FORM
6-K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Report
of Foreign Issuer
Pursuant
to Rule 13a-16 or 15d-16
of
the Securities Exchange Act of 1934
For the
month of May 2009
Commission
File Number: 1-33659
COSAN
LIMITED
(Translation
of registrant’s name into English)
Av.
Juscelino Kubitschek, 1726 – 6th
floor
São
Paulo, SP 04543-000 Brazil
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F:
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1):
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7):
Indicate
by check mark whether by furnishing the information contained in this Form, the
Registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): N/A
COSAN
LIMITED
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1.
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Minutes of the Board of Directors’ Meeting of Cosan S.A.
Indústria e
Comércio held on
May 12, 2009
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2.
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Minutes of the Board of Directors’ Meeting of Cosan S.A. Indústria e Comércio held on May 29, 2009
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3.
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Minutes
of the Board of Directors’ Meeting of Cosan S.A. Indústria e Comércio held
on June 2, 2009
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SIGNATURES
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.
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COSAN
LIMITED
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Date:
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June
5, 2009
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By:
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/s/
Marcelo Eduardo Martins
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Name:
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Marcelo
Eduardo Martins
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Title:
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Chief
Financial and Investor Relations Officer
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Item
1
COSAN
S.A. INDÚSTRIA E COMÉRCIO
Corporate
Taxpayers’ ID (CNPJ.): 50.746.577/0001-15
Company
Registry (NIRE): 35.300.177.045
Minutes
of the Board of Directors’ Meeting,
Held
on May 12, 2009
1.
Date,
Time and Venue of the Meeting: May 12, 2009, at 10:00 a.m., at the
Company’s administrative offices at Avenida Juscelino Kubitschek, 1.726, 6º
andar, in the city and state of São Paulo, Brazil.
2. Attendance: All
members of the Company’s Board of Directors, namely: Rubens
Ometto Silveira Mello (Chairman), Pedro Isamu
Mizutani (Vice-Chairman), Burkhard
Otto Cordes, Marcus
Vinícius Pratini de Moraes, Serge
Varsano (represented by Rubens Ometto Silveira Mello), Sylvio
Ricardo Pereira de Castro, Maílson Ferreira da Nóbrega, and Pedro Luiz
Cerize. All members took part in the meeting via conference call, as
authorized by paragraph 2, Article 20, of the Company's Bylaws.
3. Call
Notice: The call notice was sent by e-mail and waived in view of the
presence of all members.
4. Presiding: Chairman: Rubens Ometto
Silveira Mello; Secretary: Pedro Isamu
Mizutani.
5.
Agenda:
To authorize the provision of a guarantee on behalf of its indirect subsidiary,
BARRA BIOENERGIA S.A., inscribed in the corporate roll of taxpayers (CNPJ) under
no. 07.921.583/0001-32, for a loan agreement entered into between the subsidiary
and the BNDES (National Development Bank) in the principal amount of R$
148,961,400.00 (one hundred forty-eight million, nine hundred sixty-one
thousand, four hundred Reais).
6.
Resolutions
Taken Unanimously with no Restrictions: Those present authorized the
Company to provide a guarantee on behalf of its indirect subsidiary BARRA
BIOENERGIA S.A., inscribed in the corporate roll of taxpayers (CNPJ) under no.
07.921.583/0001-32. Consequently, the company assumed the role of guarantor and
main payer, being jointly responsible with the above-mentioned indirect
subsidiary for all the latter’s obligations, both principal and accessory, in
relation to the loan in question, the executive officers being authorized to
take all the necessary measures and sign all the necessary documents for
same.
7. Closure: There being no further business on the
agenda, the Chairman brought the meeting to a close and these minutes were drawn
up, read, found to be in compliance with and signed by all those present. São
Paulo, May 12, 2009. (signatures) Rubens
Ometto Silveira Mello – Chairman of the Board of Directors;
Pedro
Isamu Mizutani - Vice-Chairman of the Board of
Directors; Burkhard
Otto Cordes; Marcus Vinícius Pratini de Moraes; Serge Varsano (by proxy Rubens
Ometto Silveira Mello); Sylvio Ricardo Pereira de Castro; Maílson Ferreira da
Nóbrega and Pedro Luiz Cerize, members of the
Board of Directors.
