Publicly-Held Company

CNPJ (Corporate Taxpayer ID) #03.847.461/0001-92

Material Fact Minutes of the Special Meeting #284, as of October 31, 2013, of Bradespar S.A.'s Board of Directors CNPJ (Corporate Taxpayer' ID) #03.847.461/0001-92 NIRE (Companies' Registration Number) #35.300.178.360

The members of the Company's Board of Directors were called together on the
31th day of the month of October, 2013, at 4 p.m., at the corporate headquarters, at
Avenida Paulista, 1.450, 9oandar, Cerqueira César, São Paulo, SP, under the chairmanship of Mr. Antônio Bornia, in the absence of the Sitting Chairman, Mr.
Lázaro de Mello Brandão, on vacation. Mr. Carlos Alberto Rodrigues Guilherme
took the position of Secretary. Mrs. Denise Aguiar Alvarez was absent, on
vacation. During the meeting the Board Members: