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LIGHT S.A.

Corporate Taxpayers ID (CNPJ/MF) no. 03.378.521/0001-75

Corporate Registry ID (NIRE) no. 33.300.263.16-1

PUBLICLY-HELD COMPANY

MINUTES OF THE BOARD OF DIRECTORS MEETING OF LIGHT S.A., HELD ONJANUARY 31, 2007, DRAWN UP IN THE SUMMARY FORMAT AS ALLOWED BYPARAGRAPH 1, OF ARTICLE 130, OF LAW NO. 6,404/76

1. Date, time and place: January 31, 2007 at 3:00 pm, held at Av. Marechal Floriano, n 168,parte, 2 andar, Corredor A, Centro, Rio de Janeiro, RJ.

2. Attendance: Sitting members Aldo Floris, Djalma Bastos de Morais, Eduardo Borges deAndrade, Gilberto Sayo da Silva, Jos Luiz Silva, Luiz Anbal de Lima Fernandes, RaphaelHermeto de Almeida Magalhes, Ricardo Coutinho de Sena, Srgio Landau and Wilson NlioBrumer, Chairman of the meeting, as well as the alternate member in office BrunoConstantino. The following alternate members also attended the meeting, without, however,participating in the voting: Alfredo Salomo Neto, Almir Jos dos Santos, Ana Marta HortaVeloso, Joo Batista Zolini, Paulo Roberto Reckziegel Guedes and Ruy Flaks Schneider.Attorney Caio Machado Filho was invited to be the secretary of the meeting. Officers JosLuiz Alqures and Ronnie Vaz Moreira also attended the meeting, as well as the members of

the Fiscal Council, Ari Barcelos da Silva and Beatriz Oliveira Fortunato.

3. Issues Discussed Resolutions:

3.1. Capital Stock Increase

The Board of Directors, after a presentation by Officer Ronnie Vaz Moreira, pursuant to theprovisions in Paragraph Two and in the caput of Article 5, of the Bylaws, which regulate theconditions and the Companys authorized capital limit, approved the Companys capital stockincrease, in the amount of seventy-three thousand, nine hundred and sixty-seven reais andthirty-eight centavos (R$73,967.38), resulting from the exercise of rights inherent to aSubscription Bonus between September 1, 2006 and January 16, 2007 in the amount of

seventy-three thousand, nine hundred and sixty-seven reais and thirty-eight centavos(R$73,967.38). The increase takes place upon the issuance of six million, four hundred andten thousand and twenty (6,410,020) non-par book-entry common shares. Due to the increaseresolved, the Companys capital stock shall be one billion, seven hundred and four million, sixhundred and ninety-two thousand, two hundred and forty-one reais and ninety-two centavos(R$1,704,692,241.92), represented by one hundred and thirty-three billion, nine hundred andthirteen million, four hundred and fifty-six thousand, four hundred and twenty-two(133,913,456,422) non-par book-entry common shares;


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3.2. Call of the Companys Extraordinary Shareholders Meeting

The Board of Directors approved the call of the Companys Extraordinary Shareholders

Meeting to resolve on:

(i) dismissal and election of an alternate member of the Board of Directors who shall completethe management term to end at the 2008 Annual Shareholders Meeting;

(ii) amending the wording of Article 5 of the Bylaws to reflect the Companys capital increasepursuant to item 3.1 above;

(iii) submitting the Companys capital stock reduction proposal by two hundred and eighty-eight million, three hundred and twenty-two thousand, seven hundred and ninety-eight reaisand thirteen centavos (R$288,322,798.13), without any alternation of the number of sharesissued by the Company, due to the absorption of accumulated deficit until the period endedSeptember 30, 2006, duly reviewed by the independent auditors; and

(iv) amending the wording of Article 5 of the Bylaws to reflect, if approved, the Companyscapital stock reduction proposal provided for in item (iii) above.

3.3. Call of the Extraordinary Shareholders Meeting of LIGHT SESA

The Board of Directors was favorable to the call of the Extraordinary Shareholders Meeting ofLIGHT S.E.S.A., a wholly-owned subsidiary of the Company, to resolve on:

(i) dismissal and election of an alternate member of the Board of Directors who shall completethe management term to end at the 2008 Annual Shareholders Meeting;

(ii) capital increase of LIGHT S.E.S.A. in the amount of seventy three thousand, nine hundredand sixty-seven reais and thirty-eight centavos (R$73,967.38), with the issuance of six million,four hundred and ten thousand and twenty (6,410,020) non-par book-entry common shares,to be subscribed and paid up by Light S.A. due to the conversion of the 4 th issuancedebentures of LIGHT S.E.S.A, consequently amending the wording of Article 5 of the Bylawsof LIGHT S.E.S.A;

(iii) capital stock reduction proposal of LIGHT S.E.S.A by three billion, forty-two million, sevenhundred and seventeen thousand, five hundred and seventy-six reais and fifty-six centavos(R$3,042,717,576.56), without any alternation of the number of shares issued by LIGHT

S.E.S.A, due to the absorption of accumulated deficit up to the period ended September 30,2006, duly reviewed by independent auditors; and

(iv) amending the wording of Article 5 of the Bylaws of LIGHT S.E.S.A to reflect, if approved,the Companys capital stock reduction proposal provided for in item (iii) above.

3.4. Vote OrientationThe Board of Directors approved the favorable vote manifestation by the Company at theExtraordinary Shareholders Meeting of LIGHT S.E.S.A, which will resolve on item 3.3 above,and especially in relation to item 3.3 (i), it approved the favorable vote manifestation to thedismissal of Alternate Member Flvio Decat de Moura, and the election of Luiz Fernando


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Rolla as Alternate Member, who will complete the management term to end at the 2008Annual Shareholders Meeting.

4. Closure: There being no further business to discuss, these minutes were drawn up, andafter being read and approved, were signed by all in attendance.Rio de Janeiro, January 31,2007. Chairman: Wilson Nlio Brumer; Secretary: Caio Machado Filho; Board Members: AldoFloris, Alfredo Salomo Neto, Almir Jos dos Santos, Ana Marta Horta Veloso, BrunoConstantino Alexandre dos Santos, Djalma Bastos de Morais, Eduardo Borges de Andrade,Gilberto Sayo da Silva, Joo Batista Zolini Carneiro, Jos Luiz Silva, Luiz Anbal de LimaFernandes, Paulo Roberto Reckiziegel Guedes, Raphael Hermeto de Almeida Magalhes,Ruy Flaks Schneider, Ricardo Coutinho de Sena, Srgio Landau.

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