This is a free translation of the
original document filed in the Company’s records.
Pedro
Isamu Mizutani
Secretary
Item
2
COSAN
S.A. INDÚSTRIA E COMÉRCIO
Corporate
Taxpayers' ID (CNPJ): 50.746.577/0001-15
Company
Registry (NIRE) 35.300.177.045/-
Minutes
of the Board of Directors’ meeting
Held
on May 29, 2009
1. Date,
Time and Venue: March 29, 2009, at 10:00 a.m., at the Company’s
administrative offices at Avenida Juscelino Kubitschek, 1.726, 6º andar, in the
city and state of São Paulo, Brazil.
2. Attendance: All
members of the Company’s Board of Directors, namely: Rubens
Ometto Silveira Mello (Chairman), Pedro Isamu
Mizutani (Vice-Chairman), Burkhard
Otto Cordes, Marcus
Vinícius Pratini de Moraes, Serge
Varsano (represented by Rubens Ometto Silveira Mello), Sylvio
Ricardo Pereira de Castro, Maílson Ferreira da Nóbrega, and Pedro Luiz
Cerize. All members took part in the meeting via conference call, as
authorized by paragraph 2 of Article 20 of the Company's Bylaws.
3. Call
Notice: The call notice was sent by e-mail and waived in view of the
presence of all members.
4. Presiding:
Chairman: RUBENS OMETTO
SILVEIRA MELLO Secretary: Pedro Isamu
Mizutani.
5. Agenda:
To authorize the provision of a guarantee and mortgages on behalf of its
indirect subsidiary, COSAN CENTROESTE S/A AÇÚCAR E ÁLCOOL, inscribed in the
corporate roll of taxpayers (CNPJ) under no. 08.619.844/0001-27, for a loan
agreement entered into between the subsidiary and the BNDES (National
Development Bank), in the principal amount of R$ 639,333,000.00 (six hundred and
thirty-nine million, three hundred and thirty-three thousand
Reais).
6. Resolutions
taken unanimously with no restrictions: Those present authorized
the Company to provide a guarantee and mortgage the properties registered under
records 4.974 and 15.396 of the 1st Real
Estate Registry Office of Jaú (São Paulo state) and under records 74.239,
62.657, 62.658 and 62.659 of the 2nd Real
Estate Registry Office of Piracicaba (São Paulo state), all of which on behalf
of its indirect subsidiary COSAN CENTROESTE S/A AÇÚCAR E ÁLCOOL, inscribed in
the corporate roll of taxpayers (CNPJ) under no. 08.619.844/0001-27. The Company
therefore assuming the role of debtor and main payer, jointly responsible with
the above-mentioned indirect subsidiary for all the latter’s obligations, both
principal and accessory, in relation to the loan in question, the executive
officers being authorized to take all the necessary measures and sign all the
necessary documents for same.
7. Closure: There being no further
business on the agenda, the Chairman brought the meeting to a close and these
minutes were drawn up, read, found to be in compliance and signed by all those
present. São Paulo, May 29, 2009. (signatures) Rubens
Ometto Silveira Mello – Chairman of the Board of Directors; Pedro Isamu
Mizutani - Vice-Chairman of the Board of Directors; Burkhard
Otto Cordes; Marcus Vinícius Pratini de Moraes; Serge Varsano (represented by
Rubens Ometto Silveira Mello); Sylvio Ricardo Pereira de Castro; Maílson
Ferreira da Nóbrega and Pedro Luiz Cerize, members of the Board of
Directors.
This
is a free translation of the original document filed in the Company’s
records.
Pedro
Isamu Mizutani.
