F L E U R Y S . A . Publicly Held Company CNPJ/MF nº 60.840.055/0001-31 - NIRE nº 35.300.197.534 NOTICE TO THE MARKET Dividend Payments

São Paulo, May 8th, 2014 - Grupo Fleury informs that the Board of Directors approved, on a meeting held on May 8th, 2014, on the modification of the payment date of the dividends approved in the BDM held on April 25th, 2014.
Thus, the values will be available to shareholders on May 28th, 2014. The Minutes of the BDM
held today is attached to this notice.
All the other conditions, are unchanged: as follows:

Total amount of R$ 100.000.000,00, correspondent to R$ 0,639822463 per share.

Will be based on the shareholding structure of April 28th, 2014. Shares will be traded "ex"
dividends as from April 29th, 2014 (inclusive).

The single change is about the date values will be available to shareholders, which is now

May 28th, 2014.

The payments related to the shares at the BM&FBovespa's custody will be made to the

custodian, which is responsible to transfer the value to the corresponding shareholder.

To the other shareholders, payment will be made in accordance to the record in Banco Bradesco S.A., the Depositary Institution of the shares issued by the company. Shareholders receiving through Bradesco S.A shall keep records updated to receive the payment.

São Paulo, May 8th, 2014. João Ricardo Kalil Patah
Head of Investor Relations

Fleury S.A. NIRE 35.300.197.534 - CNPJ/MF nº 60.840.055/0001-31 MINUTE OF THE BOARD OF DIRECTORS' MEETING HELD ON MAY 8TH, 2014

Date, Time and Place: Held at 3:00 pm, on May 8th, 2014, at the Company's headquarters,
located at Av. General Valdomiro de Lima, nº 508, Jabaquara, São Paulo/SP.

Attendance: The totality of the members of the Company's Board of Directors: (1) Mr. José P. Rossetti; (2) Mr. Luiz Carlos Vaini; (3) Mr. Marcelo P. M. de Araújo; (4) Mr. Marcio S. de Araújo Coriolano; (5) Mr. Marcos B. Ferraz; (6) Mr. Omar M. Hauache; (7) Mr. Rendrik F. Franco; (8) Mr. Rogério Rabelo; and (9) Mr. Samuel M. dos Santos Junior.

Chair: The meeting was chaired by Mr. Omar Hauache and Mrs. Lillian Zanetti was the secretary.

Order of the day: To Decide on the rectification of the Minute of the Board of Director's

Meeting held on March 25th 2014.

RESOLUTIONS: After review and discussion of the issues in the agenda, the present members resolved, unanimously and without restrictions. to correct the deliberation of dividends approved on the Board of Directors' Meeting held on March 25th 2014, to defer the payment of the aforementioned dividends to May 28th, 2014, the resolution shall be replaced by the following:

"The Company's Board of Directors resolved, unanimously and unrestrictedly, to approve, ad referendum of the Ordinary General Shareholders Meeting that analyses the financial statements of the current fiscal year, the payment of interim dividends to shareholders, to be accounted to the Investment Reserve, according to balance sheet as of December 31st,

2013, totaling R$ 100.000.000,00, corresponding to R$ 0,639822463 per share.

The approved dividends will be charged to the mandatory dividends for the fiscal year 2014 and the payment will be available to the shareholders on May 28th, 2014.

The dividends will be paid based on the shareholding structure as of April 28th, 2014, and

the Company´s shares will be traded "ex" dividends from April 29th, 2014, included."

CLOSING: With no further matters on the agenda and the absence of any other expression, this meeting was concluded. These minutes were draft, having been read and approved, and signed by all.

As per the original, drawn up in the official book.

Omar Hauache

Chairman

Lillian M. Zanetti

Secretary

distributed by