temporarily suspended until pertinent regulatory issues were resolved, through the restoration of political rights and the repurchase of the shareholding interest sold to Techold and Timepart in August of 2002. On April 29, 2005, a copy of the 2nd Amendment to the Shareholders Agreement Consolidated on August 27, 2002 was filed at the headquarters of BrT and BTP.
2 The aforementioned notice informs that Techold and Telecom Italia converted the totality of their preferred shares issued by Solpart into voting shares on April 28, 2005, pursuant to the by-laws of Solpart. Telecom Italia will nominate members of the Board of Directors of Solpart, BTP and BT, in accordance with the abovementioned shareholders agreement. This agreement was reached considering that the Merger Agreement and the Mergers Protocol entered into with TIM Brasil Serviços e Participações S.A. (TIM Brasil) allow for the removal of legal issues that obstructed the restoration of Telecom Italias right of returning to the controlling group of Brasil Telecom Group.
3 - Techold, Timepart, Solpart, BTP, and BrT entered into an Agreement ending lawsuits and disputes between the companies, including reciprocal settlements, with respect to the return of Telecom Italia to the controlling group of Brasil Telecom Group.
4 Brasil Telecom Group is to keep its shareholders and the general public informed about any material facts concerning current developments.
Brasília, Brazil, April 29, 2005.
Carla Cico | Paulo Pedrão Rio Branco |
Investor Relations Officer | Investor Relations Officer |
Brasil Telecom S.A. | Brasil Telecom Participações S.A. |
BRASIL TELECOM S.A.
| ||
By: |
/S/
Carla Cico
| |
Name: Carla Cico
Title: President and Chief Executive Officer
|