Secretary
Item
3
COSAN
S.A. INDÚSTRIA E COMÉRCIO
Corporate
Taxpayers ID (CNPJ/MF) 50.746.577/0001-15
Company
Registry (NIRE): 35.300.177.045
Minutes
of the Board of Directors’ meeting
Held
on June 2, 2009
1. Date,
Time and Venue: June 2, 2009 at 10:00 am, at the Company´s administrative
offices at Avenida Juscelino Kubitschek, 1.726, 6º andar, in the city and state
of São Paulo, Brazil.
2. Attendance: All
members of the Company’s Board of Directors, namely: Rubens Ometto Silveira
Mello (Chairman), Pedro Isamu Mizutani (Vice-Chairman), Burkhard Otto Cordes,
Marcus Vinícius Pratini de Moraes, Serge Varsano (represented by Rubens Ometto
Silveira Mello), Sylvio Ricardo Pereira de Castro, Maílson Ferreira da Nóbrega,
and Pedro Luiz Cerize. All members took part in the meeting via conference call,
as authorized by paragraph 2 of Article 20 of the Company´s Bylaws.
3. Call
Notice: The call notice was sent by e-mail and waived in view of the
presence of all members.
4. Presiding:
Chairman: Chairman:
Rubens Ometto Silveira Mello; Secretary: Marcelo de Souza
Scarcela Portela.
5. Agenda:
To authorize the provision of a guarantee and rural property mortgages for a
loan to acquired from the BNDES (National Development Bank) by the Company’s
indirect subsidiary COSAN CENTROESTE S/A AÇÚCAR E ÁLCOOL, inscribed in the
corporate roll of taxpayers (CNPJ) under no. 08.619.844/0001-27, in the
principal amount of R$ 639,333,000.00 (six hundred and thirty-nine million,
three hundred and thirty-three thousand Reais).
6. Resolutions
taken unanimously with no restrictions: In relation to the loan
agreement to be executed between the BNDES (National Development Bank) and the
Company’s indirect subsidiary COSAN CENTROESTE S/A AÇÚCAR E ÁLCOOL, inscribed in
the corporate roll of taxpayers (CNPJ) under no. 08.619.844/0001-27, based on
BNDES Decision 403/2009, approved at a meeting on May
26, 2009, those
present authorized the Company to: (i) provide a guarantee, therefore assuming
the role of debtor and main payer, jointly responsible with the above-mentioned
indirect subsidiary for all the latter’s obligations, both principal and
accessory, in relation to the loan in question, expressly renouncing the
benefits provided for by articles 366, 827 and 838 of the Civil Code; and (ii)
to constitute first mortgages for the rural properties belonging to the Company
registered under records 4.974 and 15.396 of the 1st Real
Estate Registry Office of Jaú (São Paulo state) and under records 74.239,
62.657, 62.658 and 62.659 of the 2nd Real
Estate Registry Office of Piracicaba (São Paulo state), including sites,
facilities, buildings, machinery, equipment and any other present and future
items as a guarantee for the loan in question, the Company’s executive officers
being authorized to take all the necessary measures and sign all the necessary
documents for same. The resolutions herein rectify and substitute all the
resolutions taken by the Board of Directors’ meeting held on May 29, 2009 at
10:00 am.
7. Closure: There being no further
business on the agenda, the Chairman closed the meeting and these minutes were
drawn up, read, approved and signed by all those present. São Paulo, June 2,
2009. (signatures) Rubens
Ometto Silveira Mello – Chairman of the Board of Directors; Pedro Isamu
Mizutani - Vice- Chairman of the Board of Directors; Burkhard
Otto Cordes; Marcus Vinícius Pratini de Moraes; Serge Varsano (represented by
Rubens Ometto Silveira Mello); Sylvio Ricardo Pereira de Castro; Maílson
Ferreira da Nóbrega and Pedro Luiz Cerize, members of the Board of
Directors.
This
is free translation of the original document filed in the company’s
records
MARCELO
DE SOUZA SCARCELA PORTELA
Secretary