SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
Report
of Foreign Issuer
Pursuant
to Rule 13a-16 or 15d-16
of
the Securities Exchange Act of 1934
For the
month of October 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:
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Form
20-F
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X
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Form
40-F
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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):
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Yes
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No
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X
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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):
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Yes
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No
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X
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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:
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Yes
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No
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X
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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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Item
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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 October 15, 2009
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2.
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Notice
to the Market dated October 15,
2009
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Item 1.
COSAN
S.A. INDÚSTRIA E COMÉRCIO
C.N.P.J.
nº 50.746.577/0001-15
N.I.R.E.
nº 35.300.177.045
Minutes
of the Board of Directors Meeting,
Held
on October 15th,
2009
1. DATE, TIME AND
PLACE: Held on the 15th day of October of
2009, at 10:00 a.m., at the administrative office of the Company at Avenida
Juscelino Kubitschek, 1726, 6th
Floor, in the city and state of São Paulo.
2. Attendance: All
the members of the Company’s Board of Directors were present, Messrs. Rubens
Ometto Silveira Mello, Chairman of the Board of Directors, Pedro Isamu
Mizutani, Vice-Chairman of the Board of Directors, Burkhard
Otto Cordes, Serge
Varsano, Marcelo Eduardo Martins, Maílson
Ferreira da Nóbrega, Marcelo de Souza Scarcela Portela, Pedro Luiz
Cerize and Roberto de
Rezende Barbosa, members of the Board of Directors.
3. Summons:
The call notice was waived in view of the attendance of all board
members.
4. Chair:
President: Rubens
Ometto Silveira Mello; Secretary: Pedro
Isamu Mizutani.
5. Agenda: The Chairperson
clarified that the purpose of the present meeting is the deliberation of the
following subjects: (i) resignation of its position as the Company’s Chief
Executive Officer, effective as of October 31st, 2009;
(ii) appointment of the current Commercial and Logistics Vice-President, Mr.
Marcos Marinho Lutz, as the new Chief Executive Officer, starting on November
1st,
2009; (iii) call General Shareholders’ Meeting to deliberate of the changes in
the Bylaws, according to the terms described on the attached call
notice.
6. Resolutions
unanimously approved, without restrictions: Upon opening the meeting,
after discussion of the matters, the members of the Board of Directors decided
unanimously and without restrictions:
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I)
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The
Chairperson presented the resignation of his position as Chief Executive
Officer, emphasizing to the Board members his motivation of focusing on
the definitions of the Company’s strategy, being exclusively dedicated to
the Board of Directors. The attendants received the resignation request,
presented at the meeting.
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II)
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In sequence,
the Chairperson appointed the Commercial and Logistics Vice-President to
serve as the Chief Executive Officer, starting on November 1st,
2009, which was unanimously
accepted.
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III)
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The
declaration of investiture of officer will be signed by Mr. Marcos Marinho
Lutz on November 1st,
2009, in the relevant book.
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IV)
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Finally, the
Chairperson suggested calling an Extraordinary General Shareholders
Meeting to deliberate about the rewriting of the articles 22 and 27 of the
Company’s Bylaws, in order to reduce the Officers’ autonomy to act without
the approval of the Board of
Directors.
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7. Adjournment: There being no further
business to conduct, the Chairperson adjourned the meeting, from which the
present minutes were written up, which after being read and found in conformity,
were signed by all those present. aa) Rubens
Ometto Silveira Mello, Chairman of the Board of Directors, Pedro Isamu
Mizutani, Vice-Chairman of the Board of Directors, Burkhard Otto
Cordes, Serge
Varsano, Marcelo Eduardo Martins, Maílson
Ferreira da Nóbrega, Marcelo de Souza Scarcela Portela, Pedro Luiz
Cerize and Roberto de
Rezende Barbosa, members of the Board of Directors.
São Paulo (SP),
October 15th,
2009
Pedro
Isamu Mizutani
Secretary
Item 2.
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COSAN S.A. INDÚSTRIA E COMÉRCIO
Corporate Taxpayer’s ID (CNPJ/MF):
50.746.577/0001-15
Company Registry (NIRE):
35.300.177.045
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Notice to the
Market
COSAN S.A.
INDÚSTRIA E
COMÉRCIO (Bovespa: CSAN3), in accordance with
CVM Instruction 358/02,
hereby announces that Rubens O. Silveira Mello presented his resignation as
Cosan S.A.’s CEO at today’s Board of Director's Meeting. He will
remain Chairman of the Board of Directors, in order to dedicate himself
exclusively to the Company’s strategic management. In addition, the Board of
Directors appointed Marcos Marinho Lutz, currently Chief Commercial and
Logistics Officer, as the new CEO. Mr. Lutz will take up office on November 1,
2009.
Before joining Cosan S.A.’s executive body in February
2007, Mr. Lutz served as
Infrastructure and Energy Officer at CSN and was a member of the Board of
Directors of MRS Logística
and Ita Energética. He was
also chief superintendent at Ultracargo S.A., a logistics subsidiary of the
Ultra Group. Mr. Lutz has a bachelor’s degree in Naval Engineering from the
Polytechnic School of the University of São Paulo and a master’s degree in Business Administration from
the Kellogg Graduate School of
Management.
Cosan S.A. underlies its commitment to best corporate
governance practices and
the professionalization of its entire executive body, a process which began some
years ago.
São Paulo, October 15,
2009
Marcelo Martins
Chief Financial and Investor Relations
Officer
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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October
16, 